General terms and conditions of service and use

Confidential Information: Confidential Information refers to any information and element of one party to the Contract shared with the other party, orally or in writing, in any medium, of a commercial, financial, scientific, technological, technical, methodological, strategic, graphic, functional, HR nature, and any Intellectual Property Rights. In particular, but without limitation, the following are confidential: the business model, pricing, names of a party's customers, prospects and suppliers, algorithms, software (source code and executable code) and their functional and technical documentation, functionalities, operating principles and methods of the software, specifications, services and products, plans, product roadmaps, diagrams, notes, reports, studies, results, data of any kind, budgets, projections, business strategies, compilations, comparative studies, work or other documents preparatory to the development of Confidential Information.

Training and consulting services can be provided remotely or on-site, depending on the option selected in the signed Commercial Proposal.

Or :
P1 = revised price
P0 = original price or last revised price
S0 = last SYNTEC index published on the date of the previous revision or original index (last published on the date of signature of the Contract)
S1 = latest SYNTEC index published on the revision date

All invoices are payable within thirty (30) days of the invoice date, by bank transfer. Under no circumstances will the Client's invoice payment process justify any payment delay.

Each party is and remains the exclusive owner of its Confidential Information and Intellectual Property Rights. The other party's rights to such Confidential Information and Intellectual Property Rights are strictly limited to the provisions of this Agreement.

The Client is and remains the owner (or holder of the rights granted to them by third parties) of all the Data they upload and enter, processed via the Platform under the Contract. The Client is responsible for managing third-party rights to this Data, where applicable.

Neither party shall be held liable for any failure to perform its obligations under the Contract if such failure results from: a government decision, including any withdrawal or suspension of any authorizations whatsoever, a total or partial strike, internal or external to the company, a fire, a natural disaster, a state of war, a total or partial interruption or blockage of telecommunications or electrical networks, an act of computer hacking, a virus not taken into account by conventional antivirus software, or more generally any other event of force majeure presenting the characteristics defined by Article 1218 of the Civil Code.

Customer Data will be destroyed, or returned to the Customer in accordance with Article 16 – Reversibility, thirty (30) days after the date on which the Contract ended.

In the event of termination of the contractual relationship, for any reason whatsoever, the Provider undertakes to return the Client Data in the format agreed upon by the parties, from among those offered by the Provider, within thirty (30) days of the Client's request. This request from the Client must be made within thirty (30) days of the date of termination of the Contract. In the event of a specific request from the Client (such as skills transfer services, transmission of Data in a particular format, assistance with data recovery, or other), the Provider will assess its feasibility and issue a Commercial Proposal, which the Client will have fifteen (15) days to accept. If no Commercial Proposal is requested and accepted within this timeframe, the Provider may destroy all Data without further delay.

- that they entered the public domain prior to their transmission or after it, but in this case in the absence of any fault attributable to him; ;

- that they are already lawfully known to it without being covered by a confidentiality agreement, this prior knowledge being able to be demonstrated by the existence of appropriate documents in its files, which justify in particular their origin; ;

- that they were received lawfully from a third party, without restriction or violation of this agreement; ;

- that the use or transmission has been authorized in writing by the originating party; or

- that they are the result of internal developments undertaken in good faith by members of its staff who did not have access to this Confidential Information.

The auditor will ensure that the auditee's operations are not disrupted and will not require the auditor's assistance for more than one day per audit. The auditee will cooperate in good faith with the auditor and grant access, only to the extent strictly necessary and directly related to the Services, and subject to the protection of trade secrets and its own confidentiality obligations, to the information, documents, or explanations necessary for conducting the audit, as well as to the sites, IT facilities, tools, and resources used in the performance of the Services. If the auditor requires more than one person-day of assistance, the auditee may bill the auditor for the time spent based on its current daily rate for consulting services.

The Parties acknowledge the unpredictable nature of inflation, particularly in the energy sector, and its impact on the price of services dependent on this resource and necessary for the Provider to fulfill its obligations. The Provider declares that it does not assume this risk.