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General Terms and Conditions of Sale

SUMMARY

Preamble

These General Terms and Conditions of Sale (the “GTC”) govern the distance and electronic sale of the Pricati service and associated services, marketed by the company Sdravobiz S.R.L. on the website https://pricati.com/en/ (the “Site”). The conversational assistants created by Clients are managed from the platform ia.pricati.com and deployed on the Client’s website, on their own domain name, or on the channels they activate.

Pricati is an online service allowing its Client to create, train, publish, and manage a conversational assistant under their own name and brand, based on their own data, as well as the related services described in Article 4.

Any Order placed on the Site entails unreserved acceptance of these GTC in their version in force on the date of the Order. The Client is invited to read them carefully, print them, or save them on a durable medium before validating their Order.

The Customer is expressly invited to read Articles 9 (Technological Dependencies), 10 (Deployment Channels and Third-Party Platforms), 11 (Nature and Limitations of Assistant Responses), 14 (Lifetime License) and 20 (Warranties and Liability), which define the limitations of the service and the sharing of risks between the Parties.

Article 1 — Definitions

  • Publisher or Seller: the company Sdravobiz S.R.L., identified in Article 2.
  • Customer: any natural or legal person, professional or otherwise, who places an Order on the Site.
  • Consumer: Customer who is a natural person acting for purposes that do not fall within the scope of their commercial, industrial, craft, or professional activity, within the meaning of OUG no. 34/2014.
  • Professional: Customer acting within the scope of their professional activity, including when acting in the name of or on behalf of another professional.
  • Service: the Pricati platform as a whole — administration area, conversational engine, training and indexing engine, hosting, updates, documentation, and support — as described on the Site.
  • Assistant: the conversational assistant created by the Customer using the Service, deployed on their website and, where applicable, on the Channels they activate.
  • Knowledge Base: all content provided by the Client to train their Assistant — crawled pages of their website, documents, Q&As, texts, videos, audio recordings, and their transcriptions.
  • Client Content: the Knowledge Base, the Assistant’s settings and appearance, its behavioral instructions, conversation histories, and End-User data collected through the Assistant.
  • End User: any person who interacts with the Client’s Assistant, regardless of the Channel used.
  • Channels: the Client’s website and third-party platforms on which the Assistant can be deployed — messaging apps, social networks, marketplaces, automation tools, and any other third-party service.
  • Language Models: generative artificial intelligence models, provided and operated by third parties, that generate the Assistant’s responses.
  • Third-Party Components: the software building blocks, frameworks, libraries, conversational engines, Language Models, APIs, hosting, delivery, payment, indexing, transcription, or notification services provided by third parties and upon which all or part of the Service relies.
  • Order: the act by which the Client subscribes to the Service under the terms hereof.
  • Site: the website https://pricati.com/en/, its subdomains, and the ia.pricati.com platform.
  • Contract: the agreement formed between the Publisher and the Customer upon confirmation of the Order, consisting of these GTC, the description of the subscribed plan, and the Privacy Policy.

Article 2 — Identification of the Publisher

  • Company name: Sdravobiz S.R.L.
  • Legal form: Societate cu Răspundere Limitată (S.R.L.)
  • Registered office: Strada Trandafirilor 51, 307220 Giroc, Romania
  • CUI / Unique Registration Code: RO51472367 (operations in Romania)
  • Intra-Community VAT number: RO51472369 (operations outside Romania)
  • Trade Register Registration Number: J2025016522009
  • Share capital: 200 RON
  • Email (publisher, legal, GDPR): contact@sdravobiz.com
  • Email (service, orders, support): contact@pricati.com
  • Websites: https://pricati.com/en/ — https://sdravobiz.com

The Publisher is subject to Romanian VAT at the standard rate of 21% and registered for the European Union One-Stop-Shop (OSS) scheme for distance sales of electronic services to consumers residing in another Member State.

Article 3 — Purpose of the Contract

These GTC define the rights and obligations of the Parties within the framework of the provision of the Service and associated services.

The Service is provided on a hosted basis (Software as a Service). It does not entail any delivery of software, source code, binary files, trained models, or perpetual license for the platform: the Customer acquires a right of access and use of the Service for the duration of their plan, under the terms of Article 13.

The Customer acknowledges having reviewed, prior to placing their Order, the essential characteristics of the Service, its price, its terms of execution, its limitations, and these GTC. In particular, they acknowledge that the Service is a tool for creating and operating a conversational assistant, and not a custom development or consulting service: the quality of the responses obtained depends directly on the content provided by the Customer, their configuration choices, and the resources dedicated to it.

Article 4 — Plans, services, and pricing

4.1 Subscription plans

The Service is offered on a subscription basis, subscribed to for a monthly or annual period. The subscription grants access to the administration dashboard, to the creation and publication of the Assistant, to its training on the Customer’s content, to its white-label deployment, and to updates to the Service.

The detailed characteristics of each plan, the included features and volumes, and any updates to the catalog can be viewed in real time on the Pricing page of the Site, which forms an integral part of the Contract.

4.2 Lifetime license

A plan called “lifetime license” is offered: the Customer pays a one-time fee and is no longer liable for the monthly or annual subscription for the duration defined in Article 14.

The Customer is expressly informed that the term “lifetime” refers to the commercial and technical lifespan of the Service, and not a perpetual or unlimited duration. The terms, limits, and termination conditions of this plan are fully defined in Article 14, which the Customer acknowledges having read and accepted prior to their Order.

