General Terms and Conditions of Sale and Use

1.1The Fullyn Services are published by HIGH TEE SRL, a company incorporated under Belgian law, registered with the Crossroads Bank for Enterprises under number 0768.470.622, VAT number BE 0768.470.622, hereinafter “Fullyn”. Its registered office is at Rue de Hayen 23, 4130 Esneux, Belgium. Contact: info@fullyn.com; website: www.fullyn.com.

1.2These terms apply exclusively to natural or legal persons acting for professional purposes, hereinafter the “Customer”. Fullyn and the Customer are together the “Parties”.

1.3The “Services” means the software, mobile applications, platforms, integration modules and services expressly subscribed to. They may in particular fall under Fullyn Field, for field operations, time recording and mobility; Fullyn Core, for the centralisation and use of data from connected assets; Fullyn Track, for tracking vehicles, machines and assets; or Fullyn Time, for time management. The mention of a product constitutes neither a commitment to its availability nor its inclusion in a subscription.

2.1The contract is formed by the acceptance of a quotation or purchase order, or by an electronic subscription confirmed by Fullyn. The Customer receives the applicable terms before committing and accepts them on a medium that allows proof to be retained. The person subscribing declares that they have the necessary authority.

2.2The purchase order or accepted quotation, hereinafter the “Order”, specifies in particular the Services, their scope, the volumes subscribed, the prices, the commitment period, any initial services and the known prerequisites. Features announced as future features are only included if a written commitment specifies their content and timetable.

2.3In the event of conflict, the following prevail in this order: the expressly agreed special conditions, then these terms, and finally the technical documentation provided or referenced in the Order. Where a specific data processing agreement is concluded, it prevails for its subject matter, without derogating from mandatory rules. A subsequent change to the documentation cannot remove a contractual commitment without complying with Article 10.

2.4The Customer’s terms only apply if Fullyn has expressly accepted them. Pre-contractual exchanges and information cannot be set aside to the extent that the law gives them binding effect. No document guarantees that the terms of a third-party publisher will be maintained in the future, unless expressly undertaken.

3.1The Services may be offered directly or with the involvement of an independent integrator, reseller or other partner, hereinafter the “Partner”. Its role and, where applicable, the allocation of invoicing, support, installation and maintenance are specified in the Order.

3.2A Partner is not authorised to make commitments on behalf of Fullyn without an express mandate. It remains responsible for the services it contracts in its own name, in particular for administering the Customer’s Odoo instance when entrusted with it. This provision does not release Fullyn from its own commitments or from its obligations regarding the service providers it engages to perform them.

3.3Where a Partner resells the Services in its own name, the Customer pays the amounts to the Partner, and commercial requests, credit notes and refunds follow that invoicing chain. Fullyn’s obligations towards the Partner are governed by their own agreement; the resale price does not, in itself, extend Fullyn’s commitments. These terms of use apply to the end Customer once accepted. Roles relating to data and any specific agreements are determined in accordance with Article 14. This arrangement neither limits any direct recourse available to the Customer by law nor allows a double refund.

4.1For the duration of the subscription, Fullyn grants the Customer a non-exclusive, non-transferable right to use the Services for its professional needs and those of authorised users within the scope of the Order. Use for the benefit of end customers or several entities is possible where expressly provided for, in particular for offers intended for integrators.

4.2Depending on the offer, the Services comprise an application, components installed in the Customer’s environment or services accessible remotely. In the standard Fullyn Field offer, the mobile application communicates with the Customer’s Odoo instance, hosted on Odoo.sh, by the Customer or by a provider of its choice, in a compatible environment. Business data is stored in that environment and, depending on the features, on authorised devices. This offer does not include hosting that data on Fullyn’s servers, administering it or support access by Fullyn to the instance. Services involving hosting or operation of data by Fullyn are described separately in the Order. No intellectual property is transferred.

