General terms of use

Last updated December 29, 2023

1. GENERAL PROVISIONS

The platform, accessible at the following address: https://developers.exorde.io, is the property of EXORDE LABS, a simplified joint-stock company (Société par Actions Simplifiée ) duly registered at the Bordeaux Trade and Companies Register under number 902 572 049 and whose headquaters are located at : 35 rue de Marseille, 69007 Lyon (hereinafter referred to as “EXORDE LABS”), which provides an API for social analytics.

The publication’s director is Térence GRAS.

For any request relating to the use of the platform and/or the services offered, you may send an email to the following address: hello@exordelabs.com.

2. DEFINITIONS

Besides the terms defined elsewhere in this document, the terms and expressions listed below, and of which the first letter will appear in capital, will have the following meaning. These terms shall have the same meaning whether they are written in the singular or the plural:

Account: refers to the User’s account, created as provided under Article 6 of the General Terms of Use, accessible from the Platform and allowing the User to access and use the Services;

Content: refers to all and any content available on the Platform;

GDPR: Refers to the amended law n°78-17 of 6 January 1978 relating to information technology, files, and freedoms, known as the « Information Technology and Freedoms » law, and Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons regarding the processing of personal data and on the free movement of such data;

_General Terms and Conditions of Sale _: refers to the general terms and conditions defining the terms and conditions of subscription to the Services by the clients;

General Terms of Use: refers to the present general terms and conditions defining the terms and conditions of use of the Services by the Users;

Intellectual Property Elements: refers to the elements contained on the Platform and/or the Services, in particular texts, images, technology and/or algorithms which are the exclusive property of EXORDE LABS;

Login details: refers to the username or pseudonym chosen by the User (login), as well as his/her secret code (password) allowing the User to access to his Account;

Platform: refers to the platform provided by EXORDE LABS, which gives access to the Services and available at the following address: https://developers.exorde.io. The Platform includes in particular all computer components (notably software and computer developments and web pages, including source and object code programs, preparatory design work, specifications and preliminary studies, user documentation relating to the use and operation of the Platform), the graphic charter (including projects, mock-ups, prototypes and plans), the infrastructure as well as the content (notably texts, sounds, fixed or animated images, videos and databases);

Services: refers to the services provided by EXORDE LABS on the Platform, in order to allow Users to access to prediction and automation dashboards of campaign values;

User: refers to any natural or legal person who meets the requirements provided by Article 5 of the General Terms of Use, who has created an Account under the conditions provided by Article 6 of the General Terms of Use in his personal capacity and who accesses and uses the Services.

3. PURPOSE AND ENFORCEABILITY

The purpose of the General Terms of Use is to define the terms and conditions under which the Users access and use the Services accessible through the Platform.

They describe in particular:

• the conditions of access to the Platform and the Services;

• the conditions of connection of the Users to the Platform; and

• the obligations and responsibilities of all Users.

Any connection to the Platform and/or any use of the Services is subject to compliance with the General Terms of Use, which can be accessed at any time by a direct link on the Platform. Any access to or use of the Platform and/or the Services implies the concomitant and unreserved acceptance of the General Terms of Use.

The General Terms and Conditions of Use must systematically be brought to the attention of Users to allow them to access and use the Services.

The General Terms of Use apply exclusively to all uses of the Services and prevail over all other conditions, except for those that have been expressly accepted by EXORDE LABS Accordingly, all other conditions are binding on EXORDE LABS only after written confirmation by its representative.

IMPORTANT: NOTE TO USERS

ANY USE OF THE SERVICES REQUIRES THE USER’S EXPRESS, PRIOR, FULL AND COMPLETE ACCEPTANCE OF THE GENERAL TERMS AND CONDITIONS OF USE.

BY CHECKING THE BOX: "I accept the Terms of Use” AND BY ACCEPTING THEM WHEN ACCESSING THE PLATFORM AND/OR ACTIVATING THE SERVICES, THE USER ACKNOWLEDGES THAT HE IS BOUND BY THE ENTIRE GENERAL TERMS OF USE.

