General terms and conditions of use for software solutions and associated services supplied by SCANLITT
Online sales
IMPORTANT: SCANLITT S.A.S. PROVIDES ACCESS TO ITS SOFTWARE SOLUTIONS AND SERVICES, SUBJECT TO YOUR AGREEMENT TO BE BOUND BY THE GENERAL TERMS AND CONDITIONS BELOW, WHICH YOU ACKNOWLEDGE HAVING READ, UNDERSTOOD, AND ACCEPTED.
SCANLITT is a simplified joint-stock company with a share capital of €151,106.00, registered in the Trade and Companies Register of GRASSE under number 918 612 276, with its headquarters located at Business Pôle 1 – 1047, Route des Dolines – 25 Allée Pierre Ziller – 06560 VALBONNE – FRANCE, represented by Ms. Isabella CHEMLA, spouse WALSH, acting President (hereinafter referred to as the "Company").
These General Terms and Conditions of Use (hereinafter defined), along with the documents they reference, govern the terms under which the Services (as defined below) are provided by the Company.
ARTICLE 1 - Definitions
The terms starting with a capital letter, used in the singular or plural in these General Terms and Conditions of Use, shall always have the definitions provided below:
- "Subscription" means the agreement under which the Company authorizes the Client to use the Software in exchange for payment.
- "CGUS" refers to these General Terms and Conditions of Use applicable to any provision of Services by the Company.
- "Client" means any natural person with the legal capacity to enter into a contract, acting within the scope of their personal activities and wishing to benefit from one or more Service(s). The Client is considered a consumer as defined by Article Liminative 1° of the Consumer Code.
- "Order" means the Client's firm and definitive request to benefit from Training after verifying its compliance and accepting the Special Conditions, as well as the terms of the Agreement.
- "Special Conditions" refer to, depending on the type of Service subscribed to, the following:
(i) the specific conditions applicable to the Subscription, including the type of software, price, duration, subscription terms, and the type of bibliographic metadata used; or
(ii) the specific conditions applicable to Training, including the type of training, price, and the terms applicable to the delivery of the selected Training.
The Special Conditions are issued by the Company in the form of complete information available on the Website and validated by the Client during their Subscription or online Order. - "Agreement" refers to all the following contractual documents binding the Parties, in descending order of priority:
(i) the Special Conditions;
(ii) these CGUS and their annexes; and
(iii) the Documentation. - "Documentation" means the standard documentation for the Software, written in French and/or English, describing the usage guidelines, features, and technical specifications of the Software. The Documentation is available online on the Company's website (www.scanlitt.com) via the following links: https://inscription.scanlitt.com/manuel_utilisateur/artirev_web_fr/ in French and https://inscription.scanlitt.com/manuel_utilisateur/artirev_web_en/ in English.
- "Training" means all online or in-person training provided by the Company.
- "Software" refers to the "ARTIREV" software operating in SaaS mode. The Software assists with scientific research and provides the Client with an interface compatible with the metadata of a bibliographic database, as specified in the Special Conditions. The Software is marketed by the Company under a Subscription model. The terms of use for the Software are described in Article 6 of these CGUS.
- "Parties" refers to the Company and/or the Client individually or collectively.
- "Privacy Policy" means the Company's policy for managing the Client's personal data, which is part of a separate document that forms an integral part of the contractual documents applicable between the Parties. The Privacy Policy is reproduced in Annex 2 of these CGUS.
- "Services" refers to all services provided by the Company, including the Subscription and Training. The Services also include any free trial of the Software.
- "Website" refers to SCANLITT's website, accessible at the following URL: https://www.scanlitt.com/.
- "Company" refers to SCANLITT, as identified in the details provided above.
- "Subscription" refers to the Client's subscription to the Software after verifying its compliance and accepting the Special Conditions and, more generally, the terms of the Agreement.
ARTICLE 2 - Scope and Enforceability
These CGUS are systematically subject to the Client's acceptance through a checkbox system implemented on the Website prior to any Training Order, any free Software trial, or any Subscription.
Acceptance of the CGUS on the Website formalizes the Subscription, the activation of any free trial, or the Client's Training Order, thereby constituting full and complete acceptance of the CGUS and, more broadly, the Agreement.
The Company reserves the right to modify the CGUS at any time. The applicable version of the CGUS is the latest version updated prior to the date of the Subscription or the date of the Client's Order.
ARTICLE 3 - Ordering Training
To order one or more Training sessions, the Client must pay the price indicated in the Special Conditions available at the time of their Order on the Website.
When ordering on the Website, the Client can fill their virtual cart by selecting the desired Training session(s) and completing the order form.
The Client is then required to click on the Order validation button provided for this purpose and provide the required information.
Before clicking the button to finalize their Order, the Client has the opportunity to review the details of the Order and return to previous pages to correct any errors or modify the Order if necessary.
