Terms of sale

Preamble

These terms of sale (the « Terms ») apply to every order placed with Revowind SRL (company number BE 0745.825.575), a Belgian company whose registered office is at Rue de la Mitingotte 19, 6640 Vaux-sur-Sûre, Belgium, for use of the Cephor service.

Any subscription or credit purchase means the Customer accepts these Terms without reservation.

Article 1 – Definitions

• « Cephor »: the intelligent conversational assistant (voice and text) that can be embedded on websites, published by Revowind SRL.
• « Customer »: any natural or legal person who subscribes to a paid Cephor plan or uses the service (including the free plan).
• « Subscription »: a contract for the successive supply of services taken out by the Customer (Basic, Starter and Business plans).
• « Credits »: the unit of consumption of the service. Credits are consumed according to use: voice conversations (per minute) and text conversations (per message generated by the AI). The scales are set out in the price list and may be specified on the platform.
• « Billing period »: the monthly period during which use of the service is counted and allocated credits are renewed (for paid plans).

Article 2 – Plans and prices

2.1 Plans and price list

The prices below are exclusive of tax. VAT is applied at payment under the rules in force (see article 4.4).

Cephor offers several plans suited to use (voice and text conversations):

2.2 How credits are consumed

Credits are deducted according to actual use: voice conversations (per minute of exchange) and text conversations (per message generated by the AI). The exact details are available on the platform and in your billing area. Unused credits at the end of a period are not carried over to the next period (unless a specific provision applies to the Enterprise plan).

2.3 Buying extra credits and automatic top-up

Depending on your plan, you can buy extra credits at the « extra credits » rate shown above. An automatic top-up can be turned on from your customer area: when your balance falls below a set threshold, a fixed amount is charged and converted into credits at your plan rate. The caps and conditions of automatic top-up are configurable and described on the platform.

2.4 Changes to prices

Prices may change. Any change to subscription prices will be notified to the Customer at least 15 days before it takes effect. The Customer may cancel the subscription if the new prices are not accepted.

The prices of extra credits and automatic top-up may be adjusted with 7 days' notice to reflect changes in our technology suppliers' costs.

As a startup, we work to keep prices competitive while ensuring the continuity and quality of our services.

Article 3 – Order and formation of the contract

3.1 Order process

A paid subscription is taken out as follows:

1. Create an account on the Cephor platform
2. Configure one or more Experiences (possible on the free plan)
3. Choose a subscription plan
4. Enter payment details
5. Confirm the order and accept the Terms of sale

3.2 Formation of the contract

The contract is formed on the date the Customer confirms the order, after accepting these Terms and after payment is confirmed.

3.3 Confirmation

A confirmation email summarising the subscribed plan is sent to the Customer.

Article 4 – Payment

4.1 Means of payment

Payments are made by card through our secure payment provider Stripe (PCI-DSS level 1 certified).

Accepted cards: Visa, Mastercard, American Express.

4.2 Subscription billing

• Monthly subscriptions (Basic, Starter, Business): billed on the first day of each monthly period, by automatic charge.
• Extra credits and automatic top-up: billed under the conditions shown on the platform (one-off purchase or automatic charge, as applicable).

4.3 Invoices

Invoices are available in your customer area and sent by email. They include the information required by Belgian law, including the VAT number.

4.4 VAT

The prices shown are exclusive of tax. Belgian VAT at 21% is applied in accordance with the rules in force. For business customers established in another EU Member State with a valid intra-Community VAT number, the reverse-charge mechanism applies.

4.5 Late payment

If payment is not made when due, and after a reminder that remains unanswered for 14 days:

• Late-payment interest applies at the Belgian statutory rate plus 2 points
• A fixed indemnity of €40 for recovery costs
• The service may be suspended until payment is made in full

Article 5 – Right of withdrawal

5.1 For consumers

Under articles VI.47 and following of the Belgian Code of Economic Law, the consumer has 14 calendar days from subscription to exercise the right of withdrawal, without having to give reasons or pay a penalty.

5.2 How to withdraw

To exercise this right, the consumer must notify the decision by an unambiguous statement:

• By email to: team@cephor.io
• By post: Revowind SRL – Rue de la Mitingotte 19 – 6640 Vaux-sur-Sûre, Belgium

5.3 Effects of withdrawal

If you withdraw, we will refund all payments received, less the value of the service actually provided (credits consumed, billed at the rate of the plan concerned or at the extra-credit rate), within 14 days of receiving the withdrawal notice.

5.4 Exception

Under article VI.53, 1° of the Code of Economic Law, the right of withdrawal cannot be exercised for services fully performed before the end of the withdrawal period if performance began with the consumer's prior express agreement.

5.5 For businesses

The right of withdrawal does not apply to customers acting in the course of their professional activity.

Article 6 – Term and renewal

6.1 Term

Subscriptions are entered into for an indefinite term with monthly billing periods. There is no minimum commitment.

6.2 Renewal

The subscription renews automatically each monthly period, unless the Customer cancels before the end of the current period.

