Terms of Service
Entry into force: [June 1st, 2019]
The company ASAYER (hereinafter referred to as “ASAYER”) proposes the software solution Asayer (hereinafter referred to as the "Solution") which enables its users (hereinafter referred to as the “Client”) to capture, index and analyse the behavior of their customers or visitors on its website, in order to uncover bugs, to improve performance, automate tests and to analyze customer experience.
ASAYER also provides services in relation with this Solution, as described in article “Access and description of the Services” (hereinafter referred to as the "Services").
The Solution and Services are available in a SaaS (Software as a Service) mode. The personnel selected by the Client for the use of the Solution, as provided here-above, shall be referred to as the “Users”.
The purpose of these General Terms and Conditions is to define the terms and conditions of use of the Solution and Services as well as to define the rights and obligations of the various parties within this context.
These General Terms and Conditions can be accessed and printed at any moment on asayer.io/terms.html (hereinafter referred to as the “Website”)..
They may be subject to certain additional terms and conditions specific to certain Services. The latter are hereby incorporated into the General Terms and Conditions. In the case of any inconsistency between the General Terms and Conditions and these specific conditions, the latter shall prevail.
2. Manager of the Solution and Services, Contact Details
The Solution, the Website and the Services are managed by the company ASAYER, a French simplified joint stock company, registered under number 832 450 688 with the Registry of Trade and Companies of Paris, whose head office is located at 16 rue Washington 75008 Paris, France.
ASAYER can be contacted through any of the following channels:Street Address: 16 Rue Washington, 75008 Paris, France Email address: firstname.lastname@example.org
3. Access to the Solution and Services
3.1. Legal capacity
The Solution and Services can be accessed by:
- Any person having the full legal capacity to be bound by these General Terms and Conditions. Any person who does not have such full legal capacity may only access the Solution and the Services with the agreement of their legal representative.
- Any entity acting through a person having full legal capacity to contract for and on behalf of the entity.
3.2. Solution and Services for professional use
The Solution and the Services are designed and meant for professional use, so that they are intended exclusively for professionals within their activity.
4. Acceptance of the General Terms and Conditions of Use
These General Terms and Conditions of Use are deemed accepted upon submitting the subscription form. This acceptance can only be full and complete. Any qualified acceptance is considered as null and void. Clients who do not accept to be bound by the General Terms and Conditions of Use must not use the Services.
5. Access and description of the Services
Clients have access to the following Services, in a format and according to the technical means that ASAYER deems the most appropriate.
5.1. Offers and access to the Services
ASAYER’s offers are described on www.asayer.io (hereinafter referred to as the “Website”).
In order to use the Services, Clients must register on the Website by selecting an offer and completing the subscription form (hereinafter referred to as the “Subscription Form”). Clients must provide all information that is marked as being required. Incomplete registrations shall not be validated.
Registering automatically entails the opening of an account in the Client's name (hereinafter referred to as the "Account") giving the Client access to its own personal space (hereinafter referred to as the "Personal Space") and the mailing of a confirmation email indicating the Client its connection ID.
In any case, a confirmation will be sent by email to the Client including the selected offer, the means of payment and a link to these General Terms and Conditions.
Registered Client is granted with a free trial (hereinafter referred to as the “Free Trial”) that gives him/her access to an Account together with one or more ASAYER Services described on the Website, on a trial basis free of charge for 14 (fourteen) days, until the earlier of the payment and the start date of the offer chosen by the Client.
5.2 Accounts’ opening
The Client is sole responsible for:- the selection of Users authorized to access and use the Solution - the appointment of an administrator, among the Users, that shall be in charge of the management of the Solution (hereinafter referred to as the “Administrator”)
5.3 Access to the Solution
For purposes of their registration, the Client shall provide to ASAYER a list of the Users and the Administrator it has selected to access the Solution.
The Client is solely responsible of the truthfulness and the correctness of the information provided for the registration of the Administrators and the Users.
The registration of the Administrators and the Users takes effect when ASAYER notifies to the Client, by email, the validation of their accounts.
Upon this validation, Administrators and Users are given access with help of their login and their password to their own Personal Space which shall enable them to use the Solution.
The Client shall ensure that the Users do not allow any third party to use the Solution on their behalf, unless accepting full responsibility for the consequences. The Client is also sole responsible for keeping the Administrators and the Users’ connection ID and password confidential and shall take all measures it deems appropriate in a case such as this.
