The terms used below shall have the following meanings, whether they are used in the single or plural form.

The purpose of the General Terms and Conditions is to define the terms and conditions under which the Clients subscribe to the Services accessible through the Software. The General Terms and Conditions are systematically brought to the attention of Clients in order to enable them to access and use the Services. They apply exclusively to any subscription request accepted by AXONEPRO and take precedence over all other terms and conditions, with the exception of the special terms and conditions that have been expressly accepted by AXONEPRO especially when placing the order. Therefore, any other condition is not binding upon AXONEPRO until it is confirmed in writing by AXONEPRO.
IMPORTANT: NOTE TO CLIENTSANY SUBSCRIPTION TO THE SERVICES FROM THE WEBSITE IMPLIES THE EXPRESS, PRIOR, FULL, AND UNCONDITIONAL ACCEPTANCE OF THE GENERAL TERMS AND CONDITIONS. BY TICKING THE BOX: “I have read and agree to the general terms and conditions of subscription, the terms of use, and the confidentiality policy” AND/OR BY SIGNING THE PURCHASE ORDER, THE USER ACKNOWLEDGES THAT THEY ARE BOUND BY ALL OF THE GENERAL TERMS AND CONDITIONS.

3.1- The subscription offers are those accessible on the Website under the “Pricing” tab. They are valid as long as they are available on the Website.
3.2- AXONEPRO offers several subscription plans detailed on the “Pricing” page of the Website, available at the following address: https://ooti.co/en/prix/
Furthermore, AXONEPRO offers bespoke subscription plans including in particular additional support services during the installation of the Software and a dedicated and unlimited customer service. To do so, the Clients may obtain a customized quote by referring to the “Pricing” tab and on “Premium” category click on the “Contact us” tab accessible on the Website.
3.3- The information regarding subscription plans, of any type, supplied by AXONEPRO can be viewed on the Website at the time of purchase of the subscription.
3.4- AXONEPRO reserves the right to modify the subscription plans offered, without prejudice to prior subscriptions made by the Clients.
Since the Software, Application, and/or Services are subject to change, AXONEPRO reserves the right to modify the specifications, characteristics, and contents of subscription plans, for any reason whatsoever, or to withdraw one of the Services from the subscription plans.
These modifications and/or withdrawals may occur at any time without advance notice, including after the Clients subscription if these modifications result from the application of any standards, legislation or regulation and/or in the event of a problem, particularly a technical issue, related to the Software, Application, and/or Services.
Lastly, AXONEPRO reserves the right to make improvements and/or correct any mistake in the content of the subscription offers.

4.1- To be able to subscribe to the Services from the Website, Clients must:· Have an internet connection;
- Be the holders of an internet subscription giving them access to the Website, with it being understood that only the Client is responsible for the related costs;
- Warrant that they have the legal capacity to sign up, and particularly have reached the age of majority and have the necessary authority to commit the company that they represent;
- Not be competitors of AXONEPRO and/or not be subscribing for the purposes of competing with AXONEPRO, fraudulently, and/or in a way that harms the interests of AXONEPRO;
- Be the authorised holder of the credit/debit cards that will be used to pay for the subscription and that such cards give access to sufficient funds to cover the amount of the subscription;
- Have created an Account according to the terms provided for in Article 5 of the General Terms and Conditions.
4.2- AXONEPRO may not be held liable in the event of a subscription to the Services by persons who do not meet the conditions provided for in Article 4.1 of the General Terms and Conditions.

5.1- Prior to signing up for any subscription, the Clients must create an Account on the Website.
To do so, they must go to the Website, click on the “Sign up” tab and fill in the required information at each step including identification information (first name, surname, email) and create a password.
At the end of the account creation process, Clients are invited to tick the “I have read and accepted the General Terms and Conditions and the confidentiality policy” box then to click on the “Sign up” tab.
The Clients will then arrive on a verification page asking them to verify their email address and then receive a welcome email prompting them to click on the words, “click here” to confirm their email address.
Once this confirmation has been made, the Clients will arrive on a new page, where they must:
- fill out information regarding their company, and in particular, the following information: · Company name · Company type · Company size · City/Town · Country · Currency · Telephone No.
- Click on the “Next” tab.
5.2- The Clients agree to supply true, accurate, up-to-date, and complete information regarding their identity and the identity of the company they represent, in accordance with Article 6-II of French Act No. 2004-575 of 21 June 2004 on confidence in the digital economy.
In particular, the Clients agree not to create a false identity that may mislead AXONEPRO or third parties and not to usurp the identity of another individual or legal entity. The Client agrees to immediately update the information they have provided in the event of any change in said information.
5.3- If the Clients provide false, inaccurate, erroneous, outdated, incomplete, deceitful or misleading information, AXONEPRO may immediately suspend or cancel their Account without notice and deny the Clients access, on a temporary or permanent basis, to the Website, and/or the Application, and/or the Software, and/or the Services. Furthermore, AXONEPRO cannot be held liable in the event of the non-performance and/or partial performance of the subscription pursuant to the provision of information of such nature.
5.3- The Account is accessible using the Clients Login Details, which are placed under their exclusive responsibility. The Clients are under the obligation to keep them secret and not to disclose them in any form whatsoever. If any one of the Login Details is lost or stolen, the Clients must immediately inform AXONEPRO, who will then cancel and/or update the login involved.
The Clients are wholly responsible for maintaining password confidentiality. In this respect, the Clients are responsible for making sure, at the end of each session, that they have effectively signed out of the Website and/or Application, particularly when accessing the Website on a public computer.
5.4- In case their password gets lost, the Clients can reset it through the Website by going to the “Login” tab and clicking on “Forgotten password?”