4.3 Additional Services

The following are offered as options, at their current rates:

  • assisted setup, including the configuration of the subdomain or domain name dedicated to the Assistant and the granting of access to the administration area;
  • delegated training, consisting of preparing, importing, and structuring the contents of the Customer’s Knowledge Base on their behalf;
  • integration of the Assistant into third-party Channels;
  • custom developments, extensions, and tailored integrations, which are subject to a separate quote and specific terms;
  • guidance, training, and premium support services.

4.4 Support

Support included in subscription plans and in the lifetime license is written support, provided by email and through the assistance channels indicated on the Site. It does not include phone calls, videoconferences, or one-on-one appointments, which fall under the guidance services referred to in Article 4.3.

4.5 Prices

Prices are displayed on the Site in euros (EUR) or in the currency selected by the Client. They are indicated excluding taxes; the applicable VAT amount is calculated at the time of payment according to the rules of Article 6.

Prices do not include: the cost of the Client’s domain name, fees and accounts required by third-party platforms on which the Client deploys their Assistant (Article 10), commissions and fees charged by payment service providers, nor the cost of third-party services that the Client activates on their own initiative.

4.6 No commission — exact scope

The Publisher does not charge any commission on the turnover generated by the Client through their Assistant.

This commitment applies solely to the Publisher. It does not extend to commissions, deductions, and fees applied by third-party platforms, payment service providers, marketplaces, or any other intermediary, which are governed by their own terms and remain the exclusive responsibility of the Client.

4.7 Price changes

The Publisher reserves the right to modify its rates at any time. Current Orders are invoiced at the price in effect on the date of their confirmation.

For subscription plans, any price increase is notified to the Client by email at least thirty (30) days before it takes effect. A Client who refuses the new pricing schedule may cancel their subscription without penalty before the effective date; failing cancellation, the new pricing schedule will apply to them at the following renewal date.

Article 5 — Order and formation of the Contract

The Order is placed online according to the following steps:

  • selection of the package and options;
  • entry of billing information (identity, address, VAT number for EU Professionals);
  • express acceptance, via a single checkbox whose wording covers each of these elements, of these General Terms and Conditions, the Privacy Policy, and — for Consumers — the immediate performance of the Contract entailing a waiver of the right of withdrawal under the conditions of Article 17;
  • secure payment;
  • confirmation of the Order by email.

The Contract is formed upon confirmation of payment by the payment service provider and the sending of the confirmation email. The Publisher reserves the right to refuse an Order for legitimate reasons: suspicion of fraud, ongoing dispute with the Client, manifest non-compliance of the project with Articles 18 and 19, or technical impossibility.

Article 6 — VAT and Invoicing

6.1 Applicable VAT

  • Consumer residing in Romania: Romanian VAT at the standard rate of 21%.
  • Consumer residing in another EU Member State: VAT of the country of residence, applied according to the OSS scheme.
  • Professional established in another EU Member State: reverse charge, subject to the provision of a valid intra-Community VAT number verified via the VIES system. Failing this, VAT is applied.
  • Client established outside the European Union: invoicing excluding VAT, the Client remaining responsible for applicable taxes, duties, and formalities in their country.

6.2 Billing

An invoice complying with Romanian tax requirements is issued for each Order and sent by email within a maximum period of 72 hours following payment confirmation. For subscriptions, an invoice is issued at each due date.

The Customer is responsible for the accuracy of the information they provide. Any request for an invoice amendment resulting from incorrect information provided by the Customer may incur administrative fees.

Article 7 — Payment

7.1 Payment Methods

Payment is made exclusively online, by bank card, via the payment service provider Stripe (Stripe Payments Europe, Limited). In particular, Visa, Mastercard, American Express, Apple Pay, and Google Pay are accepted.

The Publisher does not store any banking data. Payment information is collected and processed directly by the service provider, in accordance with the PCI-DSS standard and its own privacy policy.

7.2 Subscriptions and Recurring Direct Debit

Subscription plans are subject to an automatic and recurring direct debit at each due date, until cancellation by the Customer in accordance with the terms of Article 15. The Customer expressly authorizes this debit upon placing their Order and undertakes to maintain a valid payment method throughout the duration of the subscription.

7.3 Payment Failure

In the event of default, rejection, or payment failure, the Publisher informs the Customer by email and carries out new collection attempts.

Failing regularization, access to the Service and to the administration space is suspended and the Assistant ceases to respond on the Channels where it is deployed. The Client then has a grace period of three (3) business days to regularize their situation or export their Client Content. At the end of this period, the Assistant and the administration space are deactivated, and the Client Content is retained and then deleted in accordance with the terms of Article 16.

The Publisher further reserves the right to initiate any appropriate recovery proceedings and to claim late payment interest and the fixed indemnity provided for by applicable law.

Article 8 — Setup, Service Provision and Changes

8.1 Setup

Setup takes place in a fully digital and asynchronous manner, from the Site’s client area, according to the following steps:

  • after payment confirmation, the Client enters in their client area the information necessary to prepare their Assistant — site address, assistant name, logo, desired subdomain or domain name, contact address;
  • the Publisher communicates to the Client, in their client area, the zone records to be created with their domain name provider;
  • the Client carries out this configuration, or delegates access to the Publisher under the assisted setup service, then confirms its completion;
  • the Publisher provides access to the Assistant’s administration space and transmits the login credentials to the Client.

The Publisher does not at any time retain the Client’s login credentials for their domain name registrar or web hosting provider. Any intervention by the Publisher on these elements requires delegated, revocable access granted by the Client.

