Shatale SASU — SIREN 105 278 964 · RCS Montpellier 105 278 964 · TVA FR54105278964 623 Rue du Devois, 34160 Saint-Drézéry, France ("Shatale", "we", "us", "our")
These Terms govern the relationship between you (the "User" — a business or a consumer) and Shatale when Shatale purchases goods and services on your account on the instruction of an AI agent you authorise. They consolidate and are read together with the Shatale End-User Purchasing Mandate and the Shatale Refund, Return & Non-Delivery Policy, which form part of these Terms. They reflect the current model: per-purchase card pre-authorisation on your own card — no wallet, no stored balance, no payment account.
1.1. Your counterparty under these Terms is Shatale SASU (SIREN 105 278 964). You contract with Shatale, not with the AI agent, not with the software publisher that built the agent ("Publisher"), and not with the merchant.
1.2. Shatale acts as your commissionnaire à l'achat (Article L132-1 Code de commerce): it purchases goods and services from merchants in its own name but for your account, on the instruction of the AI agent(s) you authorise. Shatale is the buyer of record vis-à-vis the merchant.
1.3. The AI agent is a tool that Shatale deploys to execute your purchase mandate. The Publisher provides the agent technology; the Publisher is not a seller to you, not your payment provider, and not a party to your purchase.
1.4. Plans for a Publisher's AI agent. Where you subscribe to a paid plan for a Publisher's AI agent, Shatale sells that plan to you as the Publisher's distributor: you buy the plan from Shatale, you pay Shatale, and Shatale issues your receipts. This is a different role from clause 1.2 — here Shatale is not buying on your behalf, it is the seller of the plan. The Publisher provides the agent; what the plan includes and its price are shown to you before you subscribe.
1.5. How a plan is charged. The plan's price is charged to the card you saved with Shatale when you subscribe and, at each renewal, without you being present (a merchant-initiated transaction), under the authorisation you give when you subscribe and never above the amount it covers. We email you a confirmation when you subscribe and a receipt for each payment. If a renewal payment fails, we tell you by email and try again — currently up to four more times within seven days of the renewal date; if your card asks for authentication, we ask you to complete it. If every attempt fails, the plan is cancelled and we tell you so. Your rights in Section 6 apply to a plan as to any other purchase.
2.1. Leg 1 — the purchase. Shatale pays the merchant using Shatale's own card (issued to Shatale; Shatale is the sole cardholder). Shatale does not provide your own card details to the AI agent or the Publisher. Where merchant checkout requires a card, Shatale may provide a controlled AI agent with a Shatale card credential used solely for the approved purchase — for the time of that purchase limited to its amount, its currency and a short period (currently up to one hour). Outside a purchase the card is locked, and the same card may later be used for other purchases. The AI agent is a Shatale-controlled procurement tool, not a cardholder; your own payment instrument never enters the agent runtime.
2.2. Leg 2 — the reimbursement. You reimburse Shatale by a pre-authorisation (hold) on your own card, placed through a licensed acquirer and captured on/after the purchase.
2.3. No wallet / no stored value. Shatale does not hold your funds as a balance, operates no payment account or wallet for you, and issues no stored or redeemable value. Any "budget" shown is a technical spending limit, not money held by Shatale.
3.1. You authorise Shatale, acting on your AI agent's instructions, to place orders with merchants within the mandate scope you set: permitted merchants/categories, per-transaction and periodic spending limits, currencies, and any substitution rules.
3.2. Shatale enforces your mandate at authorisation time: every charge is checked, at the moment money moves, against your then-current policy and budget, and is matched to an expected order. Any transaction outside your mandate, or not matching an expected order, is declined.
3.3. Shatale may also refuse or not execute an instruction that breaches law, sanctions, KYB/KYC, card-scheme or issuer rules, or Shatale's risk policy.
3.4. You are responsible for the instructions your authorised agent issues within the mandate, subject to your statutory rights (Section 6) and the unauthorised-transaction protections (Section 6.4).
4.1. Pre-authorisation. Before a purchase, you consent to a hold on your card for the exact cart total. Where your card currency differs from the cart currency, the hold is the exact amount converted at the FX rate disclosed to you at authorisation. No shipping/tax/discretionary buffer is added.
4.2. Capture. The hold is captured on/after the purchase, never above the disclosed authorised amount. Any unused delta (e.g. partial fulfilment) is released.
