GENERAL CONDITIONS OF USE OF THE e-QUALi® SOLUTION
These general conditions of use (hereinafter referred to as the “GCU”) apply to all users (hereinafter referred to as the “User”) of the e-QUALI software solution for industrial project management.
at https://e-QUALi®.asklesoft.com (hereinafter referred to as the “Solution”) licensed in SAAS mode by ASKLESOFT to a professional client (hereinafter referred to as the “Client”) in France.
Any use of the Solution is subject to prior acceptance of the GCU.
ASKLESOFT is a Société par Actions Simplifiée (simplified joint stock company) with capital of €2,000, whose registered office is at 19 rue de l’Abbé Lemire, 59110 La Madeleine, represented by Alexandre KOZIOL, in his capacity as Chairman, and
registered with the R.C.S. Lille Métropole under number 894 566 793 (hereinafter referred to as “ASKLESOFT”). The contact e-mail address is: email@example.com.
3.1 – The use of images, information, messages or data of any kind accessed by the User via the Solution is the User’s sole responsibility, and the User’s decisions are final.
or actions that it may be led to take or carry out in consideration of this information engages only its own responsibility.
3.2 – The User therefore guarantees ASKLESOFT against any damage, loss or claim from a third party as a result of the use of the Solution and undertakes to indemnify ASKLESOFT for any damage, loss or claim from a third party as a result of the use of the Solution.
damage of any nature whatsoever resulting therefrom.
To use the Solution, each User must first create a user account (hereinafter “User Account”). The maximum number of users allowed under the contract is 200.
by the Customer (hereinafter referred to as the “Contract”). The Contract consists of the commercial proposal accepted by the Customer, the GCU and the GTS.
4.1 – Creation procedure: A User Account can be created via the Client’s administrator interface or by making a request to ASKLESOFT. Only one account can be created
4.2. – Login management : The login and password for access to the User Account are chosen by the User, taking into account availability, taking into account
identifiers already created by other Users. These identifiers are strictly personal and must be kept secret. Consequently, ASKLESOFT is not responsible for acts carried out from a
User account. The Client is solely responsible, both to ASKLESOFT and to third parties, for any act carried out from a User Account. In particular, the Customer must ensure that access to
any person who is no longer authorized to do so for any reason whatsoever, and in particular in the event of leaving the service. Any loss or theft of these identifiers or any unauthorized use of a User Account
must be notified immediately to ASKLESOFT at the following address: firstname.lastname@example.org.
The Solution is available online. It is the User’s responsibility to ensure that he/she has an Internet connection and, more generally, the technical environment recommended by ASKLESOFT.
The User is also informed that these requirements may change, particularly for technical reasons. In general, it is the User’s responsibility to :
– Follow ASKLESOFT’s advice, recommendations and precautions,
– Inform ASKLESOFT of any difficulties or specific constraints.
ASKLESOFT authorizes the User, for the duration agreed in the commercial proposal according to the subscribed offer, to use the Solution solely for internal needs, on a personal, non-transferable basis,
non-exclusive (hereinafter “License”).
Any other use is excluded. In particular, the License excludes any commercial use by the User, except with the prior written consent of ASKLESOFT.
The License includes updates to the Solution, but excludes new versions.
Any measure aimed at developing or adapting the Solution to the Customer’s specific needs, in order to integrate new functionalities, improve its operation or take into account new provisions.
or regulations will be the subject of a new agreement between the Parties.
7.1 – ASKLESOFT will provide the Client with a License activation link sent by e-mail to the address provided by the Client and specified by ASKLESOFT in the sales proposal.
7.2 – ASKLESOFT undertakes to do its utmost to ensure that the Solution is accessible at all times, 24 hours a day and 7 days a week, with the exception of periods of servicing and maintenance under the following conditions
defined below, it being specified that ASKLESOFT’s hosting infrastructure does its utmost to ensure optimal availability.
