Terms and conditions of use

Terms beginning with a capital letter shall have the meanings given to them in this Agreement:

Client: refers to the client who necessarily has the status of a professional, who has subscribed to this Agreement.

Contract: refers to this subscription agreement for the Services, including in particular the specific terms and conditions, the general terms and conditions of use and their appendices.

Account: refers to the Client's account allowing him to access the Services offered by the Tool from his login credentials.

Tool: refers to the solution developed by FYGR and accessible in SaaS mode from the https://www.fygr.io website as well as from the https://app.fygr.io application.

User(s): refers to any person authorized by the Client to connect to the Tool using login credentials, within the framework of this subscription agreement for the Services.

Services: refers to all the services offered by the Tool as part of the subscription subscribed by the Client.

2.1 The purpose of this FYGR Subscription Agreement is to define the conditions under which the Customer subscribes to the Services on behalf of itself and its Users, for the duration of the Agreement and for the purposes of its business activities.

2.2 The Customer acknowledges that access to certain features of the Tool may vary depending on the scope of the Services subscribed to via its subscription.

2.3 Registration with FYGR implies full and unreserved acceptance by the Customer of the Agreement, to the exclusion of any other documents in the Customer's possession.

2.4 In the event of any contradiction between the provisions of the special terms of the Agreement and these general terms of use, the relevant provisions of the special terms shall prevail over the general terms of use.

2.5 The Agreement governs the entire relationship between FYGR and the Customer. No general terms and conditions of purchase shall prevail or be enforced by Customer against FYGR and no special terms and conditions communicated by Customer to FYGR shall prevail over the Agreement.

2.6 Any reservation concerning the Agreement made by Customer shall, therefore, in the absence of express acceptance by FYGR, be unenforceable against the latter, regardless of when it may have been brought to its attention.

2.7 The fact that FYGR does not at a given moment invoke any of the conditions of the Contract cannot be interpreted as a renunciation to invoke any of the said conditions at a later date.

3.1 The Customer acknowledges that he/she is a duly registered professional. As such, the Customer acknowledges that he/she does not have the status of a non-professional or consumer, as defined by the provisions in force.

3.2 The Customer who wishes to subscribe to the Services is required to:fill in the following identification information: company name, RCS registration number, corporate form, share capital, registered office address, identity of the legal representative, email address, telephone number and any other information requested by FYGR. The Customer acknowledges and accepts that the email address provided constitutes his/her login.choose a password. The Customer may change his/her password at any time. It is recommended to change the password regularly.follow the procedure that will be indicated to validate the email.follow the procedure that will be indicated to proceed to the payment of the Services through the payment provider chosen by FYGR.

3.3 The Customer declares to have filled in the information truthfully and accurately and undertakes to update the said information without delay in the event of any modification. FYGR cannot be held responsible for the non-veracity of the information transmitted and/or communicated by the Customer.

3.4 The Customer undertakes to use the Services personally, and not to allow any third party to use them in his place or for his own account, with the exception of authorized Users and subject to bearing full responsibility.

3.5 The Customer is solely responsible for the proper use of the Services and the Account by the Users of his staff in compliance with the present terms and conditions.

3.6 The Customer is also responsible for maintaining the confidentiality of his login and password and expressly acknowledges that any use of the Services from his Account will be deemed to have been made by himself. In the event that the Customer becomes aware that his account is being or has been used without his knowledge, he undertakes to notify FYGR as soon as possible.

4.1 Upon registration, FYGR offers the right to use the Tool free of charge for a period of seven (7) days. Beyond this period, the Customer is required to take out a paid subscription with FYGR.

4.2 The duration of a subscription to the Services will thus depend on the subscription period to which the Customer has subscribed. In order to avoid any interruption in the use of the Services, the Subscription will be automatically renewed for a new period of the same duration or, if otherwise agreed, for periods of 30 days.

4.3 The Customer may cancel his subscription at any time by sending an e-mail to support@fygr.io before the expiry of the subscription period. In this case, the Customer will still be able to use the Services until the subscription expires. No refund will be made if the Customer decides to terminate the subscription, as the Services will remain available until the end of the subscription period.

4.4 FYGR reserves the right, at its sole discretion, to modify the subscription price. In this case FYGR will notify Customer by email at least thirty (30) days prior to the price change. The notification will remind the Customer that if he continues to use the Services after the end of the subscription period, this will mean that he accepts the new subscription price. However, this new price will only come into effect on the automatic renewal date of the subscription. If the customer does not accept the new price, they may cancel their subscription by sending an e-mail to support@fygr.io. This cancellation must be made before the price change takes effect, otherwise the Customer will be deemed to have accepted the price change.

