PURPOSE
These conditions constitute a legal agreement between the Client and the Company LlM SAS, (SAS – Simplified Joint Stock Company) provider of the GEO-LOG 4 SaaS Service. These conditions are valid throughout the duration of use of the GEO-LOG 4 SaaS Service. Prior to any subscription, you must accept these general conditions for sale and use by ticking the appropriate box, which is the equivalent of a signature on your part. If you tick the box on behalf of a third party, you undertake to be automatically liable on behalf of that third party.
The purpose of these general conditions is to govern and define the rights and obligations of each of the parties to the contract agreed between the Company LlM SAS and its Clients relating to the use of the services and software of the Company LlM SAS. These conditions exclude the application of any other document from the Client and, specifically, its own general purchasing conditions.
DEFINITIONS
For the purposes of this document, the terms “Company” and “Supplier” mean the Company LlM SAS. The terms “Client” and “User” mean any private individual or company which purchases the services sold by the Company LlM SAS. These General Conditions, and quotations supplied by the Company LlM SAS and accepted by the Client are the contractual documents and are equivalent to firm orders.
SaaS service
The term “SaaS service” means the use of all versions of the GEO-LOG 4 software.
Services
The “Services” are provided by the Supplier for the use of the GEO-LOG 4 software, and are described in Article 2 of this contract “ARTICLE 2 - Description of Service GEO-LOG 4 SaaS Service”.
Data
This means all of the data transmitted by the Client to the Supplier to be processed as part of the Services.
ARTICLE 1 - USE
The GEO-LOG 4 software is for the exclusive direct use of the Client and not for any third party entity.
ARTICLE 2 - DESCRIPTION OF GEO-LOG 4 SERVICE
The GEO-LOG 4 service is an online software package allowing storage and processing of logs, tests and descriptions carried out in boreholes published by the Company LlM SAS (86 rue de la Poudrette 69100 Villeurbanne France - SAS with share capital of € 431 109.37 - Commercial Registry of Lyon - VAT: FR 30 387 820 459). To activate the Software Service functions, the User must take out a subscription. A range of subscription formulae is available. For more information on these formulae, the Client is invited to contact the sales department of the Company LlM SAS on +33 (0)4 72 14 68 30.
The Supplier makes the functions of the GEO-LOG 4 SaaS Service available to the Client through access to its server on the Internet network.
This is a remote access service, enabling the data transmitted by the Client to be processed on the Supplier’s server.
The Supplier provides the hosting and saving of data, maintenance and security of the GEO-LOG 4 software as well as technical support.
ARTICLE 3 – CONCLUSION OF THE CONTRACT
All GEO-LOG 4 SaaS services sold by the Company LlM SAS are subject to a detailed prior quotation, calculated on the basis of a unique pricing system available to the clientele, which is sent to the Client and remains valid for a period of two months. Beyond this time it expires and is no longer equivalent to a sales offer. The contract is deemed to have been validly concluded upon acceptance of the quotation by the Client. The Company LlM SAS will be bound by an obligation to supply the products or services object of the contract commencing with the full payment of the price (pre-payment) in the conditions set out in Article 4 of these general conditions.
ARTICLE 4 – FEES AND PAYMENT OF SUBSCRIPTIONS
Subscription to the GEO-LOG 4 SaaS Service is possible in the form of monthly or annual subscription. The subscription commences on the date of order and the supply, by the Company LIM SAS, of the connection procedure to the SaaS of the version of GEO-LOG 4 ordered. All subscriptions taken out are payable until their expiry date.
Subscription renewals are carried out automatically, unless terminated in writing, with acknowledgement of receipt (either by post or email) to the administrative and financial department of the Company LlM SAS in the 30 days preceding the renewal anniversary date for each contract. Payment must be made within 30 days of the renewal date. In event of non-payment of amounts due within 30 days of the renewal date, the account will be blocked until payment is made, without this leading to any extension of the contract. Payments can be made by bank transfer.
The Company LlM SAS may exercise its right to terminate the contract in the event of late payment after giving written notice with acknowledgement of receipt (either by post or by email).
The annual charge for subscriptions to the Company LlM SAS will be reassessed every year on the subscription renewal date in accordance with the variation of the INSEE INFLATION index.
All GEO-LOG 4 SaaS SERVICES must be pre-paid.
ARTICLE 5 – EXPIRY, RENEWAL AND EXTENSION OF SaaS SERVICES
The different versions of GEO-LOG 4 are available throughout the duration of the subscription chosen when subscribing.
Duration and Renewal
The subscription is granted for a period of one month or one year, at the choice of the Client, commencing on its effective date (pre-payment) which will be communicated to the Client by the Company LlM SAS.
