Terms and conditions of sale

Last updated on December 3rd, 2021

Foresea Technologies, SAS, with a capital of 13 823.20 euros, registered in the Paris Trade and Companies Register, under the number 832 541 189, whose head office is located at 21 rue Pierre Picard 75018 Paris (e-mail: contact@ovrsea.com ; phone: +33624960733 ; individual VAT identification number FR67832541189; Siret number 832 541 189 00037, offers the above-mentioned products and services according to the present conditions :

Article 1.
Preamble

1.
The company Foresea Technologies is a digital freight forwarder. It organises transport and manages administrative procedures on behalf of its clients at a freely agreed price, ensuring fair remuneration for the services rendered, both in domestic and international transport. It deals with goods, packaged or not, of all kinds, from all sources, for all destinations.

2.
The present general conditions in force at the date of the order form an indivisible whole with the special conditions and the order validated by the client.

3.
The validation of the order by the customer following the positive double-click process implies irrevocable acceptance of the aforementioned indivisible whole.

4.
The present general conditions prevail over any general conditions or special conditions of purchase used by the customer.

5.
The customer declares that he/she has the technical competence to evaluate the technical specifications and their associated limits corresponding to the products and services listed in this catalogue.

Article 2.
Definitions

6.
The terms defined below shall have the following meaning between the parties:

- "customer": means the legal or natural person acting exclusively in a professional capacity, such as, in particular, economic, liberal, non-profit-making public or agricultural activities;

- quotation " or " quotation " : means a proposal for a service sent by Foresea Technologies to a client to answer his request for transport, it includes deadlines and a price that can be modified according to the conditions provided in these GTC;

- "package": an object or a material set composed of several objects, whatever their weight, dimensions and volume, constituting a unitary load when handed over for transport, such as a box, cage, crate, canteen, cardboard box, container, envelope, bundle, drum, package, strapped or filmed pallet, roll, bag, suitcase, etc., packaged by the sender before being taken in charge, even if the content is detailed in the transport document;

- "customer-account": the customer's personal space on the ovrsea.com website accessible with a login and a password where he can manage his personal information and his orders;

- "contract": the contractual whole formed by the documents listed in the article Documents;

- "double positive click": the click is the electronic formulation of acceptance; by the first click, the customer validates his order and by the second click, the customer confirms this agreement;

- shipment": means the quantity of goods, including packaging and load carrier, actually made available at the same time. Shipment": means the quantity of goods, including packaging and load carriers, actually made available at the same time, whose movement is requested by the same client for the same recipient from a single loading place to a single unloading place and listed on the same title;

- "services" : all the services carried out by Foresea Technologies in accordance with the general conditions which will be detailed in the order form.

Article 3.
Object

7.
The purpose of the present general conditions is to define the terms and conditions of sale of the services proposed by Foresea Technologies on the ovrsea.com website. They govern all the steps necessary for the placing of the order and the follow-up of the order between the contracting parties.

Article 4.
Order modification

8.
Any modification of the order requested by the client can only be taken into consideration if it is received by Foresea Technologies by e-mail or via the ovrsea.com platform before the beginning of the services.

Article 5.
Online order

9.
The customer has the possibility to place an order electronically on the website of Foresea Technologies.

10.
Any order accepted by the customer by double positive click constitutes an acceptance of the said order and of the present general conditions.

11.
Following the validation of the order, Foresea Technologies will acknowledge receipt of the order by means of a confirmation e-mail sent to the e-mail address provided by the customer.

Article 6.
Documents

12.
The contractual documents are, in decreasing order of priority :

- the bilateral contracts established between Foresea Technologies and its customers,

- these terms and conditions;

- the general terms and conditions of use.

13.
In the event of contradiction between documents of a different nature or of different rank, it is expressly agreed between the parties that the provisions contained in the document of higher rank shall prevail for the obligations in conflict of interpretation. In case of contradiction between the terms of documents of the same order, the latest documents shall prevail over the others.

14.
Notwithstanding the rules for the interpretation of contracts set out in the Civil Code, criteria for ranking shall be applied according to the following principles

- obligation by obligation ;

- or, failing that, paragraph by paragraph ;

- or, failing that, article by article.

Article 7.
Enforceability of general conditions

15.
Foresea Technologies reserves the right to adapt or modify the present general conditions at any time. They will then apply to orders placed after their publication on line.

16.
In any case, the version of the general conditions of sale opposable to the customer is the one accepted by him/her at the moment of the validation of the order.

