Terms and conditions

These terms govern the relationship between IMANAGER S.R.L. ("Algon Media", "we") and the client using the Algon Media service ("Client", "you"). By accepting them at sign-up you enter into a contract with us. The text is always available at this address; each version remains published at /en/termini/<version>/. This is a translation: the Italian text prevails.

1. Who we are

IMANAGER S.R.L., Viale Monza 256, 20126 Milan (MI), Italy, VAT IT10275570967, registered with the Milan Monza Brianza Lodi Companies Register, REA MI-2518617, PEC imanager@legalmail.it, email ciao@media.algon.one. Other company details are in the legal notice.

2. Businesses and professionals only

The service is reserved for those acting for purposes relating to their trade, business, craft or profession. By signing up you declare you act in that capacity and are at least 18. The contract is not a consumer contract: consumer protection rules reserved for consumers (Italian Legislative Decree 206/2005), including the right of withdrawal from distance contracts, do not apply.

3. The service

• 3.1 Studio: we prepare and deliver the monthly content plan and content (posts, carousels, stories, reels, copy and hashtags) to your dashboard. On days when content is scheduled we send you an email reminder with the copy ready. You publish.
• 3.2 Managed: in addition, we publish the content on the profiles you entrust to us and send you a monthly report prepared by the studio.
• 3.3 Quantities and features of each plan are those on the pricing page at the time of subscription and in your dashboard.
• 3.4 We use AI systems chosen by the studio among the providers listed in the privacy notice, and may switch between them, automatically too when a model is unavailable, without reducing what the plan includes. Adding new providers follows 11.5.

4. Brief, delivery and changes

• 4.1 First delivery within 5 calendar days of sending a complete brief in your dashboard or, if later, of payment activation. Following months arrive before the current cycle ends.
• 4.2 The deadline is suspended while essential information or material we requested is missing and for any days of delay in your replies.
• 4.3 Each piece of content in a delivery includes one round of changes, to be requested from your dashboard within 7 days of delivery. After that, the delivery is deemed approved. Further changes and out-of-plan requests are agreed by email, with a quote you accept before we carry them out.
• 4.4 Monthly content does not roll over to following months.

5. Prices, payment and invoices

• 5.1 Prices are those published on the website at subscription, excluding VAT, for monthly, quarterly or yearly periods.
• 5.2 Each period is paid in advance, at its start. We issue electronic invoices.
• 5.3 Until online payments are active, choosing a plan involves no charge: activation and payment are arranged by email, and the paid service starts only after payment.
• 5.4 In case of non-payment we may suspend deliveries after notice; late payment interest under Italian Legislative Decree 231/2002 applies.

6. Term, renewal and cancellation

• 6.1 The subscription lasts the chosen period and renews automatically for the same period at the prices in force at renewal; price increases are notified at least 30 days before renewal.
• 6.2 You can cancel anytime from your dashboard in two clicks: cancelling prevents the next renewal. The period already paid stays active until it ends and is not refunded, except under 12.4 and 14.
• 6.3 We may withdraw with 30 days' written notice, refunding the unused part of fees already paid.
• 6.4 We may terminate with immediate effect, by email, for serious breach of 7, 8 or 9 (Art. 1456 Italian Civil Code).
• 6.5 After cancellation your dashboard remains available to download content; accounts with no active subscription and no logins for 24 months are deleted with their content, as stated in the privacy notice.

7. Your material

You warrant you own or are licensed to use the logos, trademarks, photos, videos, music and copy you upload, and have the consent of people shown. You grant us a non-exclusive, royalty-free licence limited to the term of the relationship to use them solely to prepare your content, including by sending them to the providers listed in the privacy notice. You indemnify us against third-party claims arising from breach of this warranty.

8. Content not accepted

We do not produce unlawful, misleading, defamatory, discriminatory or sexually explicit content, content infringing third-party rights (trademarks, copyright, image), impersonating real people without consent or breaching social platform rules. We may refuse or adapt a request that, in our reasonable judgement, falls within these cases.

9. Social profiles (Managed plan)

For the Managed plan you grant access to your profiles through the platforms' tools (partner access or admin role), without sharing personal passwords. You remain the owner and may revoke access anytime. We follow platform rules. We are not liable for suspensions, restrictions or changes decided by platforms, nor for the reach or results of content.

10. Ownership of delivered content

Upon delivery, once the relevant period is paid, we assign to you all economic exploitation rights we hold in the content, without limits of time, territory or medium, also after cancellation, including for ads. Your own material and any licensed third-party elements (usable within their licence) are excluded. AI-generated content may not enjoy the same copyright protection as human works and may resemble content created by others with similar tools; we do not guarantee exclusivity over generic elements. We do not use your content in our portfolio without your written consent.