6.1- Specificities: The subscription to the Services enables each Client with an Account to use the Services based on the chosen subscription plan.
The subscription is granted per Account, with it being understood that only one Account per Client may be created.However, the Clients can give access to the Account to as many users they wish for such users to use the Services. Where applicable, the Clients are solely responsible for the access they grant.
6.2- Trial period : Prior to any subscription, AXONEPRO offers a trial period by Account to its Clients so that they can use the services corresponding to one of the subscription plans. It is hereby specified that each Account can only receive one trial period regardless of the number of subscriptions plans the Clients have subscribed to. In order to use the trial period, the Clients must go to the “Pricing” tab on the Website, select a subscription plan and click on “Try for free.” Clients must then create an Account under the terms of Article 5 of the General Terms and Conditions.
The trial period is free and without commitment. It is valid for a fixed period of time as detailed on the Website starting from the set-up of the Account by the Clients and from the moment they click on “Try for free.” At the end of said trial period, the Clients may still access their Account and export the data available on the Account, however, they will no longer have access to the Services. If the Clients would like to receive the Services, they will have to subscribe to a subscription plan under the terms of Article 6.3 of the General Terms and Conditions.
6.3- Signing up to a subscription plan
6.3.1- To sign up from the Website, the Clients must first create an Account under the conditions defined in Article 5 of the General Terms and Conditions and access their dashboard. From the dashboard, Clients must click on the “Activate your subscription” tab and select the desired subscription plan.The dashboard is then updated with the subscription plan selected and the Clients are prompted to move on to payment, according to the terms provided for in Article 7 of the General Terms and Conditions.
6.3.2- The Clients could also subscribe to a personalized subscription plan by making a request directly to AXONEPRO. In this aim, Clients could refer to the Website's “Pricing” page and obtain a customized quote by clicking on the “Contact us” tab on the “Premium” category. Subscription requests will generate a purchase order detailing the subscription plan, the Services as well as the additional services, the duration of the subscription and the terms of payment. The subscription will only trade once the purchase order has been returned, signed by the Clients.
6.3.3- AXONEPRO reserves the right to refuse subscriptions to all Clients in the event of (i) the Services being unavailable, (ii) the existence of a dispute between the Clients and AXONEPRO regarding a previous account and/or the payment of AXONEPRO invoices, (iii) if the Clients having a business in competition with that of AXONEPRO and/or if they are subscribing for the purpose of developing a business in competition with that of AXONEPRO.

The Clients are informed that signing-up to the subscription plans is chargeable.
The prices of the various subscription plans for the Services are displayed on the Website and are expressed in euros (€) excluding taxes, mentioning the applicable VAT rate where applicable.
Applicable prices applicable are those in effect at the time the Clients sign up for the Subscription and depend on the plan selected.
AXONEPRO reserves the right to change the prices displayed on the Website at any time. Where applicable, the Services will be invoiced to the Clients at the prevailing price on the subscription date.

8.1- Means of payment
Unless special terms and conditions agreed between AXONEPRO and the Clients when placing the order, the subscription is payable:

8.2- Invoices
Unless special terms and conditions agreed between AXONEPRO and the Clients in the order, the sums owed by the Clients are the subject of invoices issued monthly and/or annually by AXONEPRO based on the subscription period selected. The invoices are issued in the name of the Clients and are sent via email to the address entered by the Clients when signing up for their subscription and/or are available upon written request from AXONEPRO accounting department at the following address: compta@ooti.co.
8.3- PaymentFor payments by debit card or credit card, the Clients will be charged the pre-defined sum automatically every month, until they cancel the subscription in accordance with the conditions stipulated in Article 10.2 of the General Terms and Conditions.
For payments by bank transfer, the Clients must issue a transfer order from their bank to AXONEPRO using the information provided on the Website and/or the Application when selecting the payment method of. The transfer must be accompanied by the order references of the subscription offer. Any transfer costs will be payable by the Clients.
For monthly direct payment, the Clients must complete a SEPA Direct Debit Mandate authorizing AXONEPRO to collect the amounts due. In addition, this mandate must be signed and returned to AXONEPRO.
8.4- Default of payment / Late paymentIf a debit is denied by the bank or if another mean of payment is denied, the subscription shall not be final, and the Clients shall contact AXONEPRO customer service in order to pay the subscription by any other mean of payment. Otherwise, the Clients’ subscription will be automatically cancelled.In addition, if so, AXONEPRO reserves the right to suspend or cancel the subscription without engaging its responsibility. If applicable, payments to be made until the end of the subscription will be immediately due.

Unless special terms are agreed upon between AXONEPRO and the Client when placing the order, subscriptions are valid for a set period of time starting from the receipt of the payment and depending on the plan selected by the Client:
- for a period of one (1) month renewable automatically by tacit renewal for successive periods of one (1) month, unless the subscription is cancelled by the Client or by AXONEPRO according to the terms under Article 10.2;
- for a period of one (1) year renewable automatically by tacit renewal for successive periods of one (1) year, unless the subscription is cancelled by the Client or by AXONEPRO according to the terms under Article 10.2.
Furthermore, Clients are informed that if the subscription is cancelled by the Client or by AXONEPRO before the end of the contractual period under way, the balance of sums owed by the Client to AXONEPRO until the end of the contractual period become payable immediately.

10.1- Modification
Clients with a subscription have the option of modifying their Subscription to the Services at any time for a higher level or lower-level subscription.
To do so, Clients must access their dashboard on their Account. From the dashboard, Clients must click on the icon representing a person, click on the “Subscription” tab on the drop-down menu and select the desired subscription plan.
Once the subscription plan has been changed, they can confirm the change by clicking on the “Save” tab.
Changes to the subscription plan will take effect immediately and the Clients will be invoiced, on a prorata basis of the former plan for the past period and, on a prorata basis of the new subscription plan chosen for the upcoming period.
10.2- Cancellation and Suspension
10.2.1- The subscription to the Services can be cancelled by the Clients directly on the Website from the Clients Account.Cancellation requests can be made by giving a minimum of twenty-four (24) hours' notice before the subscription renewal date.The cancellation will then automatically be effective at the end of the contractual period under way.
10.2.2- AXONEPRO reserves the right to cancel and/or suspend the subscription to the Services without advance notice in the event of:
- non-payment
- use of the Software and/or the Application and/or the Services by the Clients not in compliance with the general terms of use of the Software;
and this, without AXONEPRO being held liable and/or the Clients being able to claim for any compensation.
Where applicable, the cancellation and/or suspension will be notified to the Clients by email and the payments to be made until the end of the subscription will be payable immediately.

11.1- The Clients’ account will remain active as long as:
- the Clients are registered on the Website;- the Clients pay for the subscription to the Services.
Once the Clients no longer pay for the subscription, access to the Services is disabled, with it being understood that the Client may still access their Account but will not have access to the Services unless they sign up for and pay for another subscription to the Services.
11.2 -The Client retain the right to disable, at any time, their Account on the Website.
To do so, the Clients must send an email to the following address: support@ooti.co asking to disable their Account. A copy of their ID may be requested in order to prevent identity theft.
Access to the Account will end on the anniversary date of the subscription.
11.3- Unsubscribing and/or deleting an Account is permanent, and the Account being deleted irreversibly, personal data connected with said Account are automatically deleted and cannot be recovered.
Unsubscribing and/or deleting an Account does not prevent Clients from resubscribing and creating a new Account.
11.4- In the event of non-compliance with the obligations resulting from the acceptance of the General Terms and Conditions, payment incidents regarding the price of an order, the provision of inaccurate information when setting-up an account, or actions which could harm the interests of AXONEPRO, AXONEPRO reserves the right to suspend access to the Website and/or Software and/or Application and/or Services without notice, or, depending on the severity of the actions, to delete the Clients’ Account without opening rights to claim for damages.

