General Terms and Conditions of Sale
The present general conditions are written in French in their original version, which alone is authentic and prevails over any other version translated into a foreign language.
The present general conditions apply in their entirety to all software licenses published by the company ARTEFACTO, hereafter referred to as "Software(s)", as granted by the latter, by means of a subscription contract, including provisionally for trial purposes, with professional customers, hereafter referred to as "Subscribers", from its website at http://www.urbasee.com.
They constitute the essential and determining conditions thereof and prevail over any general terms and conditions and any other documents issued by the Subscriber, regardless of their terms. Also, any order of a subscription to a Software addressed to the ARTEFACTO company implies the acceptance without reserve of the ARTEFACTO company's prices and of the present general terms and conditions.
The fact that ARTEFACTO does not avail itself at any time of a prerogative recognized by the present general terms and conditions cannot be interpreted as a waiver by the latter to avail itself of the corresponding prerogative at a later date.
Each of the stipulations of these general terms and conditions shall apply to the fullest extent permitted by law and the nullity in whole or in part of a clause would have no influence on the rest of that clause and the general terms and conditions as a whole.
APPLICABLE LAW - JURISDICTION
Any question relating to these General Terms and Conditions, as well as to the orders and subscription contracts they govern, will be governed by French law.
In the event of a dispute, any dispute relating to these General Terms and Conditions, as well as to the orders and subscription contracts they govern, will be the sole jurisdiction of the Commercial Court of the jurisdiction of the registered office of the company ARTEFACTO (France), even in the event of summary proceedings, appeal in warranty, incidental claims or multiple defendants.
However, in the event of a dispute with a Subscriber who is not a citizen of the European Union, the dispute may also be settled, at the request of ARTEFACTO, by arbitration before an Arbitration Tribunal composed of three arbitrators, each of the parties appointing one arbitrator, the third arbitrator being appointed between the two previous arbitrators, or failing such an agreement, by the President of the Commercial Court of the jurisdiction of the registered office of ARTEFACTO (France). The arbitration shall take place in Paris, in the French language and shall be judged in accordance with French law. The arbitral award will be rendered as a last resort.
Any order of a subscription implies the opening of a customer account on its website http://www.urbasee.com.
Once his or her registration has been validated, the Subscriber has access to a personal account which consists of a series of personalised web pages allowing him or her to access the online subscription services of the Site http://www.urbasee.com.L. The login and password assigned to Subscribers are personal and confidential. Therefore, Subscribers undertake not to communicate them to third parties. In any event, Subscribers shall be solely responsible for the use of their identifier and password, as well as for any actions that may be carried out under their account and/or with their password.
Each Subscriber must immediately inform the ARTEFACTO company of any unauthorized use of his login and/or password. Subscribers must in particular ensure that they do not communicate their codes to third parties or unauthorised members of their staff and must ensure the security of their communications and the storage of their data so as to avoid any hacking or distribution of their user codes to any unauthorised person. In case of loss of their login and/or password, Subscribers must request a new one from ARTEFACTO.
The website http://www.urbasee.com and its services are reserved for professional customers only and are accessible 24 hours a day and 7 days a week, subject to suspensions due in particular to breakdowns or failures or paralysis of the network, system and/or means of communication, as well as maintenance and corrections required for the updating and proper functioning of the Site.
Each Subscriber is personally responsible for setting up the computer and telecommunications resources allowing access to the Site http://www.urbasee.com. The Subscriber is responsible for the telecommunication costs incurred when accessing the Internet and using the said site.
SOFTWARE FEATURES - AVAILABILITY
The Subscriber may, prior to taking out a subscription contract, read, on the Site www.urbasee.com, the essential characteristics of the Software(s) to which he or she wishes to subscribe.
The photographs, graphics and descriptions of the Software offered are only indicative and do not commit the company ARTEFACTO.
The Subscriber, having read the Software and its characteristics, chooses, under his sole responsibility and according to his needs as determined by him before any order, the Software for which he takes out a subscription.
