Terms of service
The present General Terms & Conditions (GT&C) establish the conditions of sale for the services of Xpenditure NV (Xpenditure Services) accessible through the Xpenditure web-based spend management platform available at the site http://manage.xpenditure.com [or other site as may be established by agreements with Xpenditure NV partners and specially communicated to the partner’s Clients] (Site). Xpenditure Services allow individuals and businesses (Clients) the ability to capture, track and store their business expenditure receipts, as well as to generate and submit for approval expense reports derived from those receipts. The receipts and credit card statements are digitalized and uploaded to the Site via web, email and/or mobile applications; the credit card transactions or other transaction data [when made available by the processing bank] are matched automatically with the corresponding receipts; the reports are automatically generated and can be further processed according to the options as per chosen subscription. Contract between Xpenditure NV and the Client is entered into by signing a specific agreement or by registering at the Site, filling in the Order Form and accepting the present GT&C either manually or electronically, both manners having full legal force. When entering into the Contract each Client signs up for a specific Xpenditure Services subscription that is linked to a dedicated Account; an Account can have multiple Users. By accepting these GT&C, and/or by accessing and using Xpenditure Services Client(s) shall represent and acknowledge to have read, understood, and agreed to be bound by these GT&C and to have rendered their informed consent to the transaction data exchange between Xpenditure platform and the processing bank as well as to any other data processing necessary and specific to the qualitative provision of the Xpenditure Services. The Client(s) entering into the Contract on behalf of a company or another (legal) entity shall warrant to have the authority to bind such entity and its representatives to the Contract. The Client(s) and Xpenditure NV are jointly referred to hereby as Parties.
Xpenditure NV applies appropriate physical, electronic, and managerial measures to secure and protect the personal data of its Clients(s) from unauthorized access. The Client’s personal data filled into the personal Accounts are only used for purposes of provision and quality control of the Xpenditure Services and are not exchanged or released to any third parties without Client(s) express permission, unless required by law or court or governmental order. Non-personally identifiable information, compiled and aggregated data (for example, total number of users, sectors of use, aggregated savings, etc) can in certain cases be shared or publicly disclosed for legitimate purposes, such as improvement and promotion of Xpenditure Services. The Client(s) can at all times review and amend their personal data or cancel their registration at the Site. Upon de-registration all personal information is deleted except for the information needed to meet the record retention requirements (see also Article 4 below). These provisions and the policies outlined herein do not imply contractual or other legal rights of any third parties other than Parties to the Contract.
Prices and Invoicing
The Xpenditure prices are invoiced as indicated in the Contract. The prices are exclusive of VAT (and other indirect taxes). Invoices are issued monthly for each full month of subscription (*1) and are payable via credit card or direct debit every month. All subscriptions for Xpenditure are entered into for indefinite duration and come into effect as from the date of the Client(s) registration at the Site. The Contracts that are paid monthly can be terminated upon 1 (one) month prior notice; price revisions can be applicable monthly. The Contract that are pre-paid for 12 (twelve) months (*2) can be terminated upon prior notice given at least 1 (one) month before the end of the pre-paid period; price revisions can be applicable upon expiry of the pre-paid period. Xpenditure NV can add or withdraw free months of subscription to Client’s Accounts at its full discretion, but is under no obligation whatsoever to provide the Client(s) with equal treatment in this regard. The Client expressly renounces from any repayment of amounts pre-paid in advance. A minimum of one User per Account is to be considered active and is invoiced monthly until the Contract termination (*3). In case of non-payment of an invoice on the due date the interest of 1% (one percent) per month (calculated pro rata temporis) on the outstanding amounts will be owed ipso iure without any notification of payment default being required. Moreover, the due amount can be, ipso iure and without any notification of payment default being required, increased by a contractual indemnity and by any other possible collection costs such as recovery costs and legal fees. Non-payment, even partial, renders invoices not yet due, payable without any formality or notification. Without prejudice to the preceding and without any prejudice to the payment obligation of the Client(s), each protest must be communicated within a period of 8 (eight) calendar days as of the invoice date by a motivated registered letter. After this period, the Client(s) shall be deemed to have definitively accepted the invoiced amount. The Contract may be terminated or suspended by Xpenditure NV immediately upon notification if the Client fails to pay its due invoices, in the event of apparent insolvency, or if the Client violates the terms of the Contract.
