TERMS OF SALE

Acceptance of Terms of Sale and Services

These general terms of sale and services are brought to the attention of any person (entity, company, natural or legal person, customer...) hereinafter referred to as "CLIENT" before any collaboration with the company ONAPPLI (hereinafter "the SERVICE PROVIDER") with SIREN number 793220914 00014 whose registered office address is at 31600 Muret. They can be consulted by hyperlink on the website www.onappli.com and www.onexpense.com (hereinafter "the Site") in the corresponding section.

Consequently, the fact of requesting the services set up by the SERVICE PROVIDER and that this request is accepted by the SERVICE PROVIDER entails full and complete acceptance of these general terms of sale and services by the CLIENT. They prevail over any purchase condition, except express and formal derogation by the SERVICE PROVIDER.

In this case, any derogation from these general terms of sale and services must be the subject of a written contractual agreement (or written special terms of sale) for the products or services concerned, between the SERVICE PROVIDER and the CLIENT.

These general terms of sale and services are presented in French and this version is the only valid version between the SERVICE PROVIDER and the CLIENT. The SERVICE PROVIDER reserves the right to modify these general terms of sale and services at any time and without notice, in order to take into account in particular the legal, regulatory, jurisprudential or technical developments relating to its activities.

Each new version of the general terms of sale and services prevails over the previous ones and will be valid as soon as it is put online on the SERVICE PROVIDER's Site. The CLIENT is therefore invited to regularly take note of the general terms of sale and services on the Site https://www.onappli.com in the corresponding section.

PURPOSE

The SERVICE PROVIDER has an activity of IT services covering in particular the creation of websites, their referencing, the reservation of domain names, preventive and corrective IT maintenance, the development and realization of software, IT audit, as well as all training and/or IT assistance services.

Consequently, these general terms of sale and services are intended to detail the rights and obligations of the SERVICE PROVIDER and its CLIENT in the context of the sale of products or the execution of IT services as described in the preceding paragraph.

CONTRACT – CHARACTERISTICS OF SERVICES

The contract concluded between the SERVICE PROVIDER and the CLIENT (hereinafter "the Contract") is composed of the following contractual documents:

• These general terms of sale and services
• The special conditions concluded between the SERVICE PROVIDER and the CLIENT which may supplement and/or derogate from these general terms of sale and services; the special conditions may take the form of a contract, a purchase order or a quote duly accepted by the SERVICE PROVIDER and the CLIENT.

The respective obligations of each of the Parties arise from the moment the CLIENT has duly signed and returned by fax or email (scanned document) the quote, purchase order and/or contract issued by the SERVICE PROVIDER.

In the absence of a written document, the fact of requesting in any way whatsoever (by electronic mail, by telephone, orally, etc.) the services of the SERVICE PROVIDER and that this request is accepted by the latter entails full and complete acceptance of these general terms of sale and services by the CLIENT and gives rise, for each of the Parties, to the rights and obligations stipulated therein.

The SERVICE PROVIDER may decide to refuse, interrupt or modify the scope of its service, without compensation for the CLIENT, from the moment when:

The CLIENT does not present or no longer presents the necessary and specific skills for the final completion of the service, particularly in the case where the CLIENT refuses to follow the advice given by the SERVICE PROVIDER or the training provided by the SERVICE PROVIDER necessary for the final completion of the service.

The SERVICE PROVIDER is the sole contact person within the framework of the contract defined between the CLIENT and the SERVICE PROVIDER; in no case does it have the right to call upon the partners ENSILOG and EPSITA for the purposes of renegotiating the contract without going through the SERVICE PROVIDER. This reason is a suspensive clause for the benefit of the sole and unique SERVICE PROVIDER.

QUOTE - ORDER TAKING

QUOTE

For certain services, the SERVICE PROVIDER may send a quote to the CLIENT. Quotes are only valid if they are written, for a period of 20 firm days from the date of sending the document to the CLIENT, except for a derogation accepted in writing by the SERVICE PROVIDER. After the 20-day period, the SERVICE PROVIDER cannot commit to proposing to the CLIENT the products or services described in the initial quote under the same conditions as previously.

ORDER

When an order placed by a CLIENT to the SERVICE PROVIDER is formalized by the creation of a quote, this summarizes the characteristics of the SERVICE PROVIDER's offer. The order is definitively validated after final acceptance of the quote by the SERVICE PROVIDER and the CLIENT. Thus these orders are no longer subject to modification or cancellation after acceptance by the SERVICE PROVIDER of the quote signed by the CLIENT.

The payment of a deposit to the SERVICE PROVIDER by the CLIENT upon ordering, or the signature of the quote by the CLIENT is sufficient to consider the Contract formed.

SERVICE PRICE – DELAY – PENALTIES

PAYMENT CONDITIONS

Whatever the nature of the service performed by the SERVICE PROVIDER, the price specified in the quote is firm and non-revisable. The price is due by the CLIENT as soon as they have placed an order.

In case of staggered payment accepted by the SERVICE PROVIDER, the payment terms are specified in the special conditions, the quote or the purchase order accepted by the CLIENT.

The prices are those of the tariffs in force at the date of the offer. They are understood excluding tax in euros. They are subject to value added tax at the rate in force at the date of invoicing.

The conditions of the offer contained in the quote concern exclusively the services specified in the quote. All additional services not provided for in the quote will be subject to additional billing equal to the prices of said additional services.

DELAY AND DEFAULT OF PAYMENT

Any unpaid amount will be considered as a payment delay and will automatically result in the application of a late penalty equal to three times the legal interest rate in force, as well as a fixed indemnity of €40 for collection fees, in accordance with the legal provisions in force.