Article 7 – Cancellation

7.1 Cancellation by the Customer

The Customer may cancel the subscription at any time from the customer area or by contacting us. Cancellation takes effect at the end of the current billing period.

The Customer keeps access to the service until the end of the paid period. Unused credits are not carried over or refunded.

7.2 Cancellation by Cephor

Cephor may cancel the subscription:

• If the Terms of use are breached
• If payment remains outstanding despite reminders
• In the event of fraudulent or abusive behaviour
• If the service is discontinued (with at least 3 months' notice and a pro rata refund where applicable)

7.3 Effects of cancellation

On cancellation:

• Access to the paid service is disabled
• Data is kept in accordance with our Privacy policy
• A data export can be requested before the account is closed

Article 8 – Changing the subscription

8.1 Moving to a higher plan

The Customer may at any time move to a plan that includes more credits. The change takes effect immediately. A pro rata amount of the previous plan is deducted from the new amount under the rules shown on the platform.

8.2 Moving to a lower plan

A move to a lower plan takes effect at the start of the next billing period.

Article 9 – Customer's obligations

The Customer agrees to:

• Provide accurate information on registration and keep it up to date
• Use the service for its intended purpose and in accordance with the Terms of use
• Pay amounts due on the agreed dates
• Ensure the websites comply (GDPR, information of visitors, and so on) and use the tools provided by Cephor accordingly

Article 10 – Cephor's obligations

Cephor agrees to:

• Provide the service in accordance with its description and these Terms
• Use reasonable means to ensure the availability and quality of the service (an obligation of means)
• Ensure the security and confidentiality of data
• Provide responsive customer support
• Inform the Customer of any significant change to the service or to prices

These are obligations of means, not of result. As a startup, Cephor does not guarantee absolute availability or specific results; the limits are set out in the Terms of use.

Article 11 – Warranties and limits

11.1 Statutory warranty

Under articles 1649bis and following of the Belgian Civil Code, the consumer benefits from the statutory conformity warranty for digital content and services.

11.2 Limits

As a startup using artificial-intelligence technologies that are constantly evolving, we cannot guarantee:

• A perfect understanding of every request by the AI
• The total absence of errors in answers or processing
• 100% availability of the service
• Commercial or other results for the User

We do undertake to keep improving our services and to resolve any reported problem promptly.

11.3 Limitation of liability

Cephor cannot be held liable for indirect damage (loss of turnover, loss of customers, harm to reputation, and so on). In any event, our total liability is limited to the amounts paid by the Customer over the previous 12 months.

Article 12 – Force majeure

Neither party is liable for failure to perform its contractual obligations if that failure results from force majeure within the meaning of article 5.226 of the new Belgian Civil Code, including:

• Natural disasters
• Acts of war or terrorism
• Pandemics
• Major failures of telecommunications networks
• Governmental or regulatory decisions
• Failures of infrastructure suppliers (hosting, AI, telephony, payment)

Article 13 – Intellectual property

The Customer acknowledges that Cephor remains the sole owner of all intellectual-property rights relating to the service. Payment of the subscription grants only a limited, non-exclusive and non-transferable right to use the service.

Article 14 – Data protection

The processing of personal data under these Terms is governed by our Privacy policy.

Article 15 – Complaints

For any complaint about our services or billing, the Customer may contact us:

• By email: team@cephor.io
• By post: Revowind SRL – Rue de la Mitingotte 19 – 6640 Vaux-sur-Sûre, Belgium

We undertake to acknowledge every complaint within 5 working days and to reply within a reasonable time.

Article 16 – Governing law and disputes

16.1 Governing law

These Terms are governed by Belgian law, and in particular by the Code of Economic Law for matters relating to consumer relations.

16.2 Amicable settlement

In the event of a dispute, the parties will try to find an amicable solution before any legal action.

16.3 Mediation

Under the Code of Economic Law, the consumer may use the Consumer Mediation Service free of charge:

List of consumer dispute-resolution bodies: https://consumer-redress.ec.europa.eu/dispute-resolution-bodies

16.4 Competent courts

If there is no amicable settlement or mediation, the courts of the judicial district of Luxembourg (Belgium) have exclusive jurisdiction.

For consumers, the mandatory territorial-jurisdiction rules of the Belgian Judicial Code apply.

Article 17 – Final provisions

17.1 Changes to the Terms

Cephor may change these Terms. Any material change affecting the Customer's rights or obligations will be notified at least 15 days before it takes effect. A Customer who does not accept the changes may cancel the subscription before they take effect.

Exceptions: changes may apply on shorter notice or immediately in the event of:

• A legal, tax or regulatory obligation
• An adjustment of extra-credit prices reflecting a change in our suppliers' costs
• The addition of new plans or options that do not affect existing plans
• The correction of clerical errors

17.2 Severability

If a clause of these Terms is held void, the other clauses remain applicable.

17.3 No waiver

Cephor's failure to exercise a right is not a waiver of that right.

17.4 Entire agreement

These Terms, together with the Terms of use and the Privacy policy, constitute the entire agreement between the Customer and Cephor.

Article 18 – Contact