Deployment times depend on the Client’s diligence in providing this information and on the propagation of DNS zone records, over which the Publisher has no control.

8.2 Best-Efforts Obligation

The Publisher is bound, with respect to the Service, by an obligation of means (best-efforts basis). It exercises reasonable professional diligence to ensure the availability, continuity, security, and performance of the Service.

The Service is provided “as is” and on an “as available” basis. The Publisher does not guarantee uninterrupted, error-free, or bug-free operation, nor compatibility with all existing or future devices, operating systems, browsers, networks, themes, extensions, or third-party services.

8.3 Interruptions

The Service may be interrupted:

  • for scheduled maintenance operations, announced within a reasonable timeframe and scheduled as far as possible outside peak hours;
  • for emergency maintenance operations, particularly for security reasons, without prior notice;
  • in the event of a failure of a Third-Party Component, a Language Model provider, an operator, a hosting provider, or a network (Article 9);
  • in the event of force majeure (Article 22).

None of these interruptions shall entitle the Client to any compensation, refund, or extension of the subscription period, except when they result from proven fault on the part of the Publisher and are of a prolonged and significant nature.

8.4 Evolution of the Service

The Service evolves continuously. The Publisher may at any time add, modify, replace, or remove features, models, Channels, integrations, or options, particularly for technical, security, regulatory compliance reasons, or due to changes in Language Models or Third-Party Components.

The Client specifically accepts that the Language Model(s) used may be replaced, updated, or superseded by later versions, which may modify the phrasing, length, or behavior of the Assistant’s responses, without such changes constituting a lack of conformity.

The Publisher endeavors to maintain a generally equivalent level of service. In the event of the removal of a substantial feature used by the Client with no equivalent offered, the Client may terminate their subscription without penalty within thirty (30) days following notification, by exception to Article 15.

8.5 Backups

The Publisher performs regular backups as part of its operations. These backups are intended for Service continuity and do not constitute an archiving service for the benefit of the Client.

It is the Customer’s responsibility to maintain their own copies of the content they upload to their Knowledge Base and to perform their own regular exports using the features made available to them. The Publisher cannot be held liable for the loss of Customer Content that the Customer has not exported.

Article 9 — Technological Dependencies

9.1 Service Architecture

The Customer expressly acknowledges and agrees that the Service, like any online software platform, relies in part on Third-Party Components: conversational engines, Language Models, indexing and semantic search engines, transcription services, frameworks, libraries, programming interfaces, hosting and delivery infrastructures, notification and payment services, licensed or operated by third-party companies.

These Third-Party Components are governed by the specific terms and conditions of their providers, over which the Publisher exercises no control and which may change independently of its will.

9.2 Consequences Accepted by the Customer

The Customer accepts that the occurrence of any of the following events — without this list being exhaustive — is beyond the Publisher’s control and shall not incur its liability:

  • the temporary or permanent interruption, degradation, suspension, or cessation of a Third-Party Component or Language Model;
  • the unilateral modification by a third-party provider of its terms, features, interfaces, quotas, usage policies, or pricing;
  • the termination of a distribution, partnership, resale, or licensing agreement entered into by the Publisher with a third-party provider, for any reason whatsoever;
  • the failure, cessation of activity, liquidation, takeover, or change of control of a third-party provider;
  • any decision by a third-party provider, operator, platform, or public authority affecting the availability of the Service.

9.3 Publisher’s Right of Adaptation

In the event of any of these occurrences, the Publisher may, at its sole discretion and without this constituting a breach of contract:

  • replace the relevant Third-Party Component or Language Model with an equivalent or alternative solution;
  • modify or restrict the features of the Service that depend on it;
  • pass on to its prices, under the notice conditions of Article 4.7, a significant increase imposed by a third-party provider;
  • temporarily suspend all or part of the Service;
  • as a last resort, terminate all or part of the Service, under the conditions of Article 14.3 b) for lifetime licenses and Article 15.3 for subscriptions, and reversibility under Article 16.

The Publisher undertakes to prioritize, in order, the solutions least disruptive to the Customer, and to inform them with as much advance notice as possible.

9.4 No Guarantee of Component Permanence

No provision of the Contract, no mention on the Site, no documentation, and no commercial exchange may be interpreted as a guarantee of durability, maintenance, continuous availability, or non-evolution of a Third-Party Component, Language Model, underlying technology, or specific integration.

Article 10 — Deployment Channels and Third-Party Platforms

10.1 Client’s Website

The Assistant is deployed on the Client’s website by means of code to be inserted into its pages. The Client remains solely responsible for its website, hosting, operation, and the correct insertion of this code. The Publisher does not guarantee the Assistant’s compatibility with all content management systems, themes, extensions, scripts, or security policies that the Client implements on its website.

10.2 Sovereignty of Third-Party Platforms

The deployment of the Assistant on a messaging platform, social network, marketplace, or any other third-party service falls exclusively under the publisher of that platform, which freely defines its access rules, technical requirements, eligibility criteria, quotas, and validation procedures, and modifies them without notice.

The Publisher is neither an agent, guarantor, nor intermediary of these companies. It has no control over their decisions.

10.3 Client Accounts and Access

Deployment on a third-party platform assumes that the Client has their own accounts, pages, numbers, professional spaces, or access keys, opened in their name, and pays any applicable fees directly to these companies according to their current rates. The Client remains the sole holder of these accounts, solely responsible for their compliance, renewal, and adherence to the terms governing them.