The renewal of the different versions of the GEO-LOG 4 SaaS Service is carried out by AUTOMATIC EXTENSION UNLESS THE CONTRACT IS TERMINATED IN WRITING WITH acknowledgment of receipt (either by post or email).
The Client may terminate its GEO-LOG 4 SaaS Service contract WITHIN THE 30 DAYS PRECEDING THE RENEWAL DATE OF EACH CONTRACT, OTHERWISE THE CONTRACT WILL BE RENEWED BY AUTOMATIC EXTENSION ON THE BASIS OF A PRICE INCREASED BY INFLATION (INSEE INDEX).
ARTICLE 6 – TERMINATION OR MODIFICATION OF SUBSCRIPTIONS
Subscriptions can only be terminated or modified in the 30 days prior to its expiry date.
ARTICLE 7 - REVERSIBILITY
In the event of a cessation of contractual relations, for whatever reason, the Client must take every precaution to carry out local safeguards for its data prior to the termination of the contract.
The Client’s data will be saved by the Company LIM SAS for a period of 1 YEAR after the end of the contractual relationship (the termination date of the contract being used as the commencement date of the one year period),
In the event of an express request by the client to obtain a copy of its data, a quotation will be supplied by the Company LlM SAS for transferring this data to the Client in the required format.
In a more general framework, the Supplier also agrees to provide, on the Client’s request, assistance services for reversibility. These services will be invoiced at the Supplier’s tariffs currently in force.
ARTICLE 8 - REIMBURSEMENT
The Client will be entitled to request the reimbursement of its subscription prorated to the number of days of service interruption over the total duration subscribed, if, and only if, this interruption of services of the Company LlM SAS exceeds 72 consecutive hours. No other situation can lead to any request for reimbursement.
ARTICLE 9 – USER NAME AND PASSWORD
The User name is the email address supplied by the Client and linked to the version of the subscription.
The password is chosen by the User and known only to that User. The User is free to modify the password but has sole responsibility for the security of this identification data.
In the event of fraudulent use of the User’s account, the Client must inform the Company LlM SAS as soon as possible.
The user name and password are unique, personal and strictly confidential.
ARTICLE 10- TELEPHONE ASSISTANCE
The Client shall benefit from email and telephone support under the contract.
Telephone assistance for the proper operation and use of the GEO-LOG 4 SaaS Service distributed by the Company LlM SAS and subject of the contract(s) is provided by the Company LlM SAS on working days on +33 (0)4 72 14 68 30 between 2pm and 6pm (Europe/Paris). Call charges are at the Client’s expense. This service is intended to assist the Client in the event of difficulty in using the GEO-LOG 4 SaaS Service and is not intended to repair or ensure the maintenance of equipment remotely or as a substitute for onsite intervention. The Company LlM SAS will provide remote advice and technical assistance in accordance with information provided by the Client. The Company LlM SAS cannot, under any circumstances, be held responsible for incorrect, incomplete or imprecise information supplied to it by the Client during telephone assistance. The Company LlM SAS cannot be held responsible for any damage related to a lack of understanding between the service hotline and the Client or to a poor explanation by the Client during the telephone call or related to incorrect handling by the Client itself.
The Company LlM SAS is only responsible to the Client for a simple obligation of means under this assistance mission. Any problem requiring onsite intervention shall be subject to a quotation and, if appropriate, a separate invoice.
ARTICLE 11 – AVAILABILITY OF SERVICES
The Company LlM SAS shall endeavour, as far as possible, to maintain the accessibility of its services 7 days per week and 24 hours per day. It may be that for maintenance or updating, or for any other reason whatsoever, in particular technical, that a service may be temporarily unavailable. The Company LlM SAS undertakes not to exceed 72 consecutive hours of service interruption. This availability extends to accessibility to the server, as well as all functions of the software; Internet Network breakdowns are excluded.
In the event that this period of unavailability is exceeded, the Client shall be entitled to request the reimbursement of its subscription prorated for the number of days of unavailability on the total duration subscribed.
Since the GEO-LOG 4 SaaS Service remains on the Supplier’s server, no software media is provided, access to the software occurs on opening the connection to the server GEO-LOG 4.
ARTICLE 12- LIMITS OF LIABILITY
The User agrees that whatever the legal basis for any claim and the procedure followed to obtain it, any liability of the Company LlM SAS related to the performance of services set out in the quotation or the order form, or related, in any way, to this contract will be limited to an amount not exceeding the total amount effectively paid by the Client for the services provided over the past twelve months.
Due to the characteristics of the Internet, the User declares a perfect understanding of its limits. The Company LlM SAS cannot be held responsible specifically for:
• difficulties in accessing the hosted system,
• limitations of performance and response time for consulting, interrogating or transferring data, the contamination of the User’s data and/or software, the protection of which is the User’s responsibility.
