Terms and Conditions

1 - Preamble

These General Terms and Conditions of Sale (hereinafter referred to as "GTCS") are entered into between:

ElinaWeb, SARL
With a capital of 10 000 €
5 Rue de la Châtaingeraie, 35530 Brécé, France
Registered with the Rennes RCS under number B 849 029 574

And any natural or legal person subscribing to the online service offered by ElinaWeb (hereinafter referred to as "the Client").

2 - Purpose

The purpose of these General Terms and Conditions of Sale (GTCS) is to define the terms and conditions applicable to the subscriptions provided by ElinaWeb. These subscriptions give access to a hosted solution allowing the creation and management of a marketplace, an online store, or a classifieds site, according to the Client's choice.

Each subscription includes access to ElinaWeb's basic platform with the main features necessary for managing the chosen solution. Solution updates are announced by email and carried out upon request, with costs varying depending on the specific developments required. Additional features are available as custom developments, not included in the basic subscription, and are subject to a separate request and a specific quote.

These GTCS also govern the conditions of service use, the management of custom requests, as well as the support and maintenance terms provided by ElinaWeb.

3 - Services

ElinaWeb offers a subscription to an online hosted solution allowing the Client to create and manage a marketplace, an online store, or a classifieds site, according to the Client's choice.

3.1 Description of Services

• Marketplace: A platform allowing users to create and manage product or service listings, with features for managing sellers and transactions.
• Online Store: A solution dedicated to creating a virtual store to showcase, sell, and manage products, with tools for order and inventory management.
• Classifieds Site: A platform allowing users to post and manage ads for goods or services, with advanced filtering and search options.

3.2 Included in the Subscription

The subscription grants access to the basic features of the chosen solution, including:

• Platform Access: Full use of the hosted solution for the creation and management of the chosen service.
• Standard Technical Support: Assistance for questions related to the use of basic features.
• Regular Maintenance: Continuous upkeep to ensure platform stability and security, as well as resolution of common technical issues.

3.3 Exclusions and Additional Costs

• Updates: Major updates, including new versions of the solution and major improvements, are communicated to the Client by email and carried out upon request. These updates may incur additional fees, which vary depending on the specific customizations developed for the Client's solution and the specific developments required to integrate the new features.
• Additional Features: Requests for custom features that require specific development beyond the basic features are not included in the subscription. These requests will be subject to a separate quote and will be billed additionally.
• Custom Graphic Design: The creation or integration of a custom graphic design for the Client's website, whether by integrating a design provided by the Client or by creating a design by ElinaWeb, is offered in addition to the standard subscription. These services will be subject to separate billing, after acceptance of a quote by the Client.

3.4 Domain Name Management

As part of its hosting subscription offers, ElinaWeb may include, upon request, the reservation and management of the domain name. The domain name remains the sole property of the Client, who may request its transfer at any time.

The Client is responsible for ensuring that the domain name they request ElinaWeb to reserve does not infringe any intellectual property rights or other third-party rights. In case of doubt, it is recommended that the Client conduct the necessary checks before submitting their request.

ElinaWeb will categorically refuse the reservation of a domain name whose registration amount exceeds 20% of the total excluding VAT of the monthly subscription. If the Client wishes to reserve a domain name beyond this amount, additional fees may apply.

3.5 Client Responsibilities

The Client is responsible for managing their content on the platform, including compliance with applicable laws and regulations. ElinaWeb cannot be held responsible for content published by the Client.

4 - Prices

4.1 Subscription Price

The subscription price for accessing ElinaWeb's hosted solution is set according to the plan chosen by the Client. Prices are specified on the ElinaWeb website or in the signed subscription contract. Subscriptions can be billed on a monthly or annual basis, according to the Client's choice.

4.2 Setup Fees

A setup fee of €99 excluding VAT is applied to cover the installation, environment configuration, and modules, as well as the setup of email accounts associated with the solution. These fees are billed in addition to the subscription price.

4.3 Update Costs

Major updates to the solution, including new versions and major improvements, are available upon request from the Client. The cost of these updates will be communicated to the Client before implementation and will vary depending on the specific customizations developed for the Client's solution. Updates are not included in the basic subscription and require a formal request from the Client.

