Terms of Service

Draft

Draft — not yet reviewed by counsel.

These Terms of Service ("Terms") govern the hosted offering of Invoicerr — the version of the Service we operate and make available as a paid subscription at our own domain(s). They do not apply to the self-hosted software: Invoicerr's source code is, and remains, free and open source under the license published in the LICENSE file at the root of the repository. Anyone may download, run, and modify that software on their own infrastructure, free of charge, subject only to that open-source license — none of the commitments, fees, or limitations below apply to a self-hosted deployment.

1. Acceptance, Parties and Eligibility

1.1. These Terms form a binding agreement between Roméo Chevrier, sole trader (entrepreneur individuel), an entrepreneur individuel (micro-entreprise) under French law, registered under number SIREN 982 187 676 (SIRET 982 187 676 00019), with his registered address at 4 rue du Puits, 26120 Montélier, France, VAT: VAT not applicable — Art. 293 B of the French General Tax Code (franchise en base); subscription invoices are issued by Polar as merchant of record (this VAT status is a representation by the Provider — the public Sirene registry does not itself return a VAT regime field) ("we", "us", "the Provider"), and the entity that subscribes to the Service ("you", "the Customer"). By creating an account, starting a trial, or subscribing to the Service, you accept these Terms in full.

1.2. The Service is offered strictly business-to-business (B2B). By entering into this Agreement you represent and warrant that you are acting for purposes within your trade, business, craft, or profession, and not as a consumer. Accordingly, the consumer-protection provisions of the French Code de la consommation do not apply to this Agreement, and in particular you have no statutory right of withdrawal (droit de rétractation) in respect of your subscription.

1.3. If you subscribe on behalf of an organization, you represent that you have the authority to bind that organization, and "you" then refers to that organization.

1.4. Future transfer to a company. The Provider is currently a sole trader. He may, at his sole discretion, transfer this Agreement — together with the Service — to a company he incorporates to operate the Service, upon at least thirty (30) days' prior notice to you by email. Such a transfer does not reduce the rights you hold under these Terms; the transferee company assumes the Provider's obligations under this Agreement in full.

2. Definitions

• "Agreement" — these Terms, together with the Privacy Policy, the Data Processing Agreement, and the Cookies & Acceptable Use Policy, each incorporated by reference as described in Section 21.2.
• "Service" — the hosted Invoicerr application, made available as software-as-a-service under these Terms.
• "Company" — a workspace/tenant created within the Service (matching the term used in the product itself), to which one or more user accounts are attached.
• "Owner" — the user who created a Company, or was later granted that role.
• "Seat" — a billable slot corresponding to one user account attached to a Company; see Section 6.2.
• "Fees" — the amounts payable for your subscription, as published on our pricing page.
• "Your Data" — the documents, business records, configuration, and other content you or your users input into, or generate through, the Service.

3. The Service and the Free Trial

3.1. The Service lets you create, manage, and transmit business documents (quotes, invoices, credit notes, and related records), including country-specific compliance features (tax treatment, e-invoicing transmission, legal archiving) described in the product documentation.

3.2. New Companies receive a fourteen (14)-day free trial, with no payment card required — the trial itself gives rise to no payment of any kind. During the trial, every feature of the Service is available except the ability to send or issue documents — this includes transmission to e-invoicing platforms or government portals (e.g. KSeF, a PDP, SdI, Chorus Pro) and any outgoing email the Service sends on your behalf.

3.3. If no paid subscription is activated before the trial ends, your Company enters the read-only suspension described in Section 13.

4. Account Registration and Security

4.1. You must provide accurate, current, and complete information when creating a Company or a user account, and keep it up to date.

4.2. You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account. You must notify us promptly at contact@invoicerr.app if you suspect unauthorized access to your account or Company.

4.3. An account may not be shared between individuals: each individual using the Service must hold their own user account, which, once their invitation is accepted, occupies a Seat under Section 6.2.

5. Acceptable Use

5.1. You may use the Service only to create, manage, and transmit your own business documents, within the scope of your subscription, as further described in these Terms.

