GENERAL CONDITIONS OF SERVICE

Preamble

These General Conditions of Sale (GCS) for service provisions concern the company BDN, with capital of one thousand euros (€1,000), whose registered office is located at 45 AVENUE GEORGE V, 75008 PARIS, whose identification number is 930327689, registered in the Paris Trade and Companies Register under number 930327689.

BDN Company, also known under the alias of Gamegie in its communications, is represented by Samuel Bernold, as Manager, hereinafter referred to as "Service Provider" and makes its service offerings available to clients, hereinafter referred to as "Client".

This contract, which represents the GCS for service provisions, is indivisible, meaning that all these clauses, the annexes and the preamble constitute a whole. Before subscribing to any services offered by the Service Provider, it is imperative for the Client to read these GCS and accept them without reservation.

 

Article 1 – Definitions

By these presents, the terms used shall be understood in the following manner:

"Client" designates the person benefiting from the service offerings provided for in these GCS.

"Service Offering" designates the service defined and detailed by the Service Provider on its internet sites and/or on the quotes and/or contracts transmitted.

"Service Provider" designates BDN Company responsible for performing the service offerings provided for by these presents.

Article 2 – Purpose

The GCS provides for the conditions and methods of execution applicable exclusively to the Service Offering, proposed by the Service Provider to its Clients, the characteristics of which are as follows: a SaaS-type software for commercial prospecting assistance.

These GCS are intended to guarantee transparency, security and quality in the contractual relationship between the Service Provider and the Client. They apply to all service provision orders placed between the Service Provider and the Client, except for stipulations contrary to those agreed in writing between the parties.

These GCS take precedence over any other clause that may appear in documents from the Client, except with express written agreement between the parties. The Service Provider reserves the right to modify the GCS at any time, without notice, however these modifications will not apply to orders in progress at the time of modification, except with the agreement of the parties.

 

Article 3 – Acceptance of Service

The Client declares accepting these General Conditions of Sale for the Service Offering without reservation. This acceptance is materialized either by the signature of the quote or offer issued by BDN Company, or by the validation of a checkbox when creating an account or subscribing to a subscription on the Gamegie sales platform. The act of placing an order or creating access to the Service implies the Client's full and unreserved adherence to these GCS.

 

Article 4 – Price and Payment Terms

4.1

The Service Offering is provided in return for compensation whose amount depends on the subscription formula chosen by the Client. The applicable price is that in effect on the date of subscription, as indicated on the Augustin platform or on the summary order form before validation. Prices are expressed in Euros and are understood to be Excluding Tax (HT).

For any specific service not included in standard subscription offers, a quote will be established by BDN Company. The validity period of the offer is that specified in said quote. In the absence of express mention on the quote, the validity period is set at 15 days from its date of issuance.

4.2

The Service Provider reserves the right to modify its displayed prices at any time.

For one-off orders: services are billed at the rate in effect at the time of order validation.

For subscriptions without duration commitment: in the event of a price change, the Service Provider will inform the Client by any means (email, platform notification) at least 30 days before the new rate takes effect.

For subscriptions with duration commitment: the price is guaranteed until the expiration of the initial commitment period (e.g. 12 months). Any price modification will only apply when the subscription is renewed. The Service Provider will inform the Client of the new price at least 30 days before the renewal date.

The Client will then be free to cancel their subscription without penalty before the new rate is applied. Failing cancellation within this period, the new rate will be deemed accepted and will apply at the next billing date.

4.3

The Service Provider reserves the ability to grant discounts, rebates or allowances on an occasional or permanent basis. The conditions for obtaining these price advantages (e.g. commitment period, credit volume, referrals) are specified in the commercial offer or on the Service Offering pricing page. Discounts are never automatically acquired for the future, unless stated otherwise.

In no case may the payments due to the Service Provider be suspended or subject to any reduction or compensation without written agreement from the Service Provider.

4.4

Any payment made to the Service Provider is credited against the sums owed for any reason, beginning with those of the oldest maturity. Payment will be made by credit card or any other means of payment accepted by the Service Provider on the date the service is provided.

4.5

In the event of non-payment of the price at its due date, after a notice that remains without effect within a period of 15 days, the Service Provider reserves the right to suspend the ongoing and/or future service provision. The Service Provider may also, by right, resolve the service provision, 30 days after a notice that remains without effect, without prejudice to any damages that the Service Provider may claim.