In compliance with the double-click process, the final validation of the Order on the Website occurs when the Client accepts these CGUS by checking the box provided for this purpose and confirms their Order.
Upon receipt of the corresponding payment on the Website, the Client’s Order is validated, signifying acceptance of all the provisions of these CGUS and serving as proof of the Agreement concluded between the Parties.
Unless otherwise specified, all Orders are firm and final.
The acknowledgment and acceptance of the Order are confirmed by the Company via an email sent to the Client.
ARTICLE 4 - Subscription
4.1. Technical Prerequisites
The Software operates with metadata databases essential for its proper functioning. These databases can be:
- Company Metadata Databases (API key): If applicable, and unless otherwise stated, API access to these metadata databases is included in the Subscription price.
- External Metadata Databases: If applicable, the Company must first validate the compatibility of the Software with these external metadata databases. Upon validation, the Client is required to manually upload the metadata into the Software. Instructions for this process are provided in the Documentation.
To fully utilize the Software's functionalities, the Client must also have a high-speed internet connection, for which the Company cannot be held responsible for any malfunctions.
4.2. Subscription Procedure
To subscribe to the Software, the Client must pay the price specified in the Special Conditions available during the Subscription process on the Website.
When subscribing via the Website, the Client can fill their virtual cart by selecting the desired Subscription and completing the subscription form.
The Client must then click on the Subscription validation button provided and supply the required information.
Before clicking on the final Subscription validation button, the Client has the opportunity to review the Subscription details, return to previous pages, correct any errors, or modify the Subscription if necessary.
In accordance with the double-click process, the final Subscription validation on the Website occurs when the Client accepts these CGUS by checking the appropriate box and confirms their Subscription.
Upon receipt of the corresponding payment on the Website, the Client’s Subscription is validated, signifying acceptance of all provisions of these CGUS and serving as proof of the Agreement concluded between the Parties.
Unless otherwise specified, all Subscriptions are firm and final.
Acknowledgment and acceptance of the Subscription are confirmed by the Company via an email sent to the Client.
4.3. Subscription Duration
The Subscription is concluded for the duration specified in the Special Conditions. This period starts from the Subscription date. The Subscription is then renewable by tacit agreement for periods identical to the initial duration, unless terminated before the expiration date of the initial period by the Client, who must notify termination by email to the following address: sales@scanlitt.com, or, if applicable, via their personal account settings (Settings/Parameters). Termination will take effect on the last day (anniversary date) of the current period.
For the Client’s reference, the relevant articles of the Consumer Code and Civil Code concerning this Article are reproduced below:
Article L. 215-1 of the French Consumer Guide:
"For service contracts concluded for a fixed term with an automatic renewal clause, the service provider informs the consumer in writing, by personalized letter or dedicated email, at the earliest three months and at the latest one month before the end of the period authorizing rejection of renewal, of the possibility of not renewing the contract they have concluded with an automatic renewal clause. This information, delivered in clear and understandable terms, mentions, in a prominent box, the deadline for non-renewal.
If this information has not been provided as specified in the first paragraph, the consumer may terminate the contract free of charge at any time from the date of renewal.
Advances made after the last renewal date or, for contracts of indefinite duration, after the transformation date of the initial fixed-term contract, are refunded within thirty days from the termination date, less amounts corresponding, until then, to the performance of the contract.
The provisions of this article apply without prejudice to those legally subjecting certain contracts to specific rules regarding consumer information.
As an exception to the first paragraph of this article, for contracts for the provision of television services as defined in Article 2 of Law No. 86-1067 of September 30, 1986, on freedom of communication and for contracts for the provision of on-demand audiovisual media services, the consumer may terminate the contract free of charge at any time from the first renewal, provided they change residence or their tax household changes."
Article L. 215-2 of the French Consumer Guide:
"The provisions of this chapter do not apply to operators of drinking water and sanitation services."
Article L. 215-3 of the French Consumer Guide:
"The provisions of this chapter also apply to contracts concluded between professionals an non-professionals."
Article L. 241-3 of the French Consumer Guide:"If the professional has not refunded the sums under the conditions provided in Article L. 215-1, the amounts due shall bear interest at the legal rate."
ARTICLE 5 - Right of Withdrawal
As part of the conclusion of the Contract, the Client, insofar as they act as a consumer, has a period of fourteen (14) days from the conclusion of the Contract (i.e., the Subscription or Order) to exercise their right of withdrawal, without cost and without justification.
However, by accepting the Special Conditions, the Client expressly consents to the Services starting before the end of the withdrawal period.
Consequently, if the Client exercises their right of withdrawal after the conclusion of the Contract, they will be required to pay the Company an amount corresponding to the Services effectively provided up until the communication of their decision to withdraw (Article L. 221-25 of the Consumer Code).
