Terms and conditions of the Cloud BPM service

 

I. DEFINITIONS

« Contract expiry date » means the last day, at 23:59:59, of the initial or renewed contract period.

« The Client » means the holder of the subscription as subscribed under the conditions provided for in these Terms and Conditions of Service.

« Products and Services » means all services provided by AMIGOLOG in relation to the provision of its cloud AmigoBPM service. These services depend on the offer subscribed – see Apendix 1.

« AMIGOLOG» means the Amigolog SAS company, editor of the cloud.amigobpm.com website and supplier of the products and Services as defined in these Terms and Conditions.

« Subscribed Offer means all the functions that can be used by the Client with the Cloud AmigoBPM service. These functions are described in Apendix 1 and depend on the type of offer the Client chose during the subscription to the Cloud AMigoBPM Service.

« Data » means any information or content of any nature whatsoever, released on the Cloud AmigoBPM service provided by AMIGOLOG which the Client has access in the course of providing this service.

« Data supplied by the Client » means all data and documents, especially accounting, financial, legal, confidential or other that the Client will load into his Cloud AmigoBPM instance created by AMIGOLOG.

The « Parties » together designate the Client and AMIGOLOG.

 

II. PURPOSE

These Terms and Services are intended to define the conditions under which AMIGOLOG sells to the Client its products and services accessible on the Internet, and the rights and obligations of the Parties in their contractual relationships.

AMIGOLOG reserves the right to change the list of products and Services offered for sale, to add and / or modify products and Services without the Client being able to claim any compensation.

 

 

III. ACCEPTANCE, MODIFICATION AND STORAGE OF THE CONDITIONS AND TERMS

These Terms and Conditions of Service are made available to the Client through an hyperlink appearing during the subscription to the AmigoBPM Cloud BPM Service.

The Client accepts these Conditions of Services by selecting the online validation of the checkbox «  I have read and accept the terms and conditions of the Cloud BPM service  » upon subscription to the service.

The Client may download and save these Terms of Service from the amigolog.com web site, these opérations being under its own responsibility. The document thus downloaded and saved is subject to modifications applied by the Client, it will not prevail in any case. Only the version of the Terms validated online by the Client will be valid and have authority among Parties.

AMIGOLOG reserves the right to amend and change at any time these Terms of Services.

All the changes resulting from legislation or regulations come into application immediately and unconditionally.

Other changes will take effect immediately after they are posted on the amigolog.com web site. They will apply to orders validated after they are published, and to contracts renewed tacitly or expressly after they are published.

 

IV. FREE TRIAL

When the Client registers for a free trail of the Cloud AmigoBPM Service, AMIGOLOG places at its disposal several services corresponding to the subscribed Offer on a free trial basis, until the end of the free trial period specified by AMIGOLOG.

If the Client wishes to continue the Cloud AmigoBPM Service beyond the free trial period, he must send by email of post mail an Order Form duly signed by the Client, before the end of the trial period.

All the data entered by the Client when using the Cloud AmigoBPM Service, all customizations made by and for the Client to the Products and Services provided during the free trial will be lost permanently at the end of the trial period, unless the Client subscribes for the same service as the one related to the free trial period. The Client will not be able to transfer data or customizations made during the free trial period.

 

 

V. SUBSCRIPTION

The signing of the Purchase Order constitutes an offer to contract. The receipt of the order signed by the Client by email or mail implies acceptance, it causes formation of the contract and start of the subscription of the Client.

However, if the first payment term of the contract is not paid at the due date, for any reason whatsoever, in accordance with Article XI of these Terms and Conditions, subscription and providing of the Cloud AmigoBPM Service is suspended by AMIGOLOG without the Client being able to claim any compensation. AMIGOLOG then informs the Client requesting it to regularize the payment within fifteen (15) days.

Beyond this 15 days delay, if the first payment term is still not set by the Client, Contract and the subscription will be terminated as of right by AMIGOLOG without the Client being able to claim any compensation.

All fees caused by this payment incident related to the first contract maturity remain the financial responsibility of the Client.

 

VI. CONTENT OF THE BINDING AGREEMENT BETWEEN THE CLIENT AND AMIGOLOG

The contract between the Client and AMIGOLOG consists of various documents forming a whole :

·        The Purchase Order signed by the Client,

·        These Terms and Conditions of Services.

 

VII. DURATION, EFFECTIVE DATE AND RENEWAL

The contract, as defined in Article VI of these Conditions of Services enters into force for a period corresponding to the time subscribed by the Client, from the date the subscription form has been validated.

If it is not denounced by either party one month before expiry, the contract will be renewed automatically for a period equal to the first contracted period. The Client may change the duration one month before maturity of the contract by written notice with return to Amigolog receipt. This duration may not be less than the minimum duration of the subscription specified in the subscribed Offer.

 

VIII. INTERNET ACCESS, USER AND PASSWORD

A URL link accessible on the internet, one or more individual and confidential identifier(s) and password(s) will be allocated to the Client at the opening of the subscription to allow him to access his Cloud AmigoBPM instance, corresponding to the products and services contained in the subscribed Offer - see Appendix 1.

If the Client wishes to obtain more identifiers and passwords, AMIGOLOG and the Client will jointly define the number of individual identifiers and passwords needed.

The internet link, the identifier(s) and password(s) issued to the Client or created by the Client remain the property of AMIGOLOG. The Client may not assign or lease them to a third party.

Furthermore, the Client is responsible for any use made of the Internet URL, the identifier(s) and password(s) by its employees. Finally, Internet URL, identifier(s) and password(s) issued to the Client are confidential. The Client may not, in principle, communicates them to third party. However, if it is so, the Client is responsible for any use which could be done of them.

 

IX. CONTENT AND CONDITIONS OF USE OF THE CLOUD AMIGOBPM SERVICE

IX.1 Content of the Cloud AmigoBPM Services

The Cloud AmigoBPM Service contains all such Products and Services as defined in Article 1 of these Conditions of Services.

These Products and Services are indivisible so AMIGOLOG can not remove one or more of them at the request of the Client in order to modify the pricing conditions of the contract as set out in Article X of these Conditions of Services.

 

IX.2 Conditions of use of the Cloud AmigoBPM Service

The Subscription grants the Client, throughout its duration, the right to use online and unlimitedly, on his personal and secure client area to which he has access through the Internet URL link, with his username(s) and password(s), the Cloud AmigoBPM Service that he ordered and all associated features.

The use of the instance of the Client is governed by these Terms of Services that the Client must have read and accepted previously.

 

X. PRICE

The price of the Cloud AmigoBPM Service is determined monthly based on the subscribed Offer and the actual number of users of the service - corresponding to the number of identifiers existing in the client space at the date the monthly bill is issued. The price of the subscription is fixed and is due monthly. In no event can a Client oppose to AMIGOLOG a partial use of the services to demand a price reduction.

The applicable price will be based on the price of the Service in force, as appropriate, on the day of the Client order (price applicable to the original contract) or on the day of the expiration of the termination notice period (prices applicable to the contract renewed).

 

XI. MODE OF PAYMENT

XI.1 Date of payment

After the initial free trial period, the Cloud AmigoBPM Service ordered by the Client will be billed monthly at the beginning of each month.

Each term, lasting one month, will be payable 30 days from date of invoice.

 

XI.2 Payment Methods

Every monthly payment will be paid either by check or bank transfer to the account of AMIGOLOG. For this purpose, AMIGOLOG will transmit the necessary bank details.

If payment is not made within the time specified in Article XI.1, AMIGOLOG may terminate the contract in accordance with Article XVI of these Terms of Services without the Client being entitled to any compensation..

In the case of a plurality of payment incidents during the same year, AMIGOLOG can directly terminate the contract in accordance with Article XVI of these Conditions of Service, without the Client being able to claim any compensation.

All costs related to one or more payment incidents remain the financial responsibility of the Client.

 

 

XII. BILLING

At the beginning of each month, AMIGOLOG sends to the Client an invoice by email.

 

XIII. RESPONSIBILITY

In the event of termination of the agreement in any manner whatsoever and outside the free evaluation period, the Client will have to retrieve the data stored on the client area within one (1) month of the date of termination of the contract and subscription. Forty-eight (48) hours before the expiry of that period of one month, in the event that the Client has not yet recovered the data stored on the client area, AMIGOLOG sends an alert message to the Client reminding him that the time-limit is one month, that it must imperatively retrieve the data before the end of that delay and that failure to do so will lead to the loss of the of the data at the end of that period.

 

XIV. CONFIDENTIALITY AND NON-DISCLOSURE

Any Data communicated by the Client to AMIGOLOG under the contract, is by nature considered confidential. AMIGOLOG undertakes not to disclose it to third parties without express permission of the Client.

However, if AMIGOLOG is aware, directly or indirectly, that a Data communicated by the Client contains elements that may constitute a criminal offense and / or characterizing a violation of law and / or of a regulation in force, the said Data will no longer be confidential. In such a case, AMIGOLOG may immediately terminate the contract with the Client.

 

XV. FORCE MAJEURE

AMIGOLOG shall under no circumstances be held liable in case of malfunction of systems independent of his will, namely in particular computer networks, telephone and Internet communications.

AMIGOLOG shall under no circumstances be held liable in case of force majeure. Explicitly, in addition to cases usually retained by the jurisprudence of French courts and tribunals, the parties acknowledge, but not limit to, that stand out as force majeure or fortuitous event or event caused by a third party, the damage that found their origins or their causes in: strike, stopping power supply, failure of the Internet, failure of telecommunications network, governmental or legislative decisions, Internet connectivity losses due to public or private operators, required by the technical platform.

 

XVI. TERMINATION

The subscription and / or the contract may be terminated as of right by either Party in the event of a breach by the other party to any or all of its obligations. This termination will occur by registered letter with acknowledgment of receipt.

The services provided by AMIGOLOG, prior to the effective date of termination of the contract, and not invoiced to the Client remain due by him and he will be immediately charged by AMIGOLOG.

 

XVII. RIGHT OF ACCESS AND CORRECTION

The Client has, in accordance with the law, the right of access and correction with respect to personal data. To exercise this right, the Client must write to the address of the registered office of AMIGOLOG.

 

XVIII. APPLICABLE LAW AND JURISDICTION

These Terms and Conditions of Services are subject to French law. In case of dispute concerning the contract, the courts of Lyon shall have exclusive jurisdiction.

 

Appendix 1 – Products and Services offering

CLOUD BPM BASE OFFER

The Client as access to and can use the following features on the Bonita BPM portal :

•        Access to Bonita BPM portal, to tasks and user cases, using an internet address (URL), an identifier(s) and a password provided by AMIGOLOG.

•        Ability to implement processes or applications previously designed under Bonita BPM Studio (compatible with Community portal version of Bonita BPM Studio, download on the Bonitasoft website)

•        Access to a business database dedicated to the Client, Amigolog provides the technical information needed to perform this access

•        Access to the administrator screens: creation of users, roles and groups.

This Offering is subscribed for at least 3 months and a minimum of 5 users. It is charged 4€ per user per month; if applicable, AMIGOLOG may add to this amount other billing options or additional services subscribed by the Client. The nature and price of the additional services or options will be specified in a custom quote established by AMIGOLOG for the Client.

This Base package does not include any training or support to use the service or to make process developments using Bonita BPM Studio. Additional support services may lead to a supplement.

 

CLOUD BPM PREMIUM OFFER

The Client has access to and can use the following features on the Bonita BPM portal :

•        All the functions available with the CLOUD BPM BASE OFFER  

•        Additional Options within the portal :

•        Process Monitoring

•        Live parameters update

•        Business data search

•        Sub-tasks management

•        Library of process templates

•        Support for using the Service

•        Support from 9h to 18h CEST on workdays in France by email

•        Level 1 application support : to be managed internally by the Client

•        Level 2 support – managed by AMIGOLOG

•        Level 3 support by Bonitasoft through AMIGOLOG

•        The Client will designate a maximum of 3 individual contacts who may request support to AMIGOLOG

Furthermore Amigolog provides the Client for the duration of the contract period two Bonita BPM Studio licenses corresponding to the Bonita BPM Performance subscription pack, this version of the tool allows, among others, the development of dynamic forms, of mobile applications and the simplified realization of report (access to Bonita BPM tool "Business Activity Management" ). This offer does not include support to the developments made by the Client using Bonita BPM Studio.

This Offering is subscribed for at least 6 months and a minimum of 30 users. It is charged 16 € per user per month ; if applicable, AMIGOLOG may add to this amount other billing options or additional services subscribed by the Client. The nature and price of the additional services or options will be specified in a custom quote established by AMIGOLOG for the Client.

This package does not include any training to use the service or to make process developments using Bonita BPM Studio. The Client learning curve regarding the use of Bonita BPM portal or regarding process developments with Bonita BPM Studio may result in additional services.

The high availability option of the Service may also result in an additional service on the Client's request.