1. The parties
1.1The Provider is:
Layro S.R.L.
Registered office: Str. Pitar Moș nr. 27, et. 5, ap. 17, Sector 1, București, România
VAT number: RO44254027
Trade register: J2021008343401
Email: contact@layro.ro
1.2The Customer is the natural or legal person who creates an account on the Platform and who, by accepting these terms, enters into the contract with the Provider.
1.3The Invited Client is not a party to this contract. Their access to a Project is granted by the Customer, and their position is described in art. 13.
1.4The Provider and the Customer are together referred to as the Parties.
2. Definitions
2.1In these terms, the following expressions have the meanings given:
- Platform — the Layro application at app.layro.ro, together with the website at layro.ro;
- Service — making the Platform's functionality available to the Customer, within the limits of the Subscription chosen;
- Account — the Customer's individual space on the Platform, accessed with an email address and password;
- Project — the unit of work created by the Customer, which may contain phases, folders, files, marks, comments and approvals;
- Content — the files, drawings, renders, texts and any other material uploaded to or created on the Platform;
- Subscription — the plan chosen by the Customer, which determines the usage limits in art. 7;
- Billing Period — the monthly or annual interval for which the Subscription is paid;
- Daily Digest — the email described in art. 14.
- Marketing Communications — the promotional email described in art. 14.5.
2.2Data protection expressions used in these conditions — such as “controller”, “data subject”, “processing” or “personal data” — carry the meaning given to them in Regulation (EU) 2016/679 (“GDPR”).
2.3The Privacy Policy and the Cookie Policy also address people who are not parties to this contract — invited clients and site visitors — and for that reason use descriptive terminology. In those documents, “Layro” or “the controller” means the Provider, and “account holder” means the Customer. The terms carry the same meaning across all contractual documents. The Data Processing Agreement, being an annex to this contract, uses the terminology of this contract.
3. Subject matter
3.1The subject matter of this contract is making the Layro Platform available to the Customer on the terms of the Subscription chosen — a SaaS solution for professionals who work on a project basis, such as architects, architecture practices and interior designers.
3.2The Service comprises:
- collecting client feedback directly on renders and drawings, through marks and comments;
- explicit, traceable approval of project phases and versions;
- management of changes and additional costs;
- organised storage of project files;
- a complete history of activity within the Project;
- the Daily Digest described in art. 14.
3.3The Provider does not supply design, technical or legal consultancy services and assumes no role in the contractual relationship between the Customer and the Customer's own clients.
4. Formation of the contract
4.1The contract is formed when the Customer creates an Account, ticks the box declaring that they have read and accept these terms, and completes registration. From that moment these terms are binding between the Parties.
4.2Continued use of the Platform confirms acceptance of the terms in force at the time of use.
4.3These terms are to be read together with the Privacy Policy and the Cookie Policy, which form an integral part of the contract.
5. Duration
5.1The contract is concluded for an indefinite period and takes effect from the moment described in art. 4.1 until it ends in one of the ways described in art. 19.
5.2The Subscription runs in successive Billing Periods, renewing automatically in accordance with art. 8.
6. The Customer's Account
6.1The Customer declares that they are at least 18 years old and have full legal capacity. A Customer entering into the contract on behalf of a legal person declares that they have authority to bind it.
6.2The Platform is intended for professional, not personal, use.
6.3The Customer is responsible for keeping their password confidential and for operations carried out through their Account, and will notify the Provider without delay if they suspect unauthorised use.
6.4Information given at registration must be true, accurate and kept up to date.
6.5Accounts created but never activated by email are deleted automatically after 90 days.
7. Subscriptions and usage limits
7.1The Service is available in three plans, with the following limits:
| Plan | Active projects | Storage | Clients per project | Maximum file size |
|---|---|---|---|---|
| Free | 1 | 2 GB | 2 | 25 MB |
| Starter | 5 | 50 GB | 2 | 100 MB |
| Pro | Unlimited | 250 GB | 5 | 250 MB |
7.2On reaching the Subscription's limits, the features that would exceed them become unavailable until space is freed or a higher plan is taken. Existing data is not deleted for this reason.
8. Prices, payment and renewal
8.1The prices in force, including monthly and annual options, are those shown on the subscription page within the Platform at the time of purchase. Prices are stated exclusive of VAT; applicable VAT is added in accordance with the law in force.
8.2Payments are processed by Stripe. Card details are entered directly into its secure page and do not reach the Provider's servers. The Customer is solely responsible if they use a payment instrument that is not their own.
8.3The Subscription renews automatically at the end of each Billing Period until cancelled.
8.4The Customer may cancel at any time from the subscription page. Cancellation takes effect at the end of the Billing Period already paid for, until which point the Customer retains full access. Pro-rata refunds for the remaining period are not given, except where the law provides otherwise or under art. 18.3 and 24.2.