If applicable, to exercise their right of withdrawal, the Client must submit a withdrawal request using the template provided in Annex 1 of these CGUS.
The Company will retain all means of proof allowing the Client’s explicit requests under this Article to be recorded, such as SMS and/or email communications.
Once the Services have been fully delivered, the Client will no longer have the right of withdrawal.
ARTICLE 6 - Use of the Software
6.1. Free Trial of the Software
The User has the option to try the Software for free by logging onto the Website and creating an account for this purpose. If applicable, no payment will be required by the Company in exchange, provided that all other provisions of the Terms and Conditions of Use (TCU) remain fully applicable.
6.2. Right to Use Granted by the Company
6.2.1. Granted Rights
Subject to the Client's compliance with the terms and conditions of the Contract, the Company grants the Client a right to use the Software. This right to use is an individual, nominative, non-exclusive, and non-transferable right to the Software for the duration of the Subscription.
Notwithstanding Section 6.1.2 below, under this right to use, the Client may access and display all data contained within the Software, excluding any other use.
6.2.2. Restrictions
The Client agrees not to exceed the rights granted to them concerning the scope and duration of the right to use. The Client's rights to the Software are limited to those explicitly granted above, and the Company reserves all rights not explicitly granted.
In particular, the Client is prohibited from:
- Directly or indirectly infringing the Company's intellectual property rights in the Software;
- Using the Software for commercial purposes, and more generally, in conditions not expressly authorized by the Company;
- Transferring, assigning, or renting the Software, or distributing or making it available, directly or indirectly, to third parties without prior and express authorization from the Company;
- Using reverse engineering, disassembling, decompiling, in whole or in part, the Software, directly or through a third party, beyond the conditions set forth in Article L.122-6-1 IV of the Intellectual Property Code, particularly for designing, developing, distributing, communicating, or marketing software similar to, equivalent to, or a substitute for the Software;
- Modifying or creating derivative works of all or part of the Software, including for correction purposes; and/or
- Removing or altering in any way the copyright, trademark, or other property notices appearing on the Software.
6.2.3. Duration and Territory
The right to use the Software is granted for the duration of the Subscription and for a single Client, as specified in the Special Conditions.
6.2.4. Eviction Guarantee
During the Subscription period, the Company guarantees the Client against any third-party claims regarding the intellectual property rights of the Software.
This guarantee is provided on the condition that the Client immediately notifies the Company, in writing, of any claim they receive and provides the Company with the necessary information to organize any procedure or negotiation. In this regard, it is specified that in the event of an action brought against the Client, the Company will retain control of the procedure and will bear the damages to which the Client may be sentenced due to a final court decision directly and exclusively resulting from an act of infringement solely attributable to the Company.
The Company will not indemnify the Client or assume any liability:
- If, at the time the action is initiated, the Client is not using the latest version of the Software;
- If the claim arises, in whole or in part, from an unauthorized modification made to the Software;
- If the claim results from a combination, exploitation, or use of the Software with other products or services;
- If the action concerns third-party software under an open-source license, which is excluded from the warranty.
The provisions of this Article define the full extent of the Company's obligations regarding infringement and peaceful enjoyment of the Software.
6.3. General Obligations of the Client
The Client agrees to use the Software in compliance with applicable laws and regulations, as well as the provisions of the Contract.
The Client agrees to access the Software using up-to-date equipment that is virus-free and to ensure that the tools they use are free from viruses and in good working condition
The Client declares that they have the necessary technical skills and resources to use the Software.
The Client agrees to perform any necessary updates for the proper functioning of the Software as indicated by the Company.
The Client expressly agrees not to misuse the Software. In particular, the Client agrees not to infringe on the intellectual property rights of the Company or any third party.
Furthermore, the Client is prohibited from:
- Contaminating the Software with a virus;
- Modifying the Software in any way;
- Accessing or remaining unauthorized in any part of the Software, or using any tools to access or remain unauthorized in any part of the Software;
- Altering the functioning of the Software;
- Using the Software for illegal or fraudulent purposes and/or acting with illicit or prohibited intent;
- Interfering with or damaging the intended operation of the Software;
- Mandating, soliciting, encouraging, or allowing any person to violate any of these prohibitions;
- Downloading defamatory, offensive, obscene, violent, or inciting data, information, or content, or political, racist, or xenophobic material, or any content contrary to applicable laws, regulations, or public morals within the Software;
- Referencing or creating links to any content or information available from the Software, except with the express, written, and prior consent of the Company; and/or
- Using manual or automated software or devices, coding robots, or other means to access, explore, extract, or index all or part of the Software.
The Client agrees to ensure that their use does not affect the stability, security, and quality of the Software.