4.3. SCA. Strong Customer Authentication may be required on your card; where it is, you complete it. Your consent and SCA are logged.
4.4. Refunds go to the same card. Reimbursements are made to the card used for the hold, via the acquirer. There is no wallet credit.
4.5. Posting times. Shatale instructs voids/refunds promptly; the time for a release or refund to appear is set by your card issuer/scheme and is outside Shatale's control (typically up to 5 business days).
5.1. The full process is in the Shatale Refund, Return & Non-Delivery Policy (v2), which forms part of these Terms. In summary:
5.2. Shatale pursues the merchant — never you. As buyer of record on Leg 1, only Shatale has standing to seek the merchant's cancellation, return, refund or a card-scheme dispute. You will never be sent to deal with a merchant you have no contract with. You agree to provide reasonable evidence (order details, correspondence, tracking, return proof, photos).
5.3. Timing of your credit:
Where you are a consumer (Code de la consommation), the following apply and cannot be waived; Shatale honours them at the Shatale ↔ User layer:
6.1. Right of withdrawal — 14 days for distance/off-premises contracts (Art. L221-18); reimbursement within 14 days of your notice (Art. L221-24), for goods deferrable until the goods are recovered or return proof is provided (return-cost/depreciation per Art. L221-23). Statutory exceptions apply (Art. L221-28).
Plans for a Publisher's AI agent (clause 1.4). You may withdraw from a plan within 14 days of the day you subscribe, without giving a reason. If, when you subscribe, you expressly ask for the plan to start before those 14 days end, you keep that right: if you withdraw within the 14 days, Shatale refunds what you paid, less an amount proportionate to the days you have used (Art. L221-25). If your plan starts with a free trial and you withdraw before your first payment, nothing is charged; if you withdraw after it, Shatale refunds what you paid less the cost of the days you have used since that payment. To withdraw, write to support@shatale.com within the 14 days.
6.2. Delivery / non-delivery — delivery within the agreed time or, failing agreement, without undue delay and no later than 30 days (Art. L216-1); on failure you may obtain résolution (Art. L216-2) with reimbursement within 14 days (Art. L216-3).
6.3. Legal guarantee of conformity — repair/replacement, then price reduction or rescission for non-conforming goods (Arts. L217-3, L217-8 et seq.).
6.4. Payment rights — unauthorised-payment refund and SCA protections (CMF Art. L133-18, L133-19) and the refund right for an authorised transaction of an unspecified amount exceeding reasonable expectations (CMF Art. L133-25) are preserved.
7.1. Single point of contact. Whatever goes wrong with a purchase — the goods, the delivery, the amount, the agent's choice of merchant or product — you raise it with Shatale, and Shatale is answerable to you. You are never routed to the Publisher or the merchant to resolve it yourself.
7.2. Shatale carries the fault back up the chain. Once Shatale has made you whole (or, for B2B, applied Section 5.3), Shatale — not you — bears the burden of recovering from the party actually at fault:
7.3. This does not reduce your rights. The allocation of fault between Shatale, the Publisher and the merchant is a matter between them; it never delays or diminishes the remedies you are owed under these Terms, the Purchasing Mandate, the Refund Policy, or mandatory law. Where you are a consumer, nothing in this Section 7 may be read to place a burden of merchant- or Publisher-recovery on you.
8.1. Fees — any Shatale fees are disclosed before the purchase. 8.2. Data — processed per the Shatale Privacy Notice (Shatale SASU, controller); card data handled by the Regulated Partner/acquirer under PCI DSS Level 1. Immaterial rounding/FX-rate drift where your card currency differs from the cart currency is borne by Shatale, not you. 8.3. Complaints & mediation — a complaints channel is provided; consumers may refer to the competent consumer mediator. 8.4. Governing law — French law; mandatory consumer-protection and payment-services rules apply where you are a consumer. Disputes are subject to the competent French courts, without prejudice to any mandatory consumer forum. 8.5. Order of precedence — in case of conflict, mandatory consumer-protection and payment-services law prevails, then the Refund, Return & Non-Delivery Policy, then the End-User Purchasing Mandate, then these Terms. 8.6. Identity — your counterparty under these Terms is Shatale SASU (SIREN 105 278 964), legal@shatale.com.
Statutory anchors: Code de commerce L132-1; Code de la consommation L216-1, L216-2, L216-3, L217-3, L217-8, L221-18, L221-23, L221-24, L221-25, L221-28; CMF L133-18, L133-19, L133-25.