Working draft, under legal review.
This English version is provided for information; in case of discrepancy, the French version prevails.
Article 1 — Provider
These terms of sale (the "Terms") are offered by AGENTMAURICE, a French société par actions simplifiée with a share capital of €25,000, whose registered office is at 2 rue de la Châtaigneraie, 35510 Cesson-Sévigné, France, registered with the Rennes Trade and Companies Register (RCS) under number 105 631 535 (registered office SIRET: 105 631 535 00017), EU VAT number FR79105631535, represented by Mr Mikaël Morvan, its President ("AgentMaurice").
Contact: contact@agentmaurice.ai
Article 2 — Scope
2.1. The Terms apply to any subscription, order or use of the AgentMaurice offers described in Article 4 by a customer acting for the purposes of its business (the "Customer"). AgentMaurice's offers are reserved for professionals; they are not intended for consumers within the meaning of French consumer law.
2.2. The Terms prevail over any other document of the Customer, including its general purchasing conditions, unless AgentMaurice expressly agrees otherwise in writing.
2.3. Creating an account, ticking the acceptance box, signing an order form or a quote, or paying an invoice constitutes unreserved acceptance of the Terms in the version in force on that date.
Article 3 — Definitions
- Maurice: the software published by AgentMaurice, including the
mauricecommand-line interface, which can run as an instance or connect to remote instances. - Instance: a running Maurice, on a user's computer, on a Customer server or on a machine hosted by AgentMaurice.
- Plan: the offer subscribed by the Customer, as described on the Pricing page of agentmaurice.ai on the subscription date.
- Credits: prepaid units for using the services hosted by AgentMaurice (including hosted artificial intelligence models, web search, connections to third-party services and document reading).
- Customer Keys: the credentials the Customer uses to access its own accounts with artificial intelligence model providers or third-party services.
- Customer Content: the data, instructions, documents, workflows, tools and results that the Customer or its users create, import or process with Maurice.
- Documentation: Maurice's online documentation published by AgentMaurice.
Article 4 — Offers
4.1. Maurice on a computer. Using Maurice on a user's computer is free, including for professional use. It includes no support, no availability commitment and no Credits.
4.2. Hosted plans (Solo, Workshop, Floor, HQ). AgentMaurice provides the Customer with an Instance on a dedicated machine it operates, with the content of the Plan (included Credits, backups, company sign-in, support, availability commitment) described on the Pricing page on the subscription date.
4.3. Maurice On-prem. AgentMaurice grants the Customer a yearly licence to use Maurice on infrastructure the Customer provides and administers, per Instance in production, with or without support depending on the level chosen. The Customer remains solely responsible for its infrastructure, its backups and applying the updates made available.
4.4. Maurice Enterprise. Deployments on Kubernetes, in high availability or within the Customer's infrastructure are subject to a quote and a specific agreement, which prevails over the Terms on the matters it covers.
4.5. Pilot. The pilot is a four-week service, extendable under the quote, consisting of implementing Maurice on a defined Customer task and measuring the results. Its scope, price, deliverables, success criteria and exit terms are set in the signed quote.
4.6. Changes to the offers. AgentMaurice may change the features of Maurice and of its offers. A change that removes an essential feature of a current Plan is notified to the Customer at least thirty (30) days in advance; the Customer may then terminate without charge on the effective date of the change.
Article 5 — Subscription and account
5.1. Hosted Plans are subscribed from the AgentMaurice Console or on quote. The Customer guarantees the accuracy of the information provided and appoints at least one administrator.
5.2. The Customer is responsible for keeping its credentials confidential and for the use of its account by its users. It informs AgentMaurice without delay of any unauthorised use.
5.3. Maurice On-prem, Maurice Enterprise and the pilot are concluded by accepting a quote or an order form.
Article 6 — Prices
6.1. Applicable prices are those of the Pricing page of agentmaurice.ai or of the quote on the subscription date. They are expressed in euros, excluding taxes; VAT and other applicable taxes are added.
6.2. Hosted Plan prices are set per Instance and not per user; the team sizes shown on the Pricing page are indicative.
6.3. Price changes. AgentMaurice may change its prices. A new price applies to new subscriptions as soon as it is published. For a current subscription, it applies from the next renewal, provided the Customer has been informed at least thirty (30) days beforehand; the Customer may object by terminating before that date.