4.3The Customer manages the access rights under its administration, protects its access credentials and withdraws those of persons who are no longer authorised. Individual credentials may not be shared. Expressly provided collective uses, such as a kiosk or time recording for a team, remain permitted in compliance with the configured authorisations.

4.4The Customer shall refrain from any unauthorised access, any deliberate disruption and any circumvention of the security or counting mechanisms of the Services. Mandatory rights provided by law, in particular regarding interoperability, remain reserved.

4.5Trials and free editions are limited to the announced scope. They may be adapted or discontinued with reasonable notice where data must be retrieved, except in a security emergency. No service level or specific support is included without a written commitment. Legal obligations and those relating to personal data continue to apply.

5.1For Services connected to Odoo, the Customer has an instance, hosting, versions and technical rights compatible with the communicated prerequisites. The Order identifies the version supported at the start or refers to a dated list. Before a major migration or a change likely to affect the integration, the Customer or its Partner checks the announced compatibility with Fullyn. This check neither constitutes assuming responsibility for nor validating the Customer’s entire infrastructure.

5.2Fullyn provides the agreed integration components, in particular as an archive or through access to a software repository, and the information needed to install them. Installation, configuration, testing and prior backup are the responsibility of the party designated in the Order. Access to a repository does not constitute an instance administration service. Fullyn remains responsible for defects in its own components within the limits of the contract.

5.3The methods of authentication, writing, validation and synchronisation depend on the version of the Service deployed. Depending on the Odoo version and the applicable terms, certain functions or validation steps may require particular rights or licence types, specified in the Order or in the prerequisites provided before subscription. The Customer assigns the rights under its administration. The existence of a technical account, a Fullyn profile or an employee record does not, in itself, constitute a contractual qualification of an Odoo licence. A substantial restriction introduced after subscription remains subject to Article 10.

5.4Included maintenance covers the supported versions and the Fullyn components. It does not include migration of the instance, third-party developments or specific adaptations, unless otherwise stipulated. Fullyn announces an end of support decided by it at least ninety days in advance. A legal requirement, a security emergency or an external constraint that does not allow this period gives rise to notice as soon as possible. If this end of support substantially compromises the Service during a committed period, Article 10 applies.

5.5The availability of a new Odoo version does not imply the simultaneous availability of a compatible Fullyn version. No migration timetable is guaranteed without a written commitment.

5.6Fullyn is not liable for malfunctions to the extent that they result from a migration to an unsupported version, a modification of its components by a third party, a configuration contrary to the prerequisites or a failure of the Customer’s environment. It states the reason during diagnosis. Corrective work outside the scope is subject to a quotation. This exclusion does not cover Fullyn’s own defects.

6.1Fullyn’s prices do not include Odoo licences, hosting of the Customer’s instance, its Partner’s services or third-party subscriptions, unless expressly stated. The Customer obtains and maintains the rights required for its use from the suppliers concerned.

6.2Odoo licence requirements, in particular the categories of users or employees taken into account, depend on the terms applicable to the Customer and on its use, including via an application or a programming interface. Fullyn does not act as a representative of Odoo and cannot bind that publisher as to the interpretation or evolution of its terms.

6.3Fullyn communicates in good faith the prerequisites of which it is aware for the proposed integration. Any indication regarding a third party’s licences or prices is to be understood in the context and at the date on which it was communicated; it constitutes neither that third party’s opinion nor a guarantee that its policy will be maintained. The Customer seeks, where necessary, confirmation of its rights from the supplier concerned or its adviser. Fullyn’s liability for incorrect information attributable to it or for an express commitment remains subject to Article 13.

6.4Fees, licence purchases, changes of user category, true-ups and charges payable to Odoo or another supplier under the Customer’s obligations remain the Customer’s responsibility. Fullyn gives no guarantee to bear, reimburse or compensate these costs. This allocation does not prevent compensation for damage directly caused by an established fault of Fullyn, within the limits of Article 13.

