GENERAL TERMS AND CONDITIONS FOR EQUIPMENT MAINTENANCE

Inibar Services undertakes to implement the necessary means to perform maintenance services on all elements as specified in the Customer's particular conditions and/or order. These elements are subject to the present General Maintenance Conditions. 2.1 Technical support Technical support services are provided by the Inibar Services support center, to which the Customer must systematically and exclusively contact at the times specified in the Customer's special conditions and/or order.
The aim is to notify the Inibar Services technical center of any errors, anomalies or problems detected on the equipment covered, so as to facilitate maintenance actions. When a Customer request is made, Inibar Services establishes a support ticket detailing the date and time of the request, the nature of the operation to be carried out and any observations to which it gives rise. The requestor receives a ticket number in order to guarantee traceability of interventions. 2.2 Software maintenance Inibar Services will provide the following services to the Customer. The services will be provided remotely, at the times and on the days specified in the special terms and conditions of the Contract. 2.2.1 Corrective maintenance Inibar Services will correct any software operating anomalies identified, communicated by the Customer to technical support and reproducible by the Customer and Inibar Services. The method of correction will be left to the discretion of Inibar Services according to the problem encountered, and may take the form of a program correction, a modification of the documentation or, if necessary, an escalation to the publisher. 2.2.2 Exclusion - Upgrade maintenance As Inibar Services is not a software publisher, the Customer will not be able to benefit from new versions of the software unless a specific technical support service estimate is validated.
These new versions may include: - minor improvements to existing functions of the Software Package (ergonomics, management rules, optimization of operation); - modifications to the Software Package made necessary by legal changes (regulatory maintenance). 2.3 Hardware maintenance 2.3.1 Preventive maintenanceDepending on the particular conditions and/or order, customers who have subscribed to preventive maintenance may benefit from the following services: - an annual preventive visit set by Inibar Services, - checking of transmission media, - replacement or standard exchange of parts found to be defective if covered by the maintenance contract.2.3.2 Curative maintenanceMaintenance services are provided at the customer's request to technical support. Calls/emails for service must be made/addressed by an authorized Customer representative. On-site troubleshooting or dispatch of equipment alone is carried out after analysis and diagnosis of the fault by the Inibar Services support center. This includes point-of-sale terminals and most of the peripherals that may be connected to them, as well as IT and office equipment as described, individualized and specified in the customer's particular conditions and/or order installed at the customer's premises.

Inibar Services' availability, response and intervention times are defined in so-called Service Agreements (SA) or Service Level Agreements (SLA), which form an integral part of the contract with the customer. Inibar Services begins maintenance during the period of availability as quickly as possible, but in any case within the period agreed in the contract. Inibar Services offers different levels of service in terms of response time and repair time. These service levels are set out in the special conditions and depend on the type of equipment sold to the customer. Inibar Services provides its services during the periods when it is available for maintenance and follow-up, from 9:00 am to 6:00 pm - 5 days a week (Monday to Friday), excluding public holidays, for all equipment undergoing maintenance in mainland France. Any intervention by Inibar Services outside working hours will be invoiced in accordance with the conditions set out in the current price list, and will be subject to prior quotation. The maximum duration for successful maintenance of hardware, or for rectifying faults and restoring software to operational condition, is set at 1 hour's intervention. In the event that equipment cannot be repaired on site, it must be returned to the Inibar Services workshops for laboratory testing and repair. The repair time will depend on the duration and complexity of the work to be carried out. Equipment may be loaned according to the terms defined in the special conditions. Defective equipment taken back by Inibar Services during the intervention becomes the exclusive property of Inibar Services, unless otherwise specified in the special conditions. At the end of its interventions, Inibar Services systematically draws up a report for the benefit of the customer, signed by the customer or his authorized representative. These reports form the basis for verifying that the services have been carried out in accordance with the contract. In order to carry out the contract, Inibar Services may use third-party suppliers and subcontractors.

The following services are excluded from these general maintenance conditions: - Equipment whose manufacturer no longer produces or sells spare parts. Any repairs or supply of parts will be subject to an estimate.

- Replacement of consumables such as cash drawers, cables, paper, ribbons, print heads, read heads, character strips, cathode ray tubes, fonts, OPC kit / drum, developer kit, X copy reconditioning kit, toner, hammers / hammer blocks, special devices, non-removable sheet-fed trays, UPS batteries, laptop batteries, laptop screens, or any other item specified as a consumable by the manufacturer (non-exhaustive list).
In the event of replacement, these parts will be invoiced separately.

- The supply of spare parts used for the technical upgrading of equipment during visits as part of curative or preventive maintenance and diagnosed as defective will be invoiced separately. The maintenance of any equipment or the performance of any work not covered by the special conditions. Electrical or electronic work when the equipment is started up.

