Service Terms and Conditions

1. General Provisions

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These Terms apply to every booking, consultation and agreement concluded through the Xprtee platform between a Client and a Contributor.

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Any modification or deviation from these Terms is only valid if agreed upon in writing by both parties.

If there is any conflict between documents, the following order of priority applies:

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1. Any written agreement signed by both parties.
2. The booking or assignment details shown on the Xprtee platform.
3. These Terms of Service.

Clients may use Xprtee either as private individuals or on behalf of a company. Unless clearly indicated otherwise, a Client will be considered a consumer.

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Any purchasing terms or general conditions used by a Client shall not apply unless expressly accepted in writing by the Contributor.

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English is the official language of these Terms and of communications relating to services provided through Xprtee, unless both parties agree otherwise.

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2. Platform and assignments

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Xprtee allows Clients to search for, compare and book vetted ERP and CRM professionals for online video consultations.

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Each expert profile contains information provided by the Contributor, including but not limited to:

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• areas of expertise;
• supported technologies or software;
• professional experience;
• hourly pricing;
• availability;
• profile information and reviews.

Before confirming a booking, Clients will be able to review the session details, including the selected expert, duration, pricing and scheduled date and time.

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The booking confirmation forms an integral part of the agreement between the Client and the Contributor.

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3. Agreement

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A legally binding agreement is formed once:

• a Client confirms and pays for a booking through Xprtee; and
• the Contributor accepts the booking, or automatic confirmation applies where enabled.

Both parties will receive an electronic confirmation containing the booking details.

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By using Xprtee, all users acknowledge that they have read and accepted these Terms of Service together with the Xprtee Privacy Policy and any other applicable platform policies.

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Xprtee is not responsible for the professional advice, recommendations, opinions or services provided by Contributors during or after a consultation.

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4. Personal Data Protection

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Xprtee processes personal data in accordance with its Privacy Policy.

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By using the platform, both Clients and Contributors agree that personal information may be processed where necessary to facilitate bookings, payments, communication, platform security and customer support.

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Contributors remain independently responsible for complying with all applicable privacy and data protection laws when processing personal data obtained during the provision of their services.

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Where required by applicable legislation, Clients and Contributors may enter into a separate Data Processing Agreement.

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Both parties agree to take reasonable technical and organisational measures to protect confidential and personal information against unauthorized access, misuse or disclosure.

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5. Cancellation and Right of Withdrawal

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Once a session has been confirmed, it may only be cancelled or rescheduled in accordance with the cancellation policy displayed on the Contributor's profile or during the booking process.

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Clients and Contributors are encouraged to reschedule appointments whenever possible in the event of illness, emergencies, or other unforeseen circumstances.

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If a Contributor is unable to attend a confirmed session, the Client will be entitled to reschedule the session or receive a full refund.

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Where applicable under mandatory consumer protection laws, consumers may have the right to withdraw from a distance contract within fourteen (14) calendar days without providing a reason.

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This right may not apply where:

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• the booked consultation has been fully completed with the consumer's prior express consent;
• the consumer acknowledged that the right of withdrawal would expire once the service had been fully performed;
• another legal exception under applicable consumer legislation applies.

To exercise the right of withdrawal, the consumer must submit a clear written request or use the withdrawal form attached as Annex 1.

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Where a valid withdrawal request is received, eligible payments will be refunded using the original payment method within fourteen (14) calendar days.

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6. Delivery of Services

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Contributors agree to provide their services professionally, diligently and to the best of their knowledge and experience.

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Contributors are solely responsible for the quality, accuracy and delivery of the advice or services they provide during consultations.

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Xprtee provides the technology platform that enables Clients and Contributors to connect but does not supervise, direct or control the professional services delivered by Contributors.

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Unless otherwise agreed in writing, Contributors determine how they perform their services and may use their own tools, methods and working practices.

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Nothing in these Terms creates an obligation of exclusivity between any party.

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7. Independent Status

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Contributors provide their services as independent professionals.

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Nothing in these Terms shall be interpreted as creating an employment relationship, partnership, joint venture or agency relationship between Xprtee, the Client and the Contributor.

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Neither Clients nor Contributors are authorised to act on behalf of Xprtee or legally bind Xprtee in any manner.

Likewise, neither the Client nor the Contributor may represent or legally bind the other party unless expressly agreed in writing.

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8. Confidentiality

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Clients and Contributors agree to keep confidential all non-public information obtained through the Xprtee platform or during a consultation.

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Confidential information shall only be used for the purpose of providing or receiving the agreed services and may not be disclosed to third parties without prior consent, unless required by law.

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The confidentiality obligations remain in force during the engagement and for a period of two (2) years following its completion.

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Confidential information does not include information that:

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• is publicly available through no fault of the receiving party;
• was already lawfully known before disclosure;
• is independently developed without reference to confidential information; or
• is lawfully obtained from a third party without confidentiality obligations.

Xprtee treats all information exchanged through the platform as confidential and implements reasonable technical and organisational measures to protect user data. However, Xprtee cannot monitor or control information voluntarily shared between Clients and Contributors during private consultations.

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9. Client Responsibilities

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Clients agree to provide accurate, complete and timely information required for the successful delivery of a consultation.

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Any documentation, access credentials or background information necessary for the session should be shared before the scheduled meeting whenever reasonably possible.

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Neither the Contributor nor Xprtee shall be responsible for delays, reduced service quality or unsuccessful outcomes resulting from inaccurate, incomplete or late information provided by the Client.

