TERMS AND CONDITIONS OF SALE BETWEEN THE CLIENT SIGNATORY AND APPLIO SAS

 

APPLIO SAS with a capital of € 2,000 – Company registration number : RCS N° NANTERRE 814 947 487 – and whose head o ce is located at 125, rue Henri Barbusse 92110 Clichy (France), is a company dedicated to the design and hosting of mobile phone applications and websites. APPLIO SAS is mandated by The Client to achieve its goals in the context of its professional activity as speci fed in the Contract Speci cations which is jointly signed. The Contractual Agreement & Contract Speci cations are linked to the Terms and Conditions which stipulates the agreement between the two signatories.

 

ARTICLE 1. DEFINITION: These Terms and Conditions determine the Contractual Agreement concerning rights and obligations between the two signatories.

ARTICLE 2. SERVICES: From the date of signature of the Contractual Agreement, APPLIO SAS commits to respect the Terms and Conditions, and to provide the Services insofar as the settlements of the sums stated in the Contractual Agreement are paid in full by The Client, as well as any related fees.

ARTICLE 3. CREATION OF THE APPLIO ACCOUNT: By signing the Contractual Agreement, APPLIO SAS opens an account dedicated to the The Client according to the information previously communicated in the Contract Speci cations. The opening of this Account gives The Client access to MYAPPLIO, the client area of the Application and/or the Website. APPLIO SAS gives the The Client an identi er and a password to access his Account. Log-in to MYAPPLIO requires this username and password, which are con dential and under The Client’s responsibility.

The Client should not reveal his username/password to a third party, and must inform APPLIO SAS in case of unauthorized use of his Account as soon as he becomes aware of it. Indeed, all actions made from MYAPPLIO are supposed to come from The Client himself.

ARTICLE 4. CONCEPTION: APPLIO SAS designs the said Application respecting the Contract Speci cations and according to the elements sent by The Client. The Contract Speci cations, which express the needs of The Client, is a document prepared under the instructions of The Client and is validated by both parties. The Client commits to provide APPLIO SAS with all the elements ( les, pictures, videos, texts…) associated with the custom development of the Application. If The Client wants additional speci c developments which are not secured in the Contract Speci cations, APPLIO SAS may eventually accept them, and/or even submit a speci c estimate to The Client.

ARTICLE 5. DELIVERY OF THE APPLICATION AND/OR WEBSITE: After publication of the Application and/or Website, The Client will recieve an email indicating the ID of connection and links to the app(s) online. If no response from The Client is given within 48 hours after his rst log-in, the Application is considered validated. Any further modi cations may be rejected by APPLIO SAS. APPLIO SAS will make every e ort to facilitate the app publication on mobile download platforms (Google Play, App Store… ) but will not be held responsible for any rejection of the application on those said platforms.

ARTICLE 6. OPERATING LICENSE: APPLIO SAS grants The Client a license to use the MYAPPLIO account assigned to him. MYAPPLIO allows The Client to manage his Application as soon as the publication is e ective. MYAPPLIO allows him to manage the daily life of the Application and/or the Website by modifying contents and some parameters, and by giving noti cations to his own customers and users.

ARTICLE 7. PERMANENTE MAINTENANCE: APPLIO SAS maintains technical and computer maintenance. The Client knows that APPLIO SAS may be required to make updates without him necessarily being noti ed. APPLIO SAS may eventually modify features in order to improve its services o ered to its customers.

ARTICLE 8. HOSTING: APPLIO SAS guarantees the hosting of the Application and/or the Website on his server.

ARTICLE 9. DOMAIN NAME: In the event that APPLIO SAS acquires a domain name for The Client, APPLIO SAS will assign The Client ownership of this domain name at his written request, which is subject to full payment due by The Client.

ARTICLE 10. EXTENSION OF TERMS: In the event that the Client’s and / or APPLIO’s activities are acquired by third parties (repurchase of shares, mergers, etc.), the signatories commit to scrupulously respect the entirety of the articles, the Terms and Conditions and the Contractual Agreement.

ARTICLE 11. RATES, CONDITIONS, RENEWAL: The Client is billed duty-free in Euros (€) or US Dollars ($) by APPLIO SAS under the conditions set out in the Contractual Agreement. The Client agrees to comply with the regulations due to APPLIO SAS before creation of the app. The Client can pay by cash, PayPal or bank transfer. An invoice will be delivered by APPLIO SAS to the Client subsequently. In no case can the Contractual Agreement be canceled by The Client. In the case of non-payment of the monthly payments or fees due, The Client’s application and/or Web site will be suspended without any nancial compensation. At the end of the scheduled monthly payments as de ned on the Contractual Agreement, it will be automatically renewed with the same terms and costs for an equal duration, except denunciation by one or both signatory parties, at least three (3) months before its due date by email. Any change of address of The Client or APPLIO SAS must be noti ed by email to: support.usa@applio.fr

ARTICLE 12. CONFIDENTIALITY: Each signatory party agrees to inform each other about any information that could be detrimental to their working contractual relationship. The Client will communicate within 14 business days any documents requested by APPLIO SAS relating to the execution of the Services. Any delay will be under the sole responsibility of the Client, who therefore, cannot demand damages or nancial compensation. Both signatories con rm loyalty and discretion. They will respect the opposing signatory, without discreditation, gossip, insults etc. via social networks, discussion forums, SMS, websites, and/or mass-public and corporate press.

– The Client commits to respect the total con dentiality of its commercial and contractual relations with APPLIO SAS. He agrees to the publication of the copyrights, musical sources, images, texts, videos, or any other content given to APPLIO SAS for the design of the Application and/or the Website. The Client releases APPLIO SAS of all responsibilities in case of non-compliance with this clause.

