Our general subscription conditions
October1, 2022 version
0 – Preamble
The purpose of this contract is to define the conditions of supply of the services associated with the iPERFONY solution, hereinafter referred to as the “SERVICE”, provided by the company PERFONY, a simplified joint stock company with a capital of €78,108.80, whose registered office is located at 91 rue du Faubourg Saint-Honoré, 75008 Paris, registered in the Paris Trade and Companies Register under number 533 868 873 (hereinafter also referred to as “PERFONY”) on the one hand and the subscriber (“SUBSCRIBER”), natural or legal person, designated in the order form, subscriber of the subscription.
The PERFONY subscription is marketed according to different tariffs as detailed in the PERFONY tariff sheet, available on the site https://www.perfony.com, hereinafter referred to as “the SITE”, in its section entitled “RATES”.
The relationship between SUBSCRIBER and PERFONY shall be governed by these Subscription Terms and Conditions and the PERFONY Tariff Sheet.
CHAPTER 1 – SUBSCRIPTION TO THE PERFONY CONTRACT
1 – Definitions
“SUBSCRIBER” means the natural or legal person who registers for and activates the SERVICE provided by PERFONY and assumes responsibility for payments for that SERVICE.
“USERS” means the natural person who is invited to join the SUBSCRIBER workspace and can therefore access the service.
“iPERFONY” refers to the collaborative workspace made available by PERFONY also referred to as the “SERVICE”.
“ADMINISTRATOR” means the USER at SUBSCRIBER who manages the iPERFONY private space and determines the access rights of each USER.
“CONTENT” means any data, in any form, added by USERS to their iPERFONY workspace.
“FOLDER” refers to a set created in iPERFONY by the “folders” feature to group users, actions, attachments in order to collaborate efficiently.
2 – General information
SUBSCRIBER is the person, natural or legal, who signs the subscription contract.
The present subscription conditions, which may be revised at any time, apply to all subscriptions taken out with PERFONY, with a view to using the “SERVICE” and accessing the private areas by SUBSCRIBER.
The subscription purchased is equivalent to a periodic license to use the “SERVICE” for a given number of users.
Specific subscriptions and services may also be offered by PERFONY depending on the characteristics of use of the service(s) and SUBSCRIBER’s workforce.
The present general subscription conditions prevail over any other conditions to the contrary, unless special conditions are expressly agreed between PERFONY and SUBSCRIBER.
Any subscription subscription implies the full and unconditional adherence of the subscriber to these terms and conditions.
3 – Terms and conditions of the Perfony subscription contract
– Online registration –
The creation of a dedicated iPERFONY space can be done remotely according to a procedure available on the website https://www.perfony.com.
SUBSCRIBER is required to provide information relating to his identity and the activity of his company, to choose the offer and the options among those proposed by PERFONY and to accept the present general subscription conditions.
After validation of the information provided by the subscriber, PERFONY will send him an e-mail confirming the reservation of the sub-domain which will be dedicated to him, as well as his login and password for access as administrator. The administrator can then create as many users as desired. Each registered user will receive by email his own login and password. This information is strictly personal, confidential and non-transferable. Each SUBSCRIBER is solely responsible for the use of his or her own credentials and those of the users of his or her subdomain.
The use of the “SERVICE” is free of charge, with no restriction on use during the first 15 days following the creation of the iPERFONY reserved area and with no time limit on the number of 3 (three) active FILES. Any FOLDER not deleted in the iPERFONY space, except for the “my TODO” folder and any sub-folders, is considered active.
The use, even free of charge, of an iPERFONY workspace implies acceptance of these conditions.
– Order form –
After this period of 15 (fifteen) days or after 3 (three) files have been created, SUBSCRIBER will be able to choose the commercial offer that best suits him/her directly from his/her iPerfony. In case of choice among the offers proposed online, the “SUBSCRIBER” will be able to pay for his subscription by credit card, automatically receiving the corresponding invoice.
In the event of payment by other means or of a particular commercial offer, “SUBSCRIBER” will receive a quotation which he will return signed with, if necessary, a purchase order of his organization allowing to engage a billing.
The commercial offer will include the cost, the terms of payment and the duration of the subscription (minimum 12 months) for the use of the “SERVICE”, as well as any other service or advice (support for configuration, training in the tool, specific developments) that the customer may require.
Upon receipt of the signed commercial offer and/or purchase order, if applicable, PERFONY shall issue an invoice which shall be transmitted by any means to SUBSCRIBER.
CHAPTER 2 – THE CONTRACT PERIOD
4 – Date of conclusion and effective date of the contract
The subscription contract starts on the 1st of the month of the signature of the signed commercial offer and/or the purchase order if applicable and gives access to the “SERVICE” for 12 months, for the number of users provided for in the signed commercial offer and/or the purchase order if applicable.
