- The following capitalized terms are defined as follows:
- Subscription: means the specific conditions of access for the Customer to the Services as set out in the Quotation.
- Customer Account: refers to the personal space opened by DILYNX for the Customer and enabling it to access and manage the Services to which it has subscribed.
- Contract: means this document and its Annexes as listed in Article 3.
- Quotation: means the commercial proposal from DILYNX drawn up according to the Customer's needs and expectations, determined on the basis of the documents and information provided.
- Customer Data: means all Customer information and data, including any Personal Data, captured, entered or uploaded, automatically or by the User on the Website.
- Personal Data:means data which, in the sense of the Legislation relating to the protection of Personal Data, allows a natural person to be designated or identified, directly or indirectly.
- Customer Information: means any information or data provided by the Customer to manage their subscription to the Services.
- Legislation relating to the protection of Personal Data: refers to all laws and regulations relating to the protection of Personal Data, applicable to one or other of the Parties in the context of this Contract and in particular Regulation (EU) 2016/679 of 27 April 2016, known as the General Data Protection Regulation (hereinafter " GDPR "), as well as national legislation adopted in application of the GDPR, including Law No. 78-17 of 6 January 1978 relating to information technology, files and freedoms in its current version (hereinafter " Information Technology and Freedoms Law ").
- Services: refers to all services offered by DILYNX on the Website as more fully described in Article 4.
- User: means any person licensed and authorised by the Client to use the Services.
Articles & Definitions
Stafiz is an IT solution, made available in SaaS mode, which enables the daily management, control and monitoring of all the company's operational information and services using modules that include essential and non-essential functionalities.
The key features are as follows:
- Resource planning management (resource planning)
- Time tracking management
- Project management
- Subcontracting management
- Expense management
- Absence management
- Billing management
All the features offered by DILYNX are referred to as the " Services ".
DILYNX regularly adapts and updates its Services so that they correspond to the needs of the market, the expectations and feedback of its customers and to comply with the state of the art and technological developments.
The Customer is informed and accepts that when the Services offered by DILYNX evolve, this evolution benefits all Customers, depending on the functionalities subscribed to, and that a new version will apply to all Customers without the Customer being able to benefit from maintaining the previous version.
The Customer acknowledges and accepts that essential functionality, including the operation of modules, the user journey, the interface or "look and feel" of functionality and sub-features, may be subject to adaptation, modification or adjustment.
DILYNX shall inform the Customer, by any means, of these major changes at least two (2) months before they come into force.
The Customer acknowledges and agrees that non-essential features may be adapted, modified, adjusted or removed at any time to ensure the proper functioning of the Services.
The Services are accessible via the website: www.stafiz.net (hereafter the " Website "). Commercial information is published on the website: www.stafiz.com (hereinafter the " Showcase Site "). The Website and the Showcase Site are together referred to as the " Sites ".
In order to access the Services, Users must have access to the Internet and a web browser.
- 3.1. Quote
In order to subscribe to the Services, the Customer shall provide DILYNX with the relevant information and documents to enable it to identify their needs and expectations.
On the basis of this information and documentation, DILYNX will draw up a quotation indicating the characteristics of these specific Services, their price and the terms of payment.
Unless otherwise stated, this Quotation is valid for one month from its issue date. If it is not validated by the Client within this period, it will lapse.
In the event of a modification of a Quotation, only the final version validated and sent by DILYNX shall be applicable between the Parties.
- 3.2. Deployment of Services
Prior to the operation of the Services by the Customer, a deployment phase of the Services may be necessary to allow DILYNX to adapt Stafiz to the Customer's needs and activity. During this phase, DILYNX performs the settings and installations necessary for the proper functioning of the Services, including the customisation of the interface requested by the Customer.
This phase also includes support for the Customer in using Stafiz, including training where necessary.
The information relating to the provisional timetable, the specific conditions and the price of the Deployment of the Services are mentioned in the Quotation. The price of the Deployment of the Services is determined according to the diligence to be carried out with regard to the Customer's needs.
