Terms of Service

Last updated 8 September 2026

1. Agreement to these terms

These Terms of Service ("Terms") are a contract between Letzscale S.à r.l. - S. ("Letzscale", "we", "us") and the organisation that registers for or uses the Services or requests a Gap Audit ("Customer", "you"). By creating an account, running a Gap Audit, or using the service, you accept these Terms. If you accept for an organisation, you confirm that you are authorised to bind it.

If a signed order form or master agreement exists between you and Letzscale, that document prevails over these Terms where they conflict.

Letzscale is registered with the Luxembourg Trade and Companies Register under number B309937, with registered office at 19, Um Kalleksuewen, L-7480 Tuntange, Helperknapp, Grand Duchy of Luxembourg.

2. Definitions

Services: Our software service that reads supplier contracts and related documents and maps their content to the fields of a DORA information register, the Gap Audit, the website at letzscale.com, and any documentation or support we provide.
Gap Audit: The free assessment of a single supplier described in section 5.
Customer Data: The documents, text, and other material you or your users upload to or generate in the Services, and the outputs the Services produce from that material.
Order: An order form, online checkout, or written plan description that sets out the subscription, the fees, and the term.

3. The Services

The Services compare the text of the documents you provide against the fields that a DORA information register requires, and report which fields are populated, which are missing, and where the source text was found. They produce an export file for you to use.

The Services support your compliance work. They do not perform it for you. They do not file anything with a regulator and do not decide whether your register is complete or correct.

We may improve and change the Services over time. If we make a change that materially reduces the core functionality of a paid subscription, you may terminate the affected subscription and we will refund prepaid fees for the unused term.

4. Accounts

You must register an account to use the paid Services. You agree to give accurate information, to keep it current, and to keep account credentials confidential. You are responsible for activity under your account and for your users' compliance with these Terms. Tell us promptly if you believe an account has been compromised.

An account is for a single organisation. You may not share access with other organisations or resell access.

5. The free Gap Audit

The Gap Audit covers one supplier and is free of charge. To run it you submit contact details and the relevant supplier documents. We use that material only to produce and deliver the audit, and we handle it as described in the Privacy Policy.

The Gap Audit is provided as is, with no service commitment. We may limit, decline, or withdraw it at any time.

6. Customer Data

As between the parties, you own Customer Data. You grant Letzscale a non-exclusive, worldwide licence to host, copy, process, and display Customer Data in order to provide and support the Services, and to create aggregated and de-identified statistics that do not identify you or any individual and that we may use to operate and improve the Services.

You confirm that you have the rights and permissions needed to upload the documents you provide, including third-party supplier contracts, and to have Letzscale process them for this purpose. You are responsible for the accuracy and legality of Customer Data.

Where our processing of Customer Data involves personal data, our data processing agreement applies and is incorporated into these Terms by reference. Read the Data Processing Agreement

We will not use Customer Data to train machine-learning models, and we will not disclose it except as permitted by these Terms, the data processing agreement, or the law.

7. Acceptable use

You agree not to:

copy, modify, reverse engineer, or create derivative works of the Services, except where this restriction is prohibited by law,
resell, sublicense, or provide the Services to a third party as a service bureau,
upload material that you have no right to upload, or that is unlawful, infringing, or malicious,
probe, scan, or test the vulnerability of the Services, or breach or circumvent security or access controls,
use the Services to build a competing product, or copy their features or interface,
use the Services in a way that overloads or disrupts them, or exceed any documented usage limits,
remove or obscure proprietary notices.

We may suspend access if your use threatens the security, integrity, or availability of the Services or breaches this section. We will restore access once the issue is resolved.

8. Intellectual property

Letzscale and its licensors own all rights in the Services, including the software, models, rules, methodology, documentation, and look and feel. Except for the rights expressly granted in these Terms, you receive no rights in the Services.

You may use the outputs that the Services generate from your Customer Data for your own regulatory compliance and internal business purposes.

If you send us feedback or suggestions, you grant us a perpetual, irrevocable, royalty-free licence to use them without restriction or obligation to you.

9. Third-party services

The Services rely on third-party providers, including hosting, payment processing, and analytics. We are not responsible for third-party services, and your use of any third-party service that you choose to connect is governed by that provider's terms.

10. Fees and payment

Fees for paid subscriptions are set out in your Order. Unless the Order says otherwise:

fees are invoiced in advance and are payable within [PLACEHOLDER: 30] days of the invoice date,
payment is made through our payment processor [PLACEHOLDER: name, for example Stripe],
fees are exclusive of VAT and other applicable taxes, which you are responsible for paying,
fees are non-refundable except where these Terms or the law expressly provide for a refund,
we may charge interest on overdue amounts at the rate set by Luxembourg law, and may suspend the Services if an undisputed invoice is more than [PLACEHOLDER: 15] days overdue and remains unpaid after notice.

We may change the fees for a renewal term by giving you at least [PLACEHOLDER: 30] days' notice before the current term ends.

11. Term and termination

These Terms apply for as long as you use the Services. A paid subscription runs for the term stated in the Order and renews for successive terms of the same length, unless either party gives notice of non-renewal at least [PLACEHOLDER: 30] days before the current term ends.