All subscriptions to the Software are taken out directly online at http://www.urbasee.com.
The order of the Subscription is then materialized by the complete realization of the planned ordering process, i.e. :
o Selection of the desired product(s);
o Click on "Place the order";
o Creation of a customer account (information on the forms "Your identity", "Billing address", "Information", and acceptance of these general terms and conditions of sale);
o Validation of the e-mail address provided;
o Verification of the order and click on "Secure payment";
o Online payment via our service provider "Ogone";
o Return to the site with messages confirming payment and the installation of the products ordered.
Any online order of a subscription will only become final after ARTEFACTO has sent the Subscriber an email confirming the order and after the Subscriber has received the price. ARTEFACTO recommends to the Subscriber to keep this information on a paper or electronic document.
The Subscriber's act of payment constitutes an electronic signature which has, between the Parties, the same value as a handwritten signature.
The company ARTEFACTO will always reserve the right to cancel an order, even after receipt of the confirmation e-mail, in case of failure to confirm bank confirmation of the actual payment of the sum claimed. The benefit of a subscription contract is personal to the Subscriber and cannot be transferred without the agreement of ARTEFACTO. ARTEFACTO reserves the right to refuse any order from a Subscriber with whom there is a dispute over payment of a previous order.
Unless otherwise specifically stipulated, subscription contracts are concluded for a fixed term of one year (12 months) starting from the date on which the Software is made available.
ARTEFACTO may also make its Software available for free trial for a period of 30 days. In such a case, the Software will be made available free of charge and will be governed by the present General Terms and Conditions.
SOFTWARE AVAILABILITY MODALITIES
The Software is made available to Subscribers on the Site http://www.urbasee.com from which Subscribers may use the said Software.
To be able to use the Software, the Subscriber must have, at its own expense, an Internet access subscription and ensure that the configuration of its computer hardware is suitable and compatible. The Subscriber must also download the application from the Apple Store or the Androïd Market to view his projects on his tablet or smartphone.
9.2. Scope of services:
For any subscription to a Software, the services of the company ARTEFACTO include, under the conditions described by these general terms and conditions: the rights to use the Software as well as updates of the Software, hosting, backups, confidentiality of the subscriber-user's data, the application downloadable from the Apple Store and Androïd Market.
The company ARTEFACTO undertakes to proceed or to have proceeded to the hosting of its platform and the user space dedicated to the Subscriber.
The ARTEFACTO company undertakes to set up effective controls to verify, with reasonable assurance:
- that the Subscriber will be able to access and use the Software concerned under normal conditions and identical to those set out in these general conditions;
- the correct processing of the data entrusted to it without risk of omissions, alterations, deformations or any other form of anomaly likelyb to harm the integrity of the results from the applications.
ARTEFACTO is also committed to implementing effective protection controls to prevent, with reasonable assurance, any unauthorized physical and electronic access to the operating system and its applications, as well as to the confidential information of Subscribers.
The Subscriber agrees that the current Internet transmission protocols do not allow for a certain and continuous assurance of the proper reception of messages, the integrity of the documents transmitted or the identity of the sender. Therefore, ARTEFACTO cannot be held liable in the event of poor transmission due to a failure or malfunction of these transmission networks.
ARTEFACTO cannot be held liable in the following cases:
1. in the event of an interruption for scheduled maintenance not exceeding 24 hours and for which the Subscriber has been notified in advance;
2. in the event of an interruption for scheduled maintenance not exceeding 24 hours and for which the Subscriber has been notified in advance. in the event of interruptions or operating difficulties beyond the control of ARTEFACTO or its subcontractors, in particular in the event of interruption of electricity or telecommunications services, technical breakdowns caused by malicious acts (attack by "Hackers"
) ..... The Subscriber refrains from any intrusion activity or attempted intrusion from the server.
