General Terms and Conditions of Sale
Article 1 – Definitions
The terms used in these General Terms and Conditions of Use have the following meaning, whether used in the singular or plural:
- “GTU” refers to the General Terms of Use of the Services;
- “GTC” refers to these General Terms and Conditions of Sale;
- “Services” refers to all services offered by the Publisher through its Application;
- “Publisher” refers to the company S.A.R.L Bleuet, a French company with a share capital of 100 euros, Registered with the Colmar Trade and Companies Register under number 935 108 324;
- “Client” refers to nurseries subscribing to the Services, regardless of their status—public, private, non-profit, or commercial company;
- “Parent(s)” refers to the parents of the children, clients of the Client, who benefit from the Services via the Application;
- “User” refers to the Client, the Client’s employees, and/or the Parents, and more generally any individual who uses the Application;
- “Party” or “Parties” refers individually or collectively to the Publisher and the Client;
- “User Account” refers to the private space opened for any User on the Application, allowing them to use the Services;
- “Manager Account” refers to the private space opened for the Client on the Application, allowing them to use the Services and manage the User Accounts made available to its staff and to the Parents;
• “Professional” means any natural or legal person, public or private, acting for purposes within the scope of their commercial, industrial, artisanal, liberal, or agricultural activity.
Article 2 – Scope of Application
These GTC are intended to apply to the relationship between the Publisher and the Client.
The Client subscribes to the Services as a Professional.
The purpose of the GTC is to define the terms under which the Publisher provides the Client with the Services and the Application.
The GTC are systematically communicated to any Client upon request.
The GTC and the GTU govern all contractual relations between the Publisher and the Client. Any exception to these GTC is subject to the prior, express, and written agreement of the Publisher. In particular, the provisions included in the Client’s purchase conditions and/or on the Client’s order forms are not binding on the Publisher without its prior, express, and written agreement.
These GTC replace all previous documents that may have been communicated to the Client.
They may be modified at any time. In such a case, the new GTC shall apply to any order placed after they have been communicated to the Client.
Article 3 – Contractual Documents
The relationship between the Parties is governed by these GTC, the GTU, the Publisher’s quotes and invoices, and more generally any document issued by the Publisher.
In the event of a conflict between the contractual documents, the quote and the invoice shall prevail over these GTC.
Article 4 – Description of the Services
The Application is a communication tool made available to Clients and Users.
The Application allows the Client, its staff, and the Parents to optimize the monitoring of the children. The Client’s staff can enter information about the child’s day at the nursery. The Parents can inform the Client’s staff of information related to the child via the Application.
The Client’s calendar can be synchronized with the Application. This allows the Parent to modify their child’s care schedule directly through the Application.
The Publisher offers only a digital solution to assist with care management, communication, and information sharing. Users manage their exchanges independently and under their sole responsibility.
The Application allows any User to enter information and data, notably related to the child. Only the Client, its staff, and the Parents have access to the information entered in the Application through their Account. The Publisher does not have access to this data.
The Publisher enables the Client to choose the modules made available to its staff and Parents. The Client is free to adapt the content of the Application to its operation and can choose to add or remove modules via its Manager Account.
The modules offered are detailed in the quote.
Article 5 – Description of the Client’s Needs – Obligation to Collaborate
Prior to the preparation of the Quote, the Client must express their needs in writing by any means, notably regarding the number of user licenses.
The expression of needs constitutes the specifications governing the Publisher’s financial estimate.
In the event of any change to the Client’s request or needs after the Client’s acceptance of the Quote, the price and financial conditions may be modified.
Article 6 – Quote – Price
Prices are freely set by the Publisher.
The price is stated in euros, excluding taxes.
Unless otherwise specified in the quote, the quote is valid for one month from its issue date. After this period, prices and terms of execution may be modified.
Prices are determined based on the Publisher’s operating costs and the economic conditions at the time the quote is issued.
The price may vary according to these factors.
The Publisher has the right to change its prices at any time.
