General Terms and Conditions of Sale - Orchesia

Version 1.1: June 8, 2026

LEGAL NOTICE

Publisher: EI Pierre ABOUCAYA (Orchesia), sole proprietor registered with the RNE, SIREN 942 838 244 - SIRET (registered office) 942 838 244 00013.

SIREN: 942 838 244 - SIRET (registered office) 942 838 244 00013.

Registered office: 8 rue du Pont de l'Abbaye, 59520 Marquette-lez-Lille (France).

Intra-community VAT number: FR 79942838244

Contact: contact@orchesia.com

Service: https://app.orchesia.com/app

PREAMBLE

These General Terms and Conditions of Sale (hereinafter the "GTCS") are intended to define the terms under which Orchesia publishes, markets, and provides paid access to its Orchesia web application, available at the following URL: https://app.orchesia.com/app.

Orchesia is a visual and collaborative project management SaaS software solution, offering a combined approach using mind maps (WBS) and dependency diagrams, making it possible to structure, plan, and monitor projects in an intuitive way.

Full access to the Service is based on a system of named paid accesses ("seats"), assigned to an identified User:

• one Administrator seat, assigned upon creation of a workspace;
• User seats (collaborators), allowing other members to collaborate;
• Visitor accesses included in the selected plan, granting limited access according to rights defined by the Administrator and within the limits of the quotas specified in Article 2.3.

The price of each Administrator/User seat varies depending on the type of workspace (Standard or Premium). Sales are made exclusively online via the Orchesia platform and entitle the customer to a subscription (monthly and, where applicable, annual), the billing and renewal terms of which are specified herein.

A free thirty (30)-day trial period is offered to each new user. Its terms, as well as the choice offered at its end between subscribing to a paid offer and switching to the free offer, are specified in Article 2.8 and in the Terms of Service.

These GTCS apply from the first paid subscription of a seat, whether the user acts as a professional (B2B) or a consumer (B2C). The user acknowledges having read and accepted these GTCS and the Terms of Service without reservation prior to any subscription.

SECTION 0 - DEFINITIONS

Article 0.1 - "Orchesia" or "the Service"

Refers to the software platform published by Orchesia, available at the following URL: https://app.orchesia.com/app, including all visual and collaborative project management features, as well as associated services (hosting, maintenance, and technical support).

Article 0.2 - "User"

Refers to any natural person who has created an account on Orchesia, whether or not they benefit from paid access. Each user has personal credentials enabling access to their personal space and, where applicable, to the workspaces to which they are assigned.

Article 0.3 - "Workspace"

Refers to a collaborative environment created on Orchesia, allowing project creation, planning, and management. Each workspace is managed by an Administrator, who may invite Users or Visitors according to the rights granted.

Article 0.4 - "Seat"

Refers to a right of access to the Service, free or paid, assigned to an identified User and associated with a Workspace. The seat type determines access and collaboration rights within the relevant Workspace. A paid seat is subject to a subscription with automatic renewal under these GTCS; a free seat is governed by the Terms of Service (free offer).

Article 0.5 - "Administrator"

Refers to the User who creates a Workspace, manages its settings, accesses, member rights, and related payments. The Administrator has the broadest rights within the Workspace they created.

Article 0.6 - "User (collaborator)"

Refers to the person invited to collaborate on one or more projects within a Workspace. They have full access to Orchesia features within the scope of projects to which they are added or that they created.

Article 0.7 - "Visitor"

Refers to a person with restricted access to a Workspace, limited to viewing and adding comments, without the ability to create or edit projects. Visitors are included in plans within the quota limits defined in Article 2.3 and are not billed per seat.

Article 0.8 - "Subscription"

Refers to the paid agreement entered into between the user and Orchesia for the use of one or more seats. The Subscription is monthly or annual (with commitment), and billed in advance for the current period.