ARTEFACTO provides 3D visualization software. The Subscriber will be responsible for the backup of the data he has loaded on the Urbasee platform.
EXTENT OF THE RIGHTS OF USE GRANTED
10.1. For each Software subscription contract, ARTEFACTO grants the Subscriber the non-exclusive, non-transferable and personal right to use the Software ordered, as well as its documentation, this:
- for the sole personal and internal needs of the Subscriber;
- for their sole geographical sites of operation covered by the special conditions;
- for a single user;
- for the equipment and for the configuration described by the user manual of the corresponding Software;
- and for the duration specified by the corresponding subscription contract.
Thus, the use of the Software is reserved exclusively for Subscribers who have subscribed directly to a corresponding subscription contract with the company ARTEFACTO.
10.2. In general and unless otherwise agreed in writing by ARTEFACTO, the Subscriber agrees not to use any type of use not expressly authorized by these Terms and Conditions, and in particular :
- to make a backup copy;
- to correct or have corrected by a third party any errors and/or bugs in the Software;
- to grant the loan or any provision whatsoever of the Software and/or its Documentation by any means whatsoever;
- to distribute or market the Software, whether for a fee or free of charge, or to use it for training purposes for third parties;
- to decompile the Software, even for the purpose of interoperability;
- to translate, adapt, arrange, modify the Software, in particular with a view to creating functionalities, derived or new from a derivative or new software;
- to make searches using the Software for the purpose of creating a derivative or competing work.
10.3. The Subscriber undertakes to allow the representatives or any other agent of the company ARTEFACTO to ensure the use of the Software in accordance with the clausesb and terms of these General Terms and Conditions and the special conditions.
10.4. Generally speaking, in the event of non-performance by a Subscriber of any of his obligations under these General Terms and Conditions of any other specific contractual stipulation for which he is responsible, his corresponding rights of use may be immediately and automatically suspended and/or terminated by simple notice.
The present General Conditions and the user licenses that they govern do not confer to Subscribers any title or property right on the Software and its Documentation, which remain the exclusive property of ARTEFACTO regardless of the form, language, program support or language used.
Consequently, Subscribers refrain from any act that may infringe this property right.
The Subscriber expressly refrains in particular from transferring, exchanging, lending or otherwise granting to a third party, even free of charge, any right of use granted by ARTEFACTO.
The subscriber furthermore undertakes to take all necessary measures, in particular security measures, with regard to its staff and any third party on its sites to ensure that ARTEFACTO's right of ownership of its Software is respected.
Subscription contracts for ARTEFACTO software are invoiced according to the price list in force at the date of the corresponding order.
PAYMENT - TERMS AND CONDITIONS
Each subscription to the Software is payable by secure electronic payment by credit card via the OGONE system, the online collection of the Subscriber's credit card details (credit card number, expiry date, visual cryptogram) being intended to carry out the transaction and the payment.
The bank details entered are then encrypted using the SSL (Secure Socket Layer) protocol and protected by a security system designed to prevent unauthorised third parties from intercepting, accessing, distorting or diverting this data for their benefit.
By communicating his bank details, the Subscriber accepts in advance and unconditionally that the company ARTEFACTO proceeds with the secure transaction. The Subscriber therefore authorises his bank in advance to debit his account in view of the recordings or statements transmitted by ARTEFACTO, even in the absence of invoices signed by the cardholder.
The ARTEFACTO company reserves the right to cancel any order in case of refusal of authorization of payment by credit card by the officially accredited organizations or in case of non payment.
The settlement is deemed to have taken place when the funds are made available to ARTEFACTO, i.e. on the day the amount is credited to one of the latter's accounts.
14.1. The Software offered by ARTEFACTO complies with the French legislation in force. Also, in the event of use of the ARTEFACTO Software outside French territory, it is the Subscriber's responsibility to ensure beforehand that the corresponding Software does not contravene local standards.