4.5 This Agreement may also be terminated if the Customer fails to comply with any of its essential obligations under this Agreement. In this case, FYGR may, after sending a formal notice by registered letter with acknowledgement of receipt reminding the Customer of the present clause and the obligation not fulfilled, not followed up within a period of fifteen days from the presentation of the letter, terminate the Contract and this without fulfilling any judicial formality. In the event of termination, FYGR may then temporarily or permanently interrupt all or part of the Services and consequently access to the user account.

4.6 Termination of the Agreement does not imply waiver by the Parties of any other rights and actions they may have.

5.1 Access to the Services requires payment by the Customer of the subscription price in accordance with the terms agreed between the Parties.

5.2 The Services are sold on a prepaid basis. Payment is due at the time of order and, in the case of automatic renewal of a subscription, at the beginning of the new subscription period.

5.3 Payment of the price of the Services will be made by direct debit through the payment service provider chosen by FYGR. To this end, the Customer undertakes to provide accurate and valid bank details as part of the payment procedure.

5.4 Prices are payable in euros.

5.5 The subscription price does not include any travel or specific development costs which may be invoiced in addition by FYGR to the Customer according to the terms indicated in the special conditions.

5.6 If payment for the Services is not received in full, FYGR may: delete or block the account and consequently access to the Services; automatically apply late payment interest at the rate of the interest applied by the European Central Bank to its most recent refinancing operation plus ten points. Any delay in payment will also result in the payment of a fixed indemnity for collection costs of 40 Euros. (Ccom, art. L.441-9 and L.441-10). FYGR may also claim a higher indemnity from the Customer, on justification, if the costs it has had to incur for collection exceed the amount of 40 Euros.

5.7 In the event of termination, any sums already paid will be retained by FYGR, without prejudice to any action for compensation for damages suffered.

6.1 By subscribing to this Agreement, FYGR grants to the Customer and its Users for the duration of the Agreement, a personal, non-transferable and non-exclusive license to access and use the Tool in its version existing at the date of subscription, and solely for their professional use in connection with the Services provided under this Agreement.

6.2 This License covers only the subscription subscribed to by the Customer as well as any modifications relating to corrections, adaptations or updates to the Tool during the term of the Agreement. Consequently, the addition of new functionality or new versions of the Tool are not included in the subscription and will be the subject, where applicable, of a new quotation which the Customer will be free to accept or refuse.

6.3 To be able to use the Tool, the Customer must have, at his own expense, an Internet access subscription and ensure that the configuration of his computer equipment is suitable and compatible. All costs relating to equipment and Internet connection are therefore the sole responsibility of the Customer.

6.4 The Customer is also aware of the limitations of the Internet, and that data transmission over the Internet is relatively unreliable, and that no one can guarantee that the Internet will function properly. Consequently, and with full knowledge of the characteristics of the Internet, the Customer acknowledges that he/she has been sufficiently informed of the computer conditions required to access the Services and waives FYGR's liability for the aforementioned facts.

6.5 The Customer may not decompile, disassemble, modify, use, reverse engineer, in any way whatsoever, the source code of the Tool or modify, translate, localize, adapt, rent, lease, assign, loan, create or produce derivative works, or file patents based on all or any part of the Tool.

6.6 As this License to use the Tool is neither assignable nor transferable, the Customer agrees not to make it available to any third party, with the exception of Users authorized under the terms of the Agreement.

6.7 This License does not confer on the Customer any ownership rights in the Tool. The Customer hereby refrains from doing anything that may directly or indirectly infringe FYGR's intellectual property rights in the Tool.

7.1 FYGR is the exclusive owner of the intellectual property rights to the Tool, but this does not apply to any third party software that may be included in the Tool, for which FYGR declares that it has sufficient rights.

7.2 The present contract does not confer on the Customer and Users any intellectual property rights of any kind whatsoever to the Tool, the software that makes it up and any content of any kind used on the Tool. All elements composing the Tool remain the exclusive property of FYGR, as do all corrections, updates and new versions made.

7.3 Customer and Users agree not to commit any act that could affect the intellectual property rights of FYGR on the Tool and the elements composing it, whether by reproduction, representation or by adaptation, modification, transformation. Any use and/or access not authorized by FYGR under the terms of this Agreement and/or not complying with the provisions of the Intellectual Property Code is unlawful and would constitute the offence of counterfeiting in accordance with the provisions of article L.335-3 of the Intellectual Property Code.

7.4 FYGR also remains the sole owner of the rights to its names, brands, logos, signs and designs and none of the stipulations in the Agreement will be interpreted as characterizing a transfer or assignment of rights to the benefit of the other Party. The Customer and the Users undertake to respect FYGR's property rights on its distinctive signs, and in particular, to refrain from creating any analogy and/or confusion in the public mind for any purpose whatsoever and by any means whatsoever.