Article 0.9 - "Professional Client"

Refers to any natural or legal person using the Orchesia Service as part of their professional activity (company, freelancer, corporation, association, etc.).

Article 0.10 - "Consumer Client"

Refers to any natural person using the Service for personal or non-professional purposes, within the meaning of the French Consumer Code.

Article 0.11 - "Approval Date"

The date and time (Europe/Paris timezone) at which the Administrator validates in the interface the addition of a paid seat (or any offer change). The application timestamp is authoritative.

Article 0.12 - "Billing Period"

Unless otherwise stated, the monthly period runs from the subscription date (included) to the day before the same date of the following month ("date-to-date" model). For annual subscriptions, the period runs from the subscription date (included) to the day before the same date of the following year.

Article 0.13 - "AI Credits"

Refers to consumption units associated with artificial intelligence assistance integrated into the Service, enabling, in particular, assisted project generation and suggestions of subtasks or dependencies. AI Credits are allocated by Workspace, within the quota included in the subscribed offer, and are renewed each Billing Period in accordance with Article 2.10.

SECTION 1 - SCOPE AND ACCEPTANCE

Article 1.1 - Purpose and scope

These GTCS define the conditions under which Orchesia markets paid access to its seats (Administrator, User), allowing use of the Service as defined in the Terms of Service. They apply to any order, subscription, or renewal of a paid seat made via https://app.orchesia.com/app. The GTCS do not apply during the free trial period provided when creating an account, which is governed exclusively by the Terms of Service. The same applies to the free offer proposed at the end of the trial, governed by the Terms of Service.

Article 1.2 - Link between Terms of Service and GTCS

The Terms of Service govern access, browsing, and general use of the Service. The GTCS supplement the Terms of Service by setting out the commercial, financial, and contractual aspects relating to paid seats. In case of contradiction, the GTCS prevail for billing, duration, termination, and the Client's financial obligations.

Article 1.3 - Acceptance

Any subscription to a paid seat implies full and unconditional acceptance of the GTCS and Terms of Service. Before payment validation, the user ticks the box: "I have read and accept Orchesia's GTCS and Terms of Service." This action constitutes express, free, and informed acceptance, having the same value as a handwritten signature. No subscription may be finalized without this prior validation.

Article 1.4 - No unilateral modification by the Client

The GTCS may not be unilaterally modified by the Client. Any contrary condition imposed by the Client shall be deemed unwritten, unless accepted in writing by Orchesia.

Article 1.5 - Governing law, language, enforceability

The GTCS are written in French and governed by French law. Only the French version is authoritative. The GTCS applicable are those in force on the date of subscription or renewal of the Subscription. Each version of these GTCS is identified by a version number and date. This number makes it possible to identify the version applicable on the date of subscription or renewal of the Subscription.

Article 1.6 - Evidence and electronic signature

The Client acknowledges the evidentiary value of electronic records (application logs, timestamps, email confirmations, validation clicks) produced by Orchesia and/or its service providers, which are binding between the parties unless proven otherwise. Electronic signature and click acceptance constitute valid forms of proof of consent and contract formation.

SECTION 2 - OFFERS AND SERVICE DESCRIPTION

Article 2.1 - Nature of the Service

Orchesia offers an online visual and collaborative project management SaaS Service. The Service enables the creation and management of shared Workspaces composed of projects, tasks, and dependencies, as well as collaboration among multiple Users. It includes artificial intelligence assistance enabling, depending on the subscribed offer and within the limits of AI Credits, assisted project generation and suggestions of subtasks or dependencies. Full access to collaborative features is conditional upon subscription to one or more paid seats.

Article 2.2 - Access types

Access to a Workspace is based on named seats assigned to Users. Each type grants distinct rights:

• 2.2.1 - "Administrator" seat: management of settings, rights, payments, and members; contractual and financial responsibility for the Workspace.
• 2.2.2 - "User" seat (collaborator): full access to features within the scope of projects to which they are added or that they created.
• 2.2.3 - "Visitor" access: restricted access (viewing + comments) included in the plan, not billed per seat, within the quotas of Article 2.3. Visitors may be converted into Users by the Administrator (in which case billing will apply as from status conversion).

Article 2.3 - Available offers and plans

Orchesia offers two Workspace levels, each providing access to a specific set of features and resources:

Indicative pricing:

• Standard: 15 € incl. VAT / month / User for the 1st and 2nd seats; 7 € incl. VAT / month / User for the 3rd to 5th seats.
• Premium: 25 € incl. VAT / month / User for the first 5 seats; 15 € incl. VAT / month / User for the 6th to 20th seats.
• Additional Visitor seat (Standard): 2 € incl. VAT / month per visitor above the included quota.
• Additional Visitor seat (Premium): 4 € incl. VAT / month per visitor above the included quota.

These prices may be adjusted at any time by Orchesia, subject to prior notice in accordance with Article 2.6.

Article 2.4 - Duration and renewal

Subscriptions are entered into for an initial term of one (1) month, renewable by automatic monthly renewal, unless terminated before expiry from the dedicated interface or, failing that, by registered letter with acknowledgment of receipt or by email with acknowledgment of receipt.

Article 2.5 - Subscription changes

The Administrator may at any time:
(i) add additional seats with pro rata temporis billing for the current Billing Period;
(ii) remove seats effective at the end of the current Period.
Adjustments are reflected on the next invoice.

Adding seats during a Period. Any seat added during a Billing Period is billed pro rata temporis from the Approval Date until the end of said Period. The corresponding amount is added to the next invoice. Orchesia reserves the right to perform a payment pre-authorization corresponding to the prorated amount of the added seat(s). In case of pre-authorization failure, seat addition is suspended until the payment method is regularized. This pre-authorization constitutes a payment guarantee and may be automatically charged when the next invoice is issued or in case of non-renewal of the Subscription before its due date. In case of payment default or cancellation of the payment method before that date, Orchesia may immediately invoice the amount due for added seats and suspend access to the corresponding workspace without prior notice.

Removing seats. Seat removal takes effect at the end of the current Billing Period. No pro rata refund is due for the started period.

Offer change (upgrade/downgrade). The Administrator may request an offer change at any time. In case of an upgrade (switch to a higher plan), the corresponding price difference is calculated pro rata temporis from the approval date to the end of the current Billing Period and added to the next invoice. Switching from a Premium offer to a Standard offer is not possible, as data, features, and project volumes associated with the Premium offer exceed the technical limits of the Standard offer. Any request to return to a lower offer requires prior deletion or archiving of excess items, as well as Orchesia's express written consent, without Orchesia being obliged to grant it.

AI Credits in case of upgrade. In the event of a switch from the Standard offer to the Premium offer, the new AI Credits cap (two hundred fifty (250) AI Credits per Period) applies on the next quota renewal, on the due date of the current Billing Period (or, during trial, on the trial end date). No additional credits are granted immediately on the upgrade date.

Timezone and timestamps. Pro rata calculations, validations, and due dates are established on the Europe/Paris timezone basis; Period end is set at 23:59:59 on that day.

Article 2.6 - Modification of offers and prices

Orchesia may modify: (i) the structure of its offers (Workspaces, features, access types), (ii) prices, (iii) access or use conditions. Any substantial change will be subject to prior notice (in-app, website, or email). New conditions apply as from subscription renewal.

Article 2.7 - Suspension for non-payment

In case of total or partial non-payment on the due date, Orchesia may suspend access to the relevant Workspace for all associated members. Reactivation occurs once payment is regularized. Orchesia cannot be held liable for suspension resulting from the Client's default.

Article 2.8 - Free trial period and conversion

The free trial of thirty (30) days starts from account activation. No payment method is required during the trial period. During trial, the Workspace benefits from the AI Credits quota corresponding to the chosen offer (one hundred fifty (150) AI Credits for the Standard offer, two hundred fifty (250) for the Premium offer), renewed on the trial end date configured on the account.

