Master agreement governing the entire commercial relationship between Titane Intelligence and its Customers.
Master Subscription Agreement (MSA)
| Version | 1.1 |
| Last updated | May 19, 2026 |
| Canonical URL | https://www.titane-intelligence.com/en/legal/msa |
| Reference document | Governs the entire contractual relationship |
Change in v1.1 (May 19, 2026) — Article 17 rewritten to align the acceptance mechanism with the browsewrap model (acceptance by installation from a third-party marketplace), consistent with the practice of leading B2B SaaS companies (Klaviyo, Gorgias). No other article modified.
This Subscription Agreement (the "Agreement" or "MSA") is entered into between:
SAS TITANE INTELLIGENCE, a simplified joint-stock company (société par actions simplifiée) with a share capital of €1,000, registered with the Trade and Companies Register under SIREN No. 105 840 060, whose registered office is located at 51 rue Villedieu, 33000 BORDEAUX, represented by Mr. Théo Lapouge in his capacity as President (hereinafter "Titane"),
on the one hand,
and
the legal entity accepting this Agreement under the conditions set out in Article 17 (hereinafter the "Customer"),
on the other hand.
Titane and the Customer are individually referred to as a "Party" and collectively as the "Parties".
The terms below, when used with an initial capital letter, have the following meaning:
"Annexes" means the annexes to this Agreement as well as the documents incorporated by reference (DPA, AUP, API Terms, Privacy Notice, Sub-processors List).
"Account" means the administrator space allowing the Customer to access the Titane Services and configure the Connectors.
"Connector" means any integration module developed by Titane that enables the connection of the Services to a third-party platform (Shopify, Klaviyo, and other supported e-commerce or marketing platforms).
"Customer Data" means all data, content, files, settings, and identifiers transmitted by the Customer or on its behalf, processed by the Services. Customer Data includes, in particular, the Pseudonymized Identifiers as defined below.
"Personal Data" has the meaning given by Article 4 of Regulation (EU) 2016/679 (GDPR).
"DPA" means the Data Processing Agreement available at https://www.titane-intelligence.com/en/legal/dpa, which governs the processing of Personal Data by Titane on behalf of the Customer.
"Pseudonymized Identifiers" means the opaque tokens generated by encrypting the Customer's customer identifiers before transmission to Titane, in accordance with Article 4(5) of the GDPR. The decryption key is held exclusively by the Customer.
"Titane Generic Models" means the proprietary models developed by Titane (in particular TITAN-REC, TITAN-CORE, TITAN-LINK, TITAN-HORIZON, TITAN-TREND and their successors), including their architectures, generic weights, base embeddings, and source code.
"Specific Artifacts" means the parameters, embeddings, and configurations produced by the training or inference of the Generic Models on Customer Data.
"Recommendations" means the outputs generated by the Services for the Customer (scores, segments, forecasts, product recommendations, alerts).
"Attributed Revenue" means the net (excluding tax) revenue actually collected by the Customer and attributable, according to the attribution rules described in the Account Space, to the use of the Titane Recommendations during the relevant billing period.
"Services" means all of the software-as-a-service (SaaS) services provided by Titane, accessible via the Account, the Connectors, and the API, as described on the titane-intelligence.com website and specified in the Customer's order.
2.1 The purpose of this Agreement is to define the conditions under which Titane makes available to the Customer its Services for recommendation, segmentation, forecasting, and trend detection, leveraging the Titane Generic Models applied to Customer Data.
2.2 The Services are provided in SaaS mode, accessible remotely via the Internet. No supply of software on physical media is provided for.
2.3 The precise description of the scope of the subscribed Services, the activated Connectors, and any options appears in the Customer's Account Space. Any subsequent modification of the scope is made via the Account Space or by written amendment.
2.4 Titane reserves the right to improve, develop, and modify the Services at any time, provided that it does not significantly degrade the essential features subscribed to by the Customer.
3.1 Access to the Services is subject to the creation of an Account. The Customer warrants the accuracy and currency of the information provided at registration.
