Terms of Service

These Terms of Service (“Terms”) constitute a legally binding agreement between you (“Customer”, “you”, “your”) and DATA MONTANA, a company registered in France, with its registered office at 60 Rue François 1er, 75008 Paris, France (“Company”, “we”, “us”, “our”), governing your access to and use of the Harvenci platform, website, applications, APIs, and all related services (collectively, the “Services”).

Please read these Terms carefully before creating an account or using the Services. By creating an account, accessing, or using any part of the Services, you acknowledge that you have read, understood, and agree to be bound by these Terms, together with our Privacy Policy, which is incorporated herein by reference. If you are entering into these Terms on behalf of a business or other legal entity, you represent that you have the authority to bind such entity to these Terms, in which case “you” and “your” shall refer to such entity.

If you do not agree to these Terms, you must not create an account or use the Services.

In these Terms, the following definitions apply:

• “Service” or “Services” means the Harvenci platform, including all software, APIs, integrations, websites, mobile applications, and related functionality provided by the Company.
• “Customer Data” means all data, content, materials, and information that you or your Authorized Users submit, upload, transmit, or otherwise make available through the Services, including but not limited to product listings, store content, customer communications, and order data.
• “AI Agent” means the automated conversational agent powered by artificial intelligence that operates on your behalf through WhatsApp or other supported messaging channels.
• “Authorized Users” means individuals who are authorized by you to access and use the Services under your account, including employees, contractors, and agents.
• “Feedback” means any suggestions, ideas, enhancement requests, recommendations, or other feedback you provide regarding the Services.
• “Subscription Fees” means the recurring fees payable by you for access to the Services under your chosen subscription plan, as set forth in Section 5.
• “Conversation” means a billable interaction between your AI Agent and an end user within a 24-hour session window, as defined by the WhatsApp Business Platform pricing model.
• “Vision Analysis” means a single AI-powered image analysis request processed through the Services.
• “Consultant” means a participant in the Harvenci Consultant Partner Program who refers new customers to the platform in exchange for commission.
• “Platform Commission” means the percentage fee charged by Harvenci on transactions processed through connected Stripe accounts, as specified per subscription tier.

To access and use the Services, you represent and warrant that:

• You are at least eighteen (18) years of age or the age of legal majority in your jurisdiction, whichever is greater.
• You have the legal capacity and authority to enter into a binding contract and to perform your obligations under these Terms.
• You are not located in, or a resident or national of, any country subject to applicable trade sanctions or embargoes, and you are not listed on any restricted party list.
• You are not prohibited from receiving or using the Services under applicable laws of the jurisdiction in which you reside or from which you access the Services.
• You will comply with the WhatsApp Business Platform policies, Meta Platform Terms, and all applicable third-party terms required for use of the Services.
• All registration information you provide is truthful, accurate, and complete, and you will maintain the accuracy of such information.

To use the Services, you must create an account. Account authentication is managed through Clerk, our third-party authentication provider. You agree to:

• Maintain the confidentiality and security of your account credentials, including passwords, API keys, and authentication tokens.
• Immediately notify us at contact@harvenci.ai of any unauthorized access to or use of your account.
• Accept responsibility for all activities that occur under your account, whether or not authorized by you.
• Keep your account information accurate, complete, and up-to-date at all times.
• Not share your account credentials with any third party or permit others to access your account.

We reserve the right to suspend or terminate your account, refuse service, or restrict access to the Services at our sole discretion, without prior notice, if we reasonably believe that your account has been compromised, is being used in violation of these Terms, or poses a security risk to the platform or other users.

5.1 Subscription Plans

Harvenci offers the following subscription plans. All prices are in Euros (EUR) and exclude applicable taxes unless otherwise stated. Annual plans reflect a 20% discount on the equivalent monthly rate.

5.2 Billing and Payment

• All Subscription Fees are denominated and payable exclusively in Euros (EUR).
• Subscription Fees are billed in advance on a monthly or annual basis, depending on the billing cycle you select at the time of purchase.
• Subscription Fees are non-refundable for the current billing period, except as expressly provided in Section 7 (EU Right of Withdrawal).
• Payments are processed through Stripe. By providing your payment information, you authorize the Company and Stripe to charge your designated payment method for all Subscription Fees and overage charges. Your use of Stripe is subject to the Stripe Services Agreement.
• You are responsible for all applicable taxes, duties, and levies imposed by taxing authorities in connection with your use of the Services, except for taxes based on the Company's net income.

