Terms and Conditions

01. Purpose and scope

These T&Cs govern the provision of the Prospectrum service (AI telephone assistant: call answering, appointment booking, SMS sending) by Prospectrum (Benjamin Bengler, sole trader), 173 rue de Courcelles, 75017 Paris, France, SIRET 106 886 088 00017 (the "Provider"), to a professional customer (the "Customer" / the "Garage"). These T&Cs form the sole basis of the commercial relationship (art. L.441-1 of the French Commercial Code). Any subscription constitutes acceptance. They prevail over the Customer's own general terms unless otherwise agreed in writing.

02. Definitions

• "Service": the Prospectrum service described in Article 3 (AI telephone assistant: call answering, appointment booking, SMS sending), provided as SaaS.
• "Account": the client area created by the Customer upon subscription, used to configure and monitor the Service.
• "Included quota": the monthly volume of call minutes and SMS included in the subscribed plan, as stated at subscription time (art. 5.2).
• "Overage" / "Surcharge": usage beyond the Included quota, billed per unit at the prices in force (art. 5.3).
• "Call data": data processed in connection with calls received on the Customer's behalf (recordings, transcripts, appointments, callers' data), governed by Article 9 and the attached DPA.
• "Billing period": the monthly period running from anniversary date to anniversary date as from subscription (art. 6.1).

03. Service description

• Automated telephone assistant: answering of transferred calls, AI voice dialogue, appointment booking in the Customer's calendar, SMS sending. The Service further includes, in every plan: callback-request tracking, repair tracking and the tracking link sent to the end customer, a daily recap sent to the Customer, maintenance SMS campaigns triggered by the Customer, unwanted-call filtering and call analytics. Provided as SaaS.
• Product rule (caller information): the assistant is designed and configured not to state a firm price for a service. It repeats only the rates entered by the Garage, presented as an estimate to be confirmed, and refers the caller back to the Garage ("the price will be confirmed by the garage") where no rate has been entered. As generative-AI technology is involved, the Provider implements safeguards to this end but cannot absolutely guarantee that no response will ever depart from this rule. No amount stated by the assistant binds the Garage until the Garage has approved it; the Garage remains solely responsible for its own pricing and price display (art. L.111-1 of the French Consumer Code, decree of 27 March 1987).
• Product rule (no advice given): the assistant is designed and configured to provide no safety, technical, mechanical or diagnostic advice, nor any instruction, to the caller; at most it performs an indicative triage for the garage's attention and directs the caller toward a next step (appointment, callback, transfer). In a safety emergency, it is configured to stick to a scripted message (112 / transfer). As generative-AI technology is involved, the Provider implements safeguards to this end but cannot absolutely guarantee that no response will ever depart from this rule. In any event, no response from the assistant — including any response departing from this rule — constitutes advice or an opinion that the caller or the Garage may rely on; only the Garage's staff are authorised to give technical or safety advice.

04. Access and account

Subscription is completed online using accurate information. The Customer is responsible for its credentials and account configuration (calendar connection, service catalogue). Call-data retention periods are set by the Provider and described in the DPA (Annex 1); the Customer accepts them upon subscribing.