3.2 The Customer is solely responsible for the confidentiality of the credentials and API keys associated with its Account. Any action carried out from the Account is deemed to have been carried out by the Customer.
3.3 The Customer undertakes to notify Titane without delay at security@titane-intelligence.com of any unauthorized use of the Account or any security breach of which it becomes aware.
3.4 The Customer may configure several internal users within its Account. Each user is subject to the undertakings of this Agreement. The Customer is responsible for the acts of its users.
4.1 The Customer undertakes to use the Services in accordance with this Agreement, with the Acceptable Use Policy (AUP) available at https://www.titane-intelligence.com/en/legal/aup, with the API Terms available at https://www.titane-intelligence.com/en/legal/api-terms, and with applicable regulations.
4.2 The Customer warrants:
4.3 The Customer acknowledges that the quality of the Recommendations depends on the quality and completeness of the Customer Data transmitted. Titane cannot be held liable for insufficient output quality resulting from insufficient input quality.
"Confidential Information" means all information, in any form whatsoever (oral, written, visual, electronic), disclosed by one Party (the "Disclosing Party") to the other Party (the "Receiving Party") in connection with this Agreement, and in particular:
The following do not constitute Confidential Information, namely information that:
Each Party undertakes to:
The confidentiality obligations survive for a period of five (5) years from the end of the Agreement. Confidential Information constituting trade secrets within the meaning of Law No. 2018-670 remains protected without time limit for as long as it retains that character.
In the event of a disclosure request compelled by a judicial or administrative authority, the Receiving Party shall inform the Disclosing Party without delay (to the extent permitted by law), so as to allow it, where applicable, to take any appropriate measure.
The Titane Generic Models, including their architectures, pre-trained generic weights, base embeddings, source code, documentation, and all attached intellectual property rights, remain the exclusive property of Titane. This Agreement confers on the Customer no right over the Generic Models beyond the license to use the Services and the Recommendations described below.
For the duration of the Agreement, Titane grants the Customer a personal, non-exclusive, non-assignable, and non-sublicensable right to use the Services and to exploit the Recommendations generated from its Customer Data, in the course of its internal business activity. This license terminates automatically upon termination of the Agreement, subject to the provisions of Article 13.
The Customer Data remains the exclusive property of the Customer. Titane acquires no right over the Customer Data beyond what is strictly necessary to perform the Agreement and in accordance with the DPA.
The Specific Artifacts produced by the training or inference of the Generic Models on Customer Data (Customer-specific embeddings, adjusted parameters, configurations) are strictly isolated to the Customer. They are neither shared with other customers, nor used to train or re-train the Generic Models intended for other customers. The Specific Artifacts are deleted at the end of the Agreement under the conditions provided for in Article 13 and in the DPA.
Titane expressly undertakes not to use the Customer Data or the Specific Artifacts to improve, re-train, or adjust the Generic Models made available to other customers. This commitment constitutes a determining element of the Customer's consent.
The Customer authorizes Titane to use freely, without consideration, the feedback, suggestions, and improvement ideas that it voluntarily communicates to Titane ("Feedback"), to the exclusion of any Confidential Information.
Unless otherwise specifically agreed in writing between the Parties, the Services are billed according to an attributed-revenue commission model, set at one-seventh (1/7) of the net (excluding tax) Attributed Revenue generated over the relevant billing period.
The attribution rules (attribution window, attribution model, exclusions) are described in the Account Space and accessible to the Customer at any time. Any material modification of these rules is subject to notification to the Customer under the conditions of Article 15.
Billing is monthly, in arrears, on the basis of the Attributed Revenue recorded during the past month. Invoices are issued in electronic format and sent to the Customer.
Invoices are payable within thirty (30) days of the invoice date. Any late payment automatically gives rise, without prior formal notice, to the application of late-payment interest at the interest rate applied by the European Central Bank to its most recent refinancing operation plus 10 percentage points, as well as a fixed recovery-cost indemnity of 40 euros, in accordance with Articles L. 441-10 and D. 441-5 of the Commercial Code.