10.4 No Deployment Guarantee

The Publisher does not guarantee the acceptance, maintenance, or timeframes for deploying the Assistant on a third-party platform.

The following cannot engage the liability of the Publisher, without this list being exhaustive:

  • the refusal, postponement, or delay in validation of an integration;
  • the removal, suspension, or limitation of an already active integration;
  • the suspension, closure, or restriction of the Client’s account on a third-party platform;
  • any change to the rules, technical requirements, formats, quotas, messaging policies, or pricing of a third-party platform;
  • the unavailability, slowness, or failure of a third-party platform;
  • the timelines, formats, and conditions for remitting sums collected through a third-party platform.

In the event of a refusal, the Publisher informs the Client, as part of support, of the corrections to be made and makes a new attempt. This assistance constitutes an obligation of means.

10.5 Client’s Choice

No Channel is activated automatically. The Client chooses the Channels on which they deploy their Assistant and may deactivate them at any time from their administration space.

Article 11 — Nature and Limitations of the Assistant’s Responses

11.1 Automatically Generated Responses

The Assistant’s responses are automatically generated by one or more Language Models, based on the Knowledge Base and instructions provided by the Client. They are neither written, reviewed, nor validated in advance by the Publisher.

By confirming their Order, the Client expressly acknowledges being informed of and accepting the limitations inherent to this technology:

  • a response may be inaccurate, incomplete, obsolete, off-topic, or unexpectedly phrased, even when the Knowledge Base is accurate;
  • a response may confidently assert incorrect information or information absent from the Knowledge Base;
  • two identical questions may receive differently phrased responses;
  • the Assistant’s behavior may evolve following an update to a Language Model (Article 8.4);
  • no technical mechanism can guarantee the accuracy, completeness, or total absence of errors in the generated responses.

11.2 No Warranty on Response Content

The Publisher guarantees neither the accuracy, completeness, relevance, nor regulatory compliance of the responses generated by the Client’s Assistant, nor the absence of inappropriate statements in response to malicious prompting by an End User.

The Assistant’s responses do not constitute legal, medical, financial, tax, or professional advice, and are not binding on the Publisher.

11.3 Client Responsibility for its Assistant’s Statements

The Assistant speaks under the Client’s name, brand, and authority. The Client is its operator: it is solely responsible, with respect to its End Users, third parties, and authorities, for the statements made by its Assistant, the information it disseminates, the prices, availability, and conditions it announces, as well as any commitments that may be inferred from them.

It is the Client’s responsibility:

  • to test its Assistant before going live, and then regularly check its responses;
  • to keep its Knowledge Base accurate and up to date, in particular its prices, lead times, and conditions;
  • to define behavioral instructions adapted to its activity and its regulations, and to define the topics that the Assistant must refuse to handle;
  • to set up, when its activity requires it, human review, escalation to an advisor, or a limitation of the topics handled;
  • not to entrust the Assistant, without human supervision, with entering into contractual commitments, providing regulated advice, or making any decision producing legal effects with respect to an individual.

11.4 End User Information

The Customer undertakes to inform its End Users, in a clear and accessible manner from the start of the interaction, that they are communicating with an automated system and not a natural person, in accordance with applicable transparency obligations, in particular Regulation (EU) 2024/1689 on artificial intelligence.

The Service provides the Customer with the necessary configuration tools for this information; its effective implementation is the Customer’s responsibility.

11.5 No Guarantee of Conversational Results

The Publisher does not guarantee a rate of satisfactory responses, a request resolution rate, a conversion rate, or any specific reduction in the volume of requests sent to the Customer.

Article 12 — Knowledge Base and Training Content

12.1 Content Provided by the Customer

The Customer uploads the content of its choice into its Knowledge Base. It warrants that it holds all necessary rights to this content, or has obtained the required permissions, and indemnifies the Publisher against any third-party claim based on this content.

12.2 Limited Technical Operation License

The Customer grants the Publisher, solely for the duration of the Agreement and for the sole purpose of providing the Service, a non-exclusive right to host, reproduce, index, convert, transcribe, segment, and transmit to the necessary Third-Party Components the content of its Knowledge Base and the conversations of its Assistant.

This right is strictly limited to the performance of the Service. The Publisher does not use this content for its own purposes, nor does it commercialize or transfer it.

12.3 Model Training

The contents of the Knowledge Base and the Client’s conversations are not used by the Publisher to train artificial intelligence models intended for other clients. The Publisher strives to select, from its Language Model providers, options that exclude the use of transmitted content for the purpose of training their own models, within the limits of the conditions offered by these providers.

12.4 Sensitive Data

The Client undertakes not to upload unnecessary personal data to its Knowledge Base, and in particular data covered by Article 9 of the GDPR (health, sexual orientation, political opinions, religious beliefs, biometric data, trade union membership), data relating to criminal convictions or offences, government identifiers, banking details, or trade secrets of third parties.

The Client configures its Assistant in such a way as not to solicit such data from its End Users.

Article 13 — Rights Granted to the Client

13.1 Nature of the Right

The Publisher grants the Client, for the duration of the Contract, a personal, non-exclusive, non-assignable, non-transferable, and non-sublicensable right of access and use of the Service, limited to its own needs and to the scope of the subscribed plan.

This right constitutes neither an assignment, nor a perpetual license, nor a transfer of ownership of the Service, its platform, its conversational engine, its models, its code, or its Third-Party Components.

