Terms and conditions of sale
SBCG AS-TECH SOLUTIONS, a limited liability company with capital of €16,000, registered in the Montpellier Trade and Companies Register under no. 322 942 525, whose head office is located at BOIRARGUES, 1280 AVENUE DES PLATANES 34970 LATTES (France), specializes in the development of software solutions for asset management and technical services.
The Customer has contacted AS-TECH SOLUTIONS in order to acquire its solutions and services.
Definitions
Customer : designates any individual or legal entity having contacted AS-TECH SOLUTIONS and identified as an AS-TECH SOLUTIONS customer in the Sales Proposal.
General Sales Conditions : refers to the present general sales conditions.
Software : refers individually or collectively, depending on the Customer's requests in the Sales Proposal, to the integrated management software packages developed and published by AS-TECH SOLUTIONS and made available to the Customer in accordance with the terms of the Sales Proposal and the license agreements.
Commercial Proposal : refers to the written document issued by AS-TECH SOLUTIONS, which describes the Software, Services, rates and terms offered to the Customer. It also details the modules subscribed to, the number of users, storage capacity, and any other specifications linked to the Software.
Service : refers to all services provided by AS-TECH SOLUTIONS, including in particular maintenance, technical assistance, training, IT development, and any other service associated with the Software, in accordance with the terms of the Commercial Proposal, the license agreements and the training agreement.
Controller : means the definition given to this term by the General Regulation on the Protection of Personal Data (Regulation (EU) 2016/679).
GDPR : refers to the General Regulation on the Protection of Personal Data (Regulation (EU) 2016/679).
Object
The purpose of the General Terms and Conditions of Sale is to define the conditions under which AS-TECH SOLUTIONS provides the Customer with the Software and the various Services. Unless otherwise defined by AS-TECH SOLUTIONS, the General Terms and Conditions of Sale are applicable to any licensing of Software and Services provided by AS-TECH SOLUTIONS.
Contractual documents
The General Terms and Conditions of Sale, as they appear in their entirety on thehttps://www.astech-solutions.com/website, may only be set aside or modified by special provisions expressly accepted in writing by AS-TECH SOLUTIONS.
Unless otherwise stipulated, they take precedence over all other contractual and commercial provisions whatsoever. All other documents, such as the Customer's general terms and conditions of purchase, prospectuses or catalogs, are therefore expressly excluded from the contractual documents.
Financial terms and conditions
AS-TECH SOLUTIONS is free to set its own prices. It may apply different prices depending on the Customer, the geographical zone, the state of the local market, the state of the competition, the period of the year, and the quantities ordered. Software and Services are invoiced on the basis of the prices in force on the day the order is placed.
The prices of subscriptions and recurring services may be revised annually in accordance with the following formula:
P = Po (Sy / Syo)
P = discounted price
Po = price at conditions prevailing on the last anniversary date of the contract,
Sy and Syo = SYNTEC indices (published on the syntec.fr website),
Sy represents the latest known index,
Syo represents the previous year's index for the month corresponding to the last known index,
The revision coefficient is rounded up to the nearest thousandth.
In the event of a drop in the SYNTEC index, which results in a drop in the maintenance price for year N+1, the prices applied will be those of the previous year.
Any sum due by a party in respect of Software and Services supplied by AS-TECH SOLUTIONS must be paid within thirty (30) days of the date of issue of the invoice.
Failure to pay in full or in part any amount owed by the Customer to AS-TECH SOLUTIONS will automatically bear interest at the current ECB rate plus ten (10) points from the due date until payment in full, without any prior formality and without prejudice to any other right or remedy available to AS-TECH SOLUTIONS.
AS-TECH SOLUTIONS reserves the right to suspend the Customer's access to the Software and Services by operation of law and without prior judicial formality, until full payment of the sums due by the Customer.
In addition, AS-TECH SOLUTIONS is entitled to charge the Customer a fixed indemnity for collection costs of fifty (50) euros, without prejudice to the possibility of requesting, upon justification, additional compensation when the collection costs incurred for overdue royalties exceed the amount of said fixed indemnity.
Opposability
Any order for Software or Services from AS-TECH SOLUTIONS implies the Customer's unreserved acceptance of the General Terms and Conditions of Sale, as they appear in their entirety on the https://www.astech-solutions.com/ website. Placing an order implies the Customer's full and unreserved acceptance of the General Terms and Conditions of Sale.
For each order, the Customer is deemed to have consulted and accepted the General Sales Conditions, and where applicable, the associated contractual documents. If one or more stipulations of the General Terms and Conditions of Sale are held to be invalid or declared as such in application of a law, regulation or following a final decision of a competent court, the other stipulations shall retain their full force and scope.
