Terms of Use for Faktura

1. About Faktura

Faktura is an invoicing software platform operated by Morgul Labs S.à r.l.-S, a private limited company simplified, registered in Luxembourg.

The Service is designed to help businesses, self-employed professionals, and accounting firms in Luxembourg create invoices, manage quotes, and meet their record-keeping obligations.

2. Who Can Use Faktura

The Service is intended for:

• Self-employed professionals and indépendants
• Luxembourg SMEs (SARL, SA, SARL-S, and similar legal forms)
• Fiduciaries, accountants, and other professional intermediaries acting on behalf of their own clients

You must:

• Be at least eighteen years old
• Have legal capacity to enter into a binding agreement under Luxembourg law
• Provide accurate registration and business information
• Use the Service for lawful business purposes

3. Your Account

You are responsible for:

• Maintaining the confidentiality of your login credentials
• All activity that occurs under your account
• Keeping your business information current and accurate
• Notifying us promptly of any unauthorised access

We may suspend or terminate accounts in cases of:

• Material breach of these Terms
• Suspected fraud or abuse
• Compliance with a binding legal obligation

4. What Faktura Provides

The Service is a cloud-based platform that may include:

• Invoice and quote creation, delivery, and archiving
• VAT-compliant formatting for the Luxembourg context
• Customer and supplier records
• Basic financial reporting
• Document export

The Service is not a substitute for professional legal, tax, or accounting advice.

You remain responsible for:

• Compliance with Luxembourg accounting and tax laws
• Accuracy of the information you enter
• Filing, declaration, and reporting obligations to the AED and other competent authorities

5. Subscriptions and Payment

Some features may require a paid subscription.

• Subscription fees are payable in advance, on a monthly or annual basis as selected at signup.
• Prices are stated in euros and exclude VAT, which will be applied where required by Luxembourg law.
• Subscriptions renew automatically at the end of each billing period unless cancelled before the renewal date.
• You may cancel at any time from your account settings; cancellation takes effect at the end of the current billing period. No pro-rated refund is offered for partial periods, except where required by mandatory law.
• We may change subscription prices with at least thirty days' notice to existing subscribers. Price changes take effect at the next renewal.

If a payment fails, we may limit or suspend access until the issue is resolved.

6. Your Data

Your business data belongs to you.

Faktura:

• Stores and processes data solely to provide and improve the Service
• Does not sell user data
• May use anonymised, aggregated data to maintain platform performance and develop new features

You remain responsible for maintaining the records required of you under Luxembourg accounting and tax law.

7. Data Protection (GDPR)

Faktura processes personal data in accordance with the EU General Data Protection Regulation (Regulation 2016/679) and the Luxembourg Data Protection Act of 1 August 2018, under the supervision of the CNPD.

• For account holder data, Faktura acts as the data controller within the meaning of Article 4(7) GDPR.
• For personal data you enter about your own customers, you act as the data controller and Faktura acts as a data processor under your instructions, in accordance with Article 28 GDPR.

The terms of this processor relationship are governed by our Data Processing Agreement (DPA), available on request at support@faktura.lu and forming part of these Terms once executed.

For details of how personal data is collected and processed, see our Privacy Policy.

8. Availability

We aim to provide reliable access to the Service. However:

• The Service may be temporarily interrupted for maintenance, updates, or security work.
• We do not guarantee uninterrupted, error-free, or fully secure availability.
• We are not liable for outages caused by upstream hosting providers, third-party services, or events outside our reasonable control. See Section 13 (Force Majeure).

9. Acceptable Use

You may not:

• Use the Service for unlawful purposes or to issue documents misrepresenting transactions that did not occur
• Attempt to access, modify, or interfere with other users' accounts or data
• Reverse engineer, decompile, or otherwise attempt to derive the source code of the platform, except to the extent permitted by mandatory law
• Resell, sublicense, or provide the Service to third parties without our prior written consent
• Upload malicious code or content that infringes the rights of others

We may suspend accounts for misuse in accordance with Section 3.