At the end of the trial, and without any automatic charge, two situations are possible:

• the user subscribes to a paid offer, granting access to creating multiple projects, structured projects, and advanced features;
• failing subscription, the user is automatically switched to Orchesia's free offer (one simplified project), whose terms are described in the Terms of Service (Article 3.7).

Under no circumstances may a charge occur without prior entry of a payment method and validation of the Subscription price by the Client. A reminder is sent before trial end, indicating the date and time of expiration.

The trial is non-renewable, non-transferable, and limited to one (1) trial per User. Orchesia reserves the right to end the trial in case of manifest abuse (multiple accounts, use contrary to the Terms of Service).

Article 2.9 - Visitor quotas, overage, and Additional Visitor Seats

(a) Per-Workspace quotas. Visitor quotas are assessed per Workspace and apply to active Visitors. Disabled Visitors are not counted.

(b) Overage. When the included quota is reached: (i) new Visitor invitations may be blocked; or (ii) the Administrator may purchase Additional Visitor Seats; or (iii) upgrade the Workspace to a higher offer. No automatic billing will be carried out without the Administrator's express validation in the interface.

(c) Additional Visitor Seats. One Additional Visitor Seat corresponds to one (1) additional Visitor per Workspace. They are billed monthly (or annually, where applicable) at a rate of 2 € incl. VAT / month (Standard offer) or 4 € incl. VAT / month (Premium offer), with pro rata temporis upon addition during the period and end-of-period effectiveness in case of removal.

(d) Seat reduction / persistent overage. If removing an Additional Visitor Seat creates a quota overage, the Administrator must disable Visitors or reactivate an Additional Visitor Seat before period-end; otherwise, the latest added Visitors may be automatically disabled.

(e) Offer migration. In case of a plan upgrade (Standard -> Premium), the included quota is that of the target plan. Existing Additional Visitor Seats remain active unless terminated by the Administrator.

Article 2.10 - AI Credits

2.10.1 - Inclusion. Standard and Premium offers include one hundred fifty (150) and two hundred fifty (250) AI Credits respectively per Billing Period. During the free trial period, the applicable quota is that of the selected offer, in accordance with Article 2.8.

2.10.2 - Allocation by Workspace. AI Credits are allocated and consumed at Workspace level, not per seat or per User. All Workspace members share the same AI Credits balance.

2.10.3 - Renewal. The AI Credits balance is reset at each Billing Period due date (subscription due date managed via Stripe) or, during trial, on the trial end date configured on the account. Unused AI Credits at the end of a Period are not carried over to the next Period.

2.10.4 - Consumption. Each use of AI assistance features consumes a number of AI Credits determined according to the following operation:

• project creation through AI assistance: two (2) AI Credits;
• subtask suggestion: one (1) AI Credit;
• dependency suggestion: one (1) AI Credit.

Deduction occurs only if the operation succeeds. In case of technical failure, no AI Credit is debited.

2.10.5 - Exhaustion. When the AI Credits quota is exhausted, AI assistance features are unavailable until the next quota renewal. Orchesia does not offer purchase of additional AI Credits.

2.10.6 - Restrictions. AI assistance is not accessible in the free offer (freemium). Access to AI assistance features is subject to rights granted by the Administrator within the Workspace. In case of resuming a Subscription after a free-offer period, the AI Credits quota is not restored immediately: renewal occurs at the next Billing Period due date or, where applicable, on the trial end date.

SECTION 3 - PRICE, PAYMENT, AND BILLING

Article 3.1 - Price display

Prices publicly displayed on the Website are shown in euros incl. VAT (all taxes included). The total amount incl. VAT due is confirmed before payment. For professional Clients with a valid intra-community VAT number, invoicing may be issued excl. VAT (reverse charge) in accordance with regulations. Invoices specify the amounts excl. VAT, the VAT amount, and the amount incl. VAT.