The Service Provider reserves the right to refuse any service provision ordered by a Client who has not fully or partially paid a later order. In this sense, the Service Provider may perform verifications on the Client's identity, in particular by asking them for a copy of an identity document accompanied by proof of residence dating less than 3 months.

4.6

In case of non-payment, late payment penalties may be required, calculated at the legal rate in effect increased by 10%, as well as a fixed indemnity for collection costs of €40. The legal interest rate corresponds to that in effect on the day of service execution.

4.7

The Service Provider will establish, upon receipt of the order, an invoice in duplicate, one copy of which will be delivered to the Client on the same day. The invoice will mention the indications referred to in Article L.441-9 of the Commercial Code.

Article 5 – Obligations

5.1

The Client undertakes to pay the subscription or service price according to the terms chosen at the time of subscription.

Usage Independence: the subscription price is owed by the Client as soon as the Service is made available by the Service Provider. The Client's lack of effective use of the Service (irregular use, failure to connect, oversight, etc.) cannot justify suspension of payments, a refund request, or extension of the subscription period.

Client Responsibility: the Client undertakes to provide the necessary information (usernames, targeting criteria) for the proper functioning of the Service. They are solely responsible for the configuration of their account and the lawfulness of the data entered. Any delay in the Client's use of the Service cannot result in postponement of payment deadlines.

5.2

The Service Provider undertakes to implement the technical means necessary to ensure the availability of the Augustin Service.

Availability and Maintenance: the Service is in principle accessible 24/7. However, the Service Provider reserves the right to temporarily interrupt access for maintenance or update operations. For short maintenance periods (micro-outages) or operations during periods of low traffic, no prior notice is owed to the Client.

For major maintenance (over 4 hours), the Service Provider will endeavor to inform the Client by any means (platform notification or email) within a reasonable period.

Third-Party Responsibility Limitation: the Client acknowledges that the Service is based on third-party technologies (APIs, hosting, social networks). The Service Provider cannot be held responsible for service interruptions or data loss caused by failures of these third-party providers or Internet network fluctuations.

 

Article 6 – Subcontracting

6.1

The Service Provider reserves the freedom to call upon any partner, technical service provider or subcontractor of its choice (hereinafter "Partners") to ensure the proper functioning, improvement, hosting or execution of all or part of the services of the Augustin platform.

The Client recognizes and accepts that the Service is based on complex infrastructure involving multiple technical stakeholders (in particular for data enrichment, server infrastructure, or software maintenance).

By these presents, the Client gives a general and permanent authorization to the Service Provider to recruit these Partners. The Service Provider undertakes to ensure that these Partners provide security and confidentiality guarantees consistent with industry standards and provide sufficient guarantees under applicable regulations (notably GDPR). The Service Provider remains responsible for managing these Partners, without their identity being information owed to the Client, except where specific legal obligation requires it.

6.2

Notwithstanding the subcontracting, the Service Provider will remain fully responsible to the Client for the satisfactory execution of services in accordance with the terms of this contract. The Service Provider will also be required to ensure that the subcontractor complies with all contract provisions and takes the necessary measures to guarantee the quality and compliance of subcontracted services.

6.3

If the subcontracting involves the disclosure of Client confidential information to the subcontractor, the Service Provider undertakes to require the subcontractor to respect the confidentiality and security of this information in the same manner as the Service Provider itself.

Article 7 – Confidentiality

The parties undertake not to disclose the confidential information to which they may have had access in the context of the commercial relationship. Personnel are also subject to this confidentiality obligation. In the event of a failure by an employee to comply with confidentiality commitments, the concerned party must apply sanctions.

The following are considered confidential: all information relating to the technical documents and information supports provided by the Service Provider, information relating to know-how, price, Client payment data, means of production, delivery, any form of data whether commercial, industrial or financial.

This does not concern information, knowledge or know-how that has entered the public domain or information whose disclosure is necessary by virtue of particular regulations or administrative or judicial injunctions.

In other cases, any written or oral communication regarding a confidential document or information concerning the order must be subject to prior written agreement from the Client.

Article 8 – Warranties

8.1

Operating Warranty (SLA): the Service Provider guarantees the compliance of the Service Offering with the technical characteristics described on the Augustin platform. It undertakes to remedy any major malfunction preventing the use of the Service, provided that this malfunction is not caused by Client misconfiguration or failure of a third-party service (API, social networks).