7.3 – The User is also informed :
– The possibility of disruptions in access to the Solution, given the constraints inherent in the management and evolution of a software solution, as well as technical contingencies.
and the influx of users, which can affect the Internet network and lead to slowdowns or unavailability, making connection impossible,
– That access to the Solution may be temporarily interrupted for reasons related to service requirements and in particular to ensure servicing and maintenance. Operations
maintenance operations take place, in principle, between 21:00 and 07:00 French time. ASKLESOFT undertakes to inform the Client in advance of any scheduled interruption of services outside this maintenance window.
– That, in the event of a security breach noted by ASKLESOFT, of such a nature as to seriously compromise the security of the Solution and the Client’s Data, ASKLESOFT may proceed, without prior notice,
a temporary interruption of the Services in order to remedy the security breach as soon as possible. In this case, the Customer cannot claim any compensation, nor can ASKLESOFT be held liable.
for any reason whatsoever.
7.4 – In general, ASKLESOFT shall not be held responsible for any difficulties in accessing or momentary impossibility of accessing the ASKLESOFT Solution due to maintenance and repair operations.
updates, technical improvements or disruptions to the telecommunications network.
ASKLESOFT undertakes to use reasonable and proportionate means to resolve any technical problems encountered by the User in the course of normal use.
Requests will be processed :
– Within 48 hours from Monday to Friday (excluding public holidays) from 9 a.m. to 6 p.m. (UTC+1)
– And remotely by e-mail, telephone and, if required, using a remote access solution such as TeamViewer
In any case, the following services are expressly excluded from assistance and will be invoiced at ASKLESOFT’s rate in effect on the day of the intervention:
– Administration: data exports and parameterization,
– Staff training in the use of the Solution; technical support is not a substitute for training in the use of the Solution,
– Operational work, in particular data recovery services, whatever the cause of the loss.
– On-site operations,
– And, more generally, any services not covered by the Contract.
Training courses can be provided by ASKLESOFT experts on an as-needed basis for a specific fee. All documents provided, in particular as training aids, remain the exclusive property of the company.
ASKLESOFT, the sole owner of the intellectual property rights to these documents.
Without prejudice to the provisions of the following article relating to the management of personal data, the Parties agree that :
9.1 – “Data” refers to any data, information, image, file, sound, text, program, software, code or element of any kind that is used, distributed, stored, transmitted or emitted,
collected, processed or made available directly or indirectly by the Customer using the Solution.
9.2 – Data is kept for the duration of the Contract, up to a maximum of 10 years plus the current year. The security rules put in place by ASKLESOFT for the operation of the Solution
are available on request.
9.3 – Beyond this period and/or, as the case may be, from the date of expiry of the Contract, the Customer has a period of three months in which to recover the Data, under its own responsibility and at its own expense.
at its own expense. At the Client’s request, ASKLESOFT may make the Data available to the Client on a computer medium at the Client’s expense.
9.4 – At the end of this three-month period, ASKLESOFT may destroy the Data even if the Client has not yet recovered it, without the Client being entitled to claim any compensation whatsoever.
for any damage resulting from this destruction.
10.1 – Personal data for the purposes of the Contract
Where the performance of the Contract involves the processing of Personal Data, the Parties undertake to comply with the regulations applicable to the processing of personal data and, in particular, with the regulation on the processing of personal data.
(EU) 2016/679 of the European Parliament and of the Council of April 27, 2016, as well as Act no. 78-17 of January 6, 1978 on data processing, data files and individual liberties, as amended.
When ASKLESOFT is required to process Personal Data on behalf of the Client, as a sub-contractor, ASKLESOFT and the Client undertake by means of an agreement appended to the Contract or by means of a subsequent amendment, to
in any event prior to the implementation of any processing of Personal Data within the framework of the Contract.
