Conditions Générales d'Utilisation
v1.0 - 202512
Dernière mise à jour : décembre 2025
These general terms and conditions (the "Terms"), together with any separate Subscription Form (the "Subscription Form") dated and signed online by the Customer (as defined below) and all the contractual documents set out below including a data processing agreement, (together, the "Agreement"), describe the terms and conditions between GOODWEEK SAS, a simplified joint stock company established under the laws of France, with a shares capital of Eur. 20,000, registered under number 991 305 160 RCS Paris, whose registered office is located at 26, rue Surcouf 75007 Paris (France) ("GOODWEEK") and the customer (the "Customer" or "You") whose contact details appear on the Subscription Form governing access and use of the Solution (as defined below).
This Agreement is in effect as of the date of Subscription Form and the generated relevant invoice that reference this Agreement (the "Effective Date") and shall remain active for the contractual term (the "Contract Period") and for all Renewal Periods as defined in Section 10.
Access and use to the Solution are offered to Customer subject to Customer’s acceptance of all the provisions of the Agreement, including these Terms and the Subscription Form and all other applicable terms and conditions, operating rules, policies and procedures that are communicated from time to time on or through the Services (as defined below). Certain capitalized terms are defined in Section 2 ("Definitions") and others are defined contextually in this Agreement.
BY ACCEPTING THIS AGREEMENT, EITHER BY CLICKING A BOX INDICATING YOUR ACCEPTANCE, USING OUR SERVICES, OR EXECUTING THIS AGREEMENT OR A SUBSCRIPTION FORM THAT REFERENCES THIS AGREEMENT OR RELATES TO THE SERVICES, YOU AGREE TO THE TERMS OF THIS AGREEMENT, INCLUDING ALL TERMS INCORPORATED BY REFERENCE. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, YOU MUST NOT ACCEPT THIS AGREEMENT AND MAY NOT USE THE SERVICES.
GOODWEEK and the Customer shall hereinafter be referred to collectively as the "Parties" and individually as a "Party."
Preamble
GOODWEEK has designed, developed and owns an original software platform enabling its users to exchange information using synthetic tools based on its and various artificial intelligence solutions (the "Solution") on a AIaaS ("Artificial Intelligence as a Service") model and accessible at www.goodweek.com (the "Website").
The Customer wishes to use the Solution, including for the benefit of its End-Users.
Section 1 – Purpose of the Agreement
Under the Agreement, GOODWEEK grants the limited and non-exclusive right to use the Solution to the Customer, which accepts, in AIaaS mode, enabling the Customer to benefit from the artificial intelligence tool developed and owned by GOODWEEK and to share it with End Users, as defined below, in accordance with the Terms set out below.
These Terms are independent and exclusive of the separate terms and conditions and any contractual documentations that binds the direct relationship between the Customer and any AI Model used by the Customer, including through the Solution.
Section 2 – Definitions
Within the Terms, the following terms and expressions preceded by a capital letter shall have the meanings set out below:
"Account" refers to the account that must be created on the Website or through GOODWEEK’s payment provider, in order to use the Solution. The identification details associated with the Account (username, password) must be kept confidential by the Customer and each End User;
"Additional Uses" means any legitimate business purposes such as analytics, benchmarking, reporting and developing new products and services;
"AI Model(s)" means the various artificial intelligence (AI) tools consisting of large-scale pre-trained models, which serve as the underlying technology available through the Solution which performs certain tasks such as natural language analysis, text generation, or image generation that may be available through the Solution during the Contract Period. An updated list of AI Models available through the solution is available on the Website;
The Customer acknowledges that the AI Models are developed by third parties independent of GOODWEEK and that GOODWEEK cannot bear any responsibility regarding the use of such AI Models.;
"Agreement" refers to the contractual package, including any amendment, consisting of these Terms and the Subscription Form, the Data Processing Agreement and any contractual documents referred to therein;
"Contract Period" as selected in the Subscription Form;
"Data" means all information entered by the Customer into the Solution. It is understood that the Data may include personal data within the meaning of the applicable regulations and, in particular, the European General Data Protection Regulation No. 2016/679 of April 27, 2016 ("GDPR");
"End Users" means any person engaged and/or selected by the Customer and whose name and title etc. have been notified to GOODWEEK, who has the right to use the Solution, it being specified that the fees of the License depends in particular on the number of End Users as stated in the Subscription Form or any subsequent addendum;