8.5The Customer may move to a higher or lower plan at any time, with the effects shown at the moment of the change.
8.6The Provider may change prices, giving existing Customers at least 30 days' notice before a new price applies to their Subscription.
8.7Invoices are issued in accordance with Romanian law and retained for 5 years under art. 25 of Accounting Law no. 82/1991.
9. Right of withdrawal
9.1The Platform is aimed at professionals. A Customer using it for purposes connected with their professional activity is not a consumer, and the statutory 14-day right of withdrawal does not apply to them.
9.2A Customer entering into the contract as a consumer, within the meaning of Government Emergency Ordinance no. 34/2014, has the right to withdraw within 14 days of concluding it, without giving a reason, by notice to contact@layro.ro.
9.3To withdraw, the consumer may use the model form set out in Annex 1 Part B to Government Emergency Ordinance no. 34/2014, which the Provider supplies on request at contact@layro.ro, or any other unequivocal statement to that effect.
9.4By requesting that performance of the Service begin within the withdrawal period, the consumer accepts that, on later withdrawal, they owe an amount proportionate to the Service supplied up to the point of notification.
10. Right to use the Platform
10.1For the duration of the contract and subject to compliance with these terms, including payment of the Subscription where one is due, the Provider grants the Customer a right to use the Platform that is non-exclusive, non-transferable, non-sublicensable and revocable, limited to the professional purposes described in art. 3.
10.2The right of use comprises access to the Account, creating and managing Projects, uploading and downloading Content, and inviting Clients, within the limits of the Subscription.
10.3The right of use is granted to the Customer alone. Credentials may not be shared with third parties.
10.4This contract transfers no ownership right in the Platform or any component of it.
11. Restrictions on use
11.1The Customer may not:
- decompile, disassemble or reverse-engineer the Platform or any component of it, save where the law imperatively permits;
- sublicense, rent, resell or otherwise make access to the Platform available to third parties, outside the framework of these terms;
- remove or alter notices concerning intellectual property rights;
- use the Platform to store or distribute unlawful content, content infringing third-party rights, or harmful software;
- use a false identity, disclose third parties' confidential data, or transmit defamatory or harassing content;
- compromise or attempt to compromise the security, operation or integrity of the Platform, including by unauthorised access to accounts or data;
- use automated means to extract data from the Platform without the Provider's prior written consent.
11.2Unauthorised access to a computer system is a criminal offence under Romanian law.
12. Content uploaded by the Customer
12.1The Customer remains the full owner of the rights in the Content they upload. The Provider claims no intellectual property rights in it.
12.2The Customer grants the Provider only the technical, limited and non-exclusive licence needed to store, display and transmit the Content to the people the Customer gives access to, strictly for the purpose of providing the Service.
12.3The Customer warrants that they hold the necessary rights in the Content uploaded and is responsible for it.
12.4The Provider may remove Content that breaches these terms, having given the Customer prior notice, except where the law requires immediate action.
13. Invited Clients
13.1The Customer may invite Clients to a Project, within the limit set by the Subscription (art. 7).
13.2By inviting someone, the Customer confirms that they have a lawful basis for giving the Provider that person's name and email address, and that their relationship with them permits it.
13.3The Provider uses that data solely to grant access to the Project, to send the invitation and related notifications, and for the Daily Digest. It is not used for the Provider's own marketing.
13.4The Invited Client has no Account and owes nothing. Their access is limited to the Project they were invited to and ends when the invitation is withdrawn or the Project is deleted.
13.5Requests by an Invited Client concerning their rights are handled by the Provider as controller. Where the request concerns the Project Content or the reason for the invitation — matters within the Customer's control — the Provider will inform the Customer without delay, and the Customer undertakes to co-operate. A Customer receiving such a request will forward it to contact@layro.ro. The statutory deadline is one month from first receipt, whichever Party received it.
14. The Daily Digest and Marketing Communications
14.1The Provider sends a Daily Digest by email covering the previous day's activity. Both Customers and Invited Clients receive it. If there was no activity, no message is sent.
14.2The Digest can be stopped at any time, for any address, by replying to the message received.
14.3Stopping the Digest does not affect the messages the Service needs to function — account activation, password resets, invitations and essential notices — which continue to be sent.
14.4For Invited Clients, stopping the Digest constitutes exercising the right to object under Art. 21 GDPR.
14.5Separately from the Daily Digest, the Provider may send Marketing Communications — news about the Platform, new features and, from time to time, offers. These are sent only to people who have given their prior express consent, by ticking a dedicated box that is not pre-ticked, in accordance with Art. 12 of Romanian Law no. 506/2004.
14.6The consent described in art. 14.5 is not a condition of entering into or performing this contract. Refusing or withdrawing it has no effect whatsoever on the Service, the Subscription or its price.
14.7Consent may be withdrawn at any time, through the unsubscribe link carried in every Marketing Communication or by a request sent in accordance with art. 27.3. Withdrawal takes effect without undue delay and does not affect the lawfulness of communications sent beforehand.
14.8Invited Clients do not receive Marketing Communications. The Provider does not use their addresses for its own marketing, in accordance with art. 13.3 and art. 2.4 of the Data Processing Agreement.
14.9The Daily Digest, Marketing Communications and the messages described in art. 14.3 are handled separately. Withdrawing consent to Marketing Communications does not stop the Daily Digest, and stopping the Daily Digest does not constitute withdrawal of that consent.
15. Confidentiality
15.1Each Party undertakes to keep confidential the information received from the other in performing the contract and not to disclose it to third parties without that Party's prior consent.
15.2Project Content is accessible only to the Customer and to those they give access to. The Provider does not access, use or disclose Content for any purpose other than providing the Service, complying with a legal obligation, or resolving a support request made by the Customer. The Provider's staff access Content only so far as strictly necessary for those purposes.
15.3The confidentiality obligation does not apply to information that:
- was already public, or became public without breach of this article;
- was lawfully known to the receiving Party before disclosure;
- was independently obtained without use of the confidential information;
- must be disclosed under a legal obligation or at the request of a competent authority, in which case the obliged Party will inform the other so far as the law permits.
15.4The confidentiality obligation survives for 3 years after the contract ends.
16. Protection of personal data
16.1The processing of personal data is described in the Privacy Policy, which forms an integral part of this contract.
16.2The Provider is the controller for the Customer's own data — account, billing and usage logs — which it processes for its own purposes, in order to provide and secure the Platform.
16.3For the data the Customer uploads into its projects — the files, project names, Invited Clients' details, and their markups, comments and approvals — the Customer is the controller and the Provider is the processor. The Customer decides what data enters the Platform, whom to invite and for what purpose; the Provider processes it solely on the Customer's instructions.
16.4The terms of that processing, as required by Art. 28(3) GDPR, are set out in the Data Processing Agreement, which forms an integral part of this contract and applies from account creation without a separate signature.
16.5As controller for its project data, the Customer is responsible for having a lawful basis to place that data in the Platform and to invite Clients, and for informing them as required by Arts. 13 and 14 GDPR.
17. Intellectual property
17.1The Platform, the Layro name, the logo, the design, the source code, the texts and the structure are the exclusive property of the Provider and are protected by copyright and intellectual property law.
17.2Copying, reproducing, distributing or modifying any element of the Platform is prohibited without the Provider's prior written consent.
17.3This article does not affect the Customer's rights in their own Content (art. 12).
18. Availability of the Platform
18.1The Provider makes reasonable efforts to keep the Platform continuously available, without guaranteeing uninterrupted operation.
18.2The Provider may carry out maintenance or updates that temporarily suspend the Service. Planned work is announced in advance.
18.3Where the Platform is unavailable for more than 5 consecutive working days through the Provider's fault, the Customer is entitled, on request, to a pro-rata refund of the Subscription for the period of unavailability. Interruptions announced in advance, and those arising from the causes in art. 23, do not count towards this.
18.4The Provider takes regular backups, described in the Privacy Policy. The Customer is advised to keep their own copies of important files, in accordance with art. 20.3.
19. Suspension and termination
19.1The Customer may end the contract at any time by deleting the Account from within the Platform.
19.2In the event of non-payment, the Provider may suspend access to paid features after notifying the Customer. The Account may be closed if non-payment persists for more than 30 days after the due date.
19.3The Provider may suspend or terminate access in the event of a serious breach of these terms or unlawful use of the Platform, after prior notice and a reasonable opportunity to remedy, except where the law or the seriousness of the conduct requires immediate action.
19.4Before any termination initiated by the Provider, it gives the Customer, where possible, a reasonable period to download their files.
19.5The contract also ends by agreement of the Parties, or on the dissolution or insolvency of either of them.
20. Effects of termination
20.1Deleting the Account is irreversible. Once confirmed, the Projects, the files together with all their versions, the marks, comments, approvals and activity history are deleted and cannot be recovered, by the Customer or by the Provider.
20.2The Provider keeps no reserve copy that could be handed back later. Backups exist solely to restore the Service after an incident and expire in accordance with art. 21.
20.3The Platform does not currently offer a bulk export: files are downloaded individually from the Project. A Customer wishing to keep a copy should download the files before deleting the Project or the Account. A copy of the data the Customer provided, for the purposes of the right to data portability, may be requested at contact@layro.ro.
20.4Withdrawing an Invited Client's access is not an erasure of their data. If that Client never opened the Project and left nothing behind, their record is deleted in full; if they took part, their access is revoked and their contributions remain attached to the Project. A Client who asks the Provider to erase their data benefits from the procedure described in section 13 of the Privacy Policy.
20.5Articles 15, 17, 21, 22, 28 and 31 survive termination of the contract.
21. Retention of data
21.1Retention periods are those set out in section 8 of the Privacy Policy, which is the reference document on this matter. In summary:
- the Account and its Content — for as long as the Account exists;
- accounts created but never activated — 90 days;
- Invited Clients' data — until the Project is deleted;
- accounting documents — 5 years, a legal obligation that continues after the contract ends;
- database backups — 5 days;
- technical logs — 14 days.
21.2Erasure from the live system does not rewrite backups already taken, which expire on their own cycle.
22. Liability of the Parties
22.1The Service is provided as is, with the functionality existing at the time of use.
22.2To the extent permitted by law, the Provider is not liable for:
- data loss caused by unforeseen technical faults, insofar as it has met its reasonable security and backup obligations;
- indirect damage, loss of profit or loss of business opportunity;
- the consequences of using or not using the Platform in the relationship between the Customer and their own clients, including decisions based on approvals recorded on the Platform;
- the operation of communications networks, third-party services or systems outside its control.
22.3The Provider's total liability for any claim arising out of this contract is limited to the amount paid by the Customer for the Service in the 12 months preceding the event giving rise to the claim.
22.4Nothing in these terms limits liability that cannot be limited by law, including in cases of fraud or gross negligence.
22.5The Customer is responsible for the accuracy of the data they enter and for meeting their own obligations towards Invited Clients.
23. Force majeure
23.1Neither Party is liable for failing to perform its obligations where this is due to an event of force majeure within the meaning of art. 1351 of the Romanian Civil Code.
23.2The Party invoking force majeure will notify the other within 5 working days of the event and will make reasonable efforts to limit its effects.
23.3If the event lasts more than 2 months, either Party may terminate the contract unilaterally, without damages, obligations already due remaining payable.
24. Changes to the Platform
24.1The Provider may add, change or withdraw features. Fixes, improvements and minor changes take effect without prior notice.
24.2Where a change significantly reduces an essential feature used by the Customer, the Provider will notify them by email at least 30 days beforehand. A Customer who does not accept the change may cancel the Subscription before it takes effect, with a pro-rata refund of the amount paid for the remaining unused period.
25. Changes to these terms
25.1The Provider may update these terms. Significant changes are communicated to registered Customers by email at least 14 days before they take effect.
25.2A Customer who does not accept the new terms may stop using the Platform and cancel the Subscription before they take effect. Continued use after that date constitutes acceptance.
26. Assignment
26.1The Customer may not assign their rights and obligations under this contract without the Provider's prior written consent.
26.2The Provider may assign the contract to a company within the same group, or as part of a merger, acquisition or transfer of assets, provided the Customer's rights are not diminished, and on prior notice. Where the transaction changes the controller of personal data, the Customer is informed separately in accordance with section 18 of the Privacy Policy.
27. Notices
27.1The Provider's communications to the Customer are sent to the email address associated with the Account or shown as a message on the Platform, and are deemed received on the first working day after being sent.
27.2The Customer must maintain a valid, accessible email address. A communication sent to the last address given takes effect even if it has not been read.
27.3The Customer's communications to the Provider are sent to contact@layro.ro or, in writing, to the registered office given in art. 1.1.
28. Severability and no waiver
28.1If any provision of these terms is held void, unlawful or unenforceable, the remaining provisions continue in force, and the affected provision is replaced by a valid one coming as close as possible to the Parties' original intention.
28.2Failure to exercise, or delay in exercising, a right under these terms does not constitute a waiver of that right.
29. Entire agreement
29.1These terms, together with the Privacy Policy and the Cookie Policy, constitute the entire agreement between the Parties as to the subject matter of the contract and supersede any prior understandings, representations or communications, written or oral, relating to the same subject matter.
30. Language version
30.1These terms are published in Romanian and in English. The Romanian version governs the contractual relationship; the English version is provided to make reading easier. In the event of any discrepancy, the Romanian version prevails. The same rule applies to the other documents published in both languages.
31. Governing law and dispute resolution
31.1This contract is governed by Romanian law.
31.2The Parties will first attempt to resolve any dispute amicably. If no resolution is reached within 30 days of written notice, either Party may bring the matter before the competent Romanian courts at the Provider's registered office. This clause does not prevent either Party from seeking urgent or interim relief from a court.
31.3A Customer who is a consumer may contact the Romanian National Authority for Consumer Protection (anpc.ro) or use the alternative dispute resolution mechanisms provided for by Government Ordinance no. 38/2015. The jurisdiction clause in art. 31.2 does not apply to them insofar as the law provides otherwise in their favour.
32. Contact
32.1For any matter concerning these terms, the Customer may write to contact@layro.ro or use the Contact page.