Terms and conditions of sale and use

 

PRELIMINARY ARTICLE: Definitions

“SPAC Alliance”: SMART PHYSICAL ACCESS CONTROL, with its headquarters located at Campus Cyber Région Sud, 4 Boulevard Jacques Saadé, Quai d’Arenc – 13002 MARSEILLE – France
“CGVU”: these General Terms and Conditions of Sale and Use of the Website
“Platform” or “Website”: website accessible at the URL: https://spac-alliance.org/
“Service(s)”: services accessible and described on the Platform that can be ordered by the User
“User”: any professional legal or natural person who uses the services of the Website after opening an online account.

ARTICLE 1 – Scope

The Terms (CGVU) apply, without restriction or reservation, to any order of SPAC ALLIANCE Services offered by SPAC Alliance to Users or on the Website.
The User is required to read them before placing any order. The choice and order of a Service are solely the responsibility of the User.
These CGVU apply to the exclusion of all other conditions, especially those applicable for other marketing channels of the Services.
These CGVU are accessible at any time on the website and will prevail, if necessary, over any other version or conflicting document.
Unless proven otherwise, the data recorded in SPAC ALLIANCE’s computer system shall constitute proof of all transactions concluded with the User.
In accordance with the French Data Protection Act of January 6, 1978, the User has the right to access, rectify, and object to the processing of their personal data by writing, by mail, and proving their identity, to:

SPAC Alliance
Campus Cyber Région Sud
4 Boulevard Jacques Saadé, Quai d’Arenc
13002 Marseille – France

or by email at contact@spac-alliance.org

The User declares that they have read and accepted the CGVU by ticking the box provided for this purpose before starting the online order procedure. Unless proven otherwise, the data recorded by SPAC Alliance shall constitute proof of all transactions made between SPAC Alliance and the User via the Website.
The validation of the Service order by the User implies the unconditional acceptance of these CGVU. The User acknowledges that they have the required capacity to contract and acquire the Services offered on the Website.
These CGVU may be subject to subsequent changes, and the version applicable to the User’s purchase is the one in effect on the website at the time of subscribing to a Service.
Customs duties or other local taxes or import duties or state taxes may be required. They are the responsibility of and solely fall under the User’s responsibility.

ARTICLE 2 – Orders

The User selects on the Website the Services they wish to order, according to the procedures defined below. The contractual information is presented in French and will be confirmed no later than at the time of the User’s order validation.
For orders placed exclusively on the internet, an order is registered on SPAC ALLIANCE’s website when the User accepts these CGVU by ticking the box provided for this purpose and validates their order. The User has the opportunity to check the details of their order, its total price, and correct any errors before confirming their acceptance. This validation implies the acceptance of the entirety of these CGVU and constitutes proof of the sales contract.
It is the User’s responsibility to verify the accuracy of the order and immediately report any errors.
The sale of Services will only be considered final after SPAC ALLIANCE sends the User a confirmation of order acceptance by email and after full payment has been received.
SPAC ALLIANCE reserves the right to cancel or refuse any order from a User with whom there is a dispute related to a previous payment.

ARTICLE 3 – Pricing

The Services offered by SPAC ALLIANCE are provided at the prices in effect on the Website when the User subscribes to a Service. Prices are expressed in Euros, net (VAT not applicable).
These prices are fixed and non-revisable during their validity period, as indicated on the Website. SPAC ALLIANCE reserves the right, outside of this validity period, to modify the prices at any time.
An invoice is issued by SPAC ALLIANCE and provided to the User when the ordered Services are supplied.

ARTICLE 4 – Payment Terms

The price is payable in full at the time of the order by the User, according to the modalities specified in the “Orders” article above, via a secure payment method by credit cards: Visa, MasterCard, Apple Pay, Google Pay. In the case of payment by bank transfer, the services will only be accessible once the funds have been transferred to our account.
Payment data is managed by your bank and the Paypal interface. The platform is protected by an https certificate.
SPAC ALLIANCE will not be required to provide the ordered Services if the price has not been fully paid in advance according to the conditions specified above.
Payments made by the User will only be considered final once the amounts owed by SPAC ALLIANCE have been effectively received.
In the event of late payment and the failure to pay the amounts owed by the User beyond the due date specified on the invoice sent to them, late penalties calculated at a monthly rate of 10% of the total price including taxes of the Services provided will automatically and by right be due to SPAC ALLIANCE, without any formalities or prior notice.
Late payment will make the entire amount due by the User immediately payable, without prejudice to any other action that SPAC ALLIANCE may take against the User in this regard.
Furthermore, SPAC ALLIANCE reserves the right, in the event of non-compliance with the above payment conditions, to suspend or cancel the provision of the Services ordered by the User and/or suspend the performance of its obligations.
No additional fees, exceeding the costs incurred by SPAC ALLIANCE for the use of a payment method, can be charged to the User.

