Initial Considerations
1 - These Terms of Use regulate the relationship established between Moloni, Ltd. and the customers of the billing solution with the same name. Moloni has the unique registration and tax identification number 513321527, is registered with the Lisbon Companies Registry Office, and has its headquarters at José Malhoa Avenue, No. 2, Malhoa Plaza building, Office 1.5, 1070-325 Lisbon. Furthermore, it produces an online billing solution with the same name, certified by the Tax Authority under No. 2860, and the name also corresponds to a registered trademark used commercially. In this context, the customer comprehensively includes all users of the billing solution who commit to having the capacity to represent the entities that carry out the operations permitted by the application, with a special emphasis on issuing fiscal and conference documents. These terms of service may also be updated and are continuously available through Moloni's institutional website.
2 - The Moloni service is accessible through the Customer Area (CA) and Point of Sale (POS) terminals, which can be used via a web browser (browser), various mobile applications (Apps) or through the Application Programming Interface (API). These interfaces allow the user to interact with the application. Regardless of the interface option, using the platform constitutes tacit acceptance of these Terms of Service. The users also agree that all data identifying them and entered into the platform is accurate and complete, and it is their responsibility to update such information whenever there are changes to the previously provided details, within the conditions permitted by the platform and according to defined procedures.
3 - The use of the platform for conducting activities contrary to applicable legislation is prohibited. Therefore, the customer agrees not to use the features of the Moloni program through its online platform for any illegal activities. If detected and confirmed by Moloni Ltd, the Moloni account will be immediately deleted without any notice to the customer and without the customer having any right to compensation. Additionally, all necessary information will be reported to the relevant authorities for the investigation of potential criminal matters.
Object
4 - These Terms of Use establish the general conditions for providing Moloni's online billing service as a SaaS (Software as a Service) and cloud-based system, hereafter referred to as the Service for the remainder of this agreement, subject to payment of the corresponding plan and any additional functionalities that are available and communicated at the time of subscription, symbolized by the processing of the payment made. The use of the service also implies that the user must have a terminal with an updated browser and an internet data connection through which they can access the program.
5 - The Service includes the provision of billing and commercial management software certified by the Tax Authority for its billing component, always updated with the latest fiscal changes.
6 - The Customer assumes responsibility and costs associated with fulfilling all tax obligations and interactions with the Tax Authority related to their productive/commercial activity and the way they use Moloni to issue fiscally relevant documents and conference documents.
Features and Conditions of the Service
7 - Moloni offers an initial 30-day free trial period of the service, which will be considered as a trial period. Even if the Moloni account is paid for before the end of this free period, the remaining time will be credited to the validity of the plan subsequently subscribed to and paid. The customer agrees to use the trial period to assess Moloni’s adaptability to the specific requirements of their activity. Should any discrepancies be found, Moloni is not obligated to make any changes or provide compensation in this regard. However, the feasibility of implementing the specific functionalities in question may be evaluated on a schedule determined by Moloni. This trial period also aligns with the 14-day cooling-off period stipulated by applicable legislation for distance contracts. The trial period, as well as the contract cancellation period, are not considered in subscription renewals.
This time period also allows for the actual use of the program for issuing fiscally relevant documents. However, during the trial period, the following functionalities are restricted, as they are dependent on full subscription:
- Adding additional users;
- User Group Permissions;
- Issuing real documents with a value equal to or greater than €5,000.00;
- Application of the Sirca tax;
- Associating more than one CAE code with specific billing series..
8 - The customer will choose, at the time of subscription and through pre-formatted feature sets called plans, the functionalities they wish to use, as well as the desired subscription period. The customer may upgrade their Moloni account whenever they deem appropriate, as long as higher plans are available, in an automatic manner without any human intervention. Downgrades are subject to operator verification due to the technical dependencies of higher Moloni plans that may require adjustments to lower plans, and confirmations from the customer may be needed. The customer agrees to provide such confirmations; otherwise, the downgrade may not be processed.
The contract established hereby is paid in advance, preferably through a Multibanco reference issued on the platform or provided manually if particular conditions apply. Payment may also be made via bank transfer if details for this payment method are requested via email. The contract does not renew automatically; a series of procedures communicated in advance via email to the address registered at the creation of the Moloni account, or another address provided in specific communication, is required.
