General Terms and Conditions of Sale and Use

Version 1.0. Effective date: September 2026

Article 1. Definitions

In these terms, the words below have the following meaning:

Publisher: Miso, a French SAS (société par actions simplifiée) with a share capital of €10,000, registered with the Rennes Trade and Companies Register (RCS) under number 105 989 305, whose registered office is located at 2 rue de la Mabilais, 35000 Rennes, France, intra-community VAT number FR84105989305, represented by its Managing Director (Directeur général), Emmanuel Lebarbier. Contact: contact@misogroup.ai.

Service or Miso Resa: the SaaS software solution published by the Publisher, available online, which allows a restaurant to manage its bookings, its floor plan, its guest database, its notifications and, depending on the Plan subscribed to, its artificial intelligence features.

Customer: the legal entity or sole trader that takes out a Subscription to the Service in the course of its business.

Establishment: the restaurant or point of sale operated by the Customer and declared in the Service.

Account: the Customer's personal space giving access to the Service.

User: any natural person authorised by the Customer to access the Account, whatever their role (owner, manager, team member).

Guest: the natural person who books a table at the Establishment, directly or through the Service, and whose data is processed in the Service.

Subscription: the subscription to a Plan for a given period.

Plan: one of the offer levels described in Article 4 (Découverte, Essentielle, Pro+).

Add-on: a paid option subscribed to on top of a Plan.

Top-up Pack: a one-off purchase of artificial intelligence credits or telephony minutes.

Customer Data: all the data entered, imported or generated by the Customer and its Users in the Service, including Guest data.

Agreement: these general terms and conditions, their appendices, and the order summary accepted by the Customer, taken together.

Article 2. Purpose and contractual documents

The purpose of these general terms and conditions of sale and use (the "Terms") is to set out the conditions under which the Publisher makes the Service available to the Customer, as well as the rights and obligations of the parties.

The Agreement is made up of the following documents, in decreasing order of priority in the event of a contradiction:

1. the order summary accepted by the Customer when subscribing;
2. these Terms and their appendices;
3. the Privacy Policy available online;
4. the Service documentation.

No general purchasing conditions of the Customer, and no document issued by the Customer, are binding on the Publisher unless the Publisher has accepted them expressly and in writing.

Article 3. Status of the Customer and acceptance

3.1 Agreement between professionals

The Service is intended exclusively for professionals acting in the course of their main business. By subscribing, the Customer represents and warrants that it is acting for professional purposes and that it is authorised to bind the legal entity it represents.

As a result, the protective provisions of the French Consumer Code, in particular the right of withdrawal and recourse to the consumer mediator, do not apply to the Agreement.

3.2 Acceptance

Subscription takes place online. The Customer selects its Plan, provides the information requested and confirms its order. Ticking the box accepting the Terms constitutes full and unreserved acceptance of the Agreement.

The Agreement is formed on the date the first payment is confirmed or, for the Découverte Plan, on the date the Account is created.

The Publisher reserves the right to refuse a subscription, in particular in the event of a previous payment incident, a previous breach of the Agreement, or information that is clearly inaccurate.

Article 4. Description of the Service

4.1 Features

Depending on the Plan subscribed to, the Service allows in particular:

• online booking through a booking module that can be embedded in the Establishment's website;
• entering and managing bookings from a dashboard;
• managing the floor plan and seating;
• managing a guest database (profiles, history, segments);
• automated sending of notifications to Guests by email, WhatsApp and SMS;
• the waiting list;
• detecting and tracking no-shows;
• artificial intelligence features: phone voice agent, messaging assistant, seating assistance, menu import;
• activity statistics;
• integrations with third-party services (point of sale, Google Business Profile, payment).

4.2 Plans

The Découverte Plan is free and has no fixed term. The Publisher may change or discontinue it at any time, subject to thirty (30) days' notice given by email.

4.3 Add-ons

The Marketing Add-on is offered at €5 excl. VAT per month or €50 excl. VAT per year to Customers on an Essentielle Plan. It is included in the Pro+ Plan.

