Terms of Use

1. Acceptance & scope

By creating an account, signing in, or otherwise using Vinalitica services (the "Services"), you ("Subscriber" or "User") acknowledge that you have read, understood, and accept these Terms of Use ("Terms"). If you do not accept these Terms, you must not use the Services.

These Terms form a binding agreement between you and SUDAMERICO ("Vinalitica", "we", "us"), a French Société par Actions Simplifiée (SAS) with SIREN 831 183 538, headquartered at 33 rue de la République, Allée B, 69002 Lyon, France. They apply to all access to and use of the Services, regardless of subscription plan or trial status.

2. Service description

Vinalitica provides a wine market intelligence platform combining:

• Customs trade data aggregated from official sources (UN Comtrade, national customs authorities for Argentina, Chile, Brazil, USA, Mexico, India, and other markets)
• Production and consumption data from the International Organisation of Vine and Wine (OIV)
• Industry contacts and company directories
• Baco, an AI assistant that generates analyses on demand based on natural-language queries
• Visualization, export, and reporting tools

3. Data sources & accuracy disclaimer

Specifically, you acknowledge that:

• Customs data originates from national customs authorities. It may contain errors, omissions, sub-declarations, or delays. Coverage varies by country and product category.
• Estimated data: For markets where official declarations are missing or incomplete, Vinalitica may provide estimates derived from mirror declarations (counterparty data), historical trends, OIV calibration, or other statistical methods. These estimates are clearly labeled as such and should be interpreted with caution.
• Updates: The delay between official publication and availability in Vinalitica may range from days to several months depending on the source.
• Currency conversions: Values are typically reported in USD using exchange rates at the date of customs declaration. Historical comparisons across years involve currency fluctuations that may distort the picture.
• Company / brand identification: Company names, brands, and bodegas are matched via automated processes which may produce misclassifications.
• Coverage: Smuggling, parallel imports, and certain duty-free flows are not captured by customs data.

4. Baco AI assistant — specific disclaimer

When using Baco, you accept that:

• Baco's outputs are generated by a large language model (currently Anthropic Claude) and reflect probabilistic reasoning, not authoritative analysis.
• Baco may misinterpret your question or apply incorrect filters.
• Baco's SQL queries against the underlying database may return incomplete or unexpected results.
• Any analytical conclusion, recommendation, or forecast produced by Baco must be independently verified before being used for decision-making.
• Vinalitica is not liable for errors in Baco-generated content nor for decisions made on the basis of such content.

5. Business decisions disclaimer

Vinalitica is provided as a decision-support tool, not a decision-making system. You acknowledge and accept that:

• Market data, prices, volumes, importer-supplier relationships, and trends provided by Vinalitica are indicative and may not reflect current reality.
• Pricing data is historical and based on customs declarations, which may differ significantly from actual transaction prices, retail prices, or current market prices.
• Identification of competitors, suppliers, or commercial opportunities should be validated through direct contact, due diligence, and primary research.
• Vinalitica is not responsible for losses, opportunities missed, or commercial consequences resulting from reliance on its data or analyses.

6. User accounts & credentials

User credentials (email + password and/or magic link tokens) are strictly personal and may not be shared with third parties or with other individuals inside or outside the Subscriber's organization.

The Subscriber is responsible for all activity performed under its accounts, including data downloads counted against the monthly quota. Vinalitica may suspend or terminate accounts found to be shared, sold, or used in breach of these Terms without prior notice and without refund.

7. Rights & ownership

Vinalitica grants Subscribers a non-exclusive, non-transferable, revocable right to access and use the Services for their internal business operations during the subscription term.

All intellectual property in the Services, including the platform, software, methodologies, data models, derived data, visualizations, and Baco-generated content, remains the property of Vinalitica or its licensors. The Subscriber acquires no ownership rights.

The Subscriber may:

• View, copy, print, and download the Content for internal use.
• Create internal reports, analyses, and presentations based on the Content for the Subscriber's organization.
• Share such internal materials with authorized Users within the Subscriber's organization.

8. Permitted and prohibited uses

Users may NOT:

• Sell, resell, sublicense, or commercialize any portion of the Content or Services.
• Share access or data with competitors, the press, or any third party outside the Subscriber's organization.
• Reverse engineer, decompile, disassemble, or attempt to derive the source code or underlying data structures.
• Perform automated data extraction, scraping, or bulk downloads exceeding normal business use (defined as the monthly download quota associated with the subscription).
• Run security scans, penetration tests, or other intrusive activities without prior written consent.
• Remove, obscure, or modify any trademarks, logos, copyright notices, or attribution.
• Use the Services in violation of applicable laws, including export control, sanctions, anti-competition, or data protection laws.
• Interfere with the operation of the platform or attempt to gain unauthorized access to any system, account, or data.

Vinalitica monitors usage patterns to detect abuse and reserves the right to suspend or terminate accounts engaging in prohibited activities.

9. Personal data & GDPR

Vinalitica processes personal data in accordance with the EU General Data Protection Regulation (GDPR) and equivalent laws.

Data collected

• Identification data: email address, full name, organization name, professional role.
• Authentication data: hashed password (if set), session tokens, IP address at login.
• Usage data: pages visited, searches performed, downloads, queries submitted to Baco, timestamps.
• Communication data: any messages sent to support or to Baco.

Purposes of processing

• Providing and securing the Services.
• Monitoring usage against subscription quotas.
• Improving the platform (aggregated analytics).
• Sending transactional emails (account confirmation, password reset, subscription notifications).
• Complying with legal obligations.

Your rights

You may at any time request:

• Access to your personal data.
• Rectification of inaccurate data.
• Erasure of your account and associated data (subject to legal retention obligations).
• Portability of your data in a structured format.
• Restriction or objection to certain processing activities.