5.2. The detailed list of prohibited uses, and how a violation is handled, is set out in the Cookies & Acceptable Use Policy, Part B, which forms part of this Agreement by reference.

6. Subscription, Seats and Pricing

6.1. Once you subscribe, the Service is billed on a per-Seat basis.

6.2. A Seat corresponds to one user account attached to your Company. The Owner counts as a Seat from the moment the Company is created. An invitation counts as a Seat only once it is accepted — a pending, unaccepted invitation is never billed.

6.3. Fees are not fixed by these Terms. The applicable per-Seat rate, including any volume tiers, is published on our pricing page and may be revised from time to time; the rate in effect at the start of each billing period governs that period.

6.4. You choose a monthly or an annual billing cycle. An annual subscription is billed once, in advance, for twelve (12) times the then-current monthly per-Seat rate, multiplied by your Seat count at the time of billing.

7. Billing, Payment and Taxes

7.1. Fees published on our pricing page are exclusive of VAT and any similar tax. Subscription payments are processed by Polar Software Inc. ("Polar"), our payment infrastructure provider, which acts as the merchant of record for your subscription. Polar calculates, collects, and remits any sales tax, VAT, or similar tax applicable to the subscription Fee at checkout, and issues the corresponding invoice for your subscription. Your use of Polar's checkout and billing portal is also subject to Polar's own terms.

7.2. All Fees are denominated and charged in United States Dollars (USD).

7.3. Your Seat count is kept in sync with your Company's actual membership throughout the billing period; changes are reflected in the Fees charged for the following billing cycle unless Polar's billing mechanics apply a change sooner.

7.4. This Agreement covers only your subscription to the Service. It does not cover any means you connect to collect payment from your own customers on the invoices you issue through the Service (e.g. a Stripe, Mollie, or PayPal account) — see Section 14.3.

7.5. No switching fees, disclosed in advance. Before you subscribe, we tell you plainly, in these Terms and on our pricing page: the Fees you will pay (Section 6.3); that we charge no early-termination penalty (Section 12.2); and that we charge no fee, of any kind, to switch away from the Service (Section 9.6).

8. Data Ownership and Portability

8.1. You retain all rights, title, and interest in Your Data. We claim no ownership over it and use it solely to provide the Service to you, as described in Section 15.

8.2. You can export your accounting ledger (invoices, credit notes, and payments) to CSV at any time from within the Service. You can also generate a full export of Your Data — the stored fields and, where renderable, a PDF copy of every document — self-service, at any time during your subscription, either from within the Service or by calling POST /api/companies/export (see Section 10 for the API). The same export is generated automatically and sent to your Owner when your Company reaches end-of-subscription (Section 13.2). If you are unable to use either of those paths, write to contact@invoicerr.app and we will provide the export within a reasonable time.

9. Switching to a Different Provider (EU Data Act)

9.1. Right to switch. At any time during your subscription, and without needing to cancel first, you may extract Your Data through the self-service export described in Section 8.2, the API described in Section 10, and the per-document PDF or EN 16931 XML (UBL/CII) downloads available from within the Service, in order to move to a different data processing service or to your own on-premises IT infrastructure ("switching"). We impose no pre-commercial, commercial, technical, contractual, or organizational obstacle to switching, in accordance with Regulation (EU) 2023/2854 (the "EU Data Act"), Article 23.

9.2. Notice and transitional period. If you notify us of your intention to switch (by writing to contact@invoicerr.app or through the in-product cancellation flow), we keep your subscription and every function of the Service fully available for at least thirty (30) calendar days from that notice (the "Transitional Period"). During the Transitional Period we will: (a) provide you and any third party you authorize with reasonable assistance in the switching process; (b) act with due diligence to maintain business continuity and keep providing the Service; (c) give you clear information about any known risk to that continuity that falls within our own responsibility; and (d) maintain the same level of security described in Section 15.3 throughout, including for data in transit. You may extend the Transitional Period once, for a duration you consider more appropriate, by telling us before it ends. If completing the switch within thirty (30) days is technically impossible on our side, we will tell you why within fourteen (14) working days of your request and propose an alternative period of no more than seven (7) months, during which the Service continues to be provided without interruption.