11. Processing on your behalf (Art. 28 GDPR)

When your material contains third parties' personal data, you are the controller and appoint us as processor under Art. 28 GDPR, on these terms:

• 11.1 Subject and duration: preparing and delivering your content, for the term of the contract.
• 11.2 Data and data subjects: images and videos of people, names and other data in your copy and material; data subjects: your employees, collaborators, customers, models and other people appearing in the material. Do not ask us to process special categories of data (Art. 9 GDPR) or data of minors.
• 11.3 Instructions: we process the data only on your documented instructions (the brief and requests in your dashboard) and inform you immediately if an instruction appears to infringe data protection law.
• 11.4 Confidentiality and security: authorised persons are bound to confidentiality; we apply the measures in the privacy notice (Art. 32 GDPR).
• 11.5 Sub-processors: you authorise Cloudflare and, through Cloudflare, the model providers listed in the privacy notice. We impose on them equivalent data protection obligations. We inform you before adding or replacing any: you may object and, in that case, withdraw from the contract.
• 11.6 Transfers: any transfers outside the EEA rely on the safeguards in the privacy notice (§6).
• 11.7 Assistance: we assist you, where possible, with data subject requests and Arts. 32-36 GDPR duties, and notify you without undue delay of any personal data breach we become aware of.
• 11.8 End of processing: at the end, at your choice, we return the data (content downloads from your dashboard; brief and material are sent on request, in electronic form) or delete it, subject to legal obligations.
• 11.9 Audits: we make available the information needed to demonstrate compliance with this section and allow audits, including by an auditor you appoint who is bound to confidentiality, with reasonable notice and without disrupting the service.

12. Warranties and liability

• 12.1 We perform the service with professional diligence and deliver professional-quality content on time.
• 12.2 We do not guarantee commercial results (sales, followers, reach, engagement).
• 12.3 Content may contain errors. Before publishing it (or approving it, for Managed) you check that copy, prices, promotions and product claims are correct and lawful for your business.
• 12.4 If a delivery is late by more than 10 days through our fault, you may cancel with immediate effect and we refund the unused part of the period.
• 12.5 Except for wilful misconduct or gross negligence (Art. 1229 Italian Civil Code), our total liability is limited to the fees you paid in the 3 months before the event; indirect damages, loss of profit and loss of opportunity are excluded.
• 12.6 No exclusion or limitation of liability in these terms, including 9, 12.2, 12.3, 12.5 and 14, applies in case of wilful misconduct or gross negligence, personal injury, or where the law does not allow it.

13. Labelling AI-generated content

Images (JPEG and PNG) carry a machine-readable "AI-generated" marker; videos currently carry no embedded marker. Images and videos are labelled "AI-generated" in your dashboard and in the file name. When you publish them, keep the "AI-generated" label where platforms and the law require it (Regulation (EU) 2024/1689, Art. 50) and do not present generated people or situations as real.

14. Force majeure

Neither party is liable for delays or failures due to causes beyond its reasonable control, such as widespread infrastructure or model provider outages, social platform outages, orders of authorities or natural events. If it lasts more than 30 days, either party may withdraw and we refund the unused part.

15. Changes to the terms

We may amend these terms for legal, technical or service reasons. Material changes are notified at least 30 days before they apply and take effect from the next renewal. If you do not accept them, you may cancel before renewal.

16. Notices, assignment and other clauses

Notices are given by email to the account addresses and to ciao@media.algon.one. You may not assign the contract without our written consent. If a clause is invalid, the others remain valid. These terms and the pricing page are the entire agreement between the parties on the service.

17. Governing law and jurisdiction

Italian law governs the contract. The courts of Milan, Italy have exclusive jurisdiction over any dispute relating to the contract.

18. Specific approval of clauses

Under Arts. 1341 and 1342 of the Italian Civil Code, at sign-up the Client specifically approves, with a checkbox separate from the general acceptance, the following clauses:

• 3.4 right to change the AI systems used;
• 4.2 suspension of the delivery deadline; 4.3 one round of changes per piece of content and deemed approval after 7 days;
• 5.4 right to suspend deliveries for non-payment;
• 6.1 automatic renewal, also at updated prices notified 30 days before; 6.2 no refund of the current period after cancellation; 6.3 Algon Media's right to withdraw; 6.4 express termination clause;
• 7 warranty on material and indemnity; 8 right to refuse or adapt requests;
• 9 exclusion of liability for platform decisions and content results;
• 12.2 no guarantee of commercial results; 12.3 duty to check content before publishing; 12.5 limitation of liability;
• 14 force majeure;
• 15 right to amend the terms;
• 16 prohibition of assignment;
• 17 exclusive jurisdiction of Milan.