Modification of the General Terms and Conditions of Sale
The General Terms and Conditions of Sale may be modified by AS-TECH SOLUTIONS at any time and without prior notice, the version opposable to the Customer being that in force on the date of signature of the Sales Proposal. This version takes precedence over any other version subsequently modified, with the exception of modifications to take account of legal and regulatory changes, which apply immediately to all orders in progress.
However, AS-TECH SOLUTIONS reserves the right to make any changes to the General Terms and Conditions of Sale which it deems necessary or useful, and which will apply immediately. In this case, AS-TECH SOLUTIONS undertakes to inform the Customer of the content of these modifications, without delay, by any means at its convenience. In the event of disagreement with the new General Terms and Conditions of Sale, the Customer may, within a period of thirty (30) days, cancel the order, without being entitled to claim any compensation whatsoever. Failing this, the new General Terms and Conditions of Sale will be deemed to have been accepted in their entirety.
Choice of Software and Services
AS-TECH SOLUTIONS has formulated all useful advice, warnings and recommendations relating to the Software and Services, and has described them in all their characteristics, so as to enable the Customer to appreciate their functionalities and capacity for evolution, ergonomics, ease of use and performance.
The Customer, having taken cognizance of the technical characteristics of the Software and Services marketed by AS-TECH SOLUTIONS, has under his own responsibility, and according to his needs, made his choice of the Software and Services forming the subject of his order and verified the contents of the Commercial Proposal before signing it.
Consequently, AS-TECH SOLUTIONS cannot be held responsible for any errors in the Customer's wording, nor for any consequences thereof in terms of delay or error in the supply of Software and Services. In addition, the Customer is the sole judge of the compatibility of the services ordered with the other hardware, software and configurations used.
It is the Customer's responsibility, if he does not consider himself sufficiently competent, to seek the assistance of a consultant. AS-TECH SOLUTIONS can only provide assistance with the required configuration as part of an additional service expressly requested by the Customer, for which an invoice is issued and which is the subject of a separate contract.
Placing orders
Unless expressly stated otherwise on any Commercial Proposal issued by AS-TECH SOLUTIONS, this is valid for a period of fifteen (15) days from the date of issue, subject to the availability of the Software and Services concerned.
After this period, AS-TECH SOLUTIONS reserves the right not to maintain its initial offer. Orders must be made in writing and must include the designation of the Software and Services and their price, with reference to the price list in force on the day of the order.
The Customer undertakes to provide AS-TECH SOLUTIONS with all elements and information necessary for the supply of the Software and Services, information and regulations specific to the Customer, as well as any element relating to the sectorial law corresponding to the Customer's activities which may have an impact on the obligations of AS-TECH SOLUTIONS.
All orders constitute a firm and irrevocable commitment on the part of the Customer and cannot be called into question. The Sales Proposal is final only when it has been signed by AS-TECH SOLUTIONS and the Customer.
Compliance
Concerning the delivery of the Software and Services, the Customer and AS-TECH SOLUTIONS may agree, in the license contracts, to acceptance on tests.
Maintenance
In the event that the Customer wishes to have maintenance services for the Software supplied, the methods of carrying out these services, their purpose and their scope will be determined in the license agreements.
Intellectual property rights
The Customer may not mention or use the brands, logos, documents, projects, studies or any other intellectual property rights belonging to AS-TECH SOLUTIONS without the express, written and prior authorization of AS-TECH SOLUTIONS and for the sole purpose of promoting the resale of services marketed by AS-TECH SOLUTIONS under conditions normal to its activity.
AS-TECH SOLUTIONS reserves the right to oppose, stop or demand compensation for any use it deems unfair, constitutive of an act of commercial parasitism, or contrary to its image or to rights it has conceded or of which it has received the concession.
Warranty
AS-TECH SOLUTIONS warrants that all Software and Services will function substantially in accordance with their technical specifications at the time of delivery. AS-TECH SOLUTIONS does not warrant that the Software or Services delivered are free of bugs or errors. AS-TECH SOLUTIONS does not guarantee the suitability of the Software and Services for the Customer's needs or intended use. The Customer undertakes to comply with the conditions of use of said Software as set out in the license agreements.
It is the Customer's responsibility to implement the appropriate procedures for the proper use of the Software or Services, and to have an environment suitable for the desired computerization.
The present clause remains applicable in the event of nullity, resolution or termination of the General Terms and Conditions of Sale.
Liability
AS-TECH SOLUTIONS is expressly subject to an obligation of means.
By mutual agreement, the parties expressly agree that AS-TECH SOLUTIONS may only be held liable by the Customer in the event of proven fault.
