AI SmartTalk – Terms of Use

(Version updated on 06/01/2024)

Preamble

AI SmartTalk is a Simplified Joint Stock Company with a capital of 8,000 euros, headquartered at 12 CITE DE L'ETANG 79140 COMBRAND (France), registered in the Trade and Companies Register of NIORT under number 931 402 820.

• Email: contact@aismarttalk.tech
• Website: https://aismarttalk.tech

These Terms of Use are intended to define the conditions under which AI SmartTalk markets its Products & Services to its professional clients.

The client is required to carefully read these Terms of Use before using the Products & Services offered by AI SmartTalk. These contain important information, particularly regarding the rights and obligations of the Client, as well as the limitations and exclusions of liability of AI SmartTalk.

These Terms of Use, which may be revised at any time, apply to all Products & Services available online on the Internet. Information appearing on any other document, whatever it may be, has only indicative value, with the exception of the General Terms of Sale and the Special Conditions granted by AI SmartTalk, which will prevail in case of contradiction.

No tolerance can be interpreted as a waiver of any right of AI SmartTalk.

Access to and use of the Products & Services entails the express and unreserved acceptance of all these Terms of Use by its user.

The User therefore confirms having read and understood all of these Terms of Use before any use of the Products & Services and agrees to comply with them.

The signatory of the subscription form commits the company designated, if applicable, as having to make payments, and declares to be duly authorized to do so.

1. Definitions

The terms and expressions used herein with a capital letter shall have the following meaning:

• "Client or Subscriber" refers to any natural or legal person who acts for purposes falling within the scope of their professional activity and who uses the Products & Services offered by AI SmartTalk, having subscribed to an access license.
• "Terms of Use" refers to these general conditions applicable to the use by the Client of the Products & Services offered by AI SmartTalk.
• "Special Conditions" refers to the special conditions concluded between AI SmartTalk and the Client and intended to complement or amend these Terms of Use.
• "Contract" refers collectively to the General Terms and the Special Conditions.
• "Website" refers to the platform for using the Products & Services offered by AI SmartTalk.
• "Products & Services" refers to the products and services offered to the Client by AI SmartTalk.
• "AI SmartTalk" refers to the company whose legal information appears in the preamble of this document.

2. Subscription

2.1 Access conditions

Multi-station access connection is possible. However, the user will not be able to connect simultaneously on several identical devices at the same time. As an exception, access can be simultaneous on different devices (phone and computer, for example).

2.2. Subscription terms

Access to the Products & Services is by subscription within the framework of a license to which an access code completed by a password is assigned. This license is non-exclusive and non-transferable to third parties.

Recognition by IP address is also possible.

The subscription conditions depend on the Special Conditions signed between the Client and AI SmartTalk. The subscription can be made by monthly renewal, unless terminated in accordance with the General Terms of Sale or the Special Conditions, or on a longer-term commitment. In any case, the subscription is renewable by tacit renewal.

The end of the subscription immediately makes access to all Products & Services on the platform unavailable.

The subscriber agrees to inform AI SmartTalk of any change in the information provided during the subscription request, particularly billing details, bank references or credit card number, or any other change in the legal situation of the latter.

2.3 Service access modalities

The subscriber receives an access code, which is done by two-factor authentication.

The "Account Management" service is a personal account creation and management service that allows any user to access all or part of the offer within the predefined framework of a subscription, a free trial, or any other right of access to a digital service. Any personal account is considered active and usable as soon as its holder has duly validated it by placing an order.

Personal access codes: the connection codes on a personal account are in email address format for the Username and via two-factor authentication for the connection. These personal access codes complement but do not replace the codes and access modes determined beforehand when subscribing to a subscription, a free trial, or any other administrative and/or commercial access mode to the Products & Services.

In the event that the user of a personal account stores documents there, these will be accessible for the duration of the subscription and the 3 months following its termination, regardless of the cause. All data concerning the chatbox will not be retained by AI SmartTalk.

