Terms & Policies

Terms of Service Website

Terms

By accessing the website at sterblue.com, you are agreeing to be bound by these terms of service, all applicable laws and regulations, and agree that you are responsible for compliance with any applicable local laws. If you do not agree with any of these terms, you are prohibited from using or accessing this site. The materials contained in this website are protected by applicable copyright and trademark law.

Use License

Permission is granted to temporarily download one copy of the materials (information or software) on Sterblue's website for personal, non-commercial transitory viewing only. This is the grant of a license, not a transfer of title, and under this license you may not:

• modify or copy the materials;
• use the materials for any commercial purpose, or for any public display (commercial or non-commercial);
• attempt to decompile or reverse engineer any software contained on Sterblue's website; -remove any copyright or other proprietary notations from the materials; or
• transfer the materials to another person or "mirror" the materials on any other server.

This license shall automatically terminate if you violate any of these restrictions and may be terminated by Sterblue at any time. Upon terminating your viewing of these materials or upon the termination of this license, you must destroy any downloaded materials in your possession whether in electronic or printed format.

Disclaimer

The materials on Sterblue's website are provided on an 'as is' basis. Sterblue makes no warranties, expressed or implied, and hereby disclaims and negates all other warranties including, without limitation, implied warranties or conditions of merchantability, fitness for a particular purpose, or non-infringement of intellectual property or other violation of rights.

Further, Sterblue does not warrant or make any representations concerning the accuracy, likely results, or reliability of the use of the materials on its website or otherwise relating to such materials or on any sites linked to this site.

Limitations

In no event shall Sterblue or its suppliers be liable for any damages (including, without limitation, damages for loss of data or profit, or due to business interruption) arising out of the use or inability to use the materials on Sterblue's website, even if Sterblue or a Sterblue authorized representative has been notified orally or in writing of the possibility of such damage. Because some jurisdictions do not allow limitations on implied warranties, or limitations of liability for consequential or incidental damages, these limitations may not apply to you.

Accuracy of Materials

The materials appearing on Sterblue website could include technical, typographical, or photographic errors. Sterblue does not warrant that any of the materials on its website are accurate, complete or current. Sterblue may make changes to the materials contained on its website at any time without notice. However Sterblue does not make any commitment to update the materials.

Links

Sterblue has not reviewed all of the sites linked to its website and is not responsible for the contents of any such linked site. The inclusion of any link does not imply endorsement by Sterblue of the site. Use of any such linked website is at the user's own risk.

Modifications

Sterblue may revise these terms of service for its website at any time without notice. By using this website you are agreeing to be bound by the then current version of these terms of service.

Governing Law

Sterblue may revise these terms of service for its website at any time without notice. By using this website you are agreeing to be bound by the then current version of these terms of service.

Terms of Service Platform

End User License Agreement (EULA) For The Sterblue Cloud and The Sterblue Mobile App Software

The Sterblue Cloud and the Sterblue Mobile App software package, in the following referred as the ‘Software’ is produced owned and maintained by:
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Sterblue SAS
13 rue de l’héronnière
44000 Nantes
France
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in the following referred to as ‘Sterblue’.

License Grant

Sterblue hereby grants to the Licensee a nonexclusive license to use (and install) the Software and accompanying documentation as described herein (the “Agreement”). The licensed Software and documentation including error corrections and enhancements are, and shall at all times remain, the property of Sterblue, and the Licensee shall have no right, title, or interest therein, except as explicitly set forth in this Agreement.

The license is a single-user license.

Together with the main Software, the Licensee might have received relocatable object code, linked binary forms, and other derivative forms. The Licensee does not have the right to use any of these derivative forms separately. The user has the right to use the derivative forms only in direct connection with the main Software.

Validity of Agreement

This license agreement comes into force and becomes an Agreement between Sterblue and the Licensee when the Licensee has accepted these terms and conditions in this EULA. If the Licensee does not agree with the terms of this Agreement, the Licensee should not sign up and accept the use of the Software.

Purchasing

The Licensee purchases the Software at Sterblue (www.sterblue.com) or through one of the Sterblue distributors.

Use

The Licensee shall use the Software only for internal operations. The Licensee is not allowed to sell, license, sublicense, rent, or make the Software available for use by any third parties.
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The Software enables Licensee to create new Software accounts to Licensee’s customers. Sterblue will invoice any new licensees directly, if Licensee creates any such new accounts.
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Sterblue provides the Licensee with a personal login.
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The Licensee shall not de-compile, disassemble or otherwise reverse engineer the Software.

Any drawings and documents furnished may not be used for purposes other than the performance of the Agreement without specific approval by Sterblue.
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Sterblue states explicitly that the Software is subject to export control.

Support

This license agreement includes support and software upgrades. For support, please contact support@sterblue.com.

Term

The Licensee shall have the right to use the Software within the agreed term (on a monthly or yearly basis), subject to the termination provisions in this Agreement.

Termination

By any late payment of the license fee, the Licensee forfeits it rights of any access to the Software and accepts that all data uploaded to the Software will be deleted within 30 days of such late payment.
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Sterblue may terminate this license grant, by written notice to the Licensee if the Licensee breaches any material term of this license, including failure to pay any license fees due, and the Licensee have not cured such breach within fourteen (14) days of written notification. The Licensee may terminate this license at any time, for any reason.
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The Licensee shall not be entitled to any refund if this license is terminated, except for license fees paid for any software for which the acceptance period has not expired at the time of termination

Use of Name and Trademarks

The Licensee shall not use the name, trade names or trademarks of Sterblue in any advertising, promotional literature or any other material, whether in written, electronic, or other form, distributed to any third party, except in the form provided by Sterblue , and then solely for purposes of identifying the Software.

Assignment

This license is non-transferable to a third party without Sterblue consent, which shall not be unreasonably withheld. This license may be transferred to an affiliate provided that Sterblue is notified in writing of the transfer and the affiliate accepts the same terms and conditions subject to the approval of Sterblue.

Responsibility for Claims by Third Parties

Sterblue declares that it has no knowledge of any valid patents belonging to third parties and covering devices or processes comprised by this Agreement, but cannot warrant that such patents might not prove to exist.

If reproduction, sale or use of the Software by the Licensee results in a claim for fraudulent imitation against the Licensee, the costs and any damages awarded against him shall be borne by the Licensee.

The costs and expenses of any counterclaim or of settling a claim shall be borne by the Licensee. The Licensee shall inform Sterblue of any claims made against the Licensee for fraudulent imitation and shall enable Sterblue to join in any legal proceedings.

Limitation of Liability

The Software shall not be relied on as the basis to solve a problem whose incorrect solution could result in injury to person or damage to property. If the Software is employed in such a manner, it is at the Licensees own risk and Sterblue explicitly disclaim all liability for such misuse to the extent allowed by law.

Technical Realisation

Subject to having furnished all the documents and assistance provided for in this EULA Sterblue undertakes no responsibility for the risk of technical realization, which is assumed solely by the Licensee.

The Licensee shall be deemed to have understood the subject-matter of the License and shall undertake its technical realization.

Limited Warranty/Limitation of Remedies

Sterblue further warrants, for a period of one (1) year from delivery that the Software will conform in all material respects to the description given in the documentation. In the event that the Software does not operate as warranted, the Licensees exclusive remedy and Sterblue sole liability under this warranty shall be

• the correction or workaround by Sterblue of major defects within a reasonable time, or
• should such correction or workaround prove neither satisfactory nor practical, termination of the relevant license and refund of the initial license fee paid to Sterblue for the Software. All requests for warranty assistance should be directed to Sterblue.

Notwithstanding anything to the contrary contained in this Agreement, Sterblue shall in no event whatsoever be liable in contract or in tort for loss of production, loss of profit or any consequential punitive or indirect loss suffered by the Licensee or any third party, and even if such claim or liability were to be based upon any breach by Sterblue of its obligations under this Agreement or any negligent act, fault or omission by Sterblue.

Moreover Sterblue’s aggregate liability arising out of or related to this Agreement cannot exceed the total payment for the license delivered to the Licensee during the last 12 months prior to the incident giving rise to Sterblue’s liability.

Product Liability

The Licensee shall bear the sole liability towards any third party, including any damage on any property of a third party.

If a third party advances any claim towards Sterblue, the Licensee shall in every respect indemnify Sterblue for any damages irrespective of the extent of such damages.

If Sterblue is met with any product liability claims, the Licensee shall intervene in such proceedings in order to support Sterblue and shall further indemnify Sterblue for any costs caused by such proceedings.

Notwithstanding anything to the contrary contained in this Agreement, Sterblue shall in no event whatsoever be liable in contract or in tort for loss of production, loss of profit or any consequential punitive or indirect loss suffered by the Licensee or any third party, and even if such claim or liability were to be based upon any breach by Sterblue of its obligations under this Agreement or any negligent act, fault or omission by Sterblue.

Secrecy

Any document and information (knowhow) supplied by Sterblue shall be treated as secret by the Licensee, even after the currency of the Agreement. The Licensee shall take all proper steps to keep them secret. In particular, he shall impose this obligation on his employees and forbid any unauthorized use. He may communicate the said documents and information to third parties and in particular to sub-contractors only with Sterblue’s prior expressed consent.

Sterblue shall enter into the same obligation in respect of documents and information supplied by the Licensee.

Force Majeure

Sterblue is not liable for any non-performance of its contractual obligations provided Sterblue can substantiate that such non-performance is due to circumstances beyond Sterblue’s reasonable control, such as, but not limited to, situations of war, war-like events, fire, strikes, lockouts, bands on export or import, embargoes, delayed or defective deliveries of materials for sub-suppliers, production standstills, shortages of energy or transport facilities.

In that case Sterblue is entitled to extend the time of delivery correspondingly or to terminate the Agreement. As soon as any such hindrances have been removed, either Party is bound by the Agreement, unless previously terminated by Sterblue , either Party is entitled to terminate the Agreement in case of a hindrance lasting more than 3 months.

General

To the extent any law, treaty, or regulation is in conflict with this Agreement, the conflicting terms of this Agreement shall be superseded only to the extent necessary by such law, treaty, or regulation. If any provision of this Agreement shall be

otherwise unlawful, void, or otherwise unenforceable, that provision shall be enforced to the maximum extent permissible.

In either case, the remainder of this Agreement shall not be affected. The parties agree that the U.N. Convention on Contracts for the International Sale of Goods shall not apply to this Agreement. This Agreement contains the entire understanding of the parties and may not be modified or amended except by written statement, executed by authorized representatives of Sterblue and the Licensee.

Applicable Law

The Agreement shall be governed by French law.

Competent Jurisdiction - Arbitration

Any dispute arising in, out of or in connection with this Agreement, including any disputes regarding the existence, validity or termination thereof, shall be settled by arbitration arranged by The CMAP (The Centre for mediation and arbitration of Paris) in accordance with the rules of arbitration proceedings adopted by The CMAP and in force at the time, when such proceedings are commenced.

Sterblue SAS
13 rue de l’héronnière
44000 Nantes
France