Terms of use
Last updated on January 30, 2024.
In case of discrepancy with the terms of the service agreement, the latter takes precedence.
Terms and Conditions
1. Accessibility of the resources needed for the project
The client undertakes to provide all information, approvals, and resources in a timely manner to enable Allema Global to meet the agreed deadlines. Any delay attributable to the customer may result in adjustments to delivery times and additional costs.
2. Termination
2.1. Mauvaise foi
In case of blatant non-compliance with the terms of the contract by the client, including delays or failures in payment or abusive behavior towards Allema Global, the latter reserves the right to terminate the contract with a notice period of ten (10) business days.
2.2. Tolerance
The parties mutually agree that tolerating a situation does not grant the other party acquired rights. Moreover, such tolerance cannot be interpreted as a waiver of asserting the rights in question.
3. Privacy
All written and verbal information communicated and disclosed under this agreement before or after the date of this agreement, regardless of how they were provided, shall be deemed confidential information, including, but not limited to, project details, financial information, and business strategies.
3.1. Exclusions
Confidential information does not include the following information:
- The information that is generally known in the industry of parts;
- The information that is or will be made available to the public in a lawful manner by a party;
- The information that a party has legitimately had in its possession before receiving the confidential information;
- The information that a party has obtained independently and legitimately without directly or indirectly resorting to confidential information;
- The information that one party has obtained from a third party who has the right to transmit or disclose it.
3.2. Utilization
Unless otherwise specified in this agreement, the confidential information shall remain the exclusive property of the disclosing party, and shall only be used by the receiving party for permitted purposes. The receiving party shall not use the confidential information for purposes that could directly or indirectly harm the disclosing party, its affiliates, or its branches.
3.3. Disclosure of confidential information
A recipient party may disclose confidential information:
- to its agents, representatives, or advisors who need to be informed of the confidential nature of the confidential information;
- to a third party to whom the issuing party has given its consent verbally or in writing to such disclosure;
- to the extent required by law or at the request of any judicial, administrative, government and legislative authority.
4. Work supension
4.1. Voluntary work suspension
If work needs to be suspended at the written request of the client for more than 30 days, Allema Global reserves the right to invoice the hours worked after receiving the initial deposit. Please note that administrative reopening fees may apply, in which case you will be informed in writing in advance. Furthermore, Allema Global disclaims any responsibility for delays resulting from the voluntary suspension of work by the client, and at the project’s resumption, an adjustment to the hourly rate may be applied based on the time elapsed between the suspension and the resumption of work.
4.2. Suspension due to lack of communication
In case of project termination by the client following a lack of communication for fourteen (14) consecutive business days after receipt of the initial deposit, Allema Global reserves the right to bill for the hours worked up to the date of termination. If the client decides to resume the project, a reassessment will be carried out, including potential adjustments to costs, deadlines, and hourly rates. These adjustments will be communicated to the client in writing before the project resumes, and no activity will begin until the new conditions are accepted by the client.
5. Intellectual property
The work done on the project remains the intellectual property of Allema Global until the transfer of ownership as per the established contracts. Please note that the client assumes full responsibility for the choices made regarding the textual and iconographic content of the product. Allema Global thus disclaims any responsibility related to the misuse of the product in the public or private sphere.
6. Compliance with the data protection law
The client is fully responsible for ensuring compliance of their website with Law 25 and all applicable laws. Allema Global cannot be held responsible for the consequences resulting from the client’s non-compliance with Law 25, including fines or sanctions. Allema Global reserves the right to suspend or terminate services in case of non-compliance with legal obligations. By accepting this contract, the client acknowledges their responsibility to comply with Law 25.
7. Cybercrime
The customer acknowledges that the absolute security of data stored on Allema Global’s servers is not guaranteed. Allema Global disclaims all liability for unauthorized access, cyberattacks, or security breaches resulting in disclosure, alteration, loss, or destruction of client data. The customer acknowledges that the security of the information also depends on security measures taken by the customer, such as password management, protection of credentials, and regular software updates.
Although Allema Global may recommend that the client take out cyber insurance, it is understood that Allema Global is not an insurance company and does not provide any guarantees in case of damages related to hacking. The customer is responsible for taking appropriate measures to protect themselves against cyberattacks.