For the active Client’s Accounts Xpenditure NV shall store all data and provide the Client(s) with access to the Account data going back for at least 10 (ten) years. Upon termination of the Contract the Client can request in his termination notice to make his data available for export in one of the specified formats for offline retention at his own discretion and responsibility. Upon specific request of the Client his data after the Contract termination can also be stored by Xpenditure NV at a fee (*4) in order to be consulted for accounting and other reporting purposes by an administrator designated by the Client.
Xpenditure NV employs the latest available technology in order to ensure the correctness and accuracy of the information derived from the digitalized receipts and credit card statements. However, responsibility for the (control of) correctness, accuracy and completeness of any data uploaded to the Site incontestably rests with the Client(s). Xpenditure web-based spend management platform is not an accounting software and no warranties express or implied are provided for its fitness, merchantability or reliability for the specific purposes such as tax compliance, financial management or other. The Client(s) should rely on the professional products and appropriate advice in order to ensure correct fulfillment of such purposes. Xpenditure NV is bound by “standard duty of care” in maintaining the availability of Xpenditure Services. In the event of a disruption of Xpenditure Service (for example, when - for whatever reason - no link can be established to the Site), Xpenditure NV will use all reasonable efforts to remedy such disruption, insofar as Xpenditure NV is responsible for it pursuant to the above mentioned standard duty of care.
Limitation of Liability
Under no circumstances shall Xpenditure NV be liable for any loss or damage caused by the reliance of the Client(s) on any information, statements or reports obtained at or via the Site and/or resulting from the use of Xpenditure Services; this concerns any damage claims (be it direct or indirect damage), except for the events explicitly provided in the applicable Consumer Protection Laws. This limitation of liability includes, but is not limited to accidental transmissions of any electronic viruses; mechanical or electronic failures of equipment, telephone or communication lines; unauthorized access; theft; operator errors or other similar events. The Client(s) hereby acknowledge(s) that Xpenditure NV can in no sense be held liable for the choice, use and/or the economic impact of Xpenditure Services as well as for its non-compliance with the objectives of the Client(s). The information, software and description of Xpenditure Services published on the Site may contain inaccuracies or typographical errors. Xpenditure NV may improve or change the Site content at any time, but is under no obligation to do so and any liability for such inaccuracies and errors is hereby explicitly disclaimed. Xpenditure NV will not be liable towards the Client(s) for any damage claims, if it is not in a position to meet its contractual obligation pursuant to force majeure circumstances such as, but without this list being limited to: strikes, sabotage, natural disasters, acts of the governments and legal or administrative restrictions.
In the event of conflict between clauses of the Contract, the Order Form has priority over the present General Terms & Conditions. The Contract represents the complete Contract between the Parties and replaces and nullifies all prior oral and/or written agreements. The general terms & conditions of the Client(s) are not applicable. Xpenditure NV reserves the right to transfer or assign its obligations and rights under its Contracts to companies within Xpenditure NV group. In the event of the invalidity of a clause, the Contract is not invalid but the clause (s) is (are) to be replaced by a clause that approaches the content thereof or the aim of the Parties the closest. The courts of Antwerpen have jurisdiction. Belgian law applies. (1) Users added to the Account during the current month are invoiced as from the following month. (2) Users added to the Account with the pre-paid subscription during the pre-paid period are invoiced as from their registration at the Site for the number of full month remaining to the end of the pre-paid period. (3) In performance of non-prepaid Contracts a User can been given the “inactive” status by the account administrator. In the event when such “inactive” status lasts longer than 1 (one) month, the respective User shall not be included in the count for invoicing purposes until his status has been reactivated and he resumes the use of the Xpenditure Services. (4)The annual storage fee applicable after the Contract termination shall amount to 20% of the total value of all invoices issued by Xpenditure NV and paid by the Client in the last 12 months prior to the termination of the Contract.