Failure to comply with this Article gives the Company the right to remove any element that does not meet the provisions of this Article and/or terminate the Contract under the conditions of Article 10 of these TCU.
6.4. Responsibility for Connection Settings
It is the Client's responsibility to choose a secure password and update it regularly to ensure its confidentiality and security.
The Client must keep their connection settings confidential. It is reminded that the Client's connection settings are for single use and strictly personal.
The Client must not transfer, lend, or assign their connection settings to a third party, nor allow any third party to log into their account.
The Client further agrees:
- To immediately inform the Company in the event of misuse of their connection settings or any other security breach of the Software;
- To ensure they are properly logged out of their account at the end of each session using the "Log Out" function.
Failure to comply with this Article gives the Company the right to terminate the Contract under the conditions of Article 10 of these TCU.
6.5. Data Security
Each Party agrees to implement appropriate technical measures to ensure the security of the Software and the data contained and/or processed within it.
The Company commits to preserving the integrity and confidentiality of the data contained and/or processed within the Software and to make reasonable efforts to implement technical and organizational measures to prevent fraudulent access and/or use of the Software. The Company also commits to making its best efforts to prevent the loss, alteration, and destruction of the data contained.
In light of this obligation, it is understood that the Company excludes any guarantee concerning the quality, accuracy, completeness, and validity of the data accessible from the Software.
6.6. Interpretation of Results
The Client is informed that the Software generates, using an artificial intelligence system, textual elements interpreting the results obtained during searches within the various accessible metadata databases. In this regard, it is expressly understood that the Company provides no guarantee regarding these elements, which constitute an interpretation involving algorithms designed according to the current state of the art. Therefore, these elements may not substitute human judgment and do not guarantee their content. Consequently, the use of these elements is the sole responsibility of the Client.
6.7. Open Source License
The Software may integrate open-source licensed software, the list of which is made available by the Company, provided under distinct license conditions. This list may be updated from time to time.
Notwithstanding the provisions of these TCU, certain open-source license conditions for third-party software incorporated into the Software may apply to the Client's use of the Software.
6.8. Service Leve
6.8.1. Availability of the Software
The Company will make its best efforts to ensure continuous availability of the Software, except (i) in cases of corrective maintenance operations; (ii) during updates; or (iii) in cases of force majeure.
In such cases, the Company will take reasonable measures available to address these interruptions or disruptions. Unless urgent, if access to the Software is temporarily interrupted for maintenance operations, the Company will notify the Client via email or another appropriate means.
6.8.2. Software Support
The Company's technical assistance (maintenance and/or support) is an additional service that the Client must subscribe to. The terms applicable to this assistance will be described in the Special Conditions.
This technical support in case of malfunction will be provided based on a notification sent by the Client by email to the following address: maintenance@scanlitt.com
The Client acknowledges and agrees that the Company will not respond to any requests not related to the Software.
It is agreed that any delay specified by the Company for intervention in case of malfunction will only start once the notification is received. If no delay is specified, the Company will make its best efforts to intervene within a reasonable time to enable the Client to use the Software as per the Contract.
6.8.3. Software Updates
The Client is informed that the Company may develop new features to enrich the Software. The Company reserves the right to make such changes at any time, without notice, with the understanding that the Company will ensure compliance with the provisions of these TCU and maintain the core functionalities of the Software.
If applicable, the Client will be informed of updates by email at the address provided by them.
The Company commits to providing the Client with updates and new versions of the Software as soon as possible, necessitated by the entry into force of new legislative or regulatory provisions.
The Client agrees to update the Software under the conditions defined by the Company. Failure to do so will result in the Client using the Software at their own risk, and/or the Company may suspend the Client's access to the Software.
It is, however, clarified that under this Article, the Company does not bear any obligation concerning functional or technical modifications that may be required to address a specific Client need and/or the evolution of third-party software.
ARTICLE 7 - Training Exemptions
7.1. Exemption Procedures
The Trainings can either be Digital Trainings (available for replay or live) provided online through the Company's Website, or In-person Trainings held at the location specified in the Particular Terms. In any case, all the specific procedures applicable to the exemption of Trainings are indicated in the Particular Terms.
Regarding Digital Trainings available for replay, it is specified that these are available and accessible to the Client during the period selected by the Client during the Order procedure. Beyond this period, unless tacit renewal occurs, the Training will no longer be accessible for replay. In case of tacit renewal, the Client is informed that Articles L. 215-1 of the Consumer Code and the following, as reproduced in Article 4.3. of these T&Cs, are applicable.
In any case, during the provision of the Trainings, especially for In-person Trainings, the Client agrees to adopt behavior that complies with proper conduct and to respect all recommendations provided by the Company.
7.2. Postponement and Cancellation
Any postponement or cancellation of one or more Training(s) by the Client must be validated in advance by the Company. Otherwise, or in the event of the Client’s absence from one or more Training(s), the amount paid by the Client for the concerned Training will remain with the Company.