In the event of a cybersecurity incident, Allema Global will cooperate with the client but cannot be held responsible for direct or indirect damages resulting from a cyberattack. By accepting this contract, the client acknowledges having read, understood, and accepted this disclaimer clause.
8. Utilisation du nom et des marques de commerce
Unless objected, the client authorizes Allema Global to use the visuals created as part of the project in its digital portfolio. If you prefer not to be included in the portfolio, please inform the company via email at contrats@allemaglobal.com.
The client agrees to include a hyperlink to https://allemaglobal.com/en at the bottom of the main page of their website.
Furthermore, the client grants Allema Global a non-exclusive right to use its name and trademarks as they appear on its website. With the prior authorization of the client, Allema Global may also use the client’s name and trademarks on its own websites, in newsletters, directories, and advertisements describing Allema Global’s services. The customer can use the name Allema Global or other Allema Global trademarks, provided that it does not imply, endorse, sponsor, certify, or validate user content. Both parties will adhere to each other’s graphic guidelines.
9. Respect for employees
The client agrees to treat Allema Global employees with respect, dignity, and fairness throughout the duration of the contract. No discrimination will be tolerated. Moreover, any deliberate and disloyal attitude with which a client acts towards an employee, in order to harm, deceive, mislead, or evade obligations, constitutes a breach of this clause.
In case of a breach of this clause, Allema Global reserves the right to take appropriate actions, including immediate termination of the contract, without prejudice to any other remedies provided by law.
10. Respect for employees
The client acknowledges being the main expert in their business field, possessing a profound knowledge of their activities and specific needs. To ensure the success and proper completion of the project, the client commits to fully cooperating with Allema Global by providing adequate assistance to enable a thorough understanding of their industry sector. This cooperation includes the timely provision of relevant information, clarification of internal processes, and active participation in discussions to ensure a comprehensive understanding of the project’s objectives and requirements. Transparent collaboration between the client and Allema Global is essential to optimize the relevance of the solutions proposed and ensure the overall success of the service delivery.
11. Support outside working hours
The normal working hours are from 9 a.m. to 5 p.m., Monday to Friday. Support outside of these hours will be billed at 35% higher rate (emergency rate), and a minimum of 3 hours will be charged.
12. Responsibility
Allema Global will not be held responsible for errors or omissions in the final project resulting from author corrections not reported by the client.
Terms of Use for the Allema Konnect Software
1. Terminology
- “Publisher Content”: refers to all material developed by Allema Global and made available to the client, including the client’s website design.
- “User Content” means any material developed, purchased, or acquired by the customer that is published, uploaded, or used on the customer’s website. User Content includes, among other things, the data of the client’s products or services as well as information about their customers.
- “Hosting” refers to the service of renting storage space for the targeted Solution and User Content.
- “Client’s Website”: refers to the client’s Internet address, identified by a domain name provided by the client and owned by the client.
- “Targeted Solution”: refers to Allema Global’s connection platform, Allema Konnect, and includes the current version and all future updates provided by Allema Global, as well as the source codes and intellectual property of this Allema Global e-commerce solution.
2. Subject: Subscription
On the express condition that the client observes, respects, and complies with each and every clause, condition, and stipulation of this agreement, Allema Global hereby confirms to the client their subscription to the service as described more fully in this document.
2.1. Modifications
Allema Global may, upon at least thirty (30) days’ notice to the client, reasonably modify the composition of the services described in this document or any provision of these subscription terms.
No notice will be required for a change in the composition of the services provided to the client when Allema Global’s performance in relation to them remains substantially the same and the fees payable by the client are not increased. Any advice from Allema Global to the customer can be sent to them via email.
3. Contract Duration
3.1. Initial duration and renewal
The current subscription has an initial fixed term of one (1) year and renews automatically, unless written notice is sent by one party to the other party at least thirty (30) days before the expiration of the initial period or the renewal period, if applicable.
3.2. Early termination fees
En cas de résiliation anticipée de l’abonnement avant la fin de la période contractuelle ou de renouvellement, le client sera tenu de verser à Allema Global le montant total de la mensualité correspondante, lequel ne sera pas remboursable.
4. Service charges
4.1. Analysis fees
To determine the feasibility and scope of the work to be carried out, the client agrees to cover the initial costs for the analysis of the BEST workstation’s facilities and configurations. The price of the solution included in this agreement may change based on the analysis results, in which case the client will be informed verbally or in writing. Analysis fees are non-refundable, even if this agreement is not signed following the receipt of the analysis results.
