1 – GENERAL PROVISIONS
These terms and conditions of use apply in their entirety to any use of all or part of the easylience® Software Suite and Platform.
These terms and conditions of use apply in their entirety to any use of all or part of the easylience® Software Suite and Platform.
They constitute the essential and determining conditions thereof and prevail over any general conditions and any other documents issued by a user or any third party, regardless of the terms thereof. Therefore, any use of the easylience® Software Suite implies the unreserved acceptance of these terms and conditions of use.
The fact that the company NANOCODE does not avail itself, at any time, of a prerogative recognized by the present general conditions could not be interpreted as being worth renunciation by the latter to avail itself later of the corresponding prerogative.
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 all the general terms and conditions.
2 – DEFINITIONS
Whenever they are used in the body of these general terms and conditions, the terms below will have the following definition:
2.1. Subscriber(s) :
Any customer(s) who has (have) taken out a subscription with NANOCODE for the use of a Module of the easylience® Software Suite and its Platform by a given number of Users.
2.2. Administrator(s) :
Any user(s) of an easylience® Software Module, authorized by NANOCODE to create User Accounts for the benefit of Users under the terms of a subscription contract taken out by a Subscriber.
2.3. Client(s) :
Any customer(s) of the company NANOCODE.
2.4. Administrator account(s) :
Any account for access and use of one or more Modules of the easylience® Software Suite and its Platform, activated for an Administrator.
2.5. User Account(s):
Any account for access and use of one or more Modules of the easylience® Software Suite and its Platform, activated for one User.
2.6. Module / Module easylience® :
Any current and/or future version of a module of the easylience® Software Suite published by NANOCODE.
2.7. Platform / Platform easylience®
The web platform in SaaS having for address https://.easylience.com/, set up and made available by the Company NANOCODE for the benefit of Subscribers, their Administrators and their Users in order to allow them to use one or more of the Modules of the easylience® Software Suite and associated services from a computer or a mobile application.
2.8. easylience® software suite :
Any current and/or future version of the crisis management software suite, published by NANOCODE under the name “easylience® Software Suite”.
Any current and/or future version of the crisis management software suite, published by NANOCODE under the name “easylience® Software Suite”.
2.9. User(s) :
Any user(s) of an easylience® Software Module, authorized to connect to the corresponding easylience® Platform by an Administrator under the terms of a Subscription Agreement signed by a Subscriber.
3 – APPLICABLE LAW – JURISDICTION ATTRIBUTION
3.1. Any question relating to the present General Terms and Conditions governed by French law.
3.2. In the event of a dispute, any dispute relating to these general terms and conditions, as well as to the conditions of use of the easylience® Software Suite and its Platform shall be subject to the sole jurisdiction of the Commercial Court of the jurisdiction of the registered office of NANOCODE, even in the event of summary proceedings, warranty claims, incidental claims or multiple defendants.
4 – PLATFORM CHARACTERISTICS
Any User may, prior to subscribing to an Administrator Account or User Account, take note of the essential characteristics of the easylience® Software Suite and the Platform he wishes to use on the website at https://<name of the Platform>.easylience.com/.
Photographs, graphics and descriptions of the easylience® Software Suite and its Platform are for information purposes only and are not binding on NANOCODE.
5 – USER ACCOUNT
Any use of the easylience® Software Suite requires the prior activation of a User Account or Administrator Account, authorized under a Subscription Agreement.
Each User Account or Administrator Account is personal and non-transferable.
6 – DURATION OF USE
The duration of use of the easylience® Software Suite and its Platform is limited to the duration of the opening and validity of the corresponding Administrator Account or User Account, within the limit of the duration of the corresponding Subscription contract.
7 – PLATFORM SETTING-UP MODALITIES
NANOCODE Platform is made available to Subscribers and their Administrators and Users, from the website with the address https://<name of the Platform>.easylience.com/, by means of access and user codes.
To be able to use the NANOCODE Platform, all Users must have, at their own expense, an Internet access subscription and ensure that the configuration of their computer hardware is suitable and compatible.
7.2. Scope of services
For any User Account opened, NANOCODE’s services include, under the conditions described in these general conditions: rights to use the Platform as well as Platform updates, hosting, daily backups, confidentiality of User data and the various tools made available by NANOCODE to use the service.
7.3. Access and use codes
Once the subscription contract has been validated, NANOCODE provides the Subscriber with an identifier for the designated Administrator (with an email address and telephone number) who alone generates passwords according to the number of Users declared, in order to allow them to access and use the Modules licensed from the corresponding Platform.
Users are responsible for the use of the identifiers and passwords thus assigned or generated, as well as for the actions that may be performed under the corresponding User Accounts.
Each User undertakes to ensure compliance with the stipulations of this article. The User will immediately inform the Subscriber of any fraudulent use of an account of which he is aware, so that the Subscriber in turn immediately informs NANOCODE.
7.4. Access to the Platform
easylience® Platform and its services are reserved for Subscribers only, as well as for Administrators and corresponding Authorized Users.
The Platform and its services are accessible 24 hours a day and 7 days a week, subject to suspensions due in particular to breakdowns, failures or paralysis of the network, the system and/or the means of communication, as well as maintenance and corrections required for the updating and proper functioning of the Site.
Each Subscriber, each Administrator and each User is personally responsible for setting up the computer and telecommunications means allowing access to the website with the address https://<name of the Platform>.easylience.com/.
The Subscriber, its Administrators and its Users shall bear the telecommunication costs for accessing the Internet and using the Platform.
NANOCODE undertakes to host its Platform and the user space dedicated to the Subscriber, or to have it hosted.
NANOCODE undertakes to put in place effective controls to verify, with reasonable assurance:
– that the Subscriber, its Administrators and Users will be able to access and use the Platform under normal conditions and identical to those set out in these general conditions;
– the proper processing of the data entrusted to it without risk of omissions, alterations, distortions or any other form of anomaly likely to affect the integrity of the results from the applications.
NANOCODE also undertakes to put in place effective protection controls to prevent, with insurance in accordance with the rules of the trade, any unauthorized physical and electronic access to the operating system and its applications, as well as to the confidential information of Subscribers, their Administrators and their Users.
In this respect, NANOCODE undertakes to ensure that the Platform presents all security conditions and measures in accordance with the rules of the trade. The personal data of Subscribers, Administrators and Users will be stored on secure equipment, in accordance with technical standards that comply with the rules of the trade.
However, the Subscriber agrees that the current Internet transmission protocols do not make it possible to ensure the correct reception of messages, the integrity of the documents transmitted or the identity of the sender in a certain and continuous manner. Therefore, NANOCODE cannot be held liable in the event of poor transmission due to a failure or malfunction of these transmission networks.
Furthermore, NANOCODE cannot be held liable in the event of interruptions or operating difficulties beyond the control of NANOCODE or its subcontractors, particularly in the event of interruption of electricity or telecommunications services, technical breakdowns caused by malicious acts (attacks by hackers, etc.).
Each User refrains from any intrusion activity or attempted intrusion from the server.
NANOCODE undertakes to ensure the reversibility of data uploaded to the Platform by the Subscriber, its Administrators and Users in a usable format. Any specific request from the Customer will be invoiced.
8 – SCOPE OF THE RIGHTS OF USE CONCEDED
8.1. For each subscription contract, NANOCODE grants the Subscriber the non-exclusive, non-transferable and personal right to use the Platform:
– for the Subscriber’s personal and internal needs only;
– only for the Administrators and/or registered Users;
– and for the duration specified in the corresponding subscription contract.
8.2. Generally speaking, and unless otherwise agreed in writing by NANOCODE, the Subscriber, Administrators and Users will use the Platform in accordance with the general conditions of use as published by NANOCODE.
8.3. Unless NANOCODE has given its prior written agreement to the contrary, the Subscriber, its Administrators and its Users will refrain from any type of use not expressly authorised by these General Conditions.
