Terms of Sale and Service

The French version of the Terms of Sale and Service is considered as the only current and valid version of this document. Any translated version is provided for your convenience only, to facilitate reading and understanding of the French version. Any translated versions are not legally binding and cannot replace the French version. In the event of disagreement or conflict, the French version of the Terms of Sale shall prevail.

Preamble

These General Conditions of Sale and Service (hereinafter “the General Conditions”) are intended to define the technical and financial conditions in which Wild Poppy (E.I registered with the RCS of Créteil under the identifier 437591266, located at 29 bis rue des Marais 94500 Champigny sur Marne) (hereinafter “the Service Provider”) owner of the sites https://www.mongarsdustock.fr and https://www.mystockdude.com (hereinafter “the Site ) contracts with the subscriber (hereinafter “the Customer” or “the Customers”).
The Client wishes to use the SaaS service (Software as a Service, i.e. business applications rented online) from the Service Provider for the operation of the Solution (also called Application or Software) management tool “My Stock Guy” or “My Stock Dude”.
The Service Provider is a provider of Software as a Service, i.e. business applications rented online (known as SaaS provider). As such, he is the supplier of the Application Services designated below in the contract.
The Customer acknowledges having received from the Service Provider through the sales site https://www.mongarsdustock.fr or https://www.mystockdude.com all the necessary information enabling him to assess the suitability of the Services applications to its needs and to take all necessary precautions for its use.
The standard functionalities of the Solution can be consulted on the website https://www.mongarsdustock.fr or https://www.mystockdude.com.
These General Conditions of Sale and Service (CGV) will apply within the framework of all contractual relations which could be concluded between on the one hand the Customer and the Service Provider defined below to the exclusion of all other general conditions.
By signing the said “General Conditions of Sale and Service”, the Customer expressly declares to have read all of the provisions thereof, and declares to accept the terms and conditions, without reservation to the exclusion of any other.
This stated, it was agreed as follows:

1. Application of the General Conditions of Sale and Service – Opposability of the General Conditions of Sale and Service

These General Conditions of Sale and Service are obligatorily made available to any Customer for the purposes of placing an order, which order implies full and unreserved acceptance of said conditions, to the exclusion of all other documents issued by the Service Provider, these having only an indicative value.
No particular condition can, unless firm and written acceptance by the Service Provider, prevail over the General Conditions of Sale and Service. Any contrary condition opposed by the Client will therefore be, in the absence of express acceptance, unenforceable against the Service Provider, regardless of when it may have been brought to its attention.
These General Conditions of Sale and Service prevail over all other general conditions of the Customer which cannot be opposed to the Service Provider. The Client is informed that these general conditions may be modified by the Service Provider at any time, whether in terms of financial conditions, the basic duration of the contract, payment conditions or any other.
The fact that the Service Provider does not avail itself at a given time of any of these General Conditions of Sale and Service cannot be interpreted as a waiver of subsequently availing itself of any of said conditions.
The clauses herein are autonomous and the nullity or inapplicability of any of them will not entail the nullity of the other stipulations which will retain all their force and scope.

2. Definitions

The terms beginning with a capital letter within these General Conditions of Sale and Service, whether used in the singular or plural, will have the meaning given to them below.
Solution: designates the operational functions listed on the website https://www.mongarsdustock.fr or https://www.mystockdude.com or on the online documentation and made available to the Client as part of the Services Applications covered by the contract;
Software: refers to any software provided by the Service Provider to the Client and in particular the associated Solutions;
Application service: designates the service offered in SaaS mode by the Service Provider, allowing the use of the Solution by the Customer;
Data: designates the information, publications and, in general, the data from the Client database whose use is the subject of this document, which can be consulted only by Users and employees of the Service Provider within the framework of their User Support mission;
User: designates the person placed under the responsibility of the Client (employee, employee, representative, etc.) and benefiting from access to the Application Services on their computer under the user license contracted by the Client.
Identifier means both the user’s own identifier (“login”) and the connection password (“password”), communicated after registering for the service;
Internet: refers to the set of interconnected networks, which are located in all regions of the world;
Intranet: designates the computer network specific to a company or an organization, using TCP/IP protocols and, more generally, Internet technologies and which can be connected to the Internet network;
Maintenance: designates the fact by which the Service Provider develops the Solution in order to provide new functionalities or corrections to observed anomalies;
Support: Support, assistance and maintenance services provided by the Service Provider
Service offer: refers to the pages of the site https://www.mongarsdustock.fr or https://www.mystockdude.com presenting the functionalities of the Solution and their proposed pricing to meet the Customer’s needs;

