Terms of Service

AI Conversational Agent - NoviaMind

Effective Date: July 11, 2025

PREAMBLE

These general terms and conditions of use and sale (hereinafter referred to as the "GTC/GS") define the terms and conditions governing the use of the conversational agent service based on artificial intelligence (hereinafter referred to as the "AI Agent") and the subscription to related plans, offered by a company in the process of being created, acting in the name and on behalf of its brand NoviaMind (hereinafter referred to as "the Company" or "NoviaMind").

The AI Agent is an automated service allowing real estate agencies and property developers (hereinafter referred to as the "Clients" or "Users") to optimize their prospect management, obtain information, qualify leads, and schedule appointments.

By subscribing to a plan and/or using the AI Agent, you unreservedly accept these GTC/GS. If you do not accept these conditions, you must not use this service or subscribe to a plan.

ARTICLE 1: DEFINITIONS

In these GTC/GS, the following terms have the meaning given to them below:

  • "AI Agent": Refers to the conversational artificial intelligence service developed by the Company, allowing interaction with the Clients' prospects to respond to their real estate inquiries and qualify their needs.
  • "Subscription": Refers to the contract by which the Client subscribes to the AI Agent Services for a determined period and according to a specific pricing plan.
  • "Client" or "User": Refers to any legal entity (real estate agency, property developer) or adult natural person acting within the scope of their professional activity, who subscribes to a Subscription and uses the AI Agent.
  • "Client Content": Refers to all information, texts, images, and data provided by the Client for the configuration or during their interaction with the AI Agent, as well as the data collected by the AI Agent on behalf of the Client.
  • "Conversation": Refers to the exchange between a Client's prospect and the AI Agent.
  • "Plan": Refers to the different Subscription offers proposed by NoviaMind, detailing the features, limits (particularly in terms of Conversation minutes), and prices.
  • "Services": Refers to all the features offered by the AI Agent as part of a Subscription.
  • "Site": Refers to the Company's website, accessible at the address https://www.NoviaMind.ai/.
  • "Stripe": Refers to the company Stripe Payments Europe, Ltd., the payment service provider used by NoviaMind for processing Subscription payments.

ARTICLE 2: PURPOSE AND DESCRIPTION OF SERVICES

NoviaMind provides an AI Agent allowing Clients to:

  • Automate responses to prospect inquiries 24/7.
  • Qualify leads according to predefined criteria.
  • Gather relevant information about prospects.
  • Schedule appointments for the Client's real estate advisors.
  • Integrate with the Client's CRM tools (depending on the Plans and technical compatibilities).

The specifics of the Services included in each Subscription Plan are detailed on the Site and/or in the commercial proposal sent to the Client.

ARTICLE 3: SUBSCRIPTIONS

3.1. Subscription Plans NoviaMind offers several Subscription Plans (e.g., "Discovery," "Standard," etc.). Each Plan includes:

  • A set of specific features.
  • A defined volume of Conversation minutes per month. The counting of minutes is carried out according to the terms specified at the time of subscription.
  • Specific options (e.g., number of users, level of support, etc.).

The details of each Plan are presented on the Site or in NoviaMind's commercial documentation. The Client chooses the Plan best suited to their needs.

3.2. Subscribing to the Subscription Subscription is done online via the Site or by signing an order form. The Client must provide accurate, complete, and up-to-date information. The validation of the order and the payment of the first term imply full and entire acceptance of these GTC/GS. NoviaMind reserves the right to refuse any subscription for a legitimate reason.

3.3. Duration of the Subscription Subscriptions are offered for an initial duration:

  • Monthly: the Subscription is taken out for a period of one (1) calendar month.
  • Annually: the Subscription is taken out for a period of twelve (12) calendar months. Annual payment may entitle the Client to a discount on the monthly rate, as indicated on the Site.

The Subscription period begins on the date of confirmation of the subscription by NoviaMind and receipt of the first payment.

3.4. Renewal of the Subscription Unless terminated by one of the parties under the conditions below, the Subscription is renewed by tacit agreement for successive periods of the same duration as the initial period (monthly or annual). The Client may oppose the tacit renewal by notifying NoviaMind of their decision in writing directly from their user account no later than three (3) days before the expiry date of the current contractual period for a monthly subscription, and no later than fifteen (15) days before the expiry date for an annual subscription. NoviaMind will inform the Client, by email, of their right not to renew the contract, within the legal deadlines before the non-renewal deadline.