6.5A change decided by a third party does not, in itself, constitute a fault of Fullyn. It does not, in itself, give rise to any right to a reduction of Fullyn’s price, a refund or compensation. Fullyn informs the Customer of the substantial consequences of which it is aware and considers reasonably possible adaptations, without any obligation to develop a specific solution free of charge. The consequences for the actual continuation of the Service are governed by Article 10.

6.6If Fullyn faces a third-party claim resulting from an established breach, attributable to the Customer, of its licence obligations, the Customer bears the direct consequences and reasonable defence costs incurred by Fullyn as a result, to the extent of its liability. Fullyn informs the Customer without delay, allows it to participate in the defence and does not conclude any settlement at its expense without its consent. This indemnity covers neither Fullyn’s faults nor amounts that would have been due irrespective of the Customer’s breach.

7.1Fullyn performs the Services with the care and skill reasonably expected of a professional software publisher. Unless specifically undertaken, it is bound by an obligation of means (best-efforts obligation). This qualification does not remove its obligation to provide the agreed features.

7.2In the standard Field offer, operational support for the Customer and administration of its instance are the responsibility of its Partner or the person it designates. Fullyn maintains its components within the subscribed scope and receives the technical reports needed for diagnosis, free of business personal data where possible. No access to the instance, database copy or document containing personal data may be transmitted to Fullyn outside the framework provided for in Article 14.4. Direct support with access to data, training, business assistance and specific developments require a separate agreement. Unless there is a service level agreement, no quantified availability rate, on-call service or guaranteed resolution time is included. Reports are sent to info@fullyn.com or to the dedicated channel communicated. Fullyn prioritises incidents according to their severity and reasonably informs of significant maintenance it carries out.

7.3The Customer provides accurate information, cooperates in diagnosis, has suitable equipment and connections and uses the Services in accordance with their purpose. Limitations of networks, GPS or data sources may affect the accuracy or speed of information. Fullyn remains responsible for processing defects attributable to its components.

7.4The Services support management and traceability; they do not replace the decisions of the employer, the site manager or the payroll provider. The Customer checks the data before using it for payroll, invoicing or a declaration. Calculations, exports or regulatory transmissions are only included within the expressly subscribed scope; their parameters and validations follow the agreed allocation.

7.5The Customer ensures the lawfulness of data collection and informs the persons concerned, in particular regarding geolocation, photos and time tracking. It configures the access rights and validations under its control. This responsibility does not release Fullyn from its own security and data protection obligations.

8.1Prices are stated excluding VAT and applicable taxes. The Order specifies the initial fees, recurring fees, billing frequency, included volumes and any usage limits. Additional services are subject to prior agreement on their price.

8.2For Field, a seat corresponds, unless otherwise specified, to a named operator authorised to use the field features within the subscribed volume, including when their services are entered by a team leader or a kiosk. A Fullyn profile is not synonymous with a user within the meaning of Odoo licences. A team leader occupying a seat does not consume a second one merely by carrying out validations. Included or billed office access is specified in the Order.

8.3Permanent replacement of a departing operator by another is permitted within the subscribed volume, with the history retained for the applicable periods. Artificially rotating a seat among several active operators is not permitted. Additions authorised by an empowered administrator are billed pro rata for the remaining period at the agreed and displayed or communicated price. Reductions take effect on renewal upon a request received before the due date. Deactivation, absence or non-use of a seat does not reduce the committed volume during the current period.

8.4For Services billed per asset, the Order defines the billable asset and the terms of activation, deactivation, counting and overage. The same source must not be counted more than once contrary to the agreed rule. Atypical uses requiring a specific offer are subject to information and prior agreement before any surcharge.

8.5Promotions only apply for the announced period and conditions. The price applicable after the promotion is communicated before subscription. Set-up fees remunerate the initial operations provided for in the Order. They remain due once those operations have been carried out, even if the Customer uses the Services little or stops using them afterwards. In the event of partial performance, only the part performed remains due, subject to the remedies applicable in the event of breach.

