General Conditions of Services
The provisions of these terms and conditions do not apply to customers who have subscribed directly with their partner.
Article 1 - WHO WE ARE
We are COMMANDES PHARMA, a société par actions simplifiée (simplified joint stock company) registered in the Paris Trade and Companies Register under no. 881 529 861, with its registered office at 40 rue de Provence 75009, Paris (" FAKS ").
You can contact us at the following e-mail address: support@faks.co.
Article 2 - WHAT DO WE PROPOSE?
We offer a solution that facilitates exchanges between laboratories and their professional customers (the " Users ") to process the complaints of said Customers (the " Services ") through a mobile application and a website (the " Platform ").
Article 3 - WHO ARE YOU?
You subscribe to our Services in your capacity as a User, understood as any professional customer acquiring products from a laboratory, and in particular, any pharmacy, parapharmacy or any other point of sale marketing a laboratory's products.
You may have subscribed to the Platform through one of your partners (pharmaceutical group, pharmaceutical laboratory, wholesaler-distributor, logistician).
Article 4 - WHAT DOCUMENTS
GOVERN OUR CONTRACTUAL RELATIONSHIP?
- What is the purpose of our Terms of Use?
Our terms and conditions of use (the " Terms and Conditions ") constitute the sole document governing our contractual relationship and define :
- the terms of use of our Services,
- our obligations and yours.
- Where can I find our Terms of Use?
You can find them via a direct link at the bottom of the platform page.
- How to accept our Terms of Use?
You accept the General Terms of Use by checking a box on the registration form. If you do not agree to all of our Terms of Use, you may not access the Services.
They may be supplemented by special conditions which, in the event of contradiction, take precedence over the General Conditions of Use.
Article 5 - Relationship with the payment service provider's general terms and conditions
All payments made through the Platform are handled by the payment service provider indicated on the Platform (the " Payment Service Provider ").
You acknowledge that you have read and accepted the general terms and conditions of the Payment Service Provider concerning the implementation of these payments, when you created your account with the latter.
If the Payment Service Provider refuses or terminates your subscription, you may not use the Services.
Conversely, termination of the contractual relationship between you and us will result in termination of your contract with the Payment Service Provider.
In the event of any contradiction between the Payment Service Provider's general terms and conditions and the General Terms and Conditions of Use, the latter shall prevail.
You expressly authorize FAKS to transmit to the Payment Service Provider all your instructions relating to payments made on the Platform.
Article 6 - WHAT ARE THE CONDITIONS FOR ACCESS TO OUR SERVICES?
You are a professional, defined as any natural or legal person acting for purposes within the scope of his or her commercial, industrial, craft, liberal or agricultural activity, including when acting in the name or on behalf of another professional.
Article 7 - HOW CAN I ACCESS, REGISTER AND USE OUR SERVICES?
You can access our Services by going directly to the Platform.
You must fill in the form provided on the Platform and provide us with all the information marked as mandatory.
Registration automatically opens an account in your name (the " Account "), enabling you to access our Services using your login and password.
Article 8 - WHAT DO WE PROPOSE?
1. Our services
You recognize :
- have taken cognizance of the characteristics and constraints, particularly technical, of our Services,
- that the implementation of the Services requires a connection to the Internet and that the quality of the Services depends on this connection, for which we are not responsible.
The Services are described on the Platform.
The Platform facilitates the processing of claims between Users and laboratories and as such enables the User to :
- submit a claim,
- see the progress of his treatment,
- classify resolved claims and keep a history.
Where applicable, the Platform also enables a pharmaceutical company registered on the Platform to share information.
If you subscribe to the Platform through one of your partners, additional services may also be provided. We invite you to contact us or your partner to find out more about these additional services.
We reserve the right to offer any other Service.
2. Invoicing mandate for the benefit of FAKS
Aspart of the service for managing your commercial operations with pharmaceutical laboratories, the Platform enables invoices to be generated automatically, in your name and on your behalf, as soon as, in the management of a commercial operation, you transmit a proof to the pharmaceutical laboratory and the latter validates it (the " Proof Validation ").
Thus, you, the principal, entrust FAKS, the agent, in compliance with applicable economic and tax regulations, with the preparation and issue of invoices following a Validation of Proof.
In this respect, the User expressly mandates FAKS to draw up original invoices in his name and on his behalf following a Validation of Proof in the management of commercial operations with the pharmaceutical laboratory on the Platform and this, in accordance with the fiscal and economic regulations in force, and in particular the provisions of Articles 289, I-2 and 242nonies, I (Appendix 2) of the French General Tax Code.
It is the User's responsibility to inform FAKS whether or not he/she is subject to VAT and to provide all the information required for the preparation of invoices.
The said invoices will be available to the User on his Account.
3. Maintenance of the Platform
For the duration of the Services, you will benefit from corrective and evolutionary maintenance as defined below. In this context, access to the Platform may be limited or suspended.
