Terms of Service

1. Acceptance of Terms

By accessing or using Avenor (“the platform” or “the service”), you agree to be bound by these Terms of Service (“Terms”). If you do not agree to all of these Terms, you may not access or use the platform. If you are entering into these Terms on behalf of an organization, you represent that you have authority to bind that organization.

2. Description of Service

Avenor is a B2B SaaS platform for brand and e-commerce operations management, operated jointly by Avenor SAS (France) and LBMGB LLC (North Carolina, US), together with their partners, subsidiaries, and associated entities (“Avenor”, “we”, “us”, or “our”). “Avenor” and “ARWOS” refer to the platform and product; the contracting legal entities are Avenor SAS and LBMGB LLC. The platform provides tools for financial reporting, order management, CRM, team operations, and integration with third-party business services. Features and capabilities may change over time; we will communicate material changes in advance where feasible.

3. Eligibility

You must be at least 18 years of age to use Avenor. By using the platform, you represent and warrant that you meet this age requirement and that you are either entering into these Terms personally or have the legal authority to bind the organization you represent. Avenor is a business platform and is not intended for personal or consumer use.

4. Account Registration

You agree to provide accurate, current, and complete information when registering for an account and to keep this information updated. You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account. You must notify Avenor immediately at legal@avenor-na.com if you suspect unauthorized access to your account. Avenor is not liable for any loss resulting from unauthorized use of your credentials.

5. Fees, Billing & Refunds

Access to Avenor is provided on a paid subscription basis per your applicable subscription agreement with Avenor. Subscription fees are billed in advance in the currency and on the cycle stated in your agreement, and are exclusive of taxes, which are your responsibility where applicable. Avenor reserves the right to modify pricing upon reasonable notice, effective at your next renewal. Failure to pay fees when due may result in suspension or termination of your access.

Refunds. Fees are non-refundable except as expressly required by applicable law (including mandatory consumer or distance-selling protections where they apply) or as set forth in your subscription agreement. Where a refund is due, it will be issued to the original payment method within a reasonable period. Statutory rights of customers contracting with Avenor SAS under French and EU law are not affected by this section.

6. Acceptable Use

You agree to use Avenor only for lawful purposes and in accordance with these Terms. You must not:

• Use the platform in any way that violates applicable laws or regulations.
• Attempt to gain unauthorized access to any part of the platform, its related systems, or other users’ accounts.
• Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the platform.
• Scrape, crawl, or use automated means to extract data from the platform beyond normal API usage covered by your subscription.
• Use the platform to transmit malware, spam, or any harmful or disruptive content.
• Resell or sublicense access to the platform without Avenor’s prior written consent.

7. Your Data

You retain full ownership of all data, content, and information you upload, import, or generate within Avenor (“Your Data”). Avenor claims no ownership or intellectual property rights in Your Data. By using the platform, you grant Avenor a limited, non-exclusive, worldwide, royalty-free license to access, process, store, and display Your Data solely as necessary to provide and operate the service. This license terminates upon account closure, subject to our data retention obligations.

8. Integration Use

By connecting third-party services (including Shopify, QuickBooks, Mercury, and Revolut) to your Avenor account, you authorize Avenor to access, retrieve, and display data from those services on your behalf, subject to the permissions you grant through each platform’s OAuth flow. Your use of each connected service remains subject to that service’s own terms of service and privacy policy. Avenor is not responsible for the actions, data practices, or availability of any third-party integration.

9. Intellectual Property

The Avenor platform, including its software, user interface, design, and all associated documentation, is owned by Avenor SAS and LBMGB LLC (and/or their licensors) and protected by applicable intellectual property laws. Nothing in these Terms transfers any ownership of the platform to you. You retain all intellectual property rights in Your Data. Avenor trademarks, logos, and service marks may not be used without prior written consent.

10. Confidentiality

Each party agrees to keep the other’s confidential information strictly confidential and not to disclose it to third parties without prior written consent. Confidential information includes, but is not limited to, pricing terms, technical architecture, business data, and any information marked as confidential or that a reasonable person would understand to be confidential given the nature of the disclosure. This obligation survives termination of these Terms for a period of three (3) years, except for trade secrets, which are protected indefinitely.

11. Disclaimer of Warranties

THE PLATFORM IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. Avenor DOES NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF HARMFUL COMPONENTS. UPTIME AND SERVICE LEVEL COMMITMENTS, IF ANY, ARE GOVERNED SOLELY BY YOUR SUBSCRIPTION AGREEMENT.

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AVENOR’S TOTAL CUMULATIVE LIABILITY TO YOU FOR ANY CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE PLATFORM SHALL NOT EXCEED THE FEES ACTUALLY PAID BY YOU TO Avenor IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. IN NO EVENT SHALL Avenor BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOSS OF DATA, OR LOSS OF GOODWILL, EVEN IF Avenor HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

13. Indemnification

You agree to indemnify, defend, and hold harmless Avenor SAS and LBMGB LLC, their officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys’ fees) arising out of or in any way connected with: (a) your use of the platform in violation of these Terms; (b) Your Data; (c) your violation of any applicable law or regulation; or (d) your infringement of any third-party intellectual property or other rights.

14. Termination

Either party may terminate these Terms and your access to the platform upon written notice, subject to the terms of your subscription agreement. Avenor may suspend or terminate your access immediately for cause if you breach these Terms or engage in conduct that threatens the security or integrity of the platform. Upon termination, your right to access the platform ceases. Avenor will make your data available for export for a period of 30 days following termination, after which your data will be deleted in accordance with our data retention policy. Provisions that by their nature should survive termination will survive.

15. Governing Law

The governing law depends on the contracting Avenor entity. Where you contract with Avenor SAS, these Terms are governed by the laws of France. Where you contract with LBMGB LLC, these Terms are governed by the laws of the State of North Carolina, USA, without regard to its conflict-of-law provisions. In each case the governing law applies without prejudice to any mandatory consumer-protection rights available to you under the law of your place of residence.

16. Dispute Resolution

The parties will first attempt to resolve any dispute informally by contacting legal@avenor-na.com. If a dispute cannot be resolved within 30 days, it shall be submitted to the exclusive jurisdiction of the courts competent for the seat of the contracting Avenor entity — the courts of France for disputes with Avenor SAS, and the state or federal courts located in North Carolina for disputes with LBMGB LLC — and you consent to personal jurisdiction there. Nothing in this section deprives EU/EEA consumers of the right to bring proceedings in the courts of their place of residence where such a right is mandatory.

17. Changes to These Terms

We may update these Terms from time to time. For material changes, we will provide at least 14 days’ notice by email or in-platform notice before the change takes effect. Your continued use of Avenor after the effective date constitutes acceptance of the updated Terms. If you do not agree to the changes, you may terminate your subscription in accordance with Section 14.

18. Contact

For legal inquiries or questions about these Terms: