ReuseSystem — Terms and Conditions

Effective date:9-14-2026

These Terms govern access to and use of the ReuseSystem platform, applications and website. By creating an account, installing an application, or using the Services, you agree to these Terms. If you accept on behalf of a company, you confirm that you have authority to bind it.

1. Who we are

The Services are provided by Telli Enterprises Ltd, incorporated in the Republic of Cyprus, registered office Kiniras 4C, Geri-Dali, Nicosia 2540, Cyprus ("we", "us", "the Company").

Contact: info@tellienterprises.com — www.thereusesystem.eu

2. Definitions

• Services — the ReuseSystem platform and its modules, the mobile and web applications, APIs, documentation and support.
• Apps — the ReuseSystem mobile applications distributed through Google Play and other app stores.
• Customer — the company or person that subscribes to the Services.
• Authorised User — an individual the Customer permits to use the Services, such as an employee, contractor or driver.
• Customer Data — all data, content and files the Customer or its Authorised Users enter into or generate within the Services.
• Order — a signed order form, quotation, online sign-up or subscription confirmation referencing these Terms.
• Subscription Term — the period stated in the Order.

3. The agreement

These Terms, together with the Order, the Privacy Policy and any data processing agreement between the parties, form the whole agreement. Where an Order and these Terms conflict, the Order prevails. The Customer's own purchase order terms do not apply.

4. Right to use the Services

Subject to payment and compliance with these Terms, we grant the Customer a non-exclusive, non-transferable and non-sublicensable right, during the Subscription Term, to access and use the Services for its own internal business purposes and to permit its Authorised Users to do so.

The Apps are licensed, not sold. All rights not expressly granted are reserved.

5. Accounts and Authorised Users

1. The Customer is responsible for all activity under its account and for its Authorised Users' compliance with these Terms.
2. Logins are personal and must not be shared. The Customer must keep credentials secure and notify us promptly of any suspected unauthorised access.
3. The Customer must not exceed the number of users, sites or other limits stated in the Order. Additional usage is charged at our then-current rates.
4. The Customer is responsible for telling its Authorised Users how their data is used in the Services, for obtaining any consents required under employment or data protection law, and for handling their requests as controller of that data.

6. Acceptable use

The Customer and its Authorised Users must not:

• use the Services in breach of any applicable law, including environmental, waste and data protection regulation;
• upload content that is unlawful, infringing, defamatory or that contains malware;
• reverse engineer, decompile or attempt to derive source code, except to the extent this cannot be excluded by law;
• copy, resell, sublicense, rent or provide the Services to third parties as a service bureau, unless expressly permitted in the Order;
• circumvent usage limits, security controls or authentication;
• use the Services to build or assist in building a competing product;
• interfere with the integrity or performance of the Services, or attempt to gain unauthorised access to any part of them;
• carry out automated scraping or bulk extraction other than through the documented API within its published limits.

We may suspend access immediately where we reasonably believe the Services are being used in breach of this clause or in a way that threatens the security or availability of the platform for others. Access is restored as soon as the cause is resolved.

7. Fees, invoicing and taxes

1. Fees, the billing period and the number of licensed users are set out in the Order.
2. Unless the Order says otherwise, subscription fees are invoiced in advance and payable by the due date shown on the invoice.
3. Fees are exclusive of VAT and any other taxes or duties, which the Customer pays in addition at the applicable rate. Where withholding tax applies, the Customer must gross up so that we receive the full amount.
4. Overdue amounts bear interest at the statutory rate applicable under Cyprus law, and we may recover reasonable recovery costs.
5. Where an invoice remains unpaid after its due date and after written notice, we may suspend the Services until payment is made.
6. Fees are non-refundable except where these Terms expressly provide otherwise.
7. We may change fees for a renewal term by giving written notice before the renewal date. If the Customer does not accept the change, it may choose not to renew.
8. Implementation, data migration, configuration, training and custom development are charged separately as set out in the applicable Order or statement of work.

8. Payments and app store purchases

Card payments are processed by Stripe. By paying, the Customer accepts Stripe's own terms as they apply to the payment. We do not receive or store full card numbers.

Where a subscription or in-app purchase is made through Google Play or another app store, that store's payment terms, refund policy and subscription-management rules also apply, and refunds are handled by the store under its own policy. The app store is not a party to these Terms and has no responsibility for the Services or for support.

9. Customer Data

1. The Customer owns all Customer Data. We claim no ownership of it.
2. The Customer grants us a limited licence to host, copy, transmit, display and process Customer Data solely to provide, support and secure the Services and to comply with the law.
3. The Customer is responsible for the accuracy and legality of Customer Data and for having the right to provide it to us.
4. We may generate aggregated and anonymised statistics from use of the Services to operate and improve them, provided the results cannot identify the Customer, any individual or any Customer Data.
5. Where we process personal data on the Customer's behalf, we do so as processor under a written data processing agreement, which forms part of these Terms.
6. On termination, the Customer may export its data through the export functions of the Services during the export period stated in the Order or otherwise agreed in writing. After that period we delete it, unless retention is required by law.

10. Availability, support and changes

1. We will use commercially reasonable efforts to keep the Services available, excluding scheduled maintenance and events beyond our control. Any specific availability commitment applies only if stated in the Order or a separate service level agreement.
2. Scheduled maintenance is carried out outside normal business hours where reasonably practicable, with advance notice.
3. Support is provided at the level and during the hours stated in the Order, via info@tellienterprises.com or the support channel we notify.
4. We continue to develop the Services and may add, change or remove features. We will not materially reduce the core functionality the Customer has paid for during a Subscription Term without notice; if we do, the Customer may terminate the affected subscription and receive a pro-rata refund of prepaid fees.
5. Beta or preview features are provided as is, may be withdrawn at any time, and carry no availability commitment.

11. Third-party services

The Services may interoperate with third-party products and services, including Odoo, app stores and payment providers. Those are supplied by their own providers under their own terms. We are not responsible for third-party services, and their unavailability or discontinuation is not a breach of these Terms. Where the Customer enables an integration, it authorises us to exchange the data necessary to operate it.

12. Intellectual property

We and our licensors own all intellectual property rights in the Services, including the software, interfaces, documentation, trade marks and know-how, together with all modifications and improvements. Feedback or suggestions the Customer provides may be used by us freely and without obligation. The Customer must not remove or obscure any proprietary notices.

13. Confidentiality

Each party must keep the other's confidential information secret, use it only for the purposes of the agreement, and protect it with at least reasonable care. This does not apply to information that is public through no fault of the receiving party, was already known to it, is independently developed, or must be disclosed by law or court order — in which case the receiving party will, where lawful, give prior notice.

14. Warranties

1. We warrant that we will provide the Services with reasonable care and skill, substantially in accordance with the documentation, and that we have the right to grant the rights set out in these Terms.
2. If the Services materially fail to conform, we will correct the failure within a reasonable period or, if we cannot, allow the Customer to terminate the affected subscription and receive a pro-rata refund of prepaid fees for the unused period. This is the Customer's exclusive remedy for non-conformity.
3. Except as expressly stated, and to the fullest extent permitted by law, the Services are provided as is and we disclaim all other warranties, express or implied, including merchantability, fitness for a particular purpose and non-infringement. We do not warrant that the Services will be uninterrupted or error-free, or that they will ensure the Customer's compliance with any waste, environmental, WEEE, data-erasure or other regulatory obligation. Responsibility for that compliance rests with the Customer.

15. Liability

1. Nothing in these Terms limits liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for any liability that cannot be limited by law.
2. Subject to clause 15.1, neither party is liable for loss of profit, revenue, anticipated savings, business or goodwill, or for any indirect or consequential loss.
3. Subject to clause 15.1, our total aggregate liability arising out of or in connection with the agreement, whether in contract, tort including negligence, or otherwise, is limited to the total fees paid by the Customer for the Services in the twelve months immediately preceding the event giving rise to the claim.
4. We are not liable for loss or corruption of Customer Data to the extent it results from the Customer's own acts, its configuration choices, or its failure to maintain its own copies.
5. Each party must take reasonable steps to mitigate its losses.

16. Indemnity

1. We will defend the Customer against a third-party claim that the Services, as provided by us and used in accordance with these Terms, infringe that party's intellectual property rights, and will pay damages finally awarded or agreed in settlement, provided the Customer notifies us promptly, gives us control of the defence and cooperates. If such a claim arises we may, at our option, modify the Services, obtain a licence, or terminate the affected subscription with a pro-rata refund. This does not apply to claims arising from Customer Data, from combination with products we did not supply, or from unauthorised modification.
2. The Customer will indemnify us against claims arising from Customer Data, from its use of the Services in breach of these Terms or applicable law, or from its failure to obtain required consents from its Authorised Users.

17. Term, renewal and termination

1. The agreement starts on the date stated in the Order and continues for the Subscription Term.
2. It renews automatically for successive periods of the same length unless either party gives written notice of non-renewal before the end of the current term, within the notice period stated in the Order.
3. Either party may terminate for material breach that is not remedied within thirty days of written notice, or immediately if the other becomes insolvent, enters liquidation or ceases to trade.
4. On termination the Customer's right to use the Services ends, outstanding fees fall due immediately, and clause 9.6 applies to data export. Provisions relating to accrued fees, confidentiality, intellectual property, liability and governing law survive.

18. Force majeure

Neither party is liable for failure or delay caused by events beyond its reasonable control, including natural disaster, war, civil unrest, epidemic, industrial action, failure of telecommunications or power networks, government action, or failure of a third-party hosting provider, provided it notifies the other and uses reasonable efforts to resume performance.

19. Changes to these Terms

We may amend these Terms. The updated version is published at www.thereusesystem.eu and, where the change is material, we notify the Customer in advance of the date it takes effect. If the Customer objects to a material change it may terminate the affected subscription before that date and receive a pro-rata refund of prepaid fees. Continued use after the effective date is acceptance.

20. General

1. Assignment — the Customer may not assign the agreement without our written consent, not to be unreasonably withheld. We may assign it to a group company or in connection with a merger or sale of the business.
2. Subcontracting — we may use subcontractors and remain responsible for their performance.
3. Notices — notices must be in writing, sent to the addresses in the Order or to info@tellienterprises.com, and are deemed received on delivery or, for email, on the next business day.
4. No partnership — nothing creates a partnership, joint venture or employment relationship.
5. Severability — if a provision is held invalid, the rest continues in force.
6. Waiver — failure to enforce a right is not a waiver of it.
7. Third parties — no one other than the parties may enforce these Terms.
8. Publicity — we may name the Customer and use its logo in a customer list, unless it objects in writing.
9. Language — the English version prevails over any translation.

21. Governing law and jurisdiction

These Terms, and any dispute arising out of them, are governed by the laws of the Republic of Cyprus, and the parties submit to the exclusive jurisdiction of the courts of Cyprus.

22. Contact

Telli Enterprises Ltd
Kiniras 4C, Geri-Dali, Nicosia 2540, Cyprus
For the attention of Stavros Mylonas
info@tellienterprises.com — www.thereusesystem.eu