Terms and conditions of sale and use

01Preamble and acceptance

These Terms and conditions of sale and use (hereinafter the “Terms”) constitute the contract between SynapTIQ Inc. (hereinafter “the Publisher”, “we”, “our”) and any natural person of full age acting on behalf of a business (hereinafter “the Client”, “you”, “your”) who subscribes to the AvisPilot service (hereinafter “the Service”).

Creating an account on AvisPilot and taking out any subscription constitutes full and unreserved acceptance of these Terms. The applicable Terms are those in force on the date of subscription.

02Definitions

• Service: the AvisPilot platform accessible online, its features, its website and its APIs.
• Account: the Client's personal space allowing access to the Service after authentication.
• Organization: the legal entity attached to the Account, under which Locations are managed.
• Location: a point of sale, branch or business entity attached to the Organization for the purpose of tracking customer reviews.
• Subscription: the pricing plan taken out by the Client (Starter or Pro), or the tailor-made offer agreed beyond the quotas of the public price list.
• Review: a public assessment left by a customer on one of the connected review platforms (Google Business Profile, and so on).

03Purpose

The purpose of these Terms is to define the conditions under which the Publisher provides the Service to the Client, as well as the respective rights and obligations of the parties.

04Description of the service

AvisPilot is a SaaS (Software as a Service) offering that allows local businesses to manage their online reputation:

• Bringing together customer reviews from the connected platforms.
• Automatic triage and prioritisation of sensitive reviews.
• AI-assisted generation of reply drafts.
• Approval and publishing workflow for replies.
• Analytics dashboard, Excel exports and PDF reports (monthly, weekly).
• Multi-user management with roles (owner, administrator, editor).

The Service is provided “as is”, evolves regularly with new features, and may occasionally be interrupted for maintenance (notified where possible).

05Sign-up and account

Signing up for the Service requires:

• A valid email address.
• The choice of a subscription plan.
• Registration of a valid payment method through our provider Stripe (captured but not charged during the trial period).
• Express acceptance of these Terms and of the Privacy policy.

The Client warrants the truthfulness and accuracy of the information provided at sign-up, as well as the confidentiality of their credentials. Any use of the Account is deemed to be made by the Client themselves.

06Free trial period

All new subscriptions benefit from a free trial period of 14 days from the creation of the Account. During this period:

• The Client has access to all the features of the chosen plan.
• No charge is made to the registered payment method.
• The Client may cancel freely, at no cost and without giving reasons, at any time from their subscription management page.

At the end of the trial period, the subscription is automatically billed and renewed in accordance with article 8, unless cancelled beforehand.

07Prices and payment terms

Prices are shown in Canadian dollars (CAD), excluding the taxes applicable in the Client's jurisdiction (GST/QST in Québec, local taxes elsewhere). Taxes are calculated and added automatically by our provider Stripe at invoicing time. Invoicing is carried out in Canadian dollars regardless of the Client's country; any conversion fees charged by the Client's bank remain payable by the Client.

Payment is made exclusively by payment card through our payment provider Stripe, certified PCI-DSS level 1. No card information is stored by SynapTIQ Inc.. The first invoice is issued at the end of the trial period, then every month on the same date.

In the event of a failed payment, the Service continues to be provided for a grace period allowing the Client to update their payment method. Failing regularisation, access to the Service may be suspended, without prejudice to the recovery of the amounts due.

08Term, renewal and cancellation

The subscription is taken out for an indefinite term and renews monthly by tacit renewal from the end of the trial period.

The Client may cancel their subscription at any time from their billing page (Stripe portal, accessible from the Account settings). Cancellation takes effect at the end of the current billing period. No pro-rata refund is made for the remaining days.

The Publisher reserves the right to terminate a Client's Account, without notice and without compensation, in the event of a serious breach of these Terms (in particular fraudulent use, persistent non-payment, or an attack on the security of the Service).

09Right of withdrawal (EU consumer clients)

In accordance with Directive 2011/83/EU on consumer rights, any Client residing in the European Union and acting as a consumer (and not as a professional) has a period of 14 calendar days from subscription to exercise their right of withdrawal, without penalty and without giving reasons.