4.4 Top-up Packs

When the credits or minutes included in the Plan have been used up, the Customer may purchase Top-up Packs, which are invoiced once and do not renew:

Artificial intelligence credit packs:

Voice minute packs:

Credits and minutes purchased as a Pack can be used with no time limit for as long as the Subscription is running. They are not refundable, cannot be converted into cash and cannot be transferred to another Account. They are permanently lost when the Subscription is terminated.

Credits and minutes included in a Plan are allocated per monthly period and cannot be carried over from one period to the next. For an annual Subscription, they are allocated monthly, on the anniversary date of the subscription.

4.5 Exhausted allowances

The Service does not charge for overage. When the included AI credits or voice minutes have been used up, the corresponding features are suspended until the next period or until a Top-up Pack is purchased. The other features of the Service remain available.

4.6 Changes to the Service

The Publisher develops the Service on a continuous basis. It may add, change or remove features. The removal of a substantial feature from a paid Plan is notified to the Customer with thirty (30) days' notice; the Customer may then terminate its Subscription at no cost within that period, under the conditions of Article 8.

The Publisher may interrupt the Service for maintenance. Scheduled work is, as far as possible, carried out outside restaurant service hours and announced in advance.

Article 5. Account, access and security

5.1 Creating the Account

The Customer creates its Account by providing accurate, complete and up-to-date information, and undertakes to keep it so throughout the term of the Agreement.

5.2 Login details

Login details are personal and confidential. The Customer is responsible for keeping them safe and for any use made of its Account. It informs the Publisher without delay of any unauthorised use it becomes aware of.

5.3 Users

The Customer may invite Users within the limit of the number of accounts provided for by its Plan. It assigns them a role that determines their rights. The Customer remains responsible for the actions of its Users as for its own, and removes without delay the access of people who are no longer authorised.

If the number of active Users exceeds the limit of the Plan, in particular following a change of Plan, access for the accounts in excess is suspended until the situation is put right.

5.4 One Account per Establishment

The Service does not manage several Establishments within a single Account. A Customer operating several Establishments takes out a separate Subscription for each of them.

Article 6. Financial terms

6.1 Prices

Prices are stated in euros and exclusive of tax. Value added tax at the rate in force is added, unless an exemption duly justified by the Customer applies, in particular the intra-community reverse charge on presentation of a valid VAT number.

6.2 Payment

Payment is made exclusively online, by bank card, through the provider Stripe. The Customer authorises the sums due to be debited automatically on each due date from the registered payment method.

The Publisher never has access to the full bank card details, which are processed and stored by Stripe.

6.3 Invoicing

The Subscription is invoiced in advance, on the day of subscription and then on each anniversary date of the chosen period. Top-up Packs are invoiced on the day of the order.

Invoices are made available in the Account and sent by email.

6.4 Price revision

The Publisher may revise its prices. Any increase is notified to the Customer by email at least thirty (30) days before it takes effect and applies only from the following subscription period. A Customer who refuses the new pricing may terminate its Subscription at no cost before the effective date. If the Subscription is not terminated, the increase is deemed accepted.

For an annual Subscription in progress, the price remains unchanged until the end of the current annual period.

6.5 Non-payment

If a debit fails, the Publisher informs the Customer and makes further attempts.

If the situation is not put right within fifteen (15) days of the due date, the Publisher may suspend access to the Service, after notification by email, until payment is made in full. Suspension interrupts neither invoicing nor the running of the Agreement.

In accordance with Articles L441-10 and D441-5 of the French Commercial Code, any sum not paid when due automatically bears, without prior formal notice, late payment penalties calculated at the interest rate applied by the European Central Bank to its most recent refinancing operation plus ten (10) percentage points, together with a fixed recovery fee of forty (40) euros, without prejudice to additional compensation where justified.

If the situation is not put right within thirty (30) days of the suspension, the Publisher may terminate the Agreement automatically under the conditions of Article 8.4.