4.4 Additional Service Costs

Custom or specific services requested by the Client, outside the basic features included in the subscription, will be subject to a separate quote. The associated fees will be billed additionally and specified in the quote accepted by the Client.

4.5 Payment Terms

Subscription payments are preferably made by bank transfer. Payments can also be made via PayPal or Stripe. Payment terms, including deadlines and billing conditions, are specified in these General Terms and Conditions of Sale. Any additional payment information will be provided when subscribing to the subscription or in the corresponding invoice.

4.6 Price Revision Conditions

ElinaWeb reserves the right to revise subscription and service prices. Any price revision will be communicated to the Client in writing, and the new pricing conditions will take effect at the next billing period after notification.

5 - Payment Terms

5.1 Payment Upon Receipt

Subscription payments are due upon receipt of the invoice or, at the latest, before the 5th of each month. The Client may choose to pay by bank transfer, PayPal, Stripe, or request the setup of automatic debit. Payment instructions and bank details will be specified on the invoice.

5.2 Accepted Payment Methods

Payment can be made by bank transfer, PayPal, or Stripe. ElinaWeb reserves the right to accept or refuse a specific payment method depending on the circumstances.

5.3 Automatic Debit

In case of recurring payment delays, ElinaWeb reserves the right to request the setup of automatic debit for future payments. This request will be made in writing, and the Client must provide the necessary bank information to set up this debit within 10 days of the request.

5.4 Service Suspension

In case of non-payment within the allotted time, ElinaWeb reserves the right to suspend access to services after 20 days from the due date of the unpaid invoice. The service will be restored once full payment is received.

5.5 Billing

Invoices are issued at the beginning of each month for monthly subscriptions and at the beginning of each billing period for annual subscriptions. They include all fees related to services provided by ElinaWeb, including any additional fees related to domain name management or other optional services.

5.6 Termination for Non-Payment

In case of persistent non-payment despite reminders and service suspension, ElinaWeb may terminate the subscription in accordance with the provisions of Article 6 of these GTCS.

6 - Termination and Renewal of the Contract

6.1 Termination by the Client

The Client may terminate their subscription at any time by sending a written termination request, with 30 days' notice before the renewal date, whether the subscription is monthly or annual. The termination request must be sent by email or mail to the address indicated in these GTCS. In case of termination, the Client remains liable for amounts due until the end of the current period.

6.2 Termination by ElinaWeb

ElinaWeb reserves the right to terminate the Client's subscription, with 30 days' notice, in case of breach of contract terms, notably in case of non-payment, abusive use of services, or violation of intellectual property rights. In case of serious misconduct, ElinaWeb may proceed with immediate termination without notice. The Client will be informed in writing of this termination and the reasons thereof.

6.3 Data Retention

ElinaWeb will retain all Client data related to their subscription for a minimum of 3 months after the subscription's termination. This period allows the Client to retrieve their data if they wish to subscribe again.

6.4 Contract Renewal

The subscription is automatically renewed at the end of each contractual period (monthly or annual) by tacit renewal, unless terminated by either party in accordance with these conditions. Renewal terms, including any pricing adjustments, will be communicated to the Client before automatic renewal.

7 - Effective Date and Duration

7.1 Effective Date

The subscription takes effect on the service availability date, which generally occurs within 24 to 48 hours after order confirmation, except in case of customizations or specific configurations requiring additional time. The service availability will be confirmed by email, along with the corresponding access details.

7.2 Initial Duration

The initial subscription duration is defined by the period chosen by the Client when subscribing (monthly or annual). At the end of this period, the subscription will be automatically renewed by tacit renewal unless terminated in accordance with the provisions of Article 6.

8 - Service Usage Terms

8.1 Equipment

Using the service requires a digital device (PC, tablet, smartphone) connected to the Internet. To ensure optimal use, the Client must enable JavaScript and accept cookies in their browser. Access to the service may be affected if these settings are not configured correctly.

8.2 Storage

The Client is authorized to store only files and documents related to their professional activity on their platform (marketplace, online store, or classified ads site). The Client is responsible for managing and protecting their content, including the personal data of end-users.