13.2 White Label

The Assistant is published under the Client’s name, brand, visual identity, and domain name. No mention of Pricati or the Publisher appears on it.

This absence of mention is a commercial feature and does not alter the ownership of rights to the Service, the nature of the rights granted to the Client, or the allocation of liabilities defined in Articles 11, 18, and 20.

13.3 Resale and use on behalf of third parties

The Client acting as an agency or service provider may use the Service on behalf of its own clients within the limits of the subscribed scope and volumes provided in its plan. Vis-à-vis the Publisher, the Client remains the sole holder of the Contract and solely responsible for compliance with these GTC by the individuals to whom it grants access.

Any provision of the Service to third parties beyond the subscribed scope requires the prior written agreement of the Publisher, under the terms of Article 19.

13.4 What belongs to the Client

The Client remains the sole and full owner of its Client Content, Knowledge Base, trademark, distinctive signs, End-User database, and commercial data. The Publisher does not use them for its own purposes, commercialize them, or transfer them.

The Client may export them at any time during the term of the Contract using the features provided for this purpose.

13.5 What does not belong to the Client

Under no circumstances are the following delivered, assigned, or exportable: the Service’s source code, its conversational engine, the models and vector representations produced from the Knowledge Base, the platform’s system instructions, the architecture, the technical components, and any element of the platform.

The termination of the Contract, for any reason whatsoever, does not confer any right upon the Client to obtain the delivery, continuation, recovery, or standalone hosting of its Assistant.

13.6 Commercial Reference

Unless a refusal is notified by the Client to contact@pricati.com, the Publisher may cite the Client’s name and logo, and present screenshots of its Assistant, as a commercial reference on its communication materials. This right is exercised without prejudice to the white-label terms defined in Article 13.2.

Article 14 — Lifetime License

14.1 Scope

The “lifetime license” plan exempts the Client, in exchange for a one-time payment, from paying the subscription fee for the duration defined in this article. It includes access to the Service, updates, and support under the same terms as an active subscription.

It is tied to a specific Client and a specific Assistant. It is non-assignable, non-transferable, non-divisible, and cannot be transferred to another Assistant, except with the Publisher’s prior written consent.

14.2 Definition of Duration — Essential Clause

The term “lifetime” refers to the commercial and technical lifespan of the Service, and not to a perpetual, unlimited, or guaranteed duration.

The Client expressly acknowledges, by validating their Order, having understood and accepted that the lifetime license:

  • constitutes neither a guarantee of permanence of the Service, the publishing company, any technology, Language Model, or Third-Party Component;
  • places the Publisher under no obligation to maintain the Service beyond what is permitted by the components, agreements, and suppliers on which it relies;
  • creates no perpetual obligation for the Publisher;
  • does not prevent the Publisher from exercising the rights provided for in Articles 8.4, 9.3, and 14.3.

This provision constitutes a decisive condition of the agreed price, without which the Publisher would not have entered into a contract at this rate.

14.3 Termination of the lifetime license

a) Discontinuation of the Service decided by the Publisher. When the Publisher decides, on its own initiative, to terminate the Service in whole or in part — for a strategic, economic, or offering repositioning reason — it notifies the Client by email and complies with a notice period of six (6) months before the effective closure.

Throughout the duration of this notice period:

  • the Service remains accessible under normal conditions;
  • the Client Content export functions remain active;
  • the Publisher provides the Client with the information necessary for their migration;
  • the Publisher collects no new amounts under the lifetime plan.

b) Discontinuation of the Service suffered by the Publisher. The Client expressly acknowledges and accepts that the continuity of the Service does not depend solely on the Publisher’s will.

The six (6) month notice period provided for in a) does not apply, and the termination may occur within a reduced, or even immediate, timeframe when it results from a cause external to the Publisher, in particular:

  • the cessation, suspension, withdrawal, termination, or unavailability, whether permanent or prolonged, of a Third-Party Component or a Language Model essential to the operation of the Service, or of the agreement allowing the Publisher to use it (Article 9);
  • the failure, cessation of business, liquidation, acquisition, or change of control of a supplier upon which the Service depends;
  • a decision by a public, judicial, or regulatory authority, particularly regarding artificial intelligence;
  • a force majeure event within the meaning of Article 22;
  • the cessation of business, dissolution, liquidation, or insolvency proceedings of the Publisher itself.

In these cases, the Publisher undertakes, to the extent materially possible, to:

  • pass on to the Client the notice period it receives itself: if the Publisher is notified three months in advance, the Client is as well, and within the same timeframe;
  • inform the Client without delay as soon as it becomes aware of the event;
  • maintain the export features for Client Content for as long as technically possible;
  • seek, where feasible, an alternative or migration solution.

The Client acknowledges that these commitments constitute an obligation of best efforts and that, under certain circumstances, no notice period can be observed.

c) No indemnity — common to cases a) and b). Upon expiry of the applicable notice period, or on the date of discontinuation where no notice period could be observed, the lifetime license shall terminate automatically. Such termination shall not give rise to any refund, indemnity, compensation, or damages, regardless of the amount paid by the Customer, regardless of the date of their Order, and regardless of the actual duration of use of the Service, subject to mandatory statutory consumer protection provisions.