6.6 No collection of payments on behalf of the Customer

The Service does not collect any payment from Guests. It handles no deposit, no card pre-authorisation and no no-show fee. Any financial relationship between the Customer and its Guests remains outside the Agreement, and the Publisher plays no part whatsoever in its performance or in any dispute arising from it.

Article 7. Term and renewal

7.1 Monthly Subscription

The monthly Subscription is taken out for a term of one (1) month. It is renewed automatically for successive periods of one (1) month, unless terminated under the conditions of Article 8.

7.2 Annual Subscription

The annual Subscription is taken out for a fixed term of twelve (12) months and cannot be terminated before its end, except in the cases provided for in Articles 4.6, 6.4 and 8.4. It is renewed automatically for successive periods of twelve (12) months, unless terminated under the conditions of Article 8.

7.3 Change of Plan

The Customer may change Plan at any time from its Account.

A move to a higher Plan takes effect immediately, with the price adjusted pro rata for the current period.

A move to a lower Plan takes effect at the end of the current subscription period. No refund, even partial, is due on that account. The Customer keeps access to the features of its Plan until that date.

A move from an annual Subscription to a monthly Subscription is only possible at the end of the current annual period.

Article 8. Termination

8.1 Termination by the Customer

The Customer may terminate its Subscription at any time, on its own, from the subscription management area available in its Account.

Termination takes effect at the end of the current subscription period, monthly or annual as the case may be. The Customer keeps access to the Service until that date.

No refund, in full or in part, is due for the period already started. No pro rata is applied.

8.2 Termination by the Publisher

The Publisher may terminate a paid Subscription subject to three (3) months' notice given by email. In that case, it refunds the Customer the portion of the subscription corresponding to the period paid for and not yet elapsed.

8.3 Deletion of the Account

Termination of the Subscription does not automatically entail deletion of the Account. The Customer expressly requests the deletion of its Account and its Data, which is handled under the conditions of Article 12.3.

8.4 Termination for breach

In the event of a serious breach by one of the parties of its obligations that is not remedied within thirty (30) days of a formal notice sent by registered letter or by email with acknowledgement of receipt, the other party may terminate the Agreement automatically, without prejudice to any damages.

The Publisher may also suspend or terminate access to the Service immediately and without notice where the Service is used in a way that is contrary to the law, infringes the rights of third parties, or compromises the security or integrity of the Service.

8.5 Effects of termination

On the effective date of termination:

• access to the Service and to the Account is cut off;
• unused AI credits and voice minutes, whether included or purchased, are permanently lost;
• the phone number allocated for the voice agent is deactivated and can no longer be reached, under the conditions of Article 9;
• any sums still owed become immediately payable;
• Customer Data is handled under the conditions of Article 12.3.

Article 9. Voice agent and phone number

9.1 Allocation

The Pro+ Plan includes the provision of a dedicated French phone number, operated by a partner carrier, and of a voice agent able to take bookings over the phone.

The number is made available to the Customer for the term of the Subscription. It remains the property of the Publisher or of its carrier. The Customer is not its holder and cannot request that it be ported.

9.2 Deactivation

In the event of termination, a move to a lower Plan or suspension for non-payment, the number is deactivated and incoming calls are no longer handled.

The number is kept by the Publisher for a transitional period, to allow reactivation if the Subscription is resumed. Reactivation of the voice agent is not automatic and must be requested by the Customer. After that period, the Publisher may return the number permanently to the carrier, after informing the Customer beforehand by email.

9.3 Use

The Customer shall not use the allocated number for purposes other than receiving calls from its own Guests, and in particular shall not publish it as a general contact number, list it in a directory in any other capacity, or use it for outbound call campaigns.

The number is not an emergency number and cannot be used to make or receive calls to the emergency services.

Article 10. Notifications to Guests

10.1 How it works

The Service sends Guests messages relating to their booking: confirmation, reminder, change, cancellation, offer of a table from the waiting list, no-show follow-up.