The subscription fee is due at the end of the trial period or when the number of files allowing free use of the “SERVICE” is exceeded.
The access to the “SERVICE” is done by control of the identification of the user, on the basis of the information attributed by his administrator.
5 – Duration and renewal of the subscription contract
The subscription to a license giving access to the ” SERVICE ” is annual except in the case of the online offer “TEAM” and the invoiced sums are due on the 1st day once the trial period and/or the number of files allowing a free use of the ” SERVICE ” is over.
The renewal of the contract is done by tacit renewal at each period and is formalized by the sending of an invoice corresponding to the amount of the subscription for the period to come.
SUBSCRIBER may change his type of offer at any time, but the new package will only be taken into account on the subscription renewal date.
SUBSCRIBER may terminate his PERFONY contract at any time by registered letter with acknowledgement of receipt, giving 30 (thirty) working days’ notice, but the sums due under the current annual subscription shall remain due.
6 – Obligations and responsibilities of Perfony
PERFONY undertakes to implement all the means allowing SUBSCRIBER and the users for whom a license is provided in the signed commercial offer and/or the purchase order if necessary, to benefit from a reliable and fast access to the “SERVICE”.
The subscription provides a maximum bandwidth of 1mbps and a storage capacity of 50GB per iPERFONY collaborative workspace. In case of overruns noted by PERFONY’s technical services, a specific service, subject to an additional contract, shall be set up between PERFONY and SUBSCRIBER within one month from the time PERFONY notes the overrun. Without an agreement between the parties, SUBSCRIBER will not receive additional storage space.
The information of the “SERVICE” is accessible 24 hours a day, 7 days a week, subject to accidental interruption or necessary for the proper functioning of the service.
No compensation will be paid for any such interruption of service for less than 12 hours.
PERFONY cannot be held responsible:
- disruptions of the communication networks due to cases of force majeure as defined by the case law of the French Supreme Court.
- the termination of the service’s operating licenses by decision of the public authority or by an act of God,
- services provided by independent service providers, to which the subscriber can have access in particular via the Internet. Any complaints regarding these services should be addressed directly to the providers who rendered them,
- the installation and operation of terminals used by the customer and not supplied by PERFONY,
- any flaws or viruses that may be transmitted to the Subscriber’s computer system in the course of using the software or the website,
- of any interruption in the operation of the website.
Generally speaking, PERFONY cannot be held liable, either to third parties or to the subscriber, for the direct or indirect consequences of non-conforming use of the “SERVICE” by the subscriber.
Consequently, PERFONY could not be held, because of an express or tacit obligation, as civilly responsible towards the subscriber or third parties of any direct or indirect damage resulting from the use of information, and in particular consecutive to an inaccurate or incomplete information, a delay of setting on line.
PERFONY shall also not be responsible for the adequacy of information provided by the subscriber and its users on the private areas.
Finally, under no circumstances shall PERFONY be held responsible for any damage of any nature whatsoever, in particular operating loss, loss of data or any other financial loss resulting from the use of or inability to use the subscriptions which is not directly attributable to it.
7 – Subscriber’s obligations
SUBSCRIBER agrees to respect the number of users for which it has subscribed.
SUBSCRIBER agrees to pay the price of the services he has subscribed to PERFONY in accordance with the terms and conditions set forth in these general subscription terms and conditions, in the absence of specific agreements to the contrary.
SUBSCRIBER undertakes to inform PERFONY within fifteen (15) days of any change to the information he/she provided when subscribing to the contract, and in particular of any change of address or bank details.
SUBSCRIBER acknowledges that he/she has accepted the costs and limitations of any connection to the Internet. SUBSCRIBER shall be responsible for accessing the website services in good technical conditions – hardware, software, telecommunications – so that all backup measures and protection against possible intrusions are ensured.
SUBSCRIBER may not assign or transfer to a third party, whether in return for payment or free of charge, in any form whatsoever, the benefit of this contract without the prior written consent of PERFONY.
The software and the presentation of the contents to which PERFONY gives access within the framework of the subscriptions referred to herein are protected by the copyright and the right of the data bases, in application of the provisions of the Code of the intellectual property. SUBSCRIBER shall therefore refrain from reproducing, publishing, distributing or selling, in any manner whatsoever, the software or the presentation of the contents accessed.
In particular, the software provided by PERFONY may not be copied, adapted, translated, made available, distributed, modified, disassembled, decompiled, or used in combination with any other software other than those offered by PERFONY.
SUBSCRIBER further agrees to indemnify PERFONY against all claims, costs or judgments against or at the expense of PERFONY, which could be made against the latter directly or indirectly, on the basis of a real or alleged infringement of the rights of a third party, caused during the use of the services, particularly with regard to the content generated and shared by users.