"Intellectual Property Rights" means all intellectual property rights, including, without limitation, copyrights, patents, topography rights, designs and models, software (including source code), database rights, trade names, trademarks, whether registered or unregistered, including applications and/or remnants thereof, as well as intellectual property rights in conceptual solutions, methodologies, ideas, processes, methods, tools, and know-how, and the right to apply for formal (or otherwise enhanced) rights of any kind, whether existing now or in the future and worldwide, for the entire applicable term of the intellectual property right concerned;
"License" means the limited, worldwide, non-exclusive and non-transferable right granted by GOODWEEK to the Customer, to access and use the Solution in AIaaS mode, according to the provisions of the Agreement and during the Contract Period. The rights granted by the License are strictly limited to authorized End Users ;
"Services" means the License and all services associated with the Solution that may be provided by GOODWEEK as agreed by the Parties, as set out in the Subscription Form, including potential add-ons such as tokens, storage capacities, APIs ;
"Subscription Form" means the document separately signed by the Customer, online and/or through any payment provider (as Stripe), whereby the latter places an order to access to and/or use the Solution and to use the Services, and that stipulates the specific terms and conditions of the Agreement;
"Usage Data" means technical logs, data and other learnings about the Customer's and its End Users' use and configuration of the Services, such as monthly quota information and frameworks in use;
"Website" means the website operated by GOODWEEK and accessible at the following URL address: www.goodweek.com.
Section 3 – License
3.1. License to the Solution and AI Models
The License grants the Customer the right to use the Solution for the benefit of the End Users.
The Solution operates on the basis of artificial intelligence software developed by GOODWEEK associated with AI Models developed by third parties, pursuant to an AIaaS model.
The Solution is customizable, with each Customer and/or End User being able to select which AI Model(s) shall power tasks, including through AI assistant, and functionalities requested by the End Users and in which environment such tasks shall be fulfilled, based on the Customer's configuration of the Solution.
The License comes, as the case may be, in addition to the respective license terms of AI Models. Such terms may be referred to in the Solution.
Depending on the Customer's Solution settings, GOODWEEK may be operating AI Models through its Solution in "hosted mode" or "non hosted mode".
If the Customer choses to use the Solution in "hosted mode", GOODWEEK shall provide the Services through its own cloud solutions providers, as listed in the attached DPA, meaning that GOODWEEK shall not share Data with selected AI Models providers.
If the Customer chose to use the Solution in "non-hosted mode", GOODWEEK shall provide the Services in an open environment. It is understood and acknowledged by the Customer that, in this case, Customer shares its DATA to the relevant AI Models and GOODWEEK is not responsible for the operation of the AI Models provided by third parties and that and GOODWEEK provides no warranty in this regard.
In any event, GOODWEEK makes no warranty of any kind as to the functioning of AI Models or the results and content obtained and generated by such AI Models.
The Customer is invited to comply with the terms from the providers of each AI Model used through the Solution.
3.2. Scope of the License
Access to the Solution requires a subscription under a Subscription Form duly signed by the Customer.
In accordance with the Agreement, GOODWEEK grants the Customer with the License in AIaaS mode, in accordance with the terms of the Subscription Form including any addendum, which specifies, in particular, the number of authorized accesses (one (1) per End User). Access to the Solution requires payment of a subscription fee, in accordance with the terms of Section 9 below ("Financial Terms").
It is understood that the right to access the Solution is limited by the terms of the Agreement. The Customer shall therefore refrain from (i) granting access to the Solution to any third party not included in the list of End Users, (ii) using the Solution in a manner contrary to the terms of the Agreement (including the conditions of the subscription), (iii) circumventing or disabling any security or other feature of the Solution, (iv) reverse engineering, decompile, disassemble, or attempt to copy or discover the source code, object code, or underlying structure, ideas, know-how, or algorithms related to the Solution, (vi) use the Solution in a manner that violates or attempts to circumvent applicable law, (vii) use the Solution to transmit any offensive, harassing, defamatory, abusive, threatening, harmful, or otherwise objectionable content, (viii) upload or introduce, or use the Solution to distribute, any virus or other malicious code, (ix) perform or attempt to perform any action that may interfere with the proper functioning of the Solution.