9.3. Exportable Data. "Exportable Data" means Your Data as defined in Section 2 — every document, client, article, project, time entry, bank statement/reconciliation, and attachment your Company holds — together with the metadata the Service generates about it (status, dates, totals, settlement, archive and authority-event history). It does not include the Invoicerr software itself, our compliance catalogs, our own analytics, or any other asset protected by our intellectual property rights or constituting our trade secret; none of the latter is needed to reconstitute Your Data at a different provider.

9.4. End of the switching process. Once you confirm a switch is complete, or, if you did not want to switch but asked us to erase Your Data at the end of the Transitional Period, once that period ends, we treat this Agreement as terminated and confirm that to you by email — without prejudice to Section 12 (cancellation) or Section 13 (suspension, archive and deletion), which continue to describe what happens to Your Data next.

9.5. Data-retrieval window and erasure. Following the Transitional Period (or its extension), you have at least thirty (30) calendar days to retrieve a copy of your Exportable Data (the "Retrieval Window") — see Section 13.2-13.3 for the exact timing, which is never shorter than thirty (30) days for any Company, including one that never held a paid subscription. We permanently erase your Exportable Data and any associated digital assets only after the Retrieval Window ends (or a later date you and we agree on), and only once any switching process you started has completed successfully.

9.6. No switching fees. We do not charge, and have never charged, any switching fee — including for the extraction of Your Data to a different provider or to your own infrastructure — beyond our ordinary subscription Fees (Section 6). There is no early-termination penalty (Section 12.2). This applies throughout the period Regulation (EU) 2023/2854, Article 29 allows a reduced fee (11 January 2024 to 12 January 2027) and beyond, once such fees become entirely prohibited.

10. Interoperability and Data Formats

10.1. Our REST API — documented at docs.invoicerr.app/docs/developer-guide/api-reference, which also links to the machine-readable OpenAPI (Swagger) specification for the exact schema of every request and response — is available to every subscriber at no extra charge, and lets independent software read and write Your Data to switch it to a different provider or use it alongside the Service.

10.2. Exportable Data can be extracted as: a structured CSV ledger (Section 8.2); a JSON export of every document's stored fields plus a PDF or, for an invoice, an EN 16931-compliant XML file (UBL or CII syntax) generated on demand; and the API's own JSON responses. Each is a structured, commonly used, machine-readable format within the meaning of Regulation (EU) 2023/2854, Article 30(5).

10.3. We are not aware of any EU harmonised standard or common specification for cloud invoicing interoperability having been published in the Union's central interoperability standards register as of the effective date of these Terms; if one is published, we will bring the Service into compliance with it within the twelve (12)-month period Article 30(3) allows.

11. Intellectual Property

11.1. The Invoicerr software is distributed under its open-source license, as published in the LICENSE file at the root of the repository. Nothing in these Terms restricts the rights that license already grants you over the software itself.

11.2. The Invoicerr name and any logo or mark displayed within the hosted Service belong to the Provider. These Terms grant you no right in that name or those marks beyond what is needed to identify and use the Service you subscribe to.

11.3. Subject to these Terms and payment of the applicable Fees, we grant you a limited, non-exclusive, non-transferable right to access and use the hosted Service, for your own internal business purposes, for the number of Seats you hold.

12. Term, Cancellation and Termination by You

12.1. Your subscription runs for the billing cycle you selected (monthly or annual) and renews automatically at the end of each cycle unless cancelled.

12.2. You may cancel at any time. Cancellation takes effect at the end of the period you have already paid for (the end of the current month or year) — access to paid features continues until then. No refund and no proration is given for the unused portion of a cancelled period.

13. Suspension for Non-Payment, End of Subscription, Data Archive and Deletion

13.1. Read-only suspension. A Company enters a fourteen (14)-day, read-only suspension when either: (a) its free trial ends without a paid subscription being activated, or (b) a paid subscription ends — through cancellation taking effect, non-renewal, or an unresolved payment failure. During this period, Your Data remains stored but every write action — including sending or issuing a document — is disabled.

13.2. Data archive. At the end of the 14-day read-only suspension, we generate an archive (a zip file) containing, for every document your Company holds, its stored data and, where the document can be rendered, a copy of it, and we email that archive to the Company's Owner. This is your opportunity to retain a copy of your records before deletion.

13.3. Deletion.

• If the Company never had a paid subscription (i.e. its trial expired unconverted), its account and all associated data are permanently deleted no earlier than thirty (30) calendar days after the archive is sent — the same minimum Retrieval Window every Company gets, paid or not (Section 9.5).
• If the Company had, at any point, an active paid subscription, its account and data are permanently deleted no earlier than one hundred eighty (180) days after the archive is sent, giving you a further window to reactivate your subscription before deletion.

13.4. Transfer of legal retention responsibility. Once the archive described in Section 13.2 has been sent to your Owner, responsibility for retaining your invoices and related documents for any statutory retention period (for example, ten (10) years for invoices under French law, or such other period applicable under the law of the relevant country) transfers to you. From that point, we are no longer a depositary of those records and undertake no obligation to retain the archive, or the underlying data, beyond the deletion described in Section 13.3.

14. Hosting and Subprocessors

14.1. The Service and Customer Data are hosted in the European Union, in France. The production environment runs with Scaleway SAS (Kubernetes infrastructure, managed PostgreSQL database, and document object storage — Paris region, France). Before a release reaches production, and during the beta programme, for the programme's participants, the Service instead runs on a separate acceptance environment that we operate ourselves, on our own infrastructure, in France — see the Privacy Policy, Section 4, for detail on that environment and what happens to a beta participant's Customer Data once it is retired.

14.2. We use the following subprocessors in connection with the Service:

• Scaleway SAS — Kubernetes infrastructure, managed PostgreSQL database, and object storage for the production environment of the Service and its archived documents (Paris region, France), the database reached over Scaleway's own private network rather than the public internet.
• Polar Software Inc. — payment processing and billing for your subscription (Section 7).
• Resend — delivery of transactional email sent by the Service.
• The national e-invoicing and government platforms you choose to connect (for example, the French PDP, Poland's KSeF, Italy's SdI, Portugal's AT, or France's Chorus Pro for B2G invoicing) — these act on your explicit instruction, under credentials and mandates you provide, to transmit the documents you send.

The acceptance environment described in Section 14.1 is hosted by us directly, not by a sub-processor: we operate it ourselves, on our own infrastructure, in France.

14.3. Stripe, Mollie, and PayPal, where you connect them so your own customers can pay the invoices you issue, are your own accounts — held, controlled, and contracted for by you, not by us. We never hold or process funds on those invoices; we only read the payment status you make available to reconcile your records.

14.4. International access transparency. In accordance with Regulation (EU) 2023/2854, Article 28, we publish and keep up to date, at International Access Transparency, (a) the jurisdictions the ICT infrastructure used to process the Service's data is subject to — today, exclusively France and the European Union (Section 14.1) — and (b) a general description of the technical, organizational, and contractual measures we take to prevent unlawful international access to, or transfer of, the non-personal data we hold in the Union. That page is incorporated into this Agreement by reference.

15. Data Protection (GDPR) and Security

This section summarizes your and our obligations regarding personal data; the full detail is set out in our Privacy Policy and Data Processing Agreement, both incorporated into this Agreement by reference.

15.1. Roles. For personal data contained in the documents you create or receive through the Service (e.g. your customers' or contacts' names and contact details), you are the data controller and we act as your processor, acting only on your documented instructions. For the account data of your own users (Owner and Seat holders) needed to operate your subscription — authentication, support, and billing — we act as data controller.

15.2. Processing summary (GDPR Article 28). As your processor, we: process personal data only on your documented instructions, including with respect to international transfers, unless required otherwise by law; ensure persons authorized to process the data are bound by confidentiality; implement the security measures described in Section 15.3; only engage a further subprocessor listed in Section 14.2, or notified to you with an opportunity to object; assist you, insofar as reasonably possible, in responding to data-subject requests and in your own compliance obligations; notify you without undue delay after becoming aware of a personal data breach; and, at the end of the provision of the Service, make Your Data available to you and delete it, in each case as described in Section 13.

