These terms govern the consulting, operationalisation and integration services for artificial intelligence offered by OperAI to its professional clients (B2B).
Last update: 11 May 2026
These Terms of Sale (hereinafter "ToS") apply to all services offered by OperAI, a French SASU with share capital of €1,000, registered with the Paris Trade Register under number 104 353 693, whose registered office is at 17 rue Vasco de Gama, 75015 Paris, France (hereinafter "OperAI" or "the Provider"), to any legal entity (hereinafter "the Client") wishing to benefit from its services. Any order implies the Client's full acceptance of these ToS.
1. Purpose
The purpose of these ToS is to define the conditions under which OperAI provides its professional Clients with services covering:
Strategic consulting and AI audit (diagnostic, process mapping, identification of high-ROI levers)
Design, development and deployment of intelligent agents and automation solutions
Integration of predictive models and data-analysis tools
Team training and adoption support
Ancillary services: website creation, digital content production, digital marketing
These ToS prevail over any document issued by the Client, unless otherwise expressly agreed in writing by the Provider.
2. Quote and formation of the contract
Every engagement is subject to a detailed quote sent to the Client, specifying scope, expected deliverables, indicative timeline, commitment terms and price. The quote is valid for 30 days from its date of issue, unless otherwise stated.
The contract is formed upon OperAI's receipt of the quote signed by the Client or, where applicable, of a purchase order accompanied by these ToS duly signed. Failing formal signature, any commencement of execution with the Client's express agreement constitutes acceptance of these ToS.
The initial 30-minute audit offered via the website is free and without commitment; it does not constitute a service order and entails no contractual obligation.
3. Services and obligations of the parties
3.1 — OperAI's obligations
OperAI undertakes to perform its services in accordance with industry best practice and the methodology presented to the Client. Unless otherwise expressly stipulated, OperAI's undertakings constitute an obligation of means, not an obligation of result.
OperAI commits in particular to:
Assigning the necessary skills to deliver the mission
Respecting agreed timelines, subject to the Client's cooperation
Keeping the Client regularly informed of progress
Preserving the confidentiality of information communicated by the Client
3.2 — Client's obligations
The Client undertakes to:
Provide OperAI, in good time, with all the information, access, data and resources necessary for the performance of the services
Designate a single point of contact with the authority required for operational decisions
Validate intermediate and final deliverables within the agreed timeframes
Pay the amounts due in line with the agreed terms
Any delay, omission or lack of cooperation from the Client that affects the proper performance of the services will entail an automatic shift in deadlines, without prejudice to any indemnities due to the Provider.
4. Pricing and payment terms
4.1 — Prices
Service prices are stated in the quote and expressed in euros, net of tax. In accordance with article 293 B of the French General Tax Code, OperAI benefits from the French VAT exemption regime: VAT not applicable. This mention appears on all quotes, invoices and purchase orders issued by OperAI.
OperAI operates by validation milestones, with compensation aligned with mission progress and the value effectively delivered. Specific pricing arrangements (milestone-based fixed fee, time-and-materials, monthly retainer, or a combination thereof) are defined case by case in the quote provided to the Client. For information, the initial 30-minute audit offered via the website remains free and without commitment.
4.2 — Invoicing and payment terms
Unless otherwise stipulated, invoices are issued upon validation of each milestone. Payment is due within 30 days from the invoice date, in accordance with article L. 441-10 of the French Commercial Code.
Payments are made by bank transfer to the OperAI account whose details appear on the invoice.
4.3 — Late or non-payment
In accordance with article L. 441-10 of the French Commercial Code, any late payment automatically triggers:
The application of late-payment penalties at the interest rate applied by the European Central Bank to its most recent refinancing operation, plus 10 percentage points, without any prior notice being required
A fixed indemnity for collection costs of €40, in accordance with articles L. 441-10 and D. 441-5 of the French Commercial Code
Immediate payability of all sums remaining due, even those not yet at term
The Provider's right to suspend ongoing performance of the services, after a formal notice remained without effect for 8 days
5. Intellectual property
OperAI retains exclusive ownership of its methodologies, know-how, models, generic scripts, pre-existing software building blocks and any other tool used in the course of the mission. No transfer of intellectual property rights over these elements is granted to the Client by operation of law.
Unless otherwise expressly stipulated, deliverables specifically developed for the Client during the mission are granted to the Client under a non-exclusive, non-transferable licence of use, limited to the Client's own internal needs, from full payment of the price.
The Client authorises OperAI to mention its name, logo and the generic nature of the mission as a commercial reference, unless expressly opposed in writing.
6. Confidentiality
Each party undertakes to treat as strictly confidential all information, documents, data and know-how exchanged in the course of the mission, and not to disclose them to any third party without the other party's prior written consent.
This confidentiality obligation remains in force throughout the duration of the contract and for 5 years after its termination. It does not apply to information that has fallen into the public domain, was previously known, or whose disclosure is legally required.
7. Protection of personal data
During the engagement, OperAI may be required to process personal data on behalf of the Client. In that case, OperAI acts as processor within the meaning of article 28 of the GDPR, and a Data Processing Agreement ("DPA") is concluded between the parties.
For data collected by OperAI in the course of its own commercial activities (contact form, commercial follow-up, invoicing), please refer to the privacy policy.
8. Liability
OperAI's liability may only be engaged in case of proven fault. OperAI may in no event be held liable for indirect damage suffered by the Client, including loss of revenue, loss of clientele, damage to image, data loss or commercial disturbance.
In any event, OperAI's total liability under the mission is capped at the total amount of the sums actually received by OperAI in respect of the service giving rise to the damage, during the twelve months preceding the event triggering liability.
OperAI may not be held liable for the inadequacy of services to needs not expressed by the Client during the scoping phase, nor for the consequences of use contrary to the documentation or recommendations issued.
9. Termination
In case of a serious breach by either party of its obligations, the other party may terminate the contract by operation of law, 30 days after the sending of a formal notice by registered letter with acknowledgement of receipt that has remained without effect.
In case of termination attributable to the Client, services already performed and committed remain due. In case of termination attributable to OperAI, the Client shall be reimbursed pro rata for services not performed.
Termination does not affect confidentiality obligations and provisions relating to intellectual property, which survive the end of the contract.
10. Force majeure
Neither party may be held liable for the non-performance or delayed performance of its obligations resulting from a case of force majeure as defined in article 1218 of the French Civil Code. The party affected undertakes to inform the other party as soon as possible and to do everything possible to limit the consequences.
If the event of force majeure lasts beyond 60 days, either party may terminate the contract by registered letter with acknowledgement of receipt, without indemnity on either side.
11. Reversibility and handover
OperAI commits to facilitating handover at the end of the mission. This includes, unless otherwise stipulated: technical and functional documentation of the deliverables, an operations manual, and a transfer of skills to the Client's teams to ensure their autonomy.
This reversibility is included in the initial service and does not give rise to any additional invoicing, except for an exceptional request exceeding the planned scope.
12. Modifications
OperAI reserves the right to modify these ToS at any time. The applicable ToS are those in force on the date of signature of the quote or purchase order by the Client.
13. Applicable law and jurisdiction
These ToS are governed by French law.
In case of a dispute relating to their interpretation or execution, the parties undertake to seek an amicable solution first. Failing agreement within 30 days of notification of the dispute, the dispute shall be brought before the exclusive jurisdiction of the Paris Commercial Court (Tribunal des Activités Économiques de Paris), notwithstanding multiple defendants or warranty claims.
14. Contact
For any question regarding these ToS, you can reach us at:
