Important notice. These Terms of Service are a draft pending legal review. They describe the intended contractual framework between Nitro Cloud LTD (operator of ARPCLEAN) and its business customers. By using the service you accept these terms.
1. Scope and Contracting Parties
These Terms of Service (the "Terms") govern the use of the ARPCLEAN software-as-a-service platform (the "Service") operated by:
Nitro Cloud LTD
Akad. Mihail Arnaudov 3, Et. 3
7005 Ruse, Bulgaria
Registered with the Bulgarian Commercial Register under UIC 207555451
VAT ID: BG207555451
Represented by its Managing Director Bekir Özalp
References in these Terms to "ARPCLEAN", "we", "us" or "our" mean Nitro Cloud LTD. References to "you", "your" or "Customer" mean the entrepreneur that registers for and uses the Service.
2. Exclusive Use by Entrepreneurs (B2B Only)
The Service is directed exclusively at entrepreneurs acting in the course of their commercial or independent professional activity, including the meaning of § 14 of the German Civil Code (BGB) for German customers. Consumers within the meaning of § 13 BGB or comparable provisions of other EU jurisdictions are excluded from using the Service.
By registering, you expressly confirm that you are acting as an entrepreneur and not as a consumer. Any statutory rights of withdrawal reserved for consumers do not apply.
3. Service Description
ARPCLEAN is a business-to-business SaaS platform designed for hotel cleaning and housekeeping operations. Core functionality includes task management, team coordination, inspection workflows, billing support, multilingual communication and integration with hotel property management systems (PMS).
The concrete scope of functionality is described on the Service's public pages at the time of registration and may evolve over time. We may add, modify, discontinue or replace individual features provided the overall value of the Service is not materially reduced. Beta features are governed by Section 15.
4. Registration and User Accounts
Use of the Service requires registration and the creation of a customer account. You must provide accurate, current and complete information and keep it up to date. Each account may be used only by the legal entity that registered it; sharing credentials with unauthorised third parties is prohibited.
You are responsible for safeguarding your login credentials and for all activity that occurs under your account. You must notify us without undue delay of any known or suspected unauthorised access.
5. Trial, Subscription Terms and Termination
- Free trial: new accounts receive a 14-day free trial with access to the Service in the scope offered at the time of registration. You may cancel at any time during the trial without cost.
- Paid subscriptions: after the trial, you may continue on a free tier (if offered) or subscribe to a paid plan billed per hotel, monthly or annually.
- Monthly planshave a minimum term of one month and may be terminated with 14 days' notice to the end of the current billing month.
- Annual planshave a minimum term of twelve months, renew automatically for successive one-year periods unless terminated with 30 days' notice to the end of the current term.
- Extraordinary termination for good cause remains reserved for both parties (e.g. material breach, insolvency, abuse of the Service).
Any notice of termination must be in text form (email to [email protected] is sufficient).
6. Prices, Invoicing and Payment
Unless otherwise stated, all prices are in Euro (EUR) and exclude applicable value added tax. For Bulgarian invoices the statutory VAT rate is currently 20 %. For customers in other EU Member States providing a valid VAT identification number, the reverse charge procedure applies in accordance with Art. 196 of EU Directive 2006/112/EC.
Invoices are issued at the beginning of each billing period and are payable within 14 days of issue without deduction. In case of late payment, statutory default interest applies in accordance with the Bulgarian Commerce Act (or the equivalent mandatory provisions of the Customer's jurisdiction, whichever is higher). We may suspend access to the Service while an invoice is overdue after one prior reminder.
7. Availability
We strive for a high availability of the Service but do not guarantee an uninterrupted or error-free operation. Planned maintenance will, where possible, be performed during low-traffic periods and announced at least 24 hours in advance by email or in-app notice.
Downtime caused by force majeure, necessary maintenance, attacks by third parties, or disruptions outside our reasonable control (including internet connectivity and third-party services) does not give rise to claims for price reduction, refund or damages.
8. Warranty for Defects
We shall provide the Service in the agreed scope and quality. The statutory warranty rights applicable under Bulgarian law apply, subject to the limitations set out in these Terms.
A strict (no-fault) liability for defects present at the time of contract formation is excluded to the extent legally permissible.
You must report any defects to us in text form (email to [email protected] is sufficient) without undue delay after discovery and grant us a reasonable period to remedy them. A reduction of fees may only be claimed if the defect has been reported in time and materially impairs the contractual use of the Service.
9. Liability
(1) We are liable without limitation for damages resulting from intent or gross negligence, and for damages arising from injury to life, body or health.
(2) For damages caused by simple negligence, we are liable only in the event of a breach of material contractual obligations (so-called cardinal duties / wesentliche Vertragspflichten) — those obligations whose fulfilment enables the proper performance of the contract in the first place and on whose observance the other party regularly relies and may rely.
(3) Liability under paragraph (2) is limited to the damage typically foreseeable at the time of contract formation. In any event it is capped at the fees actually paid by the Customer in the twelve months preceding the event giving rise to the claim.
(4) Liability under any applicable product liability act and for defects fraudulently concealed remains unaffected by the foregoing limitations.
(5) Any further liability on our part is excluded.
10. Force Majeure
Neither party shall be liable for the non-performance of its contractual obligations to the extent caused by circumstances of force majeure. Force majeure includes in particular natural disasters, war, acts of terrorism, pandemics, strikes, official orders, failures of telecommunications or internet infrastructure, and cyber attacks by third parties. The affected party shall notify the other in writing without undue delay of the occurrence and the expected duration of the event.