14.2. As the Software is of standard design and created to satisfy the greatest number of users, ARTEFACTO cannot guarantee that it meets the specific needs of Subscribers. However, ARTEFACTO guarantees the conformity of the Software and its Documentation.
14.3. The ARTEFACTO company does not grant any contractual guarantee of good functioning of the Software.
15.1. The ARTEFACTO company undertakes to carry out its obligations with all the care customary in its profession and to comply with the rules of art in force. However, it is expressly specified that the ARTEFACTO company will only be bound by an obligation of means and not by an obligation of result.
15.2 In any event, Subscribers shall use the Software under their sole direction, control and responsibility. Subscribers are responsible for making regular backups of all data processed directly or indirectly for the Software under their responsibility and under their direction. The ARTEFACTO company cannot be held responsible for any contamination by any virus of the Subscribers' files and for the possible damaging consequences of this contamination.
15.3. The company ARTEFACTO cannot be held responsible for damages resulting from:
- a non-performance or poor performance by the Subscriber of the obligations under these General Conditions and the special conditions;
- poor use of the Software by the Subscriber;
- a malfunction of the Software which:
o is caused by modifications made to the Software and/or to the software and/or hardware operating with the Software, by the Subscriber or any third party not authorised by the company ARTEFACTO;
o is not attributable to the Software.
15.4. The ARTEFACTO company cannot be held responsible:
- the economic performance of the Software and the results of its use;
- the damage caused to goods distinct from the Software;
- the malfunctioning of the elements that the author of the Software did not design and the materials, whatever the consequences or the delays of immobilization of the Software;
- the suitability of the Software for the Subscriber's needs (which is indeed at the Subscriber's discretion);
- loss of or damage to information, files or databases or any other element that the Subscriber hereby undertakes to back up;
- any contamination by a virus of the Subscriber's files and the possible harmful consequences of such contamination.
15.5. It is the Subscribers' responsibility to carry out, under their own responsibility, all regular and customary backups of all data processed directly or indirectly for the Software.
15.6. ARTEFACTO will not be liable for unforeseeable damage, nor for indirect and/or immaterial damage such as, in particular, loss of profit, financial loss, commercial loss, loss of customers, loss of orders, resulting from the use of the Software.
15.7. ARTEFACTO cannot be held liable in case of force majeure as defined in article 16 below.
Are considered as force majeure with regard to the obligations of the ARTEFACTO company, the events beyond its control and that it cannot reasonably be required to foresee, insofar as their occurrence makes the execution of its obligations more difficult or more expensive. This will also be the case in all circumstances, even if they do not fall within the aforementioned definition, in particular cases of war, explosions, acts of vandalism, riots, popular movements, acts of terrorism, machinery breakdown, fires, storms, water damage, total or partial strikes, lock-outs, acts of government, shortages of raw materials, suppression, blockage of means of transport and supply of telecommunication networks, import or export restrictions, changes in the regulations applicable to these general terms and conditions or to the Software, blockages of computer networks (including the switched networks of telecommunications operators), failures of the public electricity distribution network, loss of Internet connectivity, which may prevent or hinder the execution of any order.
INFORMATION TECHNOLOGY AND FREEDOM
The information collected by ARTEFACTO when the Subscriber places an order is necessary for ARTEFACTO and its commercial partners to manage the order.
In accordance with the French Data Protection Act of 6 January 1978, it is recalled that each Subscriber has the right to access, oppose, correct, modify and delete any personal data concerning him/her.
Subscribers may at any time exercise this right by contacting ARTEFACTO by :
- email via the contact form Urbasee
- or by registered letter with acknowledgment of receipt to the following address: Artefacto, 2 route de Gacet, 35830 Betton
Through the ARTEFACTO company, the Subscriber may receive commercial proposals from other organizations or companies, or be informed of offers from the ARTEFACTO company. If the Subscriber does not wish to receive these proposals, he or she may inform ARTEFACTO by e-mail via the Urbasee contact form.