EXORDE LABS encourages Users to read them carefully before accessing the Platform, using and/or subscribing to the Services, and recommends that Users keep a printed version of the General Terms of Use applicable upon their first use of the Services, for their personal archives. ‍

4. SERVICES

The Services allow Users who have created an Account, to :

• access social analytics on a variety of topics and categories

• integrate the data provided by the API into their product or internal tools

• train their prediction model with their own data.

Users acknowledge and accept that the Services are available in English.

5. TERMS AND CONDITIONS OF USE OF THE SERVICES

To be able to use the Services, Users must:

• own a computer, a smartphone and/or a tablet, connected to an internet network;

• log on the Platform;

• have an effective internet connection; and

• create an Account in accordance with the conditions provided by Article 6 of the General Terms of Use.

Users warrant that they have full legal capacity to register and use the Services and in particular that they:

• are 18 (eighteen) years of age or older;

• are not competitors of EXORDE LABS and/or are not registering and using the Services in order to compete with EXORDE LABS in a fraudulent manner and/or in a manner that harms EXORDE LABS’s interests; and

• are in full possession of their intellectual or cognitive faculties (and in particular are not in a state of dependency, under guardianship and/or under curatorship, etc.); and

• for legal entities, have the necessary powers to bind the company they represent.

EXORDE LABS may not be held liable in the event of use of the Services by persons who do not meet the conditions provided by this section.

6. ACCOUNT CREATION

6.1 Creation of the account

Prior to any use of the Services, Users must register in the Platform. Indeed, Users will not be able to use the Services and access the Contents without first creating an Account.

Users can register on the Platform by using a username, corresponding to an email address, and setting a password.

The creation of the Account needs a confirmation of the email provided. Once the email is confirmed, the Users are allowed to access the Platform.

6.2 Information provided

As part of the creation of Account, Users commit themselves to providing true, exact, up to date and complete information, in particular relating to the identity, in accordance with article 6-II of the law n°2004-575 of June 21, 2004, on the confidence in the digital economy. Consequently, they undertake not to create a false identity that could mislead EXORDE LABS or third parties and not to usurp the identity of another legal or physical person.

EXORDE LABS does not have control over the accuracy or reliability of the information provided by Users and cannot be held responsible for the consequences resulting from the provision of incomplete or erroneous information.

Users commit themselves to immediately update the communicated data in the event of modification of the aforementioned data. To do this, Users must go on their Account and modify their data.

6.3 Security of the Account

EXORDE LABS encourages Users to use "strong" passwords, mixing numbers, letters and symbols as well as upper and lower case letters.

Users are solely responsible for the protection of their Login details. In this regard, Users agree to keep their User IDs secret and not to disclose them in any form whatsoever. If one of the elements of the Login details is lost or stolen, the User must inform EXORDE LABS without delay which will then proceed to the cancellation and/or the update of the Login details concerned.

The safeguarding of the confidentiality of the password entrusted to the User is the entire responsibility of the User. In this respect, the User is required to ensure, at the end of each session, that he has effectively disconnected from the Platform, in particular when accessing the Platform from a public computer.

If the User loses his password, he may request a new password through his Account.

In the event of suspected unauthorized use of any User’s Account, the User must inform EXORDE LABS as soon as possible at the following email address: support@exordelabs.com, in order for EXORDE LABS to take all appropriate measures to solve the situation.

Users remain solely liable for the use that could be made of their Account by a third party who would have accessed the Services with their Login details.

Users are solely liable for all connections made using their login and password.

It is specified that in the event of a violation of the General Terms of Use by any User, EXORDE LABS may refuse, at its own discretion, to open an Account for the concerned User.

7. DEACTIVATION OF THE ACCOUNT

7.1 Deactivation of the Account

The User's Account remains active as long as the User pays the subscription to the Services.