15.3. Security. Credentials and tokens used to connect to third-party channels and platforms are encrypted at rest (AES-256-GCM); all traffic to and from the Service is encrypted in transit (TLS).

16. Service Availability and Disclaimer of Warranties

16.1. We operate the Service on a best-effort basis. We do not commit to a numeric uptime guarantee or service level. Planned maintenance is announced in advance where reasonably possible.

16.2. The Service helps you apply the compliance rules, tax treatments, and formats relevant to the countries you operate in, but you remain solely responsible for the tax and legal compliance of the documents you issue. The Service is a tool, not a guarantee of compliance, and does not replace your own accountant's or counsel's advice.

16.3. To the fullest extent permitted by applicable law, the Service is provided "as is" and "as available", without warranties of any kind, whether express or implied, including any implied warranty that the Service will meet your particular requirements or that it will be uninterrupted, timely, secure, or error-free. This disclaimer does not affect any statutory warranty that applicable law does not allow us to exclude.

17. Limitation of Liability

17.1. To the fullest extent permitted by law: (a) neither party is liable for indirect, incidental, or consequential damages, including loss of profit, revenue, or data; and (b) our total liability to you arising out of or relating to this Agreement is capped at the total amounts you paid for your subscription to the Service in the twelve (12) months preceding the event giving rise to the claim, whether those amounts were paid to us or, as merchant of record, to Polar on our behalf.

17.2. Nothing in this Agreement limits or excludes either party's liability for its own gross negligence, willful misconduct (dol), or death or personal injury, or any other liability that applicable law does not permit to be limited or excluded.

18. Indemnification

You agree to indemnify and hold the Provider harmless from any third-party claim, liability, damage, or expense (including reasonable legal fees) arising out of: (a) your breach of this Agreement; (b) your misuse of the Service; or (c) content or a document you transmit through the Service that violates applicable law or infringes a third party's rights — except to the extent the claim results from our own breach of this Agreement, gross negligence, or willful misconduct.

19. Force Majeure

Neither party is liable for a failure or delay in performing its obligations under this Agreement (other than a payment obligation) to the extent that failure or delay results from an event of force majeure within the meaning of article 1218 of the French Civil Code, for as long as that event persists.

20. Changes to These Terms and Governing Law

20.1. We may update these Terms from time to time. A change takes effect, and binds you, immediately upon publication, subject to Section 20.2 below for a subscription period already in progress; we notify you by email when it does. If you have not yet accepted the new version, you keep full read access to Your Data and the ability to export it (Section 8.2), indefinitely — only write actions, including sending or issuing a document, are withheld until you accept, from whichever date this Section makes the change binding on you. If you do not wish to accept a change, you may cancel your subscription under Section 12 at any time, without penalty.

20.2. Subscription period already in progress. If you have a subscription period already in progress when a change is published, the change does not bind you, and write actions are not withheld, before the later of: (a) the first day of the calendar month following the change's publication, or (b) the renewal date of that subscription period — whichever falls later. Until then, you keep full use of the Service, write actions included, under the version of these Terms in effect when you paid for that period. This is what makes Section 20.1's immediate effect consistent with Section 12.2: a period you have already paid for is not shortened by a change you have not agreed to. If you have not accepted the new version by the date this Section makes it binding on you, your subscription does not continue on the new Terms, and Section 13 (Suspension for Non-Payment, End of Subscription, Data Archive and Deletion) applies from that date exactly as it would to any other end of subscription. This Section protects only a period you have actually paid for: it does not apply — and Section 20.1's immediate effect applies to you without adjustment — if you have no subscription period in progress, for example because you are still in the free trial, you never subscribed, or your Company is already in the suspension described in Section 13.1.

20.3. These Terms are governed by French law. Any dispute arising out of or relating to these Terms shall be submitted to the exclusive jurisdiction of the Commercial Court of Romans-sur-Isère (Tribunal de commerce de Romans-sur-Isère), the court of the Provider's registered office, subject to any mandatory rule of law that provides otherwise.

