Terms of Sale

These Terms of Sale (the “Terms of Sale”) govern the contractual relationship between MODAI LAB (the “Seller” or the “Publisher”), publisher of the ModAi Lab platform at modai-lab.com, and any individual or legal entity taking out a paid subscription (the “Buyer”).

Under article L441-1 of the French Commercial Code, these Terms of Sale form the basis of commercial negotiation. Any subscription purchase on the Platform implies unreserved acceptance of them, and they prevail over any other document.

These Terms of Sale supplement the Terms of Use. Where they conflict, these Terms of Sale prevail on all commercial and financial matters.

• •Company name: MODAI LAB
• •Legal form: Société par actions simplifiée (SAS)
• •Registered office: 126 Rue d'Alésia CX 75685, 75014 Paris, France
• •SIREN: 107 043 853
• •Trade register: Paris 107 043 853
• •EU VAT number: FR73107043853
• •Email: contact@modai-lab.com

3.1 Nature of the service

ModAi Lab offers a subscription-based SQL learning service, giving access to an online learning platform with artificial intelligence, interactive exercises, AI coaching and progress tracking. It is a digital content service supplied on a continuous basis.

3.2 Available plans

The available subscriptions, the features they include and the prices in force are shown on the Platform's pricing page. Prices are in euros (€) inclusive of tax, with French VAT at the applicable rate.

The Publisher may change its prices at any time. Existing subscriptions are unaffected by a price rise before the next renewal. The Buyer will be informed of any price change at least 30 days before their subscription renews.

3.3 Free credits

ModAi Lab runs a credit system that gives access to missions and exercises without a subscription. Every new registrant receives a free quota of credits on first sign-in. When the User's balance runs low, new credits are granted automatically and free of charge within 24 hours, with no action on their part, up to a number of free top-ups set by the Publisher as a trial. The detailed terms for buying and using credits, and the terms and limits of the free grant, are governed by article 4 of these Terms of Sale.

4.1 Nature of credits

Credits are consumable digital units specific to the ModAi Lab Platform. They give access to SQL missions, interactive exercises and related features. Credits are not currency, cannot be transferred to third parties, cannot be exchanged for money or for any other good or service, and cannot be used outside the Platform.

4.2 Free grant of credits

Independently of any purchase, the Platform grants free credits as follows:

• •Welcome credits: a quota of credits given to every new User on first sign-in
• •Automatic top-up: credits given when an active account's balance runs low, up to a maximum number of free top-ups set by the Publisher as a trial; past that limit, automatic top-up stops

These free grants are made on a commercial basis and do not constitute an acquired right. The Publisher may change or withdraw the amounts and conditions at any time without notice.

4.3 Buying additional credits

The Buyer may acquire additional credits through the Platform's payment interface. The available packs, quantities and prices are shown on the purchase page. Payment is processed by Stripe under article 5. A purchase confirmation is sent by email and the credits are added to the Buyer's account immediately.

4.4 Right of withdrawal on credit purchases

Under articles L221-18 to L221-28 of the French Consumer Code, a consumer Buyer has 14 calendar days from the date of purchase to withdraw from any credit pack, without having to give a reason. The refund is made within 14 days of receiving the request, using the same means of payment as the original transaction. To exercise this right: contact@modai-lab.com.

4.5 Validity of purchased credits

Purchased credits are valid for one year from the date of purchase. After that, unused credits expire with no compensation or refund. Free credits are not subject to this rule and follow the conditions set out in article 4.2.

4.6 Limitation of liability relating to credits

MODAI LAB cannot be held liable for credits that expire because they were not used within the one-year period, nor for the consequences of force majeure. Where an account is temporarily suspended for abusive use within the meaning of article 5.4 of the Terms of Use, credits are retained and become usable again once the suspension is lifted. Where a user is permanently excluded for duly established serious abuse, in particular fraud, credits are forfeited without refund. Should the Platform cease operating permanently, the Publisher undertakes to notify Users by email with at least 30 days' notice, so that they can use their remaining credits. These provisions do not affect the rights a consumer User holds under mandatory legal provisions.

Paid subscriptions are taken out online on the Platform only, in the following steps:

• •Step 1: the Buyer selects the subscription they want (monthly or annual)
• •Step 2: the Buyer enters their payment details on the secure Stripe page
• •Step 3: the Buyer confirms the order by clicking “Confirm and pay”, which constitutes express acceptance of these Terms of Sale and of the Terms of Use available on the Platform
• •Step 4: a subscription confirmation is sent by email to the address given

Under article L221-11 of the French Consumer Code, the Buyer receives a summary of their order before final confirmation. The subscription becomes final only once the Buyer has received a confirmation email.

5.1 Payment provider

Payment is processed exclusively by Stripe (Stripe, Inc., 354 Oyster Point Blvd, South San Francisco, CA 94080, United States), an approved payment services provider. ModAi Lab never stores the Buyer's bank details; these are handled and secured directly by Stripe to PCI-DSS standards.

5.2 Accepted means of payment

• •Bank card (Visa, Mastercard, American Express)
• •Other means of payment offered by Stripe, subject to availability

5.3 Automatic debit

By taking out a subscription, the Buyer authorises automatic debit of the corresponding amount at each due date (monthly or annual). The debit is taken on the anniversary of the subscription. If a debit fails, the Buyer will be notified by email and will have 7 days to put matters right, after which access to premium features will be suspended.

5.4 Invoices

An invoice compliant with French tax rules is generated automatically at each debit, made available in the Buyer's personal area and sent by email. The VAT applied is the rate in force in France at the time of the transaction.

