Terms of Service
These Terms of Service ("Terms") govern the use of the Cleero platform and related services. Please read them carefully before using our services.
1. Parties and Definitions
The Cleero application and website are operated by Peakdesigns CommV, acting under the brand name Cleero, with registered office at Voortstraat 72, 3580 Beringen, Belgium, VAT number BE 0759.767.742 ("Cleero", "we", "us", "our").
By creating an account, accessing or using our web application at https://app.cleero.be or our website at https://www.cleero.be (together: the "Platform"), you agree to be bound by these Terms on behalf of yourself and, where applicable, the company or organization you represent (the "Customer").
In these Terms, "User" means any natural person who uses the Platform under your account, such as you, your employees, accountants or other authorized persons.
2. Scope of the Services
Cleero provides a cloud-based software-as-a-service (SaaS) platform for invoicing, expense management and related functionality, including:
- Creation, sending and storage of invoices, credit notes, quotes, reminders and other documents (including via the Peppol network);
- Upload and processing of expenses and purchase documents, including OCR-based data extraction;
- Bank account synchronization via supported banking integrations and import of bank statements;
- Financial overviews, dashboards and reporting;
- Collaboration workflows with accountants and other Users;
- Integrations with third-party services (e.g. accounting software, banking providers, payment processors, KYC providers, document providers);
- Ancillary features such as reminders, email sending, and notification services.
The exact features available may depend on the selected subscription plan and on the specific integrations or modules you activate. We may add, modify or remove features from time to time in accordance with Section 16 (Changes to the Service and Terms).
3. Account Registration and Eligibility
- You must be at least 18 years old to register an account and use the Platform.
- You must provide accurate, complete and up-to-date information during registration and keep it updated.
- If you create an account on behalf of a company or organization, you represent and warrant that you have the authority to bind that entity to these Terms.
- You are responsible for maintaining the confidentiality of your login credentials and for all activities under your account.
- You must notify us without undue delay if you suspect any unauthorized use of your account or a security breach.
4. Use of the Platform
You agree to use the Platform only in accordance with these Terms, applicable laws and reasonable instructions we may provide.
You agree in particular not to:
- Use the Platform for any unlawful or fraudulent purpose;
- Upload or transmit any content that is illegal, defamatory, discriminatory, obscene or otherwise inappropriate;
- Upload or transmit viruses, malware or other harmful code;
- Attempt to gain unauthorized access to the Platform or to related systems or networks;
- Interfere with or disrupt the integrity or performance of the Platform;
- Attempt to circumvent technical or security measures implemented to protect the Platform;
- Use the Platform to send unsolicited or unauthorized advertising or spam;
- Copy, modify, decompile, reverse engineer or attempt to extract the source code of the Platform, except where permitted by law;
- Resell, sublicense or otherwise make the Platform available to third parties except as expressly permitted in these Terms.
5. Customer Data and Data Protection
"Customer Data" means any data, documents or other content that you or your Users upload, store or otherwise submit to the Platform, including invoices, receipts, bank transactions, contact data of your customers and suppliers, and other business information.
- You remain the owner of all Customer Data that you upload or otherwise make available in the Platform.
- You grant Cleero a non-exclusive, worldwide, royalty-free license to host, copy, process, transmit and display Customer Data solely to the extent necessary to provide, maintain, secure and improve the Platform and related support services.
- You are responsible for the lawfulness, accuracy and quality of Customer Data, and for obtaining all necessary consents and legal bases for processing personal data included in Customer Data.
- To the extent we process personal data as a data processor on your behalf, our Privacy Policy describes how we handle such data and our respective roles. The Annex – Data Processing Terms (Controller–Processor) in our Privacy Policy forms the data processing agreement between you (as controller) and us (as processor) within the meaning of Article 28 GDPR, and is hereby incorporated by reference into these Terms. By creating an account or using the Platform, you confirm that you have read and accept that Annex on behalf of the Customer.
- You are responsible for configuring access rights and managing Users within your organization account. We are not responsible for any access or actions taken by Users you invite or authorize.
6. Third-Party Services and Integrations
The Platform may offer integrations with third-party services, such as banks and open banking providers, payment processors, accountants, accounting software, KYC and identity verification providers, document providers, Peppol access points and other tools.