8 – Service rates and contractual modifications
Access to the iPerfony service is billed on a yearly basis and per user according to the subscription level of each user.
Additional billing for additional services may be requested by SUBSCRIBER. These fees are listed on the order form and must be approved by SUBSCRIBER.
Prices (unless otherwise stated) are in Euros.
The description of the services included with each of the PERFONY subscription offers, as well as the details of the optional services that can be subscribed to, are given in the PERFONY price list available on the PERFONY website at https://www.perfony.com/fr/tarifs/.
The annual subscription price for access to the “SERVICE” is indexed to the “SYNTEC” index in France. This change related to indexation is not subject to prior information and will be presented in the renewal offer without constituting a substantial change to the contract.
Price changes, apart from those linked to the evolution of the “SYNTEC” index, may apply to subscriptions and other services offered by PERFONY. PERFONY shall then inform SUBSCRIBER of any contractual change and in particular of any increase in the rates of the offer subscribed by SUBSCRIBER, one month before it takes effect.
In the event of such a contractual modification and in particular an increase in the rates of the standard offer or of an optional service subscribed by the subscriber – excluding rate changes linked to changes in the “SYNTEC” index -, the subscriber may request the termination of the subscribed service under the conditions of Article 16.
9 – Additional options
SUBSCRIBER may at any time subscribe to additional options to the standard offer.
The cost of each of the additional options is specified in the PERFONY rate card and these changes are billed according to the current PERFONY rate card.
10 – Billing of services
Invoices are payable in euros, within the maximum period indicated on the invoice and according to the payment method chosen at the time of subscription.
Any additional services provided during the subscription period will be invoiced and sent in the month the service is provided.
Any additional paid subscription occurring during the course of the main subscription will be invoiced on a pro rata basis with a principle of co-terminus on the main subscription. The invoice is sent in the month of the additional subscription.
- The charges for the subscription purchased by the Customer for the given billing period,
- Billing for additional services.
Any delay in payment, after formal notice has remained without effect, will result in the application of a surcharge equal to 5 times the legal interest rate in force on the day of the invoice. This increase is calculated on the amount due, excluding tax, by indivisible periods of 15 days from the 1st day of delay.
PERFONY shall provide SUBSCRIBER with any evidence of the invoice, according to the state of the art.
11 – Customer Complaints
Any complaint must be addressed, by mail, to the PERFONY customer service whose address appears on the customer’s invoice, within a maximum of one year from the day of the occurrence of the event at the origin of the complaint.
In addition, any action brought after one year from the date of the event giving rise to the claim will be considered time-barred.
12 – Jurisdiction and applicable law
The present subscription conditions, as well as any dispute which could result from the commercial relationship maintained by PERFONY and its customer, are subjected to the French law.
The parties agree to submit any dispute that may arise between them to a commercial mediation procedure.
In the absence of an amicable settlement within a period of (1) one month from the first mediation meeting, the parties may submit their dispute to the Commercial Court of Paris (both on the merits and in summary proceedings).
13 – Intellectual Property
This Agreement does not grant SUBSCRIBER any right, title or interest in or to any of PERFONY’s intellectual property rights, including but not limited to logos, computer developments, databases or trademarks.
PERFONY reserves the right to use or disclose any comments, contributions, references, quotes, SUBSCRIBER’s logo, without any obligation to compensate for such contributions, in any media worldwide including its own website.
In particular, SUBSCRIBER agrees that its company name may be listed on the PERFONY website and used as a reference. Customers who do not wish to be included in the published directory must specifically request it at email@example.com.
SUBSCRIBER shall retain exclusive ownership of all CONTENT on his iPERFONY.
14 – Data processing and liberties
The Customer is responsible for the files and personal data used on his private spaces when using the PERFONY software and services.
SUBSCRIBER has the status of data controller in the sense of the law n°78-17 of January 6, 1978 relating to data processing, files and freedoms, as amended in August 2004. The Client thus undertakes to respect the obligations incumbent upon him under this law.
Any personal data collected by PERFONY within the framework of the subscription are also treated in accordance with the provisions of the law n° 78-17 of January 6, 1978 relating to data processing, the files and freedoms.
The personal information concerning the subscriber or the users, if necessary, and collected on this occasion can give place to the exercise of a right of access, of correction and opposition, near the customer service PERFONY, 91, rue du Faubourg Saint Honoré 75008 Paris – France, or by any other means indicated by PERFONY, by justifying its identity.
PERFONY may use this information, including traffic data, to develop and market its products and services.
PERFONY may also use this information for marketing purposes, by sending the subscriber or users, as the case may be, messages relating to its products and services, by any means whatsoever and in particular by electronic mail.
