Terms of Service

Conditions d'utilisation

 

Version 1.0

LYON, 10/09/21

Please read these Terms of Service, our Privacy Policy and our Documentation (collectively, the "Agreement") carefully before using NeoRezo software platform provided by ADZ PRINT PRODUCTION PARIS, 6, rue Marcellin Blanc, 69110 SAINTE FOY LÈS LYON (hereinafter indicated as "ADZ" or "We" or "Us").

By using or accessing the Service, you ("User" or "you") agree to become bound by all the terms and conditions of this Agreement. If you do not agree to all the terms and conditions of this Agreement, or if you do not have the legal capacity to accept this agreement, you cannot use NeoRezo software platform.

By creating an account on NeoRezo software platform platform, by yourself or if the Admin (see below) has registered you as an User, you represent and warrant that:

  • you have full legal authority to be bound as a User to this Agreement;
  • you have read and understood this Agreement.

If you do not fulfill the authority requirements and/or if you do not have the legal authority to bind the User on whose behalf you are signing this agreement, you cannot use the NeoRezo software platform and therefore, please, delete your account or ask Admin to delete your account.

This Agreement is effective as soon as the date you, the User, create an account or access your account created by the Admin (Effective Date).

Definitions and services

The term "User" means the person who makes usage of the Service (see below) indicated in this Agreement and/or in the account form. The term "User", therefore, indicates specifically the natural or legal person who has access to the Site (as defined below), also through the procedure of registration and creation of an account.

The term "Provider" indicates ADZ, as identified above, who offers the Service defined below through its website www.neorezo.io or any subdomain of neorezo.io corresponding to the eshop website.

The term "Remote Communication Techniques" means any means that, without the physical and simultaneous presence of the Provider and the User, can be used for the conclusion of the contract between the said parties.

The term "Service" or “Services” indicate the available and chosen version of NeoRezo software platform excluding the Enterprise version, which is regulated by a separate agreement. NeoRezo software platform is a workplace tool designed to be used by everybody to create E-Shop (see below) for any legitimate sales from mainly commercial business (such as for store, market, small shop) to enterprise communication (such as workspace, factory) and so on.

The term "E-Shop" means any new marketplace or application a User will create using NeoRezo software platform. In every E-Shop, one or more User will have the role of Admin, which is the lead user with the broadest powers on the project. The Admin, can also invite other people to collaborate to a certain project and they will take the role of User for that specific project. Users invited/authorized by Admins on an E-Shop will have to create their and account on NeoRezo software platform and will have limited powers on the project, according to their specific role. Admins are also the only ones who can invite other users to join to a given E-Shop and the only one who can create or delete an E-Shop. For the description of their role and powers and possibilities, please consult the Documentation to use NeoRezo software platform.

The "E-Shop" is devoted to facilitate transactional relationships between buyers and sellers. The term "Seller" means the user of the NeoRezo software platform who proposes products or services that Seller promotes or transacts to Buyers through the NeoRezo software platform, any related technical support Seller provides and content description information and any related Marketing Material. The term "Buyer" means designated entities interested in or obtaining a right to access, purchase and use a Seller Product through the Marketplace. The term “Transaction” means any sale, or license of, or granting of access to the Seller Product through the NeoRezo software platform, including renewals.

The term "Site" refers to the web page of www.neorezo.io or any subdomain of neorezo.io corresponding to the eshop website where legal mentions are defined in footer.

Use of NeoRezo software platform

With this agreement the Provider sells and the User purchases, respectively, remotely through telematic tools the services indicated and offered for sale on the site www.neorezo.io or any subdomain of neorezo.io corresponding to the eshop website and specified in the account form.

This agreement does not concern the Products and Goods sales on E-Shop from Sellers to Buyers. See the General Sales Conditions for that purpose (accessible in the footer of the Site).

The creation of an account on the site www.neorezo.io or any subdomain of neorezo.io corresponding to the eshop website is done under the responsability of the Admins and by accepting the general "Terms of use of NeoRezo software platform" (available online through the specific link placed in the footer of the site itself)

To create an account by registering on the Site, the Admin must fill in a form with the mandatory and possibly optional data, namely: name, surname, e-mail address and password; ended this phase. At the end of this process, the User will be registered. Such credentials will be necessary for the access to the EShop created with the NeoRezo software platform.

