General Terms and Conditions of Sale

These General Terms and Conditions of Sale are up-to-date as of December 12, 2024.

1. Preamble

The Company has designed and developed a SaaS software accessible online called "Back-Office.pro", which allows you to create your back office in a minimum time and with maximum customization to meet the specific needs of each professional, regardless of the field of activity.

The purpose of these General Terms and Conditions of Sale is to define the contractual relationship between the Company and the Client.

2. Definitions

The terms defined below and currently used have the following meanings:

Subscription: refers to any subscription, by the Client, to a subscription offered by the Company, and regardless of whether it is the basic subscription, the pro subscription or the premium subscription.

Back-Office.pro: refers to the back office creation tool made available in SaaS (Software as a Service) software mode.

T&Cs: refers to these General Terms and Conditions of Sale assimilated to the general terms and conditions of software service in SaaS mode which constitute a Contract between the Company and the Client.

Customer: refers to any natural or legal person who has subscribed to a subscription, and is a party to this Agreement.

Contract: refers to all the stipulations set out in the terms of the General Terms and Conditions of Sale binding the Company and the Client, parties to this Contract.

The Company: designates the company named « Dev & Software », a sole proprietorship with limited liability with a share capital of 1000 euros, whose registered office is located in PARIS (75008) (FRANCE), 60 Rue François 1er, registered with the Register of Commerce and Companies of PARIS and identified under the SIREN number 938810660, and a party to this Contract.

Software: refers to the web application Back-Office.pro made available in SaaS (Software as a Service) mode in return for a subscription subscribed by the Client. Unlike so-called « On-Premise » software, which is acquired definitively through the purchase of a license, SaaS software is considered a service that is accessible for as long as the subscription lasts.

Subscription period: refers to the renewal of the Contract by successive monthly periods on the day bearing the same date as the day on which the subscription was subscribed.

Agent: refers to any natural person, employee or service provider of the Client, who has an account allowing access to and use of the Software, and acting under the responsibility of the Client.

Website: refers to the website domiciled at the address: www.back-office.pro, presenting the Software and its functionalities and allowing the subscription to be taken.

Support: refers to the email or e-mail assistance service made available to the Client by the Company.

3. Purpose and scope of the contract

3.1. Purpose of the contract

The Back-Office.pro Software is a « no-code » web solution for back office modeling for natural persons of legal age and legal entities acting in the context of their professional activity.

The purpose of these Terms and Conditions is to define the conditions under which the Company ensures the provision and use of the Software in SaaS mode for the benefit of the Client in return for the payment of the subscription price chosen by the latter.

It is expressly agreed between the Client and the Company that their relations are governed by this Contract.

3.2. Enforceability of the T&Cs

Before taking out a subscription, the Client declares and acknowledges that he/she has read these general terms and conditions of sale, and that he/she has accepted them in their entirety.

In the event of any disagreement with any of the terms and conditions, the Customer shall not use the Software or subscribe to a subscription.

Subscribing to a subscription therefore constitutes full and unreserved acceptance of these T&Cs.

4. Duration of the contract

The Customer who subscribes to a subscription benefits from a free trial period of fifteen (15) days.

The Agreement takes effect on the date of subscription for an initial period of fifteen (15) days. Once the trial period has elapsed, the Contract is automatically renewed by tacit renewal in successive monthly periods.

The subscription is non-binding and can be cancelled at any time free of charge.

5. Financial conditions

5.1. Subscription price

Several subscriptions are available:

• « Basic plan » at the rate of 199.00 dollars (one hundred and ninety-nine dollars) excluding taxes per month;
• « Pro plan » at the rate of 299.00 dollars (two hundred and ninety-nine dollars) excluding taxes per month;
• « Premium plan » at the rate of 499.00 dollars (four hundred and ninety-nine dollars) excluding taxes per month.

Subscription rates are subject to change at any time at the Company's discretion. In the event of an increase in the price of the subscription, the Client will be notified by email at least thirty (30) days before the invoice date.

Unless otherwise stated, prices are displayed in Dollars and exclude VAT.

5.2. Subscription payment and billing

The price of the subscription is invoiced and debited for the coming month, on the day that bears the same date as the day on which the subscription was subscribed, or, in the absence of an identical date, on the last day of the month, i.e.:

• For a subscription taken out on January 8th, each direct debit will be made on the 8th of each month,
• For a subscription taken out on January 31st, each direct debit will be made on the 30th or 31st of each month.

At the end of the trial period, the Customer's payment method is automatically charged on the first day of the new subscription period.

Any subscription period started is due in full.

If Customer wishes to terminate the Agreement prior to the payment method being charged, termination of the subscription must be made no later than twenty-four (24) hours prior to the commencement of a new subscription period.

The Client agrees to receive all invoices in electronic format by email.

5.3. Payment methods

The Customer must provide a valid payment method when subscribing to a subscription (credit card, PayPal, or SEPA direct debit).

The Company uses a billing service. A secure system guarantees the Client the total confidentiality of his banking information so that the transaction carried out is fully encrypted and protected.

In the event that it is impossible to debit the payment method provided by the Client, the Client remains liable to the Company for any amount not debited. The billing department may attempt again to charge the payment method provided and/or ask the Customer to provide another valid payment method. In such a case, the Company reserves the right to suspend or terminate the Client's subscription.

When subscribing to a subscription, the Client authorises the Company, by means of the invoicing service, to debit or debit the price of the subscription according to the payment method provided.

5.4. Late or non-payment

In accordance with Articles L441-6 and D441-5 of the French Commercial Code, any late payment penalty is subject to late payment penalties calculated on the basis of three (3) times the legal interest rate. These penalties are payable by operation of law from the first day of delay, without the need for a formal notice.

A fixed compensation of forty (40) euros will be added to the late payment penalties invoiced by the Company to the Client. If the recovery costs incurred are greater than the amount of the lump sum indemnity, the Company may, upon receipt, request additional compensation.

Any delay or failure to pay will result, after a new attempt to debit the payment method provided by the Client remains unsuccessful, automatically suspending the execution of the Contract and consequently access to the Software will no longer be guaranteed to the Client.

6. Termination - Account deletion

6.1. Termination

The subscription can be cancelled at any time from the Customer's account. The termination will be effective at the end of the current subscription period, i.e.:

• For a subscription initially taken out on 08 January, the Client having cancelled his subscription on 20 March, the termination will be effective on 07 April at midnight,
• For a subscription initially taken out on 31 January, the Client having cancelled his subscription on 20 March, the termination will be effective on 31 March at midnight.

Once terminated, Customer's account will only be accessible on a read-only basis and access to the Software will no longer be guaranteed beyond a period of thirty (30) days.

6.2. Deletion of account by the Company

After the expiry of the period of thirty (30) days following the effective termination of the subscription, the Client's account will be permanently deleted. The Client accepts and acknowledges that, after this period, it will no longer be possible for him to recover either his account or its content.

7. Assistance - Demo - Support

7.1. Assistance - Demo

Customer may request a demo from the Website by contacting support via instant messaging or by email at [email protected].

7.2. Support

The Client may contact support for any request for information or for any complaint.

In the event of a problem(s) encountered with the Software, the Client must contact support to allow the malfunction(s) to be resolved as soon as possible. As the Company's obligation is an obligation of means, it undertakes to make every effort to try to resolve any malfunctions that may affect the Software to the extent of the Support's personal, technical and material skills.

The Customer can contact support:

• by e-mail to [email protected],
• via instant messaging from your account (only for the Premium subscription).

8. Warranties and liability

8.1. Guarantees and obligations

The Company warrants that the Software is original and that it owns all intellectual property rights in the Software. Under the eviction guarantee, the Company indemnifies the Client against any action or proceeding on the grounds of infringement of the intellectual property rights and/or copyrights of a third party, and undertakes to bear the costs thereof if applicable. The Company thus guarantees a peaceful enjoyment of the use of the Software to the Client.

The Company, as part of its delivery obligation, ensures that the Client is available seven (7) days a week (7) and twenty-four (24) hours a day, subject to any updates, maintenance operations, bug or anomaly corrections and cases of force majeure. To the extent possible, Customer will be notified prior to any suspension or interruption of the Software related to updates or maintenance.

The Company, in view of its obligation of means, reserves the right to temporarily suspend access to the Software, with or without notice, in order to correct any bug or anomaly impacting the proper functioning of the Software, without this giving rise to the right to either obligation or compensation, which the Client acknowledges and accepts.

8.2. Disclaimer of warranties

The Client is responsible for his/her equipment as well as his/her internet connection. The Company cannot be held responsible in the event of slowdown and/or malfunction of the Software related to problems with the Internet network or failure of the telecommunications networks used by the Client.

8.3. Responsibility

The Client is solely responsible for the use, storage and confidentiality of the usernames and passwords allowing access to the Software.

The Client acknowledges that his personal use as well as that of the persons to whom he has entrusted "Collaborator" or "Administrator" access is carried out under his responsibility and at his own risk. As such, the Client is solely responsible for the content and data entered by itself or by its employees into the Software.

9. Governing law and jurisdiction

9.1. Governing law

These General Terms and Conditions of Sale are written initially in French (and translated in English) and governed by French law.

In the event of a translation of these T&Cs into a foreign language, French law remains the applicable law. In the event of any contradiction, only the French version shall be authentic between the Client and the Company.

9.2. Assignment of jurisdiction

In the event of a dispute relating to the interpretation or execution of the Contract, the Client and the Company undertake to make the best efforts to reach an amicable settlement of any dispute between them. In the absence of an amicable resolution, exclusive jurisdiction is expressly attributed to the courts of PARIS (France).

10. Data protection

In accordance with the provisions of the Data Protection Act of 6 January 1978 and Regulation 2016/679 of 27 April 2016 on the protection of personal data (or « GDPR »), the Company may store, process and use personal data.

The provisions concerning the protection of personal data are specified in the document entitled "Privacy Policy" accessible from the Website.

11. General provisions

11.1. Severability of the provisions of the T&Cs

The provisions of the General Terms and Conditions of Sale are declared autonomous. If one of these clauses is found to be invalid, such nullity shall not affect the validity of the other clauses which shall remain in force, regardless of the provision deemed invalid.

11.2. Intellectual property rights

Under no circumstances does the Contract entail the transfer of intellectual property rights to the Client. The Company is and remains the sole owner of all intellectual property rights and copyrights in the Software.

11.3. Right of withdrawal

European legislation allows any consumer, within a period of fourteen (14) days, to exercise their right of withdrawal from a distance contract, starting from the conclusion of the contract.

For contracts for the provision of fully executed services before the end of the withdrawal period, the right of withdrawal cannot be exercised. In accordance with the provisions of Article L221-28 of the Consumer Code, since the Software is made available to the Client upon subscription, the Company informs the Client that they do not have a right of withdrawal. The Client acknowledges and accepts that the execution of the Contract results in the loss of their right of withdrawal.

Notwithstanding the absence of a right of withdrawal, the Client has the possibility to terminate their subscription at any time under the conditions stated above.

11.4. Assignment of the contract

In accordance with articles 1216 et seq. of the French Civil Code, this Contract may not be transferred or assigned, in whole or in part, free of charge or for consideration, by the Client without the express prior written consent of the Company.

11.5. Force majeure

In the event of force majeure as defined in Article 1218 of the French Civil Code, the Company cannot be held liable for the non-performance of the Contract.