ARTICLE 5 – Provision of Products and Services

5.1 – Subscription to SPAC Alliance Club

The SPAC Alliance club is a subscription valid for 365 days from the date of payment validation. Open to all natural and legal persons, it provides access to:
– all “Club” content on the website (articles and pages reserved for members, access to embargoed content)
– the entire “Club” catalog in the store
– all guides, white papers, and webinars reserved for the “Club”
In accordance with Article L 121-21 of the French Consumer Code, you have 14 days from the validation of the order to exercise your right of withdrawal via our contact form.

5.2 – Virtual Product SSCP Technical Specifications

The SSCP technical specifications are a unique PDF document downloadable after payment is received (credit card only). By nature, this product is not subject to the right of withdrawal or reimbursement. This product has its own terms and conditions of use.

5.3 – Subscription Pack to the CLUB

SPAC Alliance members with an account have the option to purchase “Club” subscriptions in batches. This grants access to the corresponding number of one-time use codes that allow for a subscription to the “Club” when used in the store.
In accordance with Article L 121-21 of the French Consumer Code, you have 14 days from the validation of the order to exercise your right of withdrawal via our contact form.
Using one or more codes from the purchased batch automatically ends the 14-day withdrawal period.

5.4 – Commercial Connection via the Store

Several pages of our store provide a direct connection with service providers who are legally independent of SPAC Alliance. This connection is made via a form directed at the service provider who will be solely responsible for the commercial follow-up.

ARTICLE 6 – SPAC ALLIANCE Responsibility – Warranty

SPAC ALLIANCE guarantees, in accordance with legal provisions and at no additional cost, the User against any non-conformity resulting from a failure to deliver the Services as ordered in the conditions and according to the procedures defined in the annex to these CGVU.
To assert their rights, the User must inform SPAC ALLIANCE, in writing, of any non-conformity within a maximum of 8 days from the provision of the Services.
SPAC ALLIANCE will reimburse or correct (to the extent possible) the defective Services as soon as possible and no later than 30 days following SPAC ALLIANCE’s acknowledgment of the defect or fault. The reimbursement will be made by crediting the User’s bank account or by sending a bank check to the User.
SPAC ALLIANCE’s warranty is limited to the reimbursement of the Services actually paid for by the User, and SPAC ALLIANCE cannot be held liable for any delay or failure due to a force majeure event generally recognized under French law.
The Services provided through the Website comply with the regulations in force in France. SPAC ALLIANCE’s liability cannot be engaged in case of non-compliance with the legislation of the country where the Services are provided, which it is the User’s sole responsibility to verify.
SPAC ALLIANCE commits to making its best efforts to allow and secure access, consultation, and use of the Services. For technical reasons, including maintenance or network failure, a temporary interruption of services is possible.
SPAC ALLIANCE cannot be held liable for:
– Temporary interruptions necessary for the development, maintenance, or more generally in case of updates of the Services,
– Technical issues, operational difficulties, or temporary interruptions of the Services, beyond its control, particularly in case of failure or interruption of electricity, telecommunications services, internet access, including data transmission networks and data breaches,
– The risks of data exposure and equipment damage due to the use of the internet (possible viruses, hacking, etc.), with the User committing to take all necessary measures to protect their own data and software from potential viruses, and SPAC ALLIANCE not being responsible for any damage arising from such events, such as data loss or computer equipment damage.
The User acknowledges that they are solely responsible for the use they make of the Services, and SPAC ALLIANCE cannot be held liable for any claims and/or procedures brought against the User.

ARTICLE 7 – Intellectual Property

The content of the Website is the property of SPAC SAS and its partners and is protected by French and international intellectual property laws.
Any total or partial reproduction of this content is strictly prohibited and may constitute an infringement offense.
Furthermore, SPAC ALLIANCE retains all intellectual property rights over the photographs, presentations, studies, drawings, models, prototypes, etc., created in the context of providing Services to the User. The User therefore agrees not to reproduce or exploit these studies, drawings, models, and prototypes, etc., without the express prior written authorization of SPAC ALLIANCE, which may condition it upon financial compensation.