In case the Company is unable to deliver one or more Training(s) on the scheduled date, it will make its best efforts to propose a new date to the Client. If this is not possible, the Company will fully refund the amount of the concerned Training to the Client.
7.3. Training Materials
In the course of the Trainings, documents and materials may be provided by the Company to the Client, with the understanding that these deliverables remain the exclusive property of the Company, even if they are physically handed over to the Client.
In this regard, the Client is informed that deliverables may be covered by intellectual property rights under the applicable law. As a result, upon delivery of these deliverables, the Company grants the Client a non-exclusive, non-transferable usage right for the legal duration of the protection granted by French and foreign laws, and worldwide, for all intellectual property rights relating to the deliverables created or developed for the execution of the Trainings.
As part of this usage right, the Client agrees to use the deliverables exclusively for personal use in order to benefit from the corresponding Training. The Client is specifically prohibited from:
- distributing, modifying, assigning, transferring, or reproducing the deliverables without the prior written consent of the Company;
- removing any identification marks of the Company that may be placed on the deliverables; and
- using the deliverables to provide training or for any other use not expressly authorized by the Company.
ARTICLE 8 - Financial Conditions
8.1. Price Determination
Except in the case of a free trial, the Services are provided in exchange for the payment of the corresponding price by the Client. The price depends on the terms applicable to the Subscription and/or the Trainings subscribed to by the Client. The amount and payment conditions are defined in the Particular Terms.
The prices are those in effect on the day of Subscription or Order. They are expressed in euros (€), with the applicable VAT indicated.
The Client cannot under any circumstances offset, reduce, or modify the price.
8.2. Billing Procedures
The prices are billed in euros (€), excluding any other currency.
The Client must immediately notify the Company’s billing services in case of any discrepancies appearing on an invoice.
No discount is offered by the Company.
To pay for their Subscription or Order, the Client proceeds with a payment by credit card via the Client's payment partner (Subscription/Order online).
8.3. Late Payment
In case of late payment, the Company reserves the right to:
- Suspend all ongoing Subscriptions and/or Orders until the full payment of the amounts owed is made.
- Declare the termination of all remaining sums to be paid, which will allow the Company to invoice them immediately.
ARTICLE 9 - Subscription Suspension
Without prejudice to Article 10 below, the Company reserves the right to suspend or interrupt the Subscription at any time, partially or entirely:
- If the Client fails to comply with all or part of the Terms and Conditions, particularly in the case of late payment or exceeding the scope of the Subscription.
- If the Client uses the Software in conditions that jeopardize its security and/or stability.
- If the functions operating on third-party suppliers or systems are suspended or cut off, for any reason, including but not limited to any suspension of the bibliographic metadata databases to which the Client is subscribed.
- If the Company must carry out maintenance operations on the Software as outlined in the Contract.
- If an order from an administrative or judicial authority requires the Company to impose such a restriction, limitation, or suspension.
- If there is a proven risk to the stability and/or security of the Company's and/or the Software's systems and environments.
ARTICLE 10 - Termination for Breach
10.1. Cases of Termination
Each Party may, in the event of a material breach by the other Party (including any payment delay) of any of its obligations, terminate the Contract by operation of law and without judicial formalities, upon prior notification by a formal notice to perform sent by registered letter with acknowledgment of receipt, provided that the formal notice remains unsuccessful for thirty (30) days after receipt, or that the defaulting Party has not proposed a serious action plan to the injured Party to remedy the breach.
In case of infringement by the Client or exceeding the scope of the subscribed Subscription, the Company will send a formal notice to comply. If the said formal notice remains unsuccessful for fifteen (15) days following its sending, the Company may terminate the Contract by sending a registered letter with acknowledgment of receipt, without notice or compensation for the Client, notwithstanding any damages the Company may claim.
The exercise of this right of termination does not release the defaulting Party from fulfilling the obligations contracted until the date of the termination's effectiveness, subject to any damages possibly suffered by the complaining Party due to the early termination of the Contract.
10.2. Consequences of Termination
In the event of termination for any reason, the Company may invoice the sums due under the Contract until the day of termination. The Client agrees to pay the said sums.
From the date of termination of the Contract:
- The Company will no longer be bound by any obligation under the Contract; and
- The right of use granted under these provisions will terminate.
ARTICLE 11 - Responsibility
THE COMPANY'S RESPONSIBILITY CANNOT BE ENGAGED IN CASE OF NON-EXECUTION OR POOR EXECUTION OF ITS OBLIGATIONS DUE TO THE CLIENT'S ACTION, THE INSURMOUNTABLE AND UNPREDICTABLE ACT OF A THIRD PARTY, OR THE OCCURRENCE OF A FORCE MAJEURE EVENT.