8.3 Collection of Personal Data

Under no circumstances will ElinaWeb use, disclose, or record personal data collected by its Clients for its own purposes. The Client remains the sole owner of the personal data entered on their platform. The management of this data is entirely the responsibility of the Client.

8.4 Responsibility

The Client is solely responsible for the use of the platform and for the content they or their users disseminate. The Client will receive a secure URL and access codes to administer their platform, provided by ElinaWeb.

ElinaWeb cannot be held responsible for any illicit intrusion into the Client's platform space or for any unlawful or inappropriate content disseminated on the platform. The Client must take necessary measures to ensure the security of their access and the compliance of their content with applicable laws.

By using the platform, the Client is also solely responsible for processing their personal data. ElinaWeb does not intervene between the Client and their prospects or end-users and cannot be held liable for any non-compliance with the General Data Protection Regulation (GDPR) by the Client.

8.4 - Removal of Unlawful Content

As a hosting provider, ElinaWeb reserves the right to remove any manifestly unlawful content as soon as it becomes aware of it, and to do so promptly. This removal may be carried out without prior notice or notification to the Client. ElinaWeb cannot be held responsible for the consequences of this removal on the Client's access to or use of services.

9 - Warranty

ElinaWeb is committed to taking all necessary measures to ensure smooth and uninterrupted access to its services. Multiple daily backups of all data are performed and distributed across its servers to minimize the risk of data loss.

9.1 Corrective Maintenance

ElinaWeb provides corrective maintenance to resolve any malfunctions or bugs affecting the essential functions of its services. The correction of reported bugs will be carried out as soon as possible, depending on their severity and impact on service use.

9.2 Limitation of Liability

ElinaWeb cannot be held liable for indirect, consequential, or special damages, including loss of profits, loss of business, or data loss resulting from the use or inability to use the services. The Client is encouraged to report any issues as soon as they are discovered to enable prompt intervention.

9.3 Service Updates

ElinaWeb regularly performs updates to improve security, performance, or the user interface. These updates are communicated to the Client and implemented upon request, with specific fees based on the developments integrated into the Client's platform.

9.4 Refund in Case of Interruption

In the event of an unexpected interruption of its services, ElinaWeb commits to a pro-rata refund based on the duration of the interruption and the amounts prepaid for the affected period. However, this measure will only apply to interruptions exceeding 24 consecutive hours. Interruptions resolved within 24 hours do not entitle the Client to any refund.

10 - Privacy Policy

10.1 Collection and Use of Data

ElinaWeb does not collect, disclose, or use the Client's personal data except within the scope of providing the subscribed services. The Client's personal data is necessary for subscription management, billing, and communication regarding the services.

10.2 Data Ownership

The Client remains the sole owner of the personal data they enter on the platform provided by ElinaWeb. ElinaWeb does not store or use this data for purposes other than those directly related to subscription management.

10.3 Client Responsibility

By using the platform, the Client is also solely responsible for processing their personal data. ElinaWeb does not intervene between the Client and their prospects or end-users. The Client must ensure that the processing of personal data complies with the requirements of the General Data Protection Regulation (GDPR) and other applicable data protection laws.

10.4 ElinaWeb's Non-Liability

ElinaWeb cannot be held responsible for non-compliance with the GDPR by the Client or for any failures related to the protection of personal data. It is the Client's responsibility to implement the necessary measures to ensure compliance with legal obligations regarding data protection.

10.5 Data Security

ElinaWeb commits to implementing appropriate security measures to protect data against loss, unauthorized access, or disclosure. However, ElinaWeb cannot be held liable for security incidents or data breaches caused by the Client's actions or omissions.

11 - Force Majeure

11.1 Definition

Neither party shall be held responsible for delays or inability to perform their obligations under these General Terms and Conditions of Sale if such delays or inability result from a force majeure event. Force majeure events include, but are not limited to, natural disasters, armed conflicts, riots, acts of terrorism, strikes, interruptions, or failures of transportation or communication services, as well as network or infrastructure failures of service providers.

11.2 Notification

The party affected by a force majeure event must inform the other party within a reasonable time of the occurrence of the event and its potential impact on the performance of their obligations. The affected party must also take all reasonable measures to mitigate the effects of the force majeure event and resume the performance of their obligations as soon as possible.