3. Purpose of the General Conditions of Sale and Service

The General Conditions of Sale and Service are intended to define the terms and conditions applicable to the Services ordered by the Customer.
The Service Provider consents to the Client, who accepts:
– a right of access to the Service Provider’s servers under the conditions defined below;
– a right of end use of the Solution;
– a set of services defined below, in particular data hosting, maintenance of Application Services, usage support.

4. Service definitions

4.1 My Stock Dude/My Stock Dude Solution

The Service Provider makes the Solution accessible on its server via the Internet network available to the Client.
Under the conditions of article 6. License, the Service Provider grants the Client the right to non-exclusive use of the Solution.
The Service Provider ensures the hosting of the Data, the Maintenance and the security of the Solution. The Solution being shared between different customers, this makes it possible to offer attractive subscription rates. In order to ensure the proper functioning of the Solution, the size of the database managed by customer cannot exceed 100,000 product sheets. If this limit is exceeded, the Service Provider will offer the Client dedicated hosting.
The Service Provider backs up the Data under the conditions defined in the Security and Confidentiality Charter.

4.2 Modification and adaptation of the Solution

Any modification required by the Client, or not provided for in this contract, resulting in additional services, if accepted by the Service Provider, will be invoiced in addition by the Service Provider.
The Service Provider will apply its current rates.
The Service Provider reserves the right to refuse a modification request if it considers that it does not bring added value to the Solution.

4.3 Access to the Solution

The Customer will use this access right alone. He can connect at any time – with the exception of maintenance periods –, namely:
– 24 hours a day,
– 7 days a week,
– including Sundays and public holidays,
The access procedure defined by the Service Provider must be strictly respected by the Client.
Access is:
– from Client computers (screen size 15” or greater) with the latest versions of Mozilla Firefox or Google Chrome browsers. Normal operation of the Solution on other browsers is not guaranteed by the Service Provider.
– using the Identifiers provided to the Customer.
The identification of the Customer when accessing the Application Services is done by means of:
– an Identifier assigned to each User by the Service Provider,
– and an initial password communicated to the Client by the Service Provider and which can then be personalized by users.
The Customer will use the Identifiers which have been communicated to him during each connection to the Application Services.
The Identifiers are intended to reserve access to the Solution for Client Users, to protect the integrity and availability of the Solution, as well as the integrity, availability and confidentiality of the Client Data as transmitted by Users.

5. Application quality

The Customer is informed of the technical hazards inherent to the Internet, and of the access interruptions that may result. Consequently, the Service Provider will not be held responsible for any possible unavailability or slowdown of the Application Services.
In addition, the Service Provider performs its services in accordance with article 11. Obligations of the Service Provider. The Service Provider is not able to guarantee continuity of access to the Application Services, executed remotely via the Internet, which the Client acknowledges.
In addition, it is up to the Customer to respect the volume thresholds indicated in the order and to notify the Service Provider in the event of an increase in its needs in terms of processing capacity.
The Service Provider undertakes to put in place effective controls likely to provide reasonable assurance that the Client can access and use the applications concerned at the times determined herein.
The Service Provider guarantees the implementation of the Application Services in compliance with article 11. Obligations of the Service Provider.
The Application Services may occasionally be suspended due to maintenance interventions necessary for the proper functioning of the Service Provider’s servers. In the event of interruption of the Application Services for maintenance, the Service Provider undertakes to respect the operating procedure described below in Article 7. Maintenance.
The Service Provider cannot be held responsible for the possible impact of this unavailability on the Client’s activities.