In the event of non-payment persisting more than fifteen (15) days after a formal notice that has remained without effect, Titane reserves the right to suspend access to the Services until the situation is remedied, without prejudice to its right to termination in accordance with Article 8.
Any dispute of an invoice must be notified in writing to contact@titane-intelligence.com within fifteen (15) days following its issuance, failing which the invoice is deemed accepted.
The Agreement takes effect on the date of acceptance by the Customer under the conditions of Article 17 and continues for an indefinite term, with no minimum commitment, until terminated in accordance with this Article.
The Customer may terminate the Agreement at any time, without notice or cause, via its Account Space (procedure for uninstalling the Connectors and closing the Account) or by notification to contact@titane-intelligence.com. Termination takes effect on the effective date of uninstallation.
Amounts due in respect of the Attributed Revenue recorded up to the effective date of termination remain payable.
Titane may terminate the Agreement:
Either Party may terminate the Agreement without notice in the event of court-ordered reorganization (redressement judiciaire) or court-ordered liquidation (liquidation judiciaire) of the other Party, subject to mandatory public-policy provisions.
Termination results in:
Titane warrants that it provides the Services with the care and diligence of a professional in its sector. Titane warrants in particular:
The Recommendations are statistical outputs generated by machine learning models. Titane does not warrant any particular commercial result or any precise revenue attribution rate. The Recommendations constitute a decision-support aid and their use is the responsibility of the Customer.
With the exception of (i) damages resulting from gross negligence or willful misconduct, (ii) breaches of the confidentiality obligations, (iii) breaches of the Personal Data protection obligations provided for in the DPA, and (iv) cases where liability cannot be capped under the law, Titane's overall and aggregate liability towards the Customer, on all grounds combined, is capped at the total amount of sums actually paid by the Customer to Titane under the Agreement during the twelve (12) months preceding the event giving rise to liability.
Titane is in no event liable for indirect damages, and in particular any loss of revenue, loss of customers, loss of profit, loss of data (subject to the obligations of the DPA), loss of image, or any commercial prejudice suffered by the Customer or by third parties.
Titane is not liable:
10.1 Neither Party may be held liable for a breach of its obligations resulting from an event of force majeure as assessed by the case law of the French courts, and in particular: natural disasters, pandemics, armed conflicts, acts of terrorism, decisions of public authorities, widespread failures of telecommunications or energy infrastructure.
10.2 The Party invoking an event of force majeure shall inform the other as soon as possible and shall implement all reasonable means to limit its effects.
10.3 If the force majeure event continues for more than sixty (60) consecutive days, either Party may terminate the Agreement automatically, without indemnity.
11.1 The processing of Personal Data by Titane on behalf of the Customer is governed by the Data Processing Agreement (DPA) accessible at https://www.titane-intelligence.com/en/legal/dpa, which is incorporated into this Agreement and accepted at the same time as it.
11.2 The processing by Titane of its own personal data (in its capacity as data controller, for example for the management of the contractual relationship, billing, and commercial prospecting) is governed by the Privacy Notice accessible at https://www.titane-intelligence.com/en/legal/privacy.
11.3 In the event of a conflict between this Agreement and the DPA with respect to the processing of Personal Data, the DPA prevails.
12.1 The Customer authorizes Titane to use Sub-processors for the provision of the Services, under the conditions defined in the DPA.
12.2 The list of Sub-processors is published and kept up to date at https://www.titane-intelligence.com/en/legal/subprocessors.
12.3 Any modification of the list is subject to notification to the Customer under the conditions defined in the DPA, with a reasoned right of objection.
13.1 Upon termination of the Agreement, at the Customer's request made within thirty (30) days from the effective date of termination, Titane shall provide the Customer, at its reasonable cost, with reversibility assistance including:
13.2 The reversibility assistance does not include the disclosure of the Titane Generic Models, their source code, their weights, or any information covered by Titane's trade secret.