- 3.3 Administrator account
The Administrator Account allows the use of the Services and the management of the Subscription. The Administrator can :
- Carry out all the customisations and settings allowed by Stafiz,
- Add or change the level of subscribed licences (for an additional fee),
- Invite Users by indicating the surname, first name and e-mail address of the person to whom he/she wishes to grant a user licence,
- Define the access rights of Users according to the level of licence granted,
- Revoke the access rights of Users.
The Administrator may appoint Users as Administrators, who will also have the rights listed above as well as extensive powers to manage and monitor the actions of other Users.
- 3.4. User account
The User is invited to use the Services by an Administrator. To this end, the User receives an e-mail containing a link allowing him to activate his Account.
The User may personalise his or her profile within the limits of the settings that can be configured.
The User has access to the Services within the limits of the access rights granted to him by an Administrator and according to the level of licence he holds.
Multiple Users may have access to the Services and update Customer data that will be shared with other Users.
- 4.1. Prices
The prices of the Services are indicated in the Quotation, which mentions the price applicable to the period of deployment of the services on the one hand, as well as to the period of Subscription during which the customer can benefit from the services. Prices are expressed in euros and are exclusive of tax.
Any subscription period started is due in full.
- 4.2 Price review
The price of a Subscription, beyond its initial period, may be revised by DILYNX at any time, at its own discretion. The Customer shall be informed of such changes by DILYNX by any useful written means (and in particular by email) at least one (1) month before the start date of the notice period indicated in Article 10 relating to the duration.
In any event, the price of a Subscription may not vary by more than five (5) percent from one year to the next, except in the event of a change in the scope of the Services.
Once it has come into force, the new price applies when the Subscription is renewed. A Customer who does not accept the new price must terminate his Subscription in accordance with the terms and conditions set out in the "Duration" article. Otherwise, he will be deemed to have accepted the new price.
- 4.3. Invoicing and payment terms
The invoicing terms are mentioned in the Quotation. Invoices are communicated to the Client by any means, including by email or by means of a tool integrated into the Services.
Invoices shall be paid within a maximum of thirty (30) days of their issue.
Payments for the subscription can be made by credit card or direct debit. Payments for the deployment of the Services are made by bank transfer.
- 4.4 Incidents and delays in payment
The Customer is hereby informed and expressly accepts that any delay in payment of all or part of an amount due on the due date shall automatically, without prior notice, result in the invoicing of late payment interest to DILYNX at a rate of three (3) times the legal interest rate, based on the amount of the entire amount due by the Customer.
In addition, the Customer shall be liable to pay a fixed compensation of forty (40) euros for collection costs.
- 4.5. Supplementary Benefits
During the term of the Contract, the Customer may add one or more licences and/or modify the level of one or more licences (hereinafter the " Additional Services ").
The price of the Additional Services is calculated on a pro rata basis for the days remaining until the anniversary date of the contract and on the basis of the annual prices agreed by the Parties.
The Additional Services are invoiced on the date of subscription to these Services and are payable under the same conditions as indicated in point 7.3.
All elements included in the Services and present on the Websites (texts, images, visuals, photographs, videos, logos, drawings, trademarks, databases, domain names, etc.) are protected by intellectual property law and may not be reproduced or used without the prior consent of DILYNX, which is the owner or exclusive beneficiary.
Nothing in the Contract shall be construed as an assignment of intellectual property rights.
The Client and Users undertake not to :
- attempt to access or copy the source codes of the Sites;
- use the Website for any purpose other than using the Services;
- create copies of the Sites ;
- reproduce, correct, extract, modify, translate into any language or languages, reuse, arrange, adapt, decompile (except and only to the extent expressly permitted by applicable law), nor incorporate the Sites or the Services into other software or create derivative works based on the Sites in any medium;
- resell, lease, or commercially exploit the Sites or Services, or assign/license the Sites or Services to any third party;
- conduct penetration tests or attempt to obtain a denial of service on the Sites or Services.
DILYNX grants the Customer and Users a non-exclusive and non-transferable licence to use the Website and Services, for the entire world and for the duration of the Contract, subject to compliance with the present sales conditions.
This right of use also includes the right to benefit from updates, corrections and upgrades as well as all support, maintenance, hosting and backup services included in the Services.
It is understood between the Parties that each retains its intellectual property rights and the performance of the Contract shall not result in one Party being granted a right of use or an assignment of an intellectual property right of the other Party for its benefit.
DILYNX provides the Customer with a tool whose purpose is to facilitate the management and steering of its activity. In this context, it cannot provide any guarantee as to the results of its use, such a result being largely linked to the relevance of the use made of it by the Customer and the Users.
DILYNX shall not be held liable for the consequences resulting from the modification, discontinuance or deletion of one or more Services or any functionality offered on the Website, for any reason whatsoever, including due to technical constraints.
Except in cases where it is the direct cause, DILYNX shall not be held liable for damage resulting from viruses of any kind, bug(s), or any program or application that is incompatible with the infrastructure used by the Customer, nor for damage suffered by the Customer due to a breakdown, interruption, maintenance, technical problem, cut in the telephone network or telecommunications networks, overload, lack of continuity of the telecommunications networks and in particular the Internet, omission, negligence or fault of a third party or of the Customer or an incompatibility of the configuration of the Customer's computer.
Under no circumstances can DILYNX be held responsible:
- The destruction or deterioration of materials, files or programs belonging to the Client,
- Indirect damage suffered by the Client which may arise from or in connection with the performance of this Contract and its consequences, in particular commercial damage, loss of earnings or profits, loss of clientele, damage to the brand image, the consequences of complaints or claims by third parties against the Client, without this list being exhaustive.
In any event, in any other case where DILYNX's liability is recognised, the compensation that may be claimed from it shall be expressly limited and shall in no case exceed the amount of the price (excluding tax) received by DILYNX under this Agreement, for the annual period in progress at the time of the occurrence of the damage.
Notwithstanding the foregoing, the above limitation shall not apply in the event of gross negligence or wilful misconduct on the part of DILYNX.
DILYNX declares that it is insured for its civil liability with a reputable company for all material and immaterial damage resulting from the execution of the Contract.
Stafiz may contain links, interlinking tools and APIs that link to websites or software operated by third parties. DILYNX has no control over the tools operated by third parties or their information gathering practices. The practices of third party sites and the harmful consequences that may result are not covered hereby.
DILYNX shall not be liable for any non-performance or delay in the performance of the Services caused by events beyond its control ("Force Majeure"). An Event of Force Majeure includes, but is not limited to, any act, event, failure to perform, omission or accident beyond the control of DILYNX:
- strikes, closures or other industrial action.
- Civil unrest, state of emergency, riot, invasion, terrorist attack or threat of terrorist attack, war (declared or undeclared), or threat or preparation for war.
- Fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster.
- Inability to use rail, ship, air, road or other private or public transport.
- Inability, for whatever reason, to use public and private telecommunications networks.
- Acts, decrees, legislation, regulations or restrictions of any government.
- Strike, failure or accident of maritime, postal or other transport.
The present Terms and Conditions of Sale come into force from the date of payment for the Services.
From this date, DILYNX shall begin the first period of deployment of the Services according to the duration required by the Customer's needs. Once the deployment of the Services has been completed, it shall continue with a Subscription period of a firm and fixed duration of twelve (12) months.
The Contract is renewed by tacit agreement for successive periods of one (1) year, unless terminated under the conditions defined below.
In the event of tacit renewal, the invoice is issued on the basis of the number of licences subscribed to on the anniversary date of the Contract, including any Additional Services.
Each of the Parties may terminate the Contract, subject to a minimum of thirty (30) days' notice before the anniversary date of the Contract, by sending an e-mail to the other Party at email@example.com, it being specified that in this case, the Contract will end on its anniversary date, with each of the Parties remaining bound by its contractual obligations to the other Party until that date.
In the event of a contractual breach by one Party of one of its contractual obligations, the other Party may send a registered letter with acknowledgement of receipt indicating precisely the breaches concerned and giving notice to the defaulting Party to remedy them.
In the event that this formal notice to remedy the breaches remains without effect within fifteen (15) days of its receipt, the Party that is the victim of the breaches may terminate the contract by notifying its co-contractor by registered letter with acknowledgement of receipt.
The Parties acknowledge that they are fully aware of the obligations of the Personal Data Legislation, which applies to them, according to the following qualifications:
- DILYNX is independently responsible for the processing of personal data relating to the administrative, commercial and technical management of the Sites, and in particular the management of use and browsing on the Sites, the management of registrations and Customer and User Accounts.
- The Customer is independently responsible for the processing of personal data relating to content created using the Services. Within the framework of this processing, DILYNX is a subcontractor of the Customer, insofar as DILYNX ensures, on behalf of the Customer and on its documented instructions, the provision of the tools and functionalities allowing access to the Services.
- 10.1. With regard to the processing of Customer Information
As the data controller, DILYNX processes Customer Information in order to ensure the subscription of the Subscription, the management of the Account and the billing of the Services to the Customer.
The legal basis for processing relating to the subscription, management of the Account and invoicing of the Services is the execution of the Contract between the Customer and DILYNX.
This data is managed internally by DILYNX and is transmitted to certain suppliers or technical partners such as DILYNX's accountant or the Sites' host.
This data is stored on servers located in the European Union, for the duration of the contract and then for 3 years on an active basis.
In accordance with the French Data Protection Act and the RGPD, Users may exercise their rights of access, opposition, rectification, deletion, limitation and portability by sending an email to the following address: firstname.lastname@example.org.
Users also have the right to define general and/or specific directives concerning the fate of their Personal Data after their death and to choose to whom DILYNX shall communicate this information.
- 10.2. With regard to the processing of Customer Data
For the collection, storage and processing of Customer Data, DILYNX acts on the instructions of the Customer as a processor in accordance with Article 28 of the GDPR.
The Customer provides all Customer Data to DILYNX for integration into the Website.
In this context, DILYNX is designated as a subcontractor and the Customer as the controller of the Customer Data.
The processor is authorised to process on behalf of the Controller the Personal Data necessary for the sole purpose of performing the Contract.
The nature of the operations carried out on the data is technical: the processor collects, manages and stores Customer Data within the Website according to the instructions of the data controller in order to provide the Services.
The purpose of the processing is the organisation and management of Customer Data within the Customer Account.
The Personal Data processed are the following: name, first name, photograph, function, date of entry and departure, and email of the persons concerned as well as all Customer Data.
The categories of persons concerned are the Users and all persons identified by the Customer in the Customer Data.
For the performance of the Services, the Controller shall make the necessary information available to the Contractor.
- Obligations of DILYNX as a subcontractor:
When acting as a subcontractor, DILYNX undertakes to :
- process Personal Data only for the purposes for which it is outsourced, unless otherwise instructed by the Customer.
- process Personal Data exclusively and in accordance with the documented instructions of the Customer as and when required for the performance of this Agreement, unless it is required to do so by any legal obligation.
- In this case, DILYNX shall inform the Customer of this legal obligation prior to processing, unless prohibited by law for important reasons of public interest. Instructions may also be given subsequently by the Customer during the entire processing of the Personal Data.
- If DILYNX considers that an instruction constitutes a violation of the GDPR or any other provision of EU or Member State law relating to data protection, it shall immediately inform the Customer.
- In addition, if DILYNX is required to transfer data to a third country or international organisation under EU law or the law of the Member State to which it is subject, it must inform the Customer of this legal obligation prior to processing, unless the law concerned prohibits such information on important grounds of public interest.
- guarantee the confidentiality of Personal Data processed under this Agreement. Thus, DILYNX only grants members of its staff access to the Personal Data being processed to the extent strictly necessary for the execution, management and monitoring of the contract.
- ensure that the persons authorised to process Personal Data under this Agreement :
- undertake to respect confidentiality or are subject to an appropriate legal obligation of confidentiality,
- receive the necessary training on the protection of Personal Data.
take into account the principles of data protection by design and data protection by defaultfor its tools, products, applications or services.
8. DILYNX shall have the general permission of the controller to engage sub-processors on the basis of an agreed list. The processor shall specifically inform the controller in writing of any plans to change this list by adding or replacing sub-processors at least 30 days in advance, thereby giving the Customer sufficient time to object to such changes before the relevant sub-processor(s) is (are) recruited.
DILYNX shall provide the data controller with the information necessary to enable it to exercise its right to object.
- Where DILYNX engages a sub-processor to carry out specific processing activities (on behalf of the Customer), it does so by means of a contract that imposes on the sub-processor, in substance, the same data protection obligations as those imposed on the sub-processor under these clauses.
- The subcontractor shall ensure that the subsequent subcontractor complies with the obligations to which it is itself subject under these clauses and Regulation (EU) 2016/679 and/or Regulation (EU) 2018/1725.
- At the Customer's request, DILYNX shall provide the Customer with a copy of this contract with the subcontractor and any subsequent amendments thereto. To the extent necessary to protect business secrets or other confidential information, including Personal Data, the subcontractor may redact the text of the contract before distributing a copy.
- DILYNX shall remain fully liable to the Customer for the performance of the obligations of the subcontractor in accordance with the contract concluded with the subcontractor. DILYNX shall inform the Customer of any breach of contractual obligations by the subcontractor.
- DILYNX agrees with the sub-processor a third party beneficiary clause according to which - in the event that DILYNX has materially disappeared, ceased to exist in law or become insolvent - the controller has the right to terminate the contract with the sub-processor and to instruct the sub-processor to delete or return the Personal Data.
DILYNX, at the time of collection of Customer Data, must provide the persons concerned by the processing operations with information relating to the data processing it carries out. The wording and format of the information must be agreed with the Customer prior to the collection of data.
Within the framework of this Contract, it is agreed that the Client, in its capacity as Data Controller, undertakes to inform its teams, including the Users, of the processing operations carried out by the Subcontractor.
- Obligations of the Client as data controller
The Client, in its capacity as data controller, undertakes to :
- provide the Contractor with the data necessary for the performance of the Service,
- document in writing any instructions regarding the processing of the data by the Contractor, it being understood that the Contractor may not create or modify the Customer Data without instructions from the Customer (except in the case of duplication),
- ensure, beforehand and throughout the processing, that the obligations provided for in the European Data Protection Regulation are complied with by the Processor.
- Rights of the persons concerned
Wherever possible, DILYNX shall assist the Customer in fulfilling its obligation to comply with requests to exercise the rights of data subjects: right of access, rectification, erasure and objection, right to restrict processing, right to data portability, right not to be subject to an automated individual decision (including profiling).
Where data subjects make requests to the Contractor to exercise their rights, the Contractor shall send such requests to the Client by e-mail upon receipt.
- Notification of personal data breaches
The Subcontractor shall notify the Controller of any Personal Data breach within a maximum of 48 hours of becoming aware of it and by the following means: by email with acknowledgement of receipt This notification shall be accompanied by any useful documentation in order to enable the Controller, if necessary, to notify this breach to the competent supervisory authority.
- Security measures
The Contractor undertakes to implement appropriate technical and organisational measures, including physical, hardware and software measures, to preserve the security, integrity and confidentiality of the Customer Data, including the encryption of first and last names included in the Customer Data.
- Fate of data
Within 3 months of the expiry of the Contract with the Client, the Subcontractor undertakes to destroy all Client Data and to retain only the data necessary to fulfil its legal obligations.
In the case of Data relating to a User, the Subcontractor undertakes to destroy it one year after the closure of the corresponding Client Account.
- Data Protection Officer
The Processor shall provide the Controller with the name and contact details of its Data Protection Officer, if it has appointed one in accordance with Article 37 of the GDPR.
- Register of categories of processing activities
The Processor declares to keep a written record of all categories of processing activities carried out on behalf of the Controller.
- Questions or comments
If you have a comment or question about DILYNX's processing of your personal data, please email us at email@example.com
This Agreement is governed by French law and constitutes the entire agreement between the Parties concerning access to and use of the Websites and the Services.
Any dispute arising in connection with the application of this Agreement shall be subject to an attempt at amicable settlement.
The existence of a dispute must be notified by registered letter with acknowledgement of receipt.
This notification shall set out the reasons for the dispute and the solutions envisaged. The content of this notification and the ensuing exchanges are confidential and may not be disclosed under any circumstances.
If no amicable solution has been found within one month of notification, the Parties hereby confer jurisdiction on the Paris Commercial Court for any dispute concerning the validity, performance, interpretation or termination of the Contract, unless the law grants exclusive jurisdiction to another court.