3.5. Overage If the Customer exceeds the number of minutes of Conversation included in their Plan, the excess minutes will be charged at a rate of €0.40 per minute, excluding tax. The Company reserves the right to charge or not charge for these excess minutes depending on the circumstances. If charged, this will be done at the end of the relevant billing period or added to the bill for the following period.

3.6. Evolution of Offers and Services NoviaMind reserves the right to change its Plans, Services, and features, particularly for technical, regulatory, or commercial reasons. In the event of a substantial modification of a Plan during a Subscription, NoviaMind will inform the Client by email at least ten (10) days before it comes into effect. If the Client does not accept these changes, they may terminate their Subscription under the conditions of Article 8. The continued use of the Services after the changes come into effect will constitute acceptance of them.

ARTICLE 4: FREE TRIAL OFFER

4.1. Conditions of the Trial Offer NoviaMind may offer a free trial to allow new Clients to test the AI Agent. The duration of the trial offer and the included features are specified on the Site at the time of registration for the trial. Unless otherwise indicated, the trial offer is limited to one per Client (same legal entity).

4.2. Requirement of a Payment Method To benefit from the free trial offer, the Client must provide valid payment method information via the Stripe payment service. No Subscription fees will be charged during the free trial period for the Plan selected at the time of trial registration.

4.3. Transition to a Paid Subscription AT THE END OF THE FREE TRIAL PERIOD, AND UNLESS CANCELED BY THE CLIENT BEFORE THIS DEADLINE IN ACCORDANCE WITH THE TERMS BELOW, THE TRIAL OFFER WILL BE AUTOMATICALLY CONVERTED INTO A PAID SUBSCRIPTION CORRESPONDING TO THE PLAN SELECTED BY THE CLIENT AT THE TIME OF THEIR TRIAL REGISTRATION. THE AMOUNT CORRESPONDING TO THE FIRST TERM OF THIS PLAN (MONTHLY OR ANNUAL, ACCORDING TO THE INITIAL CHOICE) WILL THEN BE IMMEDIATELY DEBITED FROM THE PROVIDED PAYMENT METHOD.

4.4. Trial Cancellation Terms The Client may cancel their trial offer at any time before the end of the trial period to avoid conversion to a paid Subscription and the associated charge. Cancellation can be done from the client area on the Site or by contacting NoviaMind's customer support.

ARTICLE 5: PRICING AND PAYMENT CONDITIONS

5.1. Prices The prices of the Subscriptions are indicated on the Site in Euros (€) and are exclusive of taxes (HT), unless otherwise indicated. Value Added Tax (VAT) at the rate in effect on the day of invoicing will be applied in addition. For Clients located outside of France, VAT territoriality rules will apply. NoviaMind reserves the right to change its prices. In the event of a price change, Clients with an ongoing Subscription will be informed by email at least fifteen (15) days before the new prices come into effect for their next renewal period. A Client who does not accept the new prices may terminate their Subscription in accordance with Article 8.

5.2. Payment Terms Payment for the Subscription is made in advance (for the upcoming term), monthly or annually depending on the Plan and frequency chosen by the Client. The first payment is due on the day of subscription or, in the case of a trial offer, on the day of conversion to a paid Subscription. Subsequent payments will be automatically charged on the anniversary date of the subscription (monthly or annual).

5.3. Payment Methods and Stripe Payments are made by credit card or any other means accepted by NoviaMind, via the secure payment platform Stripe. By providing their payment information, the Client authorizes NoviaMind, through Stripe, to debit their payment method for the amount of the Subscription and any applicable fees (including overage charges). The Client is informed that NoviaMind does not store any banking information. All payment transactions are processed and secured by Stripe. By using the payment service, the Client agrees to be bound by Stripe's Terms of Service, accessible on the Stripe website. NoviaMind cannot be held responsible for any malfunction attributable to the Stripe payment service.

5.4. Invoicing Invoices are issued by NoviaMind and made available to the Client electronically in their client area on the Site after each payment. The Client expressly agrees to receive electronic invoices.