17.
The general conditions are permanently accessible from the customer area on the website www.ovrsea.com. The customer can access the archived general conditions by making a request by e-mail to the address: contact@ovrsea.com.

18.
The online documents accepted at the time of the order take precedence over all paper versions of an earlier date.

Article 8.
Duration and timetable

19.
The timetables are defined by mutual agreement in the order form. Unless otherwise stated, they are indicative.

Article 9.
Access conditions and identification

9.1
Access to the site

20.
The online order requires the customer to visit the site via an internet access. Access to the site is free of charge for any user with internet access. All costs related to access, whether hardware, software or internet access, are exclusively the responsibility of the user. The user is solely responsible for the proper functioning of his/her computer equipment and Internet access.

21.
The site is accessible 24 hours a day, 7 days a week.

22.
Foresea Technologies endeavours to provide a quality access and to allow the users to use the means of communication at their disposal in the best possible conditions.

23.
Due to the nature and complexity of the Internet network, and in particular, its technical performance and the response times for consulting, querying or transferring information data, Foresea Technologies makes its best efforts, in accordance with the rules of the art, to allow access and use of the site. However, Foresea Technologies cannot guarantee the accessibility or the absolute availability of the site.

24.
However, Foresea Technologies reserves the right, without prior notice or compensation, to temporarily or permanently close the website or the access to one or more remote services, in particular to carry out updates, maintenance operations, modifications or changes to the operational methods, servers and accessibility times, without this list being limitative.

25.
Foresea Technologies is not responsible for damages of any kind that may result from these changes or from the temporary unavailability or permanent closure of all or part of the site or the services associated with it.

26.
Foresea Technologies reserves the right to complete or modify, at any time, the site and the services available on it according to the evolution of technologies.

27.
It is the user's responsibility to watch over the possibilities of evolution of the computer and transmission means at his disposal so that these means can adapt to the evolution of the site.

9.2
Security

28.
Foresea Technologies makes its best efforts, in accordance with the rules of the art, to secure the site with regard to the risk incurred and the nature of the data processed. However, Foresea Technologies will only be responsible in case of proven fault attributable to it.

29.
The site is an automated data processing system.

30.
The customer is prohibited from accessing or maintaining all or part of the site fraudulently. The customer is not allowed to use any other access method than the interface provided by Foresea Technologies. In case of discovery of such a method or if the user enters a reserved area, without right, by inadvertence, he/she commits to inform Foresea Technologies without delay by e-mail to contact@ovrsea.com so that it can take the necessary measures.

31.
The customer is prohibited from deleting or modifying data contained on the site that have not been published by himself, or from fraudulently introducing data or even from altering the functioning of the site. In particular, he shall not introduce any virus, malicious code or any other technology harmful to the site.

32.
Any access to a prohibited area shall be considered as fraudulent access within the meaning of the provisions of the Criminal Code.

33.
The customer undertakes to consider that all data of which he/she becomes aware during such access to an unauthorised area are confidential data and therefore undertakes not to disclose them.

34.
The customer shall refrain from carrying out any operation aimed at saturating a page, bouncing operations or any operation that has the effect of hindering or distorting the functioning of the site.

35.
The customer undertakes not to use any devices or software of any kind that would have the effect of disrupting the proper functioning of the site.

36.
The customer undertakes not to take any action that would impose a disproportionate burden on the site's infrastructure.

37.
The customer accepts the characteristics and limits of the Internet. He/she is aware that data circulating on the Internet is not necessarily protected, particularly against possible misappropriation.

38.
The customer takes appropriate measures to ensure the security of his own data and/or software from contamination by possible viruses on the Internet.

9.3
Registration for services

39.
The procedure of registration to the services is done by the creation of a customer account. This account is created by Foresea Technologies at the client's request.

40.
The customer is aware of the present GTC as soon as his account is created.

41.
Once the form is correctly filled in, the customer validates the form and receives an email to finalize the registration on the email address provided.

42.
An e-mail confirming the registration and the creation of the account is sent to the customer.

43.
The password must comply with the recommendations of the CNIL, i.e. be at least eight characters long, contain three different types of characters from the four existing types (upper case, lower case, numbers and special characters) and have no link with its holder (name, date of birth, etc.).

44.
The customer is solely responsible for the preservation and confidentiality of his password and other associated confidential data, as well as for all activities resulting from the use of this identifier and password.