ARTICLE 12 - Intellectual Property
The Company, its assignors or licensors retain ownership and all intellectual property rights over the Services. The right to use the Software does not in any circumstance transfer ownership rights to the Client. The Client agrees to take all necessary measures to ensure the protection of the Software.
All designs, diagrams, and, in general, any document related to the design, commissioning, installation, and/or use of the Software, as well as any technical or commercial information provided within the Specific Terms, during Subscription or Order, or at the time of commissioning, remain the property of the Company, which holds the know-how and corresponding intellectual property rights.
None of these elements may be reproduced, modified, distorted, or communicated to third parties without the prior written consent of the Company.
The above rules apply even if these documents were created at the Client’s request and/or at their expense.
ARTICLE 13 - Personal Data
The processing and collection of personal data, and their dissemination to third parties responsible for the execution and payment of the Services, is subject to the consent of the concerned individual.
In this context, the Company commits to ensuring that the Client's personal data is collected and processed in accordance with the regulations concerning personal data, namely Law No. 78-17 of January 6, 1978, relating to computing, files, and freedoms, as amended, and Regulation (EU) 2016/679 of the European Parliament and Council of April 27, 2016, on the protection of individuals with regard to the processing of personal data and the free movement of such data.
Comprehensive information regarding the collection, processing, the Company's obligations, as well as the Client's rights, is provided in the Privacy Policy reproduced in Annex 2 of these Terms and Conditions, which the Client acknowledges having read, simultaneously with the validation of these Terms.
ARTICLE 14 - Force Majeure
Neither Party shall be held responsible for any failure or delay in the performance of its obligations if such failure or delay is due to a case of force majeure, as defined by Article 1218 of the Civil Code and applicable case law.
ARTICLE 15 - Miscellaneous Provisions
15.1. Notification
If the Contract specifies a particular method of notification, this method will apply.
Otherwise, communication between the Parties may occur by any means (including by email to the addresses mentioned in their correspondence).
The Parties agree that a printed copy of an email can validly prove the content of the communications.
The Parties shall implement all security measures to ensure the availability, integrity, and confidentiality of electronic files sent via the internet.
They shall take all necessary measures to protect themselves in the most effective way against intrusions, attacks, and the spread of viruses (such as firewalls and regularly updated antivirus software correctly configured) to guarantee the availability, integrity, and confidentiality of the electronic files received.
The Parties shall store the entirety of messages related to the subject of the Contract in the most appropriate and secure manner possible.
15.2. Subcontracting
Subject to prior notification to the Client, the Company is authorized to subcontract all or part of the Services.
15.3. Tolerance
It is expressly agreed that any tolerance by either Party of any situation whatsoever, in the performance or non-performance of all or part of the obligations set forth in the Contract, regardless of the frequency or duration, shall not be deemed a modification of the Contract, nor create any right.
15.4. Entirety
The Contract constitutes the entire agreement between the Parties and replaces in all respects any prior agreements, letters of intent, correspondence, and proposals between them, regardless of their form or designation and concerning the same subject matter, except for those listed herein.
15.5. Divisibility
If any provision of the GTC is annulled, in whole or in part, the validity of the remaining provisions of the Contract will not be affected. In such a case, the Parties shall, if possible, replace the annulled provision with a valid provision corresponding to the spirit and purpose of the Contract.
15.6. Waiver
The fact that either Party does not enforce a provision of the Contract or agrees to its non-performance, or does not invoke the application of certain legal or regulatory provisions, whether permanently or temporarily, occasionally or recurrently, shall not be interpreted as a waiver by that Party of its right to enforce the relevant rights.
ARTICLE 16 - Applicable Law
The Contract is primarily governed by French law.
However, if the Client is established in a country other than France, the mandatory rules of their country of residence may apply.
ARTICLE 17 - Dispute Resolution
For any dispute or litigation related to the formation, validity, interpretation, execution, resolution, and extinction of the GTCUs, an amicable solution will be considered as a first step before any legal action.
Both the Company and the Client agree to submit disputes arising from their business relationship to the jurisdiction of French courts.
In accordance with articles L. 616-1 and R. 616-1 of the Consumer Code, the Company has set up a consumer mediation system for disputes that may arise from the execution of these GTCUs.
Beforehand, the Client must inform the Company of their complaint by any written means of their choice, in accordance with article L. 612-2 of the Consumer Code, and inform the Company of the reasons for the dispute. If, within two (2) months, no solution has been found between the Parties, the attempt to resolve the conflict will be considered as failed.
In accordance with article L. 612-1 of the Consumer Code, any dispute or so-called consumer dispute, subject to L. 612-2 of the Consumer Code, can be resolved amicably through mediation within one (1) year, through a consumer mediator. The contact details of the mediator for the application of the GTCUs are as follows: the Mediation Center of the Conciliators of Justice (CM2C), accessible on the website https://www.cm2c.net/.
