End-User License Agreement of UVI Portal (EULA)
As from 2022 May 24th
You (hereinafter “You” or “Customer”) wish to use the Portal software (hereinafter “Portal”) available on the website www.uvi.net (hereinafter “Website”) necessary to download the UVI Products (hereinafter “Products”).
This End User License Agreement (“EULA”) governs your use of Portal.
The EULA defines your rights and the conditions of use of Portal.
Article 1 – Portal access conditions
Portal is available for download on the Website in two versions, one for Mac OS and the other for Windows. The supported versions for these two operating systems are indicated on the Website.
An internet connection is required to download and use Portal.
To use Portal, You must have a UVI account that You can create directly on the Website or from the following URL: www.uvi.net/authentication
Article 2 – How Portal works
2.1. UVI products
Portal enables You to register, download, install or update your UVI Products.
When You get a UVI Product permanent license, You can register the serial number of the UVI Product in Portal, in the section “Product Registration” to be able to download your Product.
When You subscribe to UVI SonicPass, You must link your SonicPass to your iLok account via the webpage www.uvi.net/welcome-sonicpass
. This will automatically give you access to the download of all the UVI Products within Portal.
2.2. iLok Account
When You get UVI Products or subscribe to SonicPass, You are subject to the End-User License Agreement specific to those Products, which can be found on the Website or at the following URL: www.uvi.net/end-user-license-agreement
This End-User License Agreement grants You a maximum of three concurrent activations per UVI Product or SonicPass subscription.
You must have the iLok License Manager software and an iLok account to activate the licenses for UVI Products or your SonicPass subscription. Portal has to access your iLok account to deposit your new licenses so that you can activate and use them under the conditions described in the End-User License Agreement specific to those Products.
You can download iLok License Manager software for free and create a iLok account at the following URL: www.ilok.com
Article 3 – Intellectual Property
UVI owns all intellectual property rights related to Portal.
You acknowledge the existence of UVI’s rights related to Portal and shall not take any action that may compromise, limit or interfere in any way with them.
A license is granted to You on Portal in order to be downloaded and used only to enable You to download the UVI Products and use them under the license granted to You.
This license granted to You on Portal expressly prohibits:
- Circumvent the technical limitations of Portal.
- Reconstruct the software logic of Portal, decompile or disassemble it, except to the extent expressly permitted by law.
Publish the software to allow third parties to copy it.
All rights not expressly granted to You under this EULA are expressly reserved by UVI.
It’s reminded that, all rights on UVI Products You purchase or that are made available to You as part of the SonicPass subscription and that You use through Portal are governed entirely by the UVI End-User License Agreement, which you can find at the following URL: www.uvi.net/end-user-license-agreement
Article 4 – Update
You are notified through the Portal or by other means for all necessary Portal’s updates.
Such updates, patches or modifications may be necessary to enable You to continue using the features of Portal and to access UVI Products.
Article 5 – Warranty
Portal will function substantially as described in the accompanying UVI documentation.
Portal requires your device to be connected to the Internet.
Your access and use may be subject to the terms of your Internet service provider's contract. UVI shall not be responsible for the terms of your contract with your Internet service provider or for any problems that may arise in using or accessing the networks that may affect your use of Portal.
In the event of technical difficulties with Portal, UVI will do its utmost to provide You with the necessary support through its support service.
Subject to the legal guarantees from which Consumer Customers benefit, and reproduced hereafter, UVI declines all responsibility in the event of deterioration or loss resulting from incorrect installation of Portal by the Customers or the use of Portal with defective, incompatible or incorrectly installed equipment.
Similarly, UVI disclaims all liability for negligence in the use of Portal by the Customer, for inappropriate use or for use that does not comply with the manuals or instructions for use provided with Portal or accessible on the Website.
Article 6 – Duration and termination
The EULA becomes effective at the time of downloading Portal and lasts for the duration of the UVI account of the Customer which is required to use Portal.
UVI may terminate this EULA by operation of law in the event of a serious breach by You of these provisions if You do not remedy the breach within 15 days of the formal notice sent by UVI.
In the event of termination of this EULA, You will no longer have access to your UVI account and You will no longer be able to use Portal.
Article 7 – Liability
UVI shall only be liable for direct damage caused by its fault and which You can prove.
Subject to applicable legal provisions that prohibit the exclusion or limitation of liability, UVI's total liability shall in no case exceed:
- For the UVI Products acquired via order: the total cost of the Products supplied, which are no longer usable due to the defective Portal, object of the liability claim.
- For the UVI Products accessible via the SonicPass subscription: the amount of the SonicPass subscription (yearly or monthly) paid by the Customer.
Article 8 – Applicable law and competent jurisdiction
These conditions are subject to French law.
ANY DISPUTE RELATING TO THE EXECUTION OR INTERPRETATION OF THE PRESENT CONTRACT WITH A NON-CONSUMER CUSTOMER SHALL BE BROUGHT BEFORE THE COMMERCIAL COURT OF PARIS.
Disputes with Consumer Customers shall be brought before the competent courts.
Article 9 - Miscellaneous
9.1 If one of the provisions of these conditions should be declared null and void or inapplicable, it will be modified in order to obtain its validity or will be deemed unwritten but will not lead to the nullity or invalidity of these provisions.
9.2 The fact that UVI does not, at any given time, avail itself of any of the provisions hereof, shall not be construed as a waiver of any of the said provisions.
9.3 For Consumer Customers: in accordance with the provisions of the Consumer Code applicable to Consumer Customers, the latter benefit from (i) the legal guarantee of hidden defects under the conditions of article 1641 of the Civil Code for a period of two years from the discovery of the hidden defect as well as (ii) the legal guarantee of conformity under the conditions of article L.224-25-12 and following of the Consumer Code, it being specified that UVI guarantees all its clients against defects in its Products in relation to their characteristics provided on the Site.
In accordance with the French Consumer Code, the provisions of Articles L. 224-25-12, L. 224-25-13, L. 224-25-14, L. 224-25-15 et L. 224-25-16 of the Consumer Code as well as Article 1641 and the first paragraph of Article 1648 of the French Civil Code are reproduced in full below
Article L. 224-25-12 of the Consumer Code:
"The trader shall provide digital content or a digital service that complies with the contract and the criteria set out in Article L. 224-25-14.
Where the contract provides for a one-off supply of the digital content or service, or a series of separate supply operations, the trader shall be liable for any lack of conformity existing at the time of the supply and which appears within two years of the supply.
Where the contract provides for the digital content or digital service to be supplied on a continuous basis, the trader shall be liable for lack of conformity which becomes apparent during the period in which the digital content or digital service is supplied under the contract.
The applicable period does not deprive the consumer of his right to updates in accordance with the provisions of Article L. 224-25-25.
The trader is also liable, within the same time limits, for lack of conformity resulting from the incorrect integration of the digital content or service into the consumer's digital environment where this has been done by the trader or under his responsibility, or where the incorrect integration done by the consumer results from shortcomings in the instructions provided by the trader.
This warranty period applies without prejudice to Articles 2224 and following of the Civil Code. The starting point of the limitation period for the consumer's action is the day on which the consumer becomes aware of the lack of conformity.”
Article L. 224-25-13 of Consumer Code:
"The digital content or digital service conforms to the contract if it meets, in particular, where applicable, the following criteria:
1° It corresponds to the description, type, quantity and quality, in particular as regards functionality, compatibility, interoperability, or any other characteristic provided for in the contract ;
2° It is fit for any special purpose sought by the consumer, made known to the trader at the latest at the time of the conclusion of the contract and accepted by the latter;
3° It is supplied with all the accessories, including packaging, installation instructions and customer support, to be provided in accordance with the contract;
(4) It is updated in accordance with the contract."
Article L. 224-25-14 of Consumer Code:
"I.-In addition to the compliance criteria set out in the contract, the digital content or service is compliant if it meets the following criteria:
1° It is fit for the purpose normally expected of digital content or a digital service of the same type, taking into account, where appropriate, any provisions of European Union law and national law as well as any technical standards, or in the absence of such technical standards, specific codes of conduct applicable to the sector concerned;
2° Where appropriate, it has the qualities which the trader has presented to the consumer in the form of a trial version or preview before the conclusion of the contract;
3. It shall be supplied in the most recent version available at the time of conclusion of the contract, unless the parties agree otherwise;
4° In the case of continuous provision of digital content or a digital service during a given period, it is provided without interruption throughout that period;
5. Where applicable, it is provided with all the accessories and installation instructions and customer support that the consumer may reasonably expect;
6° Where applicable, it is provided with the updates that the consumer can legitimately expect, in accordance with the provisions of Article L. 224-25-25 ;
7° It corresponds to the quantity, quality and other characteristics, including in terms of functionality, compatibility, accessibility, continuity and security, that the consumer can legitimately expect for digital content or digital services of the same type, taking into account the nature of these contents or services as well as public statements made by the professional, by any person upstream in the chain of transactions, or by a person acting on their behalf, including in advertising or on labelling
II - However, the professional is not bound by any public statements mentioned in the last paragraph of I if he demonstrates:
1° That he did not know them and was not legitimately in a position to know them;
2° that at the time the contract was entered into, the public statements had been corrected under conditions comparable to the initial statements; or
(3) that the public statements could not have influenced the decision to contract.
III.-The consumer may not contest compliance by invoking a defect concerning one or more particular characteristics of the digital content or digital service, which he was specifically informed deviated from the criteria for compliance set forth in this article, deviation to which he expressly and separately consented at the time of the conclusion of the contract."
Article L. 224-25-15 of Consumer Code:
"Where, on the occasion of the contract, processing of personal data is carried out by the professional, a failure on his part to comply with his obligations under Regulation (EU) 2016/679 of 27 April 2016 and Law No. 78-17 of 6 January 1978 on information technology, files and freedoms, where such failure results in non-compliance with one or more of the compliance criteria set out in this section, shall be treated as a failure to comply, without prejudice to other remedies provided for by these texts."
Article L. 224-25-16 of Consumer Code:
"I.-Defects in conformity which appear within twelve months of the supply of the digital content or digital service shall be presumed to have existed at the time of that supply, in the absence of proof to the contrary. Where the contract provides for the continuous supply of the digital content or digital service during a given period, the burden of proof as to whether the digital content or digital service was in conformity during the contractual period of supply shall lie with the trader in the case of a lack of conformity appearing during that period. The trader shall not be liable for the lack of conformity if he demonstrates that the lack of conformity is directly attributable to the incompatibility between the digital content or service and the consumer's digital environment and that the consumer had been informed by the trader of the technical requirements for the compatibility of that content or service before the contract was concluded.
The consumer is obliged to cooperate with the trader, to the extent reasonably possible, necessary and least intrusive for him, in order to determine whether the lack of conformity is caused by that incompatibility. Otherwise, the burden of proof referred to in the first or second paragraph of I of this Article, shall lie with the consumer provided that the consumer has been informed in a clear and comprehensible manner of his obligation to cooperate before the conclusion of the contract."
Article 1641 of the French Civil Code:
"The seller is bound by the warranty for hidden defects in the thing sold which make it unfit for the use for which it was intended, or which so diminish this use that the buyer would not have acquired it, or would have given only a lower price, if he had known about them."
Article 1648 paragraph 1 of the French Civil Code:
"The action resulting from prohibitive defects must be brought by the purchaser within two years of the discovery of the defect."