21. Miscellaneous

21.1. Severability. If any provision of this Agreement is held invalid or unenforceable, the remaining provisions remain in full force and effect, and the invalid or unenforceable provision is replaced by one that reflects, as closely as possible, its intended commercial effect.

21.2. Entire agreement. This Agreement — these Terms together with the Privacy Policy, the Data Processing Agreement, and the Cookies & Acceptable Use Policy — is the entire agreement between you and us regarding the Service, and supersedes any prior agreement or understanding on the same subject.

21.3. No waiver. A failure to enforce any provision of this Agreement is not a waiver of the right to enforce it later.

21.4. Assignment. You may not assign or transfer this Agreement without our prior written consent. We may assign this Agreement without your consent to a transferee company under Section 1.4, or in connection with a merger, acquisition, or sale of substantially all of the Provider's assets relating to the Service.

21.5. Notices. We give you notice under this Agreement by email to your account's registered address. You give us notice by writing to contact@invoicerr.app.

22. Contact

Questions about these Terms can be sent to contact@invoicerr.app.

23. Governing Language

This document is drafted and executed in English. Where we provide a translation into another language for your convenience and understanding, that translation is not a substitute for the English text: in the event of any inconsistency, ambiguity, or conflict between the English version and a translated version, the English version prevails and is the version that governs the rights and obligations of the parties. Translations are provided in good faith to help each audience understand this document; they create no separate or additional rights.