5.5. Late or Non-Payment In the event of late or partial or total non-payment of an installment:

  • Late payment penalties will be applied, calculated on the basis of the interest rate applied by the European Central Bank to its most recent refinancing operation plus 10 percentage points, as well as a flat-rate compensation for recovery costs of 40 euros, in accordance with Article L. 441-10 of the French Commercial Code. These penalties are due by right without the need for a reminder.
  • NoviaMind reserves the right, after sending a formal notice by email that remains unsuccessful for eight (8) days, to suspend the Client's access to the Services until the amounts due are fully paid.
  • In the event of persistent non-payment ten (10) days after the formal notice, NoviaMind may terminate the Subscription by right, without prejudice to any damages.

The costs of legal recovery will be borne by the Client.

ARTICLE 6: ACCESS AND USE OF SERVICES

6.1. Access Conditions Access to the Services requires the Client to have internet access and compatible computer equipment. The related costs are the exclusive responsibility of the Client. The Client is responsible for creating and securing their access credentials to their NoviaMind account.

6.2. User Obligations By using the AI Agent, the Client agrees to:

  • Provide accurate, up-to-date, and complete information necessary for the configuration and proper functioning of the AI Agent.
  • Use the Services in accordance with their intended purpose, these GTC/GS, and the laws and regulations in force.
  • Not use the Services for illegal, fraudulent, defamatory, obscene purposes, or in a way that infringes on the rights of third parties.
  • Not attempt to interfere with the normal operation of the AI Agent or NoviaMind's systems.
  • Not use automated methods (robots, scripts) to extract data or interact abusively with the AI Agent, unless expressly authorized by NoviaMind.
  • Ensure that they have all the necessary rights and authorizations (especially regarding the protection of their own prospects' personal data) to use the AI Agent and process Client Content.

6.3. Prohibited Behaviors The following are expressly prohibited:

  • Any attempt at unauthorized access to the systems or networks connected to the AI Agent.
  • The reproduction, modification, distribution, or resale of the Services or any element of the AI Agent without prior written authorization from NoviaMind.
  • Bypassing security measures or usage limitations of the Services.

ARTICLE 7: CONFIDENTIALITY AND PERSONAL DATA PROTECTION

7.1. Processing of Personal Data by NoviaMind NoviaMind, as data controller, processes the personal data of the Client's representatives (contact persons, account users) for the purposes of managing the contractual relationship, providing the Services, invoicing, support, and commercial information. This processing is based on the performance of the contract and the legitimate interest of NoviaMind.

7.2. Processing of Personal Data by the AI Agent on Behalf of the Client In the context of using the AI Agent, the Client is the data controller for the personal data of its prospects collected and processed by the AI Agent. NoviaMind acts as a data processor on behalf of the Client. The respective obligations of the parties in this regard are defined in the Data Processing Agreement (DPA) attached to these terms or available on the Site, which is an integral part of the GTC/GS. The Client undertakes to comply with all its obligations as a data controller (informing data subjects, obtaining consent if necessary, etc.).

7.3. Privacy Policy The methods of collection, processing, and storage of personal data and the rights of data subjects are detailed in NoviaMind's Privacy Policy, accessible on the Site https://noviamind.ai/privacy-policy, and in the DPA.

7.4. Recording of Conversations The Client is informed and agrees that the Conversations between their prospects and the AI Agent are recorded and stored by NoviaMind (acting as a processor) for the following purposes:

  • Provision of the Service to the Client (access to the history of exchanges).
  • Improvement of the quality of the service and training of artificial intelligence algorithms.
  • Compliance with legal and regulatory obligations. The retention periods are specified in the Privacy Policy and/or the DPA. The Client is responsible for informing their prospects of this recording in accordance with applicable regulations.

ARTICLE 8: TERMINATION

8.1. Termination by the Client The Client may terminate their Subscription:

  • At any time in the case of a monthly Subscription, with the termination taking effect at the end of the current monthly period, provided that NoviaMind has been notified according to the terms set out in Article 3.4 (non-renewal).
  • At the end of the initial period or each renewal period in the case of an annual Subscription, by respecting the notice period indicated in Article 3.4.
  • In the event of a serious breach by NoviaMind of its contractual obligations, not remedied within ten (10) days after a formal notice by registered letter with acknowledgment of receipt.
  • In case of refusal of substantial changes to the Services or prices by NoviaMind, by notifying its decision before said changes come into effect.

