Enterprise Master Service Agreement

Negotiated master terms for the Tinct platform — Enterprise tier

Tinct SAS · Version 1.1 — June 2026

Scope. This Master Service Agreement (“MSA”) is the master contract for the Enterprise tier. It extends and incorporates Tinct's online Terms of Service, Data Processing Agreement and Privacy Policy, and adds the enterprise service-level, support, security and commercial terms. The self-serve Free, Starter and Pro tiers are governed by the online Terms of Service (see its Schedule 1), not by this MSA. Agency-tier engagements are contracted separately via an Order Form. Where a Client signs an Enterprise Order Form under this MSA, the MSA prevails over the online Terms.

1. Parties and Structure

This MSA is entered into between Tinct SAS, a société par actions simplifiée organised under the laws of France, registered office 5 Rue Pleyel, Bureau 3, 93200 Saint-Denis, France, SIREN 101 730 018 — RCS Bobigny (“Tinct”), and the Enterprise customer identified in the applicable Order Form (the “Client”), each a “Party”.

The agreement between the Parties (the “Agreement”) is composed of, in descending order of precedence:

• the Order Form executed by the Parties (Schedule 3 template);

• this MSA and its Schedules;

• the Data Processing Agreement (DPA) at tinct.ai/static/dpa — which prevails over all other documents on matters of personal-data processing;

• the Terms of Service at tinct.ai/static/terms-conditions, incorporated by reference (except where expressly varied by this MSA or the Order Form); and

• any other policy referenced herein (Privacy Policy, Sub-processors list, Cookie Policy).

In the event of conflict, the higher-ranked document prevails for the matter in question, save that the DPA always prevails on personal-data matters. Terms used but not defined here have the meaning given in the Terms of Service.

2. Definitions

• “Service” — the Tinct ABM landing-page personalisation platform, including the JavaScript Snippet, AI generation of Variants, analytics and integrations, as described in the Terms of Service and Schedule 1.

• “Enterprise Plan” — the bespoke plan and allowances set out in the Order Form, at the Enterprise tier.

• “Order Form” — a document executed by both Parties specifying the allowances, fees, Subscription Term, Service Levels and any bespoke terms.

• “Personalization Event / Credit” — one AI generation or regeneration of a Variant, as defined in the Terms of Service.

• “Subscription Term” — the period stated in the Order Form, with renewals under clause 6.

• “Service Levels” — the availability and support commitments in Schedule 2 (as completed in the Order Form).

• “Client Data”, “Personal Data”, “Variant”, “Landing Page”, “Authorised User”, “Target Account” — as defined in the Terms of Service.

3. Provision of the Service

3.1 Subject to the Agreement and payment of the applicable fees, Tinct grants the Client a non-exclusive, non-transferable, non-sublicensable right to access and use the Service during the Subscription Term, for the Client's internal business purposes, at the Enterprise tier and the allowances set out in the Order Form.

3.2 The Enterprise service description and allowances are set out in Schedule 1; the Service Levels are set out in Schedule 2 and completed in the Order Form. Tinct may enhance the Service from time to time; it will not materially reduce core functionality during a paid Subscription Term.

3.3 The Client is responsible for deploying and maintaining the Snippet, for reviewing and approving each Variant before activation, and for the matters allocated to it under the Terms of Service (Articles 2.4, 9 and 6.4).

4. Service Levels and Support

4.1 Tinct will use commercially reasonable efforts to make the Service available in accordance with the availability commitment in Schedule 2 (default 99.9%, or as varied in the Order Form). The service-credit remedy in Schedule 2 is the Client's sole and exclusive remedy for failure to meet the availability commitment.

4.2 Enterprise support is provided by a dedicated contact / customer success manager according to the response targets in Schedule 2. Beta features and the Snippet's designed silent-fallback behaviour are excluded from the Service Levels.

5. Fees, Invoicing and Payment

5.1 Fees are those set out in the Order Form. Unless the Order Form states otherwise, Enterprise fees are payable annually in advance by invoice, net thirty (30) days.

5.2 All fees are exclusive of VAT and other taxes. Late payments accrue interest and recovery indemnity as set out in the Terms of Service (Article 3.4), and Tinct may suspend the Service for non-payment after written notice (clause 13).

5.3 Personalization Credits included in the Order Form are allocated per billing cycle, are consumed as defined in the Terms of Service, do not roll over unless the Order Form states otherwise, and are non-refundable once consumed. Failed generations do not consume Credits.

5.4 Pricing fixed in an Order Form applies for that Subscription Term; renewal pricing is as stated in the Order Form or, failing that, Tinct's then-current Enterprise pricing on thirty (30) days' notice.

6. Term, Renewal and Termination

6.1 Term. The Agreement starts on the Order Form effective date and continues for the Subscription Term, renewing automatically for equal periods unless either Party gives notice of non-renewal at least thirty (30) days before the end of the then-current term (or as stated in the Order Form).

6.2 Termination for cause. Either Party may terminate for material breach not cured within thirty (30) days of written notice, or on the other Party's insolvency.

6.3 Effect. On termination, access rights cease, outstanding fees fall due, and Tinct makes Client Data available for export for thirty (30) days before deletion, in accordance with the DPA and Terms of Service. Clauses intended to survive (IP, confidentiality, liability, data, accrued fees) survive.

7. Intellectual Property

Ownership of the Service, Client Data and Generated Content (Variants) is governed by Article 4 of the Terms of Service: Tinct retains all rights in the Service; the Client owns Client Data and, subject to payment, the Generated Content.