These messages are sent by email, WhatsApp or SMS, depending on the contact details available and the availability of the channels. Message delivery depends on third-party carriers and on the rules of the platforms concerned, in particular those of WhatsApp. The Publisher guarantees neither actual receipt, nor the delivery time, nor the channel finally used.

10.2 Cost

Notifications relating to bookings are included in the Subscription, with no charge per message.

10.3 Fair use

This inclusion is granted for normal use corresponding to the booking activity of an Establishment. In the event of clearly disproportionate use, in particular volumes unrelated to the actual activity or messages diverted from their purpose, the Publisher may, after informing the Customer, limit the messages sent or propose suitable pricing.

10.4 Commercial messages

Messages that amount to direct marketing, in particular those of the Marketing Add-on, are subject to the allowances of the Plan and to Article 11. They are not covered by Article 10.2.

10.5 Responsibility for content

The Customer is responsible for the content it sets up in the messages, as well as for the accuracy of the information about its Establishment that appears in them.

Article 11. Obligations of the Customer

The Customer undertakes to:

1. use the Service in accordance with the Agreement, the applicable regulations and the rights of third parties;
2. not collect, enter or import Guest data without having an appropriate legal basis, and in particular obtain the consent required for any direct marketing;
3. inform its Guests of the processing of their data in the Service and respond to requests to exercise their rights, with the Publisher providing the assistance set out in Appendix 1;
4. not enter into the Service any sensitive data within the meaning of Article 9 of the GDPR, nor any Guest bank details;
5. not attempt to access the Service by any means other than the interfaces made available, not decompile it, not extract all or part of its database, and not subject it to load or penetration testing without prior written authorisation;
6. not resell, sub-license or make the Service available to a third party;
7. not use the Service to distribute content that is unlawful, misleading, defamatory or that infringes the rights of a third party;
8. supervise the artificial intelligence features under the conditions of Article 13;
9. have the equipment and the internet connection needed to access the Service, at its own expense.

Article 12. Data

12.1 Ownership

Customer Data remains the exclusive property of the Customer. The Publisher is granted no ownership right over it and uses it only for the purposes of performing the Agreement, under the conditions of Appendix 1.

12.2 Anonymised statistics

The Customer grants the Publisher, for the term of the Agreement, a non-exclusive, free licence to use Customer Data in an aggregated and anonymised form that does not allow the Customer, its Establishment or any Guest to be identified, for the purposes of improving the Service and producing industry statistics.

12.3 Reversibility and deletion

Throughout the term of the Agreement, the Customer may export its data from its Account, in the formats offered by the Service. Customers on Plans without CSV export may obtain a copy on request to the Publisher.

From the effective date of termination, Customer Data is kept for thirty (30) days, during which the Customer may request its return in a structured, commonly used format.

At the end of that period, Customer Data is deleted from production systems within a maximum of thirty (30) days, then from backups according to their rotation cycle, which does not exceed ninety (90) days.

As an exception, the documents and information needed to comply with the Publisher's accounting, tax and legal obligations, in particular invoices, are kept for ten (10) years.

Article 13. Artificial intelligence

13.1 Nature of the features

Some features of the Service rely on artificial intelligence models supplied by third-party providers: phone voice agent, messaging assistant, seating assistance, menu import and structuring.

13.2 Limits

These features produce probabilistic results. They may generate answers that are inaccurate, incomplete or unsuitable, misunderstand a request, or retain incorrect information. The Publisher guarantees neither the accuracy, nor the completeness, nor the relevance of the content generated.

13.3 Supervision

The Customer remains in control of its business and is solely responsible for the decisions taken on the basis of the results produced by these features. It is up to the Customer to configure the artificial intelligence features, to check their results and to correct them. It may deactivate them at any time from its Account, without this giving rise to any price reduction.

13.4 Interaction with Guests

When the Customer activates a feature that converses directly with its Guests, it is up to the Customer to inform them, where required, that they are dealing with an automated system. The Service includes the notices and settings needed for that purpose.