- Maintenance of varnishes, burnishing, chrome plating, lacquering, nickel plating, paints, bodywork, device covers and accessories, replacement of special extendible or other cords, cable ducts and connecting cords. Troubleshooting, interventions or repairs made necessary as a result of: a) negligence on the part of the Customer, in particular through the use of non-compliant consumable accessories: paper, ribbons, special devices, etc., - use of the equipment not in conformity with the special conditions, use of equipment which does not comply with manufacturers' specifications, abnormal intensive use; b) electrical power failures, out-of-spec power supply from the energy supplier; c) malicious acts by the customer, a customer's employee or any third party; d) software modification; e) replacement of equipment or repair of equipment which has become unusable as a result of abnormal wear and tear or accidents resulting from use contrary to good practice;

f) repair work, replacement of cables, equipment or devices which may have been damaged by external influences such as humidity, flooding, abnormal temperature, poor maintenance of premises, short-circuits, lightning, fire, conductive or insulating dust introduced into devices or equipment as a result of the very nature of the Customer's industry or resulting from work or modifications or specifications carried out by persons other than Inibar Services' agents, modification of the premises, intentional or unintentional shocks, breakage, riots and, in general, any damage not caused by normal use of the equipment.

- Restitution of operating systems, programs and data files.

In general, the customer must cooperate in good faith to facilitate Inibar Services' interventions, in particular by providing all the information required to carry out its intervention. The customer must help Inibar Services to resolve any problem online and as quickly as possible.
In order to enable maintenance operations to be carried out under the best possible conditions, the customer undertakes in particular to allow Inibar Services: - free access to the equipment requiring intervention, during normal opening hours of its establishment; - free access to the electrical, telephone and Internet networks; - sufficient space to install and store all the equipment and appliances required for the intervention; - in the event of intervention outside the days and hours defined in article 3, to ensure access to the equipment. In this case, Inibar Services will be accompanied by a qualified representative of the Customer; - Remote access to the equipment under maintenance by installing a control tool. The Customer undertakes, on pain of termination of the contract, to use the equipment under maintenance in accordance with the manufacturer's specifications, to comply with the installation rules (installation, air-conditioning, connections, etc.), and not to carry out any modification or repair of the equipment without the prior written authorization of Inibar Services.

In the event of a change in the location of the equipment referred to in the special conditions, the Customer undertakes to inform Inibar Services in advance in writing and within a reasonable period of time. The Customer undertakes to inform Inibar Services immediately of any incident, abnormal occurrence and/or any modification that may have a consequence on the proper operation of the equipment, or that may be the cause of a breakdown. In the event of cancellation or postponement of its request for on-site intervention, the Customer undertakes to expressly inform Inibar Services' technical support by telephone or e-mail. In this case, the Service Agreements (SA) or Service Level Agreements (SLA), which form an integral part of the contract, will no longer be applicable. Any unjustified displacement/intervention may result in invoicing by Inibar Services at the current non-contractual rate (fixed rate for displacement + 1 hour of on-site intervention). After verification, is considered unjustified in the case and insofar as: - the Customer has caused the breakdown voluntarily or through obvious negligence; - the Customer has not been able to identify it, whether through obvious negligence or not.

The Customer shall refrain from carrying out any maintenance on the equipment referred to in the special conditions, either himself or through another service provider. The Customer shall be required to comply with certain provisional operating procedures put in place by Inibar Services until a definitive solution has been found to the malfunctioning of the equipment. The Customer must have taken all necessary precautions to back up his data and software packages prior to the technician's intervention. Should any loss of information occur during the technician's intervention, Inibar Services' liability is limited to the reinstatement of the backed-up elements.

Maintenance is agreed for a period of one (1) year from the effective date specified in the special conditions, renewable annually by tacit agreement unless terminated by either party by registered letter with acknowledgement of receipt, at least three (3) months before the expiry of the current period, At least three (3) months before the expiry of the current period. For maintenance services with a firm duration of two (2) years, three (3) years or more, these will be tacitly renewed from year to year beyond the term, unless terminated by the Customer or by Inibar Services.

7.1 Services are remunerated by a fee defined in the special conditions. 7.2 The fee includes in particular: - labour costs, transport costs and travel expenses for the personnel carrying out the work; - parts used to replace defective parts. 7.3 The fee does not apply to work carried out under the following conditions: - Outside the normal working hours and days specified in article 3; - On call; - Delayed, slowed down, suspended or interrupted for reasons not attributable to Inibar Services. These interventions will be charged separately, on the basis of an estimate, at the Inibar Services rates in force on the day of the intervention. These interventions will also be invoiced separately. Inibar Services' interventions concerning the cases of exclusion referred to in article 4 are also excluded from the fee. 7.4 Updating of the fee Unless otherwise stipulated in the special conditions, the fee provided for in article 7.1 may be updated ipso jure by application, at the beginning of each new period, of the following update formula: price = P0 x ( index 1 / index 2 ) ; price : revised price ; P0 : original price or, where applicable, the last revised price ; index 1 : reference Syntec index, in this case, the Syntec index for N-1 ; index 2 : last known Syntec index at the time of price revision, i.e. the Syntec index for N ; N : date of signature of this contract.