The Client undertakes to contact ASAYER without delay by any written mean, including by email, in case it notices that the Users’ accounts have been used without its knowledge. The Client acknowledges ASAYER’s right to take all measures it deems appropriate in such a case.
5.4 Hosting of the data
ASAYER shall provide the hosting of the data on secured servers, in compliance with the best practices and safety rules of the profession.
To this end, ASAYER shall make available to the Client the storage space capacity indicated in the Subscription Form corresponding to the offer selected by the Client. In case the storage space needed for the data exceeds this capacity, ASAYER shall promptly notify the Client.
ASAYER provides a retention of the data relating to the operations on the Client’s website captured by the Client via the Solution, for a period of days from the collection which will depend on the offer chosen by the Client. Beyond this time, the data will be deleted from the Solution and from ASAYER’s servers. If the Client wishes to increase this duration during the subscription, he may ask for it to ASAYER. This increase of the data retention period will be subject to an additional cost and a quotation.
5.5 Availability of the Solution and the data
ASAYER shall make its best effort to ensure an optimal availability of its server infrastructure.
Nevertheless, the Client expressly acknowledges and accepts that ASAYER reserves the right to interrupt access to the Solution and data momentarily for maintenance purposes.
Given the complexity of the internet, the disparity in capacity of the various subnetworks, the fluctuations in the number of users of the Solution at peak times, the various bottlenecks over which ASAYER has no control, the liability of ASAYER shall be limited to the running of its servers, the external limits of which are their points of connection.
ASAYER shall not be held liable for (i) access speed to its servers, (ii) slowdowns that are external to its servers and (iii) faulty transmissions caused by technical malfunctions or failures of these networks.
5.6 Terms of the licence
ASAYER grants to the Client a limited, personal, non-transferable, non-sublicensable, non-exclusive licence to use the Solution. The licence is granted for the sole purposes of the use of the Solution, for the Client’s own needs and by the sole Users authorized by the Client.
The right of use means the right to represent and implement the Solution in accordance with its purpose, via a connection to a communications network. As a result, any other use of the Solution is prohibited.
The Client is strictly forbidden to:
- sell, transfer, or distribute in any way the Solution
- reproduce permanently or temporarily any part of the Solution, in whole or in part, by any means and in any form
- modify the Solution and / or merge all or part of the Solution into other computer programs
- remove, obscure or alter in any way any mention of ownership associated with the Solution
- compile the Solution, decompile, disassemble, translate, analyze, reverse engineer or attempt to do so, except to the extent permitted by law and in particular Article L. 122-6-1 of the Intellectual Property Code
- use the Solution to develop a competing product
- use the Solution beyond the duration of the license
- and more generally to perform any act of use or exploitation of the Solution not included in the license
The licence shall come into force upon the date when the Users’ registrations are validated, pursuant to the provisions of article “Access to the Solution”.
ASAYER declares and guarantees to the Client that they have the authority to transfer the rights assigned and / or granted herein and that the Solution do not infringe any proprietary rights, intellectual property rights, or any other rights of any third party.
ASAYER guarantees the Client against all troubles, claims, remedies or actions by third parties including all employees, external stakeholders, providers, contractors, contributors and partners whose cause, purpose or origin relates to said Solution.
5.7. Maintenance and support Services
5.7.1 Corrective and update maintenance
184.108.40.206. Corrective maintenance
The purpose of corrective maintenance is to correct, during the term of the Subscription, as defined in article “Term of the Services, Subscription”, all anomalies, being understood as a bug or a malfunction that may be found on the Solution and its new versions (hereinafter referred to as the “Anomalies”) after the Users’ registration takes effect.
The Client shall notify ASAYER any Anomaly, by email at the following contact address: support@asayer, attempting to give a maximum of useful information so that ASAYER may characterize the incident.
ASAYER shall then proceed to the diagnosis of the Anomaly, including by verifying whether its origin is the Solution or not. ASAYER shall inform the Client by email of the results of this diagnosis within a period of seven days (hereinafter referred to as the “Diagnosis Date”).
220.127.116.11. Update maintenance
During the term of Subscription, as defined in article “Term of the Services, Subscription”, the Client will have the possibility to ask to ASAYER improvements of the functionalities of the Solution (hereinafter referred to as the “Updates”).
The nature and the frequency of these Updates shall be left at ASAYER’s own discretion.
The Client expressly agrees that the Updates shall be performed automatically and without prior notice.
18.104.22.168. New versions
During the term of Subscription, as defined in article “Term of the Services, Subscription”, the Client will have the possibility to ask to ASAYER new versions of the Solution (hereinafter referred to as the “New Versions”).
ASAYER undertakes to study these and to revert to the Client as soon as possible as to the New versions that can be installed.
The Client acknowledges and expressly agrees that, it will be carried out either free of charge, in which case it will be made available to all Clients of ASAYER, either for a fee and in this case it will be reserved for the Client only.
In the last case, New versions will be subject to a specific price. ASAYER will send the Client a quotation, in which will be specified the terms of their realization, their price and terms of payment.
The Client will validate this quotation by sending a signed version to ASAYER.
ASAYER will make its best efforts to develop the Client's requests, within the timeframe agreed upon by the Parties.
5.7.2. Technical support
Besides Anomalies and regarding any question in relation with the Solution, ASAYER provides a technical support which consists in assistance and advice.
Such support can be provided through telephone calls, during working days from 9 a.m. to 12 a.m. and from 2 p.m. to 6:00 p.m. UTC+1, or emails to ASAYER’s support service at the address: email@example.com.
According to the requirements, ASAYER shall assess the time needed for answers, as well as their nature, and shall inform the Client of such assessment.
Users have access to statistics concerning the use of Services, in a format and according to the technical means that ASAYER deems the most appropriate.
5.9. Other Services
ASAYER may offer the Client other types of Services, in particular, without this list being limited, consulting services, adaptation of the Solution to the needs of the Client or training. If the Client requests one of these additional Services, an additional quotation must be drawn up.
ASAYER reserves the right to propose any other Service that it deems useful, in a format and according to the technical means that it deems the most appropriate for providing the said Service.
6. Term of the Services and subscription
The Services are accessible in the form of a subscription (hereinafter referred to as the "Subscription").
Subscription begins on the day of the payment by the Client. If the Client provides it before the expiration of the Free Trial, the Subscription begins only after the end of said Free Trial.
The Subscription may have a duration of 1 (one) month (hereinafter referred to as the “Initial Period”), from date to date.
It is then automatically renewed for successive periods of the same duration as the Initial Period (hereinafter referred to, with the Initial Period, as the "Subscription Period(s)"), from date to date, unless notice of termination is given by either ASAYER or the Client as provided below.
Notice of termination may be given by ASAYER or the Client at the latest 2 (two) working days before the term of the current Subscription Period.
Notice of termination is given:- by the Client: by email, sent to firstname.lastname@example.org. - by ASAYER: by email, sent to the email address registered in the Client’s account.
Subscription cancellation is effective upon expiration of the last Subscription Period and causes the automatic end of the licence and the Services.
Any started Subscription month is due in its entirety.
7. Financial Conditions
The prices of the offers are indicated on the Website.
Unless otherwise stated, they are expressed in US Dollars and are inclusive of French taxes.
ASAYER reserves the right, in its sole discretion and according to conditions that it deems appropriate, to propose promotional offers or price reductions.
7.2. Terms of payment
The payment of the Subscription price is carried out by direct debit from the Client’s bank card.
The direct debit is implemented by the secured payment service provider Stripe (https://stripe.com), who ASAYER entrusts with the storage of the Client’s bank data to this end. ASAYER doesn’t store any bank data.
The price of the Subscription is due and the direct debit is carried out on the day of the beginning of the first Subscription, then on the date of each Subscription renewal.
The Client guarantees to ASAYER that he has all the necessary authorizations to use the chosen payment mode. The Client undertakes to take all necessary measures so as to ensure safe carrying out of the direct debit.
7.3. Subscription upgrade or downgrade
The Client can upgrade or downgrade his Subscription at any time, through his Personal Space.
The upgrade or downgrade is effective at the next "Subscription Period". In the case of a Subscription downgrade, the Client loses some of the functionalities of the Solution attached to its initial Subscription and in particular, reduces the number of the visitors/customers sessions.
7.4. Price revision
The prices provided on the Website may be revised by ASAYER at any time, in its sole discretion.
The Client will be informed of this revision by ASAYER by any written mean (including email), at least one week before the entry into force of the new prices.
When effective, the new prices apply upon the renewal of the Subscription.