8.1 Customer authorizes FYGR to use, in particular by quotation and/or reproduction, its distinctive signs, as a commercial reference and/or for the proper execution of the present contract, in particular in its commercial or advertising documents and on its website, in any form whatsoever, for the duration of the present contract and three (3) years following the expiration of the contract.

8.2 Any use by Customer of FYGR's distinctive signs must be authorized in advance by FYGR.

9.1 Le Client utilisera les Services sous sa seule direction, son seul contrôle et sa seule responsabilité.

9.2 Sans préjudice des autres obligations prévues aux présentes, le Client s’engage à respecter les obligations qui suivent :
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- le Client s’engage, dans son utilisation des Services, à respecter les lois et règlements en vigueur et à ne pas porter atteinte aux droits de tiers ou à l’ordre public ;

- le Client reconnaît avoir pris connaissance des caractéristiques et contraintes, notamment techniques, de l’outil et des Services ;

- le Client s’engage à fournir à FYGR tous les éléments, données et informations nécessaires à la bonne exécution des Services. Plus généralement le Client s’engage à coopérer activement avec FYGR en vue de la bonne exécution des présentes et à l’informer de toutes difficultés liées à cette exécution.

9.3 Il est strictement interdit au Client d’utiliser les Services aux fins suivantes, sans que cette liste soit exhaustive :

- l’exercice d’activités illégales, frauduleuses ou portant atteinte aux droits ou à la sécurité des tiers ;

- l’atteinte à l’ordre public ou la violation des lois et règlements en vigueur ;

- l’intrusion dans le système informatique d’un tiers ou toute activité de nature à nuire, contrôler, interférer, ou intercepter tout ou partie du système informatique d’un tiers, en violer l’intégrité ou la sécurité ; l’aide ou l’incitation, sous quelque forme et de quelque manière que ce soit, à un ou plusieurs des actes et activités décrits ci-dessus;<:li>

- et plus généralement toute pratique détournant les Services à des fins autres que celles pour lesquelles ils ont été conçus.

9.4 S’il apparait que le Client a transgressé ou est susceptible de transgresser les dispositions du Contrat, FYGR pourra, à tout moment et sans limitation de toute autre action, suspendre ou résilier le compte défaillant et/ou utiliser tous moyens en vue d’obtenir l’exécution forcée des dispositions du Contrat.

10.1 FYGR undertakes to perform its obligations with all due care in its profession and to comply with the rules of the trade in force. FYGR's responsibility is exclusively limited to the provision of the Services as described herein, to the exclusion of any other services.

10.2 The Customer is solely responsible for the use it makes of the Services. In this respect, it is understood between the Parties that the cash flow forecasts provided in connection with the use of the Services are given for information purposes only, on the basis of the information provided by the Customer. It is the Customer's responsibility to adjust these cash flow forecasts according to its own activity and knowledge.

10.3 FYGR will be liable according to the rules of common law, for all direct damages caused to the Customer within the framework of the Contract and duly proven, to the exclusion of indirect damages. Accordingly, FYGR shall not be liable for any damages resulting from :

- non-performance or improper performance by the Customer of its obligations under this Subscription Agreement; improper use of the Services by the Customer;

- a malfunction of the Service which (i) is caused by modifications made to the Service and/or the equipment running on it, by the Customer or any unauthorized third party; or (ii) is the result of a refusal by the Customer to implement corrections, revisions and/or updates and/or workarounds to the Services in order to stop the malfunction or prevent it from occurring. In such cases, FYGR shall in no event be liable for:

- the results of its use;
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- damage caused to goods distinct from the Service;

- the suitability of the Service for the Customer's needs (which is indeed the Customer's responsibility);
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- loss or damage to information, files or databases or any other item for which the Customer hereby undertakes to ensure backup; any virus contamination of the Customer's files and any damaging consequences of such contamination.

10.4 FYGR will not be liable for unforeseeable damages, nor for indirect and/or immaterial damages such as loss of profit, financial loss, commercial loss, loss of customers, loss of orders, resulting from the use of the Service.

10.5 In any case, FYGR and the Customer agree that the compensation of the damage which would have been undergone by the Customer and its Users because of a fault attributable to FYGR and duly proven, will be limited to the amount of the current subscription subscribed by the Customer.

The Parties shall not be held liable or in breach of their contractual obligations where failure to perform their respective obligations is due to force majeure as defined by the case law of the French courts. The contract between the parties is suspended until the causes of force majeure have ceased to exist. Force majeure takes into account irresistible facts or circumstances, external to the parties, unforeseeable and independent of the parties' will, despite all reasonably possible efforts to prevent them. The Party affected by an event of force majeure will notify the other Party within five (5) working days of becoming aware of it. The two Parties will then agree on the conditions under which performance of the Contract will continue.

FYGR provides remote assistance by telephone to assist Users in using the Tool between 9am and 6pm Monday to Friday on the following number: +33 (0)1 76 50 33 88