The purpose of these terms and conditions of use (“Terms”) is to set forth the terms and conditions under which the Platform is made available to the User by SMART GLOBAL GOVERNANCE, a French société with a share capital of EUR 3,350,535.32, registered under number 853 951 556 with the Register of Commerce and Companies of Grasse (RCS Grasse), whose registered office is located at 300 rue du Vallon, 06560 Valbonne (hereinafter “SMART GLOBAL”).
In these Terms, the capitalized words and expressions below have the following meaning (whether used in the singular or plural):
1.1. Client: refers to the corporate client of SMART GLOBAL that has subscribed to a free trial of the Platform under the conditions set out on the Website, or has subscribed to a Platform subscription pursuant to the General Terms and Conditions of Provision of a Software Platform, available at the following link: https://www.smartglobal.com/, and on whose behalf the User (as an employee or service provider of the Client) is authorized to access and use the Platform.
1.2. User Account: refers to the personal account created by the User on the Platform, as described in Article 3 below.
1.3. Data: refers to all data collected, generated, or processed via the Platform by the User.
1.4. Personal Data: refers to any Data which, within the meaning of applicable personal data protection regulations, can be used to designate or identify, directly or indirectly, a natural person.
1.5. Platform: refers to the compliance management and monitoring platform used by the Client for compliance with applicable personal data protection regulations, developed and published by SMART GLOBAL, and made available to the User over the internet, through the Website.
1.6. Website: refers to the website published by SMART GLOBAL and accessible at https://www.smartglobal.com/ (or any other URL that SMART GLOBAL may use as a substitute), on which the Platform is made available.
1.7. User: refers to any natural person of legal age and legal capacity who accesses and uses the Platform—regardless of their location and connection methods—and benefits from the services provided by the Platform under the subscription entered into by the Client, being an employee or service provider of the Client, and authorized by the Client to use all or part of the services provided by the Platform.
These Terms constitute a contract between the User and SMART GLOBAL. Access to and use of the Platform are subject to the User’s express and unreserved acceptance of these Terms. If the User does not accept the Terms, they will be unable to access or use the Platform.
Acceptance of the Terms occurs upon the User’s first connection to the Platform, when creating their User Account under Article 3.1 below.
SMART GLOBAL reserves the right to modify and/or update the Terms at any time without notice. Access to and use of the Platform will then be subject to the Terms in effect at the time of such access or use. The User is therefore encouraged to regularly consult the Terms for updates.
If any clause of these Terms is held to be invalid following a change in legislation or regulations, or by a final court decision, this shall not affect the validity or enforcement of the remaining clauses.
Access to the Platform requires creating a User Account. To do this, the User must have a valid email address.
Access to the Platform is strictly limited to persons included on the list of authorized Users provided to SMART GLOBAL by the Client. SMART GLOBAL will send each authorized User, by email to the address indicated on the list of Users transmitted by the Client, a secure URL allowing the initialization of the Account creation process for access to the Platform. Where applicable, if the Client has appointed a User as the Platform administrator within its organization, SMART GLOBAL will send the secure URL to this administrator User, who will then be responsible for creating and managing User Accounts.
Each authorized User may access the Platform (i) by connecting to the Website, (ii) clicking on the “Log In”/“Connexion” button, authenticating themselves, and accepting these Terms.
The User agrees to provide and maintain accurate, up-to-date, and complete information about themselves. Under no circumstances shall SMART GLOBAL be held liable for any delay or inability to access the Platform due to erroneous or incomplete information provided by the User when creating their User Account. The User may modify their personal information at any time.
The User’s login credentials (username and password, where required) are personal and confidential. The User must keep these credentials secure and agrees not to disclose them to third parties for any reason or in any manner. The User also agrees to ensure that, upon completion of each session using the Platform, they properly log out.
In the event of loss, forgotten password, or theft of login credentials managed by SMART GLOBAL (excluding the SSO login method), the User must change their password as soon as possible by clicking the “Forgot Password” link displayed under the login form. The User will then be prompted to create a new password. If the User is logging in via SSO, in the event of lost, forgotten, or stolen credentials, it is the User’s own responsibility to make the necessary changes.