The Client who does not accept the new prices must cancel his Subscription according to the provisions set out in Article “Term of the Services and subscription”. Clients who continue to use the Services after the entry into force of the new prices shall be deemed to have accepted them.
ASAYER shall issue invoices for the Services, for each Subscription Period.
These invoices will be sent to the Client through any pertinent channel.
7.6. Payment delays and incidents
Any payment delay of all or part of an amount at its due term, shall automatically entail, without prejudice to the provisions set out in article “Sanction for breaches”, and after prior formal notice by registered letter with acknowledgement of receipt, the contents of which have not been respected within a period of 15 (fifteen) days:
(i) Forfeiture of the term of all amounts payable by the Client, regardless of the terms of payment that had previously been agreed,
(ii) Immediate suspension of this agreement until complete payment of all amounts due by the Client is received,
(iii) Invoicing by ASAYER of a late payment interest at the rate of five (5) times the legal interest rate, calculated on the total of all due amount that were not paid on time, as well as a lump sum of forty (40) euros for costs recovery.
The Parties agree that this rate shall be calculated based on periods of one calendar month and that any month started shall be counted as a whole month.
8. Agreement in relation to proof
Clients expressly acknowledge and accept that:
(i) Data collected on ASAYER's Solution and its computer equipment attest to the reality of the transactions performed in the context of this agreement
(ii) This data is the main means of acceptable proof between the parties, in particular for the calculation of amounts due to ASAYER.
Clients can access this data in their Account.
9. Obligations for Clients
Without prejudice to other obligations provided for in this agreement, the Client undertakes to respect the following obligations.
9.1. The Client undertakes to provide ASAYER with all documents, data and information necessary for the appropriate fulfilment of ASAYER’s obligations under this agreement.
More generally, the Client undertakes to actively cooperate with ASAYER for the proper performance of this agreement and to keep ASAYER informed with any difficulty in such performance.
9.2. The Client acknowledges having read and understood the characteristics and constraints of the Solution, having received from ASAYER all necessary guidance, instructions and details to subscribe with full knowledge to this agreement, and being fully acquainted with the Solution that it has, prior to this agreement, sufficiently spoken with ASAYER to ensure that the Solution fulfils its expectations, needs and constraints.
9.3. The Client expressly acknowledges that the implementation of the Solution, as well as any communication with ASAYER including in the context of remote maintenance and support services, require that it should be connected to the internet and that it is solely responsible for such connection.
9.4. The Client is sole responsible for the use of the Solution by Users. The Client warrants that the Users shall not use the Solution for any illicit, non-compliant or unauthorised purposes, including against all laws and regulations in force. The Client is therefore solely responsible for setting up procedures aimed at preventing and redressing the commission of such acts.
9.5. The Client undertakes not to allow access to the Solution to a number of Users exceeding the number indicated in the Subscription.
To this end, the Client acknowledges being informed that ASAYER reserves the right to monitor the access of the Solution by the Users and ensure that each account is used only by its sole User.
9.6. The Client is solely responsible for its relations with its clients, investors, partners and public actors, as well as for the respect of its contractual commitments towards third parties. ASAYER should not be responsible for any difficulty that may arise in this context.
9.7. The Client must ensure that the management of Users, access privileges and more generally, system settings shall be conducted professionally and that the Administrator shall be a “person skilled in the art” who will be placed under the Client’s sole responsibility.
10. Clients' Guarantee
Each Client agrees to defend, indemnify and hold ASAYER harmless from and against any claims, demands, actions and/or grievances whatsoever, that ASAYER could incur as a result of a breach by the Client in question of any one of its obligations or guarantees under these General Terms and Conditions of Use.
Clients agree to compensate ASAYER for any prejudice that the latter could be subject to, and to pay any costs, liabilities, charges and / or convictions that the latter could incur, as a result of such a breach.
11. Prohibited behavior
11.1. It is strictly prohibited to use the Services to the following ends:
- Carrying out activities that are unlawful, fraudulent or infringe on the rights or the security of others,
- Violating public order or any local policy or laws,
- Hacking into the computer system of a third party or any activity aimed to harm, control, interfere or intercept all or part of a third party's computer system, violating its integrity or its security,
- Sending unsolicited emails and / or prospecting or commercial solicitation,
- Tampering with the aim to improve referencing of another site,
- Using the Website or Solution for the release of information or links to third party websites,
- Assisting or inciting, in any manner or form whatsoever, the carrying out of one or several of the actions or activities described above,
- And more generally, any action that uses the Solution or Services for any other purpose than that for which they were designed.
