Terms and Conditions
These terms and conditions (the “Terms”) govern Your use of the Website, the Platform and/or the Services, which are owned and operated by Together Connected NV, with registered office at Gentbruggekouter 5, B-9050 Gentbrugge (Belgium), registered with the Crossroadsbank of Enterprises under number 0720.810.265, RLE Ghent (division Ghent) (the “Vendor”).
Unless the content otherwise requires the capitalized terms used herein will be defined as set forth in Article 1.1 of these Terms.
You acknowledge and agree that by using the Website and/or the Platform and/or the Services, You have read these Terms carefully and have accepted them without reservation.
In the event the Agreement is concluded into through the internet (e.g., through the Website), Parties agree to abide by the provisions of article XII.10 of the Belgian Code of Economic Law, and thus explicitly agree that all information required regarding such electronic conclusion is included in these Terms.
1. IN GENERAL
1.1 For the purposes of these Terms, the following terms will have the meaning as specified below:
- Account Information Service (AIS) means an online service to provide consolidated information on one or more payment accounts held by the Payment Service User with either another payment service provider or with more than one payment service provider.
- Account Information Service Provider (AISP) means Vendor pursuing Account Information Services, registered under the number [currently in application with the National Bank of Belgium] as an account information service provider with, and under the prudential supervision of, the National Bank of Belgium (in order to consult the register, please consult the website of the National Bank of Belgium).
- Account Servicing Payment Service Provider (ASPSP) means the payment service provider providing and maintaining a payment account for a payer, such as a financial institution (g., a bank).
- Affiliate means with respect to either Party, (i) any company or legal entity which controls either directly or indirectly such Party, or (ii) any company controlled by such Party, or (iii) any company holding a controlling interest in such Party at any time during the term of these Terms by owning a majority of voting stocks or by exercising control otherwise through shareholding.
- Agreement has the meaning set forth in Article 1.2 of these Terms.
- Annual Fee has the meaning set forth in Article 2.3.
- Business Day means any day, except a Saturday, Sunday or public holiday;
- “Confidential Information” means non-public information, technical data or know-how of a Party and/or its affiliates, which is furnished to the other Party in written or tangible form in connection with this Agreement. Oral disclosure will also be deemed Confidential Information if it would reasonably be considered to be of a confidential nature or if it is confirmed at the time of disclosure to be confidential. Notwithstanding the foregoing, Confidential Information does not include information which is: (i) already in the possession of the receiving Party and not subject to a confidentiality obligation to the providing Party; (ii) independently developed by the receiving Party; (iii) publicly disclosed through no fault of the receiving Party; (iv) rightfully received by the receiving Party from a Third Party that is not under any obligation to keep such information confidential; (v) approved for release by written agreement with the disclosing Party; or (vi) disclosed pursuant to the requirements of law, regulation, or court order, provided that the receiving Party will promptly inform the providing Party of any such requirement and cooperate with any attempt to procure a protective order or similar treatment.
- Customer means the natural or legal person who makes use of the Website, the Platform and/or the Services in its professional capacity as bookkeeper or accountant, who may service End Customers through the Website, the Platform and/or the Services.
- Data Protection Legislation means EU Regulation 2016/679 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data (the General Data Protection Regulation) together with the codes of practice, codes of conduct, regulatory guidance and standard clauses and other related legislation resulting from such Directive or Regulation, as updated from time to time.
- Data Subject means an identified or identifiable natural person to whom the Personal Data relates. An identifiable person is one who can be identified, directly or indirectly, in particular by reference to an identifier such as a name, an identification number, location data, online identifier or to one or more factors specific to the physical, physiological, genetic, mental, economic, cultural or social identity of that person.
- Effective Date means the date on which Vendor has accepted the User’s duly completed application to become a User of the Platform and has notified the User of such acceptance.
- End Customers has the meaning set forth in Article 4.14 of these Terms.
- End Customer License means a renewable, restricted, non-exclusive, non-transferable, non-assignable license, without the right to sub-license, for the duration of this Agreement to have access to and use the Platform and Services, for End Customer’s business purposes.
- Intellectual Property Rights means (i) patents, patent applications, patent disclosures and inventions (whether patentable or not), (ii) copyrights and copyrightable works (including semi-conductors) and registrations and applications thereof, (iii) computer software programs (including, but not limited to source code and object code), data, databases and documentation thereof, (iv) rights to know-how, trade secrets and other confidential information (including information, inventions, improvements, research and development information, drawings, specifications, blueprints, flowcharts, schematics, protocols, programmer notes, designs, design rights, developments, discoveries, plans, business plans, proposals, (practical) pointers, technical data, financial and marketing plans and customer and supplier lists and information, methods, processes, procedures), and (v) all other forms of intellectual property anywhere in the world, including all extensions, reversions, revivals, renewals thereof and including any right to apply for registrations of and applications for any of these rights recognized in any country or jurisdiction in the world now existing or hereafter coming into existence.
- Login means the identification code, which, in combination with the Password, gives the User access to its User Account.
- Main License means a renewable, restricted, non-exclusive license, non-transferable, non-assignable license, for the duration of this Agreement, to access to and use the Platform and the Services, for Customer’s business purposes.
- Parties (“Party”) means collectively User and Vendor.
- Password means the code User selected, which, in combination with the Login, gives User access to its User Account.
- Payer means a natural or legal person who holds a payment account and allows a Payment Order from that payment account, or, where there is no payment account, a natural or legal person who gives a Payment Order.