6. License

The Service Provider grants the Client a personal, non-exclusive, non-assignable and non-transferable right to use the Solution, for the entire duration of the subscription and for the entire world.
The Customer may only use the Application Services and the Solution in accordance with their needs. In particular, the license relating to the Solution is granted for the sole and exclusive purpose of allowing the Client to use the Services, to the exclusion of any other purpose.
The right of use means the right to represent and implement the Application Services in accordance with their destination, in SaaS mode via a connection to an electronic communications network. The Client may under no circumstances make the Solution available to a third party, and is strictly prohibited from any other use, in particular any adaptation, modification, translation, arrangement, distribution, decompilations, without this list being exhaustive.

7. Maintenance

The Service Provider is responsible for the corrective and evolutionary maintenance of the Solution.
A standard Support service via the Site’s online chat to handle anomalies is available from Monday to Thursday inclusive from 9 a.m. to 4 p.m. and Friday from 9 a.m. to 1 p.m., Paris local time. Reports of anomalies not communicated via the Site’s online chat do not give rise to any obligation for treatment by the Service Provider. The Customer will be asked to reformulate their request via this access.
The Service Provider diagnoses the anomaly and then implements its correction according to the following scale, the deadlines quoted being during the days and hours of Support detailed above:
– In the event of a blocking anomaly, the report will be taken into account within 2 working hours. The Service Provider strives to correct the blocking anomaly as quickly as possible, and offers a workaround solution when possible.
– In the event of a major anomaly, the report is taken into account within 4 working hours. The Service Provider strives to correct the anomaly, and offers a workaround solution that may allow the use of the functionalities in question while awaiting resolution.
– In the event of a minor anomaly, the report is taken into account as soon as possible, and the minor anomaly is proposed to be corrected in a new version of the Service which will be delivered as part of evolutionary maintenance.
The severity level of an anomaly is defined as follows:
– blocking: access or overall use of the Solution is no longer possible for the user
– major: certain features are no longer accessible or usable for the user and no workaround is possible
– minor: some features no longer work correctly but a workaround is possible
The Service Provider is not responsible for maintenance in the following cases
– refusal of the Client to collaborate with the Service Provider in resolving anomalies and in particular to respond to questions and requests for information;
– use of the Application Services in a manner that does not comply with their intended purpose or their documentation;
– unauthorized modification of the Solution by the Customer or by a third party;
– failure of the Customer to fulfill its obligations under the General Conditions of Sale and Service;
– implementation of any software packages, software or operating systems not compatible with the Application Services;
– failure of electronic communication networks;
– voluntary act of degradation, malice, sabotage;
– deterioration due to a case of force majeure or improper use of the Application Services.
However, the Service Provider can, if possible, take responsibility for resolving malfunctions caused by the cases listed above, at the Service Provider’s rate in effect on the date of intervention.
Interventions relating to maintenance may make the service temporarily unavailable. The provision of a new version is subject to an internal validation procedure at the Service Provider.
The provision of a new version or a patch only causes a very temporary disconnection of the service (less than 1 minute). Due to the low impact, the Service Provider is not required to communicate in advance about the maintenance that will be carried out.

8. Support

The Customer will be responded to in accordance with the Support formula for which they have contracted. These formulas are described in the Service Offer.
In addition, the Customer has access to online documentation to find support articles allowing him to find answers concerning aspects of settings, uses and customization.

9. Training

At the Client’s request, the Service Provider can provide training services. Free online training lasting 2 hours is included in the subscription when ordering any new plan other than the free plan.
If the Service Provider’s intervention records in the context of Support and corrective maintenance reveal recurring problems of use by the Customer (exceptions excluded), the Service Provider will submit a training service proposal to the Customer.
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10. Customer Obligations

10.1 Information

The Customer declares that the nominative and identification information he provided during registration is sincere and true and that he is acting on his own behalf or duly authorized.

10.2 Compliance with regulations

As a Client, he is solely responsible for compliance with legal and regulatory provisions, particularly in terms of consumer law, computer processing of data and the protection of individual freedoms and good morals, relating to his activity and all operations resulting therefrom. Non-compliance with the regulations in force by the Client, as well as the harmful consequences which could result for its Clients or visitors, cannot engage the liability of the Service Provider. In the event that the Service Provider is held jointly and severally liable for a court decision due to non-legal use of the Solution by the Client, the Client must compensate the Service Provider for all sums requested from it. .
In the event of a failure by the Client to comply with these obligations, the Service Provider reserves the right to suspend the Client’s account without the Client being able to claim damages following this decision.

