Terms of Service

1. Acceptance of Terms

Welcome to Helionix – a construction project management platform by DALINA GROUP EOOD ("we", "us", "the platform").

By accessing or using the platform, you ("you", "the user", "the client") agree to be bound by these Terms of Service. If you do not agree to these terms, you must not access or use the platform.

2. Service Description

Helionix is a business-to-business (B2B) software-as-a-service (SaaS) platform that provides the following services:

• Construction project management
• Worker time tracking
• Task and location management
• Financial reports and analytics
• Geolocation-based site attendance verification (GPS)

3. Registration and Account

3.1 Eligibility Requirements

You may register for and use the Service only if you:

• Are at least eighteen (18) years of age
• Represent a duly registered legal entity (B2B only)
• Are duly authorized to bind such organization to these Terms of Service

3.2 Account Security

You are solely responsible for: (a) maintaining the confidentiality of your login credentials; (b) all activities that occur under your account; and (c) promptly notifying us of any unauthorized access or security breach. Account sharing between multiple individuals is strictly prohibited and constitutes a material breach of these Terms.

4. Rights and Obligations

4.1 Your Rights

Subject to your compliance with these Terms, you have the right to:

• Access and use the Platform in accordance with your subscription plan
• Receive technical support via email at helionix@dalinagroup.com
• Export your data in JSON or CSV format at any time
• Terminate the Service at any time in accordance with Section 10

4.2 Your Obligations (Prohibited Conduct)

You represent, warrant, and covenant that you shall NOT:

• Use the Platform for any unlawful purpose or in violation of any applicable law or regulation
• Attempt to gain unauthorized access to any systems, networks, servers, or security measures
• Upload, transmit, or distribute any viruses, malware, trojans, or other malicious code
• Reverse engineer, decompile, disassemble, copy, modify, or create derivative works of the Software
• Infringe upon any copyright, trademark, patent, or other intellectual property rights

5. Workers and Magic Links

5.1 Disclaimer of Employment Relationship

DALINA GROUP EOOD IS NOT A PARTY TO AND SHALL NOT BE LIABLE FOR any employment, labor, or contractual relationship between you and your workers, contractors, or subcontractors. You bear sole and exclusive responsibility for:

• Compliance with all applicable labor and employment laws
• Providing workers with required disclosures regarding data processing (GDPR Art. 13-14)
• Obtaining valid consent for geolocation tracking (GPS verification)
• Timely payment of all wages, salaries, and compensation due to workers

5.2 Magic Links Security

Magic Links are unique, cryptographically secure URLs that allow workers to perform check-in/check-out operations without requiring a password.

Security features:

• Each link is unique and cryptographically signed
• Can be deactivated at any time by the administrator
• Device binding prevents sharing (one worker = one device)

Your responsibilities:

• Sharing links only with authorized workers
• Deactivating links upon worker termination
• Storing links securely (WhatsApp, SMS – NOT publicly)

6. GPS and Geolocation

6.1 How GPS Verification Works

During check-in/check-out, the system requests permission to access the device's GPS coordinates. Coordinates are used ONLY for:

• Verifying that the worker is at the correct location (within site radius)
• Coordinates are DELETED immediately after validation (not stored permanently)

6.2 Consent

The worker must provide explicit consent upon first login. Without consent, GPS verification will not function (but manual check-in remains available).

6.3 Note for Employers

Please ensure compliance with the Bulgarian Labor Code, Article 16 – processing of employee personal data requires:

• Informing workers about data processing
• Valid legal basis (legitimate interest or consent)

7. Data Protection and Privacy

The processing of personal data through the Platform is governed by our Privacy Policy and Data Processing Agreement (DPA), which are incorporated herein by reference.

• Privacy Policy: /legal/privacy
• Data Processing Agreement (DPA): /legal/dpa

8. Payment and Fees

8.1 Pricing Structure

The fee for using the Helionix Platform is €0.59 (fifty-nine euro cents) per worker per day of recorded attendance. Invoices are issued monthly for actual usage during the preceding billing period.

Example: 45 workers × 22 working days = 990 worker-days × €0.59 = €584.10 (+ VAT if applicable)

8.3 Free Trial Period

• Duration: 30 calendar days from registration
• Billing: No fees during trial period
• Features: Full access to all features
• After expiration: Billing starts automatically

8.5 Payment Terms

• Due date: Payment is due within fourteen (14) calendar days from the invoice date
• Payment method: Wire transfer (bank transfer) only
• Banking details are set forth in the invoice

8.6 VAT

IMPORTANT: The Helionix platform is intended for legal entities only (B2B). Not offered to individuals (B2C).

• 🇧🇬 Bulgaria: 20% VAT (domestic supply)
• 🇬🇷🇷🇴🇭🇷🇸🇮 EU (with valid VIES VAT): 0% (Reverse Charge)

8.7 Non-Payment Consequences

During suspension: You cannot create new projects, workers, tasks or check-in/check-out. You CAN view existing data, export data, and pay invoices.

8.9 Data Deletion After Termination

• 0-30 days: Data archived but accessible for export
• 30-90 days: Data in cold storage
• After 90 days: PERMANENT AND IRREVERSIBLE DELETION

⚠️ IMPORTANT: Export your data before the 30-day period expires!

8.12 Price Changes

• You will be notified 30 days in advance of any price changes
• Changes take effect from the next billing period
• If you do not accept new prices, you may terminate without penalty

8.16 Data Protection

The processing of personal data is governed by the Data Processing Agreement (DPA), which is an integral part of these Terms of Service.

DPA is available at: /legal/dpa

8.19 Electronic Invoices

By accepting these Terms of Service, you agree to receive invoices in electronic format (PDF via email). Electronic invoices are valid without a qualified electronic signature per Bulgarian VAT Act Art. 114 and EU Directive 2010/45/EC.

9. Intellectual Property Rights

9.1 Provider's Intellectual Property

The Helionix Platform, including but not limited to all source code, software, algorithms, designs, user interfaces, logos, trademarks, and documentation, are and shall remain the exclusive intellectual property of DALINA GROUP EOOD. No license or right is granted except as expressly set forth herein.

9.2 Client's Data Ownership

You retain all right, title, and ownership in and to all data you upload, submit, or transmit through the Platform, including without limitation project data, worker records, and financial information. We claim no ownership rights over your data.

10. Limitation of Liability

10.1 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, the total aggregate liability of the Provider under or in connection with this Agreement shall not exceed the LESSER of: (a) the total fees paid by you during the twelve (12) months immediately preceding the claim, OR (b) five thousand euros (€5,000).

10.2 Exclusions

10.3 Indemnification

You agree to indemnify, defend, and hold harmless DALINA GROUP EOOD, its officers, directors, employees, and agents from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) your use of the platform; (b) your violation of these Terms; (c) any claims by third parties (including workers and subcontractors) arising from your actions or failure to comply with applicable labor laws.

10.4 Force Majeure

Neither party shall be liable for any failure or delay in performing its obligations under this Agreement where such failure or delay results from circumstances beyond its reasonable control ("Force Majeure Event"), including but not limited to:

• Natural disasters (earthquakes, floods, fires)
• Wars, terrorism, civil unrest
• Power or internet infrastructure outages
• Third-party service failures (AWS, Supabase, Vercel)
• Cyber attacks (DDoS, ransomware)
• Government prohibitions or regulations

In case of force majeure, the Provider will notify the Client within a reasonable time and make efforts to restore the service.

11. Service Termination

11.1 By Client

The Client may terminate the subscription at any time via:

• Button in Settings → Billing → "Cancel subscription"
• Email to helionix@dalinagroup.com with minimum 7 days notice

11.2 By Provider

DALINA GROUP EOOD may terminate the service:

• Immediately in case of: law violation, hacking attempt, non-payment over 30 days
• With 30-day notice in case of: business reasons, restructuring

Termination takes effect at the end of the current paid period.

12. Limitation of Liability

12.1 Liability Cap

12.2 Exclusion of Consequential Damages

IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO:

• Loss of profits, revenue, or business
• Loss of data or goodwill
• Business interruption costs
• Cost of substitute services

12.3 Exceptions

The limitations above do NOT apply to:

• Willful misconduct or gross negligence
• Death or personal injury caused by negligence
• Fraud or fraudulent misrepresentation
• Breach of data protection obligations under GDPR
• Any liability that cannot be limited by applicable law

This limitation of liability is a fundamental part of the bargain between the parties and reflects the allocation of risk.

13. Changes to Terms

We may modify these Terms from time to time. When changes are made:

• You will be notified via email at least 14 days in advance
• A notification will be displayed in the Platform interface
• The updated Terms will be published on our website with the effective date

Continued use of the Service after the effective date constitutes acceptance of the modified Terms. If you do not agree with the changes, you may terminate your subscription before the new Terms take effect.

14. Alternative Dispute Resolution

Before filing a lawsuit, the parties agree to attempt amicable resolution through:

1. Direct negotiations – within 30 days from dispute arising
2. Mediation – at the Mediation Center of the Sofia Bar Association (optional)
3. Arbitration – at the Arbitration Court of BCCI (optional)

These methods do not limit the right to seek court relief per section 12.

15. Applicable Law and Jurisdiction

• This Agreement shall be governed by and construed in accordance with the laws of the Republic of Bulgaria, without regard to its conflict of law principles, pursuant to Regulation (EC) No 593/2008 (Rome I).
• Competent court: District Court of Stara Zagora (claims ≤ BGN 25,000), Regional Court of Stara Zagora (larger claims) per Regulation (EU) No 1215/2012 (Brussels I bis).
• Court decisions are directly enforceable in all EU Member States without exequatur.

16. Language and Interpretation

• These Terms of Service are executed in both Bulgarian and English languages.
• In the event of any conflict, discrepancy, or ambiguity between the Bulgarian and English versions of these Terms, the Bulgarian language version shall prevail and be controlling.

17. Contact Information