• third party malware intrusions, despite the reasonable security measures put in place by the Company LlM SAS and its suppliers,
• any damages suffered by the User’s equipment, these being under the sole and entire responsibility of the User.
• any misappropriation by third parties, due to the fault of the User, of passwords, confidential codes and, more generally, any information of a sensitive nature for the User.
ARTICLE 13 – SUPPLIER’S OBLIGATIONS
The Supplier undertakes to implement all appropriate human and material methods to carry out the Services in such a way as to ensure the continuity of access to the GEO-LOG 4 SaaS Service.
The Supplier is solely responsible for corrective and progressive maintenance of the GEO-LOG 4 Saas Service.
It furthermore undertakes to provide the developments to the GEO-LOG 4 SaaS Service required to ensure that it remains continuously in conformity with market standards and the state of the art.
The Supplier undertakes to carry out regular data saving and to conserve the history of this whilst the Client’s account remains active, any request for data recovery, will be subject to an additional invoice.
The Supplier undertakes to preserve the integrity and confidentiality of Data communicated by the Client, whether this occurs during its transmission or during its hosting.
The Supplier undertakes to implement appropriate technical methods to ensure Data security.
The Supplier undertakes not to communicate this Data to any third party in any format whatsoever, nor to use it in any way not set out in the contract, EXCEPT FOR LEGAL REQUESTS TO DO SO.
ARTICLE 14 – CLIENT’S OBLIGATIONS
The Client undertakes to respect the conditions for use of the GEO-LOG 4 SaaS Service, as well as any instructions given by the Supplier.
The Client undertakes not to allow access to the GEO-LOG 4 SaaS Service except to authorised members of staff. It will ensure the preservation of the confidentiality of its log-in details.
The Client is liable for ensuring the accuracy and the completeness of the Data transmitted, under its own responsibility.
ARTICLE 15- ARCHIVING OF DATA
All of the data transmitted to the GEO-LOG 4 SaaS Service shall be guaranteed for as long as the contract is maintained. In the event of termination of the contract, data will be preserved for ONE YEAR after termination of the contract. The data must, therefore, be exported by the User at least once per annum, to avoid this data being deleted without notice.
ARTICLE 16 – GENERAL UNDERTAKINGS ON INTELLECTUAL PROPERTY
The GEO-LOG 4 SaaS Service is conditional upon its appropriate use. The User undertakes not to infringe intellectual property rights and therefore to only use images, text and graphics for which it holds the rights of use and diffusion on this kind of media.
Ownership of the software
GEO-LOG 4 is a European brand (verbal & semi-figurative) belonging to the Company LlM SAS.
The Supplier is and remains the owner of the intellectual property rights for the GEO-LOG 4 SaaS Service and this contract does not transfer any intellectual property rights for the benefit of the Client. Under this contract, the Client has a right of use of the functions of the GEO-LOG 4 SaaS Service, which is personal, non-exclusive and non-transferable, provided by remote access from the connection from the Client’s site to the Supplier’s server.
It is, specifically, formally forbidden to the Client:
- to reproduce or represent the GEO-LOG 4 SaaS Service, or to alter or conceal, in any manner whatsoever, the trademarks, distinctive marks and copyright notices affixed on the GEO-LOG 4 SaaS Service;
- to interfere with the GEO-LOG 4 SaaS Service in any way and for any reason whatsoever, corrective and progressive maintenance being the sole responsibility of the Supplier;
- to modify or seek to circumvent any protection system of the GEO-LOG 4 SaaS Service.
Ownership of Data
The Client remains the SOLE proprietor of all of the Data and information transmitted, as well as that which has been processed by the Supplier.
ARTICLE 17 – DATA PROTECTION AND FREEDOMS
The Client must, specifically, inform the CNIL (French National Committee for Data Protection and Liberties) that its data is hosted by a third party. The Supplier undertakes to give the Client all of the information necessary or useful for making such a declaration.
ARTICLE 18 - BREACH OF THESE CONDITIONS
In the event of a breach of these conditions, the Company LlM SAS reserves the right to forbid the Client’s access to the GEO-LOG 4 SaaS Service temporarily or permanently, without notice.
ARTICLE 19. APPLICABLE LAW AND COMPETENCE
This contract as defined in the preceding articles is governed by the French laws in force. Any dispute relating to, or arising from, the performance of this contract is subject to competent French Courts of the Head Office of the Company LlM SAS.
In Villeurbanne, on 29 July 2014
The Company LlM SAS reserves the right to change these conditions by displaying the new conditions on the software website and by sending Users an email to the last email address supplied by the User.