GENERAL CONDITIONS OF SALE
(Attached to commercial proposals) Version 25/02/2021
PREAMBLE The "General Terms and Conditions of Sale" (hereinafter referred to as "GTC") refer to the present provisions as well as the preamble. They define the terms of access to the products and functionalities offered by Skopai on the "PLATFORM" www.skopai.com.
Skopai is a tool that uses artificial intelligence to massively search and analyze textual information available on the web about innovative start-ups and SMEs, worldwide and in all sectors.
It is understood that these GTCs transmitted to the "CUSTOMER" as an appendix to the Commercial Proposals complete the latter, have the same legal and commercial value and are accepted by the "CUSTOMER" upon signature of the said Commercial Proposals or Contract.
The commercial proposals sent by Skopai and signed by the "CLIENT", the "Contracts" as well as the "Purchase Orders" drawn up on the basis of the aforementioned commercial proposals constitute and contain the Special Conditions of Sale, which, in the event of contradiction with the GTC, shall prevail over the latter for the clauses concerned.
Except as otherwise provided in the commercial proposals, these GTC shall apply to Skopai's commercial relationship with the "CLIENT".
DEFINITIONS:
CUSTOMER: means any person, legal or natural, who wishes to have access via the PLATFORM to data on technological start-ups in the context of his activity via the subscription to Skopai subscriptions.
User Account: means a natural person who has a personal account with a name that gives him/her access to the PLATFORM. Subscriber User: refers to the user who has access to his User Account and to products from the Skopai catalog according to a subscription defined by the special sales conditions.
Non-subscriber User: means the user who has access to his User Account and to the content freely available online on the "PLATFORM". Organization: means a public or private legal entity (hereinafter "Organization") with a subscription to which User Accounts are attached and managed by this entity.
Role of users in the Organization :
Principal: This refers to the user with management or administrative rights for the Organization.
Buyer: Often associated with the principal, it designates the user who has the rights to purchase new products in the Skopai catalog for the Organization.
PLATFORM: means the digital PLATFORM developed by Skopai.
Intellectual Property Rights: means all copyrights, patents and patent applications, trademarks and trademark applications, designs, database rights, domain names, know-how, company and trade names, trade secrets and confidential information, whether registered or unregistered, on any creations, or any equivalent form of protection in force throughout the world.
Skopai Landscape Data: means start-up data that combines elements of the identity card with elements of standardized and more detailed description of the business based on elements identified by Skopai's algorithms and generally means start-up data based on elements identified by Skopai's algorithms and data presented on the platform.
SECTION 1. DESCRIPTION OF ACCESS TO THE "PLATFORM" 1.1 Accounts opened for the "CLIENT
Skopai grants the "CUSTOMER" a right of access to the "PLATFORM" via the opening or extension of a user account and paid content for a subscription period defined in the Special Conditions of Sale (signed Commercial Proposal/Contract/Order Form).
Access to the user account is associated with a user ID and password specific to the "CLIENT". The "CUSTOMER" will have to provide the first and last name, email, job title and phone number of the account holder. These IDs and passwords are personal and must not be transmitted or shared under any circumstances.
In the case of an "Organization", additional accounts may be opened or extended, in accordance with the special terms of sale, at the request of the "CLIENT" with the "Primary" role, who must provide the full name, email, position and telephone number of each person holding a secondary account.
In the event that the "CLIENT" acquires "Skopai Credits", he/she shall retain his/her access to the "PLATFORM" as previously defined in the context of his/her subscription, according to the same terms.
1.1.1.
Opening additional accounts
In the event that the "CUSTOMER", exclusively the Organization, would like to obtain the opening of additional accounts, in addition to its access rights defined at the time of its subscription, it may order them in accordance with the terms of sale (see 6.7. Additional accounts).
1.2. Acceptance of the General Terms and Conditions of Use It is understood that the "CUSTOMER" accepts the General Terms and Conditions of Use of the "PLATFORM", attached to this commercial proposal and/or posted online on the "PLATFORM".
Skopai | Bâtiment Imag, 700 Avenue Centrale Domaine Universitaire | 38400 SAINT-MARTIN D'HERES | contact@Skopai.com| 0457421632 ARTICLE 2. ACCESS TO THE PRODUCTS OF THE " PLATFORM " Subscription to the " PLATFORM " gives access to the following products
2.1. SUBSCRIPTIONS It should be noted that the data accessible on the "PLATFORM" and all the works resulting from these data are exclusively subject to the discretion of the user who has full personal use of them.
SKOPAI MADE-TO-MEASURE :
Skopai's CUSTOMIZED offers allow the "CUSTOMER" to have access to Skopai's products through customized requests for the products published in the catalogs. The "CUSTOMER" has the possibility to describe its specific needs and obtain a particularly composed offer, constructed and defined in the Special Conditions of Sale (the Commercial Proposal).
Skopai undertakes to use all available means to deliver the "CLIENT's" order within the time period defined in the commercial proposal, and failing that, within the regular delivery time period provided for in these General Conditions of Sale.
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2.2. DELIVERY TIME Except as otherwise specifically provided, Skopai products requested or ordered by the "CUSTOMER" will be available in the CUSTOMER's account within a maximum of 10 days from the time of the request.