8.1 Unless otherwise stipulated in the special terms and conditions, payment terms will be as follows: - Payment of the fees referred to in article 7.1 in arrears and periodically; - Signature of a SEPA direct debit authorization upon signature of the contract. At the beginning of each period, Inibar Services will send the Customer an invoice payable by direct debit 30 days from the date of receipt of the invoice. 8.2The invoice(s) corresponding to the interventions referred to in article 7.3 will also be payable by direct debit 30 days from the date of receipt of the invoice.

8.3 In the event of late payment, penalties equal to 1.5 times the legal interest rate/month (art. L441-6) will be due by the Customer ipso jure and without prior formal notice, in accordance with legal provisions. All Inibar Services interventions may be suspended until the Customer has fulfilled his payment obligation.

In the event of a change in configuration, or the addition or removal of equipment, the customer undertakes to inform Inibar Services in writing. In the absence of such information, no retroactive modification of the contract can be made, and Inibar Services reserves the right to invoice the intervention on undeclared/unmaintained equipment at the "non-contractual rate". For any modification request (addition, removal or change), a document defining the new equipment (a quotation), dated and signed by both (2) parties, will be valid as an amendment to the maintenance contract.

Inibar Services' liability under this maintenance contract shall not exceed, regardless of the cause, an amount equal to one (1) monthly maintenance fee, exclusive of tax, paid by the Customer to Inibar Services for the period during which Inibar Services' liability is incurred.

Inibar Services shall not be held liable for any delay or failure in the performance of maintenance services resulting from a case of force majeure such as, in particular, failure of means of communication, strike, computer or electricity failure or any event beyond its sole control. Inibar Services shall not, under any circumstances, be held liable for any indirect damage suffered by the Customer such as, for example, any financial or commercial loss, loss of profit, loss of data, commercial disturbance or any action brought against the Customer by a third party. Furthermore, Inibar Services shall bear no liability arising from the use of external programs used in conjunction with the Software Package(s) and hardware(s), including the results produced by said computer programs. In the event of proven fault committed by its agents in the performance of the defined services, Inibar Services' liability shall be limited exclusively to material damage suffered by the hardware referred to in the special conditions and by third parties, and shall be limited to the amount of the annual fee prorated to one (1) month.

Inibar Services may not be held liable, for any reason whatsoever, in the event of technical intervention by the Customer or a third party on the equipment concerned without the prior written authorization of Inibar Services. The Customer is deemed to have backed up his files regularly and prior to any intervention by Inibar Services. In no way can Inibar Services be held responsible for the loss of information appearing on the magnetic media of the equipment concerned by the services, nor for the recovery on magnetic media of operating and application software.

In the event of a dispute, the Tribunal de Commerce de Versailles in France (Versailles Commercial Court) will be the sole competent authority.

Any termination must be formally requested in writing by e-mail or by registered letter with acknowledgement of receipt, three (3) months before the anniversary date of the start of the term. This termination option may be applied, where appropriate, to all or part of the equipment, provided that it constitutes a separable element of the rest. In this case, the termination letter must indicate precisely the equipment for which maintenance is no longer renewed. In the event of non-compliance by either party with its contractual obligations, the contract may be unilaterally terminated by registered letter with acknowledgement of receipt, after 15 working days without effect.In the event of termination by the Customer for non-compliance with its obligations, the fee, in application of article 7.1, will be retained in full by Inibar Services, without constituting a discharge in favour of the Customer.

Any termination must be formally requested in writing by e-mail or by registered letter with acknowledgement of receipt, three (3) months before the anniversary date of the start of the term. This termination option may be applied, where appropriate, to all or part of the equipment, provided that it constitutes a separable element of the rest. In this case, the termination letter must indicate precisely the equipment for which maintenance is no longer renewed. In the event of non-compliance by either party with its contractual obligations, the contract may be unilaterally terminated by registered letter with acknowledgement of receipt, after 15 working days without effect.In the event of termination by the Customer for non-compliance with its obligations, the fee, in application of article 7.1, will be retained in full by Inibar Services, without constituting a discharge in favour of the Customer.

Each party shall treat as confidential all information, in particular of a commercial nature, which is communicated to it by the other party for the purposes of the contract and which, either by its nature or by its designation, is clearly defined as such. Each party also undertakes to ensure that its employees, service providers or subcontractors are informed of the confidential nature incumbent upon them. This obligation of confidentiality shall survive the termination of the present contract for a period of five (5) years for any reason whatsoever.

Except by prior written agreement between the Parties, each undertakes, for the duration of the contract and for a period of two (2) years from its expiry or termination by either Party, not to solicit the employees of one of the Parties who have participated in the performance of the contract.

Should one of the Parties fail to comply with this undertaking, it undertakes to compensate the other Party by paying an indemnity equal to the gross salary that the employee would have received during the twelve (12) months prior to his or her departure. The payment of this indemnity is without prejudice to the rights of the injured Party to sue the Party which failed to comply with this undertaking for reimbursement of the financial and moral prejudice suffered.

In the absence of any specific indication in the special conditions prohibiting disclosure of the existence of a contract between the Customer and Inibar Services, the latter may mention the Customer's name as a reference in its various commercial documents.