9.1The subscription starts on the effective provision of the agreed scope, notified to the Customer. The Order may provide for prior payment. Provision does not depend on the first actual use. Where installation is the responsibility of the Customer or its Partner, the necessary components and access must have been delivered and be usable in the agreed environment; the start operations and conditions provided for in the Order continue to apply. A delay attributable to Fullyn postpones the start of the unavailable part. A postponement requested by the Customer requires written agreement.

9.2Unless the Order provides otherwise, invoices are payable within thirty days of issue. Subscriptions are invoiced in advance for the chosen period. The Customer reports any reasoned dispute without delay; undisputed amounts remain payable. Silence does not constitute a waiver of mandatory rights.

9.3Late payments are subject to the interest and recovery costs legally applicable to commercial transactions in Belgium. Suspension only takes place in accordance with Article 12. A Partner’s services invoiced in its own name are governed by its contract.

9.4Prices are fixed during the commitment period, except for a change of volume or scope requested by the Customer. A revision on renewal may be justified by changes in the costs of supply, maintenance or security or in the scope of the offer. Fullyn notifies the new price and the reason for the revision at least thirty days before the due date. Post-promotion prices already accepted apply according to the agreed timetable.

9.5The Customer may refuse a newly notified increase by giving notice of non-renewal up to the day before the due date, notwithstanding the ordinary notice period. If the notice is late, the increase is postponed to a due date that allows the thirty-day period to be respected. No increase is retroactive.

10.1Fullyn may make corrections, improvements and adaptations that preserve the agreed essential functions. The contract does not guarantee that the interface or every technical arrangement will remain unchanged. A substantial change must be justified by an objective reason, in particular security, a legal requirement, a necessary technical evolution or a constraint imposed by a third party.

10.2Fullyn informs the Customer of their effects and of the available solutions at least thirty days before they are applied, where possible. A legal or security emergency may require immediate action; the Customer is then informed as soon as reasonably possible.

10.3If a change removes or substantially degrades a function expressly included in the Order and decisive for its purpose, Fullyn has a reasonable period, normally thirty days after a documented report, to restore it or propose a functionally equivalent solution at no extra Fullyn cost for the agreed scope. A mere preference as to interface or method is not sufficient to constitute substantial degradation. If no equivalent solution is provided, the Customer may terminate the affected Service only, without penalty, by notice within thirty days of confirmation that no solution is available. Legal remedies in cases of urgency or serious breach remain reserved.

10.4An increase in third-party prices, a new licence category or the Customer’s decision not to obtain the necessary rights does not, in itself, constitute a failure of the Fullyn Service. A voluntary migration, an extension of use or a change of hosting decided by the Customer does not give rise to any exceptional right to a refund for the resulting consequences, where the agreed environment remains supported and usable. This exclusion does not apply where the change is made necessary by a decision of Fullyn or by an external constraint that genuinely prevents the continuation of the agreed scope. If that constraint makes the lawful or technical provision of an essential function impossible, Fullyn seeks a reasonable adaptation and, failing a solution, the mechanism of Article 10.3 applies. Mandatory rights remain reserved.

10.5In the event of permanent discontinuation or substantial continuous unavailability of the Service, not attributable to the Customer, for more than thirty days after being reported, without an equivalent solution or a reasonably acceptable restoration timetable, either Party may terminate the affected Service only by reasoned notice. Occasional interruptions, reasonable maintenance and minor incidents do not give rise to an automatic refund; remedies for breach remain governed by the contract and the law.

10.6Where a refund is due under the contract, it relates solely to the prepaid Fullyn fees corresponding to the Service actually terminated and to the period after the effective date of termination, calculated pro rata to the remaining days and net of discounts. Periods already provided, activation fees or services actually performed, and amounts invoiced by Odoo, a hosting provider or a Partner for their own services, are not refunded by Fullyn on this basis. Earlier periods of non-performance attributable to Fullyn and any damages follow their legal rules and Article 13. The refund is made within thirty days; the rest of the subscription is maintained if it retains independent usefulness.