4.2. Base price
In consideration of the use of the solution chosen by the client, the client must pay to Allema Global the fees indicated in this contract, as well as all applicable taxes. Startup costs, as well as fees related to custom design and any other modifications, are non-refundable.
4.3. Monthly fee billing and payment
Allema Global will invoice the client monthly for the costs incurred related to the use of the solution (license), hosting if applicable, and any applicable support fees, starting from the delivery of the solution following the subscription to the chosen package by the client. Any declined payment will result in additional charges. In addition to the amounts owed, a fee of seventy-five (75) dollars will be added as compensation for all expenses incurred by Allema Global to recover the amounts due.
4.4. Taxes
All prices set by Allema Global do not include applicable taxes. As a result, the customer will have to pay all applicable taxes.
4.5. Support
Monthly billable remote support fees at the regular hourly rate.
5. Obligations of Allema Global
5.1. Hosting
Allema Global undertakes to provide the customer with the intended Solution as well as Hosting for the intended Solution and User Content, and ensures that they are made accessible to the customer under the conditions herein.
5.2. State of products and services
The customer confirms having been informed and agrees that the condition of the products and services provided may vary given that their design has been spread over several years. Sometimes this results in disparities regarding the presentation, content, updating, and architecture of solutions.
5.3. Cost of implementation service
The implementation service covered by the start-up fees is offered remotely. In the event that the client requires a specialized advisor to travel to their offices, they will be responsible for covering the travel expenses (car, mileage, time) amounting to $0.68 per kilometer, round trip between their office and the business location of the specialized advisor. The reference source used for distance calculation is Google Maps.
5.4. Advisory service
In the event that the client requires assistance, training, consulting, development, advisory services, or any other service not included in this contract, the client will be responsible for covering all costs based on a flat or hourly rate.
6. User obligation
6.1. Required equipment
The customer must provide a computer system that meets the minimum requirements necessary to use the services, as well as any other equipment required that is not provided by Allema Global under this agreement. Furthermore, the customer acknowledges that Allema Global will not provide any services related to the installation and/or configuration of their internal computer network.
6.2. Access to a BEST machine (if applicable)
The customer must provide a connection to a machine with BEST installed and configured to run the tests.
6.3. Fixed IP address (if applicable)
The BEST post must have a fixed IP so that the online store system can retrieve the inventory.
6.4. Copy of the production site for you (if applicable)
The client must provide a copy of their website in production for testing.
6.5. Supporting fees (if applicable)
The customer understands that in the event of a connection issue or bug related to the BEST station, they will be responsible for covering all support costs at the applicable hourly rate (this includes checks, diagnostics, and case management).
7. Subletting and Assignment
The client may not sublease the Solution or Hosting provided to them under this agreement under any circumstances. Furthermore, the client may not assign, transfer, and/or grant to any persons or entities, all or any part of its rights, duties, and/or obligations provided herein. Failure to comply with this clause will result in the automatic termination of the current contract.
8. Terms of Use
8.1. Email Use Policy
Allema Global has a zero-tolerance policy for the intentional sending of spam.
8.2. Adult content and prohibited by law
No adult content or content prohibited by law should be copied to Allema Global servers.
8.3. Compliance failure
If the customer fails to comply with this clause, it will result in the automatic termination of this contract, and the customer will be required to pay Allema Global compensation.
9. User Content
The customer acknowledges and declares that Allema Global is not the owner and has no financial or other interest in the User Content. Allema Global is committed to not distributing User Content.
10. Content Publisher
Provided that the customer complies with each provision of this contract, Allema Global grants the customer, for personal use, a non-exclusive and non-transferable license, granting the right to use the specified Solution and the related documentation, such use being limited to the client’s business purposes only.
11. Representation
11.1. Copyright
The customer acknowledges that the intended Solution is protected by the relevant copyright legislation.
11.2. Owner of the solution
Allema Global represents the Targeted Solution and ensures that it is an original work of which it is the sole and exclusive owner and that the Targeted Solution does not infringe any copyright or any other rights belonging to a third party.
11.3. Knowledge of the case
Allema Global is not aware of any claims or conflicts involving the intellectual property of the targeted Solution, and no recourse, proceedings, claims, notices, actions, or investigations are anticipated regarding this intellectual property. The intellectual property has never been questioned.