8.4. The Subscribers, Administrators and Users shall refrain in particular from:
– display, transmit, download and/or transmit, by e-mail or in any other way, any content:
o contrary to public order, morality, injurious, defamatory, racist, xenophobic, revisionist or damaging to the honour or reputation of others;
o incites hatred or discrimination against a person or group of persons on the grounds of their sex, origin or sexual orientation; o is contrary to public policy, is abusive, defamatory, racist, xenophobic, revisionist or prejudicial to the honour or reputation of another person; o is contrary to public order, insulting, libellous, defamatory, racist, xenophobic, revisionist or prejudicial to the honour or reputation of another person; o incites hatred or discrimination against a person or group of persons on the grounds of their sex, origin or sexual orientation; o is contrary to public policy, insulting, defamatory, racist, xenophobic, revisionist or prejudicial to the honour or reputation of another person; o is contrary to public policy, insulting, libellous, defamatory, racist, xenophobic, revisionist or prejudicial to the honour or reputation of another person.
o threatening a person or a group of persons;
o which would be inappropriate to the intended recipient;
o of a pornographic, paedophilic or zoophilic nature;
o inciting to commit a crime, violent acts, a crime or an act of terrorism or condoning war crimes or crimes against humanity or inciting to suicide;
o in violation of the privacy of correspondence;
o which would be misleading or not in accordance with reality;
o containing computer viruses or any other code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment, without this list being exhaustive;
o enabling third parties to obtain directly or indirectly pirated software, software serial numbers, software enabling acts of piracy and intrusion into computer and telecommunications systems, viruses and, in general, any software or other tool enabling the rights of others and the safety of persons and property to be infringed upon;
o or in a general way, which would be contrary to the law in force in France;
– disrupt the normal flow of dialogs, speed up the rate at which the screen scrolls so that Subscribers, Administrators or Users are unable to follow and type their dialog, or commit any other action that has a similar disruptive effect on the ability of Subscribers, Administrators or Users to communicate in real time;
– hinder or disrupt the Platform’s services, servers, networks connected to the Services, or refuse to comply with the requirements, procedures, general rules or regulations applicable to networks connected to the Services;
– use the Platform in any way that could in any way whatsoever :
o prejudice the rights and interests of third parties;
o make the Platform unusable, overload or damage the Platform and/or its services;
o harm and prevent the normal use and enjoyment of the Platform by other Subscribers, Administrators or Users;
– attempt to mislead the company NANOCODE by usurping the name or corporate name of others;
– forge headers or otherwise manipulate the identifier in such a way as to conceal the origin of the content transmitted via the Platform;
– reproduce, copy, resell, or exploit for any commercial purpose whatsoever, all or part of the Services, any use of the Services, or any right of access to the Services;
– violate, intentionally or unintentionally, any applicable national or international law or regulation.
8.5. The Easylience Software Suite and the Platform are not intended to be used as a messaging tool for non-crisis management purposes, and the Subscriber, its Administrators and Users agree to use the messaging tools of the Easylience Software Suite and the Platform for crisis management purposes only.
8.6. Subscribers, Administrators and Users are solely and entirely responsible for the content that they display, transmit, download and/or transmit, by e-mail or in any other way, on the Platform, and NANOCODE’s liability cannot be invoked in this regard.
8.7. The Subscriber undertakes to ensure compliance with the stipulations of this article by all its Administrators and Users.
8.8. The Subscriber undertakes to allow representatives or any other agent of the company NANOCODE to ensure that the Platform is used in accordance with the clauses and terms of the present General Terms and Conditions and the Special Terms and Conditions.
8.9. Generally speaking, in the event of failure by a Subscriber to fulfil any of the obligations imposed on him by these General Terms and Conditions, or any other special contractual stipulation imposed on him, his corresponding rights of use may be immediately and automatically suspended and/or terminated by simple notice.
9 – INTELLECTUAL PROPERTY – OWNERSHIP OF DATA
The present General Terms and Conditions and the user licenses they govern do not confer on the Subscriber, its Administrators and Users any title or ownership rights over the Modules of the easylience Software Suite and the corresponding NANOCODE Platform, which remain the exclusive property of NANOCODE, regardless of the form, language, program support or language used.
Consequently, Subscribers, Administrators and Users shall refrain from any act likely to infringe this property right.
In particular, Subscribers, Administrators and Users expressly refrain from assigning, exchanging, lending or otherwise granting to a third party, even free of charge, any right of use granted by NANOCODE.
The Subscriber, its Administrators and its Users furthermore undertake to take all necessary measures, particularly in terms of security, with regard to its staff and any third party on its sites, to ensure that NANOCODE’s right of ownership of its Software is respected.