Article 3.2 - Payment terms

Payment is made online by bank card via Stripe, directly from the application. Transactions are managed by Stripe; no complete bank card data is stored by Orchesia. Payment is due upon subscription and at each automatic renewal.

Article 3.3 - Billing and history

Each payment gives rise to an electronic invoice available in account settings and sent by email to the provided billing address.

Article 3.4 - Duration, renewal, and termination

Monthly Subscriptions are subject to automatic renewal. The Client may: (i) add/remove seats (pro rata), (ii) terminate online before the renewal date. Termination takes effect at the end of the current period. No refund (total/partial) is made for a started period. The annual offer (where applicable) is due for the committed duration.

Article 3.5 - Payment failure and suspension

In case of payment failure or refusal, access to the Service is suspended until regularization. Suspension does not result in automatic termination nor additional penalties; periods of inaccessibility do not entitle the Client to any refund.

Suspension does not entail contract termination nor data deletion. In case of regularization before any termination, access is restored without extension of the current period. Failing regularization within fifteen (15) days following formal notice by registered letter with acknowledgment of receipt or by email with acknowledgment of receipt, Orchesia may terminate the Subscription automatically in accordance with Article 4.4. For a Workspace remaining terminated without switching to the free offer provided in the Terms of Service (Article 3.7), this termination triggers the one hundred twenty (120)-day retention and deletion period referred to in Article 4.5 (iii).

Article 3.6 - Price changes

Any price change is notified at least 30 days before it takes effect. New prices apply from the following renewal. The Client retains the possibility to terminate before that date.

Article 3.7 - Right of withdrawal (specific provisions applicable exclusively to consumers - digital services)

In accordance with Articles L221-18 et seq. of the French Consumer Code, the Consumer Client has a period of fourteen (14) days from subscription to withdraw.

With immediate start: by ticking the "Start now" box, the Client requests immediate access to the Service during the 14-day period. They retain their right of withdrawal and, if exercised, are liable for an amount proportionate to the Service already provided up to the date of request; the balance is refunded. Example: subscription 15 € incl. VAT/month (30 days) -> withdrawal on day 5: due approx. 5/30 x 15 € = 2.50 €; refund approx. 12.50 €.

Procedure: withdrawal may be exercised by email to contact@orchesia.com (subject: "Withdrawal"), indicating the account address and subscription date. Orchesia confirms the request on a durable medium and issues the refund within 14 days following notification, using the same payment method as originally used.

The 14-day right of withdrawal applies only on first Subscription. Monthly renewals by automatic renewal do not open a new right of withdrawal. However, any additional order (seat addition, upgrade, option) opens a 14-day withdrawal period for the relevant element, subject, in case of immediate start, to proportional payment for service already provided.

Article 3.8 - Online termination - "3 clicks"

Orchesia provides an online termination feature, simple, free of charge, and directly accessible from account settings in the "My subscriptions" section. Termination takes effect at the end of the current period.

Article 3.9 - Pro rata temporis: calculation method

Pro rata is calculated on a daily basis according to the actual number of days in the Billing Period ("Actual/Actual"). Prorated amount = Periodic seat price x (Number of remaining days in the Period / Total number of days in the Period).

Article 3.10 - Timing of adjustment invoicing

Amounts related to seat additions, upgrades, options, or overages validated during a Period are aggregated and invoiced at the next due date (next monthly invoice or annual due date), subject to potential pre-authorization. In case of payment failure at due date, Article 3.5 applies.

Article 3.11 - Annual plans

For annual Subscriptions, seat additions are invoiced pro rata until the anniversary date (or end of annual Period) on the next invoice; removals take effect at due date without pro rata refund, unless mandatory legal provision states otherwise. Upgrades/downgrades result in pro rata debit/credit applied to remaining due dates.

