These general terms and conditions are concluded between Tolma with a capital of € 488,780, registered with the RCS of Nantes under the number 823 375 738 and whose registered office is at 14 Hameau Enitot 76290 Saint Martin du Manoir on the one hand and the Client on the other hand.
Customer: The Customer is defined as a natural or legal person who, through the signature of the Contract, agrees to collaborate with PITCHME.
Contract: refers to the formula chosen by the customer on the website (pricing).
Quotation: Contractual document, signed by the Customer, detailing the Services chosen by the Customer according to his needs and the particular modalities of execution of these. It may take the form of a purchase order or a technical and commercial proposal.
Data: All data belonging exclusively to PITCHME, organized in a database (Base Pitchme) and made available to the Client within the framework of the chosen formula.
Platform: A platform solution enabling the Customer to have access to the Pitchmeet Base to adjust its queries of it by creating lists of companies to be monitored or lists of criteria and this, within the limits of the rights granted by the Services Selected. The Platform is available in SaaS (Software As A Service) mode via a web interface.
Service: Provision of service and executed by PITCHME according to the chosen formula (access to the Base Pitchme, access to the Platform).
Website: Website www.Pitchme.eu
User: Person designated by the Client under his sole responsibility and having access to the pitchme.eu website
The purpose of the Contract is to regulate the contractual relations between PITCHME and the Client in the performance of the Services.
More specifically, this Contract defines the conditions under which PITCHME provides the Customer with a personal, non-transferable and non-exclusive use right to use the Platform and the Pitchme Base in the execution of Services and on the other hand authorizes the Customer to export the Data that it chooses to insert them in its information system.
PITCHME does not have the quality of hoster vis-à-vis the Client and therefore does not retain the data of the Client.
3.1- Right to use the Platform
The Platform is an original creation, thus benefiting from the protection by the copyright (article L. 111-1 of the CPI). PITCHME is and remains the holder of all intellectual property rights relating thereto. This Agreement does not transfer any intellectual property rights to the Customer.
PITCHME grants to the Customer for the duration of this Contract and in strict compliance with the conditions of execution of the Services selected, a right of personal use, non-transferable.
In particular, the Customer is strictly forbidden:
• to carry out any form of reproduction or representation of the platform
• alter or obscure in any way the marks, distinctive signs, paternity statements affixed to the Platform;
• modify or seek to bypass any protection device of the Platform.
The Client is not authorized to avail himself of the rights referred to in Article L.122-6-1 of the Intellectual Property Code, without having previously informed PITCHME.
The Client is not authorized to contract rights on the Platform and Pitchme Base.
3.2. Right to use the Base Pitchme
This Agreement does not transfer any intellectual property rights in connection with the Pitchme Base for the benefit of the Client.
PITCHME grants to the Client for the duration of this Contract and for the sole purpose of his activity, a personal, non-transferable and non-exclusive use of the Pitchme Base for the member countries of the European Union and the United States.
This right of use is strictly limited to:
• a right to consult Pitchme Base;
3.3. Updating the Base Pitchme
The Client shall benefit from the updates of the Pitchme Base throughout the duration of the Contract and, in particular, the updating of the data, the volume of data available and the taking into account of the exercise of the right to object.
4.1 - Access to the Platform and Base Pitchme
The Platform is accessible in SaaS mode via a website. Access to the Platform and Pitchme Base is secured via the identity of the Client. Use is the sole responsibility of the Customer.
4.2 - Maintenance
PITCHME reserves the right to close access to the Platform and / or Pitchme Base in order to maintain it and also that of the materials and platforms necessary for their hosting. PITCHME undertakes to make its best efforts to carry out the maintenance outside busy hours. PITCHME undertakes to inform the Customer in advance of Any interruption of access to the server, of its act or of which it may be aware.
4.3 - AvailabilityThe Contractor undertakes to provide access to the Platform in the order of 99.5% of the time calculated over a period of twelve months, excluding the maintenance period of the Platform and the Pitchmeet Base, except in cases of force majeure such as Described in the article "Force majeure". PITCHME agrees to inform the Customer in advance of any interruption of access to the server, of its fact or of which it may have knowledge.