13.5 Content submitted

The Customer warrants that it holds the necessary rights to the content it submits to the artificial intelligence features, in particular menus. The providers used by the Publisher do not use this content to train their models.

Article 14. Third-party integrations

The Service may be connected, at the Customer's initiative, to third-party services: point-of-sale software, Google Business Profile, calendar, or any other service offered.

These connections are optional. The Customer activates them itself and provides the necessary authorisations. It acknowledges that:

• use of the third-party service is governed by the terms of its own publisher, which the Customer accepts directly with that publisher;
• the Publisher has no control over these services, their availability or their changes;
• the interruption or modification of a third-party interface may affect the corresponding integration, without the Publisher incurring any liability on that account, and without this constituting a breach of the Agreement.

Article 15. Availability and support

15.1 Availability

The Publisher uses reasonable means to ensure that the Service is available and accessible. The Service is provided under a best-efforts obligation (obligation de moyens).

No quantified availability commitment is given under these Terms.

The Publisher cannot be held liable for interruptions resulting from maintenance, a failure of communication networks, a failure of hosting providers or third-party services, or a force majeure event.

15.2 Support

Support is provided by email at contact@misogroup.ai, Monday to Friday, excluding French public holidays. The Publisher endeavours to give a first response within a reasonable time.

The Pro+ Plan entitles the Customer to priority handling of its requests.

15.3 Backups

The Publisher makes regular backups of Customer Data. These backups are intended for restoring the Service in the event of a technical incident and do not constitute an archiving service or a restore-on-demand service.

Article 16. Intellectual property

The Service, in all its components, including the software, databases, interfaces, texts, graphics, trademarks and domain names, is and remains the exclusive property of the Publisher or its licensors. It is protected by intellectual property law.

The Publisher grants the Customer, for the term of the Agreement, a personal, non-exclusive, non-assignable and non-transferable right to use the Service, limited to the internal needs of operating its Establishment and to the scope of the Plan subscribed to.

Any other use is prohibited. The Agreement does not entail any transfer of intellectual property rights to the Customer.

The Customer authorises the Publisher to cite its company name, its trading name and its logo as a commercial reference, on its website and in its communication materials. The Customer may object to this at any time by simple request sent by email.

Article 17. Confidentiality

Each party undertakes to keep confidential the non-public information of the other party that it becomes aware of in connection with the Agreement, to use it only for the performance of the Agreement, and to disclose it only to those of its staff and providers who need to know it and are bound by an equivalent obligation.

This undertaking remains in force throughout the term of the Agreement and for three (3) years after its end.

It does not apply to information that is public, that was already known to the receiving party without any obligation of confidentiality, that was lawfully obtained from a third party, or whose disclosure is required by law or by a competent authority.

Article 18. Warranties and liability

18.1 Indemnity by the Customer

The Customer indemnifies the Publisher against any claim, action or judgment resulting from a breach of its obligations under the Agreement, in particular those of Article 11 and Appendix 1, or from the content it distributes through the Service.

18.2 Liability of the Publisher

The Publisher is bound by a best-efforts obligation (obligation de moyens). It can only be held liable where fault is proven, and for direct damage only.

Indirect damage is excluded, in particular loss of revenue, loss of customers, operating loss, commercial or reputational harm, as well as the consequences of a booking that was not recorded, a notification that was not received, a call that did not get through or a Guest no-show.

18.3 Cap

The total liability of the Publisher, for all causes combined, is limited to the total amount excluding tax actually paid by the Customer under the Agreement during the twelve (12) months preceding the event giving rise to the damage.

For the Découverte Plan, which is provided free of charge, the liability of the Publisher is limited to one hundred (100) euros.

18.4 Exclusions from the cap

The limitations and exclusions of this article do not apply in the event of wilful misconduct, gross negligence or personal injury, nor in cases where the law prohibits such limitation.