Under no circumstances shall SMART GLOBAL be liable for the loss, theft, or forgotten credentials of the User, or their fraudulent use. The User is solely responsible for all access to and use of the Platform made under their login credentials.
SMART GLOBAL undertakes to take all reasonable measures to ensure reliable and rapid access to the Platform. Nonetheless, the User acknowledges and accepts the costs and limitations inherent to any internet connection.
The User is responsible for accessing the Platform under suitable technical conditions—hardware, software, and telecommunications (high-speed internet access and an up-to-date Chrome, Firefox, or Edge browser)—including implementing all necessary safeguards and protection against potential intrusions.
All costs associated with accessing and using the Platform—whether for hardware, software, or internet access—are at the User’s sole expense. The User is solely responsible for ensuring the proper functioning and appropriate security of their IT equipment and internet access. SMART GLOBAL shall not be held liable for any damage to equipment incurred through use of the Platform.
The availability conditions for the Platform are set forth in SMART GLOBAL’s Service Level Agreement, available via the following link: https://www.smartglobal.com/fr/sla/.
SMART GLOBAL is only bound by an obligation of means concerning the accessibility, operation, and availability of the Platform or its content. SMART GLOBAL reserves the right to interrupt, suspend, or limit access to all or part of the Platform, notably for legal or technical reasons.
The User expressly acknowledges that such suspensions, interruptions, or limitations may occur at any time without notice and shall not entitle the User to any form of compensation or indemnity.
Given the nature and purpose of the Platform, the User must act in a professional capacity, using the Platform only for business purposes.
The User undertakes to use the Platform in compliance with these Terms and in accordance with applicable laws and regulations.
In particular, the following uses are strictly prohibited:
SMART GLOBAL may suspend or terminate the User’s access to the Platform in the event of a breach of this article, without prejudice to any damages that SMART GLOBAL may claim.
SMART GLOBAL warrants the confidentiality and security of Data. However, SMART GLOBAL does not guarantee the accuracy, completeness, currency, or any other quality of the Data uploaded and published by the User on the Platform.
The User is solely responsible for the integrity, accuracy, and quality of the Data they upload and publish on the Platform. The User also ensures that such Data is free of viruses or any other components that may damage the Platform.
SMART GLOBAL does not grant any other express or implied warranties, including (without limitation) any warranty of non-infringement of third-party rights, continuity, performance, or durability of the Platform, or of fitness for a particular purpose or suitability of the Platform for the User’s needs. Nor does SMART GLOBAL guarantee that the Platform is free of anomalies, errors, or bugs, or that it will operate without failure or interruption. The Platform is provided “as is” and “as available.”
Access to the Platform implies that the User is aware of and accepts the characteristics and limitations of the internet, particularly in terms of technical performance, response times for reviewing, querying, or transferring information, interruption risks, and more generally, the inherent risks in any internet connection and transmission, including the lack of protection for certain data against potential misuse and risks of contamination by any viruses circulating on the network. SMART GLOBAL does not guarantee that the Platform or its servers will always be free of viruses, worms, trojans, or any other components that might cause damage.
It is incumbent upon the User to take all appropriate measures to protect their own hardware, data, and/or software stored on their computer equipment from any breaches.
The User’s access to and use of the Platform shall in no way render SMART GLOBAL liable for any reason whatsoever. Access to and use of the Platform are at the User’s sole and entire responsibility.
The User alone is responsible for the correct and prudent use of the Platform and the Data they upload or publish through it.
No advice or information, whether oral or written, obtained by the User when using the Platform shall create any warranty not expressly set forth in these Terms or result in SMART GLOBAL’s liability in the event of damages of any nature to the User or third parties arising from improper use of the Platform by the User, in violation of these Terms.
The User is responsible for any damage that may occur to their IT system or to the Platform and/or its content, as well as for any loss of Data that might result from their use of the Platform. In this respect, the User is responsible for implementing antivirus solutions and other security measures on their IT system.