Article 7 — Term, payment and invoicing
7.1. Monthly payment. The Plan is subscribed with no minimum term and renews every month. The Customer may stop it at any time; cancellation takes effect at the end of the current month, which remains due.
7.2. Yearly payment. A Plan paid yearly is invoiced at twelve months for the price of eleven, in advance, for a twelve-month period renewed tacitly unless terminated before the renewal date. It is not refundable in the event of early termination by the Customer, except in case of breach by AgentMaurice.
7.3. Maurice On-prem licence. The licence is invoiced yearly, in advance, per Instance.
7.4. Changing Plan. An upgrade takes effect immediately; a downgrade takes effect at the end of the current period.
7.5. Invoices are payable on receipt by card, direct debit or bank transfer depending on the method offered.
7.6. Late payment. Any delay automatically gives rise, without prior notice, to late-payment penalties at three times the French statutory interest rate, plus a fixed recovery fee of forty (40) euros (Articles L. 441-10 and D. 441-5 of the French Commercial Code), without prejudice to additional compensation on proof.
7.7. Suspension for non-payment. If a reminder remains unanswered for fifteen (15) days, AgentMaurice may suspend access to paid services until full payment, without the Customer being entitled to any compensation.
Article 8 — Credits
8.1. Credits are prepaid units for using the services hosted by AgentMaurice. They are neither electronic money nor a means of payment, bear no interest, cannot be transferred or converted into cash, and are not refundable, including upon termination, except in case of breach by AgentMaurice.
8.2. Credits included in a Plan are valid until the end of the month for which they are granted and are not carried over.
8.3. Credits bought in packs are valid for twelve (12) months from their purchase.
8.4. Credit consumption depends on the service and the model used; it can be viewed in the Console.
8.5. When the Credit balance is exhausted, hosted services that consume Credits are suspended until the balance is topped up. Instances, Customer Content and features that do not consume Credits remain available.
8.6. Automatic top-up. The Customer may enable automatic top-up: a pack it has chosen is bought and invoiced as soon as its balance drops below the threshold it has set. It can disable it at any time from the Console.
8.7. When the Customer uses its own Keys, the corresponding calls are invoiced directly to the Customer by the chosen provider, under that provider's terms, and do not consume Credits.
Article 9 — Customer obligations
9.1. The Customer uses Maurice in accordance with the Terms, the Documentation and applicable law. In particular, it shall not: attempt to circumvent security measures, access rights or usage limits; resell, sublicense or make Maurice available to third parties for a fee, including as an online service, without AgentMaurice's written consent; decompile Maurice except where permitted by law; use Maurice for unlawful activities, to infringe third-party rights, or to develop a competing product from its non-public elements.
9.2. The Customer is solely responsible for Customer Content, its lawfulness and the rights needed to process it, and for the Customer Keys it configures, as well as for complying with the terms of the providers they give access to.
9.3. The Customer determines its users' permissions, the required human approvals and the access granted to the tools and assistants connected to Maurice.
Article 10 — Artificial intelligence
10.1. Maurice uses artificial intelligence models, in particular to design tools and for steps that require judgement. Results produced by these models may be inaccurate, incomplete or unsuitable. The Customer is responsible for checking the tools created and their results before relying on them, especially for any decision with legal or financial effects, effects on individuals, or safety implications.
10.2. AgentMaurice provides control mechanisms (permissions, refusals, human approvals, logs). The Customer chooses to use and configure them according to its needs and obligations.
10.3. Where the Customer uses Maurice for a system subject to specific obligations under artificial intelligence regulation, in particular Regulation (EU) 2024/1689, it assumes the obligations incumbent on the deployer.
10.4. Models supplied by third parties are subject to those third parties' terms. AgentMaurice is not responsible for their unavailability, their changes or their results.
Article 11 — Availability, maintenance and support
11.1. For hosted Plans, AgentMaurice undertakes to use reasonable means to ensure the availability of Instances. No availability guarantee applies to plans that do not mention one on the Pricing page, nor to Maurice on a computer.
11.2. AgentMaurice may temporarily interrupt the service for maintenance; it endeavours to notify the Customer of scheduled maintenance at least forty-eight (48) hours in advance and to carry it out at times of low usage.