The Website is accessible twenty-four (24) hours a day, seven (7) days a week.
However, due to the nature of the internet, AXONEPRO cannot guarantee the functioning of and access to the Website seven (7) days a week, twenty-four (24) hours a day.
AXONEPRO reserves the right to interrupt the operation of the Website at any time with or without notice, particularly for corrective and upgrade maintenance operations thereof, or to develop the content or presentation thereof and/or for any other legitimate reason. Insofar as possible, AXONEPRO will inform Clients prior to any corrective or upgrade maintenance operation.
Additionally, Clients acknowledge that the Website may be interrupted for reasons beyond the control of AXONEPRO and that AXONEPRO therefore cannot guarantee continuous access to the Website.
In any event, AXONEPRO cannot be held liable for any interruption and/or malfunction of the Website, regardless of the cause.
Clients are asked to inform AXONEPRO of any technical issues that they may encounter when browsing and/or using the Website, by writing to the following address and describing the problem encountered: info@ooti.co.

AXONEPRO reserves the right to modify the General Terms and Conditions at any time, particularly in order to take into account any legal, case law, editorial, functional and/or technical changes of the Software and/or the Website.
The version of the General Terms and Conditions that takes precedence is the version available online on the day the subscription is validated.
Any subscription by the Clients after the publication of amended General Terms and Conditions implies the acceptance by the Clients of the new General Terms and Conditions.

In accordance with the modified French Data Protection Act No. 78-17 of 06 January 1978, and Regulation (EU) 2016/679 on the protection of individuals with regard to the processing of personal data and the free circulation of this data, the Client is informed that AXONEPRO performs automated processing of their personal data for the purposes of using the Services, the processing, and management of sales relations, and the sale of subscriptions.
This data may be transferred to affiliates and/or companies controlled by AXONEPRO as well as to subcontractors who contribute to these relations for their management, performance, processing, and payment.
Each Client has a right of access, modification, correction, limitation, portability, and deletion over their data, as well as a right of opposition.To this end, they should write:
- by mail to the following address: OOTI - 15 Rue Jeanne Braconnier – 92360 Meudon - France;- or by email to the following address: support@ooti.co.
It is recalled that, with regard to corrections and updates to data regarding their Account, the Clients may directly make the necessary changes and deletions on their own Account.
For further clarification, the Clients can read the “Confidentiality policy” section available on the Website.

15.1- The trademarks, logos, charts and animated contents on the Website and/or the Application and/or the Software are the exclusive property of AXONEPRO.
The subscriptions of the Services cannot entail any transfer of AXONEPRO intellectual property rights.
15.2- The Website and/or the Application and/or the Software contain texts, images, which are the exclusive property of AXONEPRO.
AXONEPRO personally grants the Clients the non-exclusive, non-transferable, free, right to use the Website, the Application, the Software and any associated software, being stated that they are forbidden to – directly or indirectly – copy, modify, create a derivative work, reverse, engineer, disassemble or otherwise attempt to locate the source code (except as provided for by law), sell, attribute, sub contract, transfer in whichever way the rights attached to the Website, the Application, the Software and the associated software.
The Clients commit to not modify in any way the Website, the Application, the Software and the associated software and/or not to use an altered version of the latter and, including (but not limited to) in order to get a non-authorized access to the Website and/or the Application and/or the Software.
In case of a non-conform or abusive use of the Website, the Application and/or the Software, AXONEPRO reserves the right to bring a legal action in order to put an end to the violation of its intellectual property rights and to terminate the Client’s subscription and to unsubscribe and/or deactivate the Clients’ Accounts in the conditions provided under articles 10 and 11 above.

The Client expressly authorises AXONEPRO and its affiliate companies to use its name, logo, its trademark(s) and/or any distinctive mark as a sales reference, in any communications format of its choice, particularly on its Website and for the duration of the subscription taken out by the Client, and for a period of two (2) years following the end of their subscription.

The files, date and messages recorded in AXONEPRO computer systems will be admitted as proof of acts and facts that took place between AXONEPRO and the Clients.
The preservation of records shall be presumed to have taken place under reasonable conditions of security, unless proved otherwise, if the messages, data and other files are systematically saved on a reliable and durable support.

The General Terms and Conditions as well as the Service subscription agreements entered into via the Website are governed by French law.
For any issue and/or question concerning the subscription, Clients are asked to contact Customer Services in order to try to reach an amicable solution by emailing them at the following address: info@ooti.co.
ALL DISPUTES REGARDING THE APPLICATION, INTERPRETATION OR PERFORMANCE OF THE GENERAL TERMS AND CONDITIONS AS WELL AS THE SUBSCRIPTION AGREEMENTS, OR THOSE THAT ARE THE CONTINUATION OR CONSEQUENCE THEREOF SHALL BE SUBJECT, WITH REGARD TO LEGAL ENTITIES, TO THE JURISDICTION OF THE COURTS OF PARIS, EVEN IN THE CASE OF THIRD-PARTY APPEALS OR MULTIPLE RESPONDENTS.


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