Except in the case of termination for a serious breach by NoviaMind, termination by the Client does not give rise to any refund of sums already paid for the current period.

8.2. Termination or Suspension by NoviaMind NoviaMind reserves the right to suspend access to the Services or to terminate the Subscription by right, without notice or compensation (except in cases of termination without fault of the Client where a pro-rata refund could be considered for sums paid in advance), particularly in the event of:

  • Violation of these GTC/GS by the Client.
  • Non-payment of sums due in accordance with Article 5.5.
  • Fraudulent, abusive, or illicit use of the AI Agent.
  • Requests from judicial or administrative authorities.
  • Cessation of the Client's activity.
  • Force majeure, as defined in Article 11. NoviaMind will notify the Client of its decision by email. In the event of suspension for a reason attributable to the Client, the suspension does not extend the duration of the Subscription.

8.3. Consequences of Termination On the effective date of termination, for any reason whatsoever, the Client's access to the Services will be deactivated. The Client is responsible for retrieving their Client Content before the effective termination date. NoviaMind may delete the Client Content from its systems after a reasonable period following termination, in accordance with its Privacy Policy and the DPA. The obligations to pay sums due up to the effective date of termination remain payable.

ARTICLE 9: INTELLECTUAL PROPERTY

9.1. NoviaMind's Property The AI Agent, its structure, its interface, its features, the software, trademarks, logos, domain names, and all content (texts, images, videos, know-how, etc.) created by or for the Company and composing the Services are and remain the exclusive property of NoviaMind and/or its partners (notably ElevenLabs as mentioned in your initial GTC). They are protected by intellectual property laws. No provision of these GTC/GS can be interpreted as transferring to the Client any intellectual property right over these elements, with the exception of a right of use.

9.2. License to Use the Services NoviaMind grants the Client, for the duration of their Subscription and for the entire world, a non-exclusive, personal, non-transferable, and non-sublicensable license to use the AI Agent and the Services, in accordance with their purpose and these GTC/GS, and solely for the Client's internal professional needs.

9.3. Client Content and AI-Generated Content The Client retains all ownership rights to the Client Content they provide. They grant NoviaMind a worldwide, non-exclusive, royalty-free license (apart from the cost of the Subscription) to use, reproduce, host, modify (for the sole technical purposes of providing the Service), and display the Client Content for the sole purpose of providing and improving the Services to the Client. Regarding the content specifically generated by the AI Agent for the Client in the context of Conversations with its prospects (e.g., personalized responses, summaries), NoviaMind grants the Client, for the duration of the Subscription and subject to full payment of the amounts due, a license to use this generated content for the needs of its activity.

ARTICLE 10: LIABILITY AND WARRANTIES

10.1. Provision of Services NoviaMind undertakes to implement the necessary means to ensure the permanence, continuity, and quality of the Services. The AI Agent is provided "as is" and "as available." NoviaMind is bound by an obligation of means. NoviaMind does not guarantee that the AI Agent will be free of errors, viruses, or malfunctions, nor that its operation will be uninterrupted. Maintenance operations may lead to temporary suspensions of access. NoviaMind will endeavor to minimize their impact.

10.2. Limitation of Liability To the extent permitted by applicable law, and subject to specific provisions for consumers if applicable (which is unlikely for your B2B target):

  • NoviaMind's liability can only be engaged in the event of proven fault directly attributable to it and having caused direct and certain damage to the Client.
  • In no event shall NoviaMind be liable for indirect damages, such as loss of profits, loss of customers, loss of data, loss of opportunity, commercial or financial prejudice, resulting from the use or inability to use the AI Agent, even if NoviaMind has been informed of the possibility of such damages.
  • The total liability of NoviaMind, for all damages combined, under the execution of these GTC/GS and the provision of the Services, shall not exceed the total amount actually paid by the Client to NoviaMind for the Subscription for the contractual period (monthly or annual) during which the event giving rise to the damage occurred.

