General Terms and Conditions of Sale and Use

Courtesy translation. The General Terms and Conditions of My audit corner are drafted in French and governed by French law. Only the French version has contractual force. In the event of any discrepancy between this translation and the French version, the French version prevails. The French text is available at myauditcorner.com/fr/conditions-generales.

Contents

1. Preamble
2. General terms
3. Obligations of the Parties
4. Pricing & payment terms
5. Right of use over the Solution
6. Ownership, security and confidentiality of Data
7. Liability – Insurance
8. Early termination of the Agreement
9. Miscellaneous provisions

1 – Preamble

1-1 Who we are

My audit corner is a simplified joint-stock company (société par actions simplifiée) with share capital of €40,000, whose registered office is at 14 rue de la Cressonnière, 31270 Cugnaux, France, registered with the Toulouse Trade and Companies Register under number 991 016 791. Its EU VAT number is FR94991016791.

Contact: contact@myauditcorner.com

My audit corner is managed by the company InLineDots as its President, itself represented by Mr Sébastien RISLER.

The website https://www.myauditcorner.com/ is the property of M.A.C and is hosted by Cloudflare.

Professional indemnity insurance policy: C-ST-68D69C81D9C1

1-2 Definitions

Unless the context requires otherwise, the following definitions apply to these General Terms and Conditions:

2 – General terms

2-1 Scope

These General Terms and Conditions and the Specific Terms dated and signed by the Parties are inseparable and constitute the entirety of the contractual relationship between M.A.C and the Customer.

2-2 Features of the Solution

M.A.C is the publisher of the My Audit Corner Solution. The Solution is a web application for automated regulatory analysis, designed to assist companies in assessing the compliance of their medical devices. Through a specific, dedicated Portal, M.A.C provides the following features:

• Import and processing of technical Data: The Customer may import or connect its technical documents (PDF, Word, Excel, PowerPoint, SharePoint and other formats) or its storage spaces (Google Drive, Office 365).
• Automated regulatory analysis: The Solution compares the content against the applicable regulatory and normative requirements.
• Generation of reports and recommendations: For each audit, the Solution generates a detailed report setting out the Customer's level of compliance.
• Integrated conversational module: The Solution includes a conversational artificial intelligence module (chatbot).

Important: The Solution is provided on a Software as a Service (SaaS) basis: the Customer's data is hosted in a Cloud and all Customers use the same installation of the Solution, through a Portal that is unique to each Customer.

2-3 Purpose of the Agreement

The purpose of these General Terms and Conditions is to define the conditions under which M.A.C makes the Solution available to the Customer and provides maintenance, hosting and technical support services.

2-4 Term

The Agreement takes effect upon signature. Unless otherwise stipulated, where a monthly subscription is taken out, the Agreement is entered into with no minimum commitment period. It renews automatically each month for a period of one (1) month, unless terminated.

3 – Obligations of the Parties

3-1 M.A.C's obligations

M.A.C undertakes to use all reasonable endeavours to ensure the permanence, continuity and quality of the availability and use of the Portal, and in this respect assumes an obligation of means (obligation de moyen).

Important: The analyses and recommendations generated by the Solution are purely informational. They do not in any way constitute a certified regulatory audit, legal advice or a compliance expert opinion. The Customer remains solely responsible for interpreting and using the results.

3-2 The Customer's obligations

• The Customer declares that it holds a legitimate right of access to the standards and regulatory documents used.
• The Customer undertakes to comply with the conditions of use of the Solution.
• The Customer undertakes to use the Solution for its intended purpose and for no other purpose.
• The Customer shall not exploit the Solution outside the contractual framework.
• The Customer may not assign these General Terms and Conditions without M.A.C's written consent.
• The Customer undertakes not to allow unauthorised persons to access the Portal.

4 – Pricing & payment terms

4-1 Pricing

The Solution is made available at the price stated on the Site. Prices are expressed in Euros (€), excluding tax, and per User. M.A.C offers two arrangements:

• One-off – Pay-per-audit: A single audit without subscription, at the unit price indicated on the Site.
• Standard monthly subscription: A monthly subscription per User with no commitment.

4-2 Payment terms

Payment is made by bank card through the provider Stripe. Late payment will result in suspension of access to the Portal, the application of late-payment interest at three times the French statutory interest rate, and a fixed indemnity of €40 for recovery costs.

5 – Right of use over the Solution

M.A.C is the publisher and owner of the Solution. This Agreement grants the Customer only a temporary right to use the Portal (the "Licence") for the duration of the contractual relationship. The Customer receives no intellectual property rights over the Solution or the Portal.

The Customer shall not reproduce, translate, adapt, arrange or modify the Solution. M.A.C reserves the exclusive right to work on the Solution in order to correct errors. The Customer is not authorised to make any copy or backup of the Solution.

6 – Ownership, security and confidentiality of Data

6-1 Ownership of Data

The Customer remains the sole owner of all technical Data it transmits. M.A.C acquires no ownership rights over such Data. The Customer authorises M.A.C to host, store, copy, process and display the Data to the extent necessary to provide the Solution.

6-2 Security and confidentiality

All Data is hosted on the secure servers of Google Cloud Platform, located exclusively within the European Union. Exchanges are encrypted end to end. M.A.C shall not access the Customer's Data except where technically necessary for maintenance.

6-3 Personal data

M.A.C undertakes to comply with the applicable regulations (French Act No. 78-17 of 6 January 1978 and the GDPR). The Customer has rights of access, rectification, erasure, objection, portability and restriction. Contact: dpo@myauditcorner.com

7 – Liability – Insurance

M.A.C's liability is limited to compensation for direct and foreseeable material damage, proven by the Customer. M.A.C may not be held liable for indirect or incidental damage, nor for loss of profit. Compensation may never exceed a sum equal to the last six (6) monthly subscription payments made.

M.A.C reserves the right to suspend access for maintenance or in the event of a breach of an essential obligation. Neither Party may be held liable in the event of force majeure. M.A.C has taken out a professional indemnity insurance policy.

8 – Early termination of the Agreement

In the case of a monthly subscription, the Customer may terminate at any time subject to thirty (30) days' notice. Any sums already paid remain the property of M.A.C. In the case of a One-off Agreement, the Agreement may not be terminated.

In the event of non-performance, the Agreement shall be terminated automatically after a formal notice has remained without effect for ten (10) days. On the termination date, M.A.C immediately withdraws access and deletes the hosted Data.

9 – Miscellaneous provisions

The Customer agrees that its logo and identifying elements may be used by M.A.C as a reference. If any provision is found to be void, the remaining clauses are unaffected. The General Terms and Conditions are governed by French law and drafted in the French language. All unresolved disputes shall be submitted to the competent courts under ordinary rules of jurisdiction.