General Terms and Conditions / User Agreement

By accessing or using the Lilo Platform, you agree to comply with and be bound by these General Terms and Conditions (“Terms”). Please read these Terms carefully as they contain important information about your legal rights, remedies and obligations.

These Terms constitute a legally binding agreement (“Agreement”) between you and Lilo (as defined below) governing your access to and use of the Lilo website and platform, including any subdomains thereof, and any other websites through which Lilo makes its services available (collectively, “Site”) and application program interfaces (collectively, “Application”) and all associated services (collectively, “Lilo Services”). The Site, Application and Lilo Services together are hereinafter collectively referred to as the “Lilo Platform”.

When these Terms mention “Lilo,” “we,” “us,” or “our,” it refers to LILO BVBA, company under Belgian Law with registered offices in Belgium, 3001 HEVERLEE, Hertogstraat 127 bus 101, registered with the central enterprises register under the number BTW BE0689.637.039.

Table of contents

Scope of Lilo Service
Eligibility, Using the Lilo Platform, Member Verification
Modification of these Terms
Account Registration
Content and intellectual property rights
Service Fees
Order, Order Modifications and Cancellations
Payment
Complaints
Ratings and Reviews
Taxes
Term and Termination, Suspension and other Measures
Liability
Applicable Law and Jurisdiction
Feedback
Privacy and personal data protection
General Provisions

1. Scope of Lilo Services

The Lilo Platform is the next generation translation platform, offering full transparency in the translation process by connecting registered customers (“Customer”) to a registered service provider who performs translations (“Translator”) by using the Lilo Platform. Customers that are seeking Translation Services (“Translation Services”) can communicate and transact with Translators through the use of the Lilo Platform. Next to connecting Customers with Translators, Lilo allows Customers to simplify, speed up and make translations cheaper by saving and using Customers data (“Translation History”) through the complex AI-based software (“Software”) developed by Lilo.
As the provider of the Lilo Platform, Lilo does not offer any Translation Services. Translators alone are responsible for their Translation Services. When Customers place an order, they are entering into a contract directly with the Translator. Lilo is not and does not become a party to – or other participant – in any contractual relationship between a Customer and a Translator, nor is Lilo an insurer or a liable third party. Lilo is not acting as an agent in any capacity for any Customer, except as specified in the Payments Terms.
While Lilo may help facilitate the resolution of disputes between Customers and Translators, Lilo has no control over and does not guarantee:(i) the quality, accuracy, suitability or precision of Translation Services; (ii) the truth or accuracy of any Description, Rating, Review of Translators; (iii) the performance or conduct of any Translator or third party. Lilo does not endorse any Translator. Any references or review to a Translator is added by other Customers and is not verified by Lilo. The ISO-certification of a Translator and the reference to this ISO-certificate on the lilo-Platform is for information purposes only and cannot be seen as a review or recommendation by lilo.
Lilo is not responsible for outages or disruptions of the Internet and telecommunications infrastructure which are beyond our control and can lead to interruptions in the availability of the Lilo Platform. Lilo may, temporarily and under consideration of the Customers’ legitimate interests (e.g. by providing prior notice), restrict the availability of the Lilo Platform or certain areas or features thereof, if this is necessary in view of capacity limits, the security or integrity of our servers, or to carry out maintenance measures that ensure the proper or improved functioning of the Lilo Platform. Section 15 (Liability) remains unaffected. Lilo may improve, enhance and modify the Lilo Platform and introduce new Lilo Services or Third-Party Services from time to time. Lilo will provide notice to Members of any changes to the Lilo Platform, unless such changes are of minor nature without having a material effect on the parties’ contractual obligations. 3.