AS-TECH SOLUTIONS shall in no event be liable for any indirect or unforeseeable loss or damage caused by the Customer. This includes, but is not limited to, any lost profits, loss, inaccuracy and/or corruption of files or Customer data, commercial prejudice, loss of sales or profits, loss of clientele, loss of opportunity, cost of recovering Customer data, of obtaining a substitute product, service or technology, increase in internal costs, damage to image or any other moral prejudice. Any action brought against the Customer by a third party in connection with or arising from the performance or non-performance of the General Terms and Conditions of Sale by the Customer shall not give rise to any right to compensation.
The provisions relating to the liability of the Parties contained in license agreements take precedence over the provisions of the General Terms and Conditions of Sale.
Restrictions relating to the Software
The Customer is granted a personal, non-transferable and non-exclusive license to use the Software for an indefinite period, to the exclusion of any right of ownership, after full payment of the price and unless more restrictive clauses are included in the license agreements. The Software will be used solely for the Customer's needs, in accordance with its intended purpose and the instructions contained in the associated documentation.
The right to use the Software is granted for the version available at the date of the order, as well as for any new versions. Any use not expressly authorized by AS-TECH SOLUTIONS under the General Terms and Conditions of Sale is unlawful in accordance with article L.122-6 of the French Intellectual Property Code.
The Customer may not copy, reproduce or adapt the Software, in whole or in part, except insofar as this is strictly necessary for the use of the Software and for the security of its processing. The Customer may not directly or indirectly communicate, make available or transfer the Software to a third party who is not a party to the General Terms and Conditions of Sale, whether free of charge or against payment. The Customer shall refrain from any act which might infringe AS-TECH SOLUTIONS' rights. The Customer undertakes to respect the intellectual property rights of the Software concerned. The Customer is informed that non-compliance with the terms of use of the Software licenses constitutes an infringement.
Protection of personal data
Personal data collected as part of the execution of the General Terms and Conditions of Sale will be processed in accordance with Law No. 78-17 of January 6, 1978 known as “Informatique et Libertés” and the RGPD.
The person responsible for processing personal data is AS-TECH SOLUTIONS, domiciled at the above address.
By accepting the General Terms and Conditions of Sale, the Customer expressly authorizes AS-TECH SOLUTIONS to proceed with the processing of users' personal data for security and licensing purposes in order to generate access rights to the Software as part of the performance of the Contract.
In accordance with Act no. 78-17 of January 6, 1978 as amended, persons whose personal data is processed by AS-TECH SOLUTIONS have a right of access, rectification, deletion of information under the conditions set out in Article 17 of the RGPD, to limit processing, to define general and specific directives defining how they intend these rights to be exercised after their death.
The data subject also has the right to portability of his/her data.
In accordance with Article 20 of the RGPD, the data subject has the right to receive the personal data concerning him or her, which he or she has provided to AS-TECH SOLUTIONS in a structured, commonly used and machine-readable format.
The data subject has the right to transfer this data to another data controller without AS-TECH SOLUTIONS, to whom the personal data has been communicated, being able to prevent this.
Finally, the data subject may, if necessary, lodge a complaint with the CNIL (https://www.cnil.fr/fr/plaintes). To do so, they can contact the CNIL by mail or telephone (information available here: https://www.cnil.fr/fr/vous-souhaitez-contacter-la-cnil).
To exercise these rights, please provide proof of identity and contact AS-TECH SOLUTIONS at dpo@astech-solutions.com or by post at the following address:
AS-TECH SOLUTIONS
Boirargues, 1280 Avenue des Platanes,
34970 LATTES (France),
The Customer undertakes to :
- Inform and obtain the consent of each user of the processing carried out on them by AS-TECH SOLUTIONS and of their rights as described above;
- Immediately inform AS-TECH SOLUTIONS of any changes concerning a user's personal data;
- Cooperate and assist AS-TECH SOLUTIONS to comply with its obligations regarding the protection of personal data.
Force majeure
In the first instance, cases of force majeure will suspend the obligations set out in the General Terms and Conditions of Sale. In the event of force majeure lasting more than one (1) month, the said obligations will be automatically terminated. Cases of force majeure or fortuitous events are those generally accepted by jurisprudence and the law (article 1218 of the French Civil Code).
Termination - Rescission
The Parties may terminate their contractual relationship under the conditions detailed in the license or training contracts.
Law and jurisdiction
The General Terms and Conditions of Sale are governed by French law.
In the event of a dispute between AS-TECH SOLUTIONS and AS-TECH SOLUTIONS, the Montpellier Commercial Court shall have jurisdiction, unless otherwise provided by law.
