End user Agreement

BY VALIDATING THE ORDERING PROCESS ON THIS WEBSITE, YOU AGREE TO THE FOLLOWING TERMS AND CONDITIONS (THE « AGREEMENT ») GOVERNING YOUR USE OF OUR ONLINE SERVICE (THE « SERVICE »). IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY TO THESE TERMS AND CONDITIONS, IN WHICH CASE THE TERMS « YOU » OR « YOUR » SHALL REFER TO SUCH ENTITY. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, YOU MUST NOT PROCEED AND MAY NOT USE THE SERVICE.

 

As part of the Service, Script & Go and/or its subsidiaries or authorised resellers (hereinafter referred to as “the Company” or “we” or “us”) will provide you with use of the Service, including a browser interface, plug-in into some third-party products, web services access and data encryption, transmission, access and storage. Your registration for, or use of, the Service shall be deemed to be your agreement to abide by this Agreement including any materials available on our website incorporated by reference herein, including but not limited to our privacy and security policies. For reference, a Definitions section is included in this Agreement.

1.       Definitions

As used in this Agreement and in any associated Order Form or Website Development Proposal now or hereafter:

« Agreement » means these online End User Agreement and Terms of Use and any other agreement entered into by you in relation with the Service;

« Application » means the Site Diary© solution on web or mobile;

« Content » means the information, documents, software, products and services contained or made available to you in the course of using the Service;

« Confidential Information » means all information disclosed by you to us in the performance of the Services which at the time of the Agreement is not generally known to the public, other than by act or acts of an employee not authorised by us to disclose such information, and which relates to any one or more of the aspects of your business, including, but not limited to, patents and patent applications, inventions, development projects, policies, processes, formulas, techniques, know-how and other facts relating to sales, advertising, franchising, promotions, financial matters, customers, customer lists, customer purchases or requirements, licences or trade secrets;

« Customer Data » means any data, information or material provided or submitted by you to the Service in the course of using the Service, including but not limited to Confidential Information;

« Duration of Service » – Subscription to the Service is made for a minimum of one (1)-month period.

« Effective Date » means the earlier of either the date this Agreement is accepted by agreeing « I Accept » or equivalent “Register” button on line;

« Expiration Date » means the last day of the month identified as the final month on the agreed duration of the service;

« Initial Term » means the first period during which you are obligated to pay for the Service equal to the billing frequency selected by you during the subscription process (e.g., if the billing frequency is monthly, the Initial Term is the first month);

« Intellectual Property Rights » means un-patented inventions, patent applications, patents, design rights, copyrights, trademarks, domain name rights, know-how and other trade secret rights, and all other intellectual property rights, derivatives thereof, and forms of protection of a similar nature anywhere in the world;

« SaaS Technology » means all of the proprietary technology (including software, hardware, products, processes, algorithms, user interfaces, know-how, techniques, designs and other tangible or intangible technical material or information) made available to you by us in providing the Service;

« Service(s) » means the specific edition of the Site Diary© software, accessible via www.sitediary.com or via the dedicated application made available by Script & Go on the Apple App Store or Google Play Store;

« User(s) » means you, your employees, representatives, consultants, contractors or agents who are authorised to use the Service and have been supplied user identifications and passwords by you (or by us at your request).

2.       Use of the Service & Restrictions

The Company grants or makes available to you a non-exclusive, non-transferable, worldwide right to use the Service, in accordance with this Agreement. All rights not expressly granted to you, are reserved by Script & Go.

 

You shall not

 

User rights cannot be shared or used by more than one individual user, but may be reassigned from time to time to new users who are replacing former users who have terminated employment or otherwise changed job status or function and no longer use the Service.

 

You may use the Service only for your internal business purposes and shall not:

3.       Intellectual Property ownership

At no time shall the rights granted to you be interpreted as a transfer of any right to licence, sublicence, sell, resell, transfer, assign, distribute or otherwise commercially exploit or make available to any third party the Service or the Content in any way.

The Company shall own all right, title and interest, including all related Intellectual Property Rights pertaining to Site Diary and the Service and any suggestions, ideas, enhancement requests, feedback, recommendations or other information provided by you or any other party relating to the Service. This Agreement does not grant any rights of ownership in or related to the Service or Site Diary to you.

4.       Confidentiality, Data Protection and Security

This section sets out how the Company will treat Customer Data and any personal data that we may process on your behalf in the course of providing the Services.