6.1 Principle

Under articles L221-18 to L221-28 of the French Consumer Code, a consumer Buyer (an individual acting for non-professional purposes) has 14 calendar days from the day of subscription or purchase to withdraw, without having to give a reason or bear any other cost. This right applies to subscriptions and to credit purchases alike.

6.2 Application of the right of withdrawal

Although article L221-28 12° of the French Consumer Code provides an exception for the supply of digital content, the Publisher does not rely on it. The 14-day right of withdrawal therefore applies in full to every subscription and every credit purchase, including where the service has actually been used during that period, with a full refund of the sums paid.

6.3 Exercising the right of withdrawal

To withdraw, the Buyer sends their request to contact@modai-lab.com, clearly stating their surname, first name, account email address and subscription date. They may use the model form below or any other unambiguous statement.

6.4 Model withdrawal form

To MODAI LAB — contact@modai-lab.com: I hereby give notice of my withdrawal from the contract for the ModAi Lab subscription. Taken out on [date]. Consumer's name: [surname first name]. Account email: [email]. Date: [date of notice].

6.5 Refund

Where the right of withdrawal is validly exercised, the Seller refunds all sums paid, at the latest within 14 days of receiving the withdrawal request, using the same means of payment as the original transaction.

7.1 Subscription term

The subscription is taken out for an initial term of one month or one year, depending on the plan chosen. There is no minimum commitment and it can be cancelled at any time.

7.2 Automatic renewal — Loi Châtel (art. L215-1 of the French Consumer Code)

Under article L215-1 of the French Consumer Code, the subscription renews automatically at its expiry for an identical term. A Buyer on an automatically renewing subscription will be informed by email, at the earliest three months and at the latest one month before the expiry date, that they may choose not to renew.

If that information is not provided within that window, the Buyer may cancel free of charge and without penalty at any time after the renewal date, and obtain a pro rata refund of the sums paid for the period after cancellation.

7.3 Cancellation by the Buyer

The Buyer may cancel at any time from their personal area (the “My subscription” section) or by contacting contact@modai-lab.com. The cancellation request is recorded immediately and takes effect at the end of the current billing period. No pro rata refund is made for the remaining days of the current period, except in the cases covered by articles 6 (right of withdrawal) and 7.2 (failure to inform before renewal).

7.4 Cancellation by the Seller

The Seller may cancel the subscription as of right, without notice or compensation, in the event of a serious breach of the Terms of Use or of these Terms of Sale (in particular fraud, abusive use or unremedied non-payment). In that case no refund will be made.

8.1 Guarantee of conformity of the digital service

Under articles L224-25-1 et seq. of the French Consumer Code (transposing EU Directive 2019/770 on contracts for the supply of digital content and services), the Seller warrants that the service conforms to the contract throughout the active subscription.

Where there is a lack of conformity, the Buyer may request that the service be brought into conformity within a reasonable time. If that is impossible, or does not happen within one month of the request, the Buyer may request a price reduction or termination of the contract with a full refund.

8.2 Service availability

The Seller undertakes to use all reasonable means to keep the service continuously available. Any planned interruption will be notified in advance. Where an unplanned interruption attributable to the Seller lasts more than 72 consecutive hours, the Buyer may claim a proportionate credit against their next instalment.

To the extent permitted by law, the Seller's liability under these Terms of Sale is limited to direct and foreseeable damage. The Seller cannot be held liable for indirect damage such as loss of revenue, loss of opportunity, commercial harm or damage to reputation.

The Seller's total liability, on all counts combined, may not exceed the total sums actually paid by the Buyer in the 12 months preceding the triggering event.

The Seller is not liable for damage arising from events of force majeure (within the meaning of article 1218 of the French Civil Code), from acts of third parties or from the Buyer's own conduct.

Processing of the Buyer's personal data in the commercial relationship is carried out in accordance with the GDPR (EU Regulation 2016/679) and the Platform's privacy policy set out in the Terms of Use. Payment data is processed exclusively by Stripe and does not pass through the Publisher's servers.

The data needed for billing (name, email, transaction history) is kept for 10 years in accordance with article L123-22 of the French Commercial Code and tax obligations.

11.1 Seeking an amicable settlement

In the event of a dispute over the performance of these Terms of Sale, the Buyer is invited to contact customer service first at contact@modai-lab.com setting out their complaint. The Seller undertakes to reply within 15 working days.

11.2 Consumer mediation

Under article L612-1 of the French Consumer Code and order no. 2015-1033 of 20 August 2015, a consumer Buyer has the right to use a consumer mediator free of charge for any dispute not settled amicably within 60 days of the written complaint sent to the Seller. The competent mediator's details are available on request at contact@modai-lab.com.

11.3 European online dispute resolution platform

Under EU Regulation no. 524/2013, the European Commission provides an online dispute resolution platform for EU consumers: https://ec.europa.eu/consumers/odr

11.4 Jurisdiction

Failing an amicable settlement, and subject to the mandatory provisions protecting consumers (in particular the jurisdiction of the court where the consumer resides), the courts having jurisdiction over MODAI LAB's registered office shall have sole jurisdiction.

These Terms of Sale are governed by French law. They are drafted in French, which prevails over any translation in the event of a dispute. They comply in particular with the French Consumer Code (Book II — Formation and performance of contracts), the French Civil Code, EU Directive 2019/770 on digital services and EU Regulation 2016/679 (GDPR).

For any question about your subscription, an invoice, a refund or exercising your rights:

• •Email: contact@modai-lab.com
• •Postal address: MODAI LAB — 126 Rue d'Alésia CX 75685, 75014 Paris, France
• •Response time: two working days