2. Eligibility, Using the Lilo Platform, Member Verification

In order to access and use the Lilo Platform or register a Lilo Account you must be an individual at least 18 years old or a duly organized, validly existing business, organization or other legal entity in good standing under the laws of the country you are registered and able to enter into legally binding contracts.
Lilo may make access to and use of the Lilo Platform, or certain areas or features of the Lilo Platform, subject to certain conditions or requirements, such as completing a verification process, meeting specific quality or eligibility criteria, meeting Ratings or Reviews thresholds, or a Customer history.
User verification on the Internet is difficult and we do not assume any responsibility for the confirmation of any Customer’s identity. Notwithstanding the above, for transparency and fraud prevention purposes, and as permitted by applicable laws, we may, but have no obligation to ask Customers to provide a form of government identification or other information or undertake additional checks designed to help verify the identities or backgrounds of Customers.
The access to or use of certain areas and features of the Lilo Platform may be subject to separate policies, standards or guidelines, or may require that you accept additional terms and conditions, before you can access the relevant areas or features of the Lilo Platform. If there is a conflict between these Terms and terms and conditions applicable to a specific area or feature of the Lilo Platform, the latter terms and conditions will take precedence with respect to your access to or use of that area or feature, unless specified otherwise in the latter terms and conditions.
Some areas of the Lilo Platform implement Third-Party Translation Services. Your use of Third-Party Translation Services may be subject to Additional Terms of Service for which express acceptance might be requested.

3. Modification of these Terms

Lilo reserves the right to modify these Terms at any time in accordance with this provision. If we make changes to these Terms, we will post the revised Terms on the Lilo Platform and update the “Last Updated” date at the top of these Terms. We will also ask for your express agreement again when using the Lilo Platform after that date. If you disagree with the revised Terms, you may terminate this Agreement with immediate effect. If you do not accept the revised Terms before the date the revised Terms become effective, your continued access to or use of the lilo Platform will constitute acceptance of the revised Terms or you will no longer be able to use the lilo Platform without acceptance of the revised Terms.

4. Account Registration

Every Customer must register an account (“Lilo Account”) to access and use the features of the Lilo Platform. If you are registering a Lilo Account for a business, organization or other legal entity, you represent and warrant that you have the authority to legally bind that entity and grant us all permissions and licenses provided in these Terms.
You must provide accurate, current and complete information during the registration process and keep your Lilo Account up-to-date at all times.
You may not assign or otherwise transfer your Lilo Account to another party.
You are responsible for maintaining the confidentiality and security of your Lilo Account credentials and may not disclose your credentials to any third party. You must immediately notify Lilo if you know or have any reason to suspect that your credentials have been lost, stolen, misappropriated, or otherwise compromised or in case of any actual or suspected unauthorized use of your Lilo Account. You are liable for any and all activities conducted through your Lilo Account, unless such activities are not authorized by you and you are not otherwise negligent (such as failing to report the unauthorized use or loss of your credentials).
Lilo may enable features that allow you to authorize other Customers or certain third parties to take certain actions that affect your Lilo Account. For example, we may enable Customers to link their Lilo Accounts to businesses and take actions for those businesses, we may enable eligible Customers or certain third parties to order Translation Services on behalf of other Customers, or we may enable Customers to add other Customers as Co-Customer (as defined below) to help manage their commands. These features do not require that you share your credentials with any other person. No third party is authorized by Lilo to ask for your credentials, and you shall not request the credentials of another Customer.