Any processing of Personal Data outside the European Economic Area (“EEA”) must first be subject to measures to ensure that the transfer complies with the Data Protection Regulations.
protection of Personal Data.
10.2 – Contractor’s personal data
Users are informed that they have the right to access, rectify, limit, oppose, delete and port their personal data. It also has the right to formulate general directives
or specific provisions relating to the retention, deletion and communication of personal data after his or her death, in accordance with article 40 II of law 78-17 of January 6, 1978.
The User may send any request accompanied by a copy of an identity document to ASKLESOFT by e-mail or post to the address mentioned in article 2 of the GCU.
11.1 – As a general rule, the User shall refrain, when using the Solution, from engaging in acts of any kind whatsoever that would be contrary to public order,
to the rights of ASKLESOFT or third parties.
11.2 – The User therefore undertakes to comply with the following rules of conduct:
– Do not use the Solution for any illegal purpose or activity,
– Undertake to communicate to ASKLESOFT only data/information of which it has free disposal and of which it considers that the use can in no case be prejudicial or harmful to ASKLESOFT.
to himself, to ASKLESOFT or to third parties,
– Not to behave or undertake any action or activity likely to hinder or disrupt the operation of the Solution or the ASKLESOFT website, or to cause any harm.
its reputation and that of its executives,
– Not to engage in any act of unfair competition or parasitism against ASKLESOFT,
– Not to interfere with or interrupt all or part of the Solution or the ASKLESOFT website,
– Not to access all or part of the Solution or the ASKLESOFT website by any means other than through the interface provided by ASKLESOFT,
– Do not divert or attempt to divert any of the functionalities of the Solution from its normal use.
The User acknowledges and accepts that access to the Solution may be suspended immediately, without notice or compensation, in the event of :
– Non-compliance with the Contract and in particular the GCU;
– Force majeure as defined in article 1218 of the French Civil Code;
– Disruptions to the telecommunications network, the user being informed of the possibility of disruptions in access to the Solution due to the inherent constraints of the telecommunications network.
management and evolution of a software solution, as well as the complexity of global networks and the influx of Internet users at certain times of the day.
Except in the case of force majeure, failure by either Party to comply with any of the stipulations of the Contract, and in particular failure to comply with articles 3 to 11 and 14 and 15 of the GCU, will result in a fortnight’s notice being given to the other Party.
by registered letter with acknowledgement of receipt which has remained without effect, if the other Party sees fit, the automatic and immediate termination of the Contract, to the prejudice and grievance of the defaulting Party, without prejudice to
of all other rights and actions. In accordance with article 1225 of the French Civil Code, the formal notice must specify the terms of this clause. Termination will be notified by registered letter with acknowledgement of receipt.
or by extrajudicial act, and will take effect upon receipt of said notification.
The Solution, the ASKLESOFT logo, as well as all elements of the ASKLESOFT website, whether technical, graphic, textual or sound, including the underlying technology, are protected by copyright.
such as copyright, trademark or patent. They are the exclusive property of ASKLESOFT, its partners or its suppliers. Any reproduction, representation or reuse, in whole or in part, on
any medium whatsoever without the prior written consent of ASKLESOFT is prohibited. Failure to comply with this prohibition constitutes an infringement of copyright, for which the infringer may be held civilly and criminally liable.
The User who, in the course of performing the Contract, becomes aware of information or receives communication of documents or items of any kind marked as confidential is required to take the following precautions
take all necessary measures to prevent such information, documents or items from being disclosed to a third party who has no need to know. A Party may not request the confidentiality of any information, document or
elements that it has itself made public. This obligation of confidentiality does not apply to information, documents or elements already accessible to the public at the time when they are brought to the attention of the public.
of the other Party.
ASKLESOFT warrants that it has all the intellectual property rights necessary to enter into the Contract and, in this respect, warrants that the Solution provided in execution of the Contract does not infringe any intellectual property rights.
and do not constitute an infringement of a pre-existing work.