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Changelog

• 2026-09-15 — Initial draft.
• 2026-09-15 — Section 3.2: free trial extended from seven (7) to fourteen (14) days.
• 2026-09-15 — Section 1.1: [COMPANY NAME] / [LEGAL FORM] / [REGISTRATION NUMBER] / [REGISTERED ADDRESS] / [VAT NUMBER] placeholders resolved to the actual Provider — Roméo Chevrier, sole trader (SIREN 982 187 676 / SIRET 982 187 676 00019), sourced from the public Sirene registry (recherche-entreprises.api.gouv.fr). Added Section 1.4 (future transfer of the Agreement to a company the Provider may incorporate, 30 days' notice). Section 12.2: [CITY] resolved to Montélier (Provider's registered address). Sections 9.4 and 12.3: [CONTACT EMAIL] resolved to contact@invoicerr.app.
• 2026-09-16 — Added version/effectiveDate front matter (no substantive change to the text below): the four companion documents (Privacy Policy, Data Processing Agreement, Legal Notice, Cookies & Acceptable Use) shipped alongside this one, and GET /api/legal/documents / LegalAcceptance (backend) key every document's acceptance state off this front matter rather than a hand-maintained registry — this file needed the same two fields to be read by the same parser.
• 2026-09-17 — Restructured against the legal-tos-privacy/terms-of-service skill checklists; no fact changed, only what is stated and where. Renumbered every section (see this changelog for the old→new mapping used to fix cross-references in the four companion documents). Added: Section 2's "Agreement" definition; Section 4 (Account Registration and Security); Section 5 (Acceptable Use, incorporating the Cookies & Acceptable Use Policy, Part B, by reference); Section 8 (Data Ownership and Portability, gathering what were Sections 9.4 and 11.2); Section 9.2-9.3 (trademark statement, limited license grant); Section 13's opening sentence incorporating the Privacy Policy and DPA by reference; Section 14.3 (explicit "as is"/"as available" warranty disclaimer); Section 15.2 (carve-out preserving liability for gross negligence, willful misconduct, death or personal injury, and any liability mandatory law does not allow to be limited); Section 16 (Indemnification); Section 17 (Force Majeure, referencing article 1218 of the French Civil Code by number only); Section 19 (Miscellaneous: severability, entire agreement, no waiver, assignment, notices). Deliberately did not add an arbitration clause or class-action waiver from the terms-of-service skill's template: this Agreement already commits to French court jurisdiction (Section 18.2, unchanged since the initial draft), and layering mandatory arbitration on top would contradict that choice and its own enforceability under French law for a contract of this kind. Also did not add the skill's one-year contractual claim-limitation clause: shortening statutory prescription (article 2254 of the French Civil Code sets conditions and floors for that) needs counsel sign-off, not a copied default.
• 2026-09-17 — Owner decisions applied (no other fact changed): Section 1.1's VAT mention restated as "VAT not applicable — Art. 293 B of the French General Tax Code (franchise en base)" (wording only, same regime). Section 7.1 now states explicitly that Fees published on our pricing page are exclusive of VAT and any similar tax, which Polar adds at checkout. Section 3.2 now states explicitly that the free trial gives rise to no payment of any kind. Section 12.1 commits that the Service and Customer Data are hosted in the European Union. Section 15.1 clarifies the liability cap runs to you specifically (same amount, same 12-month window — wording only). Section 18.2's jurisdiction clause restated as the Commercial Court of Romans-sur-Isère (Tribunal de commerce de Romans-sur-Isère) — the court with jurisdiction over the Provider's registered office in Montélier, which itself has no commercial court of its own — subject to any mandatory rule of law that provides otherwise.
• 2026-09-17 — Owner decision applied: hosting provider resolved. Section 12.1 now names Scaleway SAS (Kubernetes infrastructure and document object storage, Paris region, France) and Neon, LLC (a Databricks, Inc. affiliate; managed PostgreSQL database, EU region) in place of the [HOSTING PROVIDER, COUNTRY] placeholder. Section 12.2's subprocessor list gained matching entries for both.
• 2026-09-19 — Owner decision, on counsel's advice: this document is now translated into French in full (loi Toubon art. 2 — an absence of a French version exposes a clause to inopposability against a French customer). New Section 21 ("Governing Language") states that the English text is the one that governs whenever a translation reads differently, so a translation always remains provided for comprehension only, never a second, competing agreement. No other fact changed.
• 2026-09-19 — Owner decision: implemented Regulation (EU) 2023/2854 (the "EU Data Act"), Chapter VI, following an audit that found the Service already substantively compliant (EU-only hosting, no switching fee, structured/standard export formats) but missing the formal contractual clauses Articles 25/26/28/29 require, plus one real gap the parallel billing work below closes. Added: Section 7.5 (precontractual no-switching-fee disclosure); Section 9 "Switching to a Different Provider (EU Data Act)" (Article 23/25/29 — notice, transitional period, exportable-data scope, end of switching, retrieval window, no fees); Section 10 "Interoperability and Data Formats" (Article 26/30 — API and export-format disclosure); Section 14.4 "International access transparency" (Article 28 — links to the new International Access Transparency page). Changed: Section 8.2 now describes the self-service full-data export (POST /api/companies/export, shipped alongside this update) in place of the former email-only request — the fact this section describes changed, not merely its wording. Section 13.3's first bullet now gives every Company, including one that never converted from trial, a minimum thirty (30)-day Retrieval Window before deletion (billing/lifecycle.ts's own MIN_RETRIEVAL_DAYS constant, shipped alongside this update) — closing the one concrete Data Act non-compliance the audit found: a