Terms of Use

1. General provisions

These terms of use (hereinafter the Terms) constitute a contract between UAB Codus (company code 306635689, registered office Sakalaičių Sodų 5-oji g. 6, LT-02216 Vilnius; hereinafter sors) and the business entity using the Service (hereinafter the Client).

By registering or otherwise starting to use the Service, the Client confirms that it has read and agrees to the Terms, the Privacy Policy and the Data Processing Agreement.

The Service is intended for business entities only. If the Client is a natural person (for example, a self-employed individual), that person confirms using the Service for commercial or professional purposes; consumer rights (such as the 14-day right of withdrawal) do not apply to these conditions.

2. Description of the Service

The Service is a document digitization and processing service: uploading documents (invoices, advance invoices, credit notes, receipts and similar), automatic content recognition and field extraction using AI models, data verification against public registries, a review and editing interface, export to the Client's accounting systems (for example, Rivile) and generation of i.SAF format files.

The Service is provided continuously (around the clock), except for planned technical work and disruptions (see section 6).

The accuracy of automatic recognition depends on document quality; we do not guarantee 100% recognition accuracy. The Client is responsible for reviewing and verifying digitized data before confirming it, exporting it to accounting systems and submitting it to the tax administrator or other parties.

Under the service contract, the Client may be given the option of a deferred (economy-tier) processing mode, in which documents are processed within a longer period not exceeding 24 hours, and AI suggestion features, under which suggestions are provided according to the settings the Client has enabled.

We may develop new features and change existing ones, provided this does not make the essential substance of the Service more burdensome; we inform about material changes to how the Service operates under section 12.

3. Accounts and their security

• The Client undertakes to provide correct registration data and to update it when it changes.
• The Client is responsible for safeguarding its own and its organization members' login credentials, and for actions taken using its account or organization.
• On suspecting a leak of account or login credentials, the Client shall inform us without delay ([email protected]).
• The organization administrator manages the organization's members, their roles and access according to the Service settings.

4. Prices and payment

The Service is priced by usage and paid in arrears: for the previous calendar month, based on the volume actually processed (pages, detailed lines and AI mapping suggestions), at the rates set in the service contract. The service contract sets a monthly limit: once it is reached, as the service contract provides, either new uploads are blocked until the next calendar month or the Service continues at the agreed rates. Exports are not charged and not limited. Rejected or unprocessed files are not charged.

We issue the invoice for the previous month by the 5th day of the following month, and the payment term is 10 days from receipt of the invoice, unless the service contract provides otherwise. Prices are quoted excluding VAT; VAT is added in accordance with the Law on Value Added Tax of the Republic of Lithuania.

For late payment the Client shall pay statutory interest under the Law of the Republic of Lithuania on the Prevention of Late Payment in Commercial Transactions (the reference rate plus 8 percentage points, recalculated every six months) and recovery costs of not less than EUR 40.

A new Client receives a free trial volume with no time limit: up to 50 pages, 100 detailed lines and 50 AI mapping suggestions in total. The first 5 detailed lines of each document are not counted. Economy mode is unavailable in the trial; exports are unlimited. Once the trial volume is used up, new uploads are blocked until a service contract is concluded.

5. Client obligations

• The Client warrants that it has the right to submit the documents and their data to the Service and to provide them for processing under the Terms and the Data Processing Agreement.
• The Client is responsible for the lawfulness of the documents it uploads and the correctness of their content.
• The Client undertakes not to interfere with the operation of the Service: not to use automated means capable of overloading the system (rate limits apply), not to circumvent access restrictions and not to use the Service for unlawful purposes.
• The Client is responsible for the correctness and safekeeping of its accounting system connection data (API keys); exports to those systems are made on the Client's behalf, at the Client's instruction and at the Client's risk.
• Links to document originals, embedded in exports at the Client's instruction, let anyone holding the link open the file; the Client is responsible for who gets access to those links through its accounting system.
• The Client must verify digitized data before using it in accounting, tax returns or reports.

6. Provision and availability of the Service

We aim to keep the Service continuously available, but it is provided on an “as is” basis: we do not guarantee uninterrupted or error-free operation, except where the service contract provides otherwise.

For planned technical maintenance or security reasons we may temporarily restrict the Service; where possible, we announce planned maintenance in advance.

Technical support is provided during the hours and through the channels set out in the service contract.

7. Intellectual property and licences

The Client retains all rights it holds in its documents and data uploaded to and digitized by the Service. The Client grants us only such licence as is necessary to provide the Service under the Terms and the Data Processing Agreement.

The Service's software, interfaces, design and other results of intellectual work created by us belong to us or to the licensors from whom they are obtained. Without our written consent, parts of the Service must not be copied, modified or used to build a competing service.

The shared counterparty master-data database (see the counterparty master-data database section of the Privacy Policy) is a database compiled by us; we use and improve it to provide the Service and to prevent fraud, without disclosing any Client's document content to other clients.

8. Limitation of liability and force majeure

To the extent permitted by applicable law, our liability for breach of the Terms is limited to the fees actually paid by the Client for the Service over the last 3 (three) months, or, if the service contract was in force for a shorter period, to the fees paid over the actual period of performance.

Indirect damages, lost revenue, lost profit and losses related to discrepancies in accounting, tax or reporting data are not compensated, except where liability cannot be limited by law.

These limitations do not apply to liability for intent or gross negligence (Art. 6.252 of the Civil Code of the Republic of Lithuania), for damage to life or health, to liability under the GDPR, or to any other liability that cannot be limited or excluded under applicable law.

Neither party is liable for failure to perform obligations caused by force majeure (Art. 6.212 of the Civil Code of the Republic of Lithuania); the party prevented from performing by force majeure shall inform the other party of it and its effects without delay.

9. Confidentiality

The parties undertake to protect each other's confidential information - information marked as confidential or which, by its nature, is reasonably considered confidential. The confidentiality obligation applies for the duration of the service contract and for 3 further years after its end.

The confidentiality obligation does not apply to information that has become publicly available through no fault of the receiving party, was known before its disclosure, was lawfully received from third parties without confidentiality restrictions, or whose disclosure is required by law or a lawful request of a competent authority.

10. Personal data

The processing of personal data is governed by the Privacy Policy and the Data Processing Agreement, which form an integral part of these Terms and are accepted by the Client together with the Terms. In the event of a conflict between the Terms and the Data Processing Agreement regarding the processing of personal data, the Data Processing Agreement prevails. The sub-processor list is provided in the Sub-processor list.

11. Term and termination

The Terms take effect when the Client registers and apply for as long as the Client uses the Service - both on the trial volume and under a service contract. They end when the service contract expires or is terminated or, for a Client that concluded no service contract, when its data is deleted at its request.

For 30 days after the service contract expires or is terminated, the Client can request an export of its data, which we provide as a downloadable archive via a link; when those 30 days end, we delete the Client's documents and data (see the retention periods section of the Privacy Policy). For a Client that concluded no service contract, the same period runs from its deletion request.

Provisions of the Terms whose nature requires their continuance (for example, limitation of liability, confidentiality, intellectual property provisions) survive the end of the Terms.

12. Amendment of the Terms

We may amend the Terms by informing the Client no later than 30 days in advance (by email and/or in the application). A Client who disagrees has the right to terminate the service contract before the amendments take effect; by continuing to use the Service after the amendments take effect, the Client is deemed to accept the amended Terms.

13. Governing law, disputes and other provisions

The law of the Republic of Lithuania applies. Disputes are resolved by negotiation and, failing that, in the courts of the Republic of Lithuania at the place of sors's registered office.

If any provision of the Terms becomes invalid, the remaining provisions remain in force, and the parties shall, in good faith, replace the invalid provision with the closest valid equivalent in economic terms.

The Terms, the Privacy Policy, the Data Processing Agreement and the service contract constitute the entire agreement between the parties regarding the Service. The Terms are provided in Lithuanian and English; in the event of any discrepancy, the Lithuanian version prevails.