4.4 - Enrichment of the Pitchme Base
4.4.1. The Client may update the personal data of the contacts of the Pitchme database himself by filling in the fields provided for this purpose in the Platform.
4.4.2. The Customer undertakes to have verified the accuracy of the information thus transmitted to PITCHME.
The Customer acts under his responsibility and forbids himself:
• to transmit to PITCHME bad information
• to transmit any information likely to infringe PITCHME.
In the execution of the Contract, PITCHME is required to keep personal data.
The Contract takes effect from the payment of the formula chosen on the website (pricing) by the Client. This Agreement is concluded for a period of time determined in accordance with the formula chosen
The Contract shall be renewed by tacit agreement for an identical period.
The automatic renewal of the Contract may be terminated on either anniversary date by either Party upon receipt of a notice by registered letter with acknowledgment of receipt of three (3) months prior to the anniversary date of the Contract.
7.1. At the end of the Contract, whatever the cause:
• the Customer will no longer be able to use the Platform. Access will be inaccessible. Any continued use on the Platform by the User shall be deemed counterfeit;
• the Customer will no longer be able to use the Pitchmeet Base, for any use whatsoever. Any continued use of the Pitchme by the Customer will be qualified as counterfeit;
• the sums paid to PITCHME for the contractual period will not be reimbursed.
7.2. In the event of PITCHME [notably by means of the Control Data] being aware of a continuation of use of the Pitchme Base at the end of the Contract, the Customer shall be liable, automatically and without prior notice, of Indemnity, as a penalty clause, of an amount which has already been expressly fixed at fifty thousand (50,000) euros, without prejudice to any judicial remedy in case of higher damage.
8.1. The financial terms and conditions of payment are defined on the website: pitchme.eu (pricing)
8.2. Indexation- The price amounts can evolve automatically, each year. They will be communicated on the website: pitchme.eu
9.1. The Customer shall have, from the time the Services are made available, for the duration of the Contract and for the European Union and the United States, a non-exclusive and non-exclusive personal use right of the Pitchme Base , Solely for the purpose of its business. This right of use is strictly limited to:
• a right to access the Data,
9.2. During commercial promotional activities, the Customer undertakes:
• to promote exclusively its products or services or those of the Entities, excluding any products or services of third parties, to recipients whose professional activity and / or functions are directly related to the promotional message.
The Client undertakes, moreover, to carry out these commercial promotion operations in accordance with the applicable legal framework and, in particular, to do so: • clearly identify the promotional nature of the messages sent;
• to implement a free mechanism for the recipients of promotional messages, and instantaneous, to take account of requests for access, rectification and / or opposition;
• inserting in the set of commercial promotion messages by e-mail the hyperlink provided by PITCHME enabling the recipients of the messages to exercise their right to object;
• immediately stop using any e-mail address for which opposition has been requested. 9.3. The Customer undertakes to comply scrupulously with the instructions given by PITCHME, in particular those relating to the use of the Platform and to relay them to the Users.
The Customer undertakes to respect its obligation to collaborate with PITCHME in particular, when describing its difficulties in using the Platform's functionalities or when requests for information from PITCHME.
9.4. The Client is solely judge in view of his unique knowledge of his strategy and business activities of the use he makes of the Data; As such, PITCHME is not responsible for the relevance of the choices made by the Customer when using the Platform and the Pitchme Base.
10.1. In general, the implementation of the PITCHME Services is based on an obligation of means in such a way that PITCHME will put the best means to present the Pitchme database up to date and complete, taking into account notably the obvious fluctuation of the information and the great Diversity of sources.
10.2. The liability of PITCHME can not be committed in case of force majeure as described in the article Force majeure below.
10.3. It is expressly agreed between the Parties that PITCHME's liability, if PITCHME's fault is acknowledged, does not cover indirect damages such as operating losses, loss of profit, commercial or financial loss, increase in overhead costs by the customer.