- Your use of third-party services is subject to the separate terms and privacy policies of those third parties. We do not control and are not responsible for third-party services.
- When you activate an integration or configure a webhook, you instruct us to share the relevant Customer Data and usage data with that third party to the extent necessary to enable the integration.
- Certain features (such as banking connectivity, payments or KYC verification) may require you to accept additional terms or credentials from our partners.
- For some integrations (for example Codabox "Sales Invoice – Copy to Accountant"), you may enter into a separate agreement directly with the integration provider. In that case, the provider may act as an independent service provider or controller for the part of the processing it performs under its own terms, and is responsible for its own compliance with applicable law.
- We are not liable for any unavailability, errors or loss resulting from third-party services, nor for any processing of data carried out by such third parties under their own responsibility.
7. Banking Connectivity and Financial Data
If you connect bank accounts or enable bank feeds, transaction data will be retrieved from your financial institution or banking integration providers and imported into the Platform.
- You are solely responsible for choosing which accounts to connect and for revoking access when it is no longer needed.
- We use carefully selected providers to establish secure connections and to handle bank data. Their role and data processing are governed by agreements between you, us and those providers.
- Bank transaction data in the Platform is provided for informational and bookkeeping purposes only and does not replace statements from your financial institution.
8. Peppol E-Invoicing and Document Delivery
When you enable Peppol e-invoicing, we may use third-party Peppol access points and related infrastructure to send and receive documents.
- You are responsible for the content of documents sent via Peppol and for ensuring that you meet any registration or eligibility requirements.
- We seek to deliver documents reliably through the Peppol network but cannot guarantee successful delivery in all cases, as this may depend on third-party access points and recipients.
- We and our e-invoicing providers (such as Flowin/CodaBox) may suspend or restrict access to Peppol or similar electronic networks if we reasonably suspect fraud, spam, criminal activity, misuse of the network rules or materially incorrect registration information, or if this is required to comply with applicable law or the terms of the underlying network.
9. Identity Verification and KYC
For certain use cases (for example in the context of Peppol connectivity, banking integrations or compliance requirements), we may require that you or certain Users complete identity verification or Know Your Customer (KYC) checks via specialized third-party providers.
- When you start such a verification flow, you will be redirected to a secure environment operated by the verification provider, where you may be asked to provide identity information, including images of your identity document, selfies or short videos, and related data. This may involve the processing of biometric data (such as facial templates or liveness signals) by that provider.
- The verification provider is responsible for operating that environment and for handling the identity evidence in accordance with its own terms and privacy notice. We typically receive only the verification status, decision and limited metadata needed to link the result to your organization and account.
- Where you submit individuals to KYC checks as controller (for example your directors, representatives or beneficial owners), you are responsible for ensuring that there is an appropriate lawful basis for that processing (including explicit consent for biometric data where required by law) and for providing those individuals with adequate information about the use of KYC providers.
- If you do not successfully complete required verification steps, certain services or integrations may not be available or may be suspended.
10. Subscription Plans, Fees and Payment
Access to the Platform is offered on a subscription basis. The applicable fees, billing intervals and included features are described on our pricing page or in a separate order form.
- All fees are expressed in EUR and, unless stated otherwise, are exclusive of VAT and any other applicable taxes.
- Subscriptions are billed in advance per billing period (monthly or yearly, as selected).
- You authorize us or our payment provider to charge the applicable fees to your chosen payment method. You are responsible for ensuring that your payment details remain valid and up to date.
- We may adjust our prices and plans from time to time. Any changes will be communicated in advance, and will apply as from the next renewal period unless you cancel before that date.
- If a payment cannot be collected, we may suspend access to the Platform until payment is received. We may terminate the subscription if payment remains outstanding after a reasonable remedy period.
- Unless expressly provided otherwise, fees are non-refundable, except where required by mandatory law. Trial or promotional periods may be subject to additional conditions.
11. Term, Suspension and Termination
Your subscription starts when you first create an account or subscribe to a paid plan and continues for successive billing periods until terminated by you or by us in accordance with these Terms.
- You may cancel your subscription at any time via the account settings in the Platform or by contacting us.
- Cancellation takes effect at the end of the current billing period. You will continue to have access to the Platform until that date, after which access may be restricted or disabled.
- We may suspend or limit your access to the Platform if (i) you materially breach these Terms, (ii) your account is used in a way that causes security or operational risks, or (iii) payments are overdue.