The creation of an account allows the User who intends to proceed with the purchase of the service through the Provider's website, to carry out directly through this site, among other things, the following activities: a) saving and modifying personal data; b) access to all information relating to orders; c) management of personal data and updating of such data at any time;

The User guarantees that the information provided during the registration process is complete, correct and true. The User accepts to hold the Provider harmless from any damage, indemnity and / or sanction deriving from or in any way connected to the violation by the User of the rules on registration on the Site or on the preservation of the Registration Credentials. By creating an account the User declares to be older than 18 years of age. The User is therefore exclusively responsible for accessing the Site through his Registration Credentials. The User is directly responsible for any damage or harm or losses direct or indirect caused to the Provider or to third parties from improper use, loss, misappropriation by others or from the failure to protect adequate secrecy of their registration credentials. All transactions made through the Registration Credentials are considered to be made by the User to whom they refer.

By registering on the site, the User agrees to receive communications from the Provider, aimed at the execution of this contract. The User may request at any time not to receive further communications via e-mail while maintaining the ability to access and use the Site by unsubscribing either from the email management system as indicated in the email footer, or by writing to the customer service.

The Provider reserves the right to refuse, at its sole discretion, the registration of a User on the Site.

The Provider reserves the right to refuse orders which are abnormal in relation to the quantity of services purchased or the frequency of purchases made on the Site, as well as in relation to improper use.

The User may cancel his account at any time by accessing the account and follow the instruction to delete the account, or by writing to the AdminS.

NeoRezo software platform is available in a free version and a paid version. While the free version is free to use, the process for the purchase of the payment of the paid version is described below. In compliance with Legislative Decree 9 April 2003, n. 70 of the French laws concerning electronic commerce, the Provider informs the User that:
  1. a) to conclude the purchase of one or more services through the Site, the User must complete an order in electronic format and transmit it to the Provider via email or website form
  2. b) the Provider sends the User an e-mail confirming and summarizing the order as indicated in clause 5.7;
  3. c) before proceeding with the transmission of the order, the User will be able to identify and correct any data entry errors by following the instructions on the Site or to modify the order;
  4. d) after the transmission of the order via email, the User may modify it before the Provider has enabled the services, and in any case no longer than 7 working days after the Service has been enabled.

The language available to the User for the conclusion of the contract is English and/or French. Customer Service is able to communicate in English and/or French.

Restrictions to the use of NeoRezo software platform

Every Account belongs to the individual who has created it, and every activity performed while a person is logged-in is, by default, attributable to that person. Every account is meant for individual use and cannot be shared among different people. An email address can be used only one time to create an account. Account credentials cannot be shared with other individuals and username and password must be kept safe and secret.

If you need to create projects collectively involving other people, please use the collaborative functions available in the Manager (such functions may vary according to the plan you have subscribed to). The Customer is responsible for maintaining the confidentiality of their Account password and for the security of their Account. By creating an account in NeoRezo software platform, you are obliged to notify ADZ immediately of any actual or suspected loss, theft, or unauthorized use of your Account or Account password by writing to support@NeoRezo software platform.com. You will also immediately report to ADZ any security flaws you discover while using NeoRezo software platform. ADZ reserves the right, in its sole discretion, to determine what constitutes a security flaw. Failure to report such flaws or unauthorized accesses, particularly prior to public disclosure, shall be considered a material breach of this Agreement.