5. Content and intellectual property rights

Lilo may enable Customers to (i) upload, post, send, receive and store texts or other materials and information on or through the Lilo Platform (“Customer Content”); and (ii) access and view Customer Content and any content that Lilo itself makes available on or through the Lilo Platform.
The Lilo Platform and Customer Content may in its entirety or in part be protected by copyright, trademark, and/or other laws. You acknowledge and agree that the Lilo Platform is the exclusive property of Lilo and/or its licensors or authorizing third-parties. You will not remove, alter or obscure any copyright, trademark or other proprietary rights notices incorporated in or accompanying the Lilo Platform or Customer Content. All trademarks, logos, trade names, and any other source identifiers of Lilo used on or in connection with the Lilo Platform are exclusive property of Lilo and/or its licensors or authorizing third-parties. Trademarks, logos, trade names and any other proprietary designations of third parties used on or in connection with the Lilo Platform are used for identification purposes only and may be the property of their respective owners.
You will not use, copy, adapt, modify, prepare derivative works of, distribute, license, sell, transfer, publicly display, publicly perform, transmit, broadcast or otherwise exploit the Lilo Platform except to the extent you are the legal owner of certain Customer Content part of the Lilo Platform or as expressly permitted in these Terms. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by Lilo or its licensors, except for the licenses and rights expressly granted in these Terms.
Subject to your compliance with these Terms, Lilo grants you a limited, non-exclusive, non-sublicensable, revocable, non-transferable license to (i) use the Lilo Platform and Software on your personal device(s); and (ii) access and view any Customer Content made available on or through the Lilo Platform and accessible to you, solely for your personal and non-commercial use.
The Sole access to the Lilo Platform does not represent the recognition of a right, and does not confer any rights, including any intellectual property rights relating to any of the elements of the Lilo Platform, which remain Lilo’s exclusive property.
By uploading, posting or otherwise making available any Customer Content on or through the Lilo Platform, you grant to Lilo a non-exclusive, worldwide, royalty-free, irrevocable, perpetual (or for the term of the protection), sub-licensable and transferable license to such Customer Content to access, use, store, copy, modify, prepare derivative works of, distribute, publish, transmit, and otherwise exploit in any manner such Customer Content to allow Lilo to improve customer experience and to improve the Lilo Platform. Unless you provide specific consent, Lilo does not claim any ownership rights in any Customer Content and nothing in these Terms will be deemed to restrict any rights that you may have to use or exploit your Customer Content.

6. Service Fees

Next to a Translation cost and a Revision cost, Lilo charges Service and License fees to Customers (“Service Fees”) in consideration for the use of the Lilo Platform and/or Software.
Any applicable Fees (including any applicable Taxes) will be displayed to a Customer prior to placing an order.
You are responsible for paying any Fees that you owe to Lilo. Service Fees are non-refundable.

7. Order, Order Modifications and Cancellations

Subject to meeting any requirements (such as completing any verification processes) set by Lilo, you can request a Translation service available on the Lilo Platform by following the respective ordering process. All applicable fees, including the Service Fee and any applicable Taxes (collectively, “Total Fees”) will be presented to you prior to ordering a Translation Service. Requesting a Translation Service as well as the prior presentation of Total Fees on the lilo Platform does not constitute a binding offer.
Any request made by a Customer via the Lilo Platform will only be a confirmed order once the Translator has expressly accepted the request and the Customer received an order acceptance e-mail.
Upon receipt of an order confirmation from Lilo, a legally binding agreement is formed between you and the chosen Translator. Lilo will collect the Total Fees at the time of the delivery of the Translation Services (when the translated documents are ready to be downloaded by the Customer).
You agree to pay the Total Fees for any order in connection with your Lilo Account.
Customers are responsible for any modifications to an order that they make via the Lilo Platform (“Order Modifications”), and agree to pay any additional Service Fee, and/or Taxes associated with such Order Modifications.
Customers cannot cancel a confirmed order.
If a Translator cancels a confirmed order, the Customer will not be charged but cannot claim any compensation of Lilo since the Customer only has a legally binding agreement with the chosen Translator.
In certain circumstances, Lilo may cancel a pending or confirmed order on behalf of a Translator or Customer. This may be to prevent or impede the detection or prevention of fraud or other illegal activities or to safeguard the legitimate interests of other Users of the Lilo Platform or third parties.
If a Customer cancels a confirmed booking, Lilo or the Translator will be entitled to claim Total Fees as agreed on when confirming the order.