9.1 - It is established that renewal alerts communicated via email are an integral part of the contract execution and their sending cannot be canceled. The contracted and paid amounts are guaranteed until the end of the subscription period, and the renewal value is the one published on Moloni's website at the time of subscription renewal. Moloni may make price changes without direct notice to each customer.
9.2 - It is also noted that Moloni is a continuity software and requires the settlement of all usage periods and document storage from the moment fiscally relevant documents are issued or payments are registered for a specific Moloni account.
9.3 - Whenever there is a period of inactivity on the account of 3 months (90 days) or more, reactivation of the account will incur a fee of €24.00 (plus VAT at the legal rate in effect). Up to 90 days of inactivity, the account renewal includes all overdue amounts. If an account has been inactive for more than 90 days and the renewal period is for at least 1 year, the aforementioned fee will not apply.
9.4 - Payment for a Moloni plan that has enabled the issuance of any type of document is considered as use of the subscribed product and implies that any remaining amounts will not be refunded if the cancellation of the use of the product is announced.
9.5 - Payment methods may differ from those initially presented if the Moloni account is associated with an official agent who has direct payment arrangements with Moloni. Additionally, if a Moloni account is transitioning from one agent or moving to direct management by Moloni, the renewal may depend on settling outstanding amounts, which may require the submission of proof of previously made payments. The lack of production of these proofs or other considered necessary evidence will be presumed as non-payment. Even if proven, payments must be related to the balance of the Moloni account to be renewed. If such identification is not possible, all outstanding payments will be requested for the reactivation and availability of the Moloni account.
10 - For the purposes and structure of the service, there is a direct correspondence between a Moloni account and a single tax identification number (NIF). This account identification element is locked to the service provided after the issuance of any type of fiscal or conference document or after receiving payment. Once any of these events occur, all produced fiscal information is associated with the NIF in use for the Moloni account, and it cannot be changed. The need to use a new NIF to represent a new entity requires the subscription to a new Moloni service.
11 - The user assumes full responsibility for the data uploaded to the billing platform and also accepts the risk of data loss resulting from communication issues between their chosen terminal and Moloni’s server infrastructure. For data correctly uploaded to the platform, Moloni has a backup and business continuity policy that includes performing redundant backups stored in geographically distant locations.
12 - The Customer assumes the risk associated with all technical and material means necessary for using the service, including the risks related to the terminals used and the data connection employed to operate the program. Additionally, the Customer also assumes the risks associated with improper use or loss of access credentials, which may result in data loss and account cancellation until the identified risks are demonstrably mitigated. This assessment will be conducted by Moloni's technical services and/or other duly authorized and accredited entities.
13 - Moloni, Ltd. reserves the intellectual property rights of the software it commercializes, including all data that is not entered by the customer into the application. This reservation includes, but is not limited to, designs and other visual elements, texts, programming, etc.. The user may only use these elements for their own individual or commercial purposes with written authorization from Moloni.
In the context of the commercial relationship, the parties may disclose to each other information that should reasonably be understood as proprietary, confidential, or competitively sensitive ("Confidential Information"). Moloni and the customer will keep this information confidential and will take adequate technical and organizational measures to protect the other party’s information and to prevent third parties from using it, unless expressly authorized by the other party to do so or if required by legal provisions.
Confidential information does not include: information that the recipient can demonstrate was in their possession or knowledge before using Moloni; information that becomes publicly available through no fault of the recipient; information received from a third party without an obligation of confidentiality; or information developed independently by the recipient.
14 - Moloni cannot be adapted to specific operational models used by any customer. However, customers may submit requests and suggestions for changes, which Moloni will evaluate based on general criteria of utility for all users of the program, technical feasibility, and available resources. Moloni should always be considered "as is," meaning with the features available at the time of subscription. However, even some existing service features and functionalities may be altered if there are risks to service continuity or the regular functioning of the platform for the majority of users.
15 - If the Moloni service is discontinued, all data entered by the customer into the Moloni account will be provided in interoperable file formats. The information will be sent to the primary administrator's address listed in the user's Moloni account at the time of sending. From that point, the Moloni account from which the information was exported will no longer receive new data.
16 - Moloni has an agency system outlined in its own policy that allows for the deferred payment of usage plans and delivery of services through a single agent who interacts with the end user of the platform. In addition to agents, the transfer of subscriptions to third parties is also permitted, with changes to billing information determined by written notification to Moloni. Any questions related to the agents' commercial policy should be questioned through the email address: dep.comercial@moloni.com.
