ARTICLE 1 - DEFINITIONS AND EXHAUSTIVE LEGAL INTERPRETATION
Blocking anomaly: Major malfunction completely preventing normal use of equipment, software, or service with a critical impact on the Customer's business, requiring emergency intervention within four business hours.
Non-Blocking Anomaly: Minor malfunction that does not prevent normal use but degrades performance or functionality, with scheduled intervention within forty-eight business hours.
Phone Support: Remote technical support by phone, email, or secure connection for diagnosis, advice, and resolution of technical issues during business hours.
On-call duty: Technical support service available outside normal business hours for emergency interventions on critical equipment, with additional charges.
Security Audit: Comprehensive and in-depth assessment of IT, physical, and organizational security with a detailed report and recommendations for improvement.
Backup: Automatic and secure backup of critical data with archiving, encryption, and regular restoration tests according to a defined schedule.
Cloud Computing : Outsourced and virtualized IT services accessible via the internet with high availability, elasticity, and advanced security.
Special Conditions: Specific clauses negotiated and adapted to each contract, supplementing and clarifying these General Terms and Conditions of Sale.
Consumables: Supplies and accessories necessary for the operation of equipment, including toner, cartridges, and wear parts.
Maintenance Agreement: Contractual agreement defining preventive and corrective maintenance services with guaranteed service levels and established pricing.
Cybersecurity: All technical and organizational measures to protect against IT threats, including antivirus software, firewalls, intrusion detection, and training.
Digitization : Process for converting paper documents into electronic format with validation workflow, secure archiving, and advanced search.
Equipment: All computer, office, telecommunications, security, display, digital signage, and digital solutions equipment supplied, leased, or maintained by PRO’AUDIT.
Force Majeure: An external, unforeseeable, and unavoidable event preventing the fulfillment of contractual obligations, as defined by established case law.
Accommodation: Service providing secure IT infrastructure for applications, websites, and data with guaranteed high availability.
IT outsourcing: Complete outsourcing of IT management with transfer of responsibility, ongoing supervision, and service guarantee.
Installation: Installation, configuration, setup, and commissioning of equipment and software, including user training and technical documentation.
Emergency Response: Priority dispatch of a qualified technician within eight hours to resolve a blocking anomaly, with increased billing.
Software License: Right to use software according to conditions defined by the publisher, subject to usage restrictions and update obligations.
Maintenance Corrective : Intervention to repair, troubleshoot, or resolve equipment malfunctions and breakdowns, with replacement of parts if necessary.
Preventive Maintenance: Scheduled verification, cleaning, adjustment, and preventive replacement operations to avoid breakdowns and optimize performance.
PRO’AUDIT standard: Technical standards, quality procedures, and internal best practices developed by PRO’AUDIT to guarantee service excellence.
Partner Financial Institution: Approved credit institution working with PRO’AUDIT to finance equipment through rental or leasing.
Services: All technical, commercial, and support services provided by PRO’AUDIT, including consulting, installation, maintenance, training, and assistance.
General Data Protection Regulation European General Data Protection Regulation imposing strict obligations on the protection, processing, and storage of personal data.
SLA (Service Level Agreement) : Contractual service level agreements with measurable indicators, quantified targets, and penalties for non-compliance.
Technical Support: Specialized assistance for problem solving, advice on use, and optimization of equipment and software.
Remote maintenance: Remote maintenance and diagnostics via a secure connection, enabling rapid intervention without the need for physical travel.
TMA (Third-Party Application Maintenance): Outsourcing of IT application maintenance, including bug fixes, upgrades, and user support.
Area of Intervention: Geographical area surrounding PRO’AUDIT headquarters
ARTICLE 2 - SCOPE OF APPLICATION AND ENHANCED LEGAL ENFORCEABILITY
These General Terms and Conditions of Sale apply exclusively and imperatively to all commercial, technical, and contractual relationships between PRO’AUDIT and its Customers, without exception or possible derogation, for all products, equipment, services, solutions, and supplies offered by PRO’AUDIT in its areas of expertise, including professional office automation, business IT, telecommunications, digital signage, video surveillance, intrusion alarms, electronic security, digital solutions, web development, CRM/ERP systems, internet connectivity, IT outsourcing, cybersecurity, professional training, technical auditing, and specialized consulting.
These General Terms and Conditions of Sale prevail over any general terms and conditions of purchase, specifications, technical specifications, or contractual documents of the Customer, unless expressly waived in writing and signed by the management of PRO'AUDIT. In the event of any contradiction between contractual documents, the order of priority is as follows: signed Special Conditions, these General Terms and Conditions of Sale, accepted Purchase Order, validated Quote, then Technical Documentation.