11.2. Clients are strictly prohibited from copying and / or using for their own purposes or those of a third party, the concept, technology or any other component of ASAYER's Website and Solution.
11.3. The following is also strictly prohibited: (i) any behavior that would interrupt, suspend, slow down or prevent continuity of the Services, (ii) any hacking or attempts to hack into ASAYER's IT systems, (iii) any hijacking of the Website’s or Solution's system resources, (iv) any acts that would place a disproportionate load on the Website’s or Solution's infrastructure, (v) any attempts to breach the Website’s or Solution's security and authentication structures, (vi) any acts that could infringe on the rights and financial, commercial and moral interests of ASAYER or of the Users of its Solution and finally, more generally, (vii) any breach of these General Terms and Conditions of Use.
11.4. It is strictly prohibited to make money from, sell or concede all or part of one's access to the Services or to the Solution or to the information that is hosted and / or shared on the Solution.
12. Sanctions for breaches
In the event of a breach by the Client of any of the provisions of these General Terms and Conditions of Use or more generally, of any infringement by the former of any laws and regulations in force, ASAYER reserves the right to take any measures it deems appropriate, effective 15 (fifteen) days after reception, by the Client, of a formal notice, sent by registered letter with acknowledgement of receipt and stating the intention to apply this clause, which remained ineffective, this without prejudice to any damages that could be claimed from the Client in breach, and in particular:
(i) to suspend and cancel access to the Solution and the Services for any Client who has breached any provision or infringed any law or regulation, or who has participated in this breach or infringement
(ii) to publish any related informational message that ASAYER deems useful
(iii) to inform any relevant authorities
(iv) to commence and prosecute any legal proceedings.
13. Liability and guarantee of ASAYER
13.1. ASAYER shall fulfill its obligations under this agreement with diligence and in compliance with trade practice, specifying that it has an obligation to provide due care, but this without any obligation of result, and this is expressly acknowledged and agreed by Clients.
13.2. ASAYER shall provide adequate personnel and assume a commitment to advise, inform, recommend and warn with regard to the Client. In particular, ASAYER undertakes to inform the Client of any difficulty that may occur with regards to the implementation or the use of the Solution.
13.3. In particular, ASAYER undertakes to inform the Client of any difficulty that may occur with regards to the implementation or the use of the Solution and to prevent any failure, intrusion or intrusion attempt by malicious third party. However, ASAYER should not be held responsible for any lack of vigilance or security by the Clients or Users in the preservation of their connection ID.
13.4. ASAYER undertakes to keep strictly confidential all data collected through the Solution, under this agreement, and to take all appropriate measures to ensure their security and confidentiality. The Client expressly acknowledges having reviewed said measures and considering they are sufficient to enable ASAYER to fulfill its above-mentioned obligations of security and confidentiality.
13.5. ASAYER certifies that it holds an insurance policy covering professional civil liability. ASAYER agrees to maintain this insurance policy in force for as long as any of its obligations under this agreement are applicable.
13.6. ASAYER shall not be held responsible if the Solution is ever momentarily difficult (or impossible) to access, the causes of these circumstances being outside ASAYER's control, force majeure, or due to any disruption in the telecommunications network.
13.7. ASAYER shall not be held liable for any delay arising from (i) late or defective transmission by the Client of data and information necessary for the implementation of the Solution or (ii) all defects for which ASAYER is not directly responsible. ASAYER shall not be held responsible for any damage which is not incurred by a malfunction of the Solution, in particular all difficulties arising from the Client’s infrastructure, personnel, materials or software.
13.8. In any event, ASAYER shall not be held liable to the Client for the payment of damages of any kind, whether they be direct, materiel, commercial, financial or moral, for an amount exceeding the Client’s 3-month subscription fee prior to the time the alleged damages occurred.
14. Intellectual Property on the Website and the Solution
The systems, software, structures, infrastructures, databases and content (text, images, graphics, music, logos, trademarks, databases, etc.) used by ASAYER on the Solution and the Website, are protected by all intellectual property rights, or rights for the creators of databases, in force. Any dismantling, decompilation, deciphering, extracting, reusing, copying and, more generally, any reproduction, representation, publishing or use of all or part of any these items, without ASAYER's authorization, is strictly prohibited and could lead to prosecution.