10.3 Personal data

If the Data transmitted for the purposes of using the Solution or the configuration services ordered by the Client include personal data, the Client guarantees the Service Provider that it has fulfilled all of its obligations. under the law of January 6, 1978 known as “Informatique & Libertés”, and that he has informed the individuals concerned of the use made of said personal data. As such, the Client guarantees the Service Provider against any recourse, complaint or claim emanating from a natural person whose personal data is reproduced and hosted via the Application Service.

10.4 Data exploitation

The Client assumes possible editorial responsibility for the use of the Solution.
The Client is solely responsible for the quality, legality and relevance of the Data and content that it transmits for the purposes of using the Application Services. It further guarantees that it holds the intellectual property rights allowing it to use the Data and content that the Client processes directly or indirectly. Consequently, the Service Provider disclaims all liability in the event of non-compliance of the Data and/or content with laws and regulations, public order or even the Client’s needs.
It is the Customer’s responsibility to configure the profiles of these users, their access rights and the scope of data visibility. The Service Provider cannot be held responsible for misuse of data linked to a configuration fault.
The Client guarantees the Service Provider upon first request against any damage which would result from being accused by a third party of a violation of this guarantee.
The Service Provider disclaims any responsibility for the use, degradation and dissemination of company data by its users (defined by a user and password pair). It is the Customer’s responsibility to define the administration and data access rights of its various users. The Client also has access to deactivate a user from the Solution itself, it is therefore its responsibility to deactivate a User’s access if it considers this necessary.
More generally, the Client is solely responsible for the content and messages distributed and/or downloaded via the Solution.
The Client remains the sole owner of the Data constituting the content of the Solution.

10.5 Data security

Each Party undertakes to implement appropriate technical means to ensure the security of the Data.
Subject to article 11. Obligations of the Service Provider, the Service Provider undertakes to preserve the integrity and confidentiality of the Data contained in the Solution. The Service Provider will put in place technical and organizational measures likely to prevent any access to or fraudulent use of the Data and to prevent any loss, alteration and destruction of the Data.

10.6 Copyright in the context of emails or SMS campaigns or mailing campaigns

The Client declares that it has all the necessary authorizations to exploit, use, store all data, images, photos, drawings, etc. distributed via the Solution, the Service Provider cannot be investigated under any circumstances in the event of unauthorized exploitation of said media.

10.7 Self-check

The Client must assume the responsibility for monitoring its application and ensure that the information provided complies in its form and content with these general conditions, these intellectual provisions and all legal and regulatory provisions and does not infringe to people and good morals.
Similarly, the Client undertakes to exercise control over external sites communicated to its members, Clients or visitors via hypertext links. Failing this, the Client undertakes to delete the reference and hyperlink of non-compliant sites.
The Customer prohibits the practice of spamming from the application. Any violation of this practice that is detected may result in the Service Provider terminating this contract and closing the account.

10.8 Cookies

The Customer is informed that one or more cookies will be placed on the hard drive of his computer in order to allow the Service Provider to recognize him when he logs in, to facilitate the management of his account, as well as for other purposes. statistics (pages consulted, date and time of consultations, etc.). The Customer is informed that in the event of opposition on their part to the installation of these cookies, no management of their account or statistical study can be carried out by the Service Provider. It is specified here that the Service Provider may in no way commercially exploit these cookies.

10.9 Password

Identifiers are personal and confidential. They can only be changed at the request of the Client or at the initiative of the Service Provider subject to informing the Client in advance. The Customer undertakes to make every effort to keep the Identifiers concerning him secret and not to disclose them in any form whatsoever.
The Customer is entirely responsible for the use of the Identifiers and is responsible for keeping the access codes given to him. He will ensure that no other person not authorized by the Service Provider has access to the Solution. Generally speaking, the Customer assumes responsibility for the security of individual access stations to the Solution. In the event that he becomes aware that another person is accessing it, the Client will inform the Service Provider without delay and confirm it by registered mail.
In the event of loss or theft of one of the identifiers, the Customer will use the procedure put in place by the Service Provider allowing them to recover their identifiers by contacting support.
The Customer will in any event assume full responsibility for the use of its service by an unauthorized third party, until the identifiers are modified.