3.3. Maintenance of the Solution
GOODWEEK shall decide to update the Solution on a discretionary basis.
This Agreement shall not require GOODWEEK to (a) update the Services or (b) provide any new version of the Solution or (c) update any tailored assessment content or other element of the Services even if generic assessment content or other elements may be updated.
When necessary, GOODWEEK may provide the Customer, throughout the term of the Agreement, with Solution maintenance services consisting only of updating the Solution and making any technical modifications to the Solution in order to ensure its proper functioning.
GOODWEEK shall then carry out all technical corrections to the Solution in order to repair any malfunctions and ensure the proper functioning of the Solution.
Where possible, the Customer shall report any defect of any kind to GOODWEEK. Only GOODWEEK is authorized to correct any defects affecting the Solution.
3.4. Data
The Customer controls all the types and amounts of Data (including what, if any, personal information is included) that are submitted to the Solution through Customer's settings of the Solution and selected AI Models. The Customer is solely responsible for its configuration of the Solution and its settings.
Subject to this Agreement, and solely to the extent necessary to provide, maintain and improve the Services, the Customer grants GOODWEEK the non-exclusive, worldwide right, during the Term, to access, use, process, copy, perform, store, export, transmit and display Data. Solely to the extent reformatting Data for display in the Services constitutes a modification or derivative work, the foregoing license also includes the right to modify and create derivative works of Data. In addition to the rights granted above, GOODWEEK may use non-identifying Data for Additional Uses. Only to the extent that Customer so authorizes via its configuration of the Solution, GOODWEEK may use other elements of Data for Additional Uses; provided, however, that GOODWEEK shall not disclose any Data used in this manner externally unless it has been aggregated or fully anonymized.
Notwithstanding anything to the contrary in the Agreement, GOODWEEK may collect and use Usage Data to operate, improve and support the Services and for Additional Uses. GOODWEEK will not disclose Usage Data externally, including in benchmarks or reports, unless Usage Data has been aggregated or fully anonymized.
GOODWEEK will store Data in the region selected by the Customer through its configuration of the Solution. Accordingly, GOODWEEK may process Data in the United States or in countries where its affiliates and/or third-party sub-processors are located as it appears in the Customer's settings of the Solution.
3.5. Service Level commitment
3.5.1. Definitions
For the purposes of this "Service Level Commitment" section, the following definitions will apply:
"Downtime" means a critical full outage/severe issue that constitutes a catastrophic problem causing complete inability to use the Services, across a significant portion of the production environment (e.g. crash or hang), resulting in production downtime and where there is no workaround or solution to the problem.
"Excluded" means the following: (i) unavailability caused by circumstances beyond our reasonable control, including, without limitation, act of God, acts of government, emergencies, natural disasters, flood, fire, civil unrest, acts of terror, strikes or other labor problems (other than those involving our employees), or any other force majeure event or factors; (ii) any problems resulting from Customer's combining or merging the Services with any hardware or software not supplied by us or not identified by us as compatible with the Solution; (iii) interruptions or delays in providing the Services resulting from telecommunications or internet service provider failures outside of GOODWEEK's datacenter as measured by a third party website availability monitoring provider; (iv) any interruption or unavailability resulting from the misuse, improper use, alteration, or damage of the Services; and (v) unavailability caused while GOODWEEK performs maintenance and actions as provided in Sections 3.3 and 4.1of this Agreement, or other updates related to the Services, when necessary, in GOODWEEK’s sole, reasonable discretion or other maintenance related to migrations.
"Service Level" means (total hours in calendar month - Excluded duration - Downtime duration) / (total hours in calendar month - Excluded duration) x 100% = Service Uptime.
3.5.2. Service Level
GOODWEEK shall use commercially reasonable efforts to meet a Service Level of 99.95% (ninety-nine point ninety-five percent) for the Services in a given calendar month. All availability calculations will be based on GOODWEEK's system records. Notwithstanding anything to the contrary in this Agreement, as the Customer's sole and exclusive remedy for failure to meet Service Level commitments, in the event there are two (2) or more consecutive calendar months during which the Service Level falls below 99.95%(ninety-nine point ninety-five percent) in a given calendar month, the Customer will be entitled to receive a credit equal to the pro-rated amount of fees applicable to the downtime as measured within two (2) or more consecutive calendar months during which the Service Level fell below 99.95% (ninety-nine point ninety-five percent). The credit will be applied against an invoice or charge for the following renewal subscription, provided the Customer requests such credit within twenty (20) days of the end of the relevant calendar month in which GOODWEEK did not meet the Service Level of 99.95% (ninety-nine point ninety-five percent). Notwithstanding anything to the contrary in the Agreement or this section, this "Service Level" section shall not apply to potential free Services.
Section 4 – Additional Services
Upon the terms of the Subscription Form or any addendum of it, Customers may subscribe to additional Services, in accordance with the Agreement.
4.1. Hosting of the Data
Upon the Customer's Solution settings, some Data may be hosted on GOODWEEK's servers.
GOODWEEK reserves the right to temporarily close access to the servers on which the Solution is hosted in order to perform maintenance on the hardware and software necessary for hosting the Solution, with at least 24 (twenty-four) hours' notice. Where possible, downtime will be scheduled primarily between midnight and 6 (six) a.m.
In accordance with applicable rules, GOODWEEK cannot be held liable for any difficulties in accessing or temporary inability to access the Solution due to an unforeseeable failure and/or disruption of telecommunications networks, given the complexity of global networks and their intrinsic fragility, or in the event of a cyberattack.
In this regard, it should be noted that data transmission via these networks is only relatively reliable and that these networks are sometimes saturated at certain times, which may impact download times or access to the Data.
4.2. Configuration of the Solution
As per the terms of the Subscription Form, the Solution shall be configurated by the Customer’s devices, either by Customer or by a third-party integrator. In case of a configuration by a third-party integrator, the Customer shall enter into a dedicated agreement with such third-party integrator and GOODWEEK shall bear no responsibility with regard to the integration and/or configuration services provided by such third-party integrator. Any damage that may be caused to the Customer in the course of such services may lead to liability and/or warranty as per the terms of the agreement signed by the third-party integrator.
4.3. Technical support
Based on level of Services subscribed in the Subscription Form, GOODWEEK shall provide the Customer and End Users, upon request, with a support service for the use of the Solution, in writing at the email address support@goodweek.com or by chat via the Solution.
4.4. Data Backup
GOODWEEK may back up the Data at intervals to be agreed in the Subscription Form. In any event, the Customer is responsible for the confidentiality, security and back-up of its own Data.
Section 5 – Intellectual Property Rights
5.1. GOODWEEK's Intellectual Property Rights
GOODWEEK is and shall remain at all times the exclusive owner of all Intellectual Property Rights relating to the Solution and the Services. It is understood that GOODWEEK does not own the Intellectual Property Rights relating to the AI Models the Customer may access through the Solution.
The License is non-exclusive and non-transferable and limited to the purposes of the use of the Solution and Services by the Customer and/or End Users. The License does not include any right to access the source code of the Solution, which remains the exclusive property of GOODWEEK.
The License granted to the Customer therefore entails the granting to the Customer of only those rights relating to the Solution that are necessary for its use, including rights relating to algorithms, software, and all instructions enabling the Solution to be displayed and operated. The License does not include any right to modify the Solution or to create derivative works based on the Solution.
It is understood that GOODWEEK may remove access to the Solution to any End Users who does not comply with the rules governing the use of the Solution. In this case, GOODWEEK will inform the Customer.
The Customer shall refrain from using the Solution in any way whatsoever for the purpose of designing, producing, developing, distributing, or marketing a similar, equivalent, or substitute service.
All rights not expressly granted to the Customer are expressly reserved by GOODWEEK. Except as expressly provided herein nothing contained in this Agreement shall be construed as conferring any rights directly or by implication, estoppel or otherwise to or under any of GOODWEEK’s Intellectual Property Rights. This Agreement shall not, in any event, be construed as the assignment of any rights in the Solution or the Services or any copies or parts thereof. The Customer shall not use, reproduce, sub-licence, distribute or dispose of the Solution and the Services in whole or in part except as expressly permitted under this Agreement.
5.2. Customer's Intellectual Property Rights
GOODWEEK does not claim any Intellectual Property Rights over the Data entered into the Solution by the Customer, which is and remains the sole ownership of the Customer. The Customer authorizes GOODWEEK to access and use this Data for the purposes of performing the Agreement and therefore, for operating the Solution.
Similarly, the Customer authorizes GOODWEEK to use any virtual assistant created by the Customer as part of the Solution, thereby allowing other Customers to use the same virtual assistant within their access to the Solution.
Section 6 – Warranties
6.1. GOODWEEK
GOODWEEK warrants that the Solution and all of its components (with the exception of AI Models) are have been developed by it, and belong to it or to third parties from whom it has obtained any valid right thereof. In the event of a claim by a third party, GOODWEEK will take the necessary steps to enable the Customer to use the Solution, without the Customer being entitled to any compensation.
GOODWEEK warrants that the software tools used to develop the Solution have been implemented under valid license rights and releases the Customer from any liability in this regard.
GOODWEEK warrants that the Solution is provided free of viruses and malware.
GOODWEEK provides no warranty other than those provided for in this section.
In particular, the Customer declares that it is aware and accepts that the Solution is provided "as is", that the AI Models are developed by third parties and that their operation does not depend on GOODWEEK, that the operation of the Solution is subject to interruptions and that the only obligation of GOODWEEK to correct the Solution is that set out in Section 3.3 above ("Maintenance of the Solution").
The Customer acknowledges that access to the Solution may be restricted, limited, or suspended as of right if it appears that either (i) the Customer and/or End Users are using the Solution in a manner that does not comply with the Agreement, or (ii) GOODWEEK receives a notice to that effect from a competent administrative, arbitration or judicial authority, in accordance with the applicable laws, or by a third party.
The Customer undertakes to forward to GOODWEEK without delay any third-party claims or complaints relating to the Solution or any of its constituent elements. GOODWEEK will then take all measures to resolve the resulting difficulties.
The Customer acknowledges that GOODWEEK is not responsible for any delays, delivery failures, or any other loss or damage resulting from the transfer of data over communications networks and facilities, including the internet, and the Customer acknowledges that the use of the Solution and the Services may be subject to limitations, delays and other problems inherent in the use of such communications facilities.
GOODWEEK is not responsible for any defect that may alter any development made by third parties, such as APIs or connectors in order to integrate content generated by the Solution into third-party solutions.
6.2. Customer
The Customer warrants that the Solution will not be used in a manner that is contrary to the law and regulations. In particular, the Customer warrants that the Data that will be integrated into the Solution does not infringe the rights of third parties. The Customer therefore warrants that they (including End Users) will comply with all laws and regulations applicable to their activities and, in particular, to their use of the Solution and the Services.
The Customer shall ensure that all End Users shall make reasonable use of the Solution and irrevocably refrain from any use of the Solution that could harm third parties. End Users shall not use the Solution in any way that could represent third parties in degrading situations or in a manner that could harm their honor or reputation.
End Users' use of the Solution must not allow or encourage the dissemination of content that violates the law or public decency. In particular, End Users agree not to disseminate any content that is fraudulent, offensive, violent, pornographic, pedophilic, or that promotes terrorism, Holocaust denial, racism, anti-Semitism, or, in general, any content that may constitute a criminal offense.
The Customer will indemnify GOODWEEK and hold GOODWEEK harmless against all damages, liabilities and costs (including reasonable legal fees) which may be suffered or incurred by GOODWEEK as a result of or in connection with such a claim and GOODWEEK reserves the right, without liability to the Customer, to disable the Customer's access to the Services or any material related to the Services by reason of a violation of the provisions of this clause by the Customer.
Section 7 – Liability
7.1. GOODWEEK
GOODWEEK undertakes to exercise all reasonable care in the performance of its obligations under the Agreement, in compliance with the laws and regulations relating to its activities.
GOODWEEK shall make its reasonable best efforts to make the Solution available to the Customer and its End-Users, and to perform the Services. GOODWEEK shall not be held liable for any delays, failures, or non-performance that it can demonstrate are attributable exclusively to the Customer, an End User, the supplier of an AI Models, or a Force Majeure event as defined below in Section 13 ("Force Majeure").
In any event, GOODWEEK shall only be liable in the event of direct and material damage resulting from proven fault. GOODWEEK's total liability is limited to the amount paid by the Customer in license fees during the 12 (twelve) months preceding the occurrence of the damage.
GOODWEEK shall not be responsible for verifying the documents required by law or regulations to allow tradespeople to work on the Customers' sites.
IN NO EVENT SHALL GOODWEEK BE LIABLE TO THE CUSTOMER, AN END USER, OR ANY THIRD PARTY FOR ANY LOSS OF PROFIT, INABILITY OR DIFFICULTY IN USING THE SOLUTION, LOSS OF REVENUE, LOSS OF MARGIN, SERVICE INTERRUPTION OR FOR ANY INDIRECT, INCIDENTAL, PUNITIVE DAMAGES OF ANY KIND, RESULTING FROM OR RELATED TO THE AGREEMENT, EVEN IF GOODWEEK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NO MULTIPLE CLAIMS MAY EXTEND THIS LIMITATION.
7.2. Customer
The Customer is solely responsible for its use of the Solution, in all its functionalities, including the customization of the Solution. The Customer undertakes to use the Solution for lawful purposes, in accordance with applicable regulations. The Customer shall hold GOODWEEK harmless from any negative consequences resulting from the use of the Solution by the Customer and/or the End Users.
Section 8 – Protection of Personal Data
The use of the Solution involves the collection and processing of Personal Data within the meaning of the European Parliament and of the Council of April 27, 2016 ("GDPR").
The manner in which Personal Data is collected and processed through the Solution is described in the Data Processing Agreement (DPA) in Appendix 1.
Section 9 – Financial Terms – Subscription
In consideration of the License and the provision of the associated Services, the Customer shall pay GOODWEEK the fees set out in the Subscription Form. The amounts specified in the Subscription Form are exclusive of tax and shall be increased by VAT – if any - at the rate in force at the time of invoicing. GOODWEEK invoices are payable upon receipt.
The subscription is taken out in consideration of a minimum number of End Users. The Customer does not have the right to reduce the number of End Users during the current contract period.
The number of End Users may only be reduced for the following contract period, provided that a request has been made to GOODWEEK at least 30 (thirty) days before the end of the current period.
Section 10 – Term
The Terms shall take effect on the Effective Date and for the Contract Period (as selected in the Subscription Form).
Each Party may, as of right, terminate the Terms by giving at least 30 (thirty) days' notice before the end of the current Contract Period, by registered letter with acknowledgment of receipt sent to the other Party.
On expiration of the Agreement period, this Agreement shall automatically renew and continue for either (i) one-month additional periods if the Customer has selected a monthly Contract Period in the Subscription Form, or (ii) additional periods of one year if the Customer has selected a yearly or a bi-yearly Contract Period in the Subscription Form, unless either party gives notice in writing, including by email, to the other to terminate, delivered at least sixty (60) days prior to the end of the current Contract Period,(together the "Renewal Periods"), and for so long as Customer maintains an active subscription to the Services as stated in the Subscription Form or until this Agreement is otherwise terminated in accordance with the terms herein.
Section 11 – Early Termination
The Agreement shall be terminated automatically in the event of non-performance of any of its clauses by either Party (including the non-payment of GOODWEEK's invoices), at the end of a period of 30 (thirty) calendar days after formal notice by registered letter with acknowledgment of receipt to perform, which has remained without effect and containing the other Party's intention to avail itself of the benefit of this clause.
Without prejudice of any mandatory law, this Agreement may be terminated immediately, in whole or in part, without any notice or demand, if either party falls under any of the following:
If it becomes or may become insolvent, or if any of its notes or checks are or may become dishonored;
If a third party files a petition for seizure, provisional seizure, provisional disposition, or auction, or receives a disposition for delinquent payment of taxes and public dues;
If it receives a petition for commencement of bankruptcy proceedings, civil rehabilitation proceedings, corporate reorganization proceedings, or special liquidation, or files such a petition on its own behalf; or
In the event of any other circumstances similar to those described in the preceding items.
Section 12 – Consequences of the termination of the Agreement
In any case of expiration or termination of this Agreement for any reason whatsoever:
the License granted to the Customer under this Agreement shall immediately terminate,
all use of the Services by the Customer and the End Users shall immediately cease,
the Solution shall be rendered inaccessible except for the purpose for the Customer of downloading its Data during a period of 30 (thirty) days.
The Customer is in charge of the back-up of all Data. GOODWEEK shall have no reversibility obligation whatsoever.
Under no circumstances shall the termination of the Agreement, for any reason whatsoever, give rise to compensation for either Party.
Section 13 – Force Majeure
Neither Party shall be held liable for any delay or failure to fulfill its contractual obligations arising from one or more events constituting force majeure ("Force Majeure").
In the event of an impossibility of performance due to a Force Majeure event, the Party concerned shall immediately notify the other Party of the incident constituting the Force Majeure event and shall do its utmost to find a solution or attempt to limit its consequences with a view to resuming its contractual obligations as soon as possible.
In the event of a Force Majeure event, the obligations of the Parties shall be suspended without either Party being liable to the other. By express agreement, the Parties acknowledge that the occurrence and persistence of a Force Majeure event does not entitle either Party to terminate the Terms, unless the suspension of the Parties' obligations lasts for more than two (2) consecutive months. The provisions of Section 12 ("Consequences of the termination of the Agreement") shall apply mutatis mutandis to termination due to Force Majeure.
Section 14 – Confidentiality
During the performance of the Agreement, the Parties will have access to certain information that may include information, data, or materials relating to products and services, techniques, development projects, prices, financial information, marketing plans, and other trade secrets or proprietary information of a Party (the "Confidential Information"). The Party disclosing such information under the Terms shall be referred to as the "Disclosing Party" and the Party receiving such information shall be referred to as the "Receiving Party."
The Receiving Party agrees, for the duration of the Agreement and for 5 (five) years after its expiration, with respect to such Confidential Information: i) to use such Confidential Information only for the purpose of performing its obligations under the Terms; ii) to use the same methods and exercise the same care to prevent the disclosure of said Confidential Information as it exercises to prevent the disclosure of its own personal and confidential information, and at a minimum, reasonable care in this regard; and iii) not to disclose the Confidential Information to any of its employees who do not need to know it for the purposes of performing the Agreement.
The confidentiality obligations shall not apply to information i) that enters the public domain through no fault of the Receiving Party; ii) was known to the Receiving Party prior to its disclosure by the Disclosing Party; iii) is disclosed to the Receiving Party by a third party (other than employees or representatives of either party) who, in making such information available to the Receiving Party, is not breaching any confidentiality obligation to the Disclosing Party; or iv) which is independently developed by the Receiving Party without reference to the Confidential Information of the Disclosing Party.
In the event that the Receiving Party is subpoenaed, requested to provide information or documents, or subject to similar legal proceedings (the "Request"), the Receiving Party shall promptly notify the Disclosing Party of the Request so that the Disclosing Party may obtain a protective order or take other measures to limit or protect such Confidential Information and/or documents from disclosure.
Section 15 – Miscellaneous Provisions
15.1. Any notification under the Agreement shall be made by one Party to the other, at the address indicated in the Subscription Form, in writing, including by email.
15.2. Any amendment to this Agreement may only be made in the form of a written addendum signed by both Parties, including electronically / online.
15.3. The fact that either Party does not exercise any of its rights under the Terms shall not constitute a waiver of its right to exercise such rights, as such a waiver can only be made by an express declaration by the Party concerned.
15.4. If any provision of the Agreement is declared null and void, unenforceable, or unwritten as a result of a final court decision, the remaining provisions of the Terms shall remain in force and the Parties shall undertake to limit the scope of such nullity or unenforceability as much as possible in order to preserve the intent and economic effects of the Terms.
Section 16 – Applicable Law and Jurisdiction
This Agreement is subject to French law.
In the event of a dispute between the Parties concerning the interpretation or performance of the Terms and its consequences, the Parties shall endeavor to resolve it amicably between themselves.
In the event that the Parties are unable to reach an amicable agreement, and without of any mandatory law, the dispute between them shall be brought exclusively before the PARIS ECONOMIC ACTIVITIES COURT ("Tribunal des Activités économiques de Paris"), including in the event of multiple defendants or the introduction of third parties or emergency proceedings (summary proceedings, short notice, petition).
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