The Publisher informs the Client of any price changes and the effective date of the new price.
If the new price is not acceptable to the Client, the Client must notify the Publisher within two weeks of the price change notification. The Parties will seek an agreement on the price and its adjustment. Failing agreement, either Party may terminate the contract unilaterally.
Article 7 – Order
The Client returns the signed Quote to the Publisher or expresses acceptance of the quote by any written means (for example, but not limited to: replying “ok” to the email sending the quote shall be deemed validation and commitment by the Client).
Any request to modify the quote, whether by comments on it or by any other means, constitutes an obstacle to the formation of the contract. Such a request will result in the Publisher issuing a revised quote.
The Client is firmly and definitively bound by any acceptance of the quote, regardless of its form. The absence of the Client’s signature or company stamp on the quote does not affect the validity of the Client’s commitment.
The Publisher reserves the right to refuse any order from the Client without having to justify the refusal.
Any modification or cancellation of the Client’s order after acceptance of the quote is subject to the Publisher’s prior written agreement.
Even if the cancellation of the order is accepted, the Client remains liable to compensate the Publisher for all costs incurred and for lost profits.
Article 8 – Financial Terms
Payment takes place at the Publisher’s registered office.
8.1 – Payment Terms
Payment is made by direct debit.
The Publisher sends the Client an automatic debit authorization form. The Client completes it and provides their banking details to the Publisher.
The direct debit is carried out by the Publisher on the payment due date.
Payment is due monthly, the day after the subscription anniversary date, for the entire duration of the contract.
8.2 – Passing Subscription Costs to Parents
The Client is free to pass on the subscription cost to the Parents or not.
If this is the case, it does not concern the Publisher, who is a third party to the contract between the Client and the Parents.
8.3 – Late Payment – Non-Payment
The Client must keep their banking details up to date. They must especially update them and inform the Publisher if they change.
In the event of an issue with the bank direct debit, the Publisher notifies the Client of the non-payment and grants an additional five (5) days to settle the subscription. If payment is not made within this period, the Client’s Manager Account and the User Accounts of its staff and Parents will be suspended and may be deleted by the Publisher at its discretion after a ten (10) day period.
Failure to pay the amounts due on the due date shall automatically result in the immediate payment of the outstanding amounts and the charging of late payment interest calculated based on the interest rate applied by the European Central Bank to its most recent refinancing operation, increased by 10 percentage points.
The Client will also be liable for a fixed compensation fee of €40 for recovery costs.
Any late payment shall also automatically, without the need for formal notice, result in: the immediate payment of all the Publisher’s receivables, even those not yet due, as well as the Publisher’s right to suspend access to the Manager Account and the User Accounts of the staff and Parents until full payment is made.
In case of the Client’s failure to meet their payment obligation on time, the contract may be terminated at the Publisher’s discretion in accordance with the provisions of the Article “Duration – Termination.”
8.4 – Proofs of Payment and Invoices
Proofs of payment and invoices are sent to the Client by email.
Article 9 – Access to the Application
Once the contract is concluded, the Publisher opens the Client’s Manager Account and provides the Client with their manager access credentials.
The Client downloads the Application from a store and is then prompted to enter their access credentials. They review the Terms of Use and the privacy policy.
After reading and accepting them, the Client gains access to their Manager Account.
The Client is encouraged to change the provided access credentials upon their first login.
The Client must keep their usernames and passwords strictly confidential and is prohibited from sharing them with any third party.
The Client must ensure the protection of their usernames and passwords.
Any connection made using the credentials is presumed to be carried out by the Client.
The Publisher provides the Client with the number of user access codes agreed upon in the quote. Within the limit set by the quote, the Publisher provides user access codes for the creation of User Accounts upon the Client’s first request.
Article 10 – Duration – Termination
10.1 – Commitment Duration – Renewal
The Client subscribes for a duration of one year from the conclusion of the contract.
The subscription will be renewed automatically for successive one-year periods, unless either Party terminates the contract by written notice to the other at least one month before the contract anniversary date.
Failure to respect this notice period results in automatic renewal of the contract.
10.2 – Termination for Breach
In case of serious breach by the Client, notably for failure to pay within the prescribed deadlines, the Publisher may terminate the Client’s User Account by operation of law ten (10) days after a formal notice sent by email remains unsuccessful.
This termination will be without prejudice to any damages that the Publisher may claim from the Client for harm suffered as a result of such breaches.
The Client will be informed by email of the contract termination and the deletion of their Manager Account and User Accounts concerning their staff and/or Parents.
10.3 – Consequences of Contract Termination
The Client is informed that all information concerning them and data entered into the Application through their Manager Account will be deleted within 10 days following the termination, regardless of the reason.
User Accounts opened at the Client’s request will also be deleted, along with all information entered into the Application through these User Accounts, within the same timeframe.
The Client and Users are solely responsible for backing up data before this deadline expires.
Article 11 – Commitments of the Parties
The terms of use for the Application and Services are set forth in the Terms of Use (CGU).
The Client agrees to comply with the CGU.
11.1 – Commitments of the Publisher
The Publisher’s commitment concerns the provision of the Application and Services to which the Client has subscribed.
The Publisher commits to performing necessary updates to ensure the efficient use of the Application.
The Publisher agrees to respond to requests from the Client and Users who are unable to fully use the Application.
The Publisher ensures the proper functioning of the Application and that access to it is possible. The Publisher commits to doing everything possible to make the Application accessible and usable, and to correct any errors or difficulties encountered during its use.
However, the Publisher does not guarantee uninterrupted access free of errors to the Client.
Optimal use of the Application requires internet access. The Client acknowledges that access to the Application is via the Internet, that the efficiency of the Application depends on the internet connection available to the Client and Users, and that technical issues may affect the network, causing slowdowns or outages that disrupt or prevent access to the Application.
The Publisher may interrupt access to the Application without notice, notably for security reasons, in case of discovering a vulnerability and/or in exceptional circumstances, to perform emergency maintenance, in case of Client or User activity contrary to the CGU or abusive use of an Account, as well as in case of non-payment by the Client.
Availability of the Application may also be interrupted after informing the Client and Users via the Application, particularly for scheduled maintenance periods.
The Publisher commits to regular maintenance of the Application and reserves the right to use a third party to carry out all or part of these maintenance operations.
The Publisher commits to trying to provide Users with the technical assistance necessary for the proper use of the Application.
11.2 – Commitments of the Client
The Client agrees to use the Application and Services in compliance with the CGU.
The Client agrees to pay their subscription(s) under the terms set out in these General Terms of Sale (CGV).
The Application is merely a tool, and its unavailability does not prevent the Client and Users from communicating, transmitting documents, managing the Client’s schedule, or conducting their activities.
The Client acknowledges that they can perform all operations for which they use the Services in case of temporary unavailability of the Application.
Article 12 – Liability – Warranties
Only the existence of the Application and its related Services and features is guaranteed by the Publisher, provided they are used in accordance with the Terms of Use (CGU).
The Publisher provides no other guarantees to the Client.
The Publisher makes its best efforts to ensure the functioning of the Application. It strives to keep the User Accounts and Manager Account accessible. However, despite the particular attention given to the Application, the Publisher cannot guarantee its continuous proper functioning or total IT security. It cannot be held responsible for events beyond its control, including potential external viral attacks and cybercrime.
The Publisher shall not be held liable for any damages related to interruptions of the Application, including data loss.
The Publisher’s liability is strictly limited to direct, material, and foreseeable damages caused to the Client resulting from contractual non-performance or faults by the Publisher.
The Publisher cannot be held liable for immaterial, indirect, or unforeseeable damages.
In any case, in the event of a breach of its obligations, the Publisher’s liability is limited to its insurance guarantees. The Client and its insurers waive any recourse against the Publisher and its insurers beyond these conditions.
Neither the Publisher’s nor the Client’s liability can be engaged in cases of force majeure, as defined by Article 1218 of the French Civil Code and jurisprudence. Force majeure refers to any external, unforeseeable, and irresistible event.
Professional Clients and the Publisher consider the following as force majeure events: fire, flood, storm, war, terrorist attack, total or partial strike at the Publisher or Client, blockades, transport strikes, public service strikes, embargo, power supply interruptions, telecommunication failures, and cybercrime.
Article 13 – Hardship (Imprévision)
In the event of unforeseeable changes in circumstances at the time the quote was issued and accepted, the Party that did not agree to assume an excessively burdensome performance risk may request renegotiation from the other Party.
If no agreement is reached following this request for renegotiation within one month of the initial request, the Client and the Publisher may unilaterally terminate the Contract.
Article 14 – Intellectual Property
The Publisher holds the exploitation rights to the Application.
The Publisher grants Users a personal, non-exclusive, and non-transferable right to use the Application. Licenses to use the Application are granted to Users upon the Client’s request.
The intellectual property rights to the Application, its design, content, and all elements presented therein are the property of the Publisher.
Use of the Application does not transfer any rights to the User nor grant any authorization to use the Application outside the scope defined in the Terms of Use (CGU).
All elements of the Application as well as the programs used are protected by copyright law. Any reproduction is prohibited without the prior express consent of the Publisher. Should such authorization be granted, the Publisher may revoke it at any time without having to provide reasons.
The Client may communicate to the Parents about the availability of the Application using the Publisher’s trade name and trademarks.
Article 15 – General Provisions
15.1 – Assignment of the Contract and Subcontracting
The Publisher is free to assign, transfer, or subcontract all or part of its rights and obligations arising from the contract.
The Publisher may call upon any external service provider of its choice to deliver the Services.
The Client may not assign, transfer, invoice, subcontract, or otherwise deal with all or part of its rights and obligations under the contract without the prior written consent of the Publisher.
In the event of the Client’s transfer of its business assets, it guarantees the compliance with the contract by the transferee.
15.2 – Tolerance – Waiver
No tolerance or express or tacit inactivity by either Party, due to a failure by the other to perform its obligations, may be interpreted or considered as constituting an agreement or acceptance of this breach and any other breach of the same or a different kind by the defaulting Party.
No inactivity by either Party in exercising one of its rights shall constitute a waiver of that right.
15.3 – Severability
These GTC and the CGU form an indivisible contractual whole.
If one or more clause(s) of these GTC are declared null by agreement of the Parties, by judicial decision, by law or regulation, the other provisions of these GTC shall continue to produce their full effect provided the overall purpose of the contract is preserved.
15.4 – Contract Modification – Notifications
Any modification of the contract can only take place in writing, by mutual agreement of the Parties.
All notifications required or permitted by the GTC shall be validly made in writing, to the recipient’s address.
15.5 – Independence
The Parties expressly declare that they are and remain independent for the entire duration of the contract. The contract does not constitute in any way a partnership or joint venture of any kind between the Parties. No Party has the power to act on behalf of or represent the other Party.
Article 16 – Personal Data
The Publisher’s policy regarding personal data is detailed in the privacy policy accessible within the application.
Article 17 – Applicable Law – Language
These Terms and Conditions apply to any dispute between the Publisher and the Client. They are governed exclusively by French law.
The language of the Terms and Conditions is French. In the event of a translation of these Terms and Conditions into foreign languages, only the French version shall prevail.
Article 18 – Dispute Resolution
In case of dispute, the Client shall first contact the Publisher to seek an amicable solution.
Disputes that cannot be resolved amicably within 60 days, notwithstanding any contrary provision, relating to the validity, interpretation, execution, or termination of these terms or the Parties’ relationship, of any kind whatsoever, including in cases of summary proceedings, third-party proceedings, or multiple defendants, shall fall under the exclusive jurisdiction of the Judicial Court of Strasbourg.