In case of payment default, the SERVICE PROVIDER reserves the right to suspend or cancel any service in progress and to refuse any new order. The CLIENT will then be liable for all sums due, without it being necessary to proceed with any formal notice.

WARRANTY

The warranty applies during the first year after validation of the acceptance report. The Warranty applies to malfunction due exclusively to software developed by the SERVICE PROVIDER; all third-party software or any other development cannot be attributed to the SERVICE PROVIDER.

The conditions will be established precisely at the time of deployment (versions, identification, exhaustive list of all software used and others). The SERVICE PROVIDER guarantees the operation of the application, the website, the mobile applications. If one of the components changes, then a non-regression test will be implemented as part of the support contract.

In the absence of a support contract, the software provided must respect the environment at the date of acceptance. If the sources are delivered, an APP or COPYRIGHT account will be opened (unless otherwise specified). If the sources are modified during the warranty period, this results in the nullity of the warranty.

However, the CLIENT may request a modification of the sources from the SERVICE PROVIDER. The service will be billed at the price established by contract between the two parties. If an application problem sent by the CLIENT is not the responsibility of the SERVICE PROVIDER, the client will be billed pro rata for the days spent at the daily rates specified in the contract or, failing that, at the rate in force.

Rates practiced excluding tax given as an indication, subject to change without notice

SERVICE PROVIDER RESPONSIBILITY

The repairs due by the SERVICE PROVIDER in case of failure of a service or sale that would result from a fault established against them will correspond to the sole direct, personal and certain damage related to the failure in question, to the express exclusion of any indirect damage such as, in particular, commercial prejudice, loss of orders, damage to brand image, any commercial trouble, loss of profits or Clients (for example: inappropriate disclosure of confidential information following defect or hacking of computer system, action by a third party against the CLIENT, etc.).

The warranty applies during the first year after validation of the acceptance report. The Warranty applies to malfunction due exclusively to software developed by the SERVICE PROVIDER; all third-party software or any other development cannot be attributed to the SERVICE PROVIDER.

The conditions will be established precisely at the time of deployment (versions, identification, exhaustive list of all software used and others).

In any case, the amount of damages that could be charged to the SERVICE PROVIDER, if its responsibility were engaged, will be limited to the amount of sums actually paid by the CLIENT to the SERVICE PROVIDER for the service billed to the CLIENT by the SERVICE PROVIDER or to the amount of sums corresponding to the price of the service, for the part of the service for which the responsibility of the SERVICE PROVIDER was retained. The lowest amount of these sums will be taken into consideration.

It is recalled that the SERVICE PROVIDER does not perform any specific backup of the CLIENT's data. It is therefore the responsibility of the CLIENT to take all necessary measures to backup their data in case of loss or deterioration of the data entrusted, whatever the cause, including that not expressly covered by these terms.

The CLIENT acknowledges that no provision of these terms will release them from the obligation to pay all amounts due to the SERVICE PROVIDER for the services performed.

APPLICABLE LAW - JURISDICTION

This Contract is subject to French law, to the exclusion of any other legislation.

In case of disputes between the Parties, and in order to find a solution to any dispute that would arise in the execution of these terms, the Parties agree to meet within fifteen days from receipt of a registered letter with acknowledgment of receipt, notified by one of the two Parties, or an email.

If, at the end of the fifteen-day period, no amicable solution could be found, the Parties will regain their freedom and the dispute will be submitted to the competent courts of TOULOUSE, notwithstanding plurality of defendants, incidental claims, third-party proceedings or guarantee, even for conservatory procedures, in summary proceedings or by petition.

MISCELLANEOUS

If one or more clauses of the General Terms of Sale and Services are held to be invalid or declared as such in application of a law or following a final decision of a competent court, the other clauses will retain all their force and scope.

The SERVICE PROVIDER may then replace the clause declared null and void by a clause that will be as close as possible in its content to the clause initially agreed upon, in particular to maintain the balance of the General Terms of Sale and Services. In this case, it is the new clause that will then apply in place of the old clause.

DATA PROTECTION

In the context of the execution of its services, subject of these terms, the SERVICE PROVIDER may have to collect information from third parties (clients, suppliers...). This personal data is computerized and is the subject of a declaration to the CNIL under declaration number 1703814 v 0.

In application of the Data Protection Act of January 6, 1978 as amended, the CLIENT has a right of access, rectification and opposition to data collected by the SERVICE PROVIDER. The CLIENT sends their request to the SERVICE PROVIDER by email to the following address: contact@onappli.com

ONexpense is a product belonging to ONappli, all rights reserved.
ONappli is a registered trademark.
ONexpense is a product from ONappli all rights reserved to ONappli 2014, ONexpense is a trademark of ONappli.

Legal deposit INPI: 12 3 967 960, national deposit 4179786, 4179803
Siret Number: 793220914 00014
CNIL registered: 1703814 v 0

Legal Notice ONAPPLI SAS

Address: Muret 31600
Phone: 05 34 64 37 83
CNIL: 1703814 v 0
Siret: 793220914 RCS00014
Capital: €32,000

ONAPPLI

ONappli is a registered trademark, ONexpense is a trademark of ONappli. Microsoft is a registered trademark owned by Microsoft Corporation USA.

SITE www.onexpense.com

This site is developed by ONappli company, hosted in the Azure Cloud. The terms of use of the website are linked to the services provided by Microsoft. Limitation of liability.

DOCUMENTATION

• Release Notes
• General Terms of Use
• General Terms