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Legal

Terms of Service

Please read these terms carefully before using Euralto or placing a priority reservation deposit.

1. Parties and entity

These Terms of Service ("Terms") are a legally binding agreement between you ("User," "you," or "your") and Euralto LLC, a Delaware limited liability company ("Euralto," "we," "us," or "our"), Delaware file number 10575584, formed April 7, 2026. Euralto's registered office is 8 The Green, Suite B, Dover, Delaware 19901, and its registered agent is Northwest Registered Agent Service, Inc. at the same address.

2. Eligibility

You must be at least 18 years old to use our services or place a Deposit. If you act on behalf of a company or other entity, you represent that you have authority to bind that entity to these Terms.

3. Nature of service — intermediary only

Euralto is a formation intermediary service. We facilitate the formation of EU Inc. entities (the harmonised pan-European company form referred to as "EU Inc." in the European Commission's draft regulation and "S.EU" in the European Parliament's resolution) through licensed third-party formation agents in the relevant EU member states. Euralto is not a law firm, accounting firm, or tax adviser; nothing on euralto.com or in our communications constitutes legal, tax, or financial advice; and Euralto does not itself form companies. You are responsible for obtaining independent professional advice for your circumstances.

4. Priority reservation deposit and queue

The $49 priority reservation deposit ("Deposit") is a refundable advance payment that reserves your position in the Euralto priority formation queue. Queue position is determined by the date and time your Deposit is received. "Priority" means that, when EU Inc. formations open, Euralto will prepare and submit depositors' formation requests to its formation agents in queue order, ahead of non-depositors, subject to each depositor completing intake and payment steps. The Deposit is not a payment for completed services, does not guarantee any formation date, filing time, company name availability, or other specific outcome, and is applied in full to your formation fee when you proceed with formation.

5. Refunds

The Deposit is fully refundable at any time before formation is completed, upon written request to hello@euralto.com, with no conditions, no deductions, and no questions asked. Refunds are issued in the full amount paid, to the original payment method, and are normally processed within ten (10) business days of your request. The formation fee balance is likewise refundable at any time before your formation is completed. Fees for completed formations and renewal periods that have commenced are non-refundable.

6. Legislative contingency

Euralto's formation service is contingent upon the adoption and applicability of the EU Inc. legislative framework by the European Union. Timelines communicated on euralto.com are expectations based on the ordinary legislative procedure and are not guarantees. If the legislative proposal is definitively rejected or withdrawn, or if EU Inc. formations have not opened within twelve (12) months of the timeline then communicated on euralto.com, all Deposits will be refunded in full automatically without any action required by you. Euralto makes no representation or warranty that the legislation will pass, that it will pass in any particular form, or that formations will open on any specific date.

7. Formation fees and services

The formation fee is $499 (one-time). This is a service fee that includes the official EU registration fee (capped at €100 under the draft regulation) as well as document preparation, coordination of filing through a licensed formation agent, and first-year setup support. Your $49 Deposit is credited against it, leaving a balance of $450 payable before your formation is filed. Annual renewal — covering registered EU address, registered agent or contact-person service, and annual compliance support — is €99 per year, invoiced annually; you may cancel renewal at any time with effect from the end of the current annual period. Deposit and formation fees are denominated in USD; annual renewal fees are denominated in EUR. Fees may be updated for future customers; fees already paid, and the formation fee applicable to your existing Deposit, will not increase.

8. Formation requirements and identity verification

EU Inc. formation is subject to the requirements of the final regulation and of the licensed formation agents, which are expected to include identity verification (KYC) of founders and directors, at least one director who is a resident of the European Union, and a registered office in a member state together with central administration or a principal place of business in the Union. You are responsible for satisfying these statutory requirements; Euralto does not supply directors and does not warrant that you are eligible to form an EU Inc. Identity documents are collected and processed by the formation agents directly under their own terms and compliance obligations, not by Euralto. If you cannot or do not complete the agent's verification, or if statutory requirements cannot be met, your formation cannot proceed and any amounts paid other than for completed services will be refunded.

9. Partner program

Professional firms may reserve blocks of priority formation slots on the terms published at euralto.com/partners (currently ten (10) slots for $399). Each slot in a partner block carries a $49 credit against the formation fee of the client to whom the partner assigns it. Partner blocks are fully refundable on the same basis as individual Deposits until the relevant slot's formation is completed. Partners may assign slots to clients at any time before formations open; each assigned client's formation is subject to these Terms and to the formation agent's verification requirements. The partner program creates no exclusivity, agency, partnership, or employment relationship between Euralto and any partner firm.

10. Prohibited uses

You may not use Euralto's services for any unlawful purpose, including but not limited to money laundering, terrorist financing, sanctions evasion, tax evasion, or fraud, or in violation of any applicable EU, US, or member state law, including applicable sanctions and export-control regimes. Euralto reserves the right to refuse or discontinue service to any person or entity at its sole discretion, in which case any refundable amounts will be returned.

11. Third-party formation agents

Formation services are performed by independent licensed formation agents in the relevant EU member states. Agents are independent contractors, not employees or agents of Euralto, and each operates under its own terms, licensing, and regulatory obligations. Euralto exercises reasonable care in selecting agents but is not responsible for their acts or omissions.

12. Limitation of liability

To the maximum extent permitted by applicable law, Euralto's total aggregate liability to you for all claims arising out of or relating to these Terms or our services shall not exceed the greater of (a) the total amounts you have paid to Euralto in the twelve (12) months preceding the claim, or (b) $500. Euralto is not liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, data, or business opportunities. Nothing in these Terms limits liability that cannot be limited under applicable law, including for fraud or for death or personal injury caused by negligence.

13. Disclaimer of warranties

Euralto's services are provided "as is" and "as available" without warranties of any kind, express or implied, including warranties of merchantability, fitness for a particular purpose, or non-infringement. We do not warrant that our services will be uninterrupted or error-free, that any legislative outcome will occur, or that any particular company name will be available.

14. Indemnification

You agree to indemnify, defend, and hold harmless Euralto LLC and its members, officers, employees, and agents from any claims, damages, losses, liabilities, and expenses (including reasonable legal fees) arising out of your use of our services, your violation of these Terms, or your violation of any applicable law or third-party rights. This section does not apply to consumers residing in the European Union to the extent prohibited by applicable consumer protection law.

15. Governing law and jurisdiction

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law provisions. Subject to Sections 16–18, you agree that any legal action or proceeding arising out of these Terms shall be brought exclusively in the state or federal courts located in the State of Delaware, and you consent to the personal jurisdiction of such courts. If you are a consumer residing in the European Union, you additionally benefit from any mandatory provisions of the law of your country of residence, and nothing in this section deprives you of protections that cannot be derogated from by agreement.

16. Dispute Resolution; Binding Arbitration

(a) Agreement to Arbitrate (U.S. Users Only)

To the fullest extent permitted by applicable law, any dispute, claim, or controversy arising out of or relating to these Terms or the use of the Services (each, a "Dispute") shall be resolved by binding, individual arbitration administered by the American Arbitration Association ("AAA") in accordance with its Consumer Arbitration Rules then in effect.

(b) Arbitration Procedures

(c) Small Claims Option

Notwithstanding the foregoing, either party may bring an individual action in a court of competent jurisdiction for claims that qualify for small claims court.

(d) Opt-Out Right

Users may opt out of this arbitration agreement by providing written notice to the Company within thirty (30) days of first accepting these Terms. The notice must include the user's name, address, and a clear statement of intent to opt out, sent to legal@euralto.com.

(e) Governing Law

This arbitration agreement is governed by the Federal Arbitration Act and, to the extent not inconsistent, the laws of the State of Delaware.

(f) Severability

If any portion of this arbitration clause is found to be invalid or unenforceable, the remaining portions shall remain in full force and effect.

17. Class Action Waiver

(a) Waiver of Class Actions (U.S. Users Only)

To the fullest extent permitted by applicable law, all Disputes shall be resolved on an individual basis only. Neither party shall have the right to participate in a class action, collective action, or representative proceeding, whether in arbitration or in court.

(b) No Class Arbitration

The arbitrator shall have no authority to conduct any class, collective, or representative proceeding.

(c) EU Consumer Rights Carve-Out

If the user is a consumer residing in the European Union, nothing in these Terms shall limit or exclude any rights granted under applicable consumer protection laws, including the EU Unfair Contract Terms Directive. In such cases:

18. Venue Fallback

If the arbitration provisions above are found unenforceable with respect to any Dispute, such Dispute shall be resolved exclusively in the state or federal courts located in the State of Delaware, unless otherwise required by applicable consumer protection laws.

19. Intellectual property

All content on euralto.com, including text, graphics, logos, and software, is the property of Euralto LLC and is protected by applicable intellectual property laws. You may not reproduce, distribute, or create derivative works without our express written permission. "EU Inc." refers to the proposed European corporate legal framework; Euralto is independent and is not affiliated with or endorsed by the European Commission, the European Parliament, or any EU institution.

20. Privacy

Your use of our services is subject to our Privacy Policy, which is incorporated into these Terms by reference.

21. Force majeure

Euralto is not liable for any delay or failure to perform resulting from causes beyond its reasonable control, including acts of government or EU institutions, changes in law, failures of formation agents' regulatory infrastructure, internet or payment-system outages, or other force majeure events. Your refund rights under Sections 5 and 6 are unaffected by this section.

22. Assignment

You may not assign or transfer these Terms or your queue position without our prior written consent. Euralto may assign these Terms to an affiliate or in connection with a merger, acquisition, or sale of substantially all of its assets, provided the assignee honors all Deposits and refund rights.

23. Modifications

Euralto may modify these Terms from time to time. Changes are effective upon posting to euralto.com, and the "Last updated" date will be revised. For material changes affecting depositors — including changes to refund rights, fees applicable to existing Deposits, or dispute resolution — we will notify depositors by email at least fourteen (14) days before the change takes effect, during which you may refund your Deposit if you do not agree. Continued use of our services after the effective date constitutes acceptance.

24. Severability

If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that the remaining provisions remain in full force and effect.

25. Entire agreement

These Terms, together with our Privacy Policy, constitute the entire agreement between you and Euralto LLC with respect to our services and supersede all prior agreements, representations, and understandings.

Questions? Contact us at legal@euralto.com

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