8. Payment

Customers provide their bank details using a credit card or charge card (Visa, MasterCard, …), indicating directly in the area provided for this purpose (secure entry by SSM encryption) the card number, the expiration date (the card must be valid when ordering) and the card security code as payment method. Lilo is authorised to ask for a piece of identification in order to prevent bank card fraud.
Payment is debited when the Translator supplied his Translation Service and the Customer received the ordered translation, except in the case of special conditions when payment is made by invoice.
In the event of a cancellation of a confirmed order, Lilo will debit Total Fees from the Customer’s credit card that was given or Lilo will invoice the agreed amount in total to the Customer.
Lilo has chosen Stripe to secure online payments by credit card. The validity of the Customer’s payment card is verified by Stripe. Payment cards may be refused for several reasons: stolen or blocked card, credit limit reached, entry error, etc. In the event of a problem, Customers will need to contact both their bank and Lilo in order to confirm the order and payment method.
After Lilo received payment, an invoice will be generated and be made available for secure download via the lilo Platform. A link will be sent by electronic means to the Customers e-mail. The invoice remains available in the Lilo Account of the Customer.
If the Customer pays Total Fees after receipt of an invoice, invoices are payable 30 days after the invoice date. Invoices shall be sent to the Client electronically but can also be sent by post upon a simple request from the Client. If the invoice has not been paid on the expiry date, the Client shall owe a contractual default interest by operation of law and without a notice of default being required based on the interest rate determined in the implementation of Section 5 of the Act of 2 August 2002 regarding the control of payment arrears in relation to trade transactions. In this event, the Client shall also owe a fixed compensation of 10% of the invoice amount where a minimum of 150 EUR shall apply.

9. Complaints

Complaints relating to the poor execution of Translation Services or Lilo Services must be made known to Lilo in writing within eight days of the date of Service delivery.
Complaints regarding Translation Services can only be made towards Lilo if Customer ordered or orders a Translation review. If the Translation review indicates that the Translation Service was not carried out in conformity, the review cost will not be charged to the Customer. If the Translation review indicates the conformity of the Translation Service, the review cost remains at the expense of the Customer or will be additionally charged to the Customer.

10. Ratings and Reviews

Within a certain time frame after receiving a Translation service or translated document, Customers can leave (and will be asked to leave) a review (“Review”) and submit a star rating (“Rating”) by receiving a feedback e-mail. Ratings or Reviews reflect the opinions of individual Customers and do not reflect the opinion of Lilo. Ratings and Reviews are not verified by Lilo for accuracy and may be incorrect or misleading.
Ratings and Reviews by Customers must be accurate and may not contain any offensive or defamatory language.

11. Taxes

Tax regulations may require us to collect appropriate Tax information from Customers or to withhold Taxes from payouts to Translators, or both. If a Translator fails to provide us with the required documentation under applicable law to alleviate our obligation (if any) to withhold Taxes from payouts to you, we reserve the right to withhold payouts up to the tax-relevant amount as required by law until resolution.

12. Term and Termination, Suspension and other Measures

These Terms shall be effective until such time when you or Lilo terminate the Agreement in accordance with this provision.
Customers may terminate the collaboration at any time by sending us an e-mail. Your Lilo Account will be deleted once any confirmed orders are executed and charged.
Without limiting our rights specified below, Lilo may terminate this Agreement for convenience at any time by giving you thirty (30) days’ notice via email to your registered e-mail address.
Lilo may immediately, without notice, terminate this Agreement and/or stop providing access to the Lilo Platform if (i) you have materially breached your obligations under these Terms, the Payments Terms, our Policies or Standards, (ii) you have violated applicable laws, regulations or third party rights, or (iii) such action is necessary to protect the personal safety or property of Lilo, its User third parties (for example in the case of fraudulent behavior of a Customer).
In addition, Lilo may take any of the following measures (i) to comply with applicable law, or the order or request of a court, law enforcement or other administrative agency or governmental body, or if (ii) you have breached these Terms, the Payments Terms, our Policies or Standards, applicable laws, regulations, or third party rights, (iii) you have provided inaccurate, fraudulent, outdated or incomplete information during the Lilo Account registration.
When this Agreement has been terminated, you are not entitled to a restoration of your Lilo Account or any of your Translation history. If your access to or use of the Lilo Platform has been limited or your Lilo Account has been suspended or this Agreement has been terminated by us, you may not register a new Lilo Account or access and use the Lilo Platform through an Lilo Account of another User.
If Lilo takes any of the measures described in this Section 14 you may appeal such a decision by contacting our customer service.