10.10 Customer Responsibility

The Client undertakes not to allow or facilitate, directly or indirectly, in particular by putting hypertext links online, the transmission of comments, data, images, information or others which constitute a violation or prohibition decreed by Laws and Regulations.
As such, the Client guarantees the Service Provider due to any liability which may result for the latter from the liability of the latter due to the presentation and content of the data, whatever they may be, stored and /or distributed by the Client from its site or domain name(s).
In the event of a complaint, claim, notification whatever the form, made to the Service Provider and relating to the Client’s actions through the Solution, the Service Provider will be entitled to immediately suspend the connection, without this suspension being able to give right to payment of any compensation for the Customer who will remain liable to the Service Provider for all sums due for invoicing already issued as well as invoicing to be issued until the expiration of the subscription and must reimburse to the Service Provider any sum (fines, damages, penalties, etc.) that it has been forced to pay as a result of the Client’s actions.

11. Obligations of the Service Provider

11.1 Provision of technical means

The Service Provider makes available to the Client all of its resources, and in particular the IT support and software allowing the use of the Solution by the Client. It undertakes to meet the technical obligations imposed by network operators, to comply with the protocols and standards in use on the Internet and to ensure and maintain the good condition of the equipment it controls.
The Service Provider also undertakes to assist the Client with any technical difficulties which may arise when accessing the Solution. As part of this assistance, the Service Provider undertakes to do everything possible to help the Client resolve its technical problems, according to the conditions of the support package contracted by the Client.
In the case of a Webmail address managed by the Client, the Service Provider is in no way responsible for malfunctions of the email address linked to a handling error by the Client. In the event of a repair service requested by the Customer, the Service Provider reserves the right to invoice said service at the hourly rate in force. Beforehand, the Service Provider undertakes to notify the Customer and send him a detailed estimate, and to only carry out the repair after acceptance of the estimate (good for agreement and signature of the Customer).
The Service Provider reserves the possibility, without prior authorization from the Client being necessary, to technically upgrade the network, the hardware or the software which is used to provide the service, as well as all the technical measures which allow to optimize the functionality and performance of the Solution.
To do this, the Service Provider may, after having previously informed the Client one month in advance, suspend the provision of all or part of the service for the duration estimated as necessary. The Client will be responsible for passing this information on to members, Clients or visitors, without the Service Provider being held responsible for any consequences that may result from this interruption of the service.
The Service Provider cannot be held responsible for network line interruptions, it particularly draws the Customer’s attention to the importance of the choice of the operator’s product and in particular of the emergency option that it can offer by setting up a parallel line in the event of a network interruption.

11.2 Content control

The Service Provider reserves the right to implement processes to control the content entered within the Application.
Nevertheless and despite these controls, the Client undertakes to ensure that the content of the forums hosted on its site is not contrary to morality and good customs and does not advocate terrorism or violence, and comply with current legislation.
In any event, the Client remains the sole and exclusive responsible for the content entered by its users within the Solution.

11.3 Obligation of means

The Service Provider undertakes to implement all means at its disposal to ensure continuous access and in optimal conditions to the services offered.
The service is hosted by a host located in the territory of the European Union. This host has all the certifications in terms of access security and redundancy of its infrastructure.
The infrastructure makes it possible to move towards a 99.9% Uptime Guarantee.
Our backup retention policy is as follows:
– Over the last 7 days: keeping a daily backup
– Beyond the last 7 days and up to 7 weeks: retention of a weekly backup
In the event of a handling error on the Client database by the Client, the Service Provider may propose a restoration of the data such as during the last backup. This service is billable (€400 excluding VAT).