10. Third-Party Services

The Service may integrate with external providers, including hosting infrastructure, transactional email, payment processing, banking interfaces, and accounting tools. We are not responsible for the policies, availability, or content of third-party services. Where we engage sub-processors that handle personal data on your behalf, the conditions of Article 28 GDPR apply, and the relevant terms are set out in our DPA.

11. Intellectual Property

The Service, including its software, design, branding, documentation, and underlying technology, is owned by Morgul Labs S.à r.l.-S and protected by Luxembourg and international intellectual property law. These Terms grant you a limited, non-exclusive, non-transferable, revocable right to access and use the Service for the purposes described. No other rights are granted by implication.

The data you enter into the Service remains yours. You grant Faktura the rights necessary to host, process, and display that data for the sole purpose of providing the Service.

12. Limitation of Liability

To the maximum extent permitted by Luxembourg law:

• Faktura is not liable for indirect, incidental, special, or consequential damages, including lost profits, lost data, or business interruption.
• Faktura's aggregate liability under or in connection with these Terms is limited to the total amount paid by the user in the twelve months preceding the event giving rise to the claim.

Nothing in these Terms excludes or limits liability that cannot be excluded under mandatory Luxembourg law, including liability for intentional misconduct, gross negligence, or, where applicable, the mandatory rights of users qualifying as consumers.

13. Force Majeure

Neither party is liable for failure or delay in performance caused by events beyond its reasonable control, including natural disasters, war, civil unrest, strikes, governmental action, telecommunications or hosting outages, or pandemic-related restrictions, provided the affected party gives prompt notice and takes reasonable steps to mitigate the impact.

14. Indemnification

You agree to indemnify and hold harmless Faktura, its directors, employees, and agents from claims, damages, and reasonable legal expenses arising from your use of the Service in breach of these Terms or in violation of applicable law, or from third-party claims relating to content you upload or transmit through the Service.

15. Termination

You may stop using the Service at any time by closing your account.

We may suspend or terminate access where:

• You materially breach these Terms
• We reasonably suspect fraud or abusive use
• We are required to do so by law

After termination, you may export your data within ninety days, in formats including CSV, PDF (for individual invoices), and XML SAF-T / FAIA (for AED-compatible audit files). After this period, account data not subject to the ten-year accounting retention may be permanently deleted. Invoice and accounting data subject to legal retention will be preserved in archive form, accessible on request, until the end of the retention period.

16. Changes to These Terms

We may update these Terms from time to time. Where changes are material, we will notify users by email and through the platform at least thirty days before they take effect. Continued use of the Service after the effective date constitutes acceptance of the updated Terms.

18. Governing Law and Jurisdiction

These Terms are governed by the laws of Luxembourg, without regard to conflict-of-laws rules. Any dispute arising out of or in connection with these Terms falls under the exclusive jurisdiction of the courts of Luxembourg City, subject to mandatory rules protecting consumers in their country of residence.

19. Language

These Terms are made available in English, French, German, Portuguese, and Luxembourgish. In the event of any discrepancy or inconsistency between language versions, the French version shall prevail.

20. Severability and Entire Agreement

If any provision of these Terms is held invalid or unenforceable by a competent court, the remaining provisions shall remain in full force and effect, and the invalid provision shall be interpreted in a manner that gives effect, to the extent possible, to the original intent of the parties.

These Terms, together with our Privacy Policy and Data Processing Agreement (where applicable), constitute the entire agreement between you and Morgul Labs S.à r.l.-S regarding the Service and supersede any prior agreements.

21. Assignment

You may not assign or transfer your rights under these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, sale of assets, or by operation of law, provided the assignee assumes our obligations.

22. Beta Features

The Service may include features marked as "beta" or "preview". Such features are provided "as is" and without warranty of stability, fitness for a particular purpose, or continued availability. We may modify or discontinue beta features at any time without notice.

23. Trademark Notice