11.3. Support is provided according to the Plan, by email at contact@agentmaurice.ai or through any other channel shown in the Console, on business days and hours in France.
11.4. The Customer remains free to export its Content regularly.
Article 12 — Personal data
12.1. For personal data processed on the Customer's behalf as part of hosted Plans, AgentMaurice acts as a processor within the meaning of Regulation (EU) 2016/679 (GDPR).
12.2. For data relating to the account, invoicing and the business relationship, AgentMaurice acts as controller, under the terms of its privacy policy.
12.3. With Maurice on a computer and Maurice On-prem, Customer Content is processed on the Customer's infrastructure; AgentMaurice does not access it, except for support work authorised by the Customer.
Article 13 — Security and confidentiality
13.1. AgentMaurice implements appropriate technical and organisational measures to protect the Instances it hosts and the data it processes, described on its Security page and in the Data Processing Agreement.
13.2. Each party undertakes to keep confidential the non-public information of the other party it learns in connection with the agreement, during its term and for five (5) years after it ends, unless such information is public through no fault of its own or must be disclosed by law.
Article 14 — Intellectual property
14.1. Maurice, the Documentation and AgentMaurice's materials remain its exclusive property. For the term of the agreement and for its own needs, the Customer has a non-exclusive, non-transferable right of use, limited to what the Plan provides.
14.2. Components published by AgentMaurice under an open-source licence, including its MCP servers, are governed by their own licence.
14.3. Customer Content, including the tools and workflows the Customer creates with Maurice, remains its property. The Customer grants AgentMaurice only the right to process it as needed to perform the agreement.
Article 15 — Liability
15.1. AgentMaurice is bound by an obligation of means (obligation de moyens).
15.2. AgentMaurice is not liable for indirect damage, such as loss of revenue, customers, data or reputation, nor for the consequences of using results produced by artificial intelligence models, Customer Content, Customer Keys, the Customer's infrastructure or third-party services.
15.3. Except in case of gross negligence or wilful misconduct and except for personal injury, AgentMaurice's total liability under the agreement, for all causes combined, is limited to the amounts actually paid by the Customer for the Plan or service concerned during the twelve (12) months preceding the event giving rise to liability. For free use, it is excluded to the extent permitted by law.
15.4. Any liability claim must be brought within one (1) year from the event giving rise to it.
Article 16 — Force majeure
Neither party is liable for a failure caused by an event of force majeure within the meaning of Article 1218 of the French Civil Code. If the impediment lasts more than thirty (30) days, either party may terminate the agreement concerned without compensation.
Article 17 — Suspension and termination
17.1. AgentMaurice may suspend a Customer's access, after notice except in an emergency, in case of serious breach of Articles 9 or 10, a threat to the security of its systems or of third parties, or an order from an authority.
17.2. In case of serious breach by either party not remedied within thirty (30) days of formal notice, the other party may terminate the agreement automatically.
17.3. The Customer may terminate its Plan at any time from the Console or in writing, under the conditions of Article 7.
Article 18 — Reversibility
At the end of the agreement, the Customer may export its Content from the Console for thirty (30) days. After that period, AgentMaurice deletes the hosted Customer Content, unless required by law to keep it. Reversibility assistance can be provided on quote.
Article 19 — Miscellaneous
19.1. Subcontracting. AgentMaurice may use subcontractors, in particular for hosting and artificial intelligence models, while remaining responsible for their services towards the Customer.
19.2. Assignment. The Customer may not assign the agreement without AgentMaurice's written consent. AgentMaurice may assign it to a company taking over all or part of its business, informing the Customer.
19.3. Reference. Unless the Customer objects in writing, AgentMaurice may cite its name and logo as a commercial reference.
19.4. Changes to the Terms. AgentMaurice may change the Terms. The new version applies to current subscriptions thirty (30) days after it is notified to the Customer, who may terminate without charge before that date.
19.5. Severability. If a clause is declared void, the others remain applicable.
19.6. Language. The French version of the Terms prevails.
Article 20 — Governing law and disputes
The Terms are governed by French law. In the event of a dispute, the parties first seek an amicable solution. Failing agreement within thirty (30) days, any dispute relating to their formation, interpretation or performance falls within the exclusive jurisdiction of the courts within the jurisdiction of the Court of Appeal of Rennes, including for summary proceedings, third-party claims or multiple defendants.