– The Client commits to provide APPLIO SAS with all the appropriate documents for the design of the said Services in an exploitable format/extensions.

– The Client commits to honor the technical requests for the installation and the license of use of MYAPPLIO. He commits to not modify or duplicate this software.

– The Client commits to honor the legislation in force and not use MYAPPLIO for purposes contrary to the e ective law(s).

– The Client commits to transmit to his Users any information that may be required by law, such as geolocation, and obtain the necessary authorizations for these types of computer and technical speci cations.

These Terms and Conditions will not be interpreted as creating any association between the signatory parties. They can not act as agents of the other, nor conclude agreements or contracts on behalf of the other party.

ARTICLE 13. CONTRACUTAL OBLIGATIONS OF APPLIO SAS TO THE CLIENT: APPLIO SAS provides all Services in the conditions provided in the Contractual Agreement and the Contract Speci cations. APPLIO advises the Client and o ers him all his expertise so that it bene ts him. APPLIO SAS has an obligation of means and not of results to the Client.

ARTICLE 14. COPYRIGHT/INTELLECTUAL PROPERTY : The Client declares to be the owner of the contents, logos, graphic charters, photos and/or videos, and musical sources given to APPLIO SAS for the design of the application/website. These Terms and Conditions guarantee APPLIO SAS against any dispute over the contents. Thus, in the event that a judicial proceeding is brought against APPLIO SAS, the Client will be informed and is responsable to pay in full all the legal fees, legal costs, damages and interest generated by APPLIO SAS, which remains the owner of the intellectual property rights (software, computer developments, logos, hangers, graphics, photos, videos, patent, royalty free music, copyright, databases, brands …) on his software creation/development/web hosting, web applications and websites that it produces and any documentation such (reports, analytics, plans, studies, manuals, visuals, models, illustrations, …). The Client is prohibited from using by any means whatsoever, the names APPLIO SAS and MYAPPLIO, without the endorsement written by APPLIO SAS.

ARTICLE 15. PERSONAL DATA: The signatories commit to respect the provisions of the French law n ° 78-17 modi ed January 6th, 1978 relating to data processing, les and freedoms. APPLIO SAS registered with the CNIL takes data from its customer contacts to respond to their requests and who have a right to access and rectify data concerning them, which is established by mail to the head o ce of APPLIO SAS. The Client con rms to be informed that the data collected through the Application or the Website remains the property of APPLIO SAS which can use them, assign them, and put them at the disposal of its prospects and the Signatory Client for all operations, except refusal written by the Client within 14 business days from the signature of these Terms and Conditions.

ARTICLE 16. RESPONSABILITY: The signatories agree that APPLIO SAS will use for the purposes of amicable evidence or in court, data established, received or retained by it for the execution of these presents.

APPLIO SAS can not be held responsible if it is impossible to temporarily access MYAPPLIO, the Application or the Website (technical maintenance operations or computer update of the published data. In case of attacks called ‘‘viral’’ on the application, the WebSite and/or MYAPPLIO, illegal exploitation of the Application, the Web Site or MYAPPLIO, the Client is solely responsible for damages to third parties and consequences of the claims or legal consequences that may arise.

In case of technical problems relating to the use of the Application, the Website or MYAPPLIO, or even di culty of access in the display of the pages, the responsibility of APPLIO SAS can not be evoked, or all type of action brought, for indirect damage of any kind such as any nancial or commercial loss, loss of pro t, commercial disturbance, prejudice of a third party, or action brought by a third party against The Client as well as their consequences.

The Client is solely responsible for any damage caused by himself or one of his employees to APPLIO SAS or to third parties because of its use. The Client agrees that APPLIO SAS may appeal to external service providers or partners for any involvement in its Services. The responsibility of APPLIO SAS would be committed by The Client only if it proves that APPLIO SAS has made a detrimental deviation attributable to it. APPLIO SAS has the possibility without compensation to The Client to block momentarily or permanently access to any web page deemed, not contrary to the law and regulations of fact.

ARTICLE 17. RIGHT OF WITHDRAWAL: A right of withdrawal within 14 days from the signing of the Contractual Agreement is conceded to The Client. Exceptionally, and in accordance with the French Consumer Code, The Client may not demand to exercise a right of withdrawal on dedicated Services such as an Application with a personalized speci cations after 14 days. To exercise his right, The Client must, within the time allowed, send to APPLIO SAS a cancellation letter. The amounts collected will be returned to the Customer within 14 days of this noti cation. If The Client wished the immediate launch of the Services in the Contractual Agreement, He will have to compensate to APPLIO SAS an amount proportional to the service provided until the day of the retractation, for the production costs of the application and/or the website.

ARTICLE 18. PUBLICITY: The Client authorizes APPLIO SAS to indicate or even use his name, mark, label, company name or logo in his commercial brochures, on his website and in all the reference lists relating to his corporation and for advertising purposes and commercial. The Client agrees that ad slots may be placed on their mobile application and/or website. In the event that an advertising insertion con gures a justi ed embarrassment to the use of the application, The Client may request APPLIO SAS, the deleting of the advertisement in question.

ARTICLE 19. COMPETENT JURISDICTION: Any conditional disentanglement shall be settled amicably between the signatory parties. The appeal to an independent mediator may be suggested by one of the contractors, in order to avoid any legal costs and consequently in a common interest, to maintain professional and lasting cordial relations. In the event that the disentanglement is not settled, only the Commercial Court of Nanterre (France), where the head o ce of APPLIO SAS is established, will be competent to rule on any dispute relating to the validity, interpretation or execution of the present items.

The Client can, during the Contractual Agreements term, on any business days at any time without any additional cost, contact the support by email for further information, technical problem or commercial and marketing assistance (in English or French only) : support.usa@applio.fr

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