The licence does not grant the Client any intellectual property rights in the Solution, which remains the exclusive property of ASAYER.
15. Personal Data
15.1. General provisions
ASAYER and the Client undertake, each on its own behalf, to comply with the laws and regulation that apply to personal data, including the General Data Protection Regulation (regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016) as from its entry into force, namely May 25th, 2018.
15.2. Description of the processing being subcontracted out
As part of the Services, ASAYER is required to process personal data relating to the use of the Solution.
In the context of the licence and the Services, the Client acts as the data Client of the personal data processed through the use of the Solution, and must fulfill his obligations pursuant to the above-mentioned General Data Protection Regulation, including his obligation of information, the keeping of a Register of the processing operations carried out and more generally, compliance with the principles of this regulation. Depending on how the Client chooses to use the Service, the subject matter of Processing of personal data may cover the following types/categories of data:
- window resolution;
- date/time of visit;
- cookies, ip (not stored);
- user agent (device type, operating system, browser, etc.);
- geographic location (country only);
- preferred language;
- mouse events (movements, scrolls and clicks);
- input values; and
- pages url, title, state, console entries and loaded resources.
The data will be processed exclusively within a Member State of the European Union (EU) or within a Member State of the European Economic Area (EEA). Any transfer of data to a country which is not a Member State of either the EU or the EEA requires the prior consent of the Client and is subject to compliance with the special requirements on transfers of personal data to countries outside the EU/EEA and in compliance with the technical and organizational measures set out in clause 5.
15.2.1. ASAYER's obligations with respect to the Client
ASAYER shall undertake to:
- process the data solely for the purpose(s) subject to the sub-contracting;
- process the data in accordance with the documented instructions from the Client appended hereto. Where ASAYER considers that an instruction infringes the General Data Protection Regulation or of any other legal provision of the Union or of Member States bearing on data protection, it shall immediately inform the Client thereof. Moreover, where ASAYER is obliged to transfer personal data to a third country or an international organization, under Union law or Member State law to which ASAYER is subject, ASAYER shall inform the Client of that legal requirement before processing, unless that law prohibits such information on important grounds of public interest;
- guarantee the confidentiality of personal data processed hereunder;
- take into consideration, in terms of its tools, products, applications or services, the principles of data protection by design and by default;
- ensure that the persons authorized to process the personal data hereunder:
- have committed themselves to confidentiality or are under an appropriate statutory obligation of confidentiality
- receive the appropriate personal data protection training
The Client hereby acknowledges and agrees to the engagement of the following sub-processors: Amazon Web Services and Google Cloud Platform, both in Europe.
ASAYER may engage another processor (hereinafter "the sub-processor") to conduct specific processing activities. In this case, ASAYER shall inform the Client, in writing beforehand, of any intended changes concerning the addition or replacement of other processors. This information must clearly indicate which processing activities are being subcontracted out, the name and contact details of the sub-processor and the dates of the subcontract. The Client has a minimum timeframe of 7 days from the date on which it receives said information to object thereto. Such sub-contracting is only possible where the Client has not objected thereto within the agreed timeframe.
15.2.3. Data subjects' right to information
At the time data are being collected, ASAYER must provide the data subjects concerned by the processing operations with information about the data processing it carries out. The wording and format of the information must be agreed with the Client prior to collecting the data.
15.2.4. Exercise of data subjects' rights
ASAYER shall assist the Client, insofar as this is possible, for the fulfillment of its obligation to respond to requests for exercising the data subject's rights: right of access, to rectification, erasure and to object, right to restriction of processing, right to data portability, right not to be subject to an automated individual decision (including profiling).
ASAYER must respond, in the name and on behalf of the Client within the periods referred to by the General Data Protection Regulation, to data subjects' requests to exercise their rights, with regard to data covered by the sub-contracting provided for hereunder.
15.2.5. Notification of personal data breaches
ASAYER shall notify the Client of any personal data breach not later than 72 hours after having become aware of it and via any possible means. Said notification shall be sent along with any necessary documentation to enable the Client, where necessary, to notify this breach to the competent supervisory authority.
15.2.6. Assistance lent by ASAYER to the Client regarding compliance with its obligations
ASAYER assists the Client in carrying out data protection impact assessments.
ASAYER assists the Client with regard to prior consultation of the supervisory authority.