SECTION 4 - DURATION, SUSPENSION, AND TERMINATION

Article 4.1 - Duration

Initial Subscription of 1 month from subscription date, renewed by automatic renewal for successive periods of one (1) month. The annual offer (if proposed) is commitment-based for the selected duration, non-terminable before its term, except in case of serious breach.

Article 4.2 - Suspension

Orchesia may suspend access in case of: (i) non-payment, (ii) serious breach of GTCS/Terms of Service, (iii) fraud or attempt, (iv) harm to security or proper operation. Suspension disables access to the relevant Workspace for all members. Reinstatement upon regularization; suspension period is neither refunded nor extended.

Article 4.3 - Termination at the Client's initiative

The Client (or Administrator) may terminate online from the management interface at any time before the due date. Effective end of current period. Seat deletion or Workspace deactivation ends the associated right of access.

Article 4.4 - Termination at Orchesia's initiative

Orchesia may terminate a Subscription, without compensation, in case of serious or repeated violation of the Terms of Service/GTCS, fraud, or unlawful use. Orchesia may also terminate the contract for legitimate reason (Service discontinuation, regulatory change, force majeure), subject to prior notice.

Article 4.5 - Consequences of contract termination

(i) At the end of the paid period, access of non-owner members to the Workspace is disabled;

(ii) the owner Client switches to the free offer at next login, under the conditions of Article 3.7 of the Terms of Service: their projects are archived except one retained simplified project, and the Workspace is reduced to a single seat - their data is not deleted as a result;

(iii) if the Workspace remains terminated without switching to the free offer, hosted data and files are retained for one hundred twenty (120) days from the end of the paid period, then automatically and permanently deleted (unless contrary legal obligation);

(iv) during this period, the Client may export data or reactivate a Subscription; reactivation restores access as existing on the termination date and cancels the deletion date;

(v) no recovery is possible after permanent deletion;

(vi) the Client may, at any time, request early deletion of data, subject to legal retention obligations.

Article 4.6 - Notification

Any suspension or termination is notified to the email address associated with the account. The Client is responsible for the validity and accessibility of this address for the duration of the contract.

SECTION 5 - LIABILITY, WARRANTIES, AND FORCE MAJEURE

Article 5.1 - Best-efforts obligation

Orchesia is bound by a best-efforts obligation. It implements reasonable technical and organizational means to ensure reliable and secure operation of the Service, without guaranteeing uninterrupted availability or total absence of errors.

Article 5.2 - Limitation of liability

Orchesia's liability, for all causes combined, is limited to the total amount actually paid by the Client over the last twelve (12) months preceding the triggering event.

Article 5.3 - Exclusions

Orchesia shall not be held liable in particular for: (i) data loss/alteration/deletion due to misuse or external events; (ii) malfunctions attributable to third-party providers (hosts, networks, operators, Stripe) or to the Client's environment; (iii) input/configuration errors by the Client; (iv) temporary unavailability (maintenance, updates, incidents); (v) use contrary to the Terms of Service/GTCS or the law. Orchesia provides no performance guarantee.

Article 5.4 - Client warranties and obligations

The Client undertakes to: (i) use the Service in accordance with the Terms of Service and the law; (ii) not infringe third-party rights; (iii) locally back up data deemed essential; (iv) keep credentials confidential; (v) pay amounts due on due dates. The Client remains solely responsible for content and actions carried out via their seats.

Article 5.5 - Force majeure (Article 1218 French Civil Code)

No party is liable in case of non-performance or delay due to an event of force majeure within the meaning of Article 1218 of the French Civil Code (natural disaster, fire, flood, pandemic, war, riot, terrorist act, general strike, large-scale hosting/network outage, major cyberattack, administrative decision...). Obligations are suspended for the duration of the event; if it exceeds 30 days, either party may terminate as of right, without compensation.