In compliance with any applicable laws and to these terms, you may not do any of the following while accessing or using NeoRezo software platform:
  • allow sharing of a User account by more than one individual/entity;
  • use bots or automated systems to create account, unless otherwise agreed expressly with ADZ;
  • resell, sublicense, lease, time-share or otherwise make the NeoRezo software platform Services available to any third party unless otherwise agreed expressly with ADZ;
  • access, tamper with, or use non-customer-designated areas of NeoRezo software platform, and/or of our service providers;
  • reverse engineer NeoRezo software platform;
  • attempt to breach or circumvent any security or authentication measures;
  • interfere with, or disrupt, (or attempt to do so), NeoRezo software platform services including, without limitation, by sending a virus to, spamming, or overloading the Services, or by scripted use of the Services in such a manner as to interfere with or create an undue burden on NeoRezo software platform;
  • access the NeoRezo software platform Services for the purpose of building a competitive NeoRezo software platform or service or copying its features or user interface;
  • modify, copy or create derivative works based on the NeoRezo software platform Services;
  • use the NeoRezo software platform Services, or permit it to be used, for purposes of NeoRezo software platform evaluation, benchmarking or other comparative analysis without ADZ’s prior written consent.

NeoRezo software platform role as a marketplace

By using the NeoRezo software platform, you acknowledge and agree that:

The EShop provides an online location from Sellers and Buyers to purchase products. In any case, ADZ is an agent for any Buyers or Sellers. ADZ is not a party to any contract for the sale, purchase or support of products advertised or not on the NeoRezo software platform

Any Buyer shall accept binding sales, on behalf of Sellers, but ADZ is not a party of the Transaction between the Seller ans the Buyer. More generally, ADZ, as a marketplace Provider, is not involved in any transaction between a Buyer and a Seller in any way, save that ADZ facilitate a marketplace for Buyers and Sellers and proces payments on behalf of Sellers.

Conclusion and effectiveness of the contract

The offer and sale of services through the Site are governed by Legislative Decree 21 Juin 2004, n. 2004-575, (Loi n° 2004-575 du 21 juin 2004 pour la confiance dans l'économie numérique) containing the regulation of electronic commerce.

For the purposes of concluding the contract, the User must correctly complete the order form by submitting the request via web form as indicated above. Subsequently he will receive a confirmation email that contains the order details, with the service information sheet, the price of the service(s) purchased, any additional accessory charges and additional costs, the methods and terms of payment, the place and time schedule for the provision of the service, the invitation to carefully read the provisions of this agreement.

By purchasing, the User acknowledges and declares to have read all the indications provided during the purchase procedure, as well as the additional information contained in the Website relating to the Privacy Policy.

The Provider reserves the right to refuse or cancel orders coming from the User.

The User, will be able to access the ordered and enabled features by logging into the manager as an Admin for the project in NeoRezo software platform.

The Provider will inform the User of the impossibility to accept the orders received within 24 (twenty-four) hours starting from the working day following that in which the User has sent the order and will refund any amounts already paid for the payment of the supply.

When the Provider receives the order from the User, it sends a confirmation e-mail and summary of the order, which also contains the data referred to in the order form.

The order and the present agreement is not considered completed and effective between the parties in the absence of the sending by the Provider of the e-mail as stated above.

The User makes sure to verify the accuracy of the data contained in the order confirmation e-mail and to communicate to the Provider within 24 (twenty-four) hours from the receipt of the same eventual corrections.

The order number, generated by the system and communicated by the Provider in relation to the purchase made, must be used by the User in any subsequent communication with the Provider.

Payment methods

Any payment by the User can only be made using one of the methods indicated on the purchase: credit card or bank transfer. Bank transfers are only accepted for yearly payments.

All communications relating to payments are made on a specific line offered by a third party chosen by the Provider and protected by an encryption system. The Provider makes available the list of the third party services used for the payment and for the maintenance of the services at the following address: www.neorezo.io or any subdomain of neorezo.io corresponding to the eshop website The Provider chooses third parties that guarantee the utmost compliance with the provisions of current legislation on the protection of personal data.

For reasons of security of transactions, the Provider reserves the right to request the sending of the details or a copy of an identity card of the holder of the Credit Card.

Simultaneously with the sending of the confirmation e-mail and order summary, the amount corresponding to the service(s) purchased will be charged to the User. In the event that, for any reason, the due fees cannot be withdrawn, the process of sale is automatically canceled and the sale automatically canceled.

