TERMS OF SERVICE

Last updated: January 30, 2025

Article 1 – LEGAL INFORMATION

The present site, accessible at the URL https://zparse.io and all its subdomains such as https://app.zparse.io or https://doc.zparse.io (the "Websites"), are published by:

Zparse

Zparse, registered under the number 939 698 171, with its head office located at 5 Rue Fénelon, 33000 Bordeaux, FRANCE,

Zparse, a SAS company with a capital of 3000 euros, registered with the Trade and Companies Register of BORDEAUX under the number 939 698 171, with its head office located at 5 rue Fénelon 33000 Bordeaux, represented by Samuel Ramond, duly authorized, (Hereinafter referred to as the "Provider").

The individual VAT number of the Operator is: FR15939698171.

The Websites are hosted by the company Hetzner, located at Hetzner Online GmbH Industriestr. 25 91710 Gunzenhausen, Germany, (telephone contact: +49 (0)9831 505-0).

Article 2 – SCOPE OF APPLICATION

These terms of service (the "Terms of Service") intend to define and govern the contractual relationships between the Provider and any professional (the "Client") who has created an account and wishes to benefit from the services offered on the Websites.

The provision of the services offered to Clients on the Websites is subject to prior acceptance without reservation or restriction of these Terms of Service.

The Terms of Service are made available to Clients on the Websites where they can be consulted directly and can also be provided to them upon a simple request by any means of communication.

The Terms of Service apply notwithstanding any conflicting provisions contained in any documents issued by the Client, and in particular in their general terms of purchase.

The Terms of Service also apply unless otherwise specified in the purchase order or any specific terms agreed upon between the Company and the relevant Client.

Article 3 – DESCRIPTION OF SERVICES

The Websites provide the following online services:

  • Data mapping and data flow management
  • Technical support and assistance
  • Data flow setup service provision

(hereinafter referred to as the "Services").

Each Service presented on the Websites is accompanied by a description outlining its essential characteristics. These descriptions may include texts, photographs, and graphics that are provided for illustrative purposes only and may be modified or updated on the Websites.

Article 4 – REGISTRATION CONDITIONS

Any Client wishing to fully benefit from the Websites and the Services must:

  • have full legal capacity and act for strictly professional purposes;
  • create their personal account on the Websites completing the required fields of the account creation form (name, email address, etc.);
  • confirm their acceptance of the Terms of Service;
  • confirm their registration.

Access to the Services is possible from a computer by connecting to the Websites.

The use of the Services requires a high-speed internet connection.

Clients are responsible for setting up the computer and telecommunication means necessary to access the Websites.

When creating an account with an email address, the Client is required to choose a password, which ensures the confidentiality of the information contained in their account.

For the purpose of validating the registration, the Provider sends the Client a confirmation email to the email address provided by the latter. The Client must then activate their account by clicking on the hypertext link provided for this purpose in the confirmation email.

Each Client guarantees the accuracy and authenticity of the information provided for the purposes of their registration, undertakes to notify any subsequent modification, and guarantees that the said information does not infringe the rights of third parties.

The Client can modify this information and password from their account on the Websites.

The Client agrees not to disclose or transfer their account, identifiers, and passwords and is solely responsible for their use until the account is deactivated. They must immediately notify the Provider of any loss or unauthorized use of their account.

The Provider reserves the right to delete the account of any Client who has provided incorrect information.

Article 5 – ORDERS

Any Client wishing to benefit from the online Services on the Websites must:

  • Log in to their Client account;
  • Select the Services they wish to subscribe to;
  • Complete the required fields of the Client order form (first name, last name, address, email address, date of birth, telephone number, etc.);
  • confirm their acceptance of the Terms of Service;
  • confirm their acceptance of the order for the Services;
  • choose their payment method;
  • make the payment for the Services.

Unless expressly stated otherwise on the Websites, the Client will not be able to modify their order after validating it, which will be final and binding.

Upon receipt of payment for the Services included in the order, the Provider will send the Client a confirmation email of their order to the email address provided by the latter.

The order confirmation email summarizes the essential characteristics of the Service(s) ordered, the total price, and any other relevant element. This email will also indicate a tracking number for the Client's order.

By placing an order on the Websites, the Client agrees to receive an invoice electronically from the Provider. However, they may request a paper invoice by contacting Customer Service.

To prevent fraud, the Provider or its payment or delivery service providers may request additional documentation from the Client or contact them at the time of acceptance and/or dispatch of the order. In the event of unjustified refusal by the Client to provide the requested information and/or documents, the Provider reserves the right not to accept or to cancel the order without this being subject to any dispute.

The Provider also reserves the right to reject or cancel an order from any Client who has provided false or inaccurate information, has failed to complete payment for the Services, has an unresolved payment dispute for a previous order, or demonstrates an abnormally high level of orders.

Article 6 – PRICING CONDITIONS

The Services are provided at the Provider's current rates shown on the Websites on the day of the order, expressed in euros excluding taxes.

In the case of specific services:

The Services are invoiced, and the price is payable in full upon the signing of the order form.

In the case of successive performance services:

The Services are invoiced, and the price is payable at the beginning of each month, giving rise to the provision of the Services. Any modification of the rate of the Services will take effect during the next contractual period. In the absence of termination by the Client before this modification takes effect, the new pricing will be applicable to the new contractual period.

The rate is fixed and cannot be revised during the period of performance of the Services, the parties expressly waiving the right to invoke the provisions of Article 1195 of the Civil Code.

The Provider reserves the right, however, to modify its prices at any time for any Services subscribed to after this modification.

Possible price reductions, discounts, and rebates may apply to the Services under conditions provided on the Websites or in any other document communicated to the Client. In the case of a promotional rate, the Provider undertakes to apply this rate to any order placed during the promotion period.

In the event of advance payment by the Client, no discount will be granted. Under no circumstances may payments be suspended or offset without the prior written agreement between the Provider and the Client. Any suspension, deduction, or offset made unilaterally by the Client will be treated as a payment default and will result in all the consequences of a payment delay.

Furthermore, it is expressly agreed that the Client is validly placed on notice to pay by the mere enforceability of the obligation, in accordance with the provisions of Article 1344 of the Civil Code. In the event of late payment of any of the due amounts, the Provider reserves the right, without any compensation being due to the Client, to:

  • demand the immediate payment of all sums due for the Services, which become immediately payable regardless of their initially agreed due date;
  • refuse any new order or require immediate payment or a guarantee for the proper performance of commitments for any new order;
  • allocate any partial payment first to the non-privileged part of the debt and then to the oldest due sums;
  • reduce, suspend, or cancel access to the Services, 30 days after a formal notice sent by the Provider to the Client remains without effect;
  • apply, without prior formal notice, to all sums due, from the first day of delay and until full payment, late penalties calculated at the rate provided for in Article L.441-10 of the Commercial Code; and/or
  • demand the payment of a lump sum of 40€ for recovery costs per late invoice, along with a penalty equal to 10% of the outstanding amounts, without prejudice to the repair of any damage actually suffered.

Any modification of the rates resulting from an increase in value-added tax or the creation of any new tax based on the price of the Services will be immediately and automatically applied.

Article 7 – PAYMENT METHODS

The Client expressly acknowledges that any order placed on the Websites constitutes an order with an obligation to pay, which requires the payment of a price in exchange for the provision of the ordered Service.

The Websites uses the online payment solution Qonto.

Orders can be paid using one of the following payment methods:

  • Payment by credit card. The payment is made directly on the secure banking servers of the Provider's bank, the Client's bank details do not transit through the Websites. The bank details provided during the payment are protected by an SSL (Secure Socket Layer) encryption process. Credit cards issued by banks domiciled outside France must be international credit cards. Payment via these credit cards is made in cash, without discount.

  • Payment by bank transfer. The Client may pay for their order by bank transfer. Upon ordering, the Provider will communicate the account details for the transfer, as well as the order reference that must be included in the transfer order.

If applicable, the order validated by the Client will only be considered confirmed once the Provider has been able to verify the validity of the payment.

Article 8 – PROVIDER'S OBLIGATIONS

The Provider undertakes to exercise all due diligence for the execution of the Services and its obligations under these Terms of Service and/or any other documentation agreed upon with the Clients, in compliance with legislative and regulatory provisions and the rights of third parties.

The Provider declares that it has the competence, experience, and means necessary to provide the Services and assumes full responsibility for the execution of the Services as well as the organization of the work of its personnel if applicable.

The Provider publishes the Services available on the Websites and hosts the content of the Websites posted online by the Clients. The Provider acts as a technical service provider and does not carry out any checks on the legality, accuracy, quality, or sincerity of the content posted online by the Clients under their responsibility.

Consequently, the Clients acknowledge the Provider's status as a host of the Websites within the meaning of Article 6 of Law No. 2004-575 of June 21, 2004, on confidence in the digital economy.

However, the Provider undertakes to promptly remove any manifestly unlawful content of which it becomes aware, in particular when the existence of such content has been notified to it by a Client under the conditions provided by the applicable regulations.

Furthermore, the Provider endeavors to ensure access and proper functioning of the Websites twenty-four hours a day, seven days a week.

However, the Provider cannot guarantee that access to and the functioning of the Websites may be uninterrupted, in particular in the event of force majeure, malfunction of the Clients' equipment or internet network, failure of telecommunication operators, interruption of electricity supply, abnormal, illegal, or fraudulent use of the Websites by a Client or a third party, decision of the competent authorities, or for any other reason.

The Provider also reserves the right to make any modifications and improvements to the Websites and the Services that it deems necessary in relation to technical developments or proper functioning.

General and temporary interruptions of the Websites and the Services will, as far as possible, be notified via the Websites before they occur, except when these interruptions are of an urgent nature.

Article 9 – CLIENT'S OBLIGATIONS

Each Client undertakes to access and use the Websites and the Services in good faith and in accordance with the applicable laws and these Terms of Service.

The data and information provided or posted online by the Clients must be accurate, truthful, and provided in good faith and they remain solely responsible for such content.

More generally, each Client undertakes to:

  • Ensure compliance, in all circumstances, with the legal, social, administrative, and tax obligations applicable to their status as a professional;
  • Not modify the nature or method of Service provision during its execution, except with the prior written agreement of the Provider;
  • Pay the price of the Services under the conditions provided herein;
  • Not to disseminate illegal content or content that has the effect of diminishing, disrupting, slowing down, or interrupting the normal circulation of data on the Websites;
  • Immediately inform the Provider of any difficulty, reservation, or any dispute that may arise during the execution of the Services or any abnormal, abusive, or fraudulent use of the Websites of which they may become aware.

In the event that a Client violates applicable laws or infringes the rights of third parties, the Provider reserves the right to provide any relevant information to a legitimate authority (court, administrative authority, or law enforcement) upon a request to facilitate the identification of the offending Client.

Article 10 – COMPLAINTS

In the event of non-performance or defective performance of the Services, the Client must notify the Provider and submit their complaints and reservations within thirty (30) calendar days following the date on which they become aware of the issue. This allows the parties to make their best efforts to reach an amicable resolution within thirty (30) calendar days following the Client’s initial notification.

If no amicable resolution is reached under the aforementioned conditions and in the event of a sufficiently serious non-performance by the Provider, the Client may terminate the Terms of Service under the conditions set forth in Article 16. If applicable, the Client may also obtain damages from the Provider to compensate for the harm suffered.

By express derogation from Articles 1221, 1222, and 1223 of the Civil Code, the Client expressly waives the right to request enforced performance of the Services by the Provider or a third party, as well as any proportional reduction of the price.

Article 11 - PROVIDER'S LIABILITY

The Provider is bound by an obligation of means in the provision of the Services.

Each Client declares that they are aware of the constraints and limits of the Internet networks and may not under any circumstances seek the liability of the Provider in the event of malfunctions in access to the Services, the opening and consultation speeds of the pages of the Services, the temporary or permanent unavailability of the Services, or the fraudulent use by Clients or third parties of the Websites.

The Provider's liability shall not be engaged:

  • in the event of non-performance of any obligation due to a fortuitous event or a force majeure within the meaning of Article 1218 of the Civil Code, including, but not limited to, unforeseeable events such as strikes, work stoppages, social unrest, factory closures, floods, fires, production or transportation failures not resulting from its own actions, supply disruptions, wars, riots, insurrections, and more generally any circumstance or event preventing the Provider from properly performing its obligations;
  • in the event that the information, data, instructions, directives, materials, or resources communicated by the Client are erroneous or incomplete, and more generally in the event that non-performance or defective performance of the Services results wholly or partially in the Client's behavior, non-performance, or negligence;
  • if certain services or functionalities are not accessible on the Websites due to the deactivation of cookies by a Client through their browser settings;
  • if the functionalities of the Websites prove to be incompatible with certain equipment and/or software used by the Client.

Each Client is also responsible for the content and information imported, stored, and/or published on the Websites and undertakes not to employ any technical measures likely to allow the circumvention of the technical protection measures implemented by the Provider to prevent any fraudulent use of the Websites and the Services.

Each Client is solely responsible for all measures to ensure the integrity and backup of all their data, files, and documents and waives the right to hold the Provider liable in the event of damage to data, files, or any other document that they may have entrusted to the Provider in connection with the use of the Websites and/or the Services.

More generally, each Client also undertakes to indemnify the Provider against any claim, demand, or opposition and, more generally, any proceedings that may be brought against it as a result of the use made by the Client of the Websites or the Services.

In any event, the Provider shall not be liable for any indirect or immaterial damages such as financial loss, loss of opportunity, loss of profit, loss of contract, loss of orders, loss of clients, operational disruptions, or reputational damage resulting from the defective provision or non-provision of the Services.

The liability of the Provider may not exceed an amount equal to the ex-tax price received from the Client for the provision of the Services during the last twelve (12) months.

In accordance with the provisions of Article 2254 of the Civil Code, any legal action by a Client against the Provider is time-barred upon the expiration of a period of one (1) year from the date on which the Client in question became aware or is presumed to have become aware of the damaging event.

Article 12 – RECORDING SYSTEMS

The computerized registers, kept in the computer systems of the Provider and its partners under appropriate security conditions, will be considered as proof of the communications and actions of the Clients and the Provider. The archiving of these elements is carried out on reliable and durable media in such a way as to constitute an accurate and lasting copy in accordance with the applicable regulations.

Each Client acknowledges the probative value of the automated recording systems of the Websites and declares that they waive the right to contest them in the event of a dispute.

Article 13 – PERSONAL DATA

For more information regarding the use of personal data by the Provider, please read the Privacy Policy (the "Policy") carefully. You can access this Policy on the Websites at any time: https://zparse.io/privacy-policy.

Article 14 – HYPERLINKS

The hyperlinks available on the Websites may refer to third party or partner sites. They are provided solely for the Client’s convenience, to facilitate the use of the resources available on the Internet. If the Client uses these links, they will leave the Websites and agree to use the third-party sites at their own risk or, if applicable, in accordance with their respective terms and conditions.

In any event, the existence of a hyperlink to the Websites from a third-party site or on the Websites to a third party or partner site may not engage the liability of the Provider in any way, and in particular with regard to the availability, content, and products and/or services available on or from this third party or partner site.

The Client is not authorized to create one or more hyperlinks on a third-party site to the home page of the Websites or to their profile page, without the prior written authorization of the Provider.

Article 15 – INTELLECTUAL PROPERTY

The Provider is the sole owner of all content present on the Websites, including but not limited to all texts, files, animated or non-animated images, photographs, videos, logos, designs, models, software, brands, visual identity, databases, the structure of the Websites, and all other elements of intellectual property and other data or information that are protected by French and international intellectual property laws and regulations.

Consequently, none of the content of the Websites may in whole or in part be modified, reproduced, copied, duplicated, sold, resold, transmitted, published, communicated, distributed, broadcast, represented, stored, used, rented, or exploited in any other way, free of charge or for a fee, by a Client or by a third party, whatever the means and/or media used, whether known or unknown to date, without the prior written authorization of the Provider, and the Client is solely responsible for any unauthorized use and/or exploitation.

Furthermore, any extraction, integration, compilation, or commercial use of information contained in the databases accessible on the Websites, as well as any use of software, robots, data mining systems, and other data collection tools is strictly prohibited for Clients.

The Provider nevertheless grants Clients, subject to their compliance with these Terms of Service, a non-exclusive and non-transferable right to access the content present on the Websites owned by the Provider, to download it, and to print it for personal and non-commercial use.

Article 16 – DURATION – SUSPENSION - TERMINATION

In the event of a one-time sale or under specific conditions, these Terms of Service shall apply for the duration of the provision of the Services, as specified, if applicable, in the specific conditions or in the order form.

In the event of recurring service agreements, these Terms of Service shall apply for an initial period of one (1) year. In the absence of termination of these Terms of Service within a period of one (1) month preceding the end of this initial period, the provision of the Services and the Terms of Service are tacitly renewed for a new period equivalent to the initial period, at the rates in force on the date of renewal.

The Provider reserves the right to suspend a Client's access to the Websites and the Services permanently or temporarily in the event of a breach by said Client of its obligations arising from these Terms of Service.

Furthermore, the Provider or the Client may terminate the Terms of Service by right in advance by sending a written notification:

  • in the event of force majeure as referred to in Article 11 above;
  • after having notified the other party in the event of a serious breach by the latter of its obligations or under the applicable laws and regulations, which has not been remedied within a period of fifteen (15) days (when it can be remedied) following written notification indicating the nature of the breach and the necessity to remedy it.

Article 17 - CONFIDENTIALITY

During the term of these Terms of Service, each party may become aware of or receive confidential information, documents, and/or data relating to the other party. Therefore, each party undertakes, both on its own behalf and on behalf of its agents for whom it is responsible, to maintain the strict confidentiality of all confidential information, documents, and/or data of any nature relating to the results, activities, or customers of the other party or any information received or obtained from a party in the context of the contractual relations established.

This confidentiality obligation of the parties shall remain in effect both for the duration of these Terms of Service and for a period of two (2) years following their expiration or termination.

Article 18 - NOTIFICATIONS

Any written notification or summons required or permitted under the provisions of these Terms of Service will be deemed valid if sent via hand-delivered letter or by courier with proof of delivery, by registered letter with acknowledgment of receipt, or by electronic mail (except in the case of termination of these Terms of Service), addressed to the contact details of the party concerned, each party electing domicile at its registered office.

Any change of contact details of a party for the purposes of these Terms of Service must be notified to the other party in accordance with the modalities provided above.

Notifications delivered by hand or by courier shall be deemed made on their date of delivery to the addressee, as certified by the delivery receipt. Notifications sent by registered letter with acknowledgment of receipt shall be deemed made on the date of their first presentation at the addressee's address. Notifications sent by electronic mail shall be deemed made on the date of sending of the electronic mail.

Article 19 - AUTONOMY AND WAIVER

If any provision of these Terms of Service is declared null and void or unenforceable for any reason whatsoever under a law, regulation, or following a final court decision, it shall be deemed unwritten, and the other provisions shall remain in effect.

The fact that the Provider does not avail itself temporarily or permanently of one or more provisions of the Terms of Service will in no way constitute a waiver.

Article 20 – MODIFICATION

The Provider reserves the right to modify at any time and without notice the content or location of the Websites, the Services, and these Terms of Service.

Any use of the Websites or the Services following a modification made to the Terms of Service shall constitute acceptance by each Client of said modifications. The most recent version of the Terms of Service will always be available at the following address: https://zparse.io/terms-of-service.

When the modifications made to the Terms of Service are considered substantial, they will be brought to the attention of the Clients by electronic mail and must be accepted by them upon their next connection to the Websites.

Article 21 - DISPUTES

Disputes that may arise in the context of the contractual relationship established between the Client and the Provider should be resolved, whenever possible, amicably.

In the absence of an amicable settlement within one (1) month of the formal notification by one of the parties, all disputes to which the Terms of Service may give rise, concerning their validity, interpretation, performance, termination, their consequences, and their consequences, shall be submitted to the court of BORDEAUX.

Article 22 - APPLICABLE LAW & LANGUAGE OF THE CONTRACT

These Terms of Service and the transactions arising therefrom are governed by and subject to French law. They are written in English. In the event of translation into one or more foreign languages, only the English shall be considered authoritative in the event of a dispute.

Article 23 - BROWSER POLICY

Our Websites supports the current stable versions of the main browsers and all versions released within the past year. Using outdated browsers may result in degraded performance and security vulnerabilities. We recommend keeping your browser up to date for the best experience. For more information, please refer to our Browser Policy.