1. Corrective maintenance
The purpose of corrective maintenance is to correct, for the duration of the Contract, malfunctions or bugs found on the Platform. The terms and conditions of corrective maintenance are described below:
We intervene in the management of bugs or malfunctions found on the Platform (the " Anomalies ") within the framework of our support intervention times, i.e. between 9 a.m. and 7 p.m. from Monday to Friday, excluding public holidays (the " Working Hours "). Any delay commencing during this time slot will expire at the same time on the last Business Day of the delay.
These anomalies fall into 3 categories:
- Critical Anomaly": makes it impossible to use the Services,
- Major Anomaly": decreases the use of the Services by preventing the use of certain essential functionalities,
- Minor Anomaly": makes it impossible for you to use one or more non-essential functionalities of the Services.
You may report any Anomaly to us by e-mail or by using the reporting system available on the Platform, making every effort to provide as much information as possible. Receipt of such a report constitutes notification of an Anomaly.
We will inform you of the origin of the Anomaly by email or the reporting system available on the Platform.
If the Platform is not the cause of the Anomaly, no maintenance will be carried out.
If the Platform is at the origin of the Anomaly, we will inform you of its qualification within 4 business hours (the " Diagnosis Date ") and will proceed to its correction within the following deadlines:
- Critical anomaly: within 8 working hours of the Diagnosis Date,
- Major anomaly: within 24 working hours of the Diagnosis Date,
- Minor defect: as soon as possible after the Diagnosis Date.
If we are unable to correct a Critical or Major Anomaly within the specified timeframe, we will use our best efforts to propose a workaround no later than :
- within 16 working hours from the Diagnosis Date for a Critical Anomaly,
- within 32 working hours of the Diagnosis Date for a Major Anomaly.
We can acknowledge the end of the intervention by email or the reporting system available on the Platform.
2. Upgradable maintenance
For the duration of the Services, you benefit from evolutionary maintenance, i.e. :
- improvements to the functionalities of the Platform and/or technical installations used within the framework of the Platform aimed at introducing minor extensions (the " Updates "),
- additions of new functionalities to the Platform and/or the technical installations used within the framework of the Platform (the " New Versions ").
We can do this automatically and without prior notice.
Access to the Platform may also be limited or suspended for planned maintenance purposes, which may include the corrective and evolutionary maintenance operations referred to above. Where applicable, we undertake to use our best efforts to ensure that such operations are carried out outside Business Hours.
4. Service level guarantee
We guarantee 99% monthly service availability.
The Services are considered unavailable in the event of a breakdown, i.e. a failure resulting from any element for which we are responsible (the " Breakdown ").
The availability rate is calculated on a monthly basis and starts from the first full month of Services.
Uptime = [Total Time - Downtime] / Total Time * 100
Example (for the month of January):
- Total Time = 31 days * 24 hours = 720 hours
- Downtime = 6 hours
- Availability rate = [720 - 6] / 720 * 100 = 99.2%.
The calculation of this percentage does not take into account cases of unavailability due to :
- scheduled maintenance under the conditions defined in the "Platform Maintenance" article,
- suspension or termination of Services in application of the General Terms and Conditions,
- all the cases listed in the article "Concerning the quality of our Services".
A breakdown occurs when the first of the following 2 events occurs:
- a report from you by email or via the reporting system available on the Platform,
- a report from us.
The Breakdown time is the time between the notification and the notification of the restoration of the Services, minus the delays caused by you during the resolution of the Breakdown (example: your non-response).
5. Platform hosting
We host the Platform, as well as the data produced and/or entered by/on the Platform, on its servers or through a professional hosting provider, and on servers located in a territory of the European Union.
6. Technical support
Apart from the above-mentioned Anomalies, and for any question related to the use of the Platform, we provide a technical support service, consisting of assistance and advice.
Technical support is available by e-mail (support@faks.co) or via a communication system available on the Platform, Monday to Friday, excluding public holidays, from 9am to 6pm.
Depending on the identified need, we will estimate the response time and keep you informed, but this should not exceed 5 working days.
Article 9 - HOW LONG DO YOU USE OUR SERVICES?
You subscribe to and use our Services for an indefinite period of time.
Article 10 - WHAT ARE THE FINANCIAL CONDITIONS?
Any financial conditions applicable to you will be discussed with us at the time of your subscription and/or, if you have subscribed through a partner, on the date on which the contract between the partner and us comes to an end.
Article 11 - DO YOU HAVE A RIGHT OF WITHDRAWAL?
You have no right of withdrawal.
Article 12 - WHAT ARE OUR RESPECTIVE INTELLECTUAL PROPERTY RIGHTS AND WHAT ARE WE
ALLOWED TO DO ABOUT IT?
The Platform is our property, as are the software, infrastructures, databases and content of all kinds (texts, images, visuals, music, logos, brands, etc.) that we use. They are protected by all applicable intellectual property rights or database producers' rights. The license we grant you does not entail any transfer of ownership.
You are granted a non-exclusive, non-transferable SaaS license to use the Platform for the duration specified in the article " For how long do you subscribe to our Services ?
As an exception to the present article, we may use our respective names, brands and logos and refer to our respective platforms, as commercial references, for the duration of our contractual relationship and 3 years thereafter.
Article 13 -WHAT ARE YOUR OBLIGATIONS AND WHAT
ARE YOU RESPONSIBLE FOR?
1. Concerning the provision of information
You agree to provide us with all the information required to subscribe to and use the Services.
2. About your account
You :
- - guarantee that the information provided in the form is accurate and undertake to keep it up to date,
- - acknowledge that this information is proof of your identity and is binding on you as soon as it is validated,
- - are responsible for maintaining the confidentiality and security of your login and password. Any access to the Platform using these will be deemed to have been made by you.
You must immediately contact us using the contact details set out in the "About us" section if you become aware that your Account has been used without your knowledge. You acknowledge that we shall have the right to take all appropriate measures in such a case.
3. Concerning the use of Services
You are responsible for your use of the Services and any information you share in connection therewith. You agree that the Services will be used exclusively by you.
You agree not to use the Services for purposes other than those for which they were designed, and in particular to :
- engage in illegal or fraudulent activity,
- undermine public order and morality,
- prejudice third parties or their rights in any way whatsoever,
- violate any contractual, legislative or regulatory provision,
- engage in any activity likely to interfere with a third party's computer system, in particular for the purpose of violating its integrity or security,
- to promote your services and/or sites or those of a third party,
- assist or incite a third party to commit one or more of the acts or activities listed above.
You also agree not to :
- copy, modify or misappropriate any element belonging to us or any concept we use in connection with the Services,
- engage in any conduct that interferes with or hijacks our computer systems or undermines our computer security measures,
- prejudice our financial, commercial or moral rights and interests,
- market, transfer or give access in any way whatsoever to the Services, to the information hosted on the Platform or to any element belonging to us.
You undertake to disseminate and exchange information intended to deal with complaints and professional relations between Users and laboratories.
You will indemnify us against any claim and/or action that may be brought against us as a result of your breach of any of your obligations. You will indemnify us for any loss suffered and reimburse us for any sums we may have to bear as a result.
Article 14 - WHAT ARE OUR OBLIGATIONS AND WHAT ARE WE RESPONSIBLE FOR?
We undertake to provide the Services with diligence, it being specified that we are bound by an obligation of means, with the exception of the commitments regarding correction times described in the "Corrective Maintenance" article and the service level guarantee described in the " Service Level Guarantee" article.
We are committed to complying with current regulations.
1. Concerning the quality of our Services
We make every effort to provide you with quality Services. To this end, we carry out regular checks to verify the operation and accessibility of our Services, and may carry out scheduled maintenance under the conditions specified in the "Maintenance" section.
However, we shall not be liable for any temporary difficulties or impossibilities in accessing our Services due to circumstances beyond our control or :
- partial or total failure of your servers, understood as the IP addresses to which the network is redirected,
- the uneven capacity of the various sub-networks, overcrowding on the Platform at certain times, bottlenecks,
- access speeds and slowdowns external to our servers, and poor transmissions due to network failure or malfunction.
- failure of equipment, cabling, services or networks not included in our Services or not under our responsibility,
- interruption of Services by telecom operators or Internet service providers,
- of your intervention, in particular through incorrect configuration of the Services,
- force majeure.
We are responsible for the operation of our servers, the outer limits of which are the connection points.
Furthermore, we do not guarantee that the Services:
- subject to constant research to improve performance and progress, will be totally free of errors, defects or faults,
- are standard and are not based on your own personal constraints, and will meet your specific needs and expectations.
2. Concerning the Platform's service level guarantee
Our service level commitments are described in the "Service level guarantee" article.
3. Concerning data backup on the Platform
We use all necessary means to save all data produced and/or entered by/on the Platform.
Except in cases of proven fault on our part, we are nevertheless not liable for any loss of data during maintenance operations.
4. Concerning data storage and security
We provide you with sufficient storage capacity for the operation of the Services.
We take all necessary steps to ensure data security by implementing measures to protect infrastructures and the Platform, to detect and prevent malicious acts and to recover data. We undertake to inform you of any fraudulent access or breach of the Platform within 24 hours of the occurrence of the event.
5. Concerning the connection between users
We act as a broker in your dealings with other users.
We cannot therefore be held responsible for your relations with other users, nor can we be a party to any disputes.
6. Concerning the use of subcontractors and the transfer of our rights and obligations
We may use subcontractors in the performance of the Services, who are subject to the same obligations as we are in the performance of their work. Nevertheless, we remain solely responsible to you for the proper performance of the Services.
We may substitute any person who will be subrogated to all our rights and obligations under our contractual relationship. We will inform you of any such substitution in writing.
Article 15 - WHAT ARE THE LIMITS TO OUR LIABILITY?
Our liability is limited to proven direct damages that you suffer as a result of using our Services.
With the exception of bodily injury, death and gross negligence, and subject to having made a claim by registered letter with acknowledgement of receipt, within one month of the occurrence of the damage, we cannot be held liable for an amount exceeding the ceiling of our professional liability insurance.
Article 16 -WHICH METHODS OF EVIDENCE ARE ADMITTED
BETWEEN US?
Proof may be established by any means.
You are hereby informed that the messages exchanged via our Platform as well as the data collected on the Platform and our computer equipment constitute the principal admissible mode of proof, in particular to demonstrate the reality of the Services performed and the calculation of their price.
Article 17 - HOW ARE DATA TO BE PROCESSED?
PERSONAL DATA IN THE CONTEXT OF SERVICES?
We apply a personal data protection policy, the characteristics of which are set out in the document entitled " Privacy Policy " accessible on the Platform's home page. We invite you to read it.
Article 18 - WHAT ARE OUR RESPECTIVE OBLIGATIONS
WITH RESPECT TO PRIVACY?
Unless otherwise agreed in writing by the other party, we undertake respectively to keep confidential, for the duration of our contractual relationship and 3 years thereafter, all information relating to or held by the other party, of which we become aware during the conclusion and performance of our contractual relationship.
This obligation does not extend to :
- - of which the receiving party was already aware,
- - already public at the time of their communication or which would become public without violation of this clause,
- - lawfully received from a third party,
- - whose communication would be required by the legal authorities, in application of the laws and regulations or in order to establish the rights of a party within the framework of our contractual relationship.
Confidential information may be passed on to our respective employees, collaborators, trainees, agents and co-contractors, provided that they are subject to the same obligation of confidentiality.
Article 19 - FORCE MAJEURE
We shall not be liable for any failure or delay in the performance of our respective contractual obligations due to force majeure occurring during the term of our relationship. Force majeure includes :
- - any case meeting the conditions of article 1218 of the French Civil Code and recognized by case law,
- - strikes, terrorist activities, riots, insurrections, wars, government actions, epidemics, natural disasters or defects attributable to a third-party telecommunications provider.
If one of us is prevented from performing its obligations due to force majeure, it must inform the other party by registered letter with acknowledgement of receipt. Obligations will be suspended on receipt of the letter, and must be resumed within a reasonable time once the force majeure has ceased.
We shall nevertheless remain liable for the performance of our respective obligations that are not affected by force majeure and for any payment obligations.
Article 20 - HOW CAN I TERMINATE SERVICES?
If you wish to terminate the Services, you may send us a request to the contact details given in the "About us " section at any time.
You will no longer have access to your Account upon termination of the Services.
Article 21 - WHAT ARE THE PENALTIES FOR FAILING TO COMPLY WITH YOUR OBLIGATIONS?
The following are essential obligations to you (the " Essential Obligations "):
- not to provide us with erroneous or incomplete information,
- not to use the Services for a third party,
- not to copy, modify or misappropriate any element belonging to us or any concept that we exploit as part of the Services,
- not to engage in illegal or fraudulent activities, or activities that infringe the rights or safety of third parties, public order or applicable laws and regulations.
In the event of a breach of any of these Essential Obligations, we may :
- suspend or terminate your access to the Services,
- delete any Content related to the breach,
- publish on the Platform any information message we deem useful,
- inform any competent authority, cooperate with it and provide it with any information useful for the investigation and suppression of illegal or illicit activities,
- take any legal action.
These sanctions are without prejudice to any damages we may claim from you.
In the event of a breach of any obligation other than an Essential Obligation, we will ask you by any useful written means to remedy the breach within a maximum period of 15 calendar days. Services will be terminated at the end of this period if the breach is not remedied.
Termination of the Services will result in deletion of your Account.
Article 22 - HOW CAN WE CHANGE OUR
TERMS AND CONDITIONS OF USE ?
We may modify our Terms of Use at any time and will inform you by any written means (including by e-mail).
If you continue to use our Services after the entry into force of our amended Terms of Use, we will consider that you have accepted them.
If you do not accept these modifications, you must terminate the Services in accordance with the procedure set out in the section "How to terminate the Services".
Article 23 - APPLICABLE LAW AND JURISDICTION
Our Terms of Use are governed by French law.
In the event of a dispute between us, and in the absence of an amicable agreement within 2 months of the first notification, the dispute will be submitted to the exclusive jurisdiction of the courts of Paris (France), except in the case of mandatory provisions to the contrary.