INOVEV’s Terms and Conditions of Sales
of any Inovev’s product or service
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Version: 13/12/2022 English version
Definitions
- TCS: Terms and Conditions of Sales
- CUSTOMER: organization or person placing an order of an Inovev’s product (paying product or free of charge product)
- I2P: Inovev Internet Platform
- AE: Agreed Entity: perimeter of people getting access to ordered information
- IDC: Information and Data relating to the CUSTOMER: information filled by the CUSTOMER on line or on an IOF (Inovev’s order form) when placing an order.
- CORRESPONDENT: person designated by the CUSTOMER for relationship with Inovev.
1. Application and Scope
1.1. These Terms and Conditions of Sales (TCS) apply to all transactions between Inovev and its CUSTOMERS.
All orders placed (including the order of free products) imply the CUSTOMER’s full acceptance of these TCS to the exclusion of any other document, without any reservation.
The acceptance of TCS is finalized by ticking the TCS agreement box on an I2P (Inovev Internet Platform) or an IOF (Inovev’s order form).
1.2. The version valid at the time of the
conclusion of the transaction ( posted on an I2P, or included in an IOF), that the CUSTOMER must accept when ordering products, is the one that counts.
1.3. Any rival TCS of the CUSTOMER are invalid unless these are acknowledged by Inovev entirely or in part.
No special terms may take precedence over these TCS unless they are stated in writing on the purchase order in its final and binding form.
Inovev shall not be bound by any terms or conditions set out in any order form, documents or correspondence of the CUSTOMER. The Inovev’s TCS shall supersede and prevail over any other terms and conditions stipulated or referred to by the CUSTOMER, and no addition, alteration or substitution of these Inovev’s TCS will bind Inovev or form part of any Contract, unless expressly accepted in writing by Inovev.
2. Languages
2.1. Original version of TCS is written in English language.
They are then translated into other languages.
2.2. In case of discrepancies between the original English version and another language version of these TCS, the English original version has the priority.
3. Placing orders
3.1. Placing order is possible on-line on the Inovev Internet site or by using an IOF (Inovev Order Form).
3.2. When placing an order, the CUSTOMER must check an agreement box specific to the shopping act, named TCS (Terms and Conditions of Sales):
“I agree to the Terms and Conditions of Sales and adhere to them unconditionally”.
The Terms and Conditions of Service for the shopping act (TCS) are different from the Terms and Conditions of Use (TCU) relating to the registration to the Inovev site.
In case of conflict between the TCU and the TCS, the TCS relating to the ordered product has the priority.
3.3. The data recorded by Inovev constitutes proof of all the transactions made with the CUSTOMER.
3.4. The CUSTOMER must check the completeness and conformity of the information provided to Inovev when placing the order, notably the invoice address and the e-mail address. Inovev shall not be held responsible for any error and resulting consequences.
4. Delivery of products
Most products supplied by Inovev are on line accesses and electronic data files.
However in some cases Inovev may provide physical goods.
4.1. On line accesses to I2P and downloads of electronic data files.
On line accesses to I2P (Inovev Internet Platform) and downloads of electronic data files are possible when payment has been effective.
4.2. Physical goods
Concerning physical goods, clearance of the payment and thereby acceptance of the contract occurs subject to the legality and availability of the goods ordered. If the contract is not accepted, the CUSTOMER will not be charged and the CUSTOMER will be informed immediately by email. Benefit and risk are transferred to the CUSTOMER upon handover of the goods to the post office or to another commonly-used dispatch service.
4.3. Use of information and data which are provided by Inovev
After payment, the CUSTOMER may get access to information and data it has paid for.
These information and data may be downloaded by the CUSTOMER.
A perimeter of people - named AE (Agreed Entity) - getting access to ordered information is agreed by Inovev and the CUSTOMER. This perimeter relates to a fair number of users: number deemed sufficient by the CUSTOMER relating to the price it pays, and preserving the business model of Inovev. This perimeter may relate for instance to registered companies or departments. This AE (Agreed Entity) will be part of the order.
The CUSTOMER has the right to use information and data provided by Inovev for the sole own purpose of the AE (Agreed Entity) and transmit it only to people included in the AE (Agreed Entity).
In all cases these information and data remain the full property of Inovev.
5. Payment
5.1. Payment is possible, by traditional ways or on-line, by card, bank transfer, cheque or any other means offered by Inovev.
Transfers must be made to the bank account whose details are displayed when the purchase is finalized.
Inovev’s bank account is located in France and all costs arising from the transfer are to be paid by the CUSTOMER.
5.2. Inovev reserves the right to block a transaction for the time required to carry out anti-fraud checks.
5.3. Products and/or services will be provided only after the service is paid for by the CUSTOMER.
5.4. Additional taxes
Prices displayed on all Inovev’s supports (documents or on-line) are net prices. They do not include any tax and, in particular, do not include Value Added Tax neither bank taxes.
For orders placed by a company located in France, the applicable statutory Value Added Tax must be added. This option is presented when paying on line.
For orders placed by a company located in European Union, the CUSTOMER must provide its European VAT number. A box is displayed for this purpose in the on-line order and on the IOF (Inovev Order Form).
For orders placed by a company located outside European Union, prices to pay are net prices plus applicable taxes.
6. Privacy
6.1. IDC (Information and Data relating to the CUSTOMER) are required by Inovev for the management of orders and the business relationship. They may be passed on to companies which are involved in processing the order, notably with regard to online payment.
6.2. IDC will be kept by Inovev during the time of the business relationship (for instance the time of the subscription).
6.3. By default, IDC (Information and Data relating to the CUSTOMER) will be used by Inovev only for the benefit of the relationship between Inovev and the CUSTOMER:
- sending e-mails to the persons included in the AE (Agreed Entity)
- organizing meetings with persons included in the AE (Agreed Entity)
-…
6.4. A CORRESPONDENT of the CUSTOMER for relationship with Inovev will be designated by the CUSTOMER.
This correspondent will interact with Inovev, for any matter relating to the business relationship.
7. Applicable law, place of fulfillment and jurisdiction
7.1. In the event that individual terms of the TCS are void or invalid or are declared to be invalid, this does not affect the other terms. The void or invalid term shall be replaced by a legally valid term that comes as close as possible to the intended purpose of the contract in accordance with good faith and the justified interests of both parties to the contract.
7.2. In the event of differences of opinion in connection with their contract, the parties undertake to seek mediation before commencing legal proceedings. The parties shall jointly specify the mediator.
7.3. The place of fulfillment and of exclusive jurisdiction is agreed as Paris, France.
However, Inovev has the right to sue the CUSTOMER or his/her legal successor in the court with jurisdiction over his/her place of business or in any other court with jurisdiction.
7.4. The provisions of French law apply with the exclusion of the UN Convention on Contracts for the International Sale of Goods, even where the order is made from abroad or the goods delivered abroad.
7.5. Inovev reserves the right to amend the present terms and conditions at any time. The relevant binding version of the TCS may be inspected on and printed out from www.inovev.com.
8. Guarantees/Liability
8.1. When clicking on the checkbox “agreement of TCS”, the CUSTOMER acknowledges that he has sufficient information concerning the product to purchase it.
No refund of the product will be possible for the reason of a discrepancy between the reality of the product and the expectation of the CUSTOMER.
8.2. Inovev does not claim any responsibility for loss or theft of the user password, ID, or account information through the Site. Inovev also does not claim responsibility for loss of content or data, or damages related to the use of a user ID by a third party.
8.3 Inovev is not responsible for any damage or harm which might be caused by the use of its products or services.
8.3. Inovev’ liability where it or its employees, legal representatives or agents is/are to blame is limited to deliberate act. This does not apply to major breach of contractual duties and the lack of promised.
Inovev undertakes in view of current technology to maintain in the best possible conditions the services offered on the Website. However, it will not be held responsible in the event of disruption to the Website attributable to a case of force majeure or which is caused by a third party or a CUSTOMER, as well as technical incidents.
Inovev therefore cannot be held liable in the event of failure in its contractual obligations due to circumstances which are unforeseeable, irresistible, and outside the parties’ control.
The Parties acknowledge and agree between them, without this list being exhaustive, that notably force majeure, or exceptional circumstances or the fault of a third party refer to damages originating in or caused by: natural catastrophes, fires, floods, lightning, electrical surcharges, strikes, electricity power cuts, failure of the telecommunications network, civil or foreign wars, riots or civil unrest, terrorist attacks, regulatory restrictions relating to the supply of telecommunications services, loss of connectivity and connection due to public and private operators on whom Inovev depends, hacking of Inovev’s site (such as Denial Of Services, but not only).
These cases of force majeure suspend the obligations of Inovev cited in the TCS, for their whole duration. However, if a case of force majeure lasts for more than three (3) months, one or other of the Parties would be entitled to terminate their relationship, after sending a letter by registered mail with acknowledgement of receipt, informing the other Party of this decision.