Terms of Use

These Terms of Use ("Terms") govern your access to and use of the websites, apps, APIs and services provided by Benly HLG SAS ("Benly", "we", "us", "our") (collectively, the "Service"). By using the Service, you agree to these Terms.

If you are accepting these Terms for a company or organization, you represent that you have authority to bind that entity (the "Customer").

1) Key definitions

• Organization: the Customer account within Benly.
• Workspace: a space tied to a brand/client inside an Organization.
• Data Source: a third-party platform you connect (e.g., Facebook Ads, Google Ads/YouTube, TikTok Ads, GA4, Shopify).
• Committed Monthly Spend (CMS): the monthly ad spend level you select at signup for pricing and commitment.
• 90-day rolling average: the average of your last 90 days of total ad spend across all connected ad accounts in your Organization, normalized to USD using a reasonable monthly average FX.
• Collar: the pricing stability band set at +20% above CMS.
• Reband: moving you to a higher tier when the 90-day rolling average is above CMS × 1.20 for 90 consecutive days during an annual term.
• Adjustment invoice / True-Up: a pro-rated invoice issued after rebanding to cover the remainder of the current annual term (see §6).

2) The Service

Benly connects to your Data Sources (with your authorization), syncs and normalizes data, and provides AI-assisted insights, dashboards, reporting and creative intelligence (including ad-spy), plus scheduled delivery to email/Slack/Teams. We may release beta/preview features; these are provided as-is and may change or be withdrawn.

3) Free trial (14 days) & refunds

You can start with a 14-day free trial with full access and no payment method required. Unless you activate a paid subscription, access may be limited or disabled after the trial. Refunds: we do not offer refunds; the free trial lets you fully evaluate the Service.

4) Pricing model (spend-based; unlimited users)

• Benly has one plan priced on your Committed Monthly Spend (CMS) using our progressive schedule on the Pricing page.
• Prices are shown per month; an annual prepay discount (currently 20%) applies when you pay upfront.
• Unlimited users, Workspaces and connected ad accounts within your Organization.
• Prices exclude taxes (e.g., VAT/GST); you're responsible for applicable taxes.

5) Measuring actual spend (transparent & fair)

To keep pricing aligned with actual usage while avoiding noise, we compute your 90-day rolling average of total ad spend at the Organization level (all connected accounts, currencies normalized). Your committed CMS, your 90-day rolling average, and your collar threshold are shown in Billing.

6) Annual prepay, collar, reband & adjustments by invoice (no auto-debit)

Annual prepay. You pay 12 months upfront based on your chosen CMS at the monthly price after any annual discount × 12.

Price stability (collar). Your annual price is locked as long as your 90-day rolling average stays within +20% of CMS.

Reband trigger. If your 90-day rolling average is above CMS × 1.20 for 90 consecutive days, we will reband you to the tier matching your current spend level.

No in-term price decreases. Prices do not decrease during the committed annual term. If your 90-day rolling average has been materially lower, any reduction may apply at renewal.

Enterprise (> $10M/year). If your annualized spend exceeds our highest published tier, contact us for Enterprise terms. Until a custom addendum is agreed, charges default to the highest published tier.

7) Billing, taxes, late payment & suspension

• Annual fees are prepaid, typically by bank transfer (or another method we make available).
• Adjustment invoices (if any) are Net-14.
• Taxes are extra and your responsibility.
• If an invoice is overdue, we may send reminders and, after notice, temporarily limit non-critical features (e.g., adding new connectors or sending new scheduled reports) until payment is received. Full access resumes upon payment.
• We keep invoices 10 years to comply with law.

8) Acceptable use

You agree not to: (a) break the law, infringe IP or violate third-party terms; (b) interfere with or disrupt the Service; (c) access data you do not own or administer; (d) copy, decompile or reverse-engineer the Service; (e) use the Service to build a competing product; (f) resell or share access except as allowed by your plan; (g) abuse APIs or circumvent rate limits. We may throttle, limit or suspend accounts that violate this section or create risk.

9) Third-party platforms & APIs

The Service depends on third-party platforms (e.g., Facebook Ads, Google Ads/YouTube, TikTok Ads, GA4, Shopify). Their APIs, quotas and availability are outside our control. Features may change if those providers change or restrict their services. We make reasonable efforts but do not guarantee uninterrupted access to third-party APIs.

10) Customer data, privacy & deletion

• Ownership. Customer retains all rights to Customer Data (data pulled from connected platforms) and to the artifacts generated for you (reports, dashboards, insights).
• License. You grant Benly a license to process Customer Data solely to provide the Service.
• Privacy & DPA. Our Privacy Policy (including DPA & Sub-processors) explains how we process personal data, roles (Controller/Processor), security measures, hosting regions (OVH FR for processing; AWS EU or US for storage), and your choices (model-training OFF).
• Deletion. On request or account deletion we permanently delete data promptly (immediately); after a subscription ends, we delete within 30 days, except where law requires longer retention (e.g., invoices).
• Your responsibilities. You are responsible for permissions, lawful collection and use of data from connected platforms, and account security.

11) Confidentiality

Each party may receive non-public information from the other. The receiving party will protect such information with reasonable care and use it only to perform under these Terms. This does not apply to information that is public, already known, independently developed, or required by law to be disclosed.

12) Intellectual property & feedback

Benly and its licensors own all rights in and to the Service (software, models, designs, documentation). Except for the rights expressly granted, no license is implied. You may provide feedback; we may use it without restriction.

13) Warranties, disclaimers & liability

Warranties. We provide the Service with reasonable skill and care.

Disclaimers. Except as stated, the Service is provided "as is" without warranties of merchantability, fitness for a particular purpose, or non-infringement. We do not guarantee outcomes (e.g., ROAS/CPA improvements) or uninterrupted operation.

Limitation. To the maximum extent permitted by law, neither party is liable for indirect, incidental, special, consequential or punitive damages, lost profits or lost data. Each party's total liability under these Terms is limited to the amounts paid or payable to Benly for the Service in the 12 months before the event giving rise to liability. Nothing limits liability for death/personal injury caused by negligence, fraud, or other matters that cannot be limited by law.

14) Term, termination & effects

These Terms apply while you use the Service. Either party may terminate for material breach if not cured within 30 days of written notice. Upon termination or expiry, your access ends. We will delete data per §10 and retain invoices for 10 years.

15) Publicity

We may use your name and logo to identify you as a customer (website, sales materials) unless you opt out by emailing privacy@benly.ai.

16) Changes to the Service or Terms

We may update the Service and these Terms. For material changes, we will notify Organization admins (email or in-product). Continued use after changes take effect means you accept the updated Terms.

17) Governing law & venue

These Terms are governed by the laws of France. Exclusive jurisdiction and venue lie with the competent courts of Paris, France, unless local law requires otherwise.

18) Miscellaneous

• Order of precedence. If you have an Order Form or a signed addendum with Benly, it prevails over these Terms to the extent of conflict. The EU/UK SCCs prevail where they require stricter terms.
• Assignment. You may not assign these Terms without our consent; we may assign to an affiliate or in a merger/acquisition.
• Force majeure. Neither party is liable for delays/failures due to causes beyond reasonable control.
• No waiver; severability. Failure to enforce is not a waiver. If any provision is unenforceable, the rest remains in effect.
• Entire agreement. These Terms, together with the Privacy Policy (including DPA/Sub-processors) and any Order Form, form the entire agreement regarding the Service. No refunds apply except where required by law.