11.4 Reversibility

The Service Provider undertakes, in the event of termination of the Subscription Contract, to provide the Client with the means to fully recover all of its data using an export tool in CSV format. This format quickly allows data to be reintegrated into another system. This recovery is available for 15 days after the end of the subscription.
Moreover, the Service Provider can, if the Client requests it and with its financial assistance, set up a complete policy of reversibility of its data via a trusted third party.
Finally, the Service Provider can also, if the Client requests it and with its financial assistance, set up an application reversibility policy in the event of failure of the Service Provider. This mechanism allows the Client to continue to operate the service, even in the event of financial failure of the Service Provider.

11.5 Liability – Force majeure

Under no circumstances can the Service Provider be held liable in the event of:
– fault, negligence, omission or failure of the Client, non-compliance with the advice given
– fault, negligence or omission of a third party over which the Service Provider has no power of supervisory control
– Force majeure, event or incident beyond the control of the Service Provider
The Service Provider is responsible, according to the rules of civil law, for the services provided to the Client.
The Service Provider undertakes to use all its means to ensure services to the Client under optimal conditions, except in the event that an interruption of the service is expressly requested by a competent administrative or jurisdictional authority.
In addition, the Service Provider will not be held liable for any case of Force Majeure usually recognized by the courts and in particular:
1. If the execution of the contract, or of any obligation incumbent on the Service Provider hereunder, is prevented, limited or disrupted due to fire, explosion, failure of transmission networks, collapse of installations, epidemic, earthquake, flood , power outage, war, embargo, law, injunction, request or requirement of any government, strike, boycott, or other circumstance beyond the reasonable control of the Service Provider (“Force Majeure Event”), then the Service Provider, subject to ‘prompt notification to the Client, must be exempted from the performance of its obligations within the limits of this impediment, limitation or disruption, and the Client will be similarly exempted from the execution of its obligations to the extent that the obligations of this part relate to the performance thus prevented, limited or disturbed, provided that the party thus affected makes its best efforts to avoid or alleviate such causes of non-performance and that both parties proceed promptly as soon as such causes will have ceased or been removed. The party affected by an Event of Force Majeure must keep the other party regularly informed by email of the predictions of deletion or reinstatement of this Event of Force Majeure. If the effects of a Force Majeure Event last more than 30 days, the contract may be terminated automatically at the request of either party, without right to compensation on either side.
2. Either by the Customer, in particular in the following cases:
– deterioration of the application,
– improper use of terminals by the Client or its Customers,
– partial or total destruction of information transmitted or stored following errors directly or indirectly attributable to the Client.
The Service Provider cannot be held responsible for the content of the information, sound, text, images, formal elements, data accessible on the site, transmitted or posted online by the Client for any reason whatsoever. .
The Service Provider will not be held responsible for the total or partial non-compliance with an obligation and/or failure of the operators of the transport networks to the Internet world and in particular of its access provider(s). As such, the Service Provider informs the Client that its services are independent of other technical operators and that its liability cannot be incurred by their failure.
Under no circumstances can the Service Provider be held liable for indirect damages, i.e. all those which do not result directly and exclusively from the partial or total failure of the service provided by the Service Provider, such as commercial damage, loss of orders, damage to brand image, commercial disruption of any kind, loss of profits or Customers (for example, untimely disclosure of confidential information concerning them following a defect or hacking of the system), for which the Customer will be its own insurer or may take out appropriate insurance.
Any action taken against the Customer by a third party constitutes indirect damage and therefore does not give rise to the right to compensation. In any event, the amount of damages which could be charged to the Service Provider, if its liability were incurred, will be limited to the amount of the sums actually paid by the Client to the Service Provider for the period considered or invoiced to the Client by the Service Provider or to the amount of the sums corresponding to the price of the service, for the part of the service for which the Service Provider was held responsible. The lowest amount of these sums will be taken into consideration.
The Service Provider declines all responsibility for breakdowns or interruptions of service, due to any technical or other contingencies, of whatever origin as long as they do not result solely from the Service Provider, and in particular from any problem connection or slowdown of the Telecom network allowing access to the Internet, such as malfunctions of the Customer’s technical equipment, and such as the destruction of all or part of the data stored on its application, by accidental or non-accidental manipulation. The backup and redundancy policy put in place by the Service Provider will make it possible to restore the data under the conditions defined in article 11.3 Obligation of means.
The Service Provider declines all responsibility for damage caused to computer devices, peripherals and any installation outside of technical interventions. Likewise, no liability may be incurred by the Service Provider if the non-performance of its commitments and obligations results from an event of force majeure.