45.
Any use of the password is presumed to be made by the customer.

46.
The customer undertakes to change his/her password without delay in the event of loss, forgetfulness or voluntary or involuntary disclosure of his/her password to third parties.

47.
This change is made directly online on a "forgotten password" form.

48.
Foresea Technologies cannot be held responsible in case of fraudulent or abusive use or due to a voluntary or involuntary disclosure to anyone of his login and/or password.

Article 10.
Ordering process

49.
Any order implies full acceptance of these general conditions by means of a checkbox.

50.
Any order accepted by the customer by positive double click constitutes acceptance of the said order.

51.
The customer wishing to order on the site undertakes to provide the information requested in advance using the forms available online. The customer also certifies the truthfulness and accuracy of the information thus transmitted.

- Step 1: The client requests a quote;

- Step 2: The Foresea Technologies team provides a quote to the client;

- Step 3: The client chooses one of the proposals provided by the Foresea Technologies team;

- Step 4: On this same screen, summary of the order and acceptance of the general sales conditions before the validation of the order. Also in this step, the customer has the possibility to check the details of the order and its total price, to modify it, to correct possible errors or to cancel the order;

- Step 5: Foresea Technologies sends a summary confirmation e-mail to the customer and starts the execution of the transport

53.
In parallel to these steps, the customer can always access his profile, in order to modify the addresses entered or to add a new address for example.

Article 11.
Quote (or Quotation)

54.
Quotations shall specify the specifications of the selected offer for a period of validity of thirty (30) days, unless otherwise specified.

55.
The final invoice may contain deviations from the quotation given, in accordance with Article 20.1 Prices

Article 12.
Closing of the customer account

56.
The customer will have access to the services until the account is closed by the customer or by Foresea Technologies.

57.
Foresea Technologies reserves the right to close the account of a customer according to the needs of its activity

58.
The account will then be deleted, as well as the associated data.

59.
In any case, the user remains responsible for any use of his account prior to the closing of this account.

Article 13.
Personal data

13.1
Prior formality

60.
Each of the parties shall be responsible for the formalities incumbent upon it under the regulations relating to the protection of personal data, in particular Law No. 78-17 of 6 January 1978 on information technology, files and freedoms.

13.2
Guarantee

61.
Each of the parties guarantees the other party that it will comply with its legal and regulatory obligations with regard to the protection of personal data, in particular with regard to transborder data flows outside the European Union.

13.3
Rights of individuals

62.
Pursuant to the French Data Protection Act of 6 January 1978, the individuals whose names are used by each of the parties may be subject to a right of questioning, access, modification and rectification by each party concerned by the request, at the address of their respective registered offices, unless specific details are given in the personal data collection documents.

13.4
Use

63.
Each party grants the other party the right to use the personal data exchanged for business purposes and for canvassing by electronic means, both for itself and for the contractually bound partners.

13.5
Security

64.
Foresea Technologies acknowledges that all personal data is subject to the respect of the French law on data processing and freedom.

65.
Foresea Technologies undertakes to take the necessary measures required by the client to ensure the security of the processing of personal data, in accordance with article 35 of the law 78-17 of 6 January 1978.

13.6
Licence

66.
The customer grants Foresea Technologies a non-exclusive and free licence to use the personal data exchanged for professional purposes and for electronic canvassing, both for itself and for the partners contractually linked to it.

13.7
Cookies

67.
The customer acknowledges the possibility for Foresea Technologies to use the technique of cookies or any other similar technique that allows the tracing of navigation and the collection of associated data.

68.
Cookies record certain information that is stored in a memory of the computer equipment used by the client.

69.
The customer can delete cookies at any time using his browser. This option may result in the loss or securing of some functionality.

Article 14.
Obligations of the customer

14.1
General obligation

70.
The departure and arrival dates that may be communicated by Foresea Technologies are given as an indication only.

71.
The client is obliged to give in due time the necessary and precise instructions to Foresea Technologies for the execution of the transport services and the ancillary services and/or the logistic services.

72.
The information provided by the client must be truthful, exact and complete. Foresea Technologies reserves the right not to execute the order in case of non-compliance with these requirements.

73.
Foresea Technologies does not have to check the documents (commercial invoice, packing note, etc.) provided by the customer. Any specific delivery instructions (cash on delivery, etc.) must be the object of a written and repeated order for each shipment and of the express acceptance of Foresea Technologies. In any case, such an order is an accessory to the main transport and/or logistics service.

14.2
Packing

74.
The goods must be conditioned, packed, marked or countermarked in such a way as to withstand transport and/or storage operations carried out under normal conditions, as well as the successive handling that necessarily takes place during the course of these operations.

75.
The goods must not constitute a cause of danger for the driving or handling personnel, the environment, the safety of the transport equipment, the other goods transported or stored, the vehicles or third parties.

76.
The customer is solely responsible for the choice of packaging and its suitability for transport and handling. In case the customer entrusts Foresea Technologies with goods contravening the above-mentioned provisions, he will be held solely responsible, without recourse against Foresea Technologies, for the damages of any kind that they could cause.

77.
For each package, merchandise, object or load carrier, a clear labelling must be made to allow an immediate and unequivocal identification of the sender, the receiver, the place of delivery and the nature of the merchandise. The information on the labels must correspond to that on the transport document.

Article 15.
Reservations

78.
In the event of loss, damage or any other damage to the goods, or in the event of delay, it is the responsibility of the consignee or the receiver to carry out regular and sufficient checks and to make reasoned reservations.

79.
In general, it is up to the consignee or the receiver to carry out all the useful acts to preserve the recourse and to confirm the said reservations in the legal forms and terms, otherwise no action can be taken against Foresea Technologies or its substitutes.

Article 16.
Refusal or default of the consignee

80.
In case of refusal of the goods by the consignee, as well as in case of default of the latter for any reason whatsoever, all the initial and additional costs due and incurred on behalf of the goods will remain at the customer's charge.

Article 17.
Customs formalities

81.
If customs operations have to be carried out, the customer shall indemnify the customs agent against all financial consequences arising from incorrect instructions, inapplicable documents, including in general the payment of additional duties and/or taxes, fines, etc., by the administration concerned.

82.
In case of customs clearance of goods under a preferential regime concluded or granted by the European Union, the principal guarantees to have taken all necessary steps in accordance with the provisions of the Community Customs Code to ensure that all conditions for the treatment of the preferential regime have been met.

83.
The client must, upon request from Foresea Technologies, provide the latter, within the required time, with all the information required by the customs regulations. Failure to provide this information within this time limit will render the client responsible for all the prejudicial consequences of this failure in terms of delays, additional costs, damage, etc...

84.
However, as the quality and/or technical standardisation rules of the goods are the sole responsibility of the client, it is up to the client to provide Foresea Technologies with all documents (tests, certificates, etc.) required by the regulations for their circulation. Consequently, Foresea Technologies is not liable for the non-conformity of the goods to the said quality or technical standardisation rules.

85.
The authorised customs agent clears goods under the direct representation mode, according to article 5 of the Community Customs Code.

86.
Foresea Technologies reserves the right to call upon a subcontracting partner to represent its client in customs. In this case, the client will also have to sign a customs representation mandate to the subcontractor of Foresea Technologies, the model of which will be provided by the latter.

Article 18.
Collaboration

87.
The parties agree to collaborate closely in their relations.

88.
The client commits to maintain an active and regular collaboration by providing Foresea Technologies with all the elements it has requested.

Article 19.
Guarantee

89.
The contractual guarantees are specified in the catalogue and the order form, if applicable.

Article 20.
Prices and billing

20.1
Prices

90.
Prices are expressed in euros excluding taxes.

91.
Foresea Technologies reserves the right to modify its prices at any time. They are increased by the rates in force on the day of the invoice.

92.
The prices are calculated on the basis of the information provided by the client, taking into account the services to be carried out, the nature, weight and volume of the goods to be transported and the routes to be taken.

93.
Quotations are based on the currency rate at the time the quotation is given. They are also based on the conditions and tariffs of the substitutes as well as the laws, regulations and international conventions in force.

94.
If one or more of these basic elements are modified after the quotation has been given, including by the substitutes of Foresea Technologies, in a way that is opposable to the latter, the prices originally given will be modified under the same conditions. The same would apply in case of unforeseen event, whatever it is, leading to a modification of one of the elements of the service

95.
This includes the price of fuel, the variation of which must be taken into account in accordance with the provisions of Articles L.3222-1 and L.3222-2 of the Transport Code.

96.
The prices do not include duties, taxes, fees and taxes due in application of any regulation, particularly fiscal or customs regulations (such as excise duties, entry fees, etc.).

20.2
Payment terms

97.
Invoices issued in return for the services ordered are payable in full by the customer, without discount, on collection of the goods, on receipt of the goods or at the latest within 7 or 30 days from the date of issue of the invoice.

98.
Payment is made by bank transfer, unless otherwise agreed between Foresea Technologies and its customer.

99.
In case of a delay in payment, the failure to pay one of the due dates will automatically lead to the payment of the whole amount due, both in principal and in interest.

100.
The costs of delivery, installation, transport, postage, telecommunications, travel and accommodation will be invoiced in accordance with the terms and conditions set out in the special conditions or in the order form.

Article 21.
Late payment interest and collection indemnity

101.
Interest on late payment and recovery indemnity

102.
In case of non-payment by the client of all or part of an invoice issued by Foresea Technologies within the above mentioned time limit, the latter will be able to apply to the client, at its own discretion, the following penalties for default interest, without prejudice to its right to claim compensation for its prejudice linked to the said delay of payment.

103.
In the event of non-payment and in application of Article L.441-6 of the French Commercial Code, interest for late payment shall be applied, calculated on the basis of the interest rate of the European Central Bank applied to its most recent refinancing operation, increased by 10 percentage points.

104.
It is proposed to use the ECB rate plus the current rate assessments.

In accordance with Article D.441-5 of the French Commercial Code : - The amount of the fixed indemnity for collection costs provided for in the twelfth paragraph of I of Article L.441-6 is set at 40 euros.

Article 22.
Liability and prejudice

22.1
Responsibility of Foresea Technologies

105.
The compensation due by Foresea Technologies is equal to 20 euros per kilogram of gross weight of the missing or damaged goods, without being able to exceed a sum greater than the product of the gross weight of the goods of the shipment expressed in tons multiplied by 5,000 euros.

106.
In all cases, where the damage to the goods or any consequences that may result from it are not due to the transport operation, to 14 euros per kilogram of gross weight of the missing or damaged goods without being able to exceed, whatever the weight, volume, dimensions, nature or value of the goods concerned, a sum greater than the product of the gross weight of the goods expressed in tonnes multiplied by 2,300 euros with a maximum of 50,000 euros per event and/or per year

107.
In case of proven damage resulting from a delay in delivery, the compensation for damages is limited to the price of the service provided by Foresea Technologies. (excluding duties, taxes and other costs).

108.
The amounts indicated in this article are exclusive of tax. Foresea Technologies is only responsible for the damage occurred during the period in which it has custody of the goods.

109.
For all damages resulting from a failure in the execution of the logistic service, subject of the contract, the personal liability of Foresea Technologies is strictly limited to 14 euros per kilo of missing or damaged gross weight, without exceeding the price of the service that caused the damage, with a limit of 50,000 euros per event and/or per year.

110.
For all other damages, not included in the above-mentioned provisions and resulting from a personal failure in the execution of the services by Foresea Technologies, the personal liability of the latter cannot exceed 50,000 euros per event and/or per year.

22.2
Responsibility for the substitutes

111.
The compensation of this proven damage due by Foresea Technologies is limited to that incurred by the substitute in the context of the shipment entrusted to him. When the limits of compensation of the substitute are not known or do not result from imperative, legal or regulatory provisions, they are considered identical to those relating to the personal liability of the freight forwarder.

22.3
Customer's liability

112.
The customer is solely responsible for the use of his account by the users having access to his login and password.

113.
The customer is solely responsible for its relations with its end-customers.

114.
The customer is responsible for all consequences of missing, insufficient or defective packaging, wrapping, marking or labelling.

115.
The customer shall be liable for all the consequences of a failure to inform and declare the exact nature and specificity of the goods when the latter require special provisions, particularly in view of the value they are likely to generate, their dangerousness or their fragility.

116.
Furthermore, the client expressly undertakes not to hand over to Foresea Technologies any illegal or prohibited goods (counterfeit products, narcotics, etc...).

117.
The client alone, without recourse against Foresea Technologies, will bear the consequences, whatever they may be, resulting from erroneous, incomplete, inapplicable or late declarations or documents, including the information necessary for the transmission of any summary declaration required by customs regulations, especially for the transport of goods from third countries.

118.
The customer will guarantee and indemnify Foresea Technologies against any damage suffered by Foresea Technologies and against any action in responsibility which would be engaged against Foresea Technologies on the basis of the violation of the contract or of any right of a third party.

Article 23.
Insurance

119.
Foresea Technologies certifies that it has taken out an insurance policy with a solvent insurance company established in France for all the pecuniary consequences of its professional civil liability, in tort and/or contract, due to physical, material and immaterial damage caused to the client and to any third party within the framework of the execution of this contract.

120.
The client can, if he wishes, ask Foresea Technologies via the ovrsea.com platform to subscribe to an Ad Valorem insurance for his account. The conditions of this insurance are specified in a specific document.

Article 24.
Property

24.1
Ownership of the results of the services

121.
The results of the services ordered to Foresea Technologies by the customer will be the full and complete property of the latter.

122.
Foresea Technologies keeps the property of its methods, know-how and intellectual property rights on the deliverables and services.

123.
Subject to the full payment of the price, the customer acquires the material property of the deliverables and results of the services, which he can freely exploit for his own needs within the framework of his current activities.

24.2
Intellectual property

124.
The elements belonging to Foresea Technologies, such as brands, drawings, models, images, texts, photos, logos, graphic charts, software, search engines, databases, without this list being exhaustive, are its exclusive property or that of partners or third parties who have granted it a licence, and are protected in particular by intellectual property rights which are or will be recognised according to the laws in force.

125.
The present general conditions do not imply any transfer of intellectual property rights on all or part of the elements belonging to Foresea Technologies or to its partners and third parties who have granted it a licence.

126.
Any reproduction or representation, total or partial of one of these elements, without the express authorization of Foresea Technologies is forbidden and would constitute an infringement sanctioned by articles L. 335-2 and following of the Intellectual Property Code.

124.
Consequently, the customer is forbidden to do anything that could directly or indirectly infringe the property rights of Foresea Technologies.

128.
The customer agrees to respect any possible end-user license agreement applicable to the ordered products and services.

129.
The customer also refrains from erasing, removing, or hiding in any way whatsoever the property marks of Foresea Technologies or its licensors on the product, or from displaying ostensibly the said property marks, labels or brands on copies of the product.

Article 25.
Subcontracting

130.
Foresea Technologies authorizes the intervention of any subcontractor of its choice. In this case, the customer accepts that Foresea Technologies discloses the information necessary to the execution of the present subcontractors.

Article 26.
Commercial references

131.
Foresea Technologies will be able, unless otherwise stated, to quote the name of the client as a commercial reference in accordance with commercial practices.

Article 27.
Confidentiality

132.
Within the framework of the present, all the information is confidential and includes all information or data communicated by the parties in writing or orally.

133.
The parties naturally undertake to :

- treat the Confidential Information with the same degree of protection as they accord to their own confidential information of equal importance;

- to keep the information confidential and not to disclose it or allow it to be disclosed directly or indirectly to any third party

- not to infringe, in any way, the property rights of the confidential information;

- not to copy, reproduce or duplicate the Confidential Information, in whole or in part, where such copying, reproduction or duplication is not directly related to the performance of this Agreement.

134.
The parties expressly agree not to infringe in any way the property rights in the Confidential Information.

Article 28.
Resolution - Termination

135.
In the event of a breach by one of the parties of the essential obligations of the contract, such as to render the continuation of the execution of an order for services useless or impossible, not remedied within a period of fifteen (15) days from the sending of a registered letter with acknowledgement of receipt notifying the breach in question, the other party may automatically terminate the order for services which is the subject of the order form concerned, without prejudice to any damages to which it may be entitled by virtue of the present contract.

136.
The termination of an order shall not affect the continuation of other orders for services which are the subject of separate order forms.

Article 29.
Force majeure

137.
In the first instance, cases of force majeure will suspend the execution of the contract.

138.
If the cases of force majeure last longer than two months, the present contract will be terminated automatically, unless the parties agree otherwise.

139.
The following events are expressly considered to be cases of force majeure or fortuitous events, those usually retained by the jurisprudence of the French courts and tribunals, as well as the following events

- war, riot, fire, internal or external strikes, lock out, occupation of the premises of Foresea Technologies, bad weather, earthquake, flood, water damage, legal or governmental restrictions, legal or regulatory modifications of the forms of commercialization, accidents of any kind, epidemic, pandemic, illness affecting more than 10% of the staff of Foresea Technologies in a period of two consecutive months, the absence of energy supply, the partial or total stop of the Internet network and, in a more general way, of the private or public telecommunications networks, the blocking of roads and the impossibility to supply supplies and any other case independent of the express will of the parties preventing the normal execution of the present agreement.

Article 30.
Good faith

140.
The parties agree to perform their obligations in good faith.

Article 31.
Legal authorisations

141.
The parties undertake to have all the legal and administrative authorisations necessary for the performance of the present contract.

142.
The parties undertake to collaborate in the creation of new legal and administrative authorisations and in any modifications to authorisations already granted.

Article 32.
Tolerance

143.
The parties mutually agree that the fact that one party tolerates a situation does not have the effect of granting the other party acquired rights.

144.
Furthermore, such tolerance shall not be construed as a waiver of the rights in question.

Article 33.
Sincerity

145.
The parties declare the sincerity of the present commitments.

146.
In this respect, they declare that they have no knowledge of any element which, if communicated, would have changed the consent of the other party.

Article 34.
Independence of the parties

147.
The parties acknowledge that they are each acting on their own behalf as independent parties.

148.
This contract does not constitute an association, a franchise or a mandate given by one party to the other.

149.
Neither party may enter into any commitment in the name and on behalf of the other party.

150.
In addition, each party remains solely responsible for its own acts, allegations, commitments, services, products and personnel.

Article 35.
Survival

151.
Clauses declared as surviving after the end of the contract, regardless of the manner of termination such as the end of the term or breach of contract, continue to apply until the end of their particular purpose. This applies in particular to liability, ownership and confidentiality clauses.

Article 36.
Securities

152.
In the event of difficulties of interpretation resulting from a contradiction between any of the headings at the beginning of the clauses and any of the clauses, the headings shall be declared non-existent.

Article 37.
Nullity

153.
If one or more of the provisions of this contract are held to be invalid or declared as such in application of a law, a regulation or following a final decision of a competent court, the other provisions shall retain all their force and scope.

Article 38.
Completeness

154.
This contract expresses the entirety of the parties' obligations.

155.
No general or specific conditions contained in documents sent or delivered by the parties may be incorporated into this contract.

Article 39.
Waiver

156.
The fact that Foresea Technologies does not take advantage of a breach by the customer of any of the obligations mentioned in the present contract cannot be interpreted for the future as a waiver of the obligation in question.

157.
The fact that one of the parties does not avail itself of a breach by the other party of any of the obligations referred to herein shall not be interpreted for the future as a waiver of the obligation in question.

Article 40.
Conciliation

158.
In the event of difficulties of any kind and before any judicial proceedings, the parties undertake to implement a conciliation procedure.

159.
The parties undertake to meet at the initiative of the earliest party within eight days of receipt of the letter requesting the conciliation meeting.

160.
The agenda is set by the party initiating the conciliation.

161.
Decisions, if taken by mutual agreement, shall be binding.

162.
This clause is legally independent of the present contract. It shall continue to apply notwithstanding the possible nullity, resolution, termination or annulment of the present contractual relationship.

Article 41.
Assignment of the contract

163.
The present contract may not be transferred in whole or in part, whether in return for payment or free of charge, by one of the parties without the prior written consent of the other party.

Article 42.
Domiciliation

164.
For the performance of this agreement and unless otherwise agreed, the parties agree to address all correspondence to each other at their respective registered offices.

Article 43.
Language

165.
The general terms and conditions, the general conditions of use and the order form are in French.

166.
If the present general conditions are translated into a foreign language, the French language will prevail over any other translation in case of dispute, litigation, difficulty of interpretation or execution of the present conditions and more generally concerning the relations existing between Foresea Technologies and the customer.

Article 44.
Applicable law

167.
The present contract is governed by French law.

168.
This applies to the rules of substance and form, notwithstanding the place of performance of the substantial or ancillary obligations.

Article 45.
Agreement of proof

169.
Documents in electronic form exchanged between the parties shall constitute evidence, provided that the person from whom they emanate can be duly identified and that they are drawn up and stored under reasonable conditions to guarantee their integrity, fidelity, reliability, durability and continuity.

Article 46.
Jurisdiction

170.
IN THE EVENT OF A DISPUTE CONCERNING ALL CONTRACTUAL RELATIONS OF A CONTRACTUAL OR EXTRA-CONTRACTUAL NATURE, JURISDICTION IS EXPRESSLY ATTRIBUTED TO THE COMPETENT COURTS WITHIN THE JURISDICTION OF THE COURT OF APPEAL OF PARIS, NOTWITHSTANDING PLURALITY OF DEFENDANTS OR THE INTRODUCTION OF THIRD PARTIES.