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Where additional work or follow-up sessions are required due to missing or incorrect information supplied by the Client, the Contributor may charge additional fees subject to the Client's prior approval.

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10. Suspension and Termination

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Either party may suspend or terminate a booking or agreement with immediate effect where:

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• the other party commits a material breach of these Terms or the agreed booking conditions and fails to remedy that breach within seven (7) days after receiving written notice;
• fraudulent, abusive or unlawful activity is suspected;
• the other party becomes insolvent, enters bankruptcy, liquidation or any comparable legal proceeding that prevents the fulfilment of its obligations.

Xprtee reserves the right to suspend or terminate user accounts that violate these Terms, misuse the platform or engage in behaviour that may harm other users or the integrity of the platform.

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Termination does not affect any rights or obligations that arose before the termination date. Any outstanding payments for completed services remain immediately due and payable.

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11. Complaints and disputes

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If a Client is dissatisfied with a consultation, they should submit a complaint through the Xprtee platform within a reasonable period after the session has ended.

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Xprtee may, at its sole discretion, facilitate communication between the Client and the Contributor in an effort to resolve the matter amicably. Where appropriate, the Contributor will be given the opportunity to address or remedy the issue before any further action is considered.

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While Xprtee may assist in resolving disputes, it is not responsible for the professional advice or services delivered by Contributors and does not guarantee any particular outcome.

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12. Intellectual Property

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Each party retains ownership of its existing intellectual property rights.

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All software, branding, website content, platform design, documentation, trademarks, logos and other materials made available by Xprtee remain the exclusive property of Xprtee or its licensors and may not be copied, reproduced, distributed or modified without prior written permission.

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Contributors retain ownership of any materials, methodologies, presentations, documentation or other intellectual property they create or provide during a consultation, unless otherwise agreed in writing.

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Clients receive a limited, non-exclusive, non-transferable licence to use materials provided during a consultation solely for their own internal business or personal purposes.

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Clients warrant that any documents, files, software, images or other materials they upload or share through the platform do not infringe the intellectual property rights or other rights of third parties and agree to indemnify Xprtee and the relevant Contributor against any resulting claims.

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Unless otherwise agreed, Xprtee may identify Clients and Contributors as users of the platform and may display company names, logos or anonymised success stories for marketing and promotional purposes. Any party may request the removal of its name or logo at any time by contacting Xprtee.

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13. Payments

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All prices displayed on the Xprtee platform are shown in Euro (€) unless stated otherwise.

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Contributors determine their own rates, which are displayed on their public profiles before a booking is confirmed.

Where applicable, prices are exclusive of VAT and any other taxes or expenses unless expressly indicated otherwise.

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Payments are processed securely through Xprtee or its authorised payment providers. Clients will only be charged for confirmed bookings in accordance with the applicable cancellation policy.

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Xprtee may deduct applicable platform or service fees before transferring payment to the Contributor.

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14. Liability

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Xprtee operates solely as an online platform connecting Clients with independent Contributors. Xprtee does not provide consulting, implementation or professional ERP or CRM services and is not responsible for the content, quality, accuracy or outcome of advice provided by Contributors.

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Contributors remain solely responsible for the services they provide and for complying with all applicable laws and professional obligations.

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To the maximum extent permitted by law, Xprtee shall not be liable for any indirect, incidental, special or consequential damages, including but not limited to loss of profits, business interruption, loss of revenue, loss of data, goodwill or anticipated savings arising from the use of the platform.

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Except in cases of fraud, wilful misconduct or liability that cannot legally be excluded, Xprtee's total liability arising out of or relating to these Terms shall not exceed the total platform fees paid by the Client to Xprtee during the twelve (12) months preceding the event giving rise to the claim.

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Nothing in these Terms excludes or limits liability where such limitation is prohibited under applicable law.

Any claim relating to the use of the platform must be brought within the time limits prescribed by applicable Belgian law.

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15. Force Majeure

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Neither Xprtee, the Client nor the Contributor shall be liable for any delay or failure to perform obligations caused by circumstances beyond their reasonable control.

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Force majeure events include, but are not limited to:

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• internet or telecommunications failures;
• platform outages or third-party service interruptions;
• cyberattacks or widespread technical failures;
• natural disasters;
• fire, flood or other emergencies;
• war, terrorism or civil unrest;
• government actions or legal restrictions;
• epidemics or pandemics;
• serious illness or accidents affecting the relevant party.

Where a force majeure event continues for more than three (3) consecutive months, either party may terminate the affected agreement without liability, except for payment obligations relating to services already performed.

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16. Miscellaneous

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Neither party may assign or transfer its rights or obligations under these Terms without the prior written consent of the other party, except where permitted by applicable law.

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Xprtee may update these Terms from time to time. Any material changes will be communicated through the platform or by email where required. Continued use of the platform after such changes become effective constitutes acceptance of the updated Terms.

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If any provision of these Terms is found to be invalid, illegal or unenforceable, the remaining provisions shall remain in full force and effect. The invalid provision shall be replaced, where possible, by a valid provision that most closely reflects the original intent.

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These Terms, together with the applicable booking details and any additional written agreements between the parties, constitute the entire agreement relating to the use of the Xprtee platform.

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These Terms are governed by and interpreted in accordance with the laws of Belgium, without regard to conflict of law principles.

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Any dispute arising out of or relating to these Terms or the use of the Xprtee platform shall be submitted to the exclusive jurisdiction of the competent courts of the judicial district in which Xprtee has its registered office, unless mandatory law provides otherwise.

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