These Terms of Service (the "Terms") form a binding agreement between you and Empi, the company that operates Empi ("Empi", "we", "us", "our"). They govern your access to and use of the Empi website, applications, and services (together, the "Service"). By creating an account, or by accessing or using the Service, you agree to these Terms. If you do not agree, do not use the Service.
If you accept these Terms on behalf of a company or other organisation, you represent that you have authority to bind that organisation, and "you" refers to that organisation.
<h2>1. The Service</h2>
<p>
Empi is a capacity-first planner. It organises your tasks, projects, and
calendar, auto-schedules work across your week against your real availability,
and surfaces warnings when a plan does not fit. We may add, change, or remove
features over time. Some features are described on our website; the website is
for general information and is not part of these Terms unless referenced here.
</p>
<h2>2. Definitions</h2>
<ul>
<li><strong>Account</strong>: the credentials and profile that let you access the Service.</li>
<li><strong>Workspace</strong> (tenant): the isolated space that holds your data and any members you invite.</li>
<li><strong>Your Content</strong>: the tasks, notes, projects, and other material you create or upload.</li>
<li><strong>Subscription</strong>: a paid plan that unlocks features or quota beyond the free tier.</li>
</ul>
<h2>3. Eligibility and accounts</h2>
<ul>
<li>You must be at least 16 years old, or the age of digital consent in your country, to use the Service.</li>
<li>You are responsible for the accuracy of your account information and for keeping your credentials secure.</li>
<li>You are responsible for all activity in your Workspace, including the acts of members you invite. You must ensure those members are authorised and comply with these Terms.</li>
<li>Notify us promptly at <a href="mailto:[email protected]">[email protected]</a> of any unauthorised use of your account.</li>
</ul>
<h2>4. Licence to use the Service</h2>
<p>
Subject to these Terms, we grant you a limited, non-exclusive, non-transferable,
revocable right to access and use the Service for your own internal purposes. You
may not resell, sublicense, or make the Service available to third parties except
as members of your own Workspace.
</p>
<h2>5. Plans, billing, and renewals</h2>
<p>
The Service offers a free tier and one or more paid Subscriptions. Plan features,
quotas, and prices are shown at sign-up or in your account settings.
</p>
<ul>
<li><strong>Fees and taxes.</strong> Prices are stated exclusive of VAT and other taxes, which are added where applicable. You authorise us (and our payment processor) to charge the payment method on file.</li>
<li><strong>Billing cycle and auto-renewal.</strong> Subscriptions are billed in advance for the chosen period (monthly or yearly) and renew automatically for the same period until cancelled. You can cancel at any time in your account settings; cancellation takes effect at the end of the current paid period.</li>
<li><strong>Free trials.</strong> Where offered, a free trial converts to a paid Subscription at the end of the trial unless you cancel before it ends.</li>
<li><strong>Changes to fees.</strong> We may change prices for future billing periods. We will give you reasonable notice; continued use after the change takes effect is your acceptance of the new price.</li>
<li><strong>Refunds.</strong> Except where required by mandatory law (including the EU right of withdrawal for consumers, where it applies), payments are non-refundable and there are no refunds for partial periods.</li>
<li><strong>Downgrades.</strong> If you downgrade or your plan quota is exceeded, some features or data may become read-only or unavailable until you upgrade or reduce usage.</li>
</ul>
<h2>6. Acceptable use</h2>
<p>You agree not to, and not to allow anyone to:</p>
<ul>
<li>use the Service in violation of any law or third-party rights;</li>
<li>upload malware, or attempt to gain unauthorised access to the Service, other Workspaces, or our systems;</li>
<li>probe, scan, scrape, or test the vulnerability of the Service except under a programme we authorise in writing;</li>
<li>interfere with or disrupt the integrity or performance of the Service, or circumvent quotas, rate limits, or access controls;</li>
<li>reverse engineer the Service except to the extent that restriction is prohibited by law;</li>
<li>use the Service to store or transmit content that is unlawful, infringing, or harmful.</li>
</ul>
<h2>7. Your Content</h2>
<p>
You own Your Content. We do not claim ownership of it. You grant us a worldwide,
non-exclusive, royalty-free licence to host, store, process, transmit, and display
Your Content solely to operate, secure, and improve the Service for you and your
Workspace, and as otherwise instructed by you. This licence ends when you delete
Your Content or close your account, except for residual copies in backups for a
limited period and as required by law.
</p>
<h3>AI features</h3>
<p>
Some optional features (for example, breaking a task into subtasks) send the
relevant task text to our AI provider, Anthropic, to generate a suggestion. We do
not use Your Content to train third-party foundation models, and our AI provider
does not train its models on data sent through the Service's API. You are
responsible for reviewing AI-generated output before relying on it.
</p>
<h2>8. Third-party services</h2>
<p>
The Service can connect to third-party services you choose, such as Google
Calendar and Microsoft 365. When you connect one, you authorise us to access and
process data from it as needed to provide the relevant feature, and your use of
that service remains subject to its own terms. We are not responsible for
third-party services and may stop supporting any of them.
</p>
<h2>9. Our intellectual property</h2>
<p>
The Service, including its software, design, and trademarks, is owned by Empi and
its licensors and is protected by intellectual property laws. These Terms grant
you no rights to our brand or software except the limited licence in Section 4. If
you send us feedback or suggestions, we may use them without obligation to you.
</p>
<h2>10. Privacy and data protection</h2>
<p>
Our handling of personal data is described in our
<a href="privacy.html">Privacy Policy</a> and
<a href="gdpr.html">GDPR notice</a>, which are incorporated into these Terms. Your
task, note, and wiki content is encrypted at rest with a per-tenant key. On
request, a GDPR crypto-shred permanently destroys that key, making the
corresponding content unrecoverable, backups included.
</p>
<h2>11. Disclaimers</h2>
<p>
The Service is provided "as is" and "as available". To the fullest extent
permitted by law, we disclaim all warranties, express or implied, including
merchantability, fitness for a particular purpose, and non-infringement. Empi
helps you plan, but its schedules, capacity estimates, and feasibility warnings
are decision-support outputs, not guarantees; you remain responsible for your
commitments and deadlines. We do not warrant that the Service will be
uninterrupted, error-free, or that it will meet your requirements.
</p>
<h2>12. Limitation of liability</h2>
<p>
To the fullest extent permitted by law, Empi will not be liable for any indirect,
incidental, special, consequential, or punitive damages, or for any loss of
profits, revenue, data, or goodwill. Our total liability for any claim arising out
of or relating to the Service is limited to the amounts you paid us for the
Service in the twelve months before the event giving rise to the claim. Nothing in
these Terms excludes liability that cannot be excluded under applicable law,
including your mandatory consumer rights.
</p>
<h2>13. Indemnification</h2>
<p>
You will defend and indemnify Empi against third-party claims arising from Your
Content, your use of the Service in breach of these Terms, or your violation of
law or third-party rights, except to the extent caused by us.
</p>
<h2>14. Suspension and termination</h2>
<ul>
<li>You may stop using the Service and close your account at any time.</li>
<li>We may suspend or terminate your access if you materially breach these Terms, if required by law, or to protect the Service or other users; where practical we will give notice.</li>
<li>On termination, your right to use the Service ends. You may export Your Content before closing your account; after closure we delete or anonymise it within a reasonable period, subject to backups and legal retention.</li>
<li>Sections that by their nature should survive (including ownership, disclaimers, liability limits, and governing law) survive termination.</li>
</ul>
<h2>15. Changes to the Service and to these Terms</h2>
<p>
We may modify the Service and these Terms. For material changes to the Terms, we
will give reasonable notice (for example, by email or in-app) before they take
effect. If you continue to use the Service after that, you accept the updated
Terms. If you do not agree, stop using the Service and close your account.
</p>
<h2>16. Governing law and disputes</h2>
<p>
These Terms are governed by French law, without regard to conflict-of-law rules.
If you are a consumer, you also keep the protection of the mandatory provisions of
the law of your country of residence, and you may bring proceedings in the courts
with jurisdiction there. Subject to that, the competent French courts have
jurisdiction over any dispute relating to the Service. You may also use the
European Commission's online dispute resolution platform at
<a href="https://ec.europa.eu/consumers/odr" target="_blank" rel="noopener">ec.europa.eu/consumers/odr</a>.
</p>
<h2>17. General</h2>
<ul>
<li><strong>Force majeure.</strong> Neither party is liable for failure caused by events beyond its reasonable control.</li>
<li><strong>Assignment.</strong> You may not assign these Terms without our consent; we may assign them as part of a merger, acquisition, or reorganisation.</li>
<li><strong>Severability.</strong> If any provision is unenforceable, the rest remains in effect.</li>
<li><strong>Entire agreement.</strong> These Terms, with the Privacy Policy and GDPR notice, are the entire agreement between you and us about the Service.</li>
<li><strong>Notices.</strong> We may send notices to the email on your account; you may contact us as below.</li>
</ul>
<h2>18. Contact</h2>
<p>
<strong>Empi</strong>, <strong>[Registered address]</strong>,
registered under SIREN <strong>[number]</strong>.<br />
Questions about these Terms: <a href="mailto:[email protected]">[email protected]</a>.
</p>