ARTICLE 8 – Data Protection and Privacy – GDPR

The User is informed that SPAC ALLIANCE collects and processes personal data concerning the User in connection with the purchase and use of the Services.
These processing operations are carried out in accordance with the legal and regulatory provisions regarding the processing of personal data, in particular, Law No. 78-17 of January 6, 1978, related to computing, files, and freedoms, amended by Law No. 2018-493 of June 20, 2018, the EU Regulation 2016/679 of April 27, 2016, of the European Parliament and Council regarding the protection of natural persons regarding the processing of personal data and the free movement of such data (referred to as “GDPR”), and any other applicable legislative or regulatory provisions.
The methods for collecting and processing personal data, as well as the rights Users have over their data, can be reviewed in the SPAC ALLIANCE Privacy Policy, which the User must consult and accept, particularly when placing an order.
Specific mentions are also made on each data collection form to ensure the User is fully informed before any processing of their data.
The User is also invited to review the section related to cookies and to configure their preferences on the dedicated platform.

ARTICLE 9 – Unforeseeability

These CGVU expressly exclude the legal regime of unforeseeability as provided in Article 1195 of the French Civil Code for all SPAC ALLIANCE Services operations to the User. Both SPAC ALLIANCE and the User therefore waive any reliance on the provisions of Article 1195 of the Civil Code and the unforeseeability regime, each undertaking to fulfill their obligations even if the contractual balance is disrupted by circumstances that were unforeseeable at the time of the contract’s conclusion, even if their execution proves excessively costly and to bear all the economic and financial consequences.
However, if the change of unforeseeable circumstances at the time of the contract’s conclusion is definitive or lasts for more than 3 months, these CGVU will be terminated as defined in the “Termination due to Unforeseeability” section.

ARTICLE 10 – Force Majeure

The Parties shall not be held responsible if the non-performance or delay in the performance of any of their obligations, as described in these terms, results from a case of force majeure as defined in Article 1218 of the French Civil Code.
The party observing the event must promptly inform the other party of its inability to perform the Service and justify the situation. The suspension of obligations shall in no case be a cause of liability for non-performance of the relevant obligation, nor shall it lead to the payment of damages or late penalties.
The execution of the obligation is suspended for the duration of the force majeure if it is temporary. Therefore, as soon as the cause of the suspension of their mutual obligations disappears, the parties shall make every effort to resume the normal execution of their contractual obligations as quickly as possible. For this purpose, the hindered party will notify the other party of the resumption of their obligation by registered letter with acknowledgment of receipt or any extrajudicial act.

ARTICLE 11 – Termination of the Contract

11-1 – Termination for Failure of One Party to Fulfill its Obligations
In the event of non-compliance by either party with the obligations under this contract, it may be terminated or resolved at the discretion of the harmed party if the defaulting party has not complied within 30 days of sending a registered letter with acknowledgment of receipt, regarding the obligation in question.

11-2 – Common Provisions for Termination Cases
The Services exchanged between the Parties from the conclusion of the contract until its resolution, which can only be useful if fully executed, will be subject to full restitution.

ARTICLE 12 – Applicable Law – Language

These CGVU and the operations arising from them are governed by and subject to French law.
These CGVU are written in French. In the case of translation into one or more foreign languages, only the French text will prevail in the event of a dispute.

ARTICLE 13 – Disputes

Any disputes arising from the purchase and sale operations concluded under these CGVU, concerning their validity, interpretation, execution, termination, consequences, and follow-up, which could not be resolved between SPAC ALLIANCE and the User, will be submitted to the competent courts in the jurisdiction of the Court of Appeal of Aix en Provence.

ARTICLE 14 – Access Conditions to the Platform’s Services

Certain functionalities of the Services are available for free to any User with internet access, for which they bear the associated costs (hardware, software, etc.). The User is solely responsible for the operation of their computing equipment and their internet connection. Some features of the Services are paid.
To access the Services, the User must provide certain information about themselves. The User agrees that this information is accurate, correct, and up to date.
Access to the Services requires the use of a username and password. The password is confidential and must be kept secret. The User agrees to keep their password confidential and not disclose it in any form. The User must take all necessary steps to protect their own data from any intrusion.
The User agrees to access the service only through the provided interface and not use or attempt to use automated means (scripts and crawlers).
The User agrees to receive administrative emails regarding the management of their order and profile information and news.
The Website installs cookies on the User’s internet browser to ensure its proper functioning and use. Some of these cookies are used for audience measurement and platform improvement. We do not currently use remarketing cookies. We do not track the User outside of the Platform.

SPAC Alliance’s Rights

SPAC Alliance may modify the provisions of this contract at any time and will inform the User. Using the Service after these changes implies the User’s consent.
SPAC Alliance may modify and improve the Services at its sole discretion.
SPAC Alliance reserves the right to refuse and/or remove access to the Service unilaterally and without prior notice to any User who does not comply with the CGVU.
SPAC Alliance reserves the right to temporarily interrupt, suspend, or modify access to all or part of the Service without notice, in order to perform maintenance or for any other reason, without this interruption giving rise to any obligation or compensation.

SPAC Alliance’s Liability

SPAC Alliance makes every reasonable effort to ensure quality access to the Service but is not obligated to guarantee it.
SPAC Alliance cannot be held responsible for any network or server malfunctions or any other event beyond reasonable control that would prevent or degrade access to the Services.
SPAC Alliance is not responsible for the content accessed by the User via the functionalities of its Service.
The Website provides links to third-party websites and no control is exercised over these external resources. The User acknowledges that SPAC Alliance cannot assume any responsibility arising from the provision of these resources and their content.
SPAC Alliance is not responsible for the content published by the User(s) through its Services. SPAC Alliance cannot guarantee the accuracy of information accessed via the Service, and it should not be construed as advice or recommendations.
SPAC Alliance will not be held responsible for damages, whether direct or indirect, resulting from the unavailability of the Services or their use, whether the use is legal or not.
SPAC Alliance is not responsible for the transmission of any information, including the User’s username and/or password, via the Service.
More generally, SPAC Alliance cannot be held responsible for any damage arising from third-party interference with its Services.
SPAC Alliance’s liability cannot be engaged in cases of force majeure or events beyond its control.

User’s Obligations

The User agrees to comply with the provisions of this agreement and to adhere to all applicable regulations in France.
The User’s use of the Service must not violate laws, regulations, usage charters, or ethics, whether national or international.
By their behavior and the information they distribute, the User agrees not to infringe upon third-party rights, including through the dissemination of material protected by intellectual property, literary, artistic, or industrial rights, or by the dissemination of information, images, or sounds that may be classified as press offenses such as defamation, insult, or invasion of privacy, public order violations, or attacks on morals.
The User understands that data circulating on the Internet can be regulated in terms of usage or protected by property rights.
The User acknowledges they are solely responsible for the data they consult, store, and publish through the provided Service. The User guarantees SPAC Alliance against any third-party claims against SPAC Alliance. This guarantee includes legal fees and the fees of lawyers, bailiffs, and experts mobilized to defend SPAC Alliance.
The User agrees to indemnify SPAC Alliance for any harmful consequences, directly or indirectly related to their use of the Service.
The User acknowledges knowing the risks associated with the internet network and the limitations in securing data. In this regard, they particularly acknowledge the impossibility of fully guaranteeing the security of data exchanges.

ARTICLE 15 – Termination of Access to the Services

SPAC Alliance reserves the right to suspend or terminate the User’s access to the Services at any time, without prior notice, in case of non-compliance with the present CGVU. This includes, but is not limited to, situations where the User violates the terms of use, engages in fraudulent behavior, or attempts unauthorized access to the Platform.

ARTICLE 16 – Modification of the Terms and Conditions

SPAC Alliance reserves the right to modify these CGVU at any time, in whole or in part. The User will be informed of any modifications, and these modifications will be binding from the moment they are published on the Website. It is the User’s responsibility to regularly consult the CGVU to stay informed of any changes.

ARTICLE 17 – Miscellaneous Provisions

If one or more provisions of these CGVU are deemed to be invalid, illegal, or unenforceable under any law or regulation, such invalidity or unenforceability will not affect the validity of the remaining provisions, which will remain in full force and effect.
The failure of SPAC Alliance to enforce any provision of these CGVU shall not be deemed a waiver of its right to do so at any time in the future.

ARTICLE 18 – Contact Information

For any questions, complaints, or inquiries regarding these CGVU, the User can contact SPAC Alliance via the contact details provided on the Website or by sending an email to contact@spac-alliance.org

ARTICLE 19 – Governing Language

These CGVU are written in French. In the event of a translation into one or more foreign languages, the French version shall prevail in case of any dispute.