Article 5.6 - Indemnification

The Client guarantees and indemnifies Orchesia against any claim, action, conviction, reasonable costs (including legal fees incurred) resulting from: (i) unlawful or non-compliant use of the Service; (ii) hosted content infringing third-party rights; (iii) violation of the Terms of Service/GTCS.

Article 5.7 - Legal guarantee of conformity (digital services - specific provisions exclusively for consumers)

Orchesia provides a Service compliant with the contract and legal requirements applicable to digital services (Article L224-25-12 et seq. of the French Consumer Code) and provides updates necessary to maintain such conformity. In case of non-conformity, the Consumer Client may, under legal conditions, request compliance, price reduction, or contract termination.

Article 5.8 - Artificial intelligence assistance

AI assistance features provide suggestions (project structure, subtasks, dependencies) based on information entered by the Client. These suggestions do not constitute professional advice, a guarantee of results, or automatic validation of generated content. The Client remains solely responsible for reviewing, adapting, and using content produced or modified through AI assistance. Orchesia cannot be held liable for consequences linked to use of suggestions without prior review by the Client.

SECTION 6 - BILLING DATA AND COMPLIANCE

Article 6.1 - Payment provider and security

Payments are processed by Stripe (infrastructure compliant with applicable security standards, in particular PCI-DSS). Orchesia does not store or access complete bank card data.

Article 6.2 - Billing data

Data processed: Client identity, billing address, country, VAT number (where applicable), billing email address, order references, details of subscribed seats, amounts excl. VAT/VAT/incl. VAT, payment date and status, invoice history.

Article 6.3 - Accuracy and updates

The Client guarantees the accuracy and completeness of billing information and updates it without delay. Orchesia is not liable for consequences of inaccurate, incomplete, or outdated information.

Article 6.4 - Electronic invoices

Each payment gives rise to an electronic invoice available and downloadable in the Administrator account settings and sent by email. Orchesia invoices are payable in full upon receipt.

Article 6.5 - VAT, currency, and territorial rules

Prices are displayed in euros; French VAT is applied according to applicable regulations. For professional Clients located outside France, VAT billing follows applicable rules (provision of a valid VAT number where applicable). Failing that, Orchesia applies VAT in accordance with regulations.

Article 6.6 - Retention and archiving

Accounting documents and invoices are retained for statutory periods (i.e., 10 years). Personal data for billing purposes is retained for the time necessary to comply with legal obligations, then archived or deleted according to the Privacy Policy.

Article 6.7 - Fraud prevention

Orchesia and/or Stripe may implement anti-fraud checks (3-D Secure, identity/address verification). In case of suspected anomaly, Orchesia may suspend access and request supporting documents, without compensation.

Article 6.8 - Disputes, chargebacks, and unpaid amounts

Any invoice dispute must be submitted in writing within 30 days from issuance by registered letter with acknowledgment of receipt or email with acknowledgment of receipt. After this period, the invoice is deemed accepted. In case of chargeback, Orchesia may suspend access until resolution and request payment of disputed amounts (including bank fees where legally admissible).

Article 6.9 - Data protection

Data processing performed for payment, billing, and compliance purposes is part of the contractual and legal framework. Its description, as well as data subject rights, is set out in Orchesia's Privacy Policy, which supplements these GTCS.

Article 6.10 - Sub-processors and transfers outside the EU

Orchesia may use sub-processors (hosting, payment, emailing, artificial intelligence provider...), including those located outside the EU. AI assistance features rely in particular on the provider Anthropic (Claude models). Where applicable, data transfers to these sub-processors are governed by appropriate safeguards (e.g., standard contractual clauses). Information is provided in the Privacy Policy.

SECTION 7 - GOVERNING LAW, DISPUTES, AND FINAL PROVISIONS

Article 7.1 - Governing law

The GTCS are governed by French law. They are written in French, which is the only authoritative version. Any contract is deemed formed and performed in France.