2.4. Identification elements

The access codes provided are strictly personal, confidential, and non-transferable. The use of identification elements consisting of the combination of the identifier and two-factor authentication is under the sole responsibility of the user.

2.5 Confidentiality

The subscriber agrees to strictly limit access to the services to its employees only. The subscriber is solely responsible for any violation of the obligations provided for herein by one of the end users.

To respect the confidentiality of these identification elements, the subscriber guarantees:

• That it will only transmit the access codes to end users;
• That it will notify AI SmartTalk without delay in case of loss or theft of identification elements as soon as possible;
• That it will notify AI SmartTalk without delay of the possible departure of an end user from its staff, in the event that an access should be deleted.

The subscriber is informed that AI SmartTalk may carry out unannounced checks on compliance with these confidentiality commitments, particularly from the IP addresses of connections to the sites, and that the finding, for example, of connections using the subscriber's personal codes from an abnormally high number of IP addresses of different origins or an abnormally high number of pages displayed from a single IP address, will be sufficient to demonstrate the violation by the subscriber of its obligations and will justify the immediate suspension of the service. Any fraudulent use, whatever its cause or origin, detected by AI SmartTalk, may result in a temporary suspension of the Products & Services by the latter. The user will have a right of response, allowing the possibility of restoring the Products & Services, or, in the absence of justifications, definitive deletion of the user account. The user will have a period of fifteen calendar days to provide all necessary responses for the reactivation of their account. Failing this, the account will be systematically deleted.

2.6. Subscription pricing conditions

The subscription pricing conditions are recalled on the subscription form sent to each user.

The subscription rates are set in the Special Conditions, signed by the Client or Subscriber.

2.7. Financial terms

The subscriber receives an invoice for the amount of the flat-rate subscription.

Payment of invoices is made by bank transfer or direct debit upon receipt of the invoice. It is also possible to opt for automatic monthly direct debit.

Direct debit rejections result in the collection of a flat-rate sum of 15 euros to cover costs.

In the absence of payment at the due date, penalties equal to three times the legal interest rate in force on the date of the order will be applied from the 1st day of delay. Any professional in a situation of late payment is automatically liable, in addition, for a fixed indemnity of €40 for recovery costs.

2.8 Right of withdrawal

In accordance with the provisions of Articles L.221-18 et seq. of the Consumer Code and within the defined limits, consumers have a period of 14 calendar days from the conclusion of the contract to exercise their right of withdrawal.

The Subscriber acknowledges that their right of withdrawal will not apply to the Products & Services listed in Article L221-28 of the Consumer Code.

3. Access to service

AI SmartTalk Products & Services are accessible on the Internet network 24 hours a day and 7 days a week, except in cases of force majeure, events beyond AI SmartTalk's control and/or the service host, possible breakdowns or maintenance interventions necessary to ensure the proper functioning of the service. These do not give rise to any compensation.

Moreover, over a rolling twelve-month period, AI SmartTalk will be held to a Guaranteed Service Range rate of 99%. This obligation constitutes only an obligation of means, AI SmartTalk cannot be held responsible for malfunctions occurring outside its own network.

In case of difficulty of use by the user, the latter will report these via the address contact@aismarttalk.tech, so that AI SmartTalk implements the necessary to restore the functionalities necessary for the use of the Products & Services.

AI SmartTalk undertakes to implement all means at its disposal to ensure good quality of access to the service and ensure the reliability and speed of online data it disseminates. Nevertheless, it is expressly agreed that this is an obligation of means, so that AI SmartTalk cannot be held responsible for any failure in the use of said Products and Services, which the Subscriber expressly acknowledges. Similarly, AI SmartTalk undertakes to implement all necessary means to restore optimal service, but cannot guarantee the duration of any restoration of the Products & Services. The responsibility of AI SmartTalk, therefore, cannot be engaged either expressly or tacitly, for any damage whatsoever, suffered by the User or by a third party, resulting directly or indirectly from inaccurate or incomplete information, an indexing error, a delay or absence of online posting or a lack of exhaustiveness of the data.