13. Liability

Lilo’s sole and exclusive responsibility shall be in the specific content Lilo provides to Customers through the Lilo Platform. Any inaccurate, incomplete, or otherwise incorrect information added by the Customer or incorrect usage of the Lilo Platform shall be the exclusive responsibility of the Customer, with no liability on the part of Lilo. Lilo shall not be liable in the following cases: (i) Technical or computer failure. The Lilo Platform’s incompatibility with any hardware or software shall not trigger any liability on the part of Lilo. (ii) Direct or indirect, material or consequential, foreseeable or unforeseeable damage to the Customer arising from the use or difficulty to use the Lilo Platform. (iii) The circulation of any inaccurate, non-secure or unreliable information on the Internet.
Lilo does not guarantee the effectiveness, completeness, accuracy, result and/or effectiveness of the documents that the Customer may receive through the use of the Lilo Platform. Lilo shall not be held liable for any error, omission or inaccuracy of the received Translations and any damage suffered by the Customer who has received a Translation.
The Customer is responsible for protecting its equipment and data, for the use made of the Lilo Platform or Services and for any breach of these Terms.
15.4 Lilo is liable under statutory provisions only for intent and gross negligence by us, our legal representatives or directors.

14. Applicable Law and Jurisdiction

These Terms are governed by and construed in accordance with Belgian law.
Parties mutually agree that the courts of Leuven shall have exclusive jurisdiction to settle any disputes arising out of or in connection with these Terms or the applicability, breach, termination, validity, enforcement or interpretation thereof, or to the use of the Lilo Platform or the Translation Services (collectively, “Disputes”).
This Section 17 will survive any termination of these Terms and will continue to apply even if you stop using the Lilo Platform or terminate your Lilo Account.

15. Feedback

We welcome and encourage you to provide feedback, comments and suggestions for improvements to the Lilo Platform (“Feedback“). You may submit Feedback by e-mailing us, through the “Contact” section of the Lilo Platform, or by other means of communication. Any Feedback you submit to us will be considered non-confidential and non-proprietary to you. By submitting Feedback to us, you grant us a non-exclusive, worldwide, royalty-free, irrevocable, sub-licensable, perpetual license to use and publish those ideas and materials for any purpose, without compensation to you.

16. Privacy and personal data protection

When a Customer uses the Lilo Platform, in particular when ordering a Service, Lilo process personal data as described in Lilo’s “Privacy Policy”.
The information we collect as processing your order is intended for Lilo, its partners and its service providers for the purpose of executing the order or taking pre- contractual measures.
Customers may at any time exercise their rights under the regulations on the protection of personal data. All the information required for this purpose is set out in the “Privacy Policy”.
Next to connecting Customers with Translators, lilo allows Customers to simplify, speed up and make translations cheaper by saving and using Customers data (“Translation History”) through the complex AI-based software developed by lilo. The Translation History will only be used to generate discounts for the customer himself and not for any other customers, unless the customer grants explicit permission

17. General Provisions

Except as they may be supplemented by additional terms and conditions, policies, guidelines or standards, these Terms constitute the entire Agreement between Lilo and you pertaining to the subject matter hereof, and supersede any and all prior oral or written understandings or agreements between Lilo and you in relation to the access to and use of the Lilo Platform.
Entry of the necessary banking details, along with the acceptance of these Terms as well as any specific Lilo condition by e-mail constitute an electronic signature equivalent in value to a physical signature on paper between the parties. The computerized records retained in the IT systems of Lilo will be kept under reasonable levels of security and will be considered as proof of communication, orders and payments between the parties.
No joint venture, partnership, employment, or agency relationship exists between you and Lilo as a result of this Agreement or your use of the Lilo Platform.
If any provision of these Terms is held to be invalid or unenforceable, such provision will be struck and will not affect the validity and enforceability of the remaining provisions.
Lilo’s failure to enforce any right or provision in these Terms will not constitute a waiver of such right or provision unless acknowledged and agreed to by us in writing. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise permitted under law.
You may not assign, transfer or delegate this Agreement and your rights and obligations here-under without Lilo’s prior written consent. Lilo may without restriction assign, transfer or delegate this Agreement and any rights and obligations here-under, at its sole discretion. Your right to terminate this Agreement at any time remains unaffected.
Unless specified otherwise, any notices or other communications to Users permitted or required under this Agreement, will be provided electronically and given by Lilo via email, Lilo Platform notification, or messaging service

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