12. Indemnification
The client shall indemnify Allema Global against any claims, demands, losses, damages, expenses, including attorney fees, arising from lawsuits related to the client’s website or User Content, concerning copyright, trademark, or any other violations of the law.
13. Force majeure and limitation of liability
Allema Global will not be liable for a failure to meet its obligations as stated in this contract if such failure results from a force majeure event as defined in the Civil Code of Quebec. Furthermore, Allema Global will not be held responsible for any failure to meet its contractual obligations if this failure results from:
a) of an action or inaction by the customer or a third party not affiliated with Allema Global;
b) of a breakdown of a customer’s equipment or a third party;
c) third-party software issues;
d) of planned maintenance performed by Allema Global to update and/or maintain the client’s website or the targeted solution.
Under no circumstances shall Allema Global’s total liability to the client exceed the value of the services provided for a period of more than one (1) month (the client expressly releases Allema Global from all responsibilities beyond this limit. Refund will be made upon the client’s request provided that the client notifies Allema Global of the breakdown or breakdowns).
14. General provisions
14.1. Warning
Except for the provisions in this agreement where otherwise provided, any notice required under this shall be sufficient if it is recorded in writing and sent by a mode of communication that allows the sending party to prove that such notice was actually delivered to the receiving party at the address of its head office or at any other address that it may provide.
14.2. Applicable laws
This is governed by the laws in force in the province of Quebec (Canada). The parties agree that for any claim or legal action for any reason whatsoever concerning this, they will choose the judicial district of Rimouski, province of Quebec, Canada, as the appropriate venue for the hearing of said claims or legal actions, to the exclusion of any other judicial district that may have jurisdiction over such a dispute according to the provisions of the law.
15. Termination
15.1. Termination by Allema Global
Allema Global may terminate the subscription at any time upon at least thirty (30) days’ notice to the client, unless the termination results from a default by the client to meet any of the obligations incumbent upon it under the subscription conditions, other than those related to the payment of its account, in which case no notice will be required. Allema Global may interrupt services or terminate this agreement if the client fails to pay an overdue account, provided that the account has been overdue for more than fifteen (15) days after the due date.
Before interrupting services, Allema Global must provide the client with a written notice of at least five (5) days indicating the reason and the scheduled interruption date, the amount due, and, if applicable, the service restoration fees, agreement termination fees if payment is not made by the client within this five (5)-day period, and any other charges payable to Allema Global. The termination fees mean: i) the amount owed by the customer to Allema Global in accordance with this agreement; and ii) any amount payable by the customer to Allema Global under this agreement for the unexpired portion of this agreement. Following the termination of the agreement, Allema Global will have to reimburse the client, if applicable, for any overpaid portion of their monthly fees.
This agreement shall be automatically terminated without notice if the client becomes insolvent, makes a general assignment of its assets for the benefit of creditors, is declared bankrupt, if an order for sequestration or liquidation is made against it, or if it attempts to take advantage of any law relating to insolvency, bankruptcy, or arrangement with creditors.
Upon termination of this agreement, all obligations of Allema Global will cease. The customer agrees to pay Allema Global all expenses incurred by Allema Global for the recovery of any amount due and unpaid under this agreement. Allema Global will justify the expenses to the client.
15.2. Termination by the customer
If the customer receives notice of price and/or feature changes, the customer may terminate this agreement without penalty, effective as of the date referred to in this notice, provided that the customer gives written notice to Allema Global at least ten (10) days before this date.
15.3. End of agreement
The customer undertakes to cease using any service provided within this agreement. Upon the end of the agreement, the client will no longer have access to the website or its content that they had during the agreement.
16. Payment
The payment agreed upon in this agreement is due from the client upon the first billing of Allema Global’s services, and can only be made by bank deposit or check (for the solution startup) and by credit card or bank deposit (for monthly fees), according to the rates set by Allema Global, of which the client acknowledges to have been adequately informed. These rates may be modified in whole or in part by Allema Global from time to time, with at least thirty (30) days’ notice to the client. In such cases, the modification will take effect at the end of the fixed period or any renewal period, as applicable.
17. Responsibilities of Allema Global during BEST PoS updates
In the event of an unplanned update of a version of BEST PoS, Allema Global will not be held responsible for any malfunction between its gateway, the online store/point of sale, and BEST PoS.