The User retains the possibility to stop his subscription to the Services. Termination requests may be made directly on the Platform from the User's Account, or by email to the following address: support@exordelabs.com.

The User will remain liable for the full amount of the subscription until its expiration date.

The deactivation of an Account is definitive, the Account being irreversibly deleted, the personal data linked to it are automatically deleted and can no longer be recovered.

The deactivation of an Account does not prevent Users from re-registering and creating a new Account.

7.2. Suspension of an Account

In the event of non-compliance with the obligations arising from the acceptance of the General Terms of Use, payment incidents of the price of the Services, delivery of erroneous information at the time of the creation of the account or acts likely to harm the interests of EXORDE LABS, the latter reserves the right to suspend without notice the access to the Platform and/or to the Services or, according to the gravity of the acts, to remove the Account of the User, who will not have the right to claim damages for this action.

EXORDE LABS will inform the User by e-mail of the suspension and/or deletion of his Account.

In the event of fraud, the fraudulent Account will be subject to immediate suspension or termination at EXORDE LABS' sole discretion. EXORDE LABS will submit any information concerning the fraudulent Account, if necessary, to local authorities and/or financial institutions.

It is expressly agreed that in the event of suspension or termination of the Account, the User will no longer be able to access the Services, unless a new Account is created.

When EXORDE LABS revokes the suspension or closure of the Account, it will reinstate the User without undue delay, including restoring access to the data that resulted from the use of the Account before the suspension or closure took effect.

8. ACCESS AND AVAILABILITY OF THE PLATFORM

EXORDE LABS uses all reasonable means at its disposal to ensure quality access to the Services. The Services are accessible via the Platform seven (7) days a week and twenty-four (24) hours a day.

However, due to the nature of the Internet, the connection to the Services is beyond EXORDE LABS’ control and, in general, it cannot guarantee the User against any deterioration or malfunction.

EXORDE LABS reserves itself the right to interrupt the exploitation of the Platform and/or all or part of the Services at any time, with or without notice, in particular in order to ensure corrective and evolutionary maintenance of the latter, or presentation thereof. Insofar as possible, EXORDE LABS will inform Users prior to any corrective or upgrade maintenance operation.

In addition, Users acknowledge that the Platform and/or the Services may be interrupted for reasons beyond EXORDE LABS’ control and that EXORDE LABS cannot therefore guarantee continuous access to the Platform and Services.

In any event, EXORDE LABS may not be held liable for any interruption and/or malfunction of the Platform or Services, regardless of the cause.

Users are invited to inform EXORDE LABS of any technical problem they encounter while browsing and/or using the Platform and/or Services, by writing to the following address: support@exordelabs.com and describing the problem encountered.

9. WARRANTIES, OBLIGATIONS AND LIABILITY OF USERS

By accessing the Platform, the User represents, warrants and agrees to:

• access the Services in good faith, in a reasonable manner, and not contrary to the terms hereof;

• not to directly or indirectly commercialize the Services and/or access to the Services;

• not to authorize third parties to use his/her Account;

• not to re-use all or part of the Services which it contains, in particular for commercial and/or collective purposes and/or for personal purposes in a form and/or a media not authorized by EXORDE LABS

It is strictly forbidden to use the Services with the following ends:

• exercise of illegal activities, fraudulent or infringing the rights or the safety of third parties;

• undermining public order or violating applicable laws and regulations;

• intrusion into the computer system of a third party or any activity of a nature to harm, control, interfere with, or intercept all or part of the computer system of a third party, or to violate the integrity and/or security thereof;

• manipulations intended to improve the referencing of a third party site;

• aiding or abetting, in any form or manner whatsoever, one or more of the acts and activities described above; and

• more generally, any practice that misuses the Services for purposes other than those for which they were designed;

• copy and/or misappropriate for their own purposes or those of third parties the concept, technologies or any other element of the Platform;

• the following are also strictly forbidden:

o any behavior that may interrupt, suspend, slow down or prevent the continuity of the Services;

o any intrusions or attempts of intrusions in the systems of EXORDE LABS;

o any detour of the system resources of the Platform;

o any actions of a nature to impose a disproportionate load on the infrastructures of EXORDE LABS;

o any infringement of security and authentication measures;

o all and any acts likely to undermine the rights and financial, commercial or moral interests of EXORDE LABS or the Users of its Platform, and finally more generally;

o any breach of the General Terms of Use.

It is strictly forbidden to monetize, sell or concede all or part of the access to the Services and/or to the Platform, as well as to the information which is hosted and shared there.

Users are solely responsible for choosing to use the Services and for ensuring that they are suitable for their needs, for securing their computer system and for backing up their data.

In addition, they are personally responsible for the use of the Services as well as for the information they provide, in particular when creating their Account and using the Services.

Users guarantee to compensate EXORDE LABS for any damages incurred by it and against any action in responsibility which would be brought against it on the basis of the violation by the User of the General Terms of Use and/or any right of a third party. In the case of characterized fraud, EXORDE LABS is authorized to communicate all the necessary information to the qualified organizations in charge of the repression of the aforementioned frauds and infringements.

In the event of failure with one of the provisions of the General Terms of Use or more generally, of infringement with the laws and regulations in force by a User, EXORDE LABS reserves the right to take any appropriate measure and in particular :

• at any time, without prior notice, to interrupt or suspend, temporarily or definitively, all or part of the access to the Platform and/or the Services of the User, author of the breach or the infringement, or having participated in it;

• to suspend or terminate the Account of the User without preliminary notice, being extended that this termination will intervene without prejudice of all the damages that EXORDE LABS could claim in repair of the damage undergone because of such failures of the User;

• to warn any authority concerned; and

• to engage any legal action.

In the case where the access to the Platform or the Services should be suspended and for whatever reason, Users will not be able to claim any compensation whatsoever from EXORDE LABS, whatever the nature of the claim.

The User remains indebted for the subscription until the end of the subscribed period (except in case of default on the part of EXORDE LABS) and in any case, for the payment of the Services.

10. LIABILITY OF EXORDE LABS

The User expressly agrees that EXORDE LABS shall not be liable for any direct, indirect, incidental, special, consequential, or punitive damages, etc., as well as for any loss of profits or revenue, which may be incurred by the User directly or indirectly related to:

• the access to or use of the Services;

• the inability of the User to access or use the Services; and

• any unauthorized access, use or alteration of User's transmissions.

The User is solely responsible for his use of the Services.

EXORDE LABS declines any responsibility in case of possible loss of the data and information accessible on the User's Account, this one being responsible for saving a copy of it and being prohibited from claiming any compensation for this reason.

The Services provided on the Platform are the result of community-driven data collection and aggregation. They are provided as is, for information purposes only, and should not be construed as financial advice of any kind emanating from EXORDE LABS.

EXORDE LABS declines any responsibility in case of any losses, financial or otherwise, incurred directly or indirectly by the User and attributable, in part or in whole, to the use and/or interpretation by the User of the information provided within the Services.

EXORDE LABS does not act as an Internet access provider. As such, EXORDE LABS can guarantee neither the quality of the Internet connection, nor the absence of interruption specific to the network.

EXORDE LABS makes a commitment to proceed regularly to controls in order to check the operation and the accessibility of the Platform. For this reason, EXORDE LABS reserves the faculty to interrupt momentarily the access to the Platform for reasons of maintenance.

In the same way, EXORDE LABS can not be held responsible for the difficulties or momentary impossibilities of access to the Platform and/or to the Services which would have for origin circumstances which are external to it, force majeure, or which would be due to disturbances of the telecommunication networks.

EXORDE LABS does not guarantee to Users (i) that the Services, although subject to constant research to improve their performance and progress, will be completely free from errors, defects or faults, (ii) that the Services, being standard and by no means proposed to the only intention of a given User according to its own personal constraints, will answer specifically its needs and expectations.

No information or advice provided by EXORDE LABS to Users in connection with the use of the Services shall be deemed to be the granting of a warranty.

EXORDE LABS can not be held responsible towards the User of any loss or damages which he/she could undergo because of any change or of any temporary or final suppression on behalf of EXORDE LABS in the Services or the functions proposed on the Platform.

In any case, the responsibility likely to be incurred by EXORDE LABS hereunder is expressly limited to the only direct damage undergone by the User.

11. INTELLECTUAL PROPERTY

Some elements (in particular images, design, text, technology and/or algorithms) displayed on the Platform and/or the Services are protected by intellectual property laws and, in particular, by copyright and are the exclusive property of EXORDE LABS

Identically, the trademarks, logos, and animations contained on the Platform and/or Services are the exclusive intellectual property of EXORDE LABS.

It is agreed that the acceptance of the General of Use do not cause any transfer of EXORDE LABS’ intellectual property rights.

EXORDE LABS grants Users, on a personal basis, the non-exclusive and non-transferable right to use the Platform and/or the Services, it being specified that they are prohibited - directly or indirectly - from copying, modifying, creating a derivative work, reverse engineer or assemble or in any other way attempt to obtain the source code (except as provided by law), sell, assign, sub-license or transfer in any way whatsoever any right pertaining to the Platform or the Services or associated software.

Users agree not to modify in any way the Platform, the Services or related software and/or not to use modified versions thereof and in particular, among others, with a view to obtain unauthorized access to the Platform and/or the Services.

Users are informed and acknowledge that the Platform, the Services, and any software used in connection therewith may contain confidential information or information protected by the intellectual property law in force or any other law. Users agree not to modify, rent, borrow, sell, distribute this content, or create derivative works incorporating all or part of this content, unless they have received EXORDE LABS prior express permission.

The Intellectual Property Elements are made available to the User, free of charge, for the sole purpose of using the Platform and the Services and in the context of normal use of their functionalities.

This authorization to use the Intellectual Property Elements is personal, non-exclusive, and non-transferable. EXORDE LABS may revoke this authorization to use the Intellectual Property Elements at any time.

Users are prohibited - directly or indirectly - from copying, modifying, creating a derivative work, reversing the design or assembly or in any other way attempting to find the source code (except as provided for by law), selling, assigning, sub-licensing or transferring in any way whatsoever any right pertaining to the Intellectual Property Elements. The User undertakes not to modify the Intellectual Property Elements in any way.

In the event of non-compliant or abusive use of the Intellectual Property Elements, EXORDE LABS reserves itself the right to take any legal action to stop the infringement of its property rights.

12. PERSONAL DATA

In accordance with the amended law n°78-17 of 6 January 1978 relating to information technology, files, and freedoms, known as the "Loi informatique et Libertés", and the GDPR, Users are informed that EXORDE LABS carries out automated processing of their personal data for the purpose of using the Services.

This data can be transmitted to the subcontractors of EXORDE LABS who contribute to these relations for their management, execution, treatment and payment.

Each User has the right to access, modify, rectify, limit, port and delete data concerning him/her, as well as the right to object.

To this end, they should contact the support department by email at the following address: support@exordelabs.com.

Users are reminded that, as regards rectifications and updates of data relating to their Account, they make the necessary changes and deletions directly on their own Account.

For more information, EXORDE LABS invites Users to read the Privacy Policy accessible on the Platform under the "Privacy Policy” section.

The said policy is an integral part of the General Terms of Use. Acceptance of the General Terms of Use implies acceptance of the related Privacy Policy.

It is specified that the privacy policy is compliant with the GDPR.

13. EXTERNAL LINKS

When using the Platform, Users may have access to various links directing them to third-party sites and in particular to partner sites.

EXORDE LABS may not under any circumstances be held responsible for the technical availability of websites or mobile applications operated by third parties which the User may access via the Platform.

EXORDE LABS accepts no responsibility for the content, advertising, products and/or services available on such third-party sites and mobile applications, which are governed by their own terms of use.

EXORDE LABS may not be held responsible for transactions between the User and any advertiser, professional or merchant to whom the User may be directed via the Platform, and EXORDE LABS shall under no circumstances be a party to any disputes whatsoever with such third parties concerning, in particular, the delivery of products and/or services, guarantees, declarations and any other obligations to which such third parties are bound.

14. FORCE MAJEURE

EXORDE LABS shall not be held responsible or considered to have failed to comply with the General Terms of Use, for any delay or non-performance, when the cause of the delay or non-performance is linked to a case of force majeure as defined by the jurisprudence of the French courts.

Force majeure occurs in contractual matters when an event beyond the control of the debtor, which could not reasonably be foreseen at the time of the conclusion of the contract and the effects of which cannot be avoided by appropriate measures, prevents the debtor from fulfilling his obligation.

If the impediment is temporary, performance of the obligation is suspended unless the resulting delay justifies termination of the contract. If the impediment is definitive, the contract is automatically terminated, and the parties are released from their obligations under the conditions provided for in Articles 1351 and 1351-1 of the French Civil Code.

In case of occurrence of one of the above-mentioned events, EXORDE LABS will try to inform the User as soon as possible.

15. MISCELLANEOUS

15.1. Entirety

The General Terms of Use constitute the entire agreement between the Users and EXORDE LABS regarding the use of the Services.

15.2. Modification

EXORDE LABS reserves the right to modify these General Terms of Use at any time, in particular in order to take into account any legal, jurisprudential, editorial, functional and/or technical developments.

The version of the General Terms of Use that prevails is that which is available online on the day of the use of the Services.

Any subscription by the User after publication of the modified General Terms of Use shall be deemed to be acceptance by the User of the new General Terms of Use.

15.3. Partial invalidity

In general, if one or more of the clauses or stipulations of the General Terms of Use are held to be invalid or declared null and void or unenforceable by law, regulation or following a final decision by a competent court, the other stipulations shall retain their full force and scope.

15.4. Language

The language applicable to the General Terms of Use is English. If a translation is made, only the English version will be contractually binding.

15.5. Evidence

The files, data and messages recorded in EXORDE LABS 's computer systems will be accepted as proof of the acts and facts occurring between EXORDE LABS and the Users.

The preservation of records shall be presumed, in the absence of proof to the contrary, to have taken place under reasonable security conditions if the messages, data and other documents are systematically recorded on a reliable and durable medium.

15.6. Waiver

Any failure to exercise, or delay in exercising, a right or prerogative by one party shall not be deemed to be a waiver of the right or prerogative in favour of the other party.

In the same way, the exercise of a single right or the partial exercise of a right or prerogative does not exclude the subsequent exercise of any other right or prerogative provided for in these General Terms of Use.

No waiver shall be effective unless set forth in writing and signed by a duly authorized representative of each of the parties.

16. APPLICABLE LAW AND JURISDICTION

The use and exploitation of the Plateform and the Services are subject to the French law. The validity, execution and interpretation of the General Terms of Use are applicable to the Platform and/or the Services are also subject to French law.

For any difficulties and/or questions regarding the use of the Services, Users are invited to contact the customer service department in order to try to find an amicable solution by email at the following address: support@exordelabs.com.

In accordance with the provisions of article L.211-3 and article L.612-1 of the French Consumer Code, the non-professional User is hereby informed that any dispute which may arise between EXORDE LABS and him concerning the validity, interpretation, performance or non-performance, interruption or termination of the rights and obligations of the General Terms of Use, may, after prior written application by the User to EXORDE LABS and whose settlement has not been reached, be submitted to consumer mediation.

The following mediator is proposed: Térence GRAS.

However, the User and EXORDE LABS remain free to accept or refuse recourse to consumer mediation. Furthermore, any solution proposed by the consumer mediator shall not be binding on the User and EXORDE LABS, who may waive it.