These Terms of Sale govern the ordering, pricing, invoicing and payment of the relyd Service. They form part of the Master Subscription Agreement ("MSA"). Terms defined in the MSA have the same meaning here.
1. Orders
1.1 An order is placed when the Customer:
- completes the checkout in the Service,
- changes its plan or modules in the Service, or
- signs an Order Form.
The order is accepted when relyd confirms it by e-mail or activates the ordered plan.
1.2 The Order Form states the plan, the modules, the number of Users or other volume metrics, the Subscription Term, the currency and the fees.
2. Prices and currency
2.1 Prices are those stated in the Order Form or, if none are stated, those in the price list published by relyd at the time of the order.
2.2 Prices are charged in the currency of the Customer's region: USD, EUR, CHF or GBP, as shown in the Order Form.
2.3 All prices exclude value added tax, sales tax and similar taxes, which are added at the applicable rate where relyd is required to charge them. Where the reverse-charge mechanism applies, the Customer shall account for the tax. The Customer shall provide its correct VAT or tax identification number.
2.4 If the Customer is required by law to withhold tax from a payment, it shall pay such additional amounts as are necessary for relyd to receive the full invoiced amount. The Customer shall provide the official receipts for the tax withheld.
3. Price changes
relyd may change its prices with effect from the next renewal of a subscription. relyd will give at least thirty (30) days' notice. If the Customer does not agree, it may give notice of non-renewal before the new prices take effect, in accordance with section 9.2 of the MSA.
4. Plan changes
4.1 Upgrades. Upgrades (additional Users, modules or a higher plan) take effect immediately. They are charged pro rata for the remainder of the current billing period.
4.2 Downgrades. Downgrades take effect at the start of the next billing period. The Customer is responsible for ensuring that its use does not exceed the reduced plan, for example by deactivating Users. Data in modules that are no longer subscribed remains stored until the end of the subscription, but is no longer accessible through those modules.
5. Invoicing and payment
5.1 Subscription fees are invoiced in advance for each billing period (monthly or annually). Usage-based fees, if any, are invoiced in arrears.
5.2 Payment is made:
- by the payment method stored in the Service, such as a card or direct debit processed by relyd's payment service provider; or
- by bank transfer, where agreed in the Order Form.
relyd does not store full card numbers.
5.3 Invoices paid by bank transfer are due within thirty (30) days of the invoice date, unless the Order Form states otherwise.
5.4 Invoices are issued electronically and made available in the Service or by e-mail.
6. Prepaid AI credit
6.1 Certain artificial-intelligence features are charged against a prepaid credit ("AI credit") that the Customer can top up in the Service. The price per use is shown in the Service.
6.2 AI credit is non-transferable. It cannot be exchanged for cash. AI credit is valid for twelve (12) months from the top-up. Unused credit is not refunded, including on termination.
6.3 If the credit is used up, the AI features concerned stop working until the credit is topped up. The rest of the Service is not affected.
7. Late payment
7.1 If an amount is not paid when due, relyd will send a reminder. relyd may charge interest on overdue amounts at the statutory rate for late payment in commercial transactions applicable under the law governing the MSA, together with any statutory compensation for recovery costs. For relyd Limited, this is the rate under the European Communities (Late Payment in Commercial Transactions) Regulations 2012 (the European Central Bank reference rate plus eight percentage points).
7.2 If an amount remains unpaid fourteen (14) days after the reminder, relyd may suspend access to the Service after giving a further seven (7) days' notice, until payment is received. During suspension:
- Customer Data is retained;
- the account owner can still log in to settle the invoice and export data.
7.3 If an amount remains unpaid sixty (60) days after the due date, relyd may terminate the subscription for cause in accordance with section 9.4 of the MSA.
7.4 Reasonable and documented costs of collection may be charged to the Customer to the extent permitted by law.
8. Refunds
Fees are non-refundable except where the MSA or the Service Level Agreement expressly provides for a refund or service credit. This includes a pro-rata refund in the event of a material change to the Service or termination for cause by the Customer. Statutory rights that cannot be excluded remain unaffected.
9. Disputed invoices
The Customer shall raise any objection to an invoice in writing within thirty (30) days of the invoice date, stating the reasons. The Customer shall pay any undisputed part on time.