5.3 Allowances and Overage

• Each subscription plan includes a monthly allowance of Conversations and Vision Analyses as specified in the pricing table above.
• Subscription entitlements do not roll over between billing periods. Unused allowances expire at the end of each billing cycle.
• On the Free plan, usage is hard-blocked once the monthly Conversation or Vision Analysis allowance is reached. No overage charges are incurred on the Free plan.
• On paid plans (Starter, Growth, Scale), usage exceeding the included allowance is billed as overage at the per-unit rate specified for your tier. Overage charges are calculated and invoiced at the end of each billing period.
• Enterprise plan customers are billed according to the terms of their individual agreement.

5.4 Platform Commission

For payments processed through your connected Stripe account, Harvenci charges a Platform Commission on each successful transaction at the rate specified for your subscription tier (see table above). This commission is separate from and in addition to any fees charged by Stripe for payment processing. The Platform Commission is deducted automatically at the time of each transaction.

5.5 Failed Payments

If a payment fails, we will attempt to charge your payment method again. If payment remains outstanding for more than fourteen (14) days, we may suspend your access to the Services until all amounts due are paid in full. Continued non-payment may result in termination of your account.

We reserve the right to modify the Subscription Fees or introduce new fees for the Services. Any price changes will be communicated to you via email and in-app notification at least thirty (30) days before taking effect. Price changes will apply at the start of your next billing cycle following the notice period.

If you do not agree to a price change, you may cancel your subscription before the new price takes effect. Your cancellation will be effective at the end of your current billing period, and you will not be charged the new price. Continued use of the Services after the new price takes effect constitutes your acceptance of the updated pricing.

If you are a consumer located in the European Union or the European Economic Area, you have the right to withdraw from your subscription within fourteen (14) calendar days from the date of subscription purchase (the “Cooling-Off Period”), without giving any reason, in accordance with the EU Consumer Rights Directive (2011/83/EU).

7.1 Waiver for Immediate Digital Service Access

During the subscription process, you will be asked to expressly consent to the immediate provision of the Services before the expiry of the Cooling-Off Period. By providing this consent, you acknowledge and agree that:

• You expressly request that the performance of the Services begins immediately upon subscription activation.
• You acknowledge that by requesting immediate access, you lose your right of withdrawal once the Services have been fully performed.
• If you exercise your right of withdrawal during the Cooling-Off Period after having consented to immediate access, you will be charged a pro-rata amount for the Services actually used up to the date of withdrawal, calculated proportionally against the full Subscription Fee.

7.2 How to Exercise Your Right of Withdrawal

To exercise your right of withdrawal, you must inform us of your decision by a clear, unambiguous statement sent to contact@harvenci.ai or by postal mail to our registered address. You may use the standard withdrawal form provided in Annex I(B) of the EU Consumer Rights Directive, but it is not mandatory. The withdrawal deadline is met if you send your communication before the Cooling-Off Period has expired.

7.3 Effects of Withdrawal

If you withdraw within the Cooling-Off Period, we will reimburse all payments received from you, minus any pro-rata charges for Services already provided, without undue delay and in any event no later than fourteen (14) days from the day on which we are informed of your decision to withdraw. The reimbursement will be made using the same payment method you used for the initial transaction, unless you expressly agree otherwise.

The Services are provided on an “as is” and “as available” basis. We do not guarantee any specific level of uptime, availability, or performance.

• We may perform scheduled or emergency maintenance that temporarily reduces service availability. Where reasonably practicable, we will provide advance notice of scheduled maintenance windows.
• We may modify, update, or discontinue specific features of the Services at any time. For material feature removals, we will provide at least ninety (90) days' prior written notice.
• We may discontinue the Services entirely with at least ninety (90) days' prior written notice, during which time you may export your Customer Data.
• Features or services labeled as “beta”, “preview”, or “experimental” are provided for evaluation purposes only, may contain bugs or errors, and are offered without any warranty or commitment to continued availability. You use beta features entirely at your own risk.