Either party may terminate for cause if the other materially breaches these Terms and does not cure the breach within 30 days of written notice, or immediately if the other becomes insolvent or stops trading.

On termination or expiry your right to access the Services ends, you may export Customer Data for [PLACEHOLDER: 30] days, and after that we may delete Customer Data in the ordinary course, subject to the data processing agreement and the Privacy Policy. Terms that by their nature should survive termination will survive, including sections 6, 8, 10, 12, 13, 14, 15, and 17.

12. Confidentiality

"Confidential Information" means non-public information disclosed by one party to the other that is marked as confidential or would reasonably be understood to be confidential, including Customer Data, the non-public features of the Services, and pricing. The receiving party will use Confidential Information only to perform under these Terms, will protect it with at least reasonable care, and will disclose it only to staff and advisers who need it and are bound by confidentiality obligations. These obligations do not apply to information that is or becomes public through no fault of the receiving party, was already known to it without a duty of confidence, or is independently developed. A party may disclose Confidential Information where required by law, giving prior notice where it is lawful to do so.

13. Warranties and disclaimer

We warrant that during a paid subscription the Services will perform materially in accordance with their documentation. Your exclusive remedy for a breach of this warranty is for us to correct the non-conformity or, if we cannot do so within a reasonable time, to terminate the affected subscription and refund prepaid fees for the unused term.

The outputs of the Services are not legal, regulatory, compliance, or professional advice. They are an aid to your own assessment. You remain responsible for the completeness and accuracy of your DORA information register and for anything you file with or report to an authority. Have a qualified person review the outputs before you rely on them.

Except for the express warranty in this section, the Services are provided as is and as available. To the fullest extent permitted by law, we disclaim all other warranties, whether express, implied, or statutory, including any implied warranty of merchantability, fitness for a particular purpose, accuracy, and non-infringement. We do not warrant that the Services will be uninterrupted or error-free, or that they will detect every gap or every relevant provision in a document.

14. Limitation of liability

To the fullest extent permitted by law, neither party is liable for indirect, incidental, special, consequential, or punitive damages, or for lost profits, lost revenue, lost data, or loss of goodwill, even if advised of the possibility.

To the fullest extent permitted by law, each party's total liability arising out of or relating to these Terms is limited, in aggregate, to the fees you paid or owe for the Services in the twelve months before the event giving rise to the claim, or, if no fees have been paid, to one thousand euros (EUR 1,000).

Nothing in these Terms limits or excludes liability that cannot be limited or excluded under Luxembourg law, including liability for fraud, for wilful misconduct, or for death or personal injury caused by negligence.

15. Indemnification

You will defend and indemnify Letzscale against third-party claims, and against the resulting losses, damages, and reasonable costs, that arise from Customer Data, from your use of the Services in breach of these Terms, or from your violation of law or of a third party's rights. We will notify you of the claim, let you control the defence of any claim that seeks only monetary relief, and give you reasonable cooperation. You may not settle a claim in a way that places an obligation or admission on us without our consent.

16. Changes to these terms

We may update these Terms. If a change is material we will give notice by email or through the Services at least [PLACEHOLDER: 30] days before it takes effect. If you do not agree to a change, you may terminate the affected subscription before the change takes effect, and we will refund prepaid fees for the unused term. Continuing to use the Services after a change takes effect means you accept the updated Terms.

17. Governing law and jurisdiction

These Terms are governed by the laws of the Grand Duchy of Luxembourg, without regard to its conflict-of-laws rules. The courts of the City of Luxembourg have exclusive jurisdiction over any dispute arising out of or relating to these Terms, subject to any mandatory rules that give you the right to bring proceedings elsewhere.

18. General

Entire agreement: These Terms, any Order, the data processing agreement, and the Privacy Policy are the entire agreement between the parties on their subject and replace any prior discussions. If they conflict, the order of precedence is the Order first, then the data processing agreement, then these Terms.
Assignment: You may not assign these Terms without our consent, except to a successor of your business that is not a competitor of Letzscale. We may assign to an affiliate or in connection with a merger or sale of assets.
Subcontracting: We may use subcontractors to provide the Services and remain responsible for their performance.
Notices: Legal notices to us go to [PLACEHOLDER: notices email or postal address]. Notices to you go to the contact on your account.
Force majeure: Neither party is liable for delay or failure caused by events beyond its reasonable control.
No waiver: A failure to enforce a term is not a waiver of it.
Severability: If a term is unenforceable, the rest stays in effect and the term is applied as far as possible.
No partnership: These Terms do not create a partnership, agency, or joint venture, and there are no third-party beneficiaries.
Language: These Terms are in English. Any translation is provided for convenience and the English version prevails.

19. How to contact us

[PLACEHOLDER: confirm the contact address, either jonas.sampaio@letzscale.com or a dedicated alias.]

Letzscale S.à r.l. - S., 19, Um Kalleksuewen, L-7480 Tuntange, Helperknapp, Grand Duchy of Luxembourg.