- Payment Initiation Service (PIS) means a service to initiate a Payment Order at the request of the payment service user with respect to a payment account held at another payment service provider.
- Payment Initiation Service Provider (PISP) means the Vendor pursuing Payment Initiation Services, registered under the number [currently in application with the National Bank of Belgium] as a payment initiation service provider with, and under the prudential supervision of, the National Bank of Belgium (in order to consult the register, please consult the website of the National Bank of Belgium).
- Payment Order means an instruction by a payer or payee to its payment service provider requesting the execution of a Payment Transaction.
- Payment Services means the provision of payment initiation and account information services by the Vendor as described in these terms and conditions and as defined in article I.9 of the Belgian Code of Economic Law.
- Payment Service User means a natural or legal person making use of a payment service in the capacity of payer, payee, or both.
- Payment Transaction means an act, initiated by the payer or on his behalf or by the payee, of placing, transferring or withdrawing funds, irrespective of any underlying obligations between the payer and the payee.
- Personal Data means any information relating to a Data Subject.
- Platform means https://app.toco.eu or the TOCO app available in the Google Play and the App Store.
- Processing (“Process(es)” or “Processed”) means any operation or set of operations which is performed upon Personal Data or on sets of Personal Data, whether or not by automatic means, such as collection, recording, organization, structuring, storage, adaptation or alteration, retrieval, consultation, use, disclosure by transmission, dissemination or otherwise making available, alignment or combination, restriction, erasure or destruction.
- Services means making the Website and/or the Platform available to the User as well as all associated services offered by Vendor through the Website and/or the Platform as described in Article 3 of these Terms. For the avoidance of doubt, the Services do not include any other financial products and services including but not limited to receiving and managing deposits on current, savings and term accounts and offering, providing, distributing, managing, brokering or in any other way making available payment services, investment products, insurance products or any other type of financial service.
- Subscription has the meaning set forth in Article 2.1 of these Terms.
- Third Party(ies) means all legal or natural persons that are not Users or End Customers.
- Third Party Materials has the meaning set forth in Article 10.1 of these Terms.
- Third Party Services has the meaning set forth in Article 10.1 of these Terms.
- User (“You”, “Your”) means the natural or legal person who makes use of the Website, the Platform and/or the Services, including but not limited to Customers and End Customers.
- User Account means an account with Login and Password that User has created or received pursuant to its acceptance by Vendor for use of the Website and/or Platform and/or Services.
- We (“us”, “our”) means the Vendor.
- Website means https://www.toco.eu.
1.2 Without prejudice to any other agreements or arrangements between You and Vendor, these Terms, as well as all updated, modified and/or amended future versions hereof as now or thereafter in effect, will constitute the one and only agreement between You and Vendor (the “Agreement”).
1.3 These Terms apply to Your professional use of the Website and/or the Platform and/or the Services. For the avoidance of doubt, the use of the Website and/or the Platform and/or the Services for Your private accounting will be considered as professional use.
1.4 You warrant that You, all Affiliates and/or any other entities to which You have provided access to Your User Account by proxy, including but not limited to Your accountant, will use the Website and/or the Platform and/or the Services solely within the framework of Your professional activities.
1.5 Insofar as applicable, You agree that Your terms and conditions, those of Your Affiliates, the End Customers or any other Third Parties will not apply in any way in relation to Your use of the Website and/or the Platform and/or the Services. These Terms will apply to any Third Party on which Vendor relies for the provision of the Services.
1.6 Vendor explicitly reserves the right to modify or rectify these Terms in any way without Your prior consent. If this is the case, Vendor will inform You as a Payment Service User of these changes in a timely manner (e., not later than two (2) months before the date of the intended entry into force of the modified version of the Terms) through e-mail and/or the Website and/or the Platform. The Payment Service User may object to the modified version of the Terms before the date of the intended entry into force. If the Payment Service User does not accept the modified version of the Terms, the Payment Service User must terminate this Agreement by immediately ceasing all use of the Website and/or the Platform and/or the Services before the date of the intended entry into force of the modified version of the Terms. However, if the Payment Service User does not object to the modified version of the Terms and continues to use the Website and/or the Platform and/or the Services and Payment Services, the Payment Service User is deemed to have accepted the modified version of the Terms without any reservation.
1.7 The language of the Agreement and of all communication and interaction between You and Vendor in relation to the Services will be French, Dutch or English. In case of a conflict or discrepancy among or between the different language versions, the English version will prevail. The communication between You and Vendor will also be in English, although Vendor may, in its sole discretion, answer You in the language You used when You first contacted Vendor.
2.1 End Customers can request a yearly subscription to the Platform and the Services via Website or Platform (the “Subscription”).
2.2 Pursuant to a Subscription, Vendor will grant such End Customer an End Customer License on the Effective Date.
2.3 Vendor will invoice End Customers with an annual fee (the “Annual Fee”) within thirty (30) calendar days after the Effective Date. All payment obligations are non-cancellable, and all amounts paid are non-refundable. Amounts due are exclusive of all applicable taxes, levies, or duties, and the End Customers will be solely responsible for payment of all such amounts. All amounts are payable in Euro. Any amounts not paid when due will bear interest at the rate of 1.5% per month.
2.4 Without prejudice to Article 5, The End Customer may terminate the Subscription at any time by closing/deleting its User Account. Pursuant to such termination, (i) the End Customer will retain access to the Platform and the Services for the remainder of the financial year of the Subscription, and (ii) the End Customer License will terminate on the last Business Day of such financial year.