The Customer acknowledges that this absence of indemnity is the direct consideration for the agreed flat-rate price, which is significantly lower than the cumulative cost of the corresponding subscriptions, and that it constitutes an essential condition of the offer.

d) Customer breach. The lifetime license may be terminated automatically, under the conditions set forth in Article 15.4, in the event of a material breach by the Customer of these GTC, in particular Articles 18 and 19.

e) Non-subscription to additional services. The lifetime license covers access to the Service. It does not cover additional services billed separately (Article 4.3). In the absence of subscription to or renewal of these services, the Customer retains access to the Service but no longer benefits from the services concerned.

f) Termination of Customer accounts and domains. The expiration, suspension, or non-renewal of the Customer’s domain name, hosting, or accounts on third-party platforms (Article 10.3) shall result in the unavailability of their Assistant on the Channels concerned, without the lifetime license preventing it and with no recourse against the Publisher.

14.4 Updates and Third-Party Components

The Client accepts that certain features covered by the lifetime license may be modified, restricted, or removed under the terms of Articles 8.4 and 9.3, without the lifetime plan preventing the exercise of these rights, and without such changes entitling the Client to any partial or full refund.

When a change imposed by a Third-Party Component or a Language Model provider results in new and significant recurring costs that were unforeseeable at the date of the Order — in particular an increase in the unit cost of processing conversations — the Publisher may offer the Client the subscription to a corresponding additional service. The Client’s refusal does not result in the termination of the lifetime license, but rather the exclusion of the features concerned or the application of the usage limits defined in Article 19.

14.5 Complimentary Setup

When the subscribed lifetime plan includes complimentary setup of the Assistant, this service is understood to be an initial setup, under the terms and limits of Article 8.1. It carries no guarantee of results and is not renewable, particularly in the event of a domain name change, a redesign of the Client’s website, or the rebuilding of their Knowledge Base.

Article 15 — Term and Termination

15.1 Term

Subscriptions are entered into for the chosen period (monthly or annual) and renew automatically by tacit agreement for an identical period, until terminated.

The lifetime license is governed by Article 14.

15.2 Termination by the Client

The Client may terminate their subscription at any time, from their client portal, without notice or justification. The termination takes effect at the end of the current period, which has already been paid for and is non-refundable, including in the event of early termination.

The Client is expressly advised to export their Client Content before the effective date of termination. On that date, access to the Service and the administration area is closed and the Assistant ceases to respond.

15.3 Termination by the Publisher

a) For convenience. When the Publisher decides on its own initiative to terminate a subscription or an offer, it notifies the Client by email and complies with a notice period of three (3) months. The Client is refunded on a pro-rata basis for periods already paid for and unused.

b) For external cause. When the termination results from one of the causes listed in Article 14.3 b) — discontinuation of a Third-Party Component or an essential Language Model, supplier default, decision of an authority, force majeure, cessation of business by the Publisher — the three (3) month notice period does not apply and the termination may occur within a reduced time frame, or even immediately.

The Publisher then passes on to the Client the notice period available to it, informs the Client without delay, maintains export features for as long as technically feasible, and refunds on a pro-rata basis any periods already paid for and unused, subject to its actual ability to do so in the event of insolvency proceedings.

c) Lifetime license. This article does not apply to the lifetime license, which is governed by Article 14.3.

15.4 Termination for Breach

In the event of a material breach by the Client of any of its obligations — in particular persistent default of payment, breach of Articles 18 or 19, compromise of the security or integrity of the Service, fraudulent or unlawful use — the Publisher may immediately suspend access to the Service, and subsequently terminate the Agreement by operation of law fifteen (15) days after formal notice has remained without effect.

In the event of a serious and immediate threat to security, legality, or the rights of third parties, suspension and termination may take place without notice.

Termination for breach does not entitle the Client to any refund, including for a lifetime license, and is without prejudice to any claim for damages.

Article 16 — Reversibility and Fate of Data

16.1 During the Agreement

The Client may, at any time, export their Client Content using the export functions of their administration area, in the standard formats offered by the Service: contents of their Knowledge Base that they have uploaded themselves, questions and answers, conversation histories, and collected contact details.

16.2 At the End of the Agreement

On the effective date of termination or deactivation, access to the Service is closed. The Publisher retains the Client Content for a period of thirty (30) days from that date, during which the Client may request its restitution by email. An assisted restitution service may be billed at the rate in effect.

Upon expiry of this period, Customer Content is permanently and irreversibly deleted, subject to data that the Publisher is legally required to retain (invoices, accounting records).

16.3 Limits of reversibility

Reversibility applies to Customer Content within the meaning of Article 1. It does not apply to the elements referred to in Article 13.5, nor to vector representations, indexes, internal engine settings, platform system instructions, and Assistant execution parameters, which are inseparable from the Service and are neither exportable nor reproducible outside of it.

Article 17 — Right of withdrawal

17.1 Exclusion for digital content and services

In accordance with Article 16 lit. m) of GEO no. 34/2014, the fourteen (14) day right of withdrawal does not apply to the supply of digital content not supplied on a tangible medium if the performance has begun with the Consumer’s prior express consent and acknowledgment of the resulting loss of their right of withdrawal.

By placing their Order, the Consumer:

  • expressly consents to the immediate performance of the Contract and the immediate opening of their access to the Service, and
  • expressly acknowledges losing, as a result, their right of withdrawal once this access is provided.

This acceptance is formalized by the checkbox ticked by the Consumer when placing their Order, the wording of which expressly mentions the immediate performance of the Contract and the resulting waiver of the right of withdrawal, in accordance with GEO no. 34/2014.

17.2 Good Faith Commercial Policy

Regardless of the legal exclusion above, the Publisher applies a good faith commercial policy in the event of a purchase manifestly made in error (wrong plan, duplicate payment, data entry error).