Send any request to bruno@vinalitica.com. We will respond within 30 days.

Data retention

Account and usage data are retained for the duration of the subscription plus 24 months after termination, after which they are deleted or anonymized, except where retention is required by applicable law.

10. Cookies

Vinalitica uses essential cookies for authentication (session token), language preference, and dismissable UI state (e.g. hiding informational banners). These cookies are strictly necessary for the operation of the Services and do not require prior consent under most jurisdictions.

We do not use third-party advertising or tracking cookies.

11. Sub-processors

To deliver the Services, Vinalitica relies on the following sub-processors. The list may be updated and material changes will be communicated to Subscribers.

• Supabase Inc. (USA / EU) — user authentication and database hosting.
• Railway Corp. (USA) — application hosting and infrastructure.
• Anthropic PBC (USA) — large language model API powering Baco AI assistant. User queries to Baco are sent to Anthropic for processing.
• Brevo SAS (France) — transactional and marketing emails.
• Google LLC (USA) — optional Google Sign-In integration.

By using Baco, you specifically consent to the transmission of your query content to Anthropic for processing.

12. Payment, subscription & termination

Subscription term: Subscriptions run on monthly or annual cycles depending on the plan selected. Renewals are automatic unless cancelled by either party.

Pricing & currency: Fees are denominated in EUR or USD depending on the geographic location of the Subscriber. Applicable VAT or local taxes are added where required.

Payment methods: Bank transfer, credit card, or PayPal. The Subscriber agrees to maintain valid payment details. Late payments may incur interest at the legal rate and may result in service suspension.

Refund policy: Subscription fees are non-refundable except where required by mandatory local law (e.g. EU 14-day withdrawal right for consumers). Annual plans may be terminated mid-term but no pro-rata refund is owed.

Termination by the Subscriber: The Subscriber may terminate at any time by giving 30 days' written notice via bruno@vinalitica.com. Access continues until the end of the paid period.

Termination by Vinalitica: Vinalitica may terminate immediately in case of breach of these Terms, non-payment, fraudulent activity, or use that endangers the platform or other Users.

Effects of termination: Upon termination, the Subscriber loses access to the Services. Downloaded files and exports remain the Subscriber's property. Personal data is retained per Section 9.

13. Limitation of liability

To the maximum extent permitted by applicable law, Vinalitica's aggregate liability arising out of or in connection with these Terms or the Services shall be limited to the total subscription fees paid by the Subscriber to Vinalitica in the twelve (12) months immediately preceding the event giving rise to the claim.

In no event shall Vinalitica be liable for indirect, incidental, consequential, special, punitive, or exemplary damages, including but not limited to lost profits, lost revenue, lost data, lost business opportunities, loss of goodwill, or business interruption, even if Vinalitica has been advised of the possibility of such damages.

This limitation applies regardless of the legal basis of the claim (contract, tort, statute, or otherwise) and even if the limited remedy fails of its essential purpose.

14. Indemnification

The Subscriber agrees to indemnify, defend, and hold harmless Vinalitica, its directors, officers, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

• The Subscriber's breach of these Terms.
• The Subscriber's misuse of the Services or Content.
• The Subscriber's violation of any third-party rights, including privacy or intellectual property.
• The Subscriber's violation of applicable laws.

15. Confidentiality

Both parties shall protect non-public information exchanged under these Terms with at least the same degree of care used to protect their own confidential information, and in any event no less than reasonable care.

Confidential Information does not include information that: (a) becomes publicly available without fault of the receiving party; (b) was already in the receiving party's possession; (c) is independently developed; or (d) is rightfully obtained from a third party without restriction.

16. Force majeure

Neither party is liable for any failure or delay in performance due to causes beyond reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, civil unrest, government actions, pandemics, internet failures, third-party service outages (including those of sub-processors listed in Section 11), or cyber attacks.

If a force majeure event persists for more than 30 consecutive days, either party may terminate this Agreement without penalty.

17. Changes to these terms

Vinalitica may update these Terms from time to time to reflect changes in services, legal requirements, or business practices. Material changes will be communicated by email at least 30 days before they take effect.

Continued use of the Services after the effective date of revised Terms constitutes acceptance of the new Terms. If the Subscriber does not accept the changes, the Subscriber must stop using the Services and may terminate the subscription per Section 12.

18. Dispute resolution & governing law

These Terms are governed by the laws of France, without regard to conflicts of law principles.

The parties shall first attempt to resolve any dispute through good-faith negotiations between senior representatives. If a dispute is not resolved within 60 days of written notice, it shall be submitted to the exclusive jurisdiction of the competent courts of Lyon, France (Tribunal de Commerce de Lyon for commercial disputes, Tribunal Judiciaire de Lyon for consumer disputes).

Nothing in these Terms prevents either party from seeking injunctive or equitable relief to protect intellectual property or confidential information in any competent jurisdiction.

19. Definitions

Content

All data, analyses, reports, visualizations, and Baco-generated outputs provided by Vinalitica.

Credentials

User-specific login information including email, password, magic-link tokens, and OAuth identity.

Subscriber

The entity or individual that holds the subscription contract with Vinalitica.

User

Authorized individual within the Subscriber's organization who accesses the Services using personal Credentials.

Services

The Vinalitica platform, including web application, APIs, data, Baco AI assistant, and related features.

Baco

The AI assistant integrated in Vinalitica that generates analyses based on natural-language queries, powered by Anthropic Claude.

Sub-processor

Third-party service provider that processes Subscriber or User data on behalf of Vinalitica, listed in Section 11.

Confidential Information

Non-public information exchanged between parties under these Terms.

Force Majeure

Events outside reasonable control as described in Section 16.