Terms and Conditions of Sale

1. Purpose and definitions

These Terms and Conditions of Sale (hereinafter the « Terms ») govern all contractual relations between:

• The Publisher: Ermal Ibraj, trading under the business name « Goodly », domiciled in Belgium, reachable at contact@goodly.be.
• The Customer: any natural or legal person (hereinafter the « Merchant ») who subscribes to a Goodly plan in order to use the platform.

Definitions:

• Platform: the SaaS service available at goodly.be allowing the creation and management of digital loyalty cards for Apple Wallet and Google Wallet.
• Account: the Merchant's personal space on the Platform, accessible with credentials.
• End customer: the Merchant's consumer who uses a Goodly loyalty card.
• Plan: the subscription package chosen by the Merchant.

2. Acceptance of the Terms

Registering on the Platform and subscribing to any Plan imply full and unreserved acceptance of these Terms. The Merchant acknowledges having read them before subscribing.

Goodly reserves the right to amend these Terms at any time. Amendments will be notified by email at least 30 days before they take effect. In case of disagreement, the Merchant may terminate the subscription before the new terms come into force.

3. Registration and account

To use the Platform, the Merchant must create an Account by providing accurate and complete information (business name, email address, type of activity). The Merchant is responsible for keeping login credentials confidential.

The Merchant undertakes to:

• Provide truthful and up-to-date information
• Not create an account for fraudulent purposes
• Not share credentials with unauthorised third parties
• Inform Goodly without delay of any unauthorised use of the Account

4. Plans and pricing

Every new Account starts with a 14-day free trial on the Pro plan. A valid payment card is required to start the trial; no amount is charged during those 14 days. At the end of the trial, the Pro subscription continues automatically unless the Merchant cancels before the trial ends.

Goodly offers the following plans:

• Pro (€29/month): 1 card, unlimited customers, unlimited push notifications, AI assistant, advanced analytics (RFM, churn), custom colours and logo.
• Business (€69/month): 2 cards, everything in Pro + gift cards, location-based notifications, white-label, API access, priority support.
• Multi-site (€149/month): 5 points of sale included, everything in Business for each site. Additional point of sale: €20/month.

Prices are stated in euros, excluding applicable taxes. Goodly reserves the right to change its prices. Any change will be communicated with 30 days' notice and will only apply from the next renewal.

5. Promotional offers

Discounts are offered depending on the commitment period:

• Annual subscription: -15% off the monthly rate
• Two-year subscription: -20% off the monthly rate

These offers may change. The terms in force at the time of subscription apply for the entire duration of the commitment concerned.

6. Payment

Payments are made online by payment card through Stripe, a PCI DSS certified payment processor. Goodly does not store any card data.

Billing is:

• Monthly: charged each month on the anniversary date of the subscription
• Annual: charged once for 12 months
• Biennial: charged once for 24 months

If a payment fails, Goodly will attempt another charge in the following days. If payment fails repeatedly, the Account may be suspended in accordance with article 10.

7. 30-day money-back guarantee

The Merchant has 30 days from the creation of their Account to request a full refund of any amounts already paid, by simply emailing contact@goodly.be.

The 14-day free trial is included within this 30-day period: 16 days therefore remain after the trial ends to request a refund.

This guarantee applies:

• Only to the first subscription to a paid plan
• Within 30 calendar days from the creation of the Account, including the 14-day free trial
• Upon explicit request from the Merchant

The refund is issued to the original payment method within 14 business days.

8. Duration and termination

Monthly subscription

The monthly subscription is commitment-free. The Merchant may cancel at any time from the dashboard. Cancellation takes effect at the end of the current billing period.

Annual or biennial subscription

The annual or biennial subscription commits the Merchant for the chosen duration. Cancellation may be requested at any time but only takes effect at the end of the current period. No pro-rata refund is issued, except under the 30-day guarantee (article 7).

Free trial

The 14-day free trial can be cancelled at any time before it expires from the dashboard, with no charge whatsoever. It is included within the 30-day guarantee period (article 7). The free Starter plan is no longer offered to new accounts; accounts already on it keep it.

9. Right of withdrawal

In accordance with article VI.53, 1° of the Belgian Code of Economic Law, the right of withdrawal does not apply to contracts for the supply of digital content not delivered on a tangible medium where performance has begun with the consumer's consent. By subscribing to a paid plan, the Merchant acknowledges that performance of the service begins immediately and expressly waives the right of withdrawal.

The 30-day money-back guarantee (article 7) is offered on a commercial basis and goes beyond this legal obligation.

10. Account suspension

Goodly reserves the right to suspend or terminate an Account, without notice, in the following cases:

• Persistent non-payment despite reminders
• Breach of these Terms
• Fraudulent or abusive use of the Platform
• Activity contrary to applicable Belgian or European law

In the event of suspension for non-payment, the Merchant has 30 days to settle the situation before data is permanently deleted.

11. Limitation of liability

Goodly undertakes to provide a reliable and secure service, as an obligation of means. Goodly cannot be held liable for:

• Service interruptions related to maintenance, third-party providers (Apple, Google, hosting) or force majeure
• Loss of revenue or data resulting from service unavailability
• The use the Merchant makes of the Platform towards its own customers

In any event, Goodly's total liability is limited to the amounts actually paid by the Merchant during the 12 months preceding the triggering event.

12. Intellectual property

The Goodly Platform, its source code, design, content and brand are the exclusive property of Ermal Ibraj. No licence and no intellectual property right is transferred to the Merchant through use of the Platform.

The Merchant retains full ownership of the logos, images, content and data uploaded to the Platform. By uploading content, the Merchant grants Goodly a limited, non-exclusive licence to use it for the sole purpose of providing the service.

13. Personal data and processing (art. 28 GDPR)

Goodly collects and processes personal data as part of providing the service, in accordance with the General Data Protection Regulation (GDPR). The terms of this processing are described in our privacy policy.

13.1 Roles

For End customers' personal data (name, email, phone, stamps, visit history), the Merchant is the data controller and Goodly acts as processor within the meaning of article 28 GDPR. This article constitutes the data processing agreement between the parties.

13.2 Subject matter, duration and nature of processing

Goodly processes End customers' data on behalf of the Merchant, for the duration of the subscription, for the sole purpose of providing the service: management of loyalty cards, stamps and rewards, Wallet notifications, the Merchant's campaigns, and programme statistics.

13.3 Goodly's obligations

• Process the data only on documented instructions from the Merchant (use of the Platform constituting such instructions);
• Ensure the confidentiality of persons authorised to process the data;
• Implement the technical and organisational measures described in the privacy policy (encryption, per-merchant isolation via RLS, restricted access);
• Assist the Merchant in responding to End customers' requests to exercise their rights (access, rectification, erasure, portability — CSV export and deletion tools are built into the dashboard);
• Notify the Merchant without undue delay after becoming aware of a personal data breach;
• At the end of the contract, delete End customers' data within the timeframes stated in the privacy policy, unless legally required to retain it;
• Make available the information necessary to demonstrate compliance with this article.

13.4 Sub-processors

The Merchant gives general authorisation for the use of the sub-processors listed in the privacy policy (hosting, database, email, payment, Wallet, AI). Goodly will inform the Merchant of any change of sub-processor, allowing reasonable objections to be raised. Transfers outside the EU are governed by standard contractual clauses and/or the Data Privacy Framework.

13.5 Merchant's obligations

The Merchant undertakes to have a valid legal basis for processing its End customers' data, to inform them in accordance with articles 13 and 14 GDPR, and to use the campaign features (push, email) only in compliance with applicable direct marketing rules.

14. Force majeure

Goodly cannot be held liable for the total or partial non-performance of its obligations where such non-performance results from an event of force majeure, in particular: natural disaster, fire, internet network failure, failure of third-party suppliers, cyberattack, government decision or any other circumstance beyond Goodly's reasonable control.

In the event of force majeure lasting more than 90 days, either party may terminate the contract without compensation.

15. Amendment of the Terms

Goodly reserves the right to amend these Terms at any time. Amendments will be notified to the Merchant by email at least 30 days before they take effect. Continued use of the Platform after the new Terms come into force constitutes acceptance of them.

16. Applicable law and jurisdiction

These Terms are governed by Belgian law. Any dispute concerning their interpretation, performance or termination shall fall under the exclusive jurisdiction of the courts of the judicial district of Brussels, Belgium.

17. Contact

For any question about these Terms: contact@goodly.be