Upon request sent to contact@pricati.com within seventy-two (72) hours following the Order, and on the strict condition that the Service has not been substantially used — no online deployment of the Assistant, significant configuration, or content import — the Publisher will issue a full refund.

This policy is granted at the sole discretion of the Publisher, does not constitute a contractual warranty, and cannot be construed as a waiver of the provisions of Article 17.1.

Article 18 — Customer Obligations and Liability

The Customer is solely responsible for:

  • its Customer Content and Knowledge Base, their accuracy, legality, updating, and the intellectual property rights they entail;
  • statements made by its Assistant and any commitments that may be inferred from them, under the terms of Article 11;
  • informing its End Users of the automated nature of the Assistant (Article 11.4);
  • the compliance of its Assistant and its activity with applicable regulations: consumer law, pre-contractual information, terms of sale and delivery, right of withdrawal of its own customers, sector-specific regulations, regulations applicable to artificial intelligence, taxation, and professional obligations;
  • the relationship with its End Users, including after-sales service, handling of complaints, disputes, refunds, and mediation;
  • compliance with the GDPR with regard to its End Users, in its capacity as data controller (Article 21);
  • the confidentiality and security of its login credentials to the administration area, any use made using them, and the management of access granted to its employees or its own clients;
  • its website, domain name, hosting, and accounts on third-party platforms, as well as their compliance with the rules governing them;
  • the accuracy of the information provided to the Publisher, particularly for billing and commissioning;
  • the regular export of its Client Content (Article 8.5);
  • third-party services that it activates on its own initiative — payment, delivery, analytics, advertising, automation — and the specific terms of these services.

The Client shall indemnify and hold harmless the Publisher against any claim, action, demand, or judgment originating from an End User, a third party, or an authority, and based on its Client Content, on the responses of its Assistant, on its use of the Service, or on a breach of its obligations, and will bear the defense costs and damages resulting therefrom.

Article 19 — Prohibited Uses

The Client is notably prohibited from:

  • publishing or distributing, through the Service, any unlawful, infringing, defamatory, hateful, violent, pornographic content, or content harmful to minors or contrary to public policy;
  • to use the Service for fraudulent or deceptive purposes, including passing off the Assistant as a natural person, impersonating an individual or organization, or producing disinformation;
  • to use the Service for prohibited activities or activities subject to authorization that it does not hold, or to provide regulated advice without authorization;
  • to configure the Assistant to collect sensitive data within the meaning of Article 9 of the GDPR or to manipulate, harass, or coerce its End Users;
  • to resell, lease, lend, sublicense, make available, or exploit the Service for the benefit of third parties outside the subscribed scope;
  • to use the Service to design, feed, evaluate, or commercialize a competing offer, nor to extract system instructions, datasets, or outputs for the purpose of training a competing model;
  • to bypass, disable, or alter technical access control, licensing, quota, or security mechanisms, nor the guardrails configured in the Service;
  • to perform any reverse engineering, decompilation, disassembly, or extraction operations on the Service, except where expressly authorized by law;
  • to compromise the integrity, security, availability, or performance of the Service, or to make manifestly disproportionate use of shared resources, including through a volume of conversations, requests, or indexed content unrelated to normal professional use;
  • to automate interactions with the Assistant for load testing, mass extraction, or mass content generation purposes.

References to “unlimited” appearing on the Site are understood to mean normal professional use in good faith. In the event of clearly disproportionate use, the Publisher shall inform the Customer and may, after discussion, apply reasonable usage limits or propose an appropriate plan.

Any breach authorizes the Publisher to immediately suspend access to the Service and to terminate the Agreement under the terms of Article 15.4.

Article 20 — Warranties and liability of the Publisher

20.1 Warranty of conformity

The Publisher warrants the conformity of the Service with the essential characteristics described on the Site. In the event of a proven lack of conformity, it shall, at its option and within a reasonable timeframe, proceed with correcting the defect or providing a compliant version.

This warranty covers the operation of the Service, and not the content of the responses generated by the Assistant, which is governed by Article 11.

20.2 Warranty exclusions

Expressly excluded from the warranty are defects, malfunctions, or downtime resulting from:

  • use not in accordance with the documentation or these Terms and Conditions;
  • Customer Content, its volume, format, quality, or legality;
  • behavioral instructions defined by the Customer;
  • an intervention by the Customer or a third party on the configuration, on their website, or on connected services;
  • a third-party service activated by the Customer, a Third-Party Component, a Language Model, or a supplier (Article 9);
  • a decision by a third-party platform or changes to its rules (Article 10);
  • a defect or failure of the End User’s device, network, internet connection, or browser;
  • an event of force majeure (Article 22).

20.3 No Guarantee of Commercial Results

The Publisher does not guarantee any commercial results. In particular, it does not guarantee conversation volume, audience, conversion rate, number of contacts collected, reduction in support request volume, revenue, or return on investment.

Estimates, cost comparisons, simulators, conversation examples, and testimonials published on the Site are provided for informational purposes only and do not constitute a contractual commitment.

20.4 Limitation of Liability

To the fullest extent permitted by applicable law, the Publisher’s total aggregate liability, for all causes combined and all damages taken together, is limited:

  • for subscription plans: to the amounts actually paid by the Client during the twelve (12) months preceding the event giving rise to liability;
  • for the lifetime license: to one third (1/3) of the price actually paid for this license.