05. Price, quota and billing

• 5.1 Subscription. The subscription is taken out at the price in force on the day of subscription, as displayed on the Site's pricing page and summarised at checkout and in the client area (amounts excl. VAT). VAT not applicable, art. 293 B of the French Tax Code (CGI).
• 5.2 Included quota. The Included quota (call minutes and SMS per month) is that of the subscribed plan, stated at subscription time and shown in the client area.
• 5.3 Overage (surcharge). Beyond the Included quota, additional call minutes and SMS are billed at the unit prices in force, stated at subscription time and restated on every invoice. Rounding: call minutes are billed per started minute (rounded up to the next minute); SMS are billed per message sent. (This rule is restated on every invoice.)
• 5.4 Terms. The subscription is billed in advance, monthly, and automatically charged to the payment method registered by the Customer via Stripe. Accepted payment methods are those offered at subscription time. Overage is not charged automatically: it is invoiced separately by the Provider in arrears, payable on receipt.
• 5.5 Itemisation (art. L.441-9). Every overage invoice details, per line item, the unit price and the quantity. The Customer may at any time review its current-period usage from its customer area, and obtain the detail on request at contact@prospectrum.ai.
• 5.6 Late payment (art. L.441-10). Late-payment penalties at the ECB refinancing rate plus 10 percentage points, due without notice from the day after the due date, plus a flat €40 collection-cost indemnity (art. D.441-5). Suspension is possible after formal notice.
• 5.7 Price changes. The Provider may change its prices. Any change applicable to an ongoing subscription is notified to the Customer at least thirty (30) days before it takes effect; a Customer who does not accept it may cancel free of charge before that date, under the conditions of article 6.2. Failing that, the new prices apply to subsequent billing periods.
• 5.8 Trial period. A fourteen (14) day trial may be offered. It gives access to the Service subject to a limit of one hundred (100) call minutes and one hundred (100) SMS per rolling seven (7) day period. No amount is charged during the trial. At the end of the trial, absent an express subscription to a paid plan, the Service is automatically suspended; no subscription starts automatically when the trial ends.

06. Term, renewal and termination

• 6.1 The subscription runs for one month, automatically renewed for successive one-month periods on the subscription anniversary date.
• 6.2 The Customer may cancel at any time, without notice or fees, from its account or by email. Cancellation takes effect at the end of the current monthly period: the Service remains active until the next anniversary date and is then not renewed. (Example: for a subscription on the 5th and a cancellation on the 15th, the Service remains active until the 5th of the following month, with no renewal.) Amounts paid for the current period are not refunded (no proration).
• 6.3 Subscription channel. Subscription is completed exclusively online, on a self-service basis: the Customer accepts these T&Cs and enters its own payment details through its subscription account. The Provider undertakes to take subscriptions through no other channel; any prior sales approach, including during a visit or a call, constitutes neither an accepted offer nor conclusion of the contract.
• 6.4 Right of withdrawal. Should a contract exceptionally come to be concluded off-premises, the Customer would benefit from the fourteen (14) day withdrawal right and enhanced pre-contractual information, under articles L.221-3 et seq. of the French Consumer Code.

07. Customer obligations

• Use the Service in compliance with the law.
• The Customer is the data controller for caller data (art. 9).
• Inform its callers accordingly (kit provided).
• Warrant that it has a lawful basis for the marketing messages it triggers from the Service (maintenance campaigns, reminders) and answer for them alone, in particular under art. L.34-5 of the French Post and Electronic Communications Code.
• Not misuse the Service.
• Warrant its rights over the connected calendar.

08. Service level and maintenance

The Service is provided diligently, on a best-efforts basis (obligation de moyens). No numeric SLA at launch. Maintenance is scheduled outside business hours where possible, with prior notice.

09. Personal data

Caller data: the Customer is the data controller and the Provider is the data processor; that processing is governed by the DPA (art. 28), attached to and inseparable from these T&Cs. Customer data (account, billing): the Provider is the data controller; that processing is described in the Privacy Policy.

10. Intellectual property

• 10.1 The Service. The Provider retains all rights in the Service (software, trademarks, content). The Customer receives a personal, non-exclusive, non-transferable right of use for the term of the contract.
• 10.2 Data and transcripts. Call data (recordings, transcripts, appointments, caller data) is the Customer's responsibility. The Provider holds a limited licence solely for the purposes of providing, securing and debugging the Service (see DPA).
• The Provider does not use transcripts or recordings to train or improve AI models. The Provider has selected AI voice sub-processors whose API terms of use exclude, by default, training on transmitted data; the Provider cannot, however, guarantee beyond the contractual commitments of these sub-processors. Commercial confidentiality (no sharing or benchmarking of pricing between garages) is guaranteed.