In any case, the responsibility of AI SmartTalk, in the event that it is retained, will be limited to direct prejudice to the exclusion of any indirect prejudice, of whatever nature, such as notably any loss of data, loss of chance, result or operation, or any other financial loss resulting from the use or impossibility of using the Products & Services, it being understood that the total amount of compensation put at its charge cannot exceed all causes combined, all penalties deducted, including any restitutions that may be ordered, particularly in the event of termination/resolution of These, the maximum amount of the price paid annually by the User for the Products & Services concerned.

This limitation is stipulated with regard to the prices and royalties granted and is part of the economic balance of the Contract. Finally, the Client waives any recourse against AI SmartTalk beyond a period of two (2) years after the occurrence of a damaging event.

The User declares to know and accept the characteristics and limits of the transmission of information by the Internet network, as well as the costs specific to the connection to this network.

It is their responsibility to ensure that the technical characteristics of the hardware and software they use allow access to the Products & Services under good conditions, and to take all appropriate measures to be protected from contamination by possible malicious programs.

The Products & Services are updated according to variable periodicities depending on their typology. The user's attention is drawn to the date of last update which appears on each of the Products & Services.

The User is warned when acquiring their Products & Services that these are intended for professionals and are in no way intended to substitute for their judgment or to assume their responsibilities. They expressly acknowledge being solely responsible, in their capacity as a professional, for the choice they make within the Products & Services, their consultation, the questions they formulate, as well as for any damage, suffered by them or by a third party, resulting directly or indirectly from an unsuccessful, defective or partially erroneous search, from the use of the answers given by the interrogation, from the interpretations and the use they make of them, from the advice they deliver and from the acts and formulas they take up, write or adapt, in substance or in form, from the models proposed by the user, to each particular situation, under their sole and entire responsibility.

4. Use of data

4.1 Content protection

The entire content of the Products & Services, and in particular texts, comments, works, illustrations and images as well as the general structure, software, and all other elements composing the portals and their accessible content are protected by trademark law, patent law, copyright and by the law protecting databases.

Access to the service and the right of use recognized to the Subscriber do not entail any transfer of rights of any kind whatsoever for the benefit of the User. The User is prohibited from any use of the Products & Services or their content for purposes other than those previously defined in the Special Conditions.

The content of the Products & Services cannot therefore in any way be the subject, even partially, of any reproduction, representation, loan, exchange or transfer, of any extraction total or partial data and/or transfer to another medium. The User is prohibited in particular from proceeding to any reproduction, extraction or reuse qualitatively or quantitatively substantial of the content of the Products & Services, as well as the extraction or reuse repeated and systematic of qualitatively or quantitatively non-substantial parts of the content of the Products & Services. The use of robots, crawlers, other automatic software or devices or manual processes to monitor or copy the Products & Services, objects of these presents, or their content without prior written authorization from AI SmartTalk is strictly prohibited.

In accordance with the provisions of the Intellectual Property Code, access to the Products & Services therefore only confers a non-exclusive and non-transferable license to third parties:

• To represent the web pages on the number of stations authorized under the license;
• And/or to reproduce these pages on paper for the strictly private use of each end user

Any commercial or public use is expressly prohibited.

The obligations stipulated herein are applicable for the entire duration of the intellectual property rights of AI SmartTalk and for all countries, including after the termination of the contract.

4.2 Prior authorization

Any other use is subject to prior written authorization from AI SmartTalk, under penalty of legal proceedings.

4.3 Subscriber's responsibility

In the case of a network license or by simultaneous access, the Subscriber is solely responsible for any violation of the obligations provided for herein by one of the end Users.

5. Personal data

In accordance with Regulation 2016/679 of April 27, 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, AI SmartTalk implements processing of personal data which has as its purpose the provision of Products & Services defined in this contract.

5.1 Collection of personal data

The personal data that is collected by AI SmartTalk is as follows:

• Account opening: when creating the user's account, name, first name, email address, the modalities of setting up the Products & Services, as well as a telephone number. For legal entities, information relating to the legal structure. A profile picture can also be uploaded by the Client.
• Connection: email, name and first name as well as the possible profile picture.
• Payment: no financial data is saved by AI SmartTalk.
• Connection: user's name and first name, possible profile picture, email, identity provider.