12. Financial conditions

12.1 Pricing

Membership of the Service Provider is subject to payment of the price corresponding to the chosen formula. The prices of the different membership plans for the Solution can be consulted at any time on the page of the Site presenting the functionalities of each plan.

12.2 Subscription fees

Subscription fees are indicated in euros and exclude taxes and fees.
The billing address is the address of the Customer’s head office.
The following services are excluded from the fee and may give rise to separate invoicing:
– training services,
– technical assistance services,
– and more generally all services not included in the SaaS offer.

12.3 Payment terms

Notwithstanding the duration of the commitment, the Services are invoiced in full upon validation of the order by the Customer on the Site. Invoices are payable by credit card on the Service Provider’s Site.

13. Online services subscription contract – Duration – Renewal

13.1 Duration

The duration of the contractual commitment to subscribe to the Solution is one (1) year, renewable at the initiative of the Client.
Membership of the service will be confirmed by the Service Provider by email by sending the first invoice called the Subscription Invoice. A copy of the General Conditions of Sale will be available on the Site.
The contract takes effect from payment by the Customer of the order placed on the Site. The first billing due date runs from the first day the contract takes effect; the current year is billed entirely in advance. The subscription price is then payable annually in advance.

13.2 Renewal and termination

At the end of the commitment, the subscription may be renewed at the Customer’s initiative for an equivalent period and under conditions similar to the initial subscription.
However, a denunciation by the Customer by LRAR can be made up to 15 days before the end date of the contract. Termination of the service will then be effective at the end of the commitment period, the current period remaining due by the Customer.
In the event of termination of the contract, the Customer’s account on the Software will be closed. The Customer is responsible for exporting their data before the closing date.
In the event that the Client wishes to close the contract before the expiry date for serious reasons, the latter may be terminated, if the Service Provider sees fit, 15 days after receipt of a contract termination letter with acknowledgment of receipt. The current period will remain due by the Customer.
Moreover, in the event of behavior contrary to these general conditions of sale and subscription as well as good practices (disrespectful behavior of the Customer towards technical support contacts, solicitation of technical support for training purposes, etc.) , the Service Provider reserves the right to interrupt the contract with 1 month’s notice, sent by email with acknowledgment of receipt to the Client. The Customer is responsible for exporting his data within this 1 month period. After this period, the Customer’s account will be closed.
When the Customer’s account is closed:
On the closing date, data reversibility is ensured free of charge upon simple request for the 15 days following closure.
After this period, the reversibility of the data is assured but subject to payment, according to a price offer sent to the Customer, for 1 year following the date the account is closed.
After this year, the data is permanently deleted.
The Client or the Service Provider can only unilaterally terminate the contract for serious reasons. The death of the Client only terminates the contract if this makes execution of the contract impossible or useless. The death or incapacity of the Client or Service Provider does not terminate the contract, unless it was concluded in consideration of his personal qualities or cannot be continued adequately by the person who succeeds him. in its activities, in which case the Client may terminate the contract. In all cases, the deposits paid upon signing the contract between the Client and the Service Provider will not be refunded to the Client. They cover the minimum costs incurred in the said contract (administrative, development of a rush and processing).
Reversibility services may be implemented in accordance with article 11.4 Reversibility.
In accordance with legal obligations on the retention period of commercial documents – article L123-22 of the commercial code -, the Customer must archive his commercial documents (purchase, delivery or receipt form, customer and supplier invoice, etc. .) for 10 years from the end of the financial year.
The Service Provider also archives this data for 10 years after the end of the contract, and may restore this information at the Client’s request, in accordance with article 19-4. This service will be associated with a quote covering the costs inherent to this operation.