Article 19. Force majeure

Neither party can be held liable for a failure resulting from a force majeure event within the meaning of Article 1218 of the French Civil Code and the case law of the French courts.

If the force majeure event continues for more than sixty (60) days, either party may terminate the Agreement automatically, by written notice, with no compensation owed by either side.

Article 20. Subcontracting and assignment

The Publisher may use providers to perform the Agreement. It remains responsible to the Customer for their performance. The subprocessors that handle personal data are listed in Appendix 2.

The Agreement is entered into in consideration of the person of the Customer. The Customer may not assign or transfer it, on any basis whatsoever, without the prior written consent of the Publisher, which cannot be refused without a legitimate reason.

The Publisher may assign the Agreement to any company in its group or to a third party as part of a restructuring or a sale of its business, after informing the Customer beforehand.

Article 21. Changes to the Terms

The Publisher may change these Terms. Changes are notified to the Customer by email, or by a message displayed in the Service, at least thirty (30) days before they come into force.

A Customer who refuses the new terms may terminate its Subscription at no cost before they come into force, by notice sent to the Publisher. In that case, the Publisher refunds the portion of the subscription paid for and not yet elapsed.

If the Subscription is not terminated within that period, the new terms are deemed accepted.

Article 22. Miscellaneous

Entire agreement. The Agreement expresses the whole of the agreement between the parties on its subject matter and supersedes any earlier agreement or exchange on the same subject matter.

Severability. If a provision of the Agreement is declared void or unenforceable, the other provisions remain in force, and the parties agree to replace it with a valid provision of equivalent economic effect.

No waiver. The fact that a party does not rely on a breach does not amount to a waiver of its right to rely on it later.

Evidence. The computerised records of the Publisher, in particular connection and sending logs, are accepted as evidence of connections, of actions carried out in the Service and of messages sent, unless proven otherwise.

Notices. Any notice under the Agreement is validly sent by email, to the contact address declared by the Customer in its Account as far as the Customer is concerned, and to contact@misogroup.ai as far as the Publisher is concerned.

Independence. The parties are independent contractors. The Agreement creates no company, agency or employment relationship between them.

Language. These Terms are drawn up in French. This English version is a translation provided for information only. In the event of any contradiction or discrepancy between the two versions, the French version prevails.

Article 23. Governing law and disputes

The Agreement is governed by French law.

In the event of a dispute relating to its formation, interpretation, performance or termination, the parties endeavour to find an amicable solution. Failing agreement within thirty (30) days of the first written notice, the dispute is submitted to the exclusive jurisdiction of the courts of Rennes, notwithstanding multiple defendants or third-party proceedings.

Appendix 1. Processing of personal data

This appendix constitutes the data processing agreement entered into between the parties within the meaning of Article 28 of Regulation (EU) 2016/679 ("GDPR").

1. Roles of the parties

For the processing carried out in the Service on Guest data, the Customer acts as controller and the Publisher as processor.

The Publisher acts as controller for its own processing, in particular the management of its customer records, invoicing, the security of the Service and audience measurement on its website. This processing is described in the Privacy Policy.

2. Subject matter, duration, nature and purpose

Subject matter. The hosting and processing of the personal data needed to provide the Service.

Duration. The term of the Agreement, plus the retention periods set out in Article 12.3 of the Terms.

Nature and purpose. Collection, recording, organisation, structuring, storage, consultation, use, disclosure by transmission, alignment, restriction and erasure, for the purposes of: managing bookings and the waiting list, managing the floor plan, keeping a guest database and its history, sending notifications relating to bookings, taking bookings through the voice agent and the conversational assistant, producing activity statistics for the Customer and, where applicable, sending messages from the Marketing Add-on.

3. Categories of data subjects

• the Guests of the Establishment;
• the Users of the Account.