ARTICLE 3: SUBSCRIPTION AND TACTICAL RECONDUCTION The "CUSTOMIZED" offer is only available in annual subscription. In this case, the " CUSTOMER " commits himself for a minimum period of 12 months, without trial period.
After the minimum twelve (12) month commitment, the subscription continues and is renewed on its anniversary date by tacit renewal for a further twelve months, provided that the "CLIENT" notifies Skopai at least one (1) month prior to its expiry date of its wish to terminate it.
However, and when specified in the contract, the subscription can be reduced to a duration of less than 12 months.
ARTICLE 4. TERMINATION OF SUBSCRIPTION 4.1. Termination of the subscription
The subscription to one of the above-mentioned offers can be terminated by strictly respecting the minimum commitment period as the case may be.
The request for cancellation of the subscription can be made directly to Skopai by e-mail or by sending a letter with acknowledgement of receipt during the month preceding the effective date of termination for the monthly subscription and at least one (1) month before its expiration for the annual subscription. This cancellation does not give rise to the reimbursement of amounts already paid or due. Thus, upon receipt of the cancellation request, Skopai terminates the billing corresponding to the type of subscription.
However, the non-subscriber user continues to have access to the Service and receives the content placed on the "PLATFORM" free of charge.
ARTICLE 5 STATUS AND USE OF DATA It is understood that:
- The data on the www.Skopai.com PLATFORM to which "CUSTOMER" has access remains the property of Skopai.
- The "CLIENT" undertakes not to communicate to a third party, without Skopai's authorization, the data to which it has access.
- The use of the data, to which the subscription gives access, by the "CLIENT", in particular with regard to decisions concerning the technological start-ups concerned, is the sole responsibility of the "CLIENT", and Skopai cannot be held liable in any way.
- The "CLIENT" shall not be liable to Skopai for the use of the data to which it has access, which data shall be used merely to support its own decisions.
ARTICLES 6. PRICE CONDITIONS The price offered depends on the conditions of the customized offer described in the contract. The annual subscription fees are to be paid to Skopai, according to the following schedule:
Payment in full: 100% upon acceptance of the commercial proposal or upon receipt of a Purchase Order against an invoice issued by Skopai and sent to the "CLIENT".
6.1. Additional services
6.1.1 Additional accounts :
- Lot of five (5) additional accounts for an amount of 2 000 (two thousand) € HT.
- A landscape credit allows access to a maximum of 200 companies. In case of exceeding the maximum, an additional credit will have to be used.
- Global Payment: 100% upon acceptance of the commercial proposal or receipt of a Purchase Order against invoice issued by Skopai and addressed to the "CLIENT".
Skopai | Bâtiment Imag, 700 Avenue Centrale Domaine Universitaire | 38400 SAINT-MARTIN D'HERES | contact@Skopai.com| 0457421632 6.1.2 Additional Landscape Acquisition Fee
- An additional "LANDSCAPE" will cost an amount of 2.000 (two thousand) € HT.
- Total payment: 100% upon acceptance of the commercial proposal or upon receipt of a purchase order against invoice issued by Skopai and addressed to the "CLIENT".
6.1.3 ITD Acquisition Fee - Additional Depp Tech Insight
- An additional "DTI" will cost an amount of 1.500 (one thousand five hundred) € HT.
- Total payment: 100% upon acceptance of the commercial proposal or upon receipt of a purchase order against invoice issued by Skopai and addressed to the "CLIENT".
ARTICLES 7. PENALTIES FOR LATE PAYMENT
In the event of late payment on the due date, default interest at the annual rate of twelve percent (12%) on the unpaid amount shall be due by operation of law, as well as a fixed compensation of forty euros (€40).
This article does not apply to public purchasers for whom there are specific rules, in particular with regard to payment periods, payment procedures and default interest in the event of late payment.
ARTICLES 8. CONFIDENTIALITY
It is understood that the "CLIENT" undertakes not to communicate to a third party, without Skopai's authorization, any element relating to the "PLATFORM" (methodology, ergonomics, design, infrastructure, pricing conditions, etc.) for a period of five (5) years after the expiration of its subscription.
It is understood that Skopai agrees to keep strictly confidential the fact that the "CLIENT" is directly or indirectly interested in the technology start-ups that it has requested to be included in its portfolio.
ARTICLE 9. APPLICABLE LAW
The present provisions are subject to French law. They present the general conditions of sale which can be modified at any time by Skopai or its agent.
The general conditions applicable to the "CUSTOMER" are those in force on the day of his order or on the date of the commercial proposal of reference.
Except for provisions of public order, all disputes that may arise in the context of the execution of these general conditions may be submitted to Skopai for amicable settlement prior to any legal action. It is expressly recalled that requests for amicable settlement do not suspend the time limits for taking legal action. In the event of failure to reach an amicable settlement, the courts having jurisdiction to hear disputes relating to these terms and conditions of sale are those of the Court of Appeal of Grenoble.
This provision does not apply to public purchasers for whom there are specific procedural rules, in particular for the resolution of disputes with their suppliers.
If one of the clauses of the present General Terms and Conditions of Sale should be null and void due to a change in legislation, regulations or a court decision, this shall in no way affect the validity and respect of the present General Terms and Conditions of Sale.