- We may terminate the subscription with reasonable notice where we discontinue the Platform or a substantial part of it, or for other legitimate business reasons.
12. Data Export and Retention After Termination
- You are responsible for exporting any Customer Data you wish to retain before your subscription ends.
- For a limited period after termination, we may provide tools or assistance to export certain data, subject to applicable fees and technical feasibility.
- We may retain certain data after termination to comply with legal retention obligations (for example accounting and tax laws requiring retention of financial records for several years) and for legitimate business purposes as described in our Privacy Policy.
13. Service Availability and Maintenance
- We aim to provide a high level of availability for the Platform, but we do not guarantee uninterrupted or error-free operation at all times.
- We may temporarily limit or suspend access for maintenance, updates or in case of technical issues. Where reasonably possible, we will schedule planned maintenance outside of peak hours and provide prior notice.
- We are not responsible for unavailability caused by factors outside our reasonable control, such as internet or network failures, failures of third-party services, or force majeure events.
14. Intellectual Property
The Platform and all related content, features and functionality (including software, designs, text, graphics, logos and trademarks) are owned by Cleero or its licensors and are protected by intellectual property laws. Except for the limited right to use the Platform in accordance with these Terms, no rights or licenses are granted to you.
15. Warranties and Disclaimer
The Platform is provided on an "as is" and "as available" basis. To the maximum extent permitted by law, we exclude all warranties, whether express, implied or statutory, including warranties of merchantability, fitness for a particular purpose and non-infringement.
We do not guarantee that the Platform will meet your specific requirements, that it will be compatible with all systems or that it will be free of errors or security vulnerabilities.
16. Limitation of Liability
Nothing in these Terms limits or excludes our liability for gross negligence, willful misconduct, fraud, death or personal injury caused by our negligence, or any other liability that cannot be limited or excluded under mandatory law.
Subject to the preceding paragraph and to the maximum extent permitted by law, we are not liable for (i) any indirect, consequential, incidental, punitive or special damages, (ii) loss of profits, revenue, goodwill or data, or (iii) business interruption, whether arising in contract, tort or otherwise, even if we have been advised of the possibility of such damages.
Our aggregate liability for all claims arising out of or in connection with the Platform and these Terms in any 12-month period is limited to the total amount of subscription fees actually paid by the Customer to us for the Platform during that period.
17. Indemnification
You agree to indemnify and hold Cleero harmless from and against any claims, damages, losses, costs and expenses (including reasonable legal fees) arising out of or in connection with (i) your use of the Platform in breach of these Terms or applicable law, (ii) Customer Data you submit or process via the Platform, or (iii) any claim from a User or third party arising from your use of the Platform.
18. Force Majeure
We are not liable for any failure or delay in performance to the extent caused by circumstances beyond our reasonable control, including but not limited to natural disasters, war, terrorism, riots, strikes, internet or telecommunication failures, power outages or governmental actions.
19. Changes to the Service and Terms
We may update or modify the Platform from time to time, for example to add new features, improve performance or adapt to legal requirements. We will endeavor not to reduce core functionality in a way that materially and adversely affects you without reasonable notice.
We may amend these Terms from time to time. The most recent version will be published on https://www.cleero.be. Where changes are material, we will provide notice (for example via email or an in-app message). Continued use of the Platform after changes takes effect constitutes acceptance of the updated Terms.
20. Governing Law and Jurisdiction
These Terms and any disputes or claims arising out of or in connection with them or with the use of the Platform are governed by Belgian law, to the exclusion of its conflict-of-law rules.
The courts of the judicial district in which Peakdesigns CommV has its registered office shall have exclusive jurisdiction, without prejudice to any mandatory provisions granting jurisdiction to other courts.
21. Miscellaneous
- If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions will remain in full force and effect.
- You may not assign or transfer your rights or obligations under these Terms without our prior written consent. We may assign our rights and obligations in connection with a merger, acquisition or sale of our business.
- No failure or delay by us in exercising any right or remedy under these Terms shall constitute a waiver of that right or remedy.
22. Contact
If you have any questions about these Terms or the Platform, you can contact us at:
Peakdesigns CommV (Cleero)
Voortstraat 72
3580 Beringen
Belgium
Email: [email protected]