4. Categories of data processed

• Identification: last name, first name, title;
• Contact details: email address, phone number;
• Booking data: date, time, number of covers, table, status, comment, occasion;
• History and relationship data: number of visits, no-shows, internal notes entered by the Customer, segments, preferences and allergies recorded;
• Communication data: content and status of notifications, content of exchanges with the conversational assistant;
• Call data: caller number and transcript of the call when the voice agent is activated, with no audio recording;
• Technical data: connection logs, IP address, timestamp.

No data falling under Article 9 of the GDPR is intended to be processed. The Customer shall not enter any. It is specified that any dietary preferences and allergies recorded by the Customer may reveal health data: it is up to the Customer to record them only with the explicit consent of the data subject, and to refrain from doing so otherwise.

5. Obligations of the Publisher

The Publisher undertakes to:

1. process the data only on documented instructions from the Customer, use of the Service constituting such an instruction, unless it is subject to a legal obligation, in which case it informs the Customer unless the law prohibits it from doing so;
2. inform the Customer if it considers that an instruction infringes the GDPR;
3. ensure the confidentiality of the data and make sure that the people authorised to process it are bound by an obligation of confidentiality and trained in data protection;
4. implement the technical and organisational measures described in point 9;
5. help the Customer, taking into account the nature of the processing and the information available to it, to respond to requests from data subjects to exercise their rights, to ensure the security of processing, to notify data breaches and to carry out, where applicable, a data protection impact assessment;
6. keep a record of the processing carried out on behalf of the Customer and make it available to the Customer on request;
7. notify the Customer of any personal data breach as soon as possible and at the latest seventy-two (72) hours after becoming aware of it, with the information allowing the Customer to meet its own notification obligations;
8. at the end of the Agreement, delete the data under the conditions of Article 12.3 of the Terms, unless there is a legal obligation to keep it.

6. Rights of data subjects

The Service provides the Customer with the features allowing it to view, rectify, export, anonymise and delete Guest data.

If a request to exercise rights is sent directly to the Publisher, the Publisher forwards it to the Customer without delay and does not respond to it on its own initiative.

7. Subprocessors

The Customer authorises the Publisher to use the subprocessors listed in Appendix 2.

The Publisher informs the Customer of any addition or replacement of a subprocessor at least thirty (30) days before it takes effect, by updating Appendix 2 and giving notice by email. The Customer may object in writing within that period on legitimate, documented grounds relating to data protection. If no alternative solution is found, either party may terminate the Agreement without compensation.

The Publisher imposes on each subprocessor data protection obligations equivalent to those of this appendix and remains fully liable to the Customer for their performance.

8. Transfers outside the European Union

The data is hosted within the European Union.

Some subprocessors are established outside the European Union or may access the data from outside it. These transfers are governed by the standard contractual clauses adopted by the European Commission and, where applicable, by the subprocessor's certification under the EU-U.S. Data Privacy Framework.

9. Security measures

Taking into account the state of the art and the risks, the Publisher implements in particular:

• encryption of data in transit (TLS) and at rest;
• strict separation of data by Establishment, enforced at database level;
• role-based access management and the principle of least privilege;
• authentication of Users and protection of login details;
• logging of access and of sensitive actions;
• regular backups and tested restore procedures;
• vulnerability management and the application of security patches;
• separation of the development, test and production environments.

10. Audit

Once per calendar year, subject to thirty (30) days' notice, the Customer may check that the Publisher complies with this appendix, by means of a questionnaire or the Publisher's compliance documentation.

An on-site audit may only be carried out in the event of a confirmed data breach affecting the Customer, at the Customer's expense, by an independent third party bound by confidentiality and not a competitor of the Publisher, and without disrupting the operation of the Service or compromising the confidentiality of the data of the Publisher's other customers.

Appendix 2. Subprocessors

The retention periods specific to each category of data are set out in the Privacy Policy, in particular: anonymisation of a Guest's profile after thirty-six (36) months of inactivity, which the Customer can configure; retention of call transcripts for no more than ninety (90) days; deletion of the WhatsApp history within ninety (90) days of a request to stop; retention of invoicing data for ten (10) years.