11. Acceptable Use
You agree to use the Service only within the contractually agreed scope. In particular, you must not:
- circumvent security measures or access restrictions;
- upload malware, viruses or other harmful code;
- use the Service for unlawful purposes or in violation of third-party rights;
- reverse engineer, decompile or disassemble the software, except to the extent expressly permitted by applicable law;
- share credentials with unauthorised third parties;
- systematically extract data (scraping) beyond the agreed scope of use;
- process special categories of personal data within the meaning of Art. 9 GDPR without a separate written agreement with us.
In case of material or repeated violations we may suspend access immediately and terminate the contract for good cause. Our right to claim damages remains unaffected.
12. Intellectual Property
All content, software, source code, documentation, trademarks and other materials made available through the Service are owned by ARPCLEAN or its licensors. During the term of your subscription, you receive a non-exclusive, non-transferable, non-sublicensable right to use the Service for your internal business purposes. No further rights are granted.
Any feedback, suggestions or ideas you voluntarily submit regarding the Service may be used by us without restriction or compensation.
13. Data Protection and Processor Agreement
We process personal data in accordance with our Privacy Policy and applicable data protection law, in particular the EU General Data Protection Regulation (GDPR).
Where we process personal data on your behalf in the course of providing the Service (in particular data of hotel guests, employees and contractors), we do so as a processor within the meaning of Art. 28 GDPR. A separate Data Processing Agreement (DPA) forms an integral part of these Terms and is published at /dpa.
We may engage sub-processors to provide the Service. A current list is published at /subprocessors and kept up to date. We will inform you of intended changes at least 30 days in advance, giving you the opportunity to object on reasonable grounds within 14 days.
Personal data is processed primarily on servers located within the European Union. Where transfers to third countries are necessary, they take place on the basis of the EU Standard Contractual Clauses or, where applicable, an adequacy decision of the European Commission.
14. Data Export and Deletion After Termination
For a period of 30 calendar days after termination of the contract, we will make the Customer data you have uploaded available for export in a common, machine-readable format (e.g. CSV or JSON).
After expiry of this export period we will irreversibly delete all personal data processed on your behalf within a further 60 calendar days, unless statutory retention obligations (such as tax or commercial law retention rules) require a longer period. Anonymised and aggregated data used for statistical purposes remain unaffected.
15. Beta Features and AI-Based Services
We may mark certain features as "Beta" or "Experimental". Such features are provided without any warranty and may be modified, restricted or discontinued at any time without prior notice.
The Service includes features based on artificial intelligence, including automated translations, anomaly detection and image matching for lost-and-found. AI-generated results may contain errors. We make no warranty as to the accuracy, completeness or fitness for a particular purpose of AI-generated content.
You agree to independently verify AI-generated results before relying on them in legally or safety-relevant contexts, and to use qualified personnel where such verification is required.
16. Changes to These Terms
We reserve the right to amend these Terms for good cause, in particular due to changes in law, case law, technical or economic circumstances, or to introduce new features. We will notify you of any material changes at least 30 days before they take effect, by email to the address registered on your account.
If you do not object to the changes in text form within 30 days of receipt of the notice, the changes shall be deemed accepted. We will expressly refer to this consequence in each change notice. If you object in time, we are entitled to terminate the contract with 30 days' notice to the end of the current billing period.
17. References and Marketing
We may name you as a customer and use your company name and logo for marketing purposes (website, case studies, investor materials) in a factual, non-disparaging manner. You may withdraw this permission at any time in text form, in which case we will remove the reference from newly produced materials without undue delay.
18. Export Control and Sanctions
You shall not use or make the Service available in violation of applicable export control regulations or economic sanctions, including those of the European Union, the United Nations and the United States. You represent that neither you nor any of your affiliates are subject to such sanctions.
19. Insolvency
Either party may terminate the contract with immediate effect in the event that the other party files for or becomes subject to insolvency proceedings, or suspends payments.
20. Final Provisions
Language precedence. These Terms are published in English and German. In the event of any discrepancy or conflict between the two versions, the English version prevails. The German version is provided for convenience only.
Severability. Should any provision of these Terms be or become invalid or unenforceable, the validity of the remaining provisions shall not be affected. In place of the invalid or unenforceable provision, a valid provision shall be deemed agreed which comes as close as possible to the economic purpose of the invalid provision.
No consumer arbitration. Because the Service is exclusively directed at entrepreneurs, we are neither willing nor obligated to participate in dispute resolution proceedings before a consumer arbitration board.
21. Governing Law and Jurisdiction
These Terms and any dispute arising out of or in connection with them or the Service shall be governed by the substantive law of the Republic of Bulgaria, excluding its conflict-of-laws rules and the United Nations Convention on Contracts for the International Sale of Goods (CISG).
The exclusive place of jurisdiction for all disputes arising out of or in connection with these Terms is Ruse, Bulgaria, subject to any mandatory protective provisions of the Customer's country of habitual residence under Regulation (EC) No 593/2008 (Rome I) and Regulation (EU) No 1215/2012 (Brussels Ibis).
22. Contact
Questions regarding these Terms, the Service or a contractual relationship can be addressed to:
Nitro Cloud LTD
Akad. Mihail Arnaudov 3, Et. 3
7005 Ruse, Bulgaria
Email: [email protected]