Terms and conditions of use and sale

1. PURPOSE AND ACCEPTANCE

These Terms and Conditions of Use and Sale (hereinafter referred to as the “Terms and Conditions” or “T&Cs”) govern access to and use of the Cuevr SaaS platform (hereinafter referred to as the “Platform” or the “Service”), published by Aetherly.

Use of the Platform implies full and unconditional acceptance of these T&Cs. Any user who does not wish to accept these Terms and Conditions must refrain from using the Service.

The present Terms and Conditions are available at all times on the Platform and shall prevail over any other document.

2. DEFINITIONS

Aetherly: Simplified joint-stock company (SAS) with a share capital of €5,000, registered with the Nantes Trade and Companies Register under number 941 153 561, with its registered office located at 9 rue Orion, 44115 Basse-Goulaine, France, represented by Nicolas Delignières, President.

Client: Any legal entity subscribing to a Cuevr Platform subscription for the purposes of its professional activity.

User: Any natural person authorized by the Client to access and use the Platform under the subscribed Subscription.

Platform or Service: Cuevr SaaS solution enabling the creation, optimization, and management of sales proposals, accessible online via the web interface.

Subscription: The right to access and use the Service for a specific period, subject to payment of the agreed Price.

User Content: All data, texts, documents, proposals, and other materials created, imported, or generated by the Client and Users through the Platform.

Free Trial: A 14-day free trial period allowing the Client to test the Platform’s features prior to subscribing.

3. REGISTRATION AND ACCESS

3.1 Account Creation

Access to the Service requires the creation of a Client account. During registration, the Client agrees to provide accurate, complete, and up-to-date information.
The Client is responsible for maintaining the confidentiality of its login credentials and for all activities carried out through its account.

3.2 User Management

The Client may create User accounts for team members. The Client remains responsible for the use of the Service by all Users and undertakes to ensure that they comply with these T&Cs.

3.3 Security

Aetherly implements technical and organizational security measures to protect access to the Service. However, the Client acknowledges that no system is completely infallible and that Aetherly cannot guarantee absolute security.

4. FREE TRIAL AND SUBSCRIPTION

4.1 Free Trial Period

A 14-day Free Trial is offered to new Clients. Activation of the Free Trial requires valid payment information.

At the end of the Free Trial period, unless the Client cancels before the expiration date, the monthly or annual Subscription will be automatically activated and billed according to the plan selected during registration.
The Client may cancel the Free Trial at any time before its expiration, without commitment or fees.

4.2 Subscription Plans

Subscriptions are offered under two plans:

Monthly Subscription: No long-term commitment, automatically renewed each month.
Annual Subscription: A fixed 12-month commitment, automatically renewed for successive 12-month periods.

The number of authorized Users depends on the Subscription plan selected.

4.3 Activation of the Service

The Service is activated upon payment confirmation and successful registration. The Client will receive a confirmation email containing login credentials.

5. PRICING AND PAYMENT

5.1 Prices

The applicable prices are those in effect on the date of Subscription, as indicated on the Platform or in any commercial documentation provided to the Client.
All prices are stated in euros, exclusive of taxes (VAT excluded). The applicable VAT will be added in accordance with current legislation.

5.2 Payment Terms

Payment shall be made by credit card or SEPA direct debit, depending on the payment method chosen by the Client during Subscription.

For monthly Subscriptions, payment is made monthly, on the anniversary date of the Subscription.
For annual Subscriptions, payment is made in full for the 12-month period.

5.3 Late or Non-Payment

In the event of late or non-payment, Aetherly reserves the right to suspend access to the Service until full payment is received.
Late payments will incur penalties at a rate three times the legal interest rate, as well as a fixed indemnity of €40 for collection costs.

5.4 Price Adjustments

Aetherly reserves the right to modify its prices at any time. Any price increase will be notified to the Client by email at least sixty (60) days before taking effect.

In case of a price increase exceeding 10% of the current Subscription rate, the Client may terminate the Subscription without penalty within 30 days following notification.

New prices will apply at the next Subscription renewal date.

6. INTELLECTUAL PROPERTY

6.1 Ownership by Aetherly

The Cuevr Platform, including but not limited to its architecture, source code, user interface, features, templates, algorithms, AI prompts, and methodology, constitutes a protected work under intellectual property laws and is the exclusive property of Aetherly.