5.2 Use of personal data

The personal data collected from users is intended for the provision of AI SmartTalk's Products & Services, within the framework of the order placed.

5.3 Sharing personal data with third parties

Personal data may be shared with third-party companies in the following cases:

• If the law requires it, the Platform may transmit data to respond to claims made against the Platform and comply with administrative and judicial procedures;
• If the Platform is involved in a merger, acquisition, asset transfer or judicial reorganization procedure, it may be required to sell or share all or part of its assets, including personal data. In this case, users would be informed before personal data is transferred to a third party.

5.4 Transfer of personal data

No transfer outside the European Union is planned.

5.5 Security and confidentiality

The Platform implements organizational, technical, software and physical measures in terms of digital security to protect personal data against alterations, destruction and unauthorized access. However, it should be noted that the internet is not a completely secure environment and the Platform cannot guarantee the security of the transmission or storage of information on the internet.

5.6 Implementation of users' rights

In application of the regulations applicable to personal data, users have the following rights:

5.7 Evolution of this clause

The Platform reserves the right to make any modification to this clause relating to the protection of personal data at any time. If a modification is made to this personal data protection clause, the Platform undertakes to publish the new version on its site. The Platform will also inform users of the modification by email, at least 15 days before the effective date. If the user does not agree with the terms of the new wording of the personal data protection clause, they have the possibility to delete their account.

5.8 Deletion of personal data

In accordance with law n° 78-17 of January 6, 1978 relating to data processing, files and freedoms, as amended by law n° 2004-801 of August 6, 2004, and by European Regulation n°2016/.679, the Client has a right of access, rectification, erasure, and portability of data concerning them, as well as the right to object to processing for legitimate reasons, rights which they can exercise by contacting the data controller at the postal address of AI SmartTalk or at contact@aismarttalk.tech, attaching a valid proof of identity. In case of complaint, the client can contact the National Commission for Information Technology and Civil Liberties (CNIL).

6. Termination

AI SmartTalk reserves the right to terminate a Client's contract and delete access to the Products & Services, without delay and without notice, in case of non-compliance by them with any of the clauses of these Terms of Use, the General Terms of Sale and/or the Special Conditions, particularly in case of default of payment at the due date and in case of non-compliance with the "Use of data" clause.

Nevertheless, in a spirit of good collaboration, AI SmartTalk undertakes to, in the first instance, only suspend access to the Products & Services on its platform, while gathering explanations from the user on the difficulties encountered. This suspension will last a maximum of three months. In the absence of a response, or in case of an unsatisfactory response, AI SmartTalk may proceed with the definitive deletion of the account at its sole discretion.

In case of definitive deletion of the account, AI SmartTalk reserves the right to refuse a new subsequent contract request by the user, without having to justify said refusal.

In this case, AI SmartTalk will inform the User, and will retain all sums already paid by the User without the latter being able to claim any refund, this without prejudice to any additional claim for damages.

7. Modifications to the Terms of Use

These Terms of Use are available online at https://aismarttalk.tech. They are subject to modification without any other formality than the posting of a new modified version, only this latest version being retained. In any case, the Terms of Use are dated, and it is up to the User to constantly ensure the retrieval of the latest in force.

8. Information and complaints

Any clarification regarding the application of these general conditions, any request for information or complaint regarding the operation of the Products & Services must be addressed:

• By email: contact@aismarttalk.tech
• By mail: AI Smarttalk - 12 CITE DE L'ETANG 79140 COMBRAND

9. Applicable law and jurisdiction

Users' attention is drawn to the fact that any translation of these Terms of Use would be provided for their convenience only.

In any case, the parties voluntarily submit the contract to French law.

In case of inaccuracy in the translation, the French version will prevail.

In case of dispute, the Commercial Court of PARIS will have sole jurisdiction, even in case of summary proceedings, third party proceedings or multiple defendants, which the parties expressly acknowledge.