10.4. It is expressly agreed that if PITCHME's liability is recognized in the execution of the Contract, the Customer shall not be entitled to any compensation or damages other than reimbursement of payments made by PITCHME under this Contract, Capped at the amount paid in the last year of contractual relationship.
The Customer warrants PITCHME against any claim or action that may be brought by a third party against PITCHME under the Contract and in particular for any action related to the Customer's misuse of the Data or in case of non-compliance with Legal and regulatory rules for the use of personal data. This guarantee covers, in particular, any legal fees necessary to defend the interests of PITCHME.
The Parties agree to treat as strictly confidential the data and / or information, in whatever form and / or format, which has been expressly designated as confidential upon delivery to the other Party, The Disclosing Party to provide evidence that it has so qualified the said data and / or information (hereinafter the Confidential Information).
Each Party undertakes to take the same protective measures with respect to Confidential Information as it does with respect to its own confidential information and, in particular, not to disclose it to third parties in any form whatsoever Support and for any reason whatsoever and to require the same confidentiality undertaking from any servant or third party likely to be aware of Confidential Information for the purpose of performing the Contract. This confidentiality undertaking will last for the duration of the Contract
It is expressly foreseen between the Parties that a breach of this clause will give rise to the award of damages in favor of the non-defaulting Party, the amount of which is already fixed at thirty thousand euros (30,000) euros without Prejudice to a possible judicial remedy in the event of higher damage.
PITCHME reserves the right to modify at any time the provisions of this Contract. Changes will be notified to the Customer by email sent to the address indicated by the Customer in the platform and will come into force on the next anniversary date of the Contract.
In the event of any disagreement on the part of the Client, the Customer may, within one month of sending the aforementioned email and in any event before the anniversary date of the Contract, request that the Contract not be renewed On the next anniversary date. In this case, the Client is not obliged to respect the three (3) months notice provided for in Article Effective and Duration of the Contract.
In addition to the events usually taken up by the French jurisprudence in case of force majeure, the obligations of the Parties shall automatically be suspended in the event of events beyond their control preventing the normal performance of this Contract, such as earthquakes, Fire or flooding of premises for the operation of either Party, storm, blockade of means of transport for whatever reason, total or partial strikes, internal or Lock-out, total or partial, regional, national or international blocking of telecommunications and the total or partial, regional, national or international blocking of computer networks.
The Party reporting the event shall promptly inform the other Party of its inability to perform its performance and Justify it to the Commission. Suspension of obligations shall in no case be a cause of liability for failure to perform the obligation in question or result in payment of damages or penalties for delay.
However, as soon as the cause of the suspension of their reciprocal obligations has ceased, the Parties shall make every effort to resume the normal performance of their contractual obligations as soon as possible.
In the event of the occurrence of such event for a period exceeding ninety (90) days, either Party may, without incurring any liability, terminate the Contract by giving notice thereof to the other party, By registered mail with acknowledgment of receipt.
The benefit of this Agreement may not be used by a third party.
16.1. The Agreement expresses the entire agreement between the Parties as to its object.
16.2. In the event that any of the provisions of the Contract shall be declared null and void, in any manner and for any reason whatsoever, it shall be deemed to be unwritten and shall not render the other provisions null and void.
16.3. The Parties agree that any exchange between them under the Contract by e-mail shall be in writing and shall be valid as evidence which may be brought before the courts.
16.4. PITCHME is expressly authorized to mention and reproduce the name, brand or sign of the Client as a reference in the course of its commercial transactions with third parties, in particular prospects.
16.5. In the event of translation of the Contract, only the French version shall prevail.
16.6. In case of difficulty of interpretation, the titles of the articles will not be taken into account.
16.7. Declaration of Reciprocal Independence
This Agreement is governed exclusively by French law.
Any dispute concerning the interpretation, execution and / or termination of this contract shall be the exclusive competence of the Tribunal de Commerce of Paris in application of the provisions of the Intellectual Property Code applicable and notwithstanding, plurality of defendants.