We shall:

Confidential Information shall not include information which, alternatively:

We will backup Customer Data weekly. We will not be responsible for retrieving any Customer Data accidentally or otherwise deleted by you. In the unlikely case where Customer Data is lost because of a service malfunction, we will endeavour to restore to the most recent successful backup. We take no responsibility for the quality or frequency of Customer Data backup.

We do not own any data, information or material that you submit to the Service in the course of using the Service. You, not the Company, shall have sole responsibility for the input accuracy, quality, integrity, lawfulness, reliability, appropriateness, and intellectual property ownership or right to use of all Customer Data, and we shall not be responsible or liable for the deletion, correction, destruction, damage, loss or failure to store any Customer Data. In the event this Agreement is terminated (other than by reason of your breach) we will make available to you a file of the Customer Data within thirty (30) days of termination (if you so request at the time of termination).

We reserve the right to withhold, remove and/or discard Customer Data without notice for any breach, including and without limitation to, your non-payment or late payment. Upon termination for cause, your right to access or use Customer Data immediately ceases, and we shall not have any obligation to maintain or forward any Customer Data.

For any subscriptions that are not renewed, you will have the thirty (30) days from the notification of expiration to export or archive any data within their account. After thirty (30) days we reserve the right to delete all data from inactive accounts. Any data that is stored beyond this point at the request of the client will be done according to our Data Protection policy. Cost of such additional storage or archiving services will be agreed with the client in advance.

During your use of the Service, we will archive certain information as well as keep some usage and statistical information by using a tool edited by INTERCOM.

We commit to remain compliant with the EU General Data Protection Regulation (2016/679) and other applicable French laws and regulations, as described in the data privacy conditions available on https://www.scriptandgo.com/en/legal-notice-scriptgo-uk/data-confidentiality/.

5.       Payment of fees and renewals

You shall pay all fees and charges related to your account upon subscription, renewal or invoice by the Company depending on the setup and billing terms.

The agreed payments terms will commence upon completion of the subscription procedure, by clicking on the “REGISTER” or equivalent confirmation button.

 

You agree to provide us with complete and accurate billing and contact information. This information includes your legal company name, address, email, and name and telephone number of an authorised billing contact and account administrator. You agree to update this information within 30 days of any change to it. If the contact information you have provided is false or fraudulent, we reserve the right to terminate your access to the Service in addition to any other legal remedies.

 

Non-payment or late payment may result in the restriction of access to your account accordingly with Section 4 above. We reserve the right to forward any outstanding invoice to our collection services partner.

 

Renewals are NOT automatic where one-time purchase of licences are not made using the Application. Renewals are automatic when the user subscribes using the subscription portal within the Application. Upon renewal, you will be deemed to agree to the updates made to the Terms & Conditions more than (30) days prior to the renewal and upon notice from us.

6.       Termination for cause

Subject to the provisions of Section 4 above, we reserve the right to suspend or terminate this Agreement and your access to the Service if you fail to comply with the payment terms defined in Section 5 above.

7.       Termination without cause

Upon the Expiration Date, the Agreement shall end unless you renew your subscription.

Either party may terminate this Agreement or reduce the number of users, effective only upon the expiration of the then current Term, by notifying the other party in writing at least thirty (30) days prior to the date of the invoice for the following term.

In the case of free trials, notifications provided through the Service indicating the remaining number of days in the free trial shall constitute notice of termination.

8.       Disclaimer

We shall not be responsible for any content except for what is stated in the Agreement and included in the Services.

We do not warrant that the use of the Application will remain secure or error-free when made in combination of any other software, hardware, system or unsuitable type of data.

9.       Marketing

By subscribing to the Service as a professional, you grant us the right to display your company name and logo on its websites for marketing purposes.

10.    Limitation of liability

In no event shall either party’s aggregate liability exceeds the amounts actually paid by and/or due from you in the six (6) month period immediately preceding the event giving rise to such claim. In no event shall either party and/or its licensors be liable to anyone for any indirect, incidental, consequential or other damages of any type or kind (including loss of data, revenue, profits, use or other economic advantage) arising out of, or in any way connected with the Service.

11.    Modification of Terms & Conditions

We reserve the right to modify the terms & conditions of this Agreement or its policies relating to the Service at any time, effective upon notification to the account administrators by posting a message on the Application interface or sending of an email. Continued use of the Service after any such changes and notification shall demonstrate consent to the updates terms & conditions or policies.

12.    Applicable law

This Agreement shall be governed by the laws of France and any claims, actions or dispute arising from its performance shall be under the exclusive jurisdiction of the courts of Rennes (France).