Marketplace - purchase conditions
17 - Moloni has the possibility of selling its own products and/or services or those of third parties that can contribute and incorporate the service provided, namely, that can be classified as an augmented product for the issuance and/or communication of documents that the platform has the possibility of creating. These products and/or services can be ordered and/or purchased within the Moloni user 's personal area, which is accessed by means of login and a password. The sale of these products and/or services cannot be carried out outside the customer's accreditation area.
The costs and acquisition units will be specified for these products. We are also committed to making our products and/or services available in a clear manner and making every effort to ensure that the information presented is correct and to the greatest degree of accuracy possible. However, whenever faults or errors are reported, Moloni will correct them as quickly as possible. Information about products, prices, content, images, videos, promotional campaigns and services can be updated and changed by the Moloni marketplace at any time, without the need for prior notice or notification to users.
18 - If the customer does not accept, partially or fully, any of the conditions stipulated in this chapter, they should not make purchases on the Moloni marketplace, abandon it and return to the customer area of their Moloni account. The functioning of the Moloni account and the Marketplace is independent in commercial and functional terms.
19 - Moloni reserves the right not to process orders and/or purchases and not to issue refunds in cases of data inconsistency, detected attempted fraud or Customer misconduct, proven through evidence, as well as technical issues beyond the control of administration and operation of Moloni. The provision of false information that in any way proves to be disruptive to the normal functioning of the online store will be especially relevant to this reservation of rights.
20 - When there is a link to third-party entities issuing products adapted to the acquirer (certificates, users, etc.), the acquisition of products will be made exclusively after the corresponding payment has been made and, as they are adaptations to the acquirer, there cannot be any refunds, in accordance with the exceptions to the right of free resolution, although cancellation may be requested for compliance and security reasons.
The incorporation of third party products and services may dictate that the support responsibilities owed to the user fall to the respective producing entities which, if applicable, may be identified upon request.
Security
21 - Moloni will make reasonable efforts to ensure the privacy of all correctly entered data by implementing technical and organizational measures deemed appropriate for the data processed and the purposes of processing. You can learn more about the applied technical and organizational measures in the Data Protection Agreement provided alongside these Terms of Use.
22 - Moloni implements a continuous equipment monitoring procedure as part of its business continuity measures. This technical and organizational measure ensures data restoration within a period not exceeding 24 hours. The Customer accepts this interval as an integral part of the service and agrees not to make any additional requests for the restoration of existing data at the time of disruption.
23 - Access to the Moloni account is secured through a set of credentials that the customer commits to keeping secure, exclusively known to them, and up to date. This set of credentials consists of an email address registered at the time of subscription or another that may be provided in the future, and a password defined by the user. If the user loses access to the password recovery email address, a property verification procedure will be triggered via postal mail and by verifying the permanent certificate or the certificate of commencement of activity. Additionally, each user of a given Moloni account is provided the option of multi-factor authentication using third-party authentication apps to generate time-limited validation codes. Authentication recovery may also be done via postal mail using the same fiscal validation process described above. Both validation processes will incur a fee of €20.00 (plus VAT at the applicable legal rate).
24 -In all subscribed plans, the Moloni account can support more users than those announced in each plan. The acquisition of additional users creates new security responsibilities that fall on the person who creates these users and on the users themselves to ensure that their access remains secure, exclusively known to them, and continually updated.
25 - Whenever it is determined that a Moloni account is terminated, regardless of the causes or reasons, all data entered by the user may be removed. The data can be exported in interoperable file formats either directly through the platform or by request via email, depending on the circumstances.
Technical Support
26 - The delivery of the invoicing service includes a technical support component at no additional cost, Moloni reserves the right to classify technical support issues based on resolution priorities, order of receipt, and/or available resources. Technical support can be accessed at any time from the Moloni account or by contacting the user through the channels advertised on the company's institutional website: telephone, live chat, and email. Immediate interaction channels will have in-person support on all business days during office hours.
This support provision regime does not apply to Moloni accounts that have support contracted directly with the Moloni official agent responsible for acquiring the customer and maintaining the commercial relationship.
27 - All actions performed during technical support operations are the responsibility of the user and cannot be carried out by Moloni on their behalf under any circumstances. Consequently, the user must be capable of executing the technical operations conveyed through the support channels and, if necessary, seek additional assistance from third parties to carry out these actions.