8.2

Exclusion of Results Warranty: the Service Provider provides a commercial prospecting assistance tool. As such:

- It does not guarantee that the data collected (emails, phone numbers) are exhaustive, error-free or 100% current, as data is by nature evolving.

- It guarantees no commercial result, revenue or conversion rate following the use of the Service Offering. The Client is solely responsible for the use they make of the extracted data.

8.3

Eviction Warranty: the Service Provider guarantees that it holds the intellectual property rights to the Augustin platform (code, interface, database as a structure) or that it holds the necessary authorizations for its operation.

Regarding third-party data (contact information, company information, etc.) provided via the Service, the Service Provider only guarantees that it has the necessary rights or licenses from its partners to allow the Client to access it. The Service Provider grants no intellectual property rights to the Client over this third-party data, which is provided solely for the Client's professional use.

Article 9 – Right of Withdrawal and Contract Execution

The Service Offering proposed by the Service Provider is exclusively intended for Clients acting for professional purposes. Consequently, the right of withdrawal provided for by the Consumer Code does not apply.

The Client acknowledges that any validated order is firm, final and non-refundable, in particular due to the digital nature and immediately accessible character of the Service Offering.

Article 10 – Subscription Termination

10.1

Subscriptions without commitment: the Client may terminate their subscription at any time directly from their client account on the Augustin platform. The termination will take effect at the end of the current billing period. No prorata refund is made.

10.2

Subscriptions with duration commitment: in the event of subscription to an offer with commitment (e.g. 12 months), the Client is bound for the entire duration of the selected period. The subscription cannot be terminated before the end of the commitment period.

In case of a request for early termination or non-payment before the end of the commitment, all amounts remaining due until the end of the commitment period become immediately payable. In exchange for full payment of these amounts, the Client will retain access to the Service and will benefit from their monthly credits according to the initially planned schedule, until the end of the commitment period.

10.3

Methods: termination is carried out primarily via account management tools on the platform. Failing that, it may be notified in writing (email or letter) by giving 1 day's notice before the renewal date.

Article 11 – Purchase of Credits (Occasional Consumption)

11.1

Nature of Credits: the Client may purchase credits allowing them to use specific features (e.g. email extraction, phone number sourcing). These credits are credited to the Client's account upon payment validation.

11.2

Validity Period: unless stated otherwise when purchasing, credits purchased outside of a subscription have a validity period of 12 months from their purchase date. Upon expiration of this period, unused credits are permanently lost and will not be subject to any refund or transfer.

11.3

Absence of Refund: given the digital nature of the service and its immediate execution, purchased credits are neither exchangeable nor refundable, even if they are not used by the Client before their expiration date.

Article 12 – Resolution

The Service Provider may request the resolution of the Client's contract due to non-compliance with any of their obligations, provided there is an unsuccessful notice remaining in effect for a period of 30 days. The resolution must be notified by registered mail with acknowledgment of receipt.

Article 13 – Partial Non-Validation

If one or more clauses of these GCS are declared to be contrary to a mandatory legal provision, the other clauses of these GCS nevertheless remain applicable and the service provision contract will not be affected.

Article 14 – Non-Waiver

Any failure or delay by either party in exercising any right, power, privilege or remedy under these GCS will not be interpreted as a waiver of that right, power, privilege or remedy. Similarly, no waiver by either party of a particular failure will be considered as a continuous or general waiver of that failure or any other subsequent failure.

Article 15 – Force Majeure

The responsibility of the parties cannot be engaged in case of non-execution or poor execution of its obligations due to a force majeure event. This event is insurmountable, unforeseeable and external to the parties.

The party invoking a force majeure event must inform the other party in writing within 15 days from the date of occurrence of this event. This notification must provide specific details of the event in question and its impact on the execution of these GCS. The party invoking force majeure must also provide all necessary evidence to support their claim.

 

Article 16 – Disputes

For any dispute relating to this contract, Clients undertake, as a first step, to send a claim to the Service Provider at the following address: 45 AVENUE GEORGE V, 75008 PARIS.

In case of an unsuccessful claim, the parties declare the Court of Law of the location of the defendant's registered office or the place of execution of the service provision to be competent.

By subscribing to the Service Provider's service offerings, the Client certifies having read, understood and accepted all of these General Conditions of Sale.