8. Confidentiality

Confidentiality is governed by Article 5 of the Terms of Service and survives three (3) years after termination. The terms of any Order Form (including pricing) are Confidential Information.

9. Data Protection and Security

9.1 Processing of Personal Data is governed by the DPA, incorporated into this MSA. Tinct acts as processor for website-visitor analytics data and as independent controller for account, billing and platform data, as described in the DPA and Privacy Policy.

9.2 Tinct maintains the technical and organisational security measures in Annex 3 of the DPA (EU hosting in AWS eu-west-1, encryption at rest and in transit, access controls, monitoring, breach notification within 72 hours, ISO 27001 in progress).

9.3 Audit. The Client may, once per year on reasonable notice and subject to confidentiality, request Tinct's security documentation and a completed security questionnaire, and conduct an audit as set out in the DPA (clause 4.9).

10. Warranties

Tinct warrants that it has the right to provide the Service and will provide it in a professional manner consistent with industry standards (Article 7 of the Terms of Service). Except as expressly stated in the Agreement and the Service Levels, the Service is provided “as is”, and Tinct disclaims all other warranties to the fullest extent permitted by law.

11. Indemnification

11.1 By Tinct. Tinct will defend the Client against third-party claims that the Service, as provided and used in accordance with the Agreement, infringes that third party's intellectual-property rights, and will indemnify the Client for amounts finally awarded, subject to clause 12.

11.2 By the Client. The Client will defend and indemnify Tinct against third-party claims arising from Client Data, Generated Content activated by the Client, or use of the Service in breach of the Agreement or applicable law (Article 9.5 of the Terms of Service).

11.3 The indemnified Party must give prompt notice, allow the indemnifying Party to control the defence, and provide reasonable cooperation.

12. Limitation of Liability

12.1 Neither Party is liable for indirect, incidental, special or consequential damages, or loss of profit, revenue, data or goodwill.

12.2 Except for the excluded matters in clause 12.3, each Party's total aggregate liability under the Agreement is capped at the total fees paid or payable by the Client in the twelve (12) months preceding the event giving rise to the claim, unless a different cap is stated in the Order Form.

12.3 Nothing limits liability for death or personal injury caused by negligence, fraud, wilful misconduct, or any liability that cannot be excluded by law.

13. Suspension

Tinct may suspend the Service on notice where required for security, to prevent material harm, for non-payment after the cure period, or for breach of the acceptable-use restrictions in Article 2.5 of the Terms of Service. Tinct will limit suspension to what is reasonably necessary and restore the Service promptly once the cause is resolved.

14. Force Majeure

Neither Party is liable for delay or failure caused by events beyond its reasonable control (Article 8.4 of the Terms of Service).

15. Governing Law and Disputes

This MSA is governed by French law. The Parties will attempt to resolve disputes amicably within thirty (30) days; failing which the competent courts of Paris, France have exclusive jurisdiction, without prejudice to mandatory data-protection rights. EU regulations (including the GDPR) prevail where applicable.

16. General

Assignment, severability, waiver, notices, amendments and the independent-contractor relationship are governed by Article 12 of the Terms of Service. Notices to Tinct: contact@tinct.ai. This MSA, its Schedules, the Order Form and the incorporated documents constitute the entire agreement and supersede prior discussions on their subject matter.

17. Acceptance

This MSA takes effect when the Client signs an Enterprise Order Form referencing it, or otherwise accepts it in writing or electronically. The person accepting represents that they have authority to bind the Client. No handwritten signature is required where acceptance is electronic.

Schedule 1 — Enterprise Service Description

The Enterprise tier is bespoke; the values below are set or varied in the Order Form. (The Free, Starter and Pro tiers are described in Schedule 1 of the online Terms of Service and are not part of this MSA.)

Note: the pricing page lists a separate “Agency” tier (for partners managing multiple client workspaces). Agency engagements are contracted via an Order Form and are not governed by this Enterprise MSA.

Schedule 2 — Enterprise Support and Service Levels

The service levels below apply to the Enterprise tier and are completed in the Order Form.

S2.1 Support

S2.2 Incident priorities and response

Response targets are time to first meaningful response, not resolution.

S2.3 Availability and service credits

“Monthly Uptime” = (total minutes − Excluded Minutes − Downtime) ÷ (total minutes − Excluded Minutes). Excluded: scheduled maintenance (notified ≥48h in advance), force-majeure, Client-caused issues, Beta Features, and the Snippet's designed silent-fallback behaviour. Where Monthly Uptime falls below 99.9% (or the Order Form target), the Client may claim a service credit against the next invoice:

Service credits are the sole and exclusive remedy for missed availability, must be requested within thirty (30) days of the affected month, and are capped at that month's fee.

Schedule 3 — Enterprise Order Form (template)

By signing this Order Form, the Client accepts this MSA, the Terms of Service and the DPA as the governing Agreement.

Schedule 4 — Incorporated Documents

• Terms of Service — tinct.ai/static/terms-conditions

• Data Processing Agreement — tinct.ai/static/dpa

• Sub-processors — tinct.ai/static/sub-processors

• Privacy Policy — tinct.ai/static/privacy-policy

• Cookie Policy — tinct.ai/static/cookie-policy

Tinct SAS — 5 Rue Pleyel, Bureau 3, 93200 Saint-Denis, France · SIREN 101 730 018 — RCS Bobigny · contact@tinct.ai
Enterprise Master Service Agreement · Version 1.1 — June 2026