Where the right of withdrawal is exercised after performance of the Service has begun (access and use), SynapTIQ Inc. may retain an amount proportionate to the actual use. The request is made by email to contact@synaptic-inc.ca with an explicit mention of the right invoked.

As AvisPilot is a service intended primarily for professionals (B2B), this right applies exceptionally. The 14-day free trial period is designed to allow a full evaluation with no commitment.

10The Publisher's obligations

The Publisher undertakes to:

• Provide the Service with reasonable availability, as an obligation of means.
• Implement appropriate technical and organisational measures for data security (encryption, backups, access control).
• Inform the Client of any security incident affecting their data within 72 hours (in accordance with the GDPR).
• Comply with the Privacy policy in force.
• Notify any substantial change to the Terms at least 30 days before it takes effect.

11The Client's obligations

The Client undertakes to:

• Use the Service in accordance with these Terms and with applicable law.
• Not attempt to access unauthorised resources, nor to compromise the security or integrity of the Service.
• Not use the Service to publish or generate unlawful, defamatory, harassing or fraudulent content.
• Comply with the terms of use of the connected third-party platforms (Google Business Profile, and so on).
• Keep their billing information and payment method up to date.
• Take final responsibility for the content of the replies published through the Service, including those generated with the assistance of artificial intelligence.

12Intellectual property

The Service, its source code, its interfaces, its databases, its editorial content, its logos and trademarks are the exclusive property of SynapTIQ Inc. and protected by the applicable intellectual property laws.

The subscription grants the Client a personal, non-exclusive and non-transferable right to use the Service for the duration of the subscription. Any reproduction, modification, decompilation, resale or distribution is prohibited without prior written authorisation.

The Client retains all rights over the content they publish (replies, notes, location information) and warrants that they hold all the rights necessary to use it within the Service.

13Personal data

The processing of personal data is governed by our Privacy policy, which complies with the GDPR, Québec's Law 25 and Canada's federal PIPEDA.

14Confidentiality

Each party undertakes to keep confidential the sensitive information exchanged in the performance of the contract, except where disclosure is required by law. This obligation continues for 3 years after the end of the contract.

15Limitation of liability

The Service is provided as an obligation of means. SynapTIQ Inc. cannot be held liable for:

• Temporary interruptions of the Service due to maintenance, updates or technical incidents at third-party providers (Stripe, Google, the host).
• The content of reviews published on third-party platforms, nor the content of replies published by the Client.
• Operational decisions taken by the Client on the basis of the analyses, reports or AI suggestions provided by the Service.
• Indirect losses (loss of revenue, loss of image, loss of custom).

In any event, and save in cases of wilful misconduct, gross negligence or personal injury, the total aggregate liability of SynapTIQ Inc. under these Terms may not exceed the amounts actually paid by the Client during the 12 months preceding the triggering event.

16Force majeure

Neither party may be held liable for a failure to perform its obligations resulting from an event of force majeure as defined by the applicable case law (natural disasters, armed conflict, pandemics, widespread failure of the internet network, and so on).

17Changes to these terms

SynapTIQ Inc. reserves the right to amend these Terms at any time. Any substantial change will be notified to the Client by email at least 30 days before it takes effect. Continuing to use the Service after that date constitutes acceptance of the new Terms. If the Client disagrees, they may cancel their subscription freely.

18Governing law and jurisdiction

These Terms are governed by the law applicable in the province of Québec, Canada, in particular the Civil Code of Québec and the Consumer Protection Act where the latter applies.

Any dispute relating to the interpretation or performance of these Terms falls within the exclusive jurisdiction of the Tribunaux du district judiciaire de Québec, subject to the mandatory provisions applicable to consumers residing in the European Union or elsewhere.

Before bringing any legal action, the parties will endeavour to resolve their dispute amicably through direct negotiation or mediation.

19Contact details

For any question about these Terms:

SynapTIQ Inc. — NEQ 1180925183
7777 Avenue du Château-de-Chambord, Québec (Québec) G1H 4G9, Canada
Email: contact@synaptic-inc.ca
or through our contact form.