20.5 Excluded Damages

Under no circumstances shall the Publisher be held liable for indirect or consequential damages, including: loss of non-exported data, business interruption, loss of turnover, loss of margin, loss of clientele, loss of opportunity, migration or recovery costs, damage to image or reputation, harm resulting from an inaccurate, inappropriate, or incomplete response from the Assistant, or the refusal, removal, or unavailability of the Assistant on a third-party platform.

20.6 Reservation

The limitations and exclusions in this article do not apply in the event of wilful misconduct or gross negligence by the Publisher, in the event of bodily injury, or in cases where mandatory law prohibits it, notably for the benefit of Consumers.

Article 21 — Personal Data

21.1 Customer Data

The processing of the Customer’s personal data by the Publisher is governed by Regulation (EU) 2016/679 (GDPR), Law no. 190/2018, and the Privacy Policy, which forms an integral part of the Agreement.

21.2 End-User Data

For personal data collected by the Customer through their Assistant — conversation content, contact details provided by End Users, usage data:

  • the Customer is the data controller: they determine the purposes and means, define the legal bases and retention periods, inform their End Users, collect the necessary consents, and respond to the exercise of their rights;
  • the Publisher is a data processor within the meaning of Article 28 of the GDPR: it processes this data solely upon documented instruction from the Customer, exclusively for the purposes of providing the Service, under the conditions set out in the data processing schedule found in the Privacy Policy.

The Customer is informed that the processing of conversations entails their transmission to the Language Model providers listed in the Privacy Policy, some of which are established outside the European Union, in accordance with Chapter V of the GDPR.

The Publisher does not exploit this data for its own purposes, nor does it commercialize or transfer it.

21.3 Confidentiality

Each Party agrees to maintain the confidentiality of any non-public information of the other Party brought to its attention, for the duration of the Contract and for five (5) years following its termination.

Article 22 — Force Majeure

Neither Party may be held liable for any breach where performance is prevented by a force majeure event within the meaning of Article 1351 of the Romanian Civil Code.

In particular, the following are considered as such: natural disasters, fires, floods, armed conflicts, terrorist attacks, general strikes, pandemics, widespread failures of telecommunications or electrical networks, large-scale cyberattacks, as well as any decision by a public authority rendering the performance of the Contract impossible.

The affected Party shall notify the other as soon as possible. If the situation continues for more than sixty (60) days, either Party may terminate the Contract without indemnity.

Article 23 — Claims and Disputes

23.1 Prior Complaint

Any complaint must first be sent to contact@pricati.com. The Publisher undertakes to provide an initial response within a target timeframe of seventy-two (72) business hours and to offer a solution within a reasonable period.

23.2 Amicable Settlement

The Consumer Customer may resort to an amicable dispute resolution mechanism, and in particular refer to:

23.3 Jurisdiction

Failing an amicable resolution:

  • Professional Customers: exclusive jurisdiction of the Romanian courts with territorial jurisdiction over the Publisher’s registered office.
  • Consumer Customers: jurisdiction determined by applicable mandatory public policy rules, in particular Regulation (EU) No 1215/2012, which allows the Consumer to bring proceedings, at their choice, before the courts of the Member State of their domicile.

Article 24 — Governing Law

These GTC and the Contracts entered into pursuant to them are governed by and construed in accordance with Romanian law, to the exclusion of any other law, subject to mandatory provisions of the law of the Consumer’s country of habitual residence that cannot be derogated from by contract (Regulation (EU) No 593/2008 “Rome I”, Article 6).

Article 25 — Final Provisions

25.1 Modification of the GTC. The Publisher may modify these GTC at any time. The version applicable to each Order is the one in effect on the date of its validation. For ongoing subscriptions and lifetime licenses, any substantial modification will be notified at least thirty (30) days before it takes effect; a Customer who rejects it may cancel their subscription without penalty prior to this date.

25.2 Entire Agreement. These GTC, the description of the subscribed plan, and the Privacy Policy constitute the entire agreement between the Parties and supersede any prior or conflicting exchange, quote, presentation, or document, including the Customer’s purchasing terms.

25.3 Severability. If any provision of these terms is declared null, illegal, or unenforceable, the other provisions shall remain in full force and effect. The Parties shall endeavor to replace it with a valid provision having an equivalent economic effect.

25.4 Waiver. The failure of a Party to take action with respect to a breach by the other Party shall not be construed as a waiver of the right to enforce such breach at a later date.

25.5 Assignment. The Customer may not assign the Agreement without the prior written consent of the Publisher. The Publisher may assign the Agreement to any company in its group or as part of a merger, contribution of assets, or transfer of business, provided that the assignee assumes the obligations thereof.

25.6 Subcontracting. The Publisher may engage subcontractors for the performance of the Agreement, for whom it remains responsible towards the Customer.

25.7 Proof Agreement. Electronic records — server logs, emails, online forms, conversation histories, payment provider acknowledgements — kept in the Publisher’s systems or those of its subcontractors are admissible as evidence, unless proven otherwise by the Client.

25.8 Language. These GTC are drafted in the French language. Translations are provided for convenience; in the event of any discrepancy, the French version shall prevail for Clients outside Romania, and the Romanian version for Clients established in Romania and for any proceedings brought before a Romanian court.

25.9 Contact Details. All correspondence relating to these terms shall be sent to:

Sdravobiz S.R.L.
Strada Trandafirilor 51
307220 Giroc, Romania
Legal and GDPR: contact@sdravobiz.com
Service, orders, and support: contact@pricati.com

Last updated: September 3, 2026