On the other hand, ASKLESOFT does not guarantee that the use of the Solution will enable the User to obtain a specific result, or to meet a specific need, unless the Parties have agreed otherwise in writing.
17.1 – ASKLESOFT cannot be held responsible in the event of :
– Use of the Solution in a manner inconsistent with its intended purpose or use not expressly authorized by ASKLESOFT ;
– Use of all or part of the Solution when ASKLESOFT had recommended suspending its use due to a difficulty or for any other reason whatsoever;
– Use of the Solution in an environment or configuration that does not comply with ASKLESOFT’s technical requirements, or in connection with programs or data.
third parties not expressly endorsed by ASKLESOFT ;
– The occurrence of any damage resulting from the Client’s fault or negligence, or which the Client could have avoided by seeking ASKLESOFT’s advice.
17.2 – In general, ASKLESOFT is not liable when the improper execution or non-execution of the obligations resulting from the GTU is attributable either to the User or to the unforeseeable fact of
and insurmountable by a third party to the contract, or to a case of force majeure as defined in article 1218 of the French Civil Code, i.e. “force majeure”. any event beyond the debtor’s control, which could not reasonably have been foreseen when the contract was concluded and the effects of which cannot be avoided by appropriate measures, prevents the debtor from performing his obligation.”
The Parties accept the following as cases of force majeure, without this list being limitative: a strike (by EDF, the operator(s) or any other personnel), a stoppage in the supply of energy (such as electricity),
epidemic, natural disaster, civil or foreign war, riots or civil commotion, terrorist attacks, loss of Internet connectivity due to public or private operators on which ASKLESOFT depends.
17.3 – ASKLESOFT shall in no event be held liable for any indirect or consequential damages incurred by the User arising out of or in connection with the performance of the GTU. By damage
indirect damage includes, but is not limited to, loss of earnings or profits, loss of data, loss of opportunity, commercial damage, the consequences of complaints or claims by third parties against
17.4 – In all cases where the responsibility of ASKLESOFT is engaged in execution of the GTU, the User must immediately inform ASKLESOFT and at the latest within 15 calendar days.
from the date on which the grounds for the claim arise. In any event, ASKLESOFT shall not be obliged to pay the User a sum greater than the sums paid for the contractual period in progress at the date of the contract.
time of the damage in the event of successive performance of the service, by way of damages covering any loss suffered by the User in connection with the performance of the GCU.
17.5 – In the event of a claim or any other difficulty arising from the performance of the Contract, the Customer undertakes to implement the appropriate measures, having regard to the circumstances, in terms of securing
of people and places, and damage limitation. If this obligation is not respected, ASKLESOFT will be exempted from compensating the damages that the User could have avoided, even if the liability of ASKLESOFT has not been proven.
of ASKLESOFT may be involved.
Should any of the stipulations of the GCU prove to be null and void with regard to a rule of law in force or a judicial decision that has become final, it will then be deemed unwritten, without entailing nullity.
of the GCU, nor alter the validity of its other stipulations.
The fact that one or other of the Parties does not assert the application of any clause of the GCU or acquiesces in its non-performance, whether temporarily or permanently, shall not be construed as a waiver by the other Party.
waiver of rights under the said clause.
ASKLESOFT reserves the right to make changes to the Solution and its GTC at any time. All Users are subject to the GCU in force at the time they use the Solution.
THE CGU ARE GOVERNED BY FRENCH LAW.
ANY DISPUTE, WHATEVER ITS NATURE, RELATING IN PARTICULAR TO THE INTERPRETATION, VALIDITY AND EXECUTION OF THE GGU, EVEN IN THE EVENT OF RECOURSE IN WARRANTY OR OF PLURALITY OF DEFENDANTS, WILL BE THE EXCLUSIVE COMPETENCE OF THE COURT OF JURISDICTION.
OF ASKLESOFT’S REGISTERED OFFICE.