15.2.7. Security measures
Where possible, ASAYER undertakes to implement the following security measures:
- the pseudonymisation and encryption of personal data;
- the ability to ensure the ongoing confidentiality, integrity, availability and resilience of processing systems and services;
- the ability to restore the availability and access to personal data in a timely manner in the event of a physical or technical incident;
- a process for regularly testing, assessing and evaluating the effectiveness of technical and organizational measures for ensuring the security of the processing]
15.2.8. Fate of the data
At the end of the service bearing on the processing of such data, and no later than 90 days, ASAYER undertakes to:
- destroy all personal data, or
- return all personal data to the Client, or
- return the personal data to ASAYER designated by the Client
Together with said return, all existing copies in ASAYER's information systems must be destroyed. Once destroyed, ASAYER must demonstrate, in writing, that this destruction has taken place.
15.2.9. The Data Protection Officer
ASAYER communicates to the Client the name and contact details of its data protection officer, if it has designated one in accordance with Article 37 of the GDPR.
15.2.10. Record of categories of processing activities
ASAYER states that it maintains a written record of all categories of processing activities carried out on behalf of the Client, containing:
- the name and contact details of the Client on behalf of which ASAYER is acting, any other processors and, where applicable, the data protection officer;
- the categories of processing carried out on behalf of the Client;
- where applicable, transfers of personal data to a third country or an international organisation, including the identification of that third country or international organisation and, in the case of transfers referred to in the second subparagraph of Article 49(1) of the GDPR, the documentation of suitable safeguards;
- where possible, a general description of the technical and organizational security measures.
ASAYER provides the Client with the necessary documentation for demonstrating compliance with all of its obligations and for allowing the Client or any other auditor it has authorized to conduct audits, including inspections, and for contributing to such audits.
During such audits, the Client or the auditor it has entrusted for this purpose shall not be authorized to access to the Provider’s trade secrets, its strategic information or any information that the Provider has undertaken to keep confidential. The Provider shall have the right to oppose all inspections and/or checks from the Client or its auditor that may enable them to access to such information, without the Client being able to make any claim in this regard. In any event, the Client shall ensure that the auditor and, more generally, its personnel proceeding to said audits are submitted to appropriate confidentiality obligations.
15.2.12. Client's obligations with respect to ASAYER
The Client undertakes to:
- provide ASAYER with the data mentioned in this article
- document, in writing, any instruction bearing on the processing of data by ASAYER
- ensure, before and throughout the processing, compliance with the obligations set out in the General Data Protection Regulation on ASAYER's part
- supervise the processing, including by conducting audits and inspections with ASAYER.
16. Links and Third-Party Sites
ASAYER can in no way be held liable for the technical availability or unavailability of Internet sites or mobile applications operated by third parties (including its potential partners) which Clients would access through links on the Website.
ASAYER shall not be liable for content, advertisements, products and / or services available on such third-party sites or mobile applications and Users are hereby reminded that these sites are governed by their own terms and conditions of use.
ASAYER shall not be liable for any transactions conducted between Clients and any advertisers, professionals or salespersons (including its potential partners) to which Clients may be oriented through the Website and shall not take part in any disputes whatsoever with these third parties, particularly concerning the delivery of products and / or services, guarantees, declarations or any other obligations whatsoever to which these thirds parties may be bound.
17. Customer references
Clients expressly authorize ASAYER to cite and use as appropriate a reproduction of their trademark or logo as a customer reference, especially at events, in its business documents and on its Internet site, in any form whatsoever.
ASAYER reserves the right to amend these General Terms and Conditions at any time.
Clients shall be informed of these amendments through any pertinent channel.
Any Client who does not agree with the amended General Terms and Conditions of Use must unsubscribe from the Services according to the provisions set out in Article “Term of the Services and subscription”.
Clients who continue to use the Services after the entry into force of the amended terms and conditions shall be deemed to have accepted these amendments.
In the event of a translation of these General Terms and Conditions of Use into one or more languages, the language of interpretation shall be French in the event of any contradiction or dispute concerning the meaning of any one of their terms or provisions.
20. Law and Jurisdiction
These General Terms and Conditions of Use are governed by French law.
In the event of dispute concerning the validity, interpretation and / or application of these General Terms and Conditions of Use, all parties agree that the courts of Paris shall be the only competent jurisdiction capable of judging the dispute, save conflicting mandatory rules of practice.