Article 7.2 - Amicable resolution, consumer mediation, and ODR (B2C)

In case of dispute, the Client contacts Orchesia at contact@orchesia.com. After a prior written request by the Client that remains unsuccessful, the Consumer Client may refer free of charge to the consumer mediation service to which Orchesia belongs:

MEDIATION CONSOMMATION DEVELOPPEMENT - MED CONSO DEV
Centre d'affaires Stephanois
Immeuble L'Horizon, 3 rue J.-Constant Milleret
42000 Saint-Etienne
Website: https://www.cnpm-mediation-consommation.eu

The Client may also use the European online dispute resolution (ODR) platform, available at: https://ec.europa.eu/consumers/odr/.

Article 7.3 - Competent court

Any dispute not resolved amicably shall be submitted to the jurisdiction of French courts. For professional Clients, exclusive jurisdiction is granted to the courts of the district where Orchesia's registered office is located, including in case of multiple defendants or third-party proceedings. For Consumer Clients, territorial jurisdiction rules provided by the French Consumer Code apply.

Article 7.4 - Force majeure

See Article 5.5 above. In case of force majeure, performance of obligations is suspended without compensation for the duration of the event.

Article 7.5 - Severability

If any provision of the GTCS is declared null, illegal, or unenforceable, the remaining provisions remain in force. The invalid provision shall be replaced by a lawful provision reflecting as closely as possible the parties' original intent.

Article 7.6 - No waiver

The fact that Orchesia does not invoke, at a given time, a clause or right provided by the GTCS shall not be interpreted as a waiver of its right to invoke it later.

Article 7.7 - Entry into force and updates

The GTCS enter into force upon publication on the Orchesia platform and replace any previous version. Orchesia may modify or update the GTCS at any time (legal, technical, functional developments). New versions are notified and numbered (in-app, email, website). Continued use of the Service after notification constitutes acceptance.

SECTION 8 - INTELLECTUAL PROPERTY, LICENSE, AND CONTENT

Article 8.1 - Ownership

The Service (software, interfaces, databases, code, trademarks, logos, graphic charters, editorial content) is the exclusive property of Orchesia and/or its licensors.

Article 8.2 - License of use

Orchesia grants the Client a personal, non-exclusive, non-transferable, and revocable license to access and use the Service, for the duration of the Subscription and for internal needs. Unless written authorization is granted, any reproduction, modification, reverse engineering, disassembly, database extraction, scraping, or use contrary to the Terms of Service/GTCS is prohibited. Any infringement of Orchesia's intellectual property rights may result in legal action before competent courts.

Article 8.3 - Client content

The Client retains all rights over their content. They grant Orchesia a worldwide, non-exclusive, free license strictly necessary for hosting, backup, display, technical duplication, and operation of the Service.

SECTION 9 - DATA REVERSIBILITY

Article 9.1 - Standard export

During the contract term, the Client may export their data through the tools provided (formats: CSV/JSON/PDF, depending on available features). In case of end of paid subscription, export remains possible during the access period provided in Article 4.5 (notably in free offer or, for a Workspace remaining terminated, during the one hundred twenty (120)-day period). Beyond permanent deletion, data is no longer available (unless contrary legal obligation).

Article 9.2 - Reversibility assistance

Any specific assistance service (conversion, custom extraction, audit, delivery on physical medium) is subject to a quote and separate billing.

SECTION 10 - SUPPORT, MAINTENANCE, AND UPDATES

Article 10.1 - Support

Orchesia provides email support at the following address contact@orchesia.com. Response times are indicative and may vary depending on criticality.

Article 10.2 - Scheduled maintenance

Maintenance windows may be scheduled; Orchesia endeavors, where possible, to schedule them during off-peak hours and inform Clients accordingly.

Article 10.3 - Updates

Orchesia regularly deploys corrective and evolutionary updates. Some updates are necessary to maintain compliance and may be applied automatically.