11. Liability

• The Provider's liability is capped at the greater of (a) amounts paid over the preceding 12 months or (b) €1,000; indirect damages are excluded.
• The above cap and exclusion do not apply to: (i) wilful misconduct (dol) and gross negligence (faute lourde); (ii) personal injury; (iii) any liability that cannot be limited by law, in particular under art. 82 GDPR toward data subjects; (iv) breach of an essential obligation that deprives the contract of its substance. These carve-outs preserve the enforceability of the cap for everything else.

12. Confidentiality

Each Party undertakes to keep confidential any non-public information of the other Party that it becomes aware of in connection with the contract (technical, commercial, financial information, and know-how), to use it only to perform the contract, and not to disclose it to any third party without the other Party's prior written consent. Excluded are information that is public, already lawfully known to the Party, independently developed, or whose disclosure is required by law or a competent authority (the other Party being informed thereof to the extent permitted). This undertaking applies for the term of the contract and for two (2) years thereafter. (The processing of personal data is governed by the attached data processing agreement (DPA), not by this article.)

13. Force majeure

Neither Party is liable for a failure to perform its obligations resulting from force majeure within the meaning of art. 1218 of the French Civil Code (an event beyond the Party's control, not reasonably foreseeable when the contract was entered into, whose effects cannot be avoided by appropriate measures). The affected Party must inform the other without delay; performance of the affected obligations is suspended for the duration of the event. If the impediment is permanent, or continues for more than thirty (30) days, either Party may terminate the contract as of right, by written notice, without compensation to either Party. Interruptions attributable to third-party infrastructure (telecom operators, cloud providers, APIs) beyond the Provider's reasonable control fall within this article where they meet the conditions of art. 1218.

14. Amendment of these T&Cs

The Provider may amend these T&Cs, in particular to reflect a legal, regulatory, technical or service-offering change. Any substantial amendment is notified to the Customer by email and/or in its customer account, with reasonable notice of at least thirty (30) days before it takes effect. A Customer who does not accept the amendment may cancel free of charge before that date, under the conditions of article 6.2; failing that, continued use of the Service after the amendment takes effect constitutes acceptance. The applicable version is the one in force on the date the Service is used.

15. Assignment of the contract

• 15.1 Assignment by the Provider. The Customer agrees in advance, within the meaning of article 1216 of the French Civil Code, that the Provider may assign this contract to any entity continuing to operate the Service, in particular in the event of a change of legal form, a contribution or sale of the business, a merger, a partial asset contribution or a change of control. The assignment entails no change to the Service, the price or the retention periods; the assignee is bound by the same obligations, on the same terms.
• 15.2 Notice and right to terminate. The Provider informs the Customer of the assignment by email, no later than the day it takes effect. A Customer who does not wish the contract to continue with the assignee may terminate free of charge and without penalty within thirty (30) days of that notice, by way of exception to article 6.2: termination then takes effect on the date chosen by the Customer, and sums paid in advance for the unexpired period are refunded pro rata.
• 15.3 Data processing. As regards personal data processed on the Customer's behalf, assignment of the contract transfers the data processing agreement (DPA) to the assignee on the same terms. It does not dispense with compliance with articles 28 and 44 et seq. of the GDPR; failing which, the right to terminate under article 15.2 may be exercised without time limit.
• 15.4 Assignment by the Customer. The Customer may not assign this contract without the Provider's prior written consent, which may not be withheld without legitimate grounds. Consent is deemed granted where the contract is assigned to the buyer of the Garage's business, subject to informing the Provider.

16. Governing law and jurisdiction

French law applies. Failing an amicable resolution, exclusive jurisdiction is granted to the courts with jurisdiction over the Provider's registered office (a jurisdiction clause valid between professionals under art. 48 of the French Code of Civil Procedure), including for interim proceedings, third-party claims or multiple defendants.

17. Version and effective date

These T&Cs constitute version v1, effective from 2026-08-10.