The Provider will issue the invoice of the service(s), sending it via e-mail to the order holder within 48 (forty-eight) hours from the confirmation e-mail and order summary and by making it available on the personal page of the User. The information provided by the User will be used to issue the invoice. No variation of the data will be possible after the issuance of the receipt itself (or of the invoice if requested).

Times and methods of execution

The Provider will provide the service to the User, in the manner indicated on the website at the time the service is offered, as confirmed in the e-mail referred to in paragraph 5.7 or as otherwise agreed between the Provider and the User.

The modality the execution times and the costs of the service(s) are clearly indicated and well highlighted by accessing the area of the Site "My orders".

The provision of the service will begin immediately after the order is approved and the payment received, not later than 7 (seven) working days after sending the order. In the event that the Provider is not able to provide the service even within said period, the User will be promptly notified via e-mail, indicating when the Provider expects to be able to start the service or the reasons that make the service itself definitely impossible. If the User does not intend to accept the new agreement or the service has become impossible, he can request a refund according to the methods and terms referred to in paragraph 7.2 above.

The agreement will be renewed automatically unless the User downgrades or cancels their subscriptions. If the user cancels or downgrades after the 14th day of the first billing cycle they will receive redeemable credits to spend on the next purchase. If the User cancels before the 14th day of the first billing cycle, they can chose between cash and redeemable credits. Provisions foreseen for the case of withdrawal referred to in clause 13 for refunds are applied. Credits are redeemable within 18 months from the time of issue.

Information on Services and Prices

Each service offered on the Site is accompanied by an information sheet that illustrates the main features (c.d. "Service presentation", FAQ, Guidelines, Videos and so on).

Any video and/or photographic images in digital format accompanying the description of the service offered are for illustrative purposes only. The image has the sole purpose of presenting the service for sale and explain its functionalities and, to this end, is representative of its characteristics.

All sales prices of the services presented and indicated on the website www.neorezo.io or any subdomain of neorezo.io corresponding to the eshop website, are expressed in euros and constitute an offer to the public pursuant to clause.

The sales prices, referred to in the previous point do not include VAT and any other tax.

The prices indicated for each of the services offered to the public are valid until the date indicated in the order form and, in any case, no further than the time when the website was accessed.

If the Provider is in the absolute necessity to modify the service performance conditions or the price after the start of the service, he must give adequate notice to the User, who can freely choose whether to continue the contract with the new conditions or withdraw, without additional costs or penalties. The choice must be communicated in writing to the Provider within the following 7 (seven) days. In this case, the provisions set forth in clause 15 for reimbursement and refunds apply.

Access to Support

You are solely responsible for providing all support and technical assistance to your end users, if you have any.

You acknowledge and agree that ADZ has no obligation to provide support or technical assistance directly to your end users and you shall not represent to any of your end users that ADZ is available to provide such support.

ADZ will keep the system and server active and available without any right on your side to have personalized support, unless you have a separate agreement with us or you have purchased a billing plan that includes additional support. You can communicate with us anytime using our customer service address support@NeoRezo software platform.com. However, this Agreement does not entitle you to any support for the use of NeoRezo software platform, unless you make separate arrangements with ADZ (see Enterprise Special Agreements) any such support provided by ADZ shall be subject to the terms of this Agreement as modified by a separate support agreement.

Personal Data Protection and GDPR

Any information you provide to ADZ is subject to our Privacy Policy. Through your use of NeoRezo software platform you consent to the collection and use (as set forth in the Privacy Policy of this information).

Security

You understand that ADZ uses third party vendors and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to run the Service. You understand that the technical processing and transmission of the Service, including your Content, and involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.

ADZ reserves the right to monitor your use of the NeoRezo software platform for any reason or no reason, including to ensure your compliance with the terms and conditions of this Agreement. The list of our third party provider can be retrieved here www.neorezo.io or any subdomain of neorezo.io corresponding to the eshop website.

