Terms of sale

This is a courtesy translation. These terms are governed by French law and the French version is the one that prevails.

1. Purpose and scope

These terms govern the sale of subscriptions to the CoteCote software by Gaël Belan, sole trader (the "Publisher") to any buyer acting in the course of its business (the "Customer"). They do not apply to consumers: by ordering, the Customer declares that it is acting on behalf of a business.

Any order constitutes unreserved acceptance of these terms, in the version in force on the date of the order. They prevail over any other document from the Customer, unless the Publisher agrees otherwise in writing.

2. Publisher

Gaël Belan, sole trader (entrepreneur individuel, EI) and publisher of the CoteCote software. Principal place of business: 227 avenue de Casselardit, 31300 Toulouse, France. Registered with the French National Register of Businesses (RNE) under SIREN 883 216 673 (SIRET 883 216 673 00029). EU VAT number: FR68883216673. Contact: contact@cote-cote.com.

3. Plans and prices

Plans, their content and their prices are described on the Pricing page. Prices are in euros, excluding tax, per user per month. The Publisher is under the French VAT-exemption scheme for small businesses: no VAT is charged, and the amount invoiced equals the price excluding tax (VAT not applicable, art. 293 B of the French General Tax Code). Should the Publisher become liable for VAT, applicable VAT will be added to the prices, and the Customer will be informed before the next invoice.

With yearly billing, the monthly price shown is the discounted plan price, and the year is invoiced at twelve times that amount, in one payment.

All the licences on one account are on the same plan.

4. Ordering

Orders are placed on the website, after creating a customer account. The Customer chooses its plan, billing period (monthly or yearly), number of seats and payment method: by card, or by invoice after accepting a quotation.

The contract is concluded when the first card payment is collected, or when the quotation is accepted online for payment by invoice.

5. Card payment

The first payment is made when ordering, with the authentication required by the Customer's bank. By validating this payment, the Customer authorises the Publisher to charge the same card at each renewal of its subscription, as well as prorated adjustments resulting from a change in the number of seats or in the plan, under the conditions of sections 7 and 8. Payments are processed by Stripe; the Publisher never has access to card details.

If a charge fails, further attempts are made and the Customer is informed. If payment remains impossible after the last attempt, access to the software is suspended until the situation is regularised.

6. Payment by invoice

The invoice is issued when the quotation is accepted, then at each renewal, and is payable within thirty days. The licence opens as soon as the quotation is accepted. If an invoice remains unpaid after its due date, access to the software is suspended, then restored as soon as payment is received.

Late payment, whatever the payment method. In accordance with article L441-10 of the French Commercial Code, any sum not paid by its due date automatically incurs, without prior reminder, late-payment interest at the rate applied by the European Central Bank to its most recent refinancing operation plus ten percentage points, and a fixed recovery fee of €40. Where the recovery costs incurred exceed this amount, the Publisher may claim additional compensation on presentation of evidence. No discount is granted for early payment.

7. Term, renewal and seats

The subscription runs for one month or one year, depending on the billing period chosen, and renews automatically for the same period until cancelled.

Each inspection workstation that activates the software takes one seat on the licence, up to 50 seats per licence. The Customer can release a seat at any time from its account.

The Customer can change the number of seats during the subscription. An addition takes effect immediately and is charged pro rata for the time left in the current period, on the next invoice. A reduction takes effect at the end of the current period: the Customer keeps the seats already paid for until then, and the next invoice is based on the new number. A reduction gives rise to no credit or refund. The amount of the next invoice is shown to the Customer before confirming the change.

8. Plan changes

An upgrade takes effect immediately, for all the licences on the account. The prorated price difference for the time left in the current period is invoiced and charged the same day; its amount is shown to the Customer before confirming.

A downgrade takes effect at the end of the period already paid for: the Customer keeps the higher plan until then, and the next invoice is at the new price, with no credit or refund. The Customer can cancel the change until it takes effect.

9. Cancellation

The Customer can cancel its subscription at any time from its account. Cancellation takes effect at the end of the current period, already paid for, which is not refunded. Until then, the software remains usable and the Customer can change its mind.

The Publisher may terminate the subscription in the event of a serious breach by the Customer, in particular persistent non-payment or use contrary to section 11, after formal notice that remains unanswered for fifteen days.

10. Free trial

A ten-day free trial, without any payment method, may be granted once per inspection workstation. It ends automatically, with no commitment or charge.

11. Licence to use

The subscription grants the Customer a personal, non-exclusive and non-transferable right to use the software, for the term of the subscription and within the seats subscribed. The licence key is reserved for the Customer's users and may not be disclosed to third parties. The Customer shall not decompile, modify or circumvent the software's licensing mechanisms.

A workstation can run without a connection for a limited time, then with an offline licence file (7, 15, 30 days), whose duration cannot exceed the remaining subscription period. At the end of the subscription, the licence expires no later than 3 days after the end of the paid period.

12. Data

Drawings and inspection records are processed locally, on the Customer's workstations: they are not sent to the Publisher. Account and billing data are processed as described in the legal notice.

13. Liability

The software is an inspection aid. The Customer remains solely responsible for its conformity decisions, its reports and the use it makes of the results. The Publisher is bound by an obligation of means. Its liability, on all grounds combined, is limited to the amount paid by the Customer in the twelve months preceding the event giving rise to it, and excludes indirect damage, in particular loss of production, revenue or data.

14. Changes to these terms

The Publisher may amend these terms. The terms applicable are those in force on the date of the order; a new version applies from the next renewal, after informing the Customer at least thirty days in advance. A Customer who refuses it may cancel before that date.

15. Assignment of the contract

The Publisher may assign the contract, together with all the rights and obligations arising from it, to any company that takes over its business, in particular a company it forms for that purpose. The Customer is informed in writing at least thirty days before the assignment takes effect. The assignment brings no change to the current terms: plan, price excluding tax, number of seats, billing period and renewal date are kept. Invoices issued from the assignment onwards are issued in the assignee's name, with the VAT applicable to its situation (section 3). The Customer may not assign the contract without the Publisher's prior written consent.

16. Governing law and disputes

These terms are governed by French law. Failing an amicable settlement, any dispute falls under the exclusive jurisdiction of the courts of Toulouse, France.