Terms of Service

1. Purpose and scope

These terms (the “Terms”) govern access to and subscription to the CoworkingOS software platform, provided as SaaS by Elaco Digitech, a single-member limited liability company (SUARL) with a share capital of 2 250 TND, registered with the Tunisian National Business Register (RNE) under unique identifier T1820166, with its registered office at Résidence Al Bassatine 2, Rue Misr, Soliman Riadh, 8020 Soliman, Nabeul, Tunisia (“Elaco Digitech”, “we”), by operators of coworking, office or business-address spaces (the “Customer”).

CoworkingOS is reserved for businesses acting for the purposes of their trade. By creating an account, the person signing up declares that they act on behalf of a business or professional activity and are authorised to bind it. Consumer protection rules (including withdrawal rights) therefore do not apply, unless mandatory law provides otherwise.

The Terms apply in every country where the platform is offered. Rules specific to Tunisia, Europe and North America are set out in the relevant sections.

2. Definitions

• “Platform”: the software, dashboard, APIs and public websites hosted by CoworkingOS.
• “Space”: the organisation created by the Customer on the Platform, with its locations.
• “Users”: the people the Customer authorises to access the dashboard (managers, staff).
• “End Customers”: the Space’s members, visitors and clients (bookings, memberships, online requests).
• “Customer Data”: all data entered or collected by the Customer through the Platform, including End Customers’ data.
• “Plan”: the subscribed package (for example Starter, Pro or Enterprise), with its limits and features, as described on the Pricing page.

3. Acceptance and changes

The Terms are accepted by ticking the box provided at signup. The accepted version and its date are recorded on the account. The Terms can be viewed at any time from the website footer.

We may change the Terms, in particular to reflect changes to the Platform or the law. Any material change is notified by email or in the dashboard at least 30 days before it takes effect. If the Customer does not accept it, they may cancel their subscription before that date at no cost; otherwise the new version applies.

4. Account and access

The Customer provides accurate, up-to-date information (identity, contact details, billing country) and keeps it current.

Login credentials are personal and confidential. The Customer is responsible for the access it grants to its Users and for all actions taken from its account, and informs us without delay of any unauthorised use.

The Platform is not intended for anyone under 18.

5. Free trial

Each new Space gets a free trial of the plan shown on the Pricing page, for the length shown there, without a payment card. The trial does not turn into a paid subscription automatically.

When the trial ends, access is limited until a Plan is chosen. Data is kept for at least 90 days and may then be deleted if no Plan is subscribed.

One trial is granted per Customer. We may refuse or end a trial in case of abuse.

6. Plans, prices and payment

Plans, their limits and prices are those published on the Pricing page on the date of the request. The applicable price is the price book of the Customer’s billing country: Tunisia (TND), Europe (EUR) or USA / Canada (USD). These price books are independent: there is no currency conversion. For other countries, or if the Customer’s locations are in different regions, the price is set by quote.

The Enterprise plan and custom options are subject to a quote, which prevails over these Terms on the points it covers.

Annual payment covers 12 months for the number of monthly payments shown on the Pricing page. The price in force when a Plan request is approved is kept for that subscription until its term; any price increase for a running subscription is notified at least 30 days in advance.

Prices exclude taxes. Applicable taxes are added according to the law of the country concerned: Tunisian VAT for Customers established in Tunisia; for Customers established in the European Union with a VAT number, VAT is accounted for by the Customer under the reverse-charge mechanism; in the United States and Canada, any applicable sales or service taxes are borne by the Customer.

Invoices are payable on receipt and at the latest within 15 days, by the means shown on the invoice. If payment is late and a reminder remains unanswered for 15 days, we may suspend access to the Space until payment. Any bank or exchange fees are borne by the Customer.

7. Term, renewal and termination

A monthly subscription runs for one month and renews every month. An annual subscription runs for 12 months and renews for 12 months. Renewal is automatic unless cancelled before the end of the current period. The subscription’s renewal date is shown at all times in the dashboard.

The Customer may cancel at any time from the dashboard or by writing to contact@coworkingos.com. Cancellation takes effect at the end of the period already paid; amounts paid for the current period are not refunded, except in case of our breach or where the law provides otherwise.

Either party may terminate the contract for a material breach by the other party that is not remedied within 15 days of a written notice (an email is enough).

After the contract ends, the Customer may export its data or request a copy for 30 days. The data is then deleted within 90 days, except where the law requires it to be kept (for example invoices).

8. Changing plans

The Customer may request a plan change from the dashboard. The new price applies from approval of the request. No data is deleted when changing plans.

When moving to a lower plan, features that are not included (for example the public website and online booking) are switched off; their content is kept. If usage exceeds the new plan’s limits, existing items are kept, but nothing can be added beyond the limits.

9. Customer obligations and acceptable use

The Customer uses the Platform in accordance with the law and these Terms. It remains solely responsible for its business, its relationship with its End Customers (prices, contracts, terms of sale, invoices, refunds) and the information it publishes.

In particular, it is prohibited to:

• publish content that is illegal, misleading, defamatory or infringes third-party rights;
• send unsolicited messages or collect data without a legal basis;
• attempt to access other Spaces’ data, bypass limits or security measures, or disrupt the Platform;
• copy, resell or reverse-engineer the Platform, or use it to build a competing service.

We may remove clearly illegal content reported to us and, in case of serious breach or security risk, suspend the access concerned, informing the Customer and stating the reasons.

10. End Customer payments

When the Customer enables online payment of bookings (for example through bank transfer or D17), the payment is made directly between the End Customer, the Customer and the payment provider. Elaco Digitech neither receives nor holds these funds and is not a party to these transactions. The payment provider’s fees are borne by the Customer under its own contract with that provider.

11. Availability, maintenance and support

We use reasonable efforts to keep the Platform available, secure and backed up (best-efforts obligation). Interruptions may occur for maintenance, announced in advance where possible and carried out outside busy hours, or because of incidents at our providers.

No numeric service level (SLA) is guaranteed unless provided for in an Enterprise quote. Support is provided by email according to the plan level.

We keep developing the Platform. A feature shown as “coming soon” is not included in the Plan until it is released. We do not remove an essential feature from a running Plan without 30 days’ notice.

12. Personal data

For Users’ data (account, billing, support), Elaco Digitech acts as controller, as described in the Privacy Policy.

For Customer Data, including End Customers’ data, the Customer is the controller and Elaco Digitech acts as processor, under section 13 (Data Processing Agreement), which forms part of these Terms.

The Customer warrants that it has a legal basis for the data it processes through the Platform and that it informs its End Customers, in particular through its own privacy policy.

13. Data Processing Agreement

Subject matter and duration: hosting and processing Customer Data to provide the Platform, for the term of the contract and until deletion under section 7.

Data subjects and data categories: Users and End Customers; identity, contact details, bookings, memberships, payment statuses, messages and notes entered by the Customer. No sensitive data may be entered.

Elaco Digitech’s commitments, under Tunisian Organic Law No. 2004-63 and, for Customers subject to EU law, Article 28 GDPR:

• process the data only on the Customer’s documented instructions (these Terms and the use of the Platform);
• bind authorised personnel to confidentiality;
• implement appropriate security measures: encrypted connections, data isolation between Spaces, access control, backups;
• use sub-processors (hosting, database, email delivery), whose list is available on request, under the same obligations, and inform the Customer of any change at least 30 days in advance (the Customer may object by terminating);
• assist the Customer in answering data subject requests and meeting its security and impact assessment obligations;
• notify the Customer of any personal data breach affecting it without undue delay and no later than 48 hours after becoming aware of it;
• delete or return the data at the end of the contract (section 7);
• make available the information needed to demonstrate compliance and allow a reasonable audit, at the Customer’s expense, with 30 days’ notice.

Transfers: the data is hosted by our hosting providers, outside Tunisia. For Customers subject to the GDPR, transfers to a country without an adequacy decision, including Tunisia, are covered by the European Commission’s Standard Contractual Clauses, which are deemed incorporated into these Terms at the Customer’s request.

14. Intellectual property

Elaco Digitech remains the owner of the Platform and all its components. The Customer receives, for the term of the subscription, a personal, non-exclusive and non-transferable right to use it.

The Customer remains the owner of Customer Data and the content it publishes. It grants us the right to host, reproduce and display them solely to provide the Platform.

We may use aggregated, anonymous usage statistics to improve the Platform. We only name the Customer or show its logo as a reference with its consent.

15. Confidentiality

Each party keeps confidential the other party’s non-public information received under the contract, during its term and for 3 years afterwards, unless required by law or an authority’s decision.

16. Warranties and liability

TO THE EXTENT PERMITTED BY LAW, THE PLATFORM IS PROVIDED “AS IS”. ELACO DIGITECH DOES NOT WARRANT THAT IT WILL BE ERROR-FREE OR UNINTERRUPTED OR THAT IT WILL MEET ANY PARTICULAR NEED OF THE CUSTOMER, AND DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

NEITHER PARTY IS LIABLE FOR INDIRECT DAMAGES (LOSS OF REVENUE, CUSTOMERS, DATA OR REPUTATION). ELACO DIGITECH’S TOTAL LIABILITY UNDER THE CONTRACT IS LIMITED TO THE AMOUNTS PAID BY THE CUSTOMER IN THE 12 MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM.

These limits do not apply to gross negligence, wilful misconduct, fraud or personal injury, or where the applicable law prohibits limiting liability.

The Customer is responsible for its content, its relationship with its End Customers and its use of the Platform, and indemnifies Elaco Digitech against third-party claims arising from them.

17. Force majeure

Neither party is liable for a failure caused by force majeure under the applicable law (including general network outages, natural disasters, decisions of the authorities). If the event lasts more than 30 days, either party may terminate the contract in writing.

18. Governing law and disputes

The Terms are governed by Tunisian law, including the Code of Obligations and Contracts and Law No. 2000-83 of 9 August 2000 on electronic exchanges and commerce.

The parties first seek an amicable solution: the Customer writes to contact@coworkingos.com and we answer within 30 days. Failing agreement, the courts of Tunis have exclusive jurisdiction over any dispute, unless a mandatory rule provides otherwise.

Customers established in the European Union: the mandatory provisions of EU law applicable between businesses, including the GDPR, also apply.

Customers established in the United States or Canada: each party waives, to the extent permitted by law, any class action under the contract. Nothing deprives the Customer of a right that the law of its state or province makes mandatory.

19. General provisions

The Terms, together with any quotes and the Privacy Policy, form the entire agreement between the parties. If a clause is held invalid, the others remain in force.

Notices are validly given by email to the Customer’s account address, or to contact@coworkingos.com for Elaco Digitech.

The Customer may not assign the contract without our written consent. Elaco Digitech may assign it in the event of a restructuring or a transfer of its business, informing the Customer.

The Terms are offered in French, English and Arabic; the language displayed is the one chosen on the website. If the versions differ, the French version prevails.