10 – COLLABORATION – INFORMATION
Each User undertakes to collaborate with NANOCODE and/or its subcontractors and to provide them with the information and/or documents necessary for the performance of the services.
11 – EXECUTION AND DELIVERY TIMES
NANOCODE will perform its services or delivery within the period set out in the corresponding special conditions. However, these deadlines are given as an indication and their non-respect can in no case give rise to a cancellation of the order or to the payment of damages. In any event, the Subscriber may not protest against any delay in performance if he is not up to date with his obligations towards NANOCODE, particularly in terms of payment, or if NANOCODE has not been in possession in good time of the information necessary for the performance of its corresponding services.
It is specified that contracts may not begin to be executed until the Subscriber has made any agreed down payment.
12 – GUARANTEES
12.1. The easylience Software Suite and its Platform made available by NANOCODE comply with current French legislation.
Therefore, if the NANOCODE Platform is used outside of France, the Subscriber and the User must first ensure that the easylience Software Suite does not contravene local standards.
13 – RESPONSIBILITIES
13.1. NANOCODE undertakes to carry out the obligations incumbent upon it with all the care customary in its profession and to comply with the rules of the art in force. However, it is expressly specified that NANOCODE shall only be bound by an obligation of means and not of result.
13.2 In any event, Subscribers, their Administrators and Users will use the Modules of NANOCODE’s Easylience Software Suite under their sole direction, control and responsibility.
13.3. NANOCODE cannot be held liable for any damage resulting from /to :
– Non-performance or improper performance by the Subscriber and/or its Administrators and/or its Users of their obligations under these General Terms and Conditions and the Special Terms and Conditions;
– misuse of all or part of the NANOCODE Solution by the Subscriber and/or its Administrators and/or its Users;
– a malfunction of all or part of the NANOCODE Solution which :
o would be caused by modifications made to all or part of the components of the NANOCODE Solution and/or to the equipment operating with said NANOCODE Solution, by the Subscriber or any third party not authorized by NANOCODE ;
o would not be attributable to the NANOCODE Solution.
13.4. NANOCODE cannot be held responsible for the suitability of the NANOCODE Solution for the needs of the Subscriber, its Administrators and its Users (which is at the Subscriber’s discretion).
13.5. It is the Subscriber’s responsibility to carry out, under his or her own responsibility, all regular and customary backups of all data processed directly or indirectly for the NANOCODE Solution.
13.6. NANOCODE will not be liable for unforeseeable damage, nor for indirect and/or immaterial damage such as loss of earnings, financial loss, commercial loss, loss of customers, loss of orders, resulting from the use of the NANOCODE Solution.
13.7. NANOCODE may not be held liable under any circumstances for the provision of a free Beta Test version of the NANOCODE Solution.
14 – FORCE MAJEURE
Are considered as force majeure with regard to the obligations of the company NANOCODE, the events of force majeure as defined by Article 1218 of the French Civil Code and more broadly cases of war, explosion, acts of vandalism, riots, popular movements, acts of terrorism, machine breakage, fire, storm, water damage, total or partial strikes, acts of government, legislative or regulatory provisions, blockages and failures of the means of transport or supply of telecommunications networks, blockages and failures of computer networks (including the switched networks of telecommunications operators), failures of the public electricity distribution network, losses of Internet connectivity, which would be likely to delay or prevent the execution of NANOCODE’s commitments.
15 – INFORMATION TECHNOLOGY AND FREEDOM
15.1 – Processing of personal data by NANOCODE in the context of its commercial relationship with its Customers
The company NANOCODE processes personal data.
The processing of personal data has a legal basis:
– the legitimate interest pursued by NANOCODE when it pursues the following purposes:
– canvassing and animation;
– management of the relationship with its customers and prospects;
– organisation, registration and invitation to NANOCODE events;
– the execution of pre-contractual measures or Subscriptions or contracts when it implements a treatment with the purpose of :
– the production, management and follow-up of its clients’ files;
– the recovery;
– the functions of the easylience Software Suite and its obligations of assistance to Users;
– the respect of legal and regulatory obligations when it carries out processing operations for the following purposes:
NANOCODE keeps data only for the time necessary for the operations for which they were collected and in compliance with the regulations in force.