11.1Unless a specific term is agreed, the Customer chooses a monthly plan, concluded for one month and renewable for periods of one month, or an annual plan, concluded for twelve months and renewable for periods of twelve months. Monthly payment of an annual plan does not reduce the commitment where this has been expressly agreed.

11.2The Customer may at any time give notice that it does not wish to renew. For the monthly plan, the subscription ends on the first due date falling at least thirty days after receipt of the notice. For the annual plan, the notice must be received at least thirty days before the due date; otherwise, the subscription is renewed for the agreed period, subject to the special rights under Articles 9, 10, 15 and 17.

11.3Fullyn may decide not to renew a subscription by giving sixty days’ notice and complying with its data return obligations. It may not shorten a committed period at its discretion except in the cases provided for in the contract or by law.

11.4An ordinary request to stop does not release the Customer from the current commitment: fees remain due until its expiry and no refund is due merely because of reduced or no use. The rights of early termination provided for in Articles 10, 12, 13 and 15, in an applicable specific agreement or by a mandatory rule remain reserved. Any notice is sent to info@fullyn.com or to the identified contractual contact, on a durable medium.

12.1In the event of a breach capable of remedy, the injured Party sends a reasoned notice allowing fifteen calendar days to remedy it. Failing remedy, it may proportionately suspend its performance or terminate the affected Service if the seriousness of the breach justifies it.

12.2Fullyn may immediately suspend the strictly necessary access in the event of a serious security risk, manifestly unlawful use or a binding injunction. It gives reasons for the measure as soon as possible, limits its scope and restores access when the cause disappears. Suspension does not entail destruction of data.

12.3If the suspension is justified by a breach by the Customer and the resources of the Service remain reserved for it, the agreed fees remain due for a reasonable remedy period. After termination, Fullyn does not combine invoicing for services not provided with compensation for the same damage. It may claim its established net loss, after deduction of costs avoided. An unjustified suspension attributable to Fullyn opens the applicable remedies. In the event of termination due to Fullyn’s fault, advance payments for the period not provided are returned in accordance with Article 10.6, without prejudice to Article 13.

13.1Each Party is liable for the breaches attributable to it, in accordance with the rules of evidence of the applicable law. The Customer reports without delay the incidents of which it is aware and provides the information useful for diagnosis. The Parties take reasonable measures to prevent any aggravation of the damage and cooperate in resolving it; no reporting period deprives the Customer of a mandatory right.

13.2To the extent permitted by law and subject to Article 13.4, Fullyn’s aggregate liability, for all causes and claims combined for the same event or a series of related events, is limited to the fees excluding taxes actually paid or payable for the sole Service giving rise to the damage in respect of the twelve months preceding the first triggering event. Where the contract started less than twelve months earlier, the fees paid or payable since its start are taken into account, with a floor equal to three monthly instalments of the Service concerned at the contractual price. For annual invoicing, the reference monthly instalment is one twelfth of the annual price. Refunds of unused fees due under the contract are not damages and do not reduce this cap.

13.3Subject to the same reservations, indirect losses are excluded, such as loss of business opportunity or profit where these are indirect. Reasonable costs of restoring data directly caused by a fault of Fullyn are not excluded merely because they concern data; they remain subject to the cap where applicable.

13.4No exclusion or limitation applies to fraud, wilful misconduct or gross negligence of Fullyn or its employees or agents, to harm to life or physical integrity, or to the extent that it would release Fullyn, other than in cases of force majeure, from the non-performance of an essential obligation or would contravene a mandatory rule. These reservations apply to all of these terms, including the provisions relating to third parties. The rights of data subjects under the GDPR are not limited by this contract.

13.5A force majeure event has the effects recognised by the applicable law. The prevented Party informs the other, limits its consequences and resumes its obligations as soon as possible. A supplier failure or a cyberattack does not automatically constitute force majeure. If the substantial impediment persists for more than thirty days, either Party may terminate the affected Service; the prepaid period not provided is refunded.