Content displayed via NeoRezo software platform

For purposes of this Agreement, "Content" is all Content that is posted or otherwise provided or transferred to be displayed via NeoRezo software platform by a User. When you transfer Content to ADZ through NeoRezo software platform, you give ADZ a non-exclusive, worldwide, royalty-free, sublicensable, transferable right and license to host, store, cache, reproduce, publish, display (publicly or otherwise), perform (publicly or otherwise), distribute, transmit, modify, adapt (including, without limitation, in order to conform it to the requirements of any networks, devices, services, or media through which NeoRezo software platform features are available). The rights you grant in this license are for the limited purpose of operating the NeoRezo software platform in accordance with their functionality, improving NeoRezo software platform, and allowing ADZ to develop new Services or features.

NeoRezo software platform does not pre-screen Content, but ADZ and its designee have the right (but not the obligation) in their sole discretion to refuse or remove any Content that is available via NeoRezo software platform.

You also agree that you will respect the intellectual property rights of others, and represent that you have all of the necessary rights to grant us this license for all Content you submit to NeoRezo software platform. You shall defend NeoRezo software platform against any claim, demand, suit or proceeding made or brought against NeoRezo software platform by a third party alleging that Your Content, or Your use of the Service in violation of this Agreement, infringes or misappropriates the intellectual property rights of a third party or violates applicable law, and shall indemnify NeoRezo software platform for any damages finally awarded against, and for reasonable attorney's fees incurred by, NeoRezo software platform in connection with any such claim, demand, suit or proceeding.

IP and Use of Trademarks

The interfaces, the logos, the source code, the color combination and the look and feel of NeoRezo software platform is protected by copyright owned by ADZ under French laws and International Treaties. All rights are reserved.

You may not duplicate, copy, or reuse any portion of the HTML/CSS, JavaScript, or visual design elements or concepts without prior express written permission from ADZ. NeoRezo software platform™ is protected trademark. You may freely state and disclose that you are using NeoRezo software platform™ services albeit not in a manner that creates or may imply the existence of a commercial partnership when there is none nor create a sense of endorsement, sponsorship, or association with ADZ, unless you have been expressly permitted by ADZ, in writing, to do so.

You cannot include our trademarks or any marks that are confusingly similar to or derivative of our trademarks as part of your trade name (registered or otherwise), logos, or other identifiers or in the services you will provide by using NeoRezo software platform. Any other use of NeoRezo software platform™ trademark is prohibited unless we specifically give you a written permission.

Right of withdrawal

The User who is a Consumer and who has purchased a paid version of NeoRezo software platform, has the right to withdraw from the this contract, without any penalty and without specifying the reason, within the term of 14 (fourteen) calendar days (c.d. "Withdrawal Period"), starting from the day of the conclusion of this contract.

To exercise the right of withdrawal, the User must inform the Provider, before the expiry of the "Withdrawal Period" of his decision to withdraw by writing to the customer care specifying in the object ("Declaration of Withdrawal"). It is advisable to indicate the order number, the service (s) for which you intend to exercise the right of withdrawal and your address. The "Declaration of Withdrawal" must be sent to the following address support@neorezo.io

With the receipt of the communication with which the User communicates the exercise of the right of withdrawal, the parties to this agreement are released from their mutual obligations.

Exclusion of the right of withdrawal

According to the Consumer Code, the Right of Withdrawal the User who is a Consumer must be informed and accepts and understands that the right of withdrawal cannot be exercised in respect of the services that have already been performed.

The right of Withdrawal is also excluded for the supply of services made to the consumer's specifications or clearly personalized.

Refunds and expenses

The only costs payable by the User for exercising the right of withdrawal pursuant to this point and subsequent are the direct costs of returning to the Provider any instrumental goods supplied with the Service.

The Provider reimburses all payments received from the User, without undue delay and in any case within 14 (fourteen) days from the day on which he is informed of the User's decision to withdraw from the contract, using the same payment method used by the User for the initial transaction, unless otherwise agreed and on condition that the User does not incur any costs as a result of the reimbursement.

Upgrading and Downgrading from a Billing Plan

Upgrade to a paid plan is always possible by selecting the option in the dashboard and adding a credit card detail.

Downgrading from a paid plan to a free plan is possible but changes will be applied only at the beginning of the next the billing cycle.