In this respect, customer data is kept for the duration of the contractual relationship plus 3 years for the purposes of promotion and canvassing, without prejudice to retention obligations or limitation periods.
In terms of accounting, they are kept for 10 years from the end of the financial year.
Prospect data is normally kept for a maximum of 3 years if no participation or registration to NANOCODE events has taken place.
The data processed is intended for use by authorised persons of NANOCODE, as well as its IT service providers.
Under the conditions defined by the French Data Protection Act and the European Data Protection Regulation, individuals have the right to access, rectify, query, limit, transfer and delete data concerning them.
The data subjects of the processing operations implemented also have the right to object at any time, for reasons relating to their particular situation, to the processing of personal data having as a legal basis the legitimate interest of the company NANOCODE, as well as the right to object to commercial prospecting.
They also have the right to define general and specific directives defining the manner in which they intend to exercise, after their death, the rights mentioned above by e-mail to the e-mail address email@example.com or by post to the following address, accompanied by a copy of a signed identity document: NANOCODE, Digital Square, 1137 A avenue des Champs Blancs – 35510 CESSON-SEVIGNE (France).
The persons concerned have the right to lodge a complaint with the CNIL.
15.2 – Processing of personal data operated by NANOCODE as part of and within the framework of its Services OR BY MEANS OF THE EASYLIENCE SOFTWARE SUITE
15.2.1. General stipulations
As part of the performance of its services, NANOCODE may be required to import and process, for a short period of time, personal data on behalf of the customer for the purpose of characterizing data useful for the operation of the NANOCODE Solution within the framework of the customer’s corresponding Subscription.
In this case :
– the customer alone will have the status of “Responsible”, as referred to in Article 3-I of the French Data Protection Act of 6 January 1978, for the processing of personal data collected or used by NANOCODE;
– NANOCODE will only act as a “Subcontractor” as referred to in Article 35 of the French Data Protection Act of 6 January 1978, acting on behalf of the customer and on the customer’s instructions, taking all necessary measures to protect the security and confidentiality of the data collected in accordance with the regulations in force.
In this respect, NANOCODE and the Customer mutually guarantee that they will comply (i) with the law n°78-17 of January 6, 1978 relating to data processing, files and freedoms, (ii) Regulation 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of individuals with regard to the processing of personal data and on the free movement of such data, with effect from its entry into force on 25 May 2018, and (iii) any other national laws or regulations applicable throughout the term of the Contract.
NANOCODE and the Customer will also assist each other in demonstrating that they have effectively complied with these legal and/or regulatory provisions.
15.2.2. NANOCODE’s obligations as a “Subcontractor”.
126.96.36.199. General obligations
NANOCODE guarantees that it has the technical and organisational skills necessary to carry out the personal data processing operations entrusted to it by the Customer, in compliance with the obligations set out in this article and only for the scope and under the conditions set out in the contract binding it to the Customer.
In this respect, NANOCODE undertakes to :
– to process the data solely for the sole purpose(s) specified by the customer, i.e. the characterisation of data useful for the operation of the Solution within the framework of the customer’s corresponding Subscription;
– refrain from any processing or use of the data that does not comply with the Customer’s written instructions and/or is not related to the performance of the contract binding the Customer to the Customer;
– not to make any use, including commercial use, for its own account or for the account of third parties, of personal data transmitted or collected during the performance of the contract binding it to the Customer, except for statistical purposes;
NANOCODE also undertakes, under the conditions set out below:
– to take into account, with regard to its tools, products, applications or services, the principles of data protection from the design and default data protection;
– to inform the Customer without delay of any request addressed directly to it by the persons concerned by the personal data processed, and more generally of any event affecting the processing of personal data;
– guarantee the confidentiality of the personal data processed in connection with its Services;
– ensure that the persons authorized to process personal data for the purposes of the execution of the contract binding it to the Client :
– undertake to respect confidentiality or are subject to an appropriate legal obligation of confidentiality ;
– receive the necessary training in the protection of personal data.