28 - The management of the equipment park for the construction and delivery point of the service is the responsibility of Moloni. Conversely, the management of the equipment for receiving and using the service is the responsibility of the user. If any incompatibility between the user's terminals and the delivered service is identified, the user must replace the terminal in question with a compatible one, without any cost or responsibility to Moloni.
Service conditions
29 - The Service may be suspended when there is a need to perform improvements or corrections to the platform on which it operates. These interruptions are an integral part of the continuous improvement process of the software and are fully accepted by the Customer. There will be no compensation for interruptions related to improvements and corrections, and the customer agrees not to hold Moloni responsible for any losses arising from them. Whenever possible, interruptions will be communicated with a minimum of 72 hours' notice.
All interruptions caused by technical difficulties that result in unpredictable constraints on service delivery will be communicated to the Customer as soon as possible.
30 - In view of the potential constraints outlined in the previous section, the Customer assumes the risk for service failures that cannot be directly and demonstrably attributed to Moloni Ltd. In addition to this risk, the Customer also assumes the risks inherent in improper use or loss of access credentials, which may result in data loss and/or misuse of platform functionalities. Therefore, if it is proven that the platform is used in ways not foreseen that could lead to illegal outcomes, Moloni reserves the right to cancel the user's account access until the risks are demonstrably mitigated. This assessment will be conducted by Moloni's technical services or other duly authorized and accredited parties.
31 - The provision of the service may be suspended or even terminated if any of the following situations occur:
a) When a user attempts to access data for which they are not authorized;
b) When unauthorized searches are detected, potentially exposing software and hardware vulnerabilities;
c) When there is interference with the proper functioning of the hardware or software used in delivering the service;
d) When phishing and spamming practices are detected through the use of platform tools;
e) When there is non-compliance with the conditions outlined in the Acceptable Use Policy. Acceptance of these Terms of Use implies acceptance of the Acceptable Use Policy.
32 - The customer is responsible for the correct use of personal data entrusted to them. Regardless of any data protection agreements that complement these terms, whenever Moloni receives information about abusive data processing, whether personal data or not, Moloni will immediately suspend the account in which such processing allegedly occurred and will initiate an investigation process. If abusive processing is confirmed, the Moloni account will be terminated, with no right to a refund of any amounts paid or to the information contained in the Moloni account.
External Platforms
33 - Moloni connects with and supports external functionalities operated by other platforms and vendors, each having their own terms and usage policies. Examples of such platforms include video services, contact tools (e.g., SMS and email), payment references, etc.. Moloni users should adhere to the terms and policies of these external service providers directly.
34 - To terminate the contract implied by these terms of service, the customer simply needs to cease using the Moloni account. Nevertheless, Moloni will retain the records entered to assist in complying with current regulations on maintaining documentation for tax bookkeeping. This functionality does not align with the Legal Regime for Document Archiving but rather provides access to records previously entered into the program. Emphasis is also placed on the principles of Article 9 regarding non-refundability of amounts paid and account renewal.
Termination of Contract
35 - The contract is considered terminated and the service concluded when the following conditions are met:
a) 10 years since the last recorded access;
b) Repeated violation of these terms of service and associated documents;
c) Explicit request for contract termination by the user.
The occurrence of contract termination means that the responsibility for maintaining documents and other information transfers to the terminating customer.
Responsibility and Legal Jurisdiction
36 - The responsibility of Moloni Ltd. is limited to direct damages caused by the use of the platform. Moloni Ltd. will not be liable for any indirect, incidental, consequential, punitive, or special damages, including but not limited to loss of profits, loss of revenue, loss of business, loss of data, loss of savings, third-party claims, loss of business goodwill, etc..
The total liability of Moloni Ltd. during the subscription period will not exceed, under any circumstances, an amount equivalent to the service fees for the 12 months immediately preceding the event that gave rise to the liability.
37 - Any dispute related to or arising from the interpretation of these Terms of Service, or from the use of Moloni, should first be attempted to be resolved through amicable negotiations. The customer agrees to participate in these negotiations, including via email, in-person meetings, and/or telephone calls upon request by Moloni Ltd. If amicable negotiations do not result in a mutually acceptable solution, the parties agree to submit the dispute to the ordinary courts of the country where Moloni Ltd. is headquartered, as the exclusive venue.
The parties also agree not to bring any claims arising from the customer relationship if more than one year has passed since its termination.
Version 2.0, last updated: 08/10/2024