To the fullest extent permitted by applicable law, SMART GLOBAL expressly excludes all liability for any direct or indirect damage arising out of or in connection with access to the Platform, its use, malfunction, or unavailability, regardless of the nature or duration thereof.
SMART GLOBAL is liable only for direct damages caused to the User due to the improper performance and/or non-performance of SMART GLOBAL’s obligations under these Terms.
The User acknowledges that SMART GLOBAL remains free to correct and/or modify the Platform at any time and without notice, without such correction or modification entitling the User to any claim.
SMART GLOBAL’s liability shall not be engaged in all cases in which failure or improper performance of these Terms is due to force majeure or any other unforeseeable and unavoidable event beyond SMART GLOBAL’s control.
The Platform (including its source code and architecture), the Website, as well as all content published by SMART GLOBAL on the Platform, and the registered trademarks “SMART GLOBAL PRIVACY” and “SMART GLOBAL GOVERNANCE” (collectively the “Protected Elements”), are protected by intellectual property rights (including, without limitation, copyright, patent rights, trademark rights, rights of database producers, and all other existing or future national or international intellectual property rights) and belong to SMART GLOBAL or to third parties that have authorized SMART GLOBAL to exploit them.
Using the Platform does not in any way grant the User any ownership and/or intellectual property rights over the Protected Elements, except for a personal, non-exclusive, non-transferable, non-assignable, and limited right of access and use of the Platform strictly in accordance with its purpose and these Terms, for the duration of the User’s use of the Platform.
It is strictly prohibited to represent, reproduce, and/or exploit the Protected Elements, in whole or in part, in any form or by any means, without the prior written consent of SMART GLOBAL. The User agrees not to copy, modify, assemble, decompile, alter, sell, rent, lend, transmit, distribute, or transfer all or part of the Platform, nor create derivative works from the Platform, nor allow any third party to undertake such actions, without the prior written consent of SMART GLOBAL.
Failure to comply with the provisions of this article constitutes a violation of SMART GLOBAL’s and/or its licensors’ intellectual property rights and may result in civil and criminal proceedings.
SMART GLOBAL is concerned about the protection of personal data of Platform Users and undertakes to protect such data in accordance with applicable regulations, including Regulation (EU) 2016/679 of 27 April 2016 (“GDPR”) and the French Data Protection Act No. 78-17 of 6 January 1978, as amended (“Loi Informatique et Liberté”). For more information on personal data protection rules, the User is invited to consult SMART GLOBAL’s Privacy Policy, available at: https://www.smartglobal.com/fr/politique-de-confidentialite.
These Terms come into force upon acceptance by the User and remain in effect for the entire duration of the User’s use of the Platform, pursuant to the contract between SMART GLOBAL and the Client.
In the event the User uses the Platform in breach of these Terms, if the User fails to comply with these Terms, or generally in the event of any violation of applicable laws and regulations, SMART GLOBAL may suspend or terminate, automatically and without prior formal notice, prior notice period, or compensation, all or part of the User’s access to the Platform. SMART GLOBAL may declare such termination without prejudice to any other rights, claims, or remedies it may seek for any damage it has suffered as a result of such breaches.
Similarly, the User Account will automatically be terminated if the contract between SMART GLOBAL and the Client ends.
Upon termination of the User Account for any reason, SMART GLOBAL will return to the User, at the User’s request, the Data they uploaded to the Platform, in accordance with the contractual conditions and arrangements agreed upon with the Client.
These Terms constitute the entire agreement between the parties regarding its subject matter, and supersede and replace any prior or current, oral or written agreement, between the parties, pertaining to the same subject matter.
These Terms are entered into on an intuitu personae basis. The rights and obligations arising from these Terms may not be assigned or transferred by the User, in any capacity, without the prior written consent of SMART GLOBAL.
If one of the parties fails at any time to enforce any provision of these Terms, such failure shall not be construed as a waiver of the party’s rights under such provision in the future.
These Terms are governed by French law. The parties agree to endeavor to settle amicably any dispute that may arise in connection with the performance of these Terms. If no amicable solution is reached, the dispute shall be brought before the competent courts of Grasse, France.