Acceptance of any quote, signing of any contract, placing of any order, or commencement of any service constitutes full, complete, and irrevocable acceptance of these General Terms and Conditions of Sale by the Customer, who acknowledges having read and accepted them without reservation.
ARTICLE 3 - PURPOSE AND SERVICES DETAILED BY BUSINESS SECTOR
PRO’AUDIT is a service company specializing in providing comprehensive, integrated solutions for businesses, covering all their needs in terms of office automation, IT, telecommunications, security, web, digital, and visual communication. PRO’AUDIT acts as a single provider for sales, leasing, installation, maintenance, IT outsourcing, and consulting in all of these areas, thereby ensuring technical consistency, cost optimization, and simplified management for its customers.
PRO’AUDIT’s services include, in particular:
Office Automation and Printing: Sale, rental, and maintenance of copiers, printers, scanners, and document management solutions.
Computing and Networks: Supply and maintenance of servers, workstations, network equipment, storage and backup solutions.
Telephony and Communications: Installation and maintenance of business phone systems, videoconferencing solutions, and collaborative work solutions.
Electronic Security: Installation of video surveillance, intrusion alarm, and access control systems.
Display and Dynamic Display: Installation and maintenance of digital signage solutions, interactive displays, video walls, and content management for visual communication.
Web and Digital Solutions: Website creation, web application development, hosting, search engine optimization, and digital marketing.
Management Software: Integration of CRM and ERP solutions, custom software development, and application maintenance.
Connectivity and Cloud: Provision of fiber optic internet connections, cloud computing solutions, server and application hosting.
IT outsourcing and support: Complete outsourcing of the information system, technical support for users, supervision, and proactive maintenance.
Cybersecurity and GDPR: Security audit, threat protection, GDPR compliance, and security training.
Training and Consulting: User training, digital transformation consulting, infrastructure auditing, and process optimization.
ARTICLE 4 - PRINTING SYSTEMS AND COPIERS WITH INTEGRATED MAINTENANCE
PRO’AUDIT provides a comprehensive range of professional printing and copying systems, including color and black-and-white multifunction devices, high-performance laser and inkjet printers, high-speed production scanners, professional fax machines, and large-format printing solutions for specific needs. All equipment is selected from leading brands for its reliability, performance, and optimized operating costs.
The equipment is installed by certified technicians and includes unpacking, setup, network connection, printer driver configuration, advanced feature setup (scan to email, scan to folder, etc.), training for key users, and delivery of technical documentation. An acceptance report is signed at the end of the installation to validate the conformity of the service.
Integrated maintenance contracts include annual preventive maintenance with cleaning, inspection, and replacement of wear parts; unlimited corrective maintenance with on-site service within 24 business hours; supply of all necessary spare parts; telephone support for diagnosis and resolution of common problems; and automatic supply of consumables (toner, drums, etc.) based on automatic meter readings. Billing is based on a fixed and transparent cost per page, including all maintenance and consumables, allowing for total control over costs. etc.) based on automatic meter readings. Billing is based on a fixed and transparent cost per page, including all maintenance and consumables, allowing for total control of printing costs.
ARTICLE 5 - IT MAINTENANCE FOR ALL EQUIPMENT
PRO’AUDIT provides maintenance for all of the Client's IT equipment, including physical and virtual servers, desktop and laptop computers, network equipment (switches, routers, firewalls), storage systems (NAS, SAN), and uninterruptible power supplies. Maintenance covers all brands and models of equipment supplied by PRO’AUDIT.
The IT maintenance service includes preventive maintenance with regular checks on the condition of equipment, cleaning of components, firmware updates, and performance optimization. Corrective maintenance includes fault diagnosis, replacement of defective parts, reinstallation of operating systems and software, and data restoration from backups. Interventions are carried out remotely via secure remote maintenance or on-site, depending on the nature of the incident.
Technical support is available by phone and email during business hours to assist users with resolving their day-to-day issues, using software, configuring devices, and managing access rights. A ticketing system allows real-time tracking of request progress and ensures the traceability of interventions. Monthly activity reports are provided to the Customer, detailing the interventions carried out, resolution times, and recommendations for improvement.
ARTICLE 6 - VARIABLE CONTRACT TERM AND ENHANCED PENALTIES FOR EARLY TERMINATION
The duration of the contractual commitment is determined based on the type of contract, the financing terms chosen by the Customer, including outright purchase, direct simple leasing with PRO'AUDIT or tripartite leasing with a partner financial institution such as Locam or any other approved credit institution, the negotiated commercial terms and the Customer's operational needs, it being expressly specified that this term is expressed exclusively in full calendar quarters to allow for optimized management of due dates and adaptation to the budget cycles of customer companies.