188.8.131.52. Security and confidentiality of personal data
NANOCODE will take all necessary measures to preserve the integrity, availability and confidentiality of the personal data that it will process on behalf of the Customer during its Services. To this end, NANOCODE undertakes to put in place the technical and organisational measures necessary to ensure, in view of the state of the art, a level of security and confidentiality appropriate to the risks presented by the processing and the nature of the personal data processed.
NANOCODE undertakes in particular to :
– to keep and process the personal data of the customer and/or collected by the latter, separately from its own data or the data of other customers or suppliers;
– protect personal data against accidental or unlawful destruction, accidental loss, alteration, unauthorized disclosure or access;
– take the necessary measures to ensure the reliability of its employees who have access to personal data.
NANOCODE may call upon any second-tier subcontractors to carry out specific processing activities, which the Customer already accepts. In such a case, NANOCODE will inform the customer in advance and in writing of any planned changes concerning the addition or replacement of other subcontractors. This information must clearly indicate the subcontracting activities to be carried out by NANOCODE.
184.108.40.206. Data output
At the end of the contract binding it to the customer, NANOCODE undertakes to return or destroy, in accordance with the instructions and within the time limits indicated by the customer, all personal data processed on behalf of the customer in an automated or manual manner, unless the law of the Union or French law requires the retention of personal data. NANOCODE must also return to the customer all data, files or manual files held.
Any return of data must be accompanied by the destruction of all existing copies in NANOCODE’s information systems, as attested by NANOCODE in writing.
More generally, in the case of data destruction, this will be certified by the drafting of a destruction report.
220.127.116.11. Data Protection Officer
NANOCODE will communicate to the customer the name and contact details of its data protection officer.
18.104.22.168. Register of categories of processing activities
NANOCODE will be personally responsible for the proper keeping of its own register of personal data processing, taking care to record in its register all categories of processing activities that it will carry out on behalf of the Customer.
In this respect, this register shall mention
– the name and contact details of the Client on whose behalf it is acting, any subcontractors and its data protection officer;
– the categories of processing carried out on behalf of the Client;
– where applicable, transfers of personal data to a third country or to an international organisation, including the identification of that third country or international organisation and, in the case of transfers as referred to in the second subparagraph of Article 49(1) of Regulation 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of individuals with regard to the processing of personal data and on the free movement of such data, the documents attesting to the existence of appropriate safeguards ;
– to the extent possible, a general description of the technical and organisational security measures, including, inter alia, as appropriate :
– encryption of personal data ;
– means to ensure the continued confidentiality, integrity, availability and resilience of processing systems and services;
– means to restore the availability of and access to personal data within an appropriate timeframe in the event of a physical or technical incident;
– a procedure for regularly testing, analysing and evaluating the effectiveness of technical and organisational measures to ensure the security of processing (following a security assurance plan).
NANOCODE will allow the supervisory authority to consult this register upon request.
NANOCODE will make available to the Client the information and documentation necessary to demonstrate compliance with all its obligations and to enable audits, including inspections, to be carried out by the Client or another auditor it has commissioned, and to contribute to such audits.
The Client, if it so wishes, may carry out an audit, both during the performance of the Contract and at its conclusion, directly or through the intermediary of any independent external subcontractor, not a direct competitor of NANOCODE, in order to ensure compliance with NANOCODE’s obligations under this article, but also in order to respond to any request from the CNIL or any judicial or administrative authority.
The Client will communicate to NANOCODE in advance, and at least two months in advance of any request for an audit operation, the date of the audit as well as the name and contact details of the persons in charge of the audit. NANOCODE will not be able to refuse without legitimate reason the persons designated to carry out the audit. In the event of refusal, the Parties shall meet to agree on the appointment of the auditor. Any dispute shall be brought before the competent courts.
NANOCODE will collaborate in good faith with the auditor and will provide him with all information, documents or explanations necessary for the performance of the audit and will allow him access to all NANOCODE sites, computer facilities, tools and means used to render the services.
In the event that the audit reveals any breach of NANOCODE’s obligations, NANOCODE expressly undertakes to implement, at its own expense, all necessary corrective measures within ninety (90) days of notification of the breach to NANOCODE, and to provide the Client with written proof of such breach.
15.2.3. Particular obligations of the User
In general, the User shall be personally responsible for complying with all of his own obligations as the person responsible for processing personal data.