The Client is granted only a personal, non-exclusive, non-transferable right to use the Platform within the scope of their Subscription and in accordance with these Terms and Conditions.

Any reproduction, representation, modification, adaptation, or exploitation of the Platform, in whole or in part, by any means whatsoever, without Aetherly’s prior written consent, is strictly prohibited and shall constitute an infringement as defined and sanctioned under Articles L.335-2 et seq. of the French Intellectual Property Code.

6.2 Ownership of User Content

The Client remains the sole and exclusive owner of the User Content (sales proposals, client data, qualification notes, etc.) created, imported, or generated through the Platform.

The Client grants Aetherly a limited, non-exclusive, revocable license to use User Content strictly as necessary for the provision of the Service (hosting, processing, display, backup).

Aetherly undertakes not to sell, transfer, or disclose User Content to third parties, except as required by law or with the Client’s express consent.

6.3 Anonymized Usage Data

Aetherly may collect and analyze anonymized and aggregated usage data (login statistics, feature usage, performance metrics) for the purposes of Service improvement, analytics, and research.
Such anonymized data shall not, under any circumstances, enable the direct or indirect identification of the Client or its Users.

7. PERSONAL DATA (GDPR)

7.1 Data Controller

Aetherly, as data controller, collects and processes the personal data of Clients and Users in accordance with the General Data Protection Regulation (GDPR) and the French Data Protection Act (“Informatique et Libertés”).

The Data Protection Officer (DPO) is Nicolas Delignières, reachable at: dpo@cuevr.com

7.2 Data Collected

The personal data collected includes, without limitation:

Identification data: name, surname, position, email, phone number
Connection data: login logs, IP address, browsing data
Billing data: billing address, payment information (processed by a secure payment service provider)

7.3 Purposes of Processing

Personal data is collected and processed for the following purposes:

Managing User accounts and providing the Service
Billing and commercial relationship management
Technical support and customer service
Service improvement and statistical analysis (anonymized data)
Compliance with legal and regulatory obligations

7.4 Subprocessors and Transfers Outside the EU

To provide the Service, Aetherly uses subprocessors, including:

Scaleway (France): data hosting
OpenAI (United States): AI processing
Google (United States): AI processing

Data transfers to the United States are governed by the Standard Contractual Clauses (SCCs) approved by the European Commission and by the subprocessors’ compliance commitments.

The Client is hereby informed of and expressly agrees to such data transfers outside the European Union in the context of using the Service.

7.5 Data Subjects’ Rights

In accordance with the GDPR, Users have the following rights:

Right of access to personal data
Right to rectification of inaccurate or incomplete data
Right to erasure (“right to be forgotten”)
Right to restriction of processing
Right to data portability
Right to object to processing

These rights may be exercised by contacting the DPO at dpo@cuevr.com. A response will be provided within one month.
In case of difficulty, Users may file a complaint with the CNIL (Commission Nationale de l’Informatique et des Libertés).

7.6 Retention Period

Personal data is retained for the entire duration of the Subscription, then for a maximum of 30 days following account termination, unless longer retention is required by law (e.g., billing data retained for 10 years).

8. USE OF SERVICE AND LIMITATIONS

8.1 Authorized Use

The Service is intended exclusively for professional use. The Client agrees to use the Platform in compliance with these Terms and Conditions, applicable laws and regulations, and recognized standards of business ethics.

8.2 Client Obligations

The Client agrees, in particular, to:

Not use the Service for unlawful, fraudulent, or unethical purposes
Not attempt unauthorized access to Aetherly’s or third parties’ systems
Not perform reverse engineering, decompilation, or disassembly of the Platform
Not use the Service to distribute offensive, defamatory, or infringing content
Not disrupt or overload the Service or Aetherly’s infrastructure
Not resell, rent, or transfer access to the Service without Aetherly’s prior authorization

8.3 Suspension for Abusive Use

In the event of a breach of these Terms and Conditions or clearly abusive use of the Service, Aetherly reserves the right to suspend access immediately, without notice or compensation, until the issue is resolved.

Such suspension does not entitle the Client to any refund or compensation.

9. LIABILITY AND WARRANTIES

9.1 Best-Effort Obligation

Aetherly agrees to use reasonable efforts to provide a high-quality Service. However, given the nature of online services and technical constraints inherent to the internet, Aetherly cannot guarantee absolute and uninterrupted availability.