CHAPTER 3 – SUSPENSION AND TERMINATION OF THE CONTRACT
15 – Suspension or termination of the service by Perfony
PERFONY reserves the right to terminate any subscription, without compensation, in the event of failure by the subscriber, not remedied within (15) fifteen days after formal notice, to comply with any of the provisions mentioned in these subscription conditions. This will be the case in particular in the event of abnormal use of the subscription.
In case of total or partial non-payment of an invoice at the deadline of payment appearing on the invoice and after formal notice by simple letter, remained without effect during the period of (15) fifteen days, the service could be suspended or terminated by right by PERFONY.
Service will also be suspended or terminated under the same conditions if Subscriber fails to comply with any of the obligations set forth in Section 6.
16 – Termination by Subscriber
SUBSCRIBER may terminate this Agreement at any time upon written notification by registered letter with return receipt, and upon thirty (30) days’ notice. Amounts due for past services or current annual subscriptions remain due.
Contractual annex RGPD
The purpose of this appendix is to meet the requirements of the RGPD in the context of the relationship between PERFONY and its CUSTOMERS. This document only applies in the event that we process, at the request of CUSTOMERS, personal data under the conditions set out in the GDPR. This document is considered a contractual appendix that is binding on the parties and does not alter the terms of existing contracts. In the event of any discrepancy between this document and the contract(s) entered into, this appendix shall prevail with respect to the processing of personal data only.
For the purposes of this Schedule, the terms below have the following meanings between the parties:
” personal data “means any information relating to an identified or identifiable natural person, directly or indirectly, in particular by reference to an identifier, such as a name, an identification number, location data, an online identifier, or to one or more factors specific to his or her physical, physiological, genetic, mental, economic, cultural or social identity;
” processing of personal data The term “processing” refers to any operation or set of operations on personal data, regardless of the process used, such as collection, recording, organization, storage, adaptation or modification, retrieval, consultation, use, disclosure by transmission, dissemination or otherwise making available, alignment or combination, as well as blocking, erasure or destruction;
” Personal Data Breach ” means a breach of security resulting in the accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to, Personal Data transmitted, stored or otherwise processed.
QUALIFICATION OF PARTIES
Within the meaning of the RGPD, and for the proper application of the present, the CUSTOMER acts as “controller” and PERFONY acts as “processor”.
IDENTIFICATION OF THE TREATMENT
The treatment identifiers covered by this schedule are those declared by the CUSTOMER.
OBLIGATIONS OF THE CLIENT
CLIENT agrees to:
- comply with the GDPR as a data controller;
- provide all documented instructions necessary for the proper execution of our services;
- report any changes in data processing;
- provide the contact details of its DPO or RGPD referent;
- notify data breaches to the appropriate authority;
- comply with data protection obligations;
- to provide, as necessary, the information required to keep our register of data processing.
- ensure that you have all the rights necessary for us to process the data.
We will only process the CUSTOMER’s personal data in accordance with the documented instructions that the CUSTOMER provides to us.
Documented instructions are communicated to us in writing, in any form chosen by the customer. The instructions provided may in no way have the purpose or effect of modifying the product itself or the service offered.
We are obliged under the GDPR to inform the CUSTOMER immediately if, in our opinion, an instruction from the CUSTOMER constitutes a violation of this Regulation or other provisions of EU or French law relating to data protection.
The CLIENT authorizes us to use subcontractors. If the contract is concluded between us and the subcontractor we guarantee that the subcontractor is itself compliant with the GDPR. In the event that the CLIENT wishes to contract directly with the subcontractor, it is up to the CLIENT to verify its compliance with the RGPD.
We make our staff aware of the protection of personal data and ask them to respect, when the service is appropriate, a code of good conduct.
Each party shall implement the necessary technical and organizational measures with regard to the obligation to secure and protect personal data.
In the event of a security breach, we will implement the necessary measures and undertake to communicate to the CUSTOMER all the elements necessary to proceed, if necessary, with the notifications to the CNIL.
CAUTION: The CUSTOMER must always ensure that the access codes and user profiles are correctly set up.
CONTROL OF THE CNIL
The parties inform each other of any possible control by the CNIL and take the necessary measures to answer the questions asked by the control authority.
The CUSTOMER can audit our compliance once a year by sending us a questionnaire for this purpose. We will respond as soon as possible. We are exempted from audit for all services benefiting from a certificate or a label from the CNIL.
In accordance with Article 82 of the GDPR, our liability as a processor is limited to the following case:
- we fail to comply with our specific obligations under the GDPR as a processor or ;
- we act outside your documented instructions or ;
- we act contrary to your written instructions.
In any case, the compensation of the damage is part of our service contract.
In the event of regulatory changes or recommendations from the CNIL, we reserve the right to modify this appendix. Any new annex will be notified before it comes into force.