13.3 Trial account

Trial plan: the Service Provider reserves the right to open a so-called trial account for the Customer, corresponding to the Free plan. This account is free for 1 month. At the end of this month, the Client decides to subscribe to the formula he wishes by entering into a contract with the Service Provider.
In the event that he does not express his wish to order, the Service Provider closes the account after the end of this month. The Customer is responsible for exporting and recovering their data before the end of this free month.
On the day the account is closed, all of the Customer’s data is deleted and can no longer be recovered.

14 Intellectual property

14.1 Computer programs

All instructions, procedures and programs developed by the Service Provider for the development of the Internet service remain the property of the Service Provider who retains authorship.

14.2 Operation

The Service Provider may use all the information and lessons learned from the development of the programs.

14.3 Reproduction

The Client acknowledges that all software used under the license contains confidential information and is protected by the intellectual property code. Customer may not copy, modify, create a derivative work, reverse engineer or assemble or in any way misappropriate the source codes, sell, assign, sublicense or otherwise transfer any rights to on licensed software, unless incurring the prosecution and penalties provided for in the intellectual property code, and in particular for computer piracy.

14.4 Enjoyment

The Customer will have the use of the Internet service intended for him, without being able to transfer it or grant it without the express agreement of the Service Provider.

14.5 Customer Data

The Customer owns the data that he has integrated or entered into the system. The Service Provider undertakes not to distribute this data or use it commercially.

14.6 Evolution of the Solution

The Client is free to propose any idea for development concerning the Solution. He cannot claim any intellectual property of the idea. The Service Provider is under no obligation to remunerate the ideas expressed in any form whatsoever. The Client therefore accepts that his ideas will be discussed and possibly retained for the evolution of the Solution.

14.7 Specific development

In the event of an order and completion of a specific development for which it is specified, in a contract validated and signed by the Client and the Service Provider, that final ownership returns to the Client, all instructions, procedures and programs implemented point by the Service Provider for the development remains its property as long as the overall invoice corresponding to the service has not been paid by the Client. Once the Client has paid all invoices relating to the project, he becomes the de facto owner of the instructions, procedures and programs specific to this project.
Otherwise, the Service Provider may decide to integrate the specific development within the Solution if it deems it relevant.

15. Eviction guarantee

The Service Provider declares and guarantees:
– that the Solution he developed is original within the meaning of the French Intellectual Property Code,
– that he is the holder of all the intellectual property rights which allow him to conclude the Contract.
The Service Provider declares and guarantees that the Solution is not likely to infringe the rights of third parties.

16. Non-solicitation of personnel

Each Party waives the right to hire or employ, directly or through an intermediary, any employee of the other Party, without the express prior agreement of the latter. This waiver is valid for the entire duration of the Contract.
In the event that one of the Parties does not respect this obligation, it undertakes to compensate the other Party by paying it immediately and upon simple request, a lump sum equal to 3 times the gross monthly remuneration of the employee at the time of his departure.

17. Information Technology and Civil Liberties

17.1 Confidentiality of Customer information

The Service Provider undertakes not to disclose information which has been communicated to it by the Client and expressly stipulated as confidential.

17.2 Confidentiality of the Service Provider’s information

For its part, the Client undertakes not to disclose any data, formulas, programs, methods, or information of which it becomes aware as a result of the execution of this contract under penalty of damages.

17.3 Promotion of creations

Unless otherwise agreed in writing, the Service Provider may distribute any settings or creations made for the Client for the purposes of “presenting services” on all types of media without time limit.

17.4 Access and rectification of information

In application of Law 78-17 of January 6, 1978 relating to the computer processing of data, the Client has a right of access to all information communicated to the Service Provider, for the purposes of verifying it and, if necessary, having it rectified. .

18. Disputes – Jurisdiction

The commercial court of Créteil will have sole jurisdiction in the event of a dispute of any nature or dispute relating to the interpretation or execution of the service. This clause applies even in the event of interim relief, incidental request or multiple defendants or warranty appeal and whatever the method and terms of payment without the jurisdiction clauses that may exist on the Clients’ documents. may obstruct the application of this clause.
This contract is subject to French law for any question relating to its interpretation, execution or termination. In the event of a version of the contract in a foreign language, only the French version will be authentic.