14.1The Customer retains its rights to the data provided or generated in its environment. It determines the purposes and conditions of use of the personal data of its teams and ensures that it has the required legal bases and information. The roles of other stakeholders are determined by the operations actually carried out and not merely by how they are described in the contract. The software licence grants Fullyn no general right of access to, reuse or resale of business data.

14.2Each Party protects the other’s confidential information, limits access to it to those who need it and uses it for the contract. This obligation does not cover information that has become public without fault, has been lawfully obtained elsewhere or whose disclosure is required by law. It survives for five years after the end of the contract, and longer for trade secrets and personal data where their nature or the law so requires.

14.3For Field in its standard operation, the Customer arranges with its hosting provider or its Partner the backup, restoration, retention and administration of the data in its Odoo instance. It manages the security of authorised devices and their access. Fullyn does not perform these operations on systems it does not operate and holds no backup of business data enabling them to be restored. This allocation does not release Fullyn from its obligations regarding the security and defects of its own components. For systems or data it actually operates under another offer, Fullyn’s responsibilities are specified in the Order and, where necessary, in the applicable data processing agreement.

14.4An exceptional intervention by Fullyn requiring access to the Customer’s personal data is subject to a prior written agreement specifying its purpose, the authorised access, confidentiality, duration and what happens to the data. Where it constitutes processing on behalf of the Customer, an agreement complying with Article 28 of the GDPR is concluded before such processing. The Customer or its Partner does not communicate access credentials or a copy of data before this framework is in place. Fullyn limits access to the authorised assignment and its duration.

14.5In the standard operation of Field, operators’ business data is not hosted by Fullyn. However, certain technical flows pass through services operated by Fullyn or its providers: (a) licence verification, by which the Customer’s Odoo server transmits to Fullyn’s licence server the number of seats and technical identifiers generated in the Customer’s instance, without names or contact details; (b) the technical services of the mobile application, such as notifications and error reports; (c) the calculation of mobility distances, which transmits the departure and arrival addresses, without any other identifier, to the mapping service used by Fullyn. Flows (a) and (b) are described in Fullyn’s privacy policy. A Customer wishing to use its own mapping service key may request this; the arrangements are then agreed with Fullyn. Information processed by Fullyn for its commercial management, invoicing or licence management is covered by a separate privacy notice where personal data is concerned. Any change introducing another collection is subject to prior information specifying the data, purposes, recipients and retention periods, and to the agreements or other measures required by law. Data collected is limited to what is necessary; an individual identifier is not considered anonymous merely because it contains no name.

14.6The provisions specific to Field are not automatically extended to Core, Track, Time or any other offer. Where Fullyn actually hosts, accesses or processes personal data on behalf of the Customer in those Services, the Parties conclude the required data processing agreement and document in particular the scope, sub-processors, locations, security and retention periods before processing begins. The absence of a general annex to these terms does not exempt the Parties from an agreement required by law.

15.1In the standard Field offer, business data stored in the Customer’s Odoo instance remains in that environment at the end of the subscription. Fullyn does not undertake to return or erase a copy it does not hold. The Customer and its Partner arrange retention, exports and, where applicable, uninstallation of the components. They check beforehand the impact of an uninstallation on the data and back up the instance. Fullyn provides the available information needed for this operation for its components. The end of the subscription ends the right to use the subscribed features, without authorising Fullyn to deliberately delete the Customer’s business data.

15.2Where another Service actually involves hosting or holding of data by Fullyn, or where a return is legally incumbent upon it, the Order and the reversibility documentation specify the exportable data, attachments, necessary metadata, formats and known technical limitations. Fullyn returns the elements falling under its obligations in a commonly used, machine-readable format. Its own software and secrets are not transferred, without preventing a return legally due. Returns relating to an exceptional intervention follow the specific agreement concluded. The following provisions apply to the extent that the Service and the data fall within the operations they cover.