13.3 At the end of the Agreement, the Customer Data and the Specific Artifacts are deleted under the conditions defined in the DPA (deletion within thirty (30) days, certificate of destruction on request).
14.1 Unless otherwise provided in this Agreement, any notice between the Parties is validly given:
contact@titane-intelligence.com (contractual questions), privacy@titane-intelligence.com (personal data), dpo@titane-intelligence.com (DPO), security@titane-intelligence.com (security);14.2 Notices sent by Titane via the Services interface or by publication on the /en/legal pages are deemed received by the Customer as of their publication.
15.1 Titane may modify this Agreement, the DPA, the AUP, the API Terms, the Privacy Notice, and the list of Sub-processors.
15.2 Any material modification is notified to the Customer at least thirty (30) days before its entry into force, by email or notification in the Services interface.
15.3 If the Customer does not accept the modification, it may terminate the Agreement in accordance with Article 8.2 before the date of entry into force of the modification. Failing termination, continued use of the Services beyond the date of entry into force constitutes acceptance of the modifications.
15.4 Minor modifications (spelling corrections, drafting clarifications, URL updates, updates to the list of Sub-processors without substantial addition) may be made without prior notice.
15.5 Each version of the Agreement is assigned a version number and an update date visible at the head of the document. Prior versions are archived and accessible on request at contact@titane-intelligence.com.
16.1 This Agreement is governed by French law.
16.2 In the event of a dispute relating to the formation, interpretation, performance, or termination of this Agreement, the Parties shall endeavor to resolve their disagreement amicably. Failing an amicable agreement within thirty (30) days from notification of the dispute, the Commercial Court of Bordeaux shall have sole jurisdiction, notwithstanding plurality of defendants or third-party claims.
16.3 This jurisdiction clause applies to Customers that are merchants or acting in the course of their professional activity. It does not apply to consumers.
17.1 The installation of a Titane Intelligence Connector from a third-party marketplace (in particular the Shopify App Store) and the authorization of the corresponding OAuth access, or the creation of an Account directly on titane-intelligence.com, constitute express acceptance of this Agreement as well as of the documents incorporated into it by reference (DPA, AUP, API Terms, Privacy Policy). The Customer acknowledges having had access to said documents, permanently accessible at the canonical URLs published on the /en/legal hub. This act constitutes an electronic signature within the meaning of Article 1367 of the Civil Code and binds the Customer.
17.2 The Customer warrants that the natural person carrying out the installation or the creation of the Account is duly authorized to bind the Customer. For installations carried out via the Shopify App Store, this person is deemed to be the holder of the Shopify account or a staff member duly authorized by them.
17.3 Titane retains a record of the acceptance, comprising: (i) the timestamp of the installation event received from the third-party marketplace via authenticated webhook, or the server timestamp in the event of direct creation of the Account; (ii) the identifier of the store or the Account; (iii) the email address of the primary contact provided by the marketplace or entered at registration; (iv) the version numbers and the SHA-256 cryptographic fingerprints of the documents in force on the date of acceptance. This evidence is retained for a period of seven (7) years from the end of the contractual relationship and is enforceable against the Customer.
17.4 A PDF version of the Agreement signed by Titane may be made available on request sent to contact@titane-intelligence.com.
17.5 Immediately after the installation or the creation of the Account, Titane sends the Customer's primary contact an email summarizing the documents accepted, their version numbers, the canonical URLs where they are accessible, and the procedure for requesting a signed PDF version.
This Agreement incorporates by reference the following documents, which form an integral part of it:
https://www.titane-intelligence.com/en/legal/dpahttps://www.titane-intelligence.com/en/legal/auphttps://www.titane-intelligence.com/en/legal/api-termshttps://www.titane-intelligence.com/en/legal/privacyhttps://www.titane-intelligence.com/en/legal/subprocessorshttps://www.titane-intelligence.com/en/legal/cookiesFor any question relating to this Agreement: contact@titane-intelligence.com
Version 1.1 — Last updated: May 19, 2026
For a PDF copy signed by Titane or any clarification, write to us.
contact@titane-intelligence.com