For any upgrade or downgrade in plan level, your credit card that you provided will automatically be charged the new prorated amount on your next billing cycle. Downgrading your Service may cause the loss of Content, features, or capacity of your Account. NeoRezo software platform does not accept any liability for such loss.

Enterprise Special Agreements

ADZ offers special services/additional features of NeoRezo software platform for Enterprise needs. Such special services/additional features shall be subject to the terms of the Enterprise Agreement.

Modifications to this Agreement

ADZ reserves the right, in its sole discretion, to modify this Agreement at any time. We will notify you that this Agreement has changed via e-mail if commercially reasonable, and otherwise through the Account Dashboard in the Manager (such as through a notification in your NeoRezo software platform manager/your account panel).

Modifications are effective when posted. You are responsible for reviewing any modifications to this Agreement and your use of the Services following any such posted modification and notice of same constitutes your acceptance of the terms and conditions of this Agreement as modified.

Warranty Disclaimer; Services Available on an "AS-IS" Basis

Your free of charge access to and use of NeoRezo software platform has no support and you can use it at your own risk. You understand and agree that NeoRezo software platform, its features, APIs, additional services are provided to you on an "AS IS" and "AS AVAILABLE" basis.

Without limiting the foregoing, to the full extent permitted by law, save in cases of gross negligence or willful misconduct on our side, ADZ disclaims all warranties, express or implied, of merchantability, fitness for a particular purpose, or non-infringement.

ADZ makes no representations or warranties of any kind with respect to NeoRezo software platform, including any representation or warranty that the use of NeoRezo software platform will
  • be timely, uninterrupted or error-free or operate in combination with any other hardware, software, system or data,
  • meet your requirements or expectations,
  • be free from errors or that defects will be corrected, or
  • be free of viruses or other harmful components. No advice or information, whether oral or written, obtained from ADZ will create any warranty not expressly made herein.

Limitation of Liability

To the maximum extent permitted by applicable law, save in cases of gross negligence or willful misconduct on our side, ADZ shall not be liable for:
  • any indirect, incidental, exemplary punitive, or consequential damages of any kind whatsoever;
  • loss of: profits, revenue, data, use, good-will, or other intangible losses;
  • damages relating to your access to, use of, or inability to access or use the Services;
  • damages relating to any conduct or Content of any third party or Subscriber using the Services, including without limitation, defamatory, offensive or illegal conduct or Content;
  • and/or damages in any manner relating to any Content.

This limitation applies to all claims, whether based on warranty, contract, tort, or any other legal theory, whether or not ADZ has been informed of the possibility of such damage, and further where a remedy set forth herein is found to have failed its essential purpose. To the maximum extent permitted by applicable law, the total liability of ADZ for any claim under this Agreement, including for any implied warranties, is limited to the amount you paid us to use the Enterprise Service(s).

Free version is not subject to any liability nor ADZ will accept claims for any damage or losses, direct or indirect. ADZ assumes no responsibility for disruptions caused by unexpected force majeure, if he is unable to execute the order within the time stipulated in the contract or if he finds himself in the condition of not being able to provide the service in whole or in part as promised.

Termination

Either party may terminate this Agreement at any time, but special terms apply to Enterprise accounts due to the billing period.

A Customer can delete their account by going in “My Account” in the Manager area and clicking on the “Delete Account" button. You can cancel your service at any time by clicking on the Edit Profile link in the user navigation bar at the top of the screen. The Edit Profile screen provides a simple no questions asked cancellation link. Or you can also permanently terminate your account by emailing support@neorezo.io.com.

As a consequence of termination, your Content will be deleted immediately from the Service, and in any case in no longer than 4 days from the confirmation that your communication to terminate has been received by us. We cannot guarantee a backup after the Deletion of Account button has been pressed. Different conditions apply for the enterprise customers, in terms of rollback options for accidental cancellation of an account. After the cancellation process has started, we will make any reasonable effort to proceed to the deletion of your Account. All Content in your Account will also be deleted.

This information cannot be recovered once your account is terminated. You acknowledge and agree that:
  • caching, specifically from search engines, may not be immediately removed;
  • such removed Content may persist in backups (not available to others) for a reasonable period of time.

ADZ may also terminate or suspend your access to or ability to use any and all Services immediately, without prior notice or liability, for any reason or no reason, including but not limited to if you breach any of the terms or conditions of this Agreement.

Upon termination of your access to or ability to use a Service, including but not limited to suspension of your Account on a Service, your right to use or access that Service and any Content will immediately cease. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, and limitations of liability.

Termination of your access to and use of the Services shall not relieve you of any obligations arising or accruing prior to such termination or limit any liability which you otherwise may have to ADZ or any third party.

Applicable law. Exclusive jurisdiction.

You and ADZ agree that we will resolve any claim or controversy at law or equity that arises out of this Agreement or the Services in accordance with this Section unless otherwise specified in writing. Before resorting to litigation, we strongly encourage you to contact us to seek a friendly resolution. In case an agreement cannot be reached, this Agreement shall be governed in all respects by the FRENCH laws without regard to conflict of law provisions.

You agree that any claim or dispute you may have against ADZ must be resolved exclusively by a state court located in LYON, FRANCE, except as otherwise agreed by the parties. You agree to submit to the personal jurisdiction of the courts located in LYON, FRANCE, for the purpose of litigating all such claims or disputes.

Miscellaneous

This Agreement, as modified from time to time, constitutes the entire agreement between you and ADZ with respect to the subject matter hereof. This Agreement replaces all prior or contemporaneous understandings or agreements, written or oral, regarding the subject matter hereof and constitutes the entire and exclusive agreement between the parties.

The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder. If any provision of this Agreement is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and enforceable.

If any consumer laws do apply and cannot otherwise be lawfully excluded, nothing in these Terms will restrict, exclude or modify any statutory warranties, guarantees, rights or remedies you have, and our liability is limited (at our option) to the replacement, repair or resupply of the Services or the pro-rata refund to Customer of pre-paid fees for your subscription covering the remainder of the term.

Third party components (which may include open source software) of the NeoRezo software platform Services may be subject to separate license agreements. To the limited extent a third party license expressly supersedes this Agreement, that third party license governs Customer’s use of that third party component. This Agreement is not assignable, transferable, or sublicensable by you except with ADZ prior written consent. ADZ may assign this Agreement in whole or in part at any time without your consent. No agency, partnership, joint venture, or employment is created as a result of this Agreement and you do not have any authority of any kind to bind ADZ in any respect whatsoever.

Any notice to ADZ that is required or permitted by this Agreement shall be in writing and shall be deemed effective upon receipt, when delivered in person by nationally recognized overnight courier or mailed by first class, registered or certified mail, postage prepaid, to ADZ 6, rue Marcellin Blanc, 69110 SAINTE FOY LÈS LYON

Use of DatoCMS Services

DatoCMS Service is a workplace tool designed to create, manage any new website or application a User will create using DatoCMS. DatoCMS Service is provided by DATO SRL, via Botticini 13, Firenze, Italy

User may access and use the DatoCMS Service solely for its own benefit (and for the benefit of Admin) and declares to agree in a totally accordance with the terms and conditions of this Agreement.

>> Read the documentation

For purposes of this Agreement, some sections are recalled below.

Any information you provide to DATO SRL is subject to DatoCMS Privacy Policy. Through your use of DatoCMS you consent to the collection and use (as set forth in the Privacy Policy of DatoCMS information).

"Content" is all Content that is posted or otherwise provided or transferred to be displayed via DatoCMS by a User. When you transfer Content to DATO SRL through DatoCMS, you give DATO SRL a non-exclusive, worldwide, royalty-free, sublicensable, transferable right and license to host, store, cache, reproduce, publish, display (publicly or otherwise), perform (publicly or otherwise), distribute, transmit, modify, adapt (including, without limitation, in order to conform it to the requirements of any networks, devices, services, or media through which DatoCMS features are available). The rights you grant in this license are for the limited purpose of operating the DatoCMS in accordance with their functionality, improving DatoCMS, and allowing DATO SRL to develop new Services or features. DatoCMS does not pre-screen Content, but DATO SRL and its designee have the right (but not the obligation) in their sole discretion to refuse or remove any Content that is available via DatoCMS. You also agree that you will respect the intellectual property rights of others, and represent that you have all of the necessary rights to grant us this license for all Content you submit to DatoCMS. You shall defend DatoCMS against any claim, demand, suit or proceeding made or brought against DatoCMS by a third party alleging that Your Content, or Your use of the Service in violation of this Agreement, infringes or misappropriates the intellectual property rights of a third party or violates applicable law, and shall indemnify DatoCMS for any damages finally awarded against, and for reasonable attorney's fees incurred by, DatoCMS in connection with any such claim, demand, suit or proceeding.

User and DATO SRL agree that we will resolve any claim or controversy at law or equity that arises out of the DatoCMS Agreement or the DatoCMS Services in accordance with this Section unless otherwise specified in writing. Before resorting to litigation, we strongly encourage you to contact us to seek a friendly resolution. In case an agreement cannot be reached, the DatoCMS Agreement shall be governed in all respects by the laws of Italy without regard to conflict of law provisions. User agree that any claim or dispute he may have against DATO SRL must be resolved exclusively by a state court located in Firenze, Italy, except as otherwise agreed by the parties. You agree to submit to the personal jurisdiction of the courts located in Firenze, Italy, for the purpose of litigating all such claims or disputes.

Use of Intercom Services

Intercom's Services are a suite of messaging software-as-a-service solutions offered through a single platform. The Intercom's Services are integrated in the NeoRezo offers and designed to enable User to manage communications with Admin through the entire lifecycle of their relationship with User and to provide a dashboard for accessing and managing User Data regarding those Admin. User may import and export User Data between the Intercom's Services and NeoRezo through integrations. The Intercom's Services also include Intercom Code deployed on User Properties to enable live chat and messaging functionality. Intercom's Services are provided by Intercom Inc., a Delaware corporation with offices at 55 2nd Street, 4th Fl., San Francisco, CA 94105, USA

User may access and use the Intercom's Services solely for its own benefit (and for the benefit of Admin) and declares to agree in a totally accordance with the terms and conditions of this Agreement.

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For purposes of this Agreement, some sections are recalled below.

Use of and access to the Intercom's Services is permitted only by Permitted Users. If User is given API keys or passwords to access the Intercom's Services on Intercom's systems, User will require that all Permitted Users keep API keys, user ID and password information strictly confidential and not share such information with any unauthorized person. User IDs are granted to individual, named persons and may not be shared. If User is accessing the Intercom's Services using credentials provided by a third party (e.g., Google), then User will comply with all applicable terms and conditions of such third party regarding provisioning and use of such credentials. User will be responsible for any and all actions taken using User's accounts and passwords. If any Permitted User who has access to a user ID is no longer an employee (or Contractor, as set forth below) of User, then User will promptly delete such user ID and otherwise terminate such Permitted User's access to the Intercom's Service. The right to use theIntercom's Services includes the right to deploy Intercom Code on User Properties in order to enable messaging, chat and similar functionality and to collect User Data for use with the Intercom's Services as described in the Intercom's Legal Terms and Policies.

As between the parties, User will retain all right, title and interest (including any and all Intellectual Property Rights) in and to the User Data as provided to Intercom's Services. Subject to the terms of the Intercom's Agreement, User hereby grants to Intercom a non-exclusive, worldwide, royalty-free right to use, copy, store, transmit, modify, create derivative works of and display the User Data solely to the extent necessary to provide the Intercom's Services to User.

User agrees to comply with all applicable Laws in its use of the Intercom'sServices. Without limiting the generality of the foregoing, User will not engage in any unsolicited advertising, marketing, or other activities using the Intercom's Services, including without limitation any activities that violate the Telephone Consumer Protection Act of 1991, CAN-SPAM Act of 2003 or any other anti-spam laws and regulations.

For any claim which is not subject to this dispute resolution provision, User agrees to submit and consent to the personal and exclusive jurisdiction in, and the exclusive venue of, the state and federal courts located within San Francisco County, California. in any dispute, california law shall apply.