12 - Intellectual Property

12.1 Property Rights

All intellectual property rights related to the services provided by ElinaWeb, including software, user interfaces, graphic elements, and associated documents, remain the exclusive property of ElinaWeb. The Client is granted only a limited, non-exclusive, and non-transferable right to use these services during their subscription period. The Client does not have access to the source code of the services or any other part of the software that is not explicitly accessible within the scope of normal service use. Any attempt to modify, decompile, or extract the source code is prohibited.

12.2 Graphic Design

The Client may request the creation of a custom graphic design for their website, in addition to their subscription. This graphic design can be created by ElinaWeb or integrated from a mockup provided by the Client. The Client retains ownership of the graphic elements created or provided as part of this service. However, it is expressly agreed that the source code necessary for the integration of this graphic design into the ElinaWeb solution remains the exclusive property of ElinaWeb. In the event of subscription termination, the Client may retrieve the graphic elements but cannot claim the source code or technical components related to this integration.

12.3 Domain Name

ElinaWeb reserves the right to refuse the registration of a domain name if it infringes on intellectual property rights. The Client must ensure that the domain name they wish to assign to ElinaWeb for management does not violate intellectual property rights.

The domain name remains the property of the Client, even if it is managed by ElinaWeb. The Client may request the transfer of their domain name at any time. ElinaWeb will proceed with the transfer in accordance with the applicable procedures.

13 - Withdrawal

13.1 No Right of Withdrawal

In accordance with Article L221-28 of the Consumer Code, the right of withdrawal cannot be exercised for contracts involving the supply of digital content not provided on a physical medium, the execution of which has begun after the consumer's prior express agreement and express waiver of their right of withdrawal.

13.2 Acknowledgment of Immediate Service Execution

By validating their order and accessing the digital services provided by ElinaWeb, the Client expressly acknowledges that the execution of the service begins immediately after the order is validated, and consequently, they expressly waive their right of withdrawal.

14 - Amendments to the General Terms and Conditions of Sale

14.1 Amendments

ElinaWeb reserves the right to modify these General Terms and Conditions of Sale at any time. The modifications will be communicated to the Client by email and will take effect on the date specified in the communication or, failing that, immediately upon their dispatch.

14.2 Acceptance of Amendments

By continuing to use the services after notification of the amendments, the Client accepts the new terms. If the Client does not accept the amendments, they may terminate their subscription in accordance with the provisions of Article 6.

15 - Applicable Law and Jurisdiction

15.1 - Applicable Law

These General Terms and Conditions of Sale are governed by French law, in accordance with European directives.

15.2 - Jurisdiction

In the event of a dispute or claim, the Client shall first contact ElinaWeb to seek an amicable solution. Failing an amicable agreement, any dispute relating to the execution or interpretation of these General Terms and Conditions of Sale will be submitted to the competent courts within the jurisdiction of Rennes, France, unless otherwise required by law.

16 - Final Provisions

16.1 - Severability

If any provision of these General Terms and Conditions of Sale is declared invalid, illegal, or unenforceable, a modified provision that best reflects the original intent of the parties shall replace it. The validity, legality, and enforceability of the other provisions will remain unchanged and fully enforceable.

16.2 - Archiving and Evidence

ElinaWeb will archive invoices and quotes on a reliable and durable medium constituting a faithful copy, in accordance with the provisions of Article 1348 of the Civil Code. ElinaWeb's computerized records will be considered proof of communications, orders, payments, and transactions between the parties.

16.3 - Non-Waiver

The failure of ElinaWeb to enforce any provision of these General Terms and Conditions of Sale at any given time shall not be construed as a waiver of that provision. Any waiver of a provision must be in writing and signed by an authorized representative of ElinaWeb.

16.4 - Transfer of Rights

ElinaWeb reserves the right to assign or transfer its rights and obligations under these General Terms and Conditions of Sale to any third party of its choice without requiring the Client's prior consent. The Client may only transfer their rights and obligations with the prior written consent of ElinaWeb.

16.5 - Contact

For any questions regarding these General Terms and Conditions of Sale or the services provided, the Client may contact ElinaWeb via the contact form available on the website or by postal mail at the address listed at the top of these General Terms and Conditions of Sale.