ANNEX 1: WITHDRAWAL FORM
The withdrawal form must be completed and returned either by postal mail to the following address: 1047, route des Dolines – Incubateur PACA EST – Business Pôle – 06560 VALBONNE – FRANCE, or by email to the following address: admin@scanlitt.com.
You will receive an acknowledgment of receipt of your withdrawal.
Name and Surname: …………….
Reference, if applicable: …………….
Subscription or order date: ……………
Postal address: …………………
Email address: …………………
Signature: ………………
Date: ………………
After acceptance of the withdrawal request, the refund will be made no later than fourteen (14) days after receipt of the withdrawal request.
ANNEX 2 : PRIVACY POLICY
Within this privacy policy, you will find information on the scope and consequences of the processing carried out by SCANLITT using your personal data.
This privacy policy applies to any personal data concerning you that we collect via the website: https://www.scanlitt.com/. It is purely informative and does not create any obligation beyond what is provided for by the regulations on personal data protection.
Definitions
- "Personal Data": refers to any information related to a Data Subject that allows them to be identified, directly or indirectly, by reference to an identification number or one or more specific elements (including their name, phone number, email address, without this list being exhaustive) and processed in the context of using the Site.
- "Data Subject": refers to any end user whose Personal Data may be subject to Processing.
- "Applicable Regulations": refers to all legal and regulatory provisions in force applicable to the protection of Personal Data, including (i) Law No. 78-17 of January 6, 1978, relating to data processing, files, and freedoms, and its implementing texts, (ii) the GDPR, and (iii) any legal or regulatory provisions that may be added or replaced thereafter.
- "GDPR": refers to the General Data Protection Regulation, Regulation (EU) 2016/679 of April 27, 2016, regarding the protection of natural persons in relation to the processing of personal data and the free movement of such data, repealing Directive 95/46/EC.
- "SCANLITT": refers to the company SCANLITT in accordance with the identification details provided below.
- "Website": refers to SCANLITT's website accessible from the following URL: https://www.scanlitt.com/.
- "Processing": refers to any operation or set of operations performed on Personal Data, regardless of the method used (collection, recording, organization, storage, adaptation, modification, extraction, consultation, use, communication by transmission, dissemination, or any other form of provision, matching or interconnection, locking, erasure, or destruction, etc.) in accordance with the Applicable Regulations.
Who processes your Personal Data?
The Personal Data of each Data Subject is processed by SCANLITT, a simplified joint-stock company with a capital of €151,106.00, registered with the GRASSE Trade and Companies Register under number 918 612 276, with its registered office located at Business Pôle 1 – 1047, route des Dolines – 25 Allée Pierre Ziller – 06560 VALBONNE – FRANCE, represented by Mrs. Isabella CHEMLA, née WALSH, the current President ("we").
Why do we process your Personal Data?
We process the Personal Data of each Data Subject in order to:
- Provide and perform services related to the Site, including account creation, providing access to our software solutions, as well as our associated online training services (legitimate interest);
- Send information about the Website (legitimate interest);
- Improve the quality of services (legitimate interest);
- Ensure the security of your account (legitimate interest);
- Ensure compliance with applicable legislation (legal obligation);
- Allow the exercise of your rights (legal obligation);
- Register the Data Subject in internal databases (legitimate interest);
- Manage incidents and anomalies to ensure the proper functioning of the services (legitimate interest); and
- Send the Data Subject, in accordance with the Applicable Regulations and with their consent when required by law, marketing, advertising, and promotional messages, invitations to events, and requests for feedback (consent).
What Personal Data do we process?
We process the following Personal Data:
- Name;
- First name;
- Email address;
- Phone number;
- Affiliated institution.
Who has access to your Personal Data?
We personally collect and process the Personal Data of the Data Subject through their legal representative and team, including collaborators, employees, or external service providers, who are bound by a confidentiality clause and informed of the security obligations related to the collection and processing of Personal Data.
As part of the use of the services, some of the collected information may be transmitted:
- To our teams (legal representative and, where applicable, collaborators, employees, occasional interns, or external service providers);
- To our IT services;
- To the hosting and backup server of the Data Subject's Personal Data;
- When we are legally required to do so, to comply with any judicial request;
- In the event that we transfer our business by any means, to the potential acquirer of our business or shares in our capital.
The Personal Data of the Data Subject is stored in France, within the premises of Amazon Web Services France. The service providers we have selected have committed not to transfer Personal Data outside of the European Union. To date, no transfer outside of the European Union has been recorded. If this were to happen in the future, the selected service providers have committed to informing us in advance and ensuring compliance with the Applicable Regulations.