No formal Service Level Agreement (SLA) is offered at this stage, but Aetherly will use its best efforts to ensure performance, availability, and security.

9.2 Liability for User Content

The Client is solely responsible for any User Content created, imported, or generated through the Platform and for its use.

Aetherly provides AI-assisted tools for creating sales proposals (content generation, suggestions, scoring). These features are provided for assistance and recommendation purposes only.

The Client expressly acknowledges that Aetherly cannot be held liable for:

The accuracy, relevance, or compliance of User Content generated on the Platform
Commercial consequences resulting from the use of User Content (lost sales, unsigned contracts, business losses, etc.)
The content of sales proposals sent to the Client’s prospects
Errors, omissions, inaccuracies, or inappropriate material in User Content

The Client remains solely responsible for reviewing, validating, and customizing all User Content before use or distribution.

AI-generated suggestions may occasionally be inaccurate, incomplete, or inappropriate. The Client acknowledges this limitation inherent to AI technologies and agrees to exercise professional judgment when using the Service.

9.3 General Limitation of Liability

Aetherly’s liability shall be limited to direct and foreseeable damages resulting from proven breaches of its essential contractual obligations.

In any case, Aetherly’s total liability, all causes combined, shall be strictly limited to the total amount paid by the Client for the Subscription during the 12 months preceding the event giving rise to the claim.

Aetherly shall not, under any circumstances, be held liable for indirect damages, including but not limited to:

Loss of revenue, customers, opportunities, or profits
Business interruption or commercial damages
Reputational or image harm
Data loss (subject to Aetherly’s backup obligations)

9.4 Exclusion of Warranties

Aetherly does not warrant that the Service will be error-free, bug-free, or uninterrupted. The Service is provided “as is” and “as available.”

Aetherly shall not be liable for malfunctions caused by:

The Client’s equipment or internet connection
Force majeure events or circumstances beyond Aetherly’s reasonable control
Third-party actions (cyberattacks, malicious acts, etc.)
Improper use of the Service by the Client or its Users
Use of obsolete or incompatible browsers or operating systems

10. AVAILABILITY AND SERVICE UPDATES

10.1 Maintenance and Interruptions

Aetherly reserves the right to perform maintenance, updates, or improvements to the Platform, which may temporarily interrupt the Service.

Whenever possible, Aetherly will schedule such operations outside business hours and inform the Client in advance via email or Platform notification.
Emergency maintenance or security patches may occur without prior notice.

10.2 Feature Updates

Aetherly reserves the right to evolve the Platform at any time, including by adding, modifying, or removing features, to improve the Service or comply with technological or regulatory developments.

Such updates do not entitle the Client to any refund or compensation, except in cases where they cause a substantial and lasting degradation of essential features.

Clients will be informed of major updates by email or via the Platform.

10.3 Technical Support

Aetherly provides Clients with technical support via email or live chat under the following conditions:

Business hours: Weekdays, 9 a.m. – 6 p.m. (Paris time)
Initial response time: Within 48 business hours

Technical support does not include training, consulting, or assistance on the Client’s business-specific issues.

11. TERM AND TERMINATION

11.1 Term

The Subscription takes effect on the date of subscription and is concluded for the period chosen by the Client:

Monthly Subscription: Indefinite duration, automatically renewed on a monthly basis
Annual Subscription: 12-month term, automatically renewed for successive 12-month periods

11.2 Termination by the Client

Monthly Subscription
The Client may terminate the monthly Subscription at any time, without cause, effective at the end of the current billing period.
Termination must be notified at least seven (7) days before the monthly renewal date.
No refund will be issued for the current billing period.

Annual Subscription
For annual Subscriptions, the Client commits to a firm 12-month period. In case of early termination, the Client remains liable for the full annual amount and retains access to the Service until the end of the 12-month period.
No refund will be granted in case of early termination of an annual Subscription, except as expressly provided in these Terms and Conditions (e.g., a price increase greater than 10%).

Non-Renewal
To avoid renewal of an annual Subscription, the Client must notify Aetherly of its decision at least 30 days before the annual renewal date.
Otherwise, the Subscription will automatically renew for another 12-month term.

11.3 Termination by Aetherly

Aetherly may terminate the Subscription automatically, with immediate effect and without compensation, in the following cases:

Non-payment by the Client after a 15-day formal notice remains unanswered
Serious or repeated breach of these Terms and Conditions by the Client
Cessation of business, liquidation, or insolvency of the Client
Fraudulent or abusive use of the Service

In case of termination due to the Client’s fault, no refund of amounts paid will be made.

11.4 Consequences of Termination

Upon termination, the Client’s and Users’ access to the Service will be immediately disabled.

The Client has 30 days following termination to export and retrieve its User Content from the Platform. After this period, Aetherly will permanently delete all User Content without the possibility of recovery.

Billing data will be retained for the legally required period of 10 years.

12. CONFIDENTIALITY

12.1 Confidentiality Commitment

Each party agrees to keep strictly confidential all confidential information of the other party obtained in connection with the execution of these Terms and Conditions.

Confidential information includes all technical, commercial, financial, or strategic data, regardless of format, communicated by one party to the other.

12.2 Exceptions

Information shall not be considered confidential if it:

Is already public at the time of disclosure or becomes public without breach of this clause
Was lawfully known to the receiving party prior to disclosure
Is lawfully obtained from a third party without confidentiality restrictions
Is required to be disclosed by a competent judicial or administrative authority

12.3 Duration

The confidentiality obligation remains in effect throughout the duration of the Subscription and for five (5) years following its termination.

13. GOVERNING LAW AND DISPUTE RESOLUTION

13.1 Governing Law

These Terms and Conditions are governed by and construed in accordance with the laws of France.

13.2 Mandatory Mediation

In the event of any dispute or disagreement relating to the interpretation, performance, or termination of these Terms and Conditions, the parties agree to first seek an amicable solution.

If no amicable resolution is reached within 30 days following written notification of the dispute (by registered letter with acknowledgment of receipt), the parties shall submit the dispute to mandatory mediation before initiating legal proceedings.

The mediation will be conducted by a mutually agreed mediator or, failing agreement, by the Paris Center for Mediation and Arbitration (CMAP).
Mediation costs shall be shared equally between the parties, unless otherwise agreed.

13.3 Jurisdiction

If no amicable agreement or mediation settlement is reached, all disputes relating to the validity, interpretation, execution, or termination of these Terms and Conditions shall fall under the exclusive jurisdiction of the Commercial Court of Nantes (France), notwithstanding multiple defendants or third-party claims.

14. MISCELLANEOUS

14.1 Severability

If any provision of these Terms and Conditions is declared invalid or unenforceable by a court of competent jurisdiction, the remaining provisions shall remain in full force and effect.

14.2 No Waiver

The failure of Aetherly to enforce any provision of these Terms and Conditions at any time shall not be construed as a waiver of such provision or of its right to enforce it later.

14.3 Entire Agreement

These Terms and Conditions constitute the entire agreement between the parties and supersede any prior written or oral agreements regarding the same subject matter.

14.4 Amendment of Terms and Conditions

Aetherly reserves the right to modify these Terms and Conditions at any time.
Any modification will be notified to the Client by email and/or Platform notification at least 30 days prior to taking effect.

The Client will have 30 days to accept the new Terms or terminate the Subscription without penalty. Continued use of the Service after the effective date of the amended Terms constitutes acceptance of the new conditions.

14.5 Assignment

The Client may not assign or transfer its rights and obligations under these Terms and Conditions without Aetherly’s prior written consent.

Aetherly reserves the right to assign or transfer all or part of its rights and obligations in connection with a reorganization, merger, acquisition, or sale of business.

15. CONTACT INFORMATION

Publisher of the Cuevr Platform:
Aetherly
Simplified Joint-Stock Company (SAS) with a share capital of €5,000
Registered Office: 9 rue Orion, 44115 Basse-Goulaine, France
RCS Nantes 941153561
EU VAT number: FR21941153561
Legal Representative: Nicolas Delignières, President
Email: contact@cuevr.com

Data Protection Officer (DPO):
Nicolas Delignières
Email: dpo@cuevr.com

Hosting Provider:
Scaleway SAS
8 rue de la Ville l’Évêque, 75008 Paris, France
Phone: +33 (0)1 84 13 00 00

Last updated: October 24, 2025
Version: 1.0

By checking the box “I accept the Terms and Conditions of Use and Sale” during registration, the Client acknowledges having read, understood, and unconditionally accepted these Terms and Conditions.