TERMS AND CONDITIONS OF SALE AND USE — ENGINORA

Version 1.3
Effective date: September 1, 2026

Applicable version published at:

https://enginora.co/legal/terms

PREAMBLE — IDENTIFICATION OF THE PUBLISHER

The Enginora service is published and operated by:

I AND YOO
French simplified joint-stock company (société par actions simplifiée) with share capital of EUR 3,000
Registered office: 105 avenue des Grésillons, 92230 Gennevilliers, France

SIREN: 831 208 277
SIRET: 831 208 277 00028
RCS Nanterre
EU VAT number: FR59831208277
President: Nicolas Roussel

Hereinafter “Enginora”, “I AND YOO” or the “Provider”.

Public website: https://enginora.co
Application: https://app.enginora.co

Contract contact: contact form
Data protection contact: privacy@iandyoo.com

ARTICLE 1 — PURPOSE AND SCOPE

1.1 Purpose

These Terms and Conditions of Sale and Use, hereinafter the “Terms”, govern:

• access to and use of the Enginora software platform;
• subscriptions to the Service;
• use of Credits;
• any purchase of Credit packs;
• the contractual relationship between I AND YOO and the Client.

Enginora is provided as an online SaaS service.

1.2 Service reserved for professionals

Enginora is intended exclusively for persons acting in the course of their professional activity.

The Service is not intended for consumers acting for private purposes.

The Client represents that it subscribes to the Service for the needs of its professional activity.

This provision does not prevent the application of mandatory provisions that may exceptionally apply to certain professionals.

1.3 Enforceability

These Terms are accessible before subscription and throughout the contractual relationship.

Validation of registration or subscription constitutes acceptance of the Terms then in force.

ARTICLE 2 — DEFINITIONS

Client: a natural or legal person acting in a professional capacity who uses or subscribes to the Service.

Account: a personal, named account enabling a natural person to access the Service.

Client Content: data, texts, URLs, information, project contexts, personas, instructions, editorial guidelines and other content transmitted by the Client to Enginora.

Credits: an internal unit used to measure consumption of certain Service operations.

Included Credits: Credits allocated to the Client under its Plan for a given period.

Purchased Credits: Credits purchased separately in paid packs.

Draft: draft content generated with the assistance of artificial-intelligence systems and intended to undergo human review before use or publication.

Deliverables: results produced or presented by Enginora, which may include in particular territory analyses, classifications, metadata, internal-link recommendations and Drafts.

Plan: the pricing plan subscribed to or used by the Client.

Service: the Enginora platform accessible in particular through https://app.enginora.co.

ARTICLE 3 — CONTRACTUAL DOCUMENTS

3.1 Applicable documents

The contract consists, in decreasing order of priority, of:

1. any special terms expressly accepted by the parties;
2. these Terms and their Appendices;
3. the Data Processing Agreement (“DPA”), for the relevant processing;
4. the Acceptable Use Policy (“AUP”).

The DPA is intended to be available at:

https://enginora.co/legal/dpa

The AUP is intended to be available at:

https://enginora.co/legal/acceptable-use

3.2 Data protection

In the event of a conflict concerning personal-data processing carried out by I AND YOO on behalf of the Client, the DPA prevails.

3.3 Privacy Policy

The Privacy Policy describes processing for which I AND YOO acts as controller.

It is intended to be available at:

https://enginora.co/legal/privacy

3.4 Client purchasing terms

Unless expressly accepted in writing by I AND YOO, any general purchasing terms or other contractual documents of the Client do not apply.

ARTICLE 4 — FORMATION OF THE CONTRACT

4.1

The contract is formed when the Client validates its registration or subscription and accepts these Terms.

4.2

Where a paid order is placed, the Client can review the main characteristics of its purchase and its price before validation.

4.3

The Client warrants that it has the capacity and, where applicable, the authority necessary to subscribe to the Service on behalf of the organization it represents.

4.4 Electronic evidence

Information recorded electronically by Enginora, Stripe or the technical systems used to operate the Service may be used as evidence of transactions carried out, subject to any admissible evidence to the contrary.

ARTICLE 5 — ACCOUNT, SECURITY AND INDIVIDUAL USE

5.1 Account

Use of Enginora requires creation of an Account.

The Client provides accurate information and keeps its email address up to date in particular.

5.2 Individual Account

In the current version of the Service, an Account is personal and assigned to a single natural person.

This rule applies to all Plans, including the Agency Plan.

5.3 Agency Plan

The Agency Plan may in particular be used with several projects or clients of the Client.

In the current version, it is not a multi-user or multi-seat subscription.

5.4 Sharing prohibited

The Client must not share its credentials with another person or allow pooled use of its Account.

5.5 Security

The Client is responsible for the confidentiality of its credentials and informs Enginora without delay if it suspects unauthorized use of its Account.

ARTICLE 6 — DESCRIPTION OF THE SERVICE

6.1

Enginora is an SEO/GEO workflow platform intended in particular to help professionals structure a content territory around a topic or target page.

Depending on available features, the Service may in particular enable the Client to:

• structure a territory;
• identify content recommendations;
• classify recommendations as creation, enrichment or exclusion;
• prepare metadata;
• prepare internal-link recommendations;
• generate HTML or Markdown Drafts.

6.2 Human control

Enginora assists the Client in its work.

The Service does not replace the Client’s expertise, strategic decisions or editorial judgment.

Recommendations and Drafts must undergo human review.

6.3 No automatic publication

In the current version of the Service, Enginora does not automatically publish Drafts on the Client’s website or CMS.

6.4 Scope

Enginora is not, in particular:

• a general keyword-research tool;
• a ranking measurement tool;
• an AI-engine visibility measurement tool;
• a CMS;
• an automatic publishing system.

6.5 State of the Service

The Client subscribes to features available at the time of use.

Unless a separate written commitment has been made, I AND YOO is not required to develop a specific feature requested by the Client.

ARTICLE 7 — PLANS AND USAGE LIMITS

7.1

Enginora is currently offered under the following Plans:

• Free;
• Starter;
• Pro;
• Agency.

Their pricing and Included Credits are set out in Appendix 1.

7.2

Use of the Service depends in particular on the number of Credits available.

7.3 Plan changes

The Client may change its Plan using the options offered in the Service or the subscription-management tools made available to it.

A downgrade normally takes effect at the end of the already paid period.

The terms displayed when the Plan is changed prevail for determining the exact effective date and any proration.

ARTICLE 8 — CREDITS

8.1 Nature

Credits are an internal unit of Service consumption.

They are not:

• currency;
• a payment instrument;
• electronic money;
• a cash-redeemable claim.

They may not be transferred or resold separately from the Service.

8.2 Rate

As of the effective date of these Terms:

• a territory analysis consumes 50 Credits;
• generation of a Draft consumes 10 Credits.

The applicable rate is also set out in Appendix 1.

8.3 Included Credits

Included Credits are allocated for the relevant monthly period.

They do not roll over from one period to the next.

Unused Included Credits expire at the end of the period without refund or compensation.

8.4 Purchased Credits

Purchased Credits acquired in packs do not expire while the Account exists.

They remain usable after the end of a paid subscription if the Account remains active, including on the Free Plan.

8.5 Order of consumption

Included Credits are consumed before Purchased Credits.

8.6 Technical failure

Where the relevant operation fails for a technical reason recognized by the Service as entitling the Client to a Credit refund, the deducted Credits are re-credited.

A Deliverable that was successfully generated but is considered unsatisfactory, incomplete or of limited relevance by the Client does not, by itself, constitute a technical failure entitling the Client to a re-credit.

8.7 Account deletion

Unused Purchased Credits are lost upon permanent deletion of the Account and cannot be converted into a cash refund.

ARTICLE 9 — FREE PLAN

9.1

The Free Plan is offered without a fixed-term commitment.

9.2

It enables certain features to be used within the limits of the Credits allocated and the features available.

9.3

No SLA, availability rate or performance level is guaranteed under the Free Plan.

9.4

Enginora may change, limit or discontinue the Free Plan subject to reasonable prior information to the users concerned.

Where this affects retention of or access to their data, the users concerned are provided with the recovery arrangements required by applicable regulations.

9.5

As of the effective date of these Terms, Enginora does not automatically delete a Free Account solely for inactivity.

ARTICLE 10 — PRICES, BILLING AND TAXES

10.1 Prices

Prices are set out in Appendix 1 and on the Enginora pricing page.

They are expressed in euros, excluding taxes.

10.2 Taxes

Applicable taxes are determined in particular according to:

• the Client’s location;
• its tax status;
• the billing information it provides;
• applicable VAT rules.

Where the legal conditions for reverse charging are met, reverse charging is applied in accordance with the regulations.

The Client is responsible for the accuracy of the tax information and VAT numbers it provides.

10.3 Invoices

Subscriptions and purchases are currently managed using Stripe.

The corresponding invoices and supporting documents are accessible to the Client through the Stripe Customer Portal where it is available for the Client’s Account.

ARTICLE 11 — PAYMENT AND LATE PAYMENT

11.1

Paid subscriptions are payable in advance.

Payments are currently processed by Stripe.

11.2

The Client authorizes the charging of the price of its subscription at each renewal and of one-off purchases it validates.

11.3 Payment failure

In the event of a payment failure, Enginora may:

• retry the payment;
• ask the Client to remedy the failure;
• suspend paid features;
• move the Account to the Free Plan where technically applicable.

Amounts already due remain payable.

11.4 Late-payment penalties

Any amount due and not paid by its due date gives rise to the late-payment penalties provided for by the regulations applicable to business-to-business relationships.

The rate applied is that provided for in Article L441-10 of the French Commercial Code, unless a different rate has been validly agreed in special terms.

11.5 Recovery costs

Any professional that is late in making payment is also liable for the statutory fixed compensation for recovery costs, currently set at EUR 40, without prejudice to additional compensation where the legal conditions are met.

ARTICLE 12 — PRICE CHANGES

12.1

A price change does not apply retroactively to a subscription period that has already been paid.

12.2

Enginora may change the price of future periods provided that it informs the Client at least sixty (60) days before the new price takes effect.

12.3

A Client that refuses the new pricing may terminate its subscription before it takes effect.

Termination takes effect at the end of the period already paid.

12.4

Purchased Credits acquired previously are not affected by a later change to pack prices.

ARTICLE 13 — TERM AND RENEWAL

13.1

Paid subscriptions currently offered are monthly and involve no commitment beyond the current period.

13.2

They renew automatically for successive one-month periods until terminated.

ARTICLE 14 — TERMINATION BY THE CLIENT

14.1

The Client may terminate its paid subscription at any time.

14.2

Unless otherwise indicated during the termination process, termination takes effect at the end of the period already paid.

14.3

The Client retains access to paid features until that date.

14.4 Move to Free

At the end of the paid subscription, the Account may move to the Free Plan.

This termination does not, by itself, delete the Account or projects.

Purchased Credits remain available in accordance with Article 8.

14.5 No convenience refund

Voluntary termination by the Client does not entitle it to a refund of all or part of the current period.

ARTICLE 15 — SUSPENSION AND TERMINATION BY ENGINORA

15.1 Ordinary termination

I AND YOO may discontinue provision of the Service subject to reasonable notice.

For a paid subscription, the standard notice period is three (3) months, subject to a longer period where required by applicable regulations or the duration of an established commercial relationship.

15.2

Where I AND YOO terminates without a breach by the Client, any paid period not provided is refunded pro rata.

15.3 Breach

In the event of a contractual breach capable of remedy, Enginora may give the Client formal notice to remedy the breach within fifteen (15) days.

If the breach is not remedied, Enginora may suspend or terminate the Service.

15.4 Immediate suspension

Enginora may act immediately where necessary, in particular in the event of:

• a threat to the security of the Service or third parties;
• fraud;
• deliberate circumvention of Service limits;
• manifestly unlawful use;
• an order from a competent authority;
• a serious breach of the AUP.

To the extent reasonably possible, the measure taken is limited to what is necessary to stop the risk or breach.

ARTICLE 16 — CONSEQUENCES OF END OF SERVICE AND DELETION

16.1 Termination of a paid Plan

Simply terminating a paid Plan does not automatically delete the Account.

16.2 Account deletion

Complete deletion of the Account is not currently offered on a self-service basis.

The Client may request deletion at:

privacy@iandyoo.com

I AND YOO may reasonably verify the identity and authority of the requester before carrying out the request.

16.3 Manual processing

Deletion may require manual operations across several systems.

It is carried out within a reasonable period, taking into account:

• the nature of the data;
• the systems concerned;
• applicable legal obligations;
• any Client rights to return or reversibility.

16.4 Data retained by law

Deletion of the Account does not require erasure of data that I AND YOO must retain under a legal, accounting or tax obligation or in order to establish or defend its rights.

Such data is not reused for an incompatible purpose.

16.5 Backups

Where deleted data remains temporarily present in a technical backup, it follows the normal rotation cycle applicable to that backup.

It must not be reintroduced into current processing unless required by a technical restoration.

16.6 Credits

Permanent deletion of the Account results in the loss of any Purchased Credits still available.

ARTICLE 17 — EXPORT, REVERSIBILITY AND SWITCHING PROVIDERS

This Article concerns in particular applicable rights relating to return, portability and switching providers, including where Chapter VI of Regulation (EU) 2023/2854, known as the “Data Act”, applies.

17.1 Data export

Enginora enables the Client to retrieve the main data relating to its use of the Service in structured, commonly used and machine-readable formats.

The Client may in particular export:

• data from its projects;
• territories created in Enginora;
• content and recommendations associated with territories;
• content classifications;
• SEO metadata;
• internal-link recommendations;
• the relevant Drafts and Deliverables.

Drafts may also be retrieved in HTML and Markdown formats.

17.2 Export content

Depending on the data available for the relevant project or territory, the export may include in particular:

• the Core Topic;
• the project context;
• territory pages, topics or nodes;
• classifications such as create, enrich or exclude;
• clusters or structural relationships;
• URLs or slugs;
• H1s;
• SEO titles;
• meta descriptions;
• internal-link recommendations;
• structured data constituting Service results;
• Drafts and other exportable Deliverables.

The exact scope of each export depends on the data actually present in the relevant project.

17.3 Format

Enginora provides exportable data in one or more formats appropriate to its nature and allowing reuse.

Structured data may in particular be provided in CSV or another appropriate structured, commonly used and machine-readable format.

Drafts may in particular be provided in HTML and Markdown.

17.4 Reversibility

The Client may use export features in particular to:

• keep a copy of its data;
• continue processing it in another tool;
• switch providers;
• transfer its data to its own infrastructure where applicable.

Where regulations require additional assistance with switching providers, the Client may contact:

contact form

I AND YOO provides assistance reasonably necessary in accordance with applicable legal obligations.

17.5 Exportable data

Where the Data Act applies, the scope of reversibility includes exportable data within the meaning of those regulations, including input and output data and metadata generated directly or indirectly through use of the Service where they fall within that scope.

17.6 Excluded internal items

Subject to the Client’s mandatory rights, the export does not include in particular:

• Enginora source code;
• internal system prompts;
• proprietary processing chains;
• secrets and credentials;
• security mechanisms;
• internal configurations;
• data protected by the intellectual property rights or trade secrets of I AND YOO or third parties where it does not constitute exportable data within the meaning of the applicable regulations.

Such an exclusion may not be used to neutralize a mandatory Client right of reversibility.

17.7 Switching providers

Where a Client requests a switch to another data-processing service or to on-premises infrastructure and the Data Act applies, I AND YOO cooperates in good faith to facilitate the switch in accordance with the conditions and time limits provided for by the regulations.

In particular, within the limits provided for by the applicable regulations, I AND YOO ensures that it:

• enables extraction of exportable data;
• maintains an appropriate level of security during the process;
• limits technical or contractual obstacles to switching;
• enables the Client to retrieve its data during the applicable period.

17.8 Technical interfaces

Enginora makes available the technical means necessary for data export and reversibility in accordance with the requirements applicable to data-processing services.

Applicable technical specifications or arrangements may be documented separately and evolve with the Service.

17.9 Fees

Provider-switching and data-return operations are charged only to the extent that applicable regulations permit such fees.

From the date on which the regulations prohibit provider-switching charges, no specific switching fee is applied.

ARTICLE 18 — CLIENT CONTENT

18.1 Ownership

The Client retains its rights in Client Content.

18.2 Technical license

For the period necessary to provide the Service, the Client authorizes I AND YOO to:

• host;
• reproduce;
• analyze;
• transform;
• transmit to necessary subprocessors;

Client Content solely to the extent necessary for Enginora to operate.

18.3 Client rights

The Client warrants that it is authorized to transmit and use Client Content in Enginora.

It is the Client’s responsibility in particular to ensure:

• that it has the necessary rights in the content used;
• that it is authorized to work on the websites concerned or is acting on behalf of a person who authorizes it to do so;
• that use of data from third-party tools complies with the applicable terms;
• that its processing of personal data has a legal basis where one is required.

18.4 Third-party claims

Where infringement of a third-party right results directly from the Client’s breach of the obligations under this Article, the Client bears the consequences of that breach in accordance with applicable law.

18.5 Model training

I AND YOO does not use Client Content or Deliverables to train or fine-tune an artificial-intelligence model of its own for Enginora.

Transmissions to third-party AI providers are made to perform the functions requested by the Client and are governed in accordance with the DPA.

I AND YOO does not intentionally enable its providers to use Client Content for training where such use is separate from performance of the Service and can be controlled contractually or technically by I AND YOO.

18.6 Anonymized data

I AND YOO may use genuinely aggregated or anonymized information that does not reasonably permit identification of the Client or a natural person, including to analyze the overall operation of the Service.

ARTICLE 19 — INTELLECTUAL PROPERTY AND DELIVERABLES

19.1 Enginora

I AND YOO retains its rights in particular in:

• the software;
• the code;
• the interfaces;
• the technical structure;
• internal methods;
• system prompts;
• proprietary workflows;
• documentation;
• the Enginora trademark.

19.2 Right of use

The Client has a non-exclusive right to use Enginora for the duration of its access to the Service, for its professional needs and in accordance with these Terms.

19.3 Restrictions

The Client must not reproduce, resell or make the Service itself available beyond the rights expressly granted.

Applicable mandatory rights, including in relation to interoperability, remain reserved.

19.4 Deliverables

I AND YOO does not claim ownership of Deliverables generated for the Client.

To the extent intellectual-property rights in a Deliverable:

• legally exist;
• and belong to I AND YOO,

I AND YOO assigns to the Client, to the extent permitted by law and subject to payment of amounts due, the rights necessary to exploit it, including rights of reproduction, representation, adaptation and modification, worldwide and for the statutory term of the relevant rights.

19.5 Protectability

Generation of content using artificial-intelligence systems may affect the existence or scope of copyright in the result.

Enginora does not guarantee that a Deliverable is protected by copyright.

19.6 Originality and third-party rights

Generative systems may produce content similar to existing content.

Enginora therefore does not guarantee:

• the absolute originality of a Deliverable;
• that it is entirely novel;
• the absence of any similarity with third-party content.

The Client must carry out the checks it considers necessary before publication or exploitation.

ARTICLE 20 — ARTIFICIAL INTELLIGENCE, TRANSPARENCY AND HUMAN CONTROL

20.1 Use of artificial intelligence

Enginora uses artificial-intelligence systems and models provided in particular by third-party providers to generate or assist with certain analyses, recommendations and Drafts.

I AND YOO provides the Enginora Service under its own brand and remains responsible for compliance with the obligations legally applicable to it in that capacity.

20.2 Transparency and content provenance

I AND YOO applies transparency, marking and detectability obligations legally applicable to outputs produced by Enginora, taking into account:

• the nature of the output;
• the context of use;
• any applicable exemptions;
• transitional measures provided for by the regulations;
• the technically available state of the art.

Where upstream model or technology providers make available marking or provenance mechanisms meeting the applicable requirements, Enginora may rely on those mechanisms and take measures reasonably necessary to preserve relevant signals in its processing chain.

I AND YOO may implement additional measures where necessary to comply with applicable obligations.

This Article does not mean that any particular watermark or provenance mechanism is currently present in all Deliverables or exports.

20.3 Preservation of applicable mechanisms

Where a Deliverable includes a legally required provenance, marking or transparency mechanism that has been brought to the Client’s attention, the Client agrees not to remove or circumvent it solely for the purpose of avoiding an applicable legal obligation.

20.4 Drafts and human control

Drafts produced by Enginora are draft content intended to undergo a substantive human review before publication.

Depending on the context, that review entails in particular that the Client can:

• review the substance of the content;
• verify important information;
• verify sources where relevant;
• modify or enrich the text;
• reject all or part of the Draft;
• decide on the version ultimately published.

A mere spelling or formal check does not necessarily constitute substantive editorial control.

20.5 Publication

Enginora does not decide to publish Drafts and does not automatically publish them.

The Client alone decides:

• whether or not to publish;
• the version published;
• the publication context;
• the modifications it makes;
• the editorial control exercised.

It assumes editorial responsibility for the version it chooses to publish.

20.6 Texts relating to matters of public interest

Where the Client uses an artificial-intelligence system and publishes text in circumstances falling within transparency obligations applicable to deployers, including Article 50(4) of the AI Act, it is the Client’s responsibility to comply with the obligations applicable to it.

Effective substantive human review or editorial control with editorial responsibility may be taken into account under the conditions provided for by the applicable regulations.

20.7 Limitations of AI systems

The Client acknowledges that artificial-intelligence systems may in particular:

• produce incorrect information;
• produce outdated information;
• omit important information;
• propose unsuitable reasoning or wording;
• produce different results from two similar generations.

Deliverables must therefore not be considered inherently accurate solely because they are produced by Enginora.

ARTICLE 21 — ACCEPTABLE USE POLICY

21.1

The Client complies with the Enginora AUP available at:

https://enginora.co/legal/acceptable-use

21.2

The following are prohibited in particular:

• manifestly unlawful uses;
• deliberate infringement of third-party rights;
• attempts to gain unauthorized access to the Service;
• circumvention of security or Credit mechanisms;
• Account sharing;
• unauthorized automation of access to the Service;
• spam and manifestly abusive practices;
• intentional use of the Service to process particularly sensitive categories of data for which Enginora is not designed.

21.3

The AUP specifies these rules and forms part of the contractual framework applicable to the Service.

ARTICLE 22 — INFRASTRUCTURE, SUBPROCESSORS AND THIRD-PARTY SERVICES

22.1 Main infrastructure

As of the effective date of these Terms, Enginora’s architecture uses in particular:

• Google Cloud, for application infrastructure and the database;
• Firebase, for authentication;
• OVHcloud, in France, to host the self-hosted n8n instance used by I AND YOO for certain workflow orchestrations.

The Enginora application currently uses Google Cloud infrastructure located in particular in London, United Kingdom, and a main database located in Belgium.

22.2 Artificial intelligence providers

Enginora may transmit certain information necessary for requested operations to artificial-intelligence providers, currently including:

• OpenAI;
• Anthropic;
• Perplexity.

22.3 Subprocessor list

The public list of the main subprocessors that may process Client Data is available at:

https://enginora.co/legal/subprocessors

22.4 Changes

I AND YOO may add or replace a subprocessor necessary for operation of the Service.

Where I AND YOO acts as a processor of personal data on behalf of the Client, the applicable information and objection arrangements are defined in the DPA.

22.5 Stripe and support

Certain services, such as payment through Stripe or support through Tawk.to, may be involved in processing for which I AND YOO acts directly as controller.

Such processing is described in the Privacy Policy.

ARTICLE 23 — PERSONAL DATA

23.1 Controller

I AND YOO acts in particular as controller for certain processing relating to:

• creation and management of Accounts;
• billing;
• support;
• the commercial relationship;
• security and operation of the Service.

Such processing is described in the Privacy Policy.

23.2 Processor

Where personal data is contained in Client Content and processed by Enginora to provide functions requested by the Client, I AND YOO generally acts as processor or subprocessor.

Such processing is governed by the DPA.

23.3 Contact

Any question concerning data protection may be sent to:

privacy@iandyoo.com

ARTICLE 24 — SECURITY, AVAILABILITY AND MAINTENANCE

24.1 Security

I AND YOO implements technical and organizational measures proportionate to the risks and nature of the Service.

Measures relating to processing carried out on behalf of the Client are described in more detail in the DPA.

24.2 No SLA

No:

• contractual availability rate;
• guaranteed restoration time;
• RPO;
• RTO;
• availability penalty;

is guaranteed in the current version of the Service.

Enginora is subject to an obligation of reasonable means.

24.3 Maintenance

The Service may be temporarily interrupted for:

• maintenance;
• updates;
• corrections;
• security intervention;
• technical incidents.

To the extent reasonably possible, significant scheduled interventions are announced in advance.

Urgent interventions may be carried out without notice.

24.4 Third-party services

Enginora cannot guarantee the permanent availability of third-party infrastructure, networks or services on which the Service depends.

ARTICLE 25 — BACKUPS AND TECHNICAL RETENTION

25.1

Enginora is not a backup or archiving service intended to replace the Client’s own retention systems.

25.2

I AND YOO may use technical backup mechanisms in connection with operation of the Service.

These mechanisms do not constitute a contractual guarantee enabling the Client to obtain individual restoration of specific data or a specific version.

25.3

The Client is encouraged to retain its own copies of Deliverables it wishes to use or archive on a long-term basis.

25.4

Where deleted data remains temporarily present in a backup, it is processed in accordance with the rules set out in the DPA and Privacy Policy, including the applicable normal rotation cycle.

ARTICLE 26 — WARRANTIES AND NO GUARANTEE OF RESULTS

26.1

I AND YOO provides the Service with the reasonable care expected of a professional and has the rights necessary to operate Enginora.

26.2 No SEO or GEO guarantee

Enginora does not guarantee:

• a ranking in Google or another search engine;
• an increase in traffic;
• indexing;
• continued indexing;
• a citation or mention in ChatGPT, Gemini, Claude, Perplexity, Google AI Overviews, AI Mode or another answer engine;
• a volume of leads;
• revenue;
• a conversion rate;
• any particular commercial result.

26.3

These results depend on many factors outside I AND YOO’s control.

Enginora provides a workflow and decision-support and production tools, not a guarantee of SEO, GEO or commercial performance.

ARTICLE 27 — LIABILITY

27.1 Obligation of means

I AND YOO is subject to an obligation of reasonable means in performing the Service.

27.2 Cap

Subject to the exclusions below and applicable mandatory rules, I AND YOO’s total aggregate liability under the contract is limited to the amount excluding taxes actually paid by the Client for the Service during the twelve (12) months preceding the event giving rise to the damage.

27.3 Indirect damage

To the extent permitted by law, I AND YOO is not liable for indirect damage, including:

• loss of traffic;
• loss of ranking;
• loss of visibility;
• loss of commercial opportunity;
• loss of customers;
• absence of citation by an artificial-intelligence engine;
• indirect damage to reputation;
• consequences of publication of a Draft that was not sufficiently reviewed by the Client.

27.4 Exceptions

The limitations in this Article do not apply where their application is prohibited by law, including in cases of fraud or gross negligence, or where they would deprive an essential obligation of its substance.

They also do not limit liabilities that cannot legally be excluded or capped.

ARTICLE 28 — CONFIDENTIALITY

28.1

Each party agrees to preserve the confidentiality of the other party’s non-public information to which it gains access in connection with the contract.

28.2

Confidential information may be used only for performance of the contract.

28.3

The confidentiality obligation applies during the term of the contract and for three (3) years after it ends.

28.4

Information is not confidential where it:

• has become public without breach of the contract;
• was already lawfully known;
• was lawfully received from a third party;
• was independently developed;
• must be disclosed pursuant to an authority or rule of law.

ARTICLE 29 — FORCE MAJEURE

29.1

Neither party is liable for a failure resulting from an event meeting the conditions for force majeure under French law.

29.2

The affected party informs the other party as soon as reasonably possible.

Prevented obligations are suspended for the duration of the event in accordance with the conditions provided by law.

29.3

Where the impediment continues for more than thirty (30) days and materially compromises continued provision of the Service, either party may terminate the contract without compensation in respect of that termination.

Amounts due before that date remain payable.

ARTICLE 30 — HARDSHIP

The parties do not exclude application of Article 1195 of the French Civil Code.

Where an unforeseeable change in circumstances at the time the contract was concluded makes performance excessively onerous for a party that had not agreed to bear that risk, that party may request renegotiation in accordance with the conditions provided by law.

During renegotiation, obligations continue to be performed in accordance with the applicable statutory regime.

ARTICLE 31 — EVOLUTION OF THE SERVICE

31.1

Enginora may evolve the Service in particular to:

• improve its features;
• correct errors;
• improve its security;
• integrate new technologies;
• replace providers;
• adapt the Service to regulatory developments.

31.2

Normal changes to the Service do not constitute a modification of the contract provided they do not materially alter its main purpose.

31.3 Essential feature

Where Enginora decides to permanently remove an essential feature of an ongoing paid Plan, I AND YOO informs the Client with reasonable notice, normally sixty (60) days where circumstances permit.

The Client may then terminate before the change takes effect.

Where provision of the paid Plan ends before the end of the period already paid, the unprovided portion is refunded pro rata.

ARTICLE 32 — CHANGES TO THE TERMS

32.1

I AND YOO may amend these Terms.

32.2

A material amendment applicable to an ongoing subscription is communicated to the Client with reasonable notice, normally sixty (60) days.

32.3

A Client that refuses the amendment may terminate its subscription before the amendment takes effect.

32.4

Where an amendment is necessary to comply with a legal or regulatory obligation taking effect within a shorter period, I AND YOO may apply it on the required date.

ARTICLE 33 — ASSIGNMENT OF THE CONTRACT

33.1

The Client may not assign its contract to a third party without I AND YOO’s prior consent.

33.2

I AND YOO may transfer the contract in connection in particular with:

• a restructuring;
• a merger;
• a sale of business;
• an acquisition;
• a transfer to an affiliated company.

The Client is informed where the transfer changes its contracting party.

ARTICLE 34 — COMMERCIAL REFERENCES

34.1 Authorization

Unless the Client objects, the Client authorizes I AND YOO to use:

• its trade name;
• its corporate name;
• its logo;

in order to identify it as an Enginora Client in I AND YOO’s commercial and corporate materials.

Such use may in particular occur on the Enginora website, in sales presentations or in a Client list.

34.2 Objection

The Client may withdraw this authorization at any time through the contact form.

I AND YOO then ceases new uses within a reasonable period.

34.3 Case studies and testimonials

This authorization does not permit I AND YOO to:

• invent a testimonial;
• attribute a quote to the Client;
• publish numerical results;
• publish a detailed case study;
• disclose confidential information.

Such uses require separate Client consent.

ARTICLE 35 — INDEPENDENCE OF THE PARTIES

The contract does not create between the parties:

• any joint venture;
• any general agency mandate;
• any employment or subordination relationship;
• any commercial-agency relationship;
• any exclusivity,

unless otherwise agreed in writing.

Each party acts on its own behalf.

ARTICLE 36 — NOTICES

36.1

Communications relating to the contract are validly sent to the contact details provided by the parties.

36.2

For I AND YOO: the contact form.

36.3

For the Client:

the email address associated with its Account is the contractual reference address unless a different address is notified to I AND YOO.

36.4

The Client is responsible for maintaining a valid and accessible email address.

ARTICLE 37 — GENERAL PROVISIONS

37.1 No waiver

A party’s failure to exercise a right immediately does not constitute a waiver of that right.

37.2 Severability

If a provision is declared invalid, unenforceable or deemed unwritten, the other provisions continue to have effect to the extent the contract can continue without it.

37.3 Entire agreement

The contractual documents referred to in Article 3 constitute the agreement applicable between the parties with respect to their subject matter.

37.4 Headings

Article headings are included for ease of reading and do not affect interpretation.

ARTICLE 38 — GOVERNING LAW AND DISPUTES

38.1 Governing law

The contract is governed by French law, subject to any mandatory rules that may apply.

38.2 Amicable attempt

In the event of a dispute, the parties endeavor to seek an amicable solution before initiating court proceedings, except in an emergency or where necessary to preserve a right.

38.3 Territorial jurisdiction

WHERE THE CLIENT AND I AND YOO HAVE BOTH CONTRACTED AS TRADERS AND THE CONDITIONS OF ARTICLE 48 OF THE FRENCH CODE OF CIVIL PROCEDURE ARE MET, THE NANTERRE COMMERCIAL COURT HAS EXCLUSIVE TERRITORIAL JURISDICTION OVER DISPUTES RELATING TO THE CONTRACT.

Where this jurisdiction clause cannot legally be enforced against the Client, ordinary rules of jurisdiction apply.

For international relationships, this clause applies subject to applicable mandatory rules of international jurisdiction.

APPENDIX 1 — PLANS, CREDITS AND PRICES

A1.1 Plans

Unused Included Credits expire at the end of the monthly period.

They do not roll over.

All Plans, including Agency, currently correspond to one individual user.

A1.2 Consumption

A1.3 Credit packs

Purchased Credits:

• are consumed after Included Credits;
• do not expire while the Account exists;
• remain available on the Free Plan;
• are lost upon permanent deletion of the Account;
• cannot be converted into cash.

APPENDIX 2 — EXPORT AND REVERSIBILITY

A2.1 Export of projects and territories

Enginora enables the Client to export the main structured data associated with its projects and territories.

The export may include in particular:

• project context;
• Core Topic;
• territory elements;
• categories or clusters;
• create / enrich / exclude classification;
• URLs and slugs;
• H1s;
• SEO titles;
• meta descriptions;
• internal-link recommendations;
• other structured data generated as part of the territory.

The data is provided in a structured, commonly used and machine-readable format, including CSV where that format is appropriate.

A2.2 Drafts

Drafts may in particular be retrieved:

• in HTML format;
• in Markdown format.

A2.3 Invoices

Invoices and supporting documents associated with subscriptions and purchases are accessible through the Stripe Customer Portal.

A2.4 Reuse

Exports are designed to enable the Client to retrieve and reuse relevant data outside Enginora.

Where the Client exercises a right to switch providers subject to the Data Act, I AND YOO provides the exportable data and required assistance in accordance with the applicable regulations.

A2.5 Non-exportable items

Subject to applicable law, the standard export does not include:

• source code;
• system prompts;
• internal processing chains;
• secrets and credentials;
• security mechanisms;
• internal configurations;
• exclusively internal information protected by intellectual property rights or trade secrets.

A2.6 Assistance

For any specific reversibility or provider-switching request:

contact form