We host the Website with Webflow, a Delaware-based company (USA), located at 398 11th Street – Floor 2 – CA 94103 SAN FRANCISCO – UNITED STATES. However, no Personal Data is hosted by this provider. The Personal Data is hosted with Amazon Web Services France, located at 52 rue du Port – 92000 NANTERRE – FRANCE, and its privacy policy is available at the following URL: https://d1.awsstatic.com/legal/privacypolicy/AWS_Privacy_Notice_10.28.24_FR-FR.pdf.
How long do we keep your Personal Data?
The Personal Data collected and processed is kept for the entire duration of the use of the account by the Data Subject and/or the execution of the service that required such collection, in a manner that does not exceed the duration necessary for the purposes for which it is processed.
The Personal Data will be kept for a period of three (3) years from the last contact with the Data Subject for the transmission of any commercial offer (commercial prospecting action), by electronic means, provided that the Data Subject has not withdrawn their consent or requested the erasure of their Personal Data.
However, at the end of this period, we may keep the Personal Data necessary for the processing of disputes or to comply with a legal obligation. It will then be archived for a duration not exceeding the time required for the purposes for which it is kept, in accordance with the applicable provisions (including but not limited to those provided by the Commercial Code, the Civil Code, and the Consumer Code). It will then be anonymized or deleted.
What rights do you have?
Your rights are as follows:
- To obtain our confirmation as to whether or not your Personal Data is being processed;
- When it is being processed, to access your Personal Data, as well as several pieces of information about the processing in place (right of access – Article 15 of the GDPR);
- To have your Personal Data corrected if it is inaccurate (right of rectification – Article 16 of the GDPR);
- To have your Personal Data erased under certain conditions (right to erasure or "right to be forgotten" – Article 17 of the GDPR);
- To obtain the limitation of processing, in the cases specified within the Applicable Regulations (right to restriction of processing – Article 18 of the GDPR);
- To receive your Personal Data in a structured, commonly used, and machine-readable format, and/or to request that we transmit this Personal Data to another data controller, when the processing is based on consent or on a contract and the processing is carried out using automated methods (right to data portability – Article 20 of the GDPR);
- To object on legitimate grounds to the processing of your Personal Data (right to object – Article 21.1 of the GDPR);
- To object to the processing of your Personal Data for commercial prospecting purposes without needing to invoke legitimate grounds (right to object to direct marketing – Article 21.2 of the GDPR): this right is absolute, and you can, at any time and free of charge, request not to receive commercial communications from us;
- To define directives related to the retention, erasure, and communication of your Personal Data after your death, and to modify and revoke them at any time (Article 85 of the Data Protection Act). These directives can be general or specific, with the understanding that we may only be the custodian of specific directives concerning the Personal Data we process. General directives may be collected and stored by a certified digital trusted third party accredited by the National Commission for Information Technology and Freedoms (CNIL).
If you designate a third party to whom your Personal Data may be communicated after your death, you commit to informing this third party of your actions and providing them with this Privacy Policy.
The existence or non-existence of these different rights depends notably on the legal basis for the processing concerned by the request. These rights are not unlimited, and in some cases, we may refuse your request (for example, for overriding legitimate reasons concerning the right to object, excluding direct marketing).
In certain situations, we may not be able to provide a positive response to your request and will inform you within the required timeframe, providing justification for the decision.
How to exercise your rights?
Subject to the conditions set forth by the Applicable Regulations, you can exercise your rights by sending an electronic message to the following address: admin@scanlitt.com, or by mail to the following address: Business Pôle 1 – 1047, route des Dolines – 25 Allée Pierre Ziller – 06560 VALBONNE – FRANCE.
If we have reasonable doubt about your identity, we may ask for additional information or documents to verify it.
If you have an account, you may also make certain changes to your Personal Data from your personal space.
No payment is required to respond to your requests regarding the exercise of the aforementioned rights. However, in accordance with Article 12 of the GDPR, when requests are manifestly unfounded or excessive, particularly due to their repetitive nature, we may charge reasonable fees to cover the administrative costs incurred to provide the information, make the communications, or take the requested actions, or refuse to comply with these requests.
Your request will be processed no later than within one (1) month, which may be extended by two (2) months, considering the complexity of the request. In this case, you will be informed of the extension within one (1) month of receiving your request.
In case of non-compliance with your "Data Protection" rights, you also have the right to file a complaint with the competent supervisory authority (in France, the CNIL). For more information: www.cnil.fr
How is your Personal Data protected?
We implement appropriate technical and organizational measures to protect your Personal Data against accidental or unlawful destruction, accidental loss, alteration, dissemination, or unauthorized access.
However, we do not control all risks associated with the functioning of the internet and draw your attention to the potential risks inherent in its operation.
If you identify a security vulnerability affecting the site, you commit to providing us with the relevant information about this vulnerability, in a confidential manner.