For simple lease agreements with direct financing by PRO’AUDIT, the minimum commitment period is set at twelve months, or four quarters, with the possibility of extension up to forty-eight months, or sixteen quarters, depending on the equipment. For tripartite lease agreements involving a partner financial institution, the minimum term is extended to thirty-six months, or twelve quarters, with the possibility of extension up to sixtysix months, or twenty-two quarters, depending on financing policies. For complex outsourcing and managed services contracts, the minimum term is set at twenty-four months, or eight quarters, with renewal in twelve-month periods. For preventive and corrective maintenance contracts, the minimum term is twelve months, or four quarters, automatically renewable by tacit agreement.
This commitment period constitutes a firm and irrevocable term during which no early termination may be requested by the Customer except in cases of force majeure duly established and recognized by PRO'AUDIT after a contradictory assessment, or exceptional written agreement by PRO'AUDIT subject to full payment of the early termination penalties provided for below and acceptance of special exit conditions.
Any early termination of the contract before the expiry of the minimum commitment period shall automatically and without prior notice result in the immediate payment of the full amount that would have been due until the normal expiry of the contract, calculated on the basis of the monthly rent or fees remaining to be paid., the immediate payment of all sums that would have been due until the normal term of the contract, calculated on the basis of the monthly rent or fees remaining due, plus a fixed penalty set at ten percent of the total amount remaining due to compensate for the commercial and financial loss suffered by PRO'AUDIT, plus an administrative fee of five hundred euros excluding tax to cover the costs of managing the termination, supplemented by the actual costs of recovering the equipment, including specialized transport, professional removal, secure packaging and refurbishment according to a joint assessment, as well as an assessment of the loss of residual value in the event of damage, premature wear or non-compliance of the condition of return with contractual standards.
At the end of the initial commitment period, the contract is automatically renewed by tacit agreement for successive periods of four quarters, i.e., twelve months, unless expressly terminated by one of the parties by giving three months' notice, i.e., one full quarter, by registered letter with acknowledgment of receipt before the end of the current term, it being specified that for tripartite contracts, termination must be coordinated with the financial institution in accordance with the terms and conditions set out in the corresponding lease agreement.
ARTICLE 7 - PROCEDURE FOR AMENDING THE GTC
Any changes to these Terms and Conditions of Sale will be notified to Customers by email or registered mail with a minimum of 30 days' notice. The new version will be made available on the PRO'AUDIT website with a timestamp and archive of the previous version.
The changes apply automatically to current contracts unless the Customer objects in writing within 15 days of notification. In the event of an objection, the Customer may terminate the contract with 30 days' notice without penalty for early termination.
Each version of the GTC is time-stamped, archived, and available for consultation. Current contracts remain subject to the version in force at the time of their signature, unless a modification has been accepted in accordance with the above procedure.
ARTICLE 8 - SERVICE LEVEL AGREEMENT (SLA) ET ENGAGEMENTS DE SERVICE
PRO’AUDIT commits to 99.5% availability for critical services, calculated on a monthly basis excluding scheduled maintenance. Planned interruptions are notified 48 hours in advance and scheduled outside of business hours.
The guaranteed response times are: 2 hours for blocking anomalies, 8 hours for major anomalies, 24 hours for minor anomalies. On-site interventions are guaranteed within 4 hours for emergencies in the Intervention Zone.
PRO’AUDIT provides a monthly performance report including availability rates, average response times, number of incidents resolved, and measured customer satisfaction. Penalties apply in the event of non-compliance with the agreed SLAs according to a contractually defined scale.
ARTICLE 9 - TRIPARTITE LEASE AGREEMENTS AND PARTNER FINANCING
Tripartite leasing agreements are specialized contractual arrangements involving three separate parties with clearly defined and complementary responsibilities. PRO’AUDIT acts as the exclusive technical supplier responsible for the selection, supply, installation, configuration, training, preventive and corrective maintenance, technical support, upgrades, and all operational and technical aspects of the equipment supplied, thereby maintaining its role as the Customer's sole and preferred technical contact for all aspects related to the operation, performance, and evolution of the solutions deployed.
The Partner Financial Institution, primarily Locam or any other approved credit institution selected by PRO’AUDIT according to strict criteria of reliability and quality of service, acts as the legal owner of the equipment and creditor of the lease payments, being responsible for assessing the Customer's creditworthiness according to its own criteria and procedures, granting financing according to its general terms and conditions, drawing up the leasing or financial rental agreement, invoicing and collecting rent according to its own terms and conditions, and managing the legal and financial aspects of equipment ownership throughout the contract period.
The Customer shall have exclusive use of the equipment in accordance with the terms of use set out in these General Terms and Conditions of Sale and undