Version 1.0 — applicable from its publication.
1. Parties and purpose
These General Terms of Service (the “Terms of Service”) form the agreement entered into between VENTUS, a simplified joint-stock company with share capital of €60,000, Rouen Trade and Companies Register 917 982 969, registered office at 14 chemin des Tilleuls, 76130 Mont-Saint-Aignan, France (“Metaventus”) and the entity holding the account (the “Customer”), represented by its owner or its administrators.
They govern the subscription to, provision of and billing for the Services of the Metaventus platform. They supplement the General Terms of Use (the “Terms of Use”), which apply to each of the Customer's Users. The Platform is reserved for professional use (B2B).
2. Subscription and plans
The Services are offered as plans (detailed on the Platform at the time of subscription), on a monthly or annual subscription basis, automatically renewed for successive periods of the same length unless terminated before the current term expires.
The Customer may change plan at any time; a move to a higher plan takes effect immediately with pro rata billing, a move to a lower plan takes effect at the next renewal date.
Free or trial offers may be changed, limited or discontinued at any time, without compensation, subject to reasonable prior notice.
3. Prepaid credits
Certain uses (in particular text messages, telephony, AI processing, document recognition) are charged against prepaid credits, purchased from the Platform at the rate in force at the time of purchase.
Credits are valid for twelve (12) months from their purchase date, are non-refundable and cannot be converted into cash, including upon termination. The credit-to-usage conversion rate for each channel is displayed in the Platform and may change to reflect the costs of third-party operators; changes apply only to subsequent consumption.
4. Financial terms
Prices are stated exclusive of tax; applicable VAT is added at billing. Payment is made online through our secure payment provider (Stripe), by the payment methods offered at the time of ordering. The Customer authorises the subscription instalments to be charged to the payment method on file.
Where a payment fails and is not remedied within fifteen (15) days of notification, Metaventus may suspend access to the Services until the situation is remedied, and then terminate the account.
Metaventus may revise its prices; any revision is notified at least thirty (30) days before it applies and takes effect at the following renewal. Failing agreement, the Customer may choose not to renew the subscription.
5. Term and termination
The subscription is entered into for the term chosen at subscription. The Customer may stop the renewal at any time from the Platform, with effect at the end of the current period; sums already paid remain due and no pro rata refund is owed.
Either party may terminate as of right in the event of a serious breach by the other party that is not remedied within thirty (30) days of a written formal notice. Metaventus may suspend access immediately in the event of a serious breach of the Terms of Use (in particular the “Acceptable use” section), of a risk to the security of the Platform, or of a legal obligation.
6. Service level and maintenance
Metaventus provides the Services using commercially reasonable efforts, in accordance with professional standards, without any quantified availability commitment. Service status and incidents are published at https://status.metaventus.com. Scheduled maintenance is carried out outside business hours wherever possible and announced in advance.
7. Support
Support is available by email at contact@metaventus.com, Monday to Friday during French business hours. Metaventus endeavours to reply as promptly as possible, giving priority to blocking incidents.
8. Data, portability and deletion
The Customer remains the owner of its Customer Material. Throughout the subscription, the Customer may export its data in standard formats using the features of the Platform.
Upon termination, the Customer Material is deleted within thirty (30) days, save where retention is required by law. Retention periods for logs and audit data can be consulted and, in part, configured from the administration centre, subject to the compliance minimums displayed.
9. Sub-processing and hosting
Data is hosted within the European Union. For certain features (in particular sending communications and AI features), Metaventus uses specialist sub-processors, selected for the safeguards they offer, and frames any transfer outside the EU with appropriate safeguards (standard contractual clauses). The list of sub-processors is available on written request and is the subject of a dedicated Data Processing Agreement (DPA).
For the processing of Customer Material, Metaventus acts as processor within the meaning of article 28 GDPR, on the Customer's instructions.
10. Confidentiality
Each party undertakes to preserve the confidentiality of the other party's non-public information of which it becomes aware in connection with the agreement, for its duration and for five (5) years thereafter.
11. Warranties and liability
Metaventus does not warrant that the Services will be free from errors or interruptions. The liability of Metaventus, on all grounds combined, is limited to direct damage and capped at the amount actually paid by the Customer for the Services during the six (6) months preceding the triggering event. Liability in respect of a free offer is excluded, to the extent permitted by law.
Indirect damage is excluded: loss of data, of revenue, of margin, of customers, harm to reputation, or third-party claims relating to the communications sent by the Customer.
12. Force majeure
Neither party is liable for a failure caused by an event of force majeure within the meaning of article 1218 of the French Civil Code and of French case law (including in particular a major failure of an operator or a hosting provider, a large-scale cyberattack, or a natural disaster).
13. Commercial reference
The Customer authorises Metaventus to cite its name and logo as a commercial reference on its materials (website, presentations, social networks). This authorisation may be withdrawn at any time by a simple email to contact@metaventus.com.
14. Miscellaneous
If any provision of the Terms of Service is held to be void, the others remain in force. Failure to rely on a breach does not amount to a waiver. The Customer may not assign the agreement without the prior written consent of Metaventus. The Terms of Service, the Terms of Use, the AI Usage Policy and the documents they refer to constitute the entire agreement.
15. Language
These Terms of Use are drafted in French. Where a translation is provided for convenience, only the French version is authoritative and prevails in the event of any discrepancy.
16. Governing law and jurisdiction
The Terms of Service are governed by French law. Any dispute falls within the exclusive jurisdiction of the Commercial Court of Rouen, including in interim proceedings and where there are several defendants.