15.3Where Chapter VI of Regulation (EU) 2023/2854 applies, the Customer may request switching to another provider, a transfer to its own infrastructure or erasure at the end of the contract in accordance with that Regulation. The notice period is thirty days. The transition period is a maximum of thirty calendar days, subject to extensions that are legally permitted and justified. Fullyn provides the reasonable assistance required, ensures the continuity and security falling within its obligations and informs the Customer of known risks. It confirms the end of the transition and the end date of the contract in accordance with the Regulation. For erasure without transfer, the contract ends at the end of the applicable notice period.

15.4For data held by Fullyn and subject to return, a retrieval period of at least thirty days is maintained after the end of the transition or, outside that arrangement, after the end of the Service, unless a different period applies by law or a valid erasure request is made. At its end, the data is deleted in accordance with the processing agreement, subject to legally required retention; backup copies are purged according to the documented cycle and remain protected. This obligation does not concern data stored in the Customer’s instance or on its devices, which it manages with its providers.

15.5No specific switching charges are made for legally mandatory operations. Fees for the Service provided until the actual end remain due. Where a Customer terminates a fixed term early for convenience, including in the context of switching provider, an early termination fee may be due, separately from switching charges. It is limited to the established net loss resulting from the termination, after deduction of costs avoided and any amount already compensated, and may not exceed the fees remaining until the end of the fixed term. This rule is brought to the Customer’s attention before subscription. No early termination fee is due where the termination results from a breach by Fullyn or from a right to exit without penalty provided for in the contract or by law. Advance payments are set off against the final statement, without double collection; any balance is returned within thirty days. A financial dispute cannot, in itself, block a legally due transfer.

15.6Additional services, distinct from legally mandatory assistance, may be the subject of an accepted quotation. They cannot make the exercise of the right to return of data or to switch provider conditional upon them.

16.1Fullyn or its licensors retain the rights to the software, trademarks, documentation and know-how provided. Third-party components remain subject to their respective licences. The rights of use essential to the Customer result from Article 4 and the agreed special conditions.

16.2Fullyn Field is an independent application that can be connected to Odoo. HIGH TEE SRL is neither affiliated with nor endorsed or sponsored by Odoo S.A. Odoo® is a registered trademark of Odoo S.A. This independence does not exclude relationships with independent integrators.

17.1These terms apply to new subscriptions from their acceptance. They do not retroactively replace an earlier version. For existing Customers, their adoption is subject to express agreement or another mechanism validly applicable to the existing contract.

17.2Fullyn may propose amendments justified by changes in the law, the Services, security or technical dependencies. They are communicated on a durable medium, with their reason and effective date, at least thirty days in advance and normally take effect on renewal. The Customer may refuse by giving notice of non-renewal up to the day before that due date, notwithstanding the ordinary notice period. A substantial change to the subject matter or balance of the contract requires express agreement. For other adaptations, the notice specifies the consequences of continuing the subscription and the right to refuse. Purely administrative changes without adverse effect may be communicated when they take effect.

17.3An adaptation imposed during a period by a legal requirement or a security emergency is limited to what is necessary. If it substantially degrades the Service, the exit right under Article 10 applies. A mere change published on the website does not, in itself, constitute acceptance of a substantial amendment.

18.1The contract is governed by Belgian law, subject to applicable mandatory provisions. The Parties seek an amicable solution in good faith for thirty days after notification of the dispute, without delaying an urgent measure or a legal time limit.

18.2Failing agreement, the courts with subject-matter jurisdiction of the judicial district of Liège have jurisdiction, subject to mandatory rules. The invalidity of one provision does not deprive the others of effect if the contract can subsist. Failure to exercise a right does not constitute a waiver.

18.3Contractual notices are given on a durable medium and sent to the contacts declared by the Parties. Electronic evidence is admitted in accordance with the law, without abusive limitation of the other Party’s means of proof.

18.4These terms are drawn up in French, Dutch, English and German. In the event of any discrepancy in interpretation, the French version prevails, subject to applicable mandatory provisions.