10.3. Accuracy of Information and Real Estate Decisions Although NoviaMind strives to provide a high-performing AI Agent, it operates based on the information provided by the Client and artificial intelligence algorithms. NoviaMind does not guarantee the absolute accuracy, completeness, or relevance of the information generated or the qualifications made by the AI Agent. The AI Agent provides information and decision-support tools. It in no way replaces the professional judgment and human expertise of the Client's real estate advisors. Clients should not make important commercial or real estate decisions based solely on the information provided by the AI Agent without further verification and analysis by their own teams. NoviaMind disclaims all liability for decisions made by Clients or their prospects based on the information provided by the AI Agent.

10.4. Client's Liability The Client is solely responsible for their use of the AI Agent, the Client Content they transmit, and the interactions of the AI Agent with their prospects. They shall indemnify NoviaMind against any claim, action, or demand for compensation from third parties (including their own prospects) resulting from the Client's violation of these GTC/GS or applicable legislation (particularly regarding personal data protection).

ARTICLE 11: FORCE MAJEURE

Neither party shall be held liable for the non-performance or delay in the performance of one of its obligations (with the exception of the payment obligation for the Client) if such non-performance or delay is due to the occurrence of a case of force majeure within the meaning of Article 1218 of the French Civil Code and French case law (e.g., natural disasters, wars, strikes affecting infrastructure, widespread telecommunication failures, large-scale cyberattacks). The party affected by a case of force majeure must inform the other party as soon as possible. The obligations will be suspended for the duration of the force majeure. If the case of force majeure persists for more than [e.g., thirty (30) days], each party may terminate the Subscription by right.

ARTICLE 12: MODIFICATION OF THE GTC/GS

NoviaMind reserves the right to modify these GTC/GS at any time. The new GTC/GS will be brought to the Client's attention by any appropriate means (e.g., email notification, on the Site, or in the client interface) at least fifteen (15) days before they come into effect. If the Client does not accept the new GTC/GS, they must notify NoviaMind of their refusal before they come into effect and may terminate their Subscription, with the termination taking effect on the date the new GTC/GS come into force. Otherwise, the continued use of the Services after the effective date of the changes will constitute unreserved acceptance of the new GTC/GS. The applicable GTC/GS are those in force on the date of the subscription or renewal of the Subscription.

ARTICLE 13: MISCELLANEOUS PROVISIONS

13.1. Severability If one or more provisions of these GTC/GS are held to be invalid or declared as such in application of a law, a regulation, or following a final decision of a competent court, the other provisions shall retain their full force and scope.

13.2. No Waiver The fact that one of the parties does not avail itself of a breach by the other party of any of the obligations referred to in these GTC/GS shall not be interpreted for the future as a waiver of the obligation in question.

13.3. Subcontracting Prospimmo reserves the right to subcontract all or part of its obligations under these GTC/GS. Prospimmo will remain responsible to the Client for the performance of the obligations by its subcontractors.

13.4. Commercial Reference Unless otherwise specified in writing by the Client, Prospimmo may cite the Client's name as a commercial reference, particularly on its Site and in its promotional materials.

13.5. Customer Support Prospimmo provides a customer support service accessible by [Support contact methods: email, phone, chat, etc.] during the hours indicated on the Site. The level of support may vary depending on the subscribed Subscription Plan.

ARTICLE 14: APPLICABLE LAW AND COMPETENT JURISDICTION

14.1. Applicable Law These GTC/GS and the operations arising from them are governed by and subject to French law.

14.2. Amicable Settlement of Disputes In the event of a dispute relating to the interpretation, execution, or termination of these GTC/GS, the parties will endeavor to find an amicable solution before any legal action. The Client is invited to contact Prospimmo for this purpose.

14.3. Competent Jurisdiction IN THE ABSENCE OF AN AMICABLE AGREEMENT WITHIN A PERIOD OF FIFTEEN (15) DAYS FROM THE FIRST NOTIFICATION OF THE DISPUTE, ANY DISPUTE RELATING TO THE VALIDITY, INTERPRETATION, EXECUTION, OR BREACH OF THESE GTC/GS SHALL BE SUBJECT TO THE EXCLUSIVE JURISDICTION OF THE COMPETENT COURTS OF NICE, EVEN IN THE CASE OF MULTIPLE DEFENDANTS OR A CALL IN GUARANTEE.

By subscribing to a Subscription or using the AI Agent, the Client acknowledges having read, understood, and accepted all of these General Terms and Conditions of Use and Sale.

Last updated: November 03, 2025