never-paid trial's data used to be erased the instant its end-of-trial archive was sent, with no window to retrieve it at all. Deliberately did not add an arbitration/liquidated-damages regime for a failed switch, or a dedicated "portability fee" schedule: neither exists in this product and Article 29 already prohibits charging for the ordinary case. Renumbering (every section from 9 onward shifted by +2 to make room for the two new Sections 9-10, including the Section 21 "Governing Language" added by the same day's translation work, now Section 23): old 9→11 (Intellectual Property), 10→12 (Term, Cancellation and Termination), 11→13 (Suspension, Archive and Deletion), 12→14 (Hosting and Subprocessors), 13→15 (Data Protection and Security), 14→16 (Service Availability), 15→17 (Limitation of Liability), 16→18 (Indemnification), 17→19 (Force Majeure), 18→20 (Changes to These Terms and Governing Law), 19→21 (Miscellaneous), 20→22 (Contact), 21→23 (Governing Language). Every internal cross-reference in this document, and every "Terms of Service, Section X" cross-reference in the Privacy Policy, Data Processing Agreement, Legal Notice, and Cookies & Acceptable Use Policy, was updated to match.
• 2026-09-19 — Owner decision: the managed PostgreSQL database moves from Neon (AWS Europe, Frankfurt) to Scaleway SAS's own managed database offering, in the same Paris (France) region already used for the Kubernetes infrastructure and object storage, reached over Scaleway's private network rather than the public internet. Section 14.1 and 14.2's separate Scaleway and Neon entries are merged into one: Neon, LLC (a Databricks, Inc. affiliate) is no longer a subprocessor. No section renumbering.
• 2026-09-20 — Legal audit finding: Section 7.1 makes Polar the merchant of record for your subscription — you pay Polar, not us — while Section 17.1(b)'s liability cap read literally as the Fees "you actually paid us", which is zero once Section 7.1 is taken into account. A clause that empties an obligation of its substance risks being struck down entirely under article 1170 of the French Civil Code, leaving no cap at all rather than the intended one. Section 17.1(b) now caps liability at the total amounts you paid for your subscription in the twelve (12) months preceding the claim, whether paid to us directly or to Polar, as merchant of record, on our behalf — same amount, same twelve-month window, same carve-outs in Section 17.2. Only the cap's reference point changed.
• 2026-09-20 — Owner decision, on a legal audit finding: Section 20.1 promised at least thirty (30) days' notice before a change takes effect, while the product gave none — a commitment the product contradicted is worse than no commitment. Rather than build the delay, the owner removed what made immediate effect coercive: Section 20.1 now states that a change takes effect immediately on publication and you are notified, that until you accept a new version you keep full read access to Your Data and the ability to export it, indefinitely, with only write actions withheld, and that you may cancel your subscription under Section 12 at any time, without penalty, if you do not wish to accept. Withholding write access from a customer who has not accepted, without the retained read access and exit right stated here, is the shape of clause article 1171 of the French Civil Code and, between professionals, article L.442-1 of the French Commercial Code treat as a significant imbalance in a contract the other party cannot negotiate — stating the three together is what makes the immediate-effect rule defensible. No other part of Section 20 changed, and the unrelated thirty-day periods elsewhere in this document (Section 1.4's transfer notice, Section 9.2's switching Transitional Period, Section 9.5/13.3's Retrieval Window) are untouched.
• 2026-09-20 — Owner decision, on top of the same day's Section 20.1 rewrite above: immediate effect still let a change withhold write access from a Customer who had already paid for a subscription period running past publication — article 1103 of the French Civil Code (an agreement lawfully formed has the force of law between the parties) does not let a later, unilateral change reduce what was already bought under the version in force at payment. New Section 20.2 now holds a change back from a Company with a subscription period already in progress until the later of two dates: the first day of the calendar month following the change's publication, or that period's own renewal date — the calendar date gives everyone a single, predictable date to plan and be supported around, and the renewal date on top of it is what keeps a longer-running period (an annual plan, or one that renews late in the following month) from ever being cut short by the calendar date alone. Former Section 20.2 (Governing Law) is renumbered Section 20.3; no other change to Section 20. The exception is deliberately narrow: it does not extend to a Company with no subscription period in progress (still in its free trial, never subscribed) or already in the Section 13.1 suspension for non-payment — neither has a paid period for this Section to protect, and both keep Section 20.1's immediate effect exactly as before.
• 2026-09-20 — Owner decision: introduced a separate acceptance environment, used to validate a release before it reaches production and, during the beta programme, used by that programme's participants, hosted by the Provider himself, on his own infrastructure, in France — not by Scaleway. Section 14.1 no longer states that Scaleway hosts the Service and Customer Data without qualification: it now names Scaleway for the production environment specifically and discloses the acceptance environment as a second, France-based environment we operate ourselves, cross-referring the Privacy Policy, Section 4, for what happens to a beta participant's Customer Data. Section 14.2's Scaleway entry is scoped to the production environment, and gains a sentence stating the acceptance environment is hosted by us directly, not by a sub-processor. This is the fact this Agreement was missing, not a restatement: a beta programme participant's Customer Data does not, today, sit on Scaleway's infrastructure.