PREAMBLEThese General Terms and Conditions apply to all services as well as to the complete or partial use of the information system made available by BLENT. They govern, in principle, the relationship between BLENT, its Clients and Third Parties, unless expressly waived in writing. They cancel and replace all verbal or written agreements that may have been concluded previously between the Parties in this respect. The Client, using the services of BLENT, acknowledges having read and accepted these General Terms and Conditions without reservation. These General Terms and Conditions of Sale apply to the subscription to or service provided by the companies of the BLENT group, namely Blent Sàrl (IDE CHE-266.622.127 - Rue Du Collège 18, 1260 Nyon, Switzerland) and Blent France SAS - RCS Thonon B 840 461 008 - 340 chemin de la Ruaz, 74140 Yvoire, France) referred to hereinafter together as "BLENT".
"BLENT": A service provider that designs, develops and sells innovative IT solutions/software/applications based on Big Data and Artificial Intelligence and provides support/consultancy to its clients. It is the sole owner of this product/brand."Contract": The subscription to BLENT by the Client "Client": A natural or legal person operating a commercialised form and/or using a service developed by BLENT."The Parties": Common term used to refer to BLENT and the Client."Third party": All natural or legal persons who may be required to collaborate with BLENT and/or the Client."Services": All services developed and/or marketed by BLENT."Data": Information of any kind, including text, images, sound, video, etc., transmitted over the network and/or stored on a server."Information system" means any system used to create, send, receive, store or process data."Client data": All personal data relating to the Client."Data used and processed": All data used and processed by BLENT on behalf of the Client."Sensitive data": Sensitive data includes religious, philosophical, political or trade union opinions or activities, health, privacy or race, social welfare measures or criminal and administrative proceedings or sanctions (Article 3 letter c. of the Data Protection Act, DPA, Article 9 GDPR);COMMENCEMENT, TERMINATION AND SUSPENSION OF SERVICESBeginning and end.The Client is deemed to be committed for the entire duration of the subscription from the date of signing the Contract. In the event that the Client withdraws before the end of the subscription period, the Client will be invoiced the full amount of the service as damages by BLENT. The flow of production and the acceptance of other contracts are determined on a daily basis according to the contracts previously signed.DeadlinesThe delivery deadline is set at three months after the date of signature of the Contract, during which time Blent will configure the solutions and train the Client's teams. After this deadline, billing will commence on the service start date indicated on the Contract.If the failure to meet a delivery deadline is not exclusively due to negligence or gross negligence on the part of BLENT, the Client shall not be entitled to withdraw from the Contract, to renounce the delivery or to claim damages.Subscription, renewal and cancellationThe duration of the Contract is twelve (12) months from the date of commencement of service indicated on the Contract, without any possible termination by the Client during this period. At the end of this initial period, the subscription will be tacitly renewable from year to year. The Parties may then terminate the Contract by registered letter to the other Party, giving three (3) months' notice before each expiry date.
SuspensionIf the Client does not pay their invoices after the first reminder, BLENT may immediately suspend the provision of its services without notice and without compensation.TARIFFS, BILLING, SUPPORT AND CONDITIONS OF PAYMENTGeneralThe Client undertakes to pay the invoiced amount without discount on receipt of the invoice.TariffsThe applicable tariffs are those mentioned on the Contract and accepted by the Client. All tariffs are exclusive of VAT.BillingSubscription:Set-up fee: The set-up fee is payable with the first invoice of the monthly package.Payment of a monthly fee: The amount of the Client's monthly fee is indicated on the Contract (including VAT).In the case of a consultancy assignment or a specific development:The Client shall pay BLENT the amounts due as follows:50% on signing the Contract.40% at the mid-term review10% in the final reviewMaintenance and supportTechnical maintenanceBLENT only undertakes the technical maintenance of the products, which it will endeavour to carry out outside office hours as far as possible, so as to offer the Client the greatest possible availability of the products, without however providing any guarantee of performance or availability of the products or the database.SupportWhen the Contract is signed, support is provided 7 hours a day, 5 days a week to answer questions on current use. In case of malfunction of the BLENT platform, technical support is handled as follows:Level 1 support response time following the Client's request: within 24 hours on working days.Level 2 support response time following the Client's or partner's request: within 48 hours on working days. The response includes the handling of the request, as well as the technical diagnosis.Depending on the technical diagnosis carried out, there are two cases of coverage:The platform no longer works at all: 48 hours maximum (excluding weekends and public holidays)The platform works but contains one or more bugs caused by third parties: 72 hours maximumIn any case, the shutdown of the BLENT platform does not jeopardise the operation of the Client's business(es).The Client will therefore not be entitled to claim any compensation whatsoever.
Late paymentInterest on arrears of 5% per annum will be charged on overdue invoices. Reminder fees will be charged.These General Terms and Conditions constitute an acknowledgement of debt within the meaning of Article 82 of the Swiss Federal Law of Obligations for due fees and charges.In case of delay, BLENT will be obliged to stop the service or work, and to appoint an approved organisation for legal recovery.CompensationClients are not entitled to set off BLENT's claims against any counterclaims.Tariff changesBLENT reserves the right to change the tariff conditions at any time. In the event of a price change, the Client shall be entitled to withdraw from the Contract within two weeks of the written notification of the new prices.TECHNICAL CONDITIONSSpecificationsThe specifications designed in the preparation phase are the authoritative specifications and deliverables. Prior to signing any Contract, the Client undertakes to sign a non-disclosure agreement (NDA).PlatformThe initial offer includes: the commissioning of the BLENT platform with the provision of one user account per establishment to use the functionalities determined in the package contracted by the Client.Once the offer is validated in writing (e-mail, letter) it will not be possible to make any further changes. New changes requested after the Client has validated the offer will be the subject of a new offer by BLENT and will be integrated into the first offer and will become an integral part of it.Data management and protectionWe distinguish between "Client data" and data used and processed by BLENT on behalf of the Client, hereinafter referred to as "Data used and processed". "Client data" shall be processed in accordance with Article D and "Data used and processed" shall be processed in accordance with Article J.The Client accepts and undertakes to make all their data available. All data received via e-mail, websites, social networks and any other data received directly or indirectly in the course of BLENT's business or otherwise will be used to populate BLENT's database and improve BLENT's technology and/or to provide and improve any other BLENT-related products that the Client may wish to benefit from at any time. BLENT will collect and use such data in accordance with applicable law and regulations, including but not limited to laws governing the protection of personal data and privacy.It is BLENT's obligation to treat all Client data as confidential. It is also part of BLENT's obligations to ensure that its employees and subcontractors, if any, also comply with the applicable obligations of confidentiality. The Parties undertake to comply with the data protection clause applicable in each case.The Parties shall be aware of and comply with national and European data protection laws. The Parties shall comply with the provisions of the Data Protection Act of 19 June 1922 (the "DPA") and the new General Data Protection Regulation of