Harvenci uses artificial intelligence and machine learning technologies (including large language models provided by third-party AI inference providers) to power conversational AI Agents. By using the Services, you acknowledge and agree to the following:

9.1 Accuracy and Limitations

• AI-generated responses may be inaccurate, incomplete, misleading, or inappropriate. AI Agents may produce outputs that do not reflect your business policies, pricing, or factual information.
• You are solely responsible for configuring, training, monitoring, and supervising your AI Agents. You must review AI Agent prompts, responses, and behavior to ensure they are appropriate for your business context.
• AI-generated content should not be used as the sole basis for decisions with significant legal, financial, medical, or safety implications.

9.2 Liability for AI Actions

We are not liable for any decisions, commitments, representations, or actions taken by your AI Agents in conversations with your customers or end users. You are solely responsible for the conduct and output of AI Agents operating under your account.

9.3 EU AI Act Transparency

In compliance with the EU Artificial Intelligence Act (Regulation (EU) 2024/1689), we inform you that:

• The AI systems deployed within the Services are used for customer service automation and sales assistance. They are not classified as high-risk AI systems under the EU AI Act.
• The Services do not perform automated individual decision-making that produces legal effects or similarly significant effects on natural persons within the meaning of Article 22 of the GDPR.
• End users interacting with your AI Agents should be informed that they are communicating with an automated system. You are responsible for ensuring appropriate disclosure to your end users.

You agree to use the Services only for lawful purposes and in accordance with these Terms. You shall not, and shall not permit any third party to:

• Send unsolicited messages, spam, or bulk messaging in violation of applicable anti-spam laws or WhatsApp Business policies.
• Use the Services to sell, promote, or distribute illegal products, services, or content, including but not limited to controlled substances, counterfeit goods, weapons, or content that exploits minors.
• Engage in fraud, phishing, deception, or any misleading practices through the Services.
• Impersonate any person, business, or entity, or falsely claim an affiliation with any person or entity.
• Transmit, distribute, or upload any malware, viruses, trojan horses, worms, or other harmful code.
• Interfere with, disrupt, or attempt to gain unauthorized access to the Services, servers, networks, or systems connected to the Services.
• Use any automated means (including bots, scrapers, crawlers, or spiders) to access, collect data from, or interact with the Services, except through APIs we expressly provide for that purpose.
• Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Services.
• Violate the WhatsApp Business Policy, Meta Platform Terms, or any other applicable third-party terms governing the platforms integrated with the Services.
• Use the Services in any manner that could damage, disable, overburden, or impair the Services or interfere with any other party's use of the Services.

We reserve the right to investigate and take appropriate action against any violation of this section, including suspending or terminating your account, reporting to law enforcement authorities, and pursuing civil remedies.

11.1 Phone Numbers

The Services allow you to import and manage phone numbers through Twilio for use with WhatsApp Business. Phone numbers are provisioned by and remain the property of Twilio and are subject to Twilio's terms of service and acceptable use policies. You are responsible for compliance with all applicable telecommunications regulations in the jurisdictions where your phone numbers are registered or used. WhatsApp verification and Meta Business verification may be required before phone numbers can be used with the Services.

11.2 Third-Party Services

The Services integrate with and rely upon the following third-party services, each governed by their own terms of service and privacy policies:

• Meta / WhatsApp Business Platform — messaging infrastructure and WhatsApp API access.
• Twilio — phone number provisioning and telecommunications services.
• Stripe — payment processing and Stripe Connect for merchant payouts.
• Shopify — optional e-commerce integration for product catalog synchronization.
• Groq — AI inference and large language model processing.
• Clerk — user authentication and identity management.

Your use of these third-party services is subject to their respective terms and conditions. We do not control and are not responsible for the availability, accuracy, content, or practices of third-party services. We shall not be liable for any loss or damage arising from your use of, or reliance on, third-party services, including but not limited to service outages, API changes, policy modifications, or account suspensions imposed by third-party providers.

12.1 Company Intellectual Property

The Services, including all software, code, algorithms, designs, user interfaces, trademarks, logos, documentation, and content created by the Company (collectively, “Company IP”), are owned by or licensed to DATA MONTANA and are protected by French and international intellectual property laws, including copyright, trademark, patent, and trade secret laws. Nothing in these Terms transfers any ownership of Company IP to you.

12.2 License to Use the Services

Subject to your compliance with these Terms and payment of applicable fees, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Services solely for your internal business purposes during the term of your subscription.

12.3 Your Content

You retain all ownership rights in your Customer Data. By uploading, submitting, or transmitting Customer Data through the Services, you grant the Company a worldwide, non-exclusive, royalty-free license to host, store, reproduce, modify, display, and process your Customer Data solely to the extent necessary to provide, maintain, and improve the Services.

12.4 Feedback

If you provide any Feedback to us, you hereby assign to the Company all right, title, and interest in and to such Feedback. You agree that the Company shall be free to use, disclose, reproduce, license, and otherwise exploit the Feedback in any manner, without obligation, restriction, or compensation to you.

If you participate in the Harvenci Consultant Partner Program, the following terms apply in addition to these Terms:

• Commission. You earn commissions on revenue generated by customers you refer to the Harvenci platform, at rates determined by the program terms in effect at the time of referral.
• Hold Period. All earned commissions are subject to a thirty (30) day hold period before becoming eligible for payout. During this hold period, commissions may be reversed if the referred customer cancels, requests a refund, or if the referral is determined to be fraudulent.
• Payouts. Commission payouts are processed via Stripe Connect to your connected bank account. You must maintain a valid Stripe Connect account in good standing to receive payouts. Minimum payout thresholds may apply.
• Forfeiture. All unpaid and pending commissions are irrevocably forfeited upon deletion or termination of your Harvenci account, regardless of the reason for termination.
• Rate Changes. We may modify commission rates, program structure, or payout terms at any time with at least thirty (30) days' prior written notice. Updated rates apply to commissions earned after the effective date of the change.
• Conduct. You must accurately represent Harvenci and its Services. You shall not make false, misleading, or unauthorized claims about the platform, its features, pricing, or performance.

Nothing in this section is intended to limit any rights you may have under applicable consumer protection law that cannot be waived or limited by contract.

You agree to indemnify, defend, and hold harmless DATA MONTANA, its officers, directors, employees, agents, affiliates, successors, and assigns (the “Indemnified Parties”) from and against any and all claims, demands, actions, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees and court costs) arising out of or related to:

• Your access to or use of the Services, including any actions taken by your Authorized Users.
• Your violation of these Terms or any applicable law, regulation, or third-party right.
• Any Customer Data you upload, transmit, or make available through the Services, including claims that your content infringes or misappropriates the intellectual property or other rights of any third party.
• Any interactions between your AI Agents and your end users or customers, including any commitments, representations, or statements made by your AI Agents.
• Your failure to comply with applicable consumer protection, data protection, or telecommunications laws in connection with your use of the Services.

The Company reserves the right, at its own expense, to assume the exclusive defense and control of any matter subject to indemnification by you, in which event you shall cooperate fully with the Company in asserting any available defenses.

17.1 Termination by You

You may terminate your account at any time by deleting your account through the Settings page within the Services. Upon deletion, your subscription will not renew, and you will retain access to the Services until the end of your current paid billing period.

17.2 Termination by Us

We may suspend or terminate your account and access to the Services, in whole or in part, immediately and without prior notice, if:

• You breach any provision of these Terms or any applicable law.
• You fail to pay Subscription Fees or any other amounts due.
• We reasonably believe that your account has been involved in fraudulent, abusive, or illegal activity.
• Your use of the Services violates WhatsApp Business policies or Meta Platform Terms, creating a risk to our platform, our relationship with Meta, or other users.
• We are required to do so by law, regulation, or a binding order of a governmental authority.

17.3 Effect of Termination

Upon termination of your account, regardless of the reason:

• Your access to the Services will be immediately revoked.
• All phone numbers associated with your account will be released from Twilio and disconnected from the Services.
• The remaining balance of any prepaid Subscription Fees is forfeited. No pro-rata refund will be issued for the unused portion of the current billing period.
• All unpaid and pending Consultant commissions are irrevocably forfeited.
• All licenses granted to you under these Terms will immediately terminate.

17.4 Data Export and Deletion

Following termination, you will have a thirty (30) day window to request an export of your Customer Data by contacting contact@harvenci.ai. After this thirty (30) day period, your Customer Data will be permanently deleted in accordance with our Privacy Policy and our Data Deletion Policy. We are not obligated to retain or provide access to your Customer Data after this period.

17.5 Survival

Sections 2, 12, 14, 15, 16, 20, and 21 shall survive any termination or expiration of these Terms.

We reserve the right to modify, amend, or update these Terms at any time. When we make changes:

• Material Changes: For changes that materially affect your rights or obligations (including changes to pricing, data handling, liability, or service scope), we will notify you via email to the address associated with your account and through an in-app notification at least thirty (30) days before the changes take effect. You will be required to expressly re-accept the updated Terms to continue using the Services.
• Non-Material Changes: For minor or administrative changes (such as typographical corrections or clarifications that do not alter the substance of the Terms), your continued use of the Services after the updated Terms are posted constitutes your acceptance of the changes.

If you do not agree to the updated Terms, you must stop using the Services and terminate your account before the changes take effect. The “Last updated” date at the top of this page indicates when the Terms were most recently revised.

Neither party shall be liable for any failure or delay in performing its obligations under these Terms (other than payment obligations) to the extent that such failure or delay is caused by circumstances beyond its reasonable control, including but not limited to:

• Acts of God, natural disasters, earthquakes, floods, fires, storms, or other natural phenomena.
• Epidemics, pandemics, or public health emergencies.
• War, armed conflict, terrorism, riots, civil unrest, or insurrection.
• Government actions, sanctions, embargoes, regulations, or orders.
• Failure or disruption of internet infrastructure, cloud hosting services, or data center operations.
• Outages, service disruptions, or policy changes by third-party service providers, including Meta, WhatsApp, Twilio, Stripe, Groq, or Clerk.
• Telecommunications failures, including widespread network outages.
• Power outages or failures of electrical supply.
• Cyberattacks, distributed denial-of-service (DDoS) attacks, or other malicious activities by third parties.

The affected party shall use commercially reasonable efforts to mitigate the impact of the force majeure event and resume performance as soon as practicable.

20.1 Governing Law

These Terms and any disputes arising out of or relating to them shall be governed by and construed in accordance with the laws of France, without regard to its conflict of law principles.

20.2 Informal Resolution

Before initiating any formal legal proceedings, you agree to first attempt to resolve any dispute informally by contacting us at contact@harvenci.ai. We will endeavor to resolve the dispute through good-faith negotiations within thirty (30) days of receiving your notice of dispute. If the dispute is not resolved within this period, either party may pursue formal proceedings.

20.3 Jurisdiction

Any disputes that cannot be resolved informally shall be submitted to the exclusive jurisdiction of the competent courts of Paris, France.

20.4 EU Online Dispute Resolution

If you are a consumer in the European Union, you may also use the European Commission's Online Dispute Resolution (ODR) platform to resolve disputes. The ODR platform is available at https://ec.europa.eu/consumers/odr. This provision is provided for informational purposes in compliance with Regulation (EU) No 524/2013 and does not constitute an obligation by the Company to participate in ODR proceedings.

21.1 Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be modified to the minimum extent necessary to make it valid, legal, and enforceable while preserving its original intent. If such modification is not possible, the provision shall be severed from these Terms. The invalidity of any single provision shall not affect the validity and enforceability of the remaining provisions.

21.2 Waiver

No failure or delay by either party in exercising any right, power, or remedy under these Terms shall operate as a waiver of that right, power, or remedy. No single or partial exercise of any right, power, or remedy shall preclude any other or further exercise thereof or the exercise of any other right, power, or remedy.

21.3 Assignment

You may not assign, transfer, or delegate these Terms or any of your rights or obligations hereunder without the prior written consent of the Company. The Company may freely assign these Terms in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets, without your consent and without notice. Any attempted assignment in violation of this section shall be null and void.

21.4 Entire Agreement

These Terms, together with our Privacy Policy and any other policies or agreements expressly referenced herein, constitute the entire agreement between you and the Company regarding the Services. These Terms supersede all prior or contemporaneous communications, proposals, representations, understandings, and agreements, whether oral or written, relating to the subject matter hereof.

21.5 No Third-Party Beneficiaries

These Terms do not create any third-party beneficiary rights in any individual or entity that is not a party to these Terms.

21.6 Language

These Terms are drafted in English. In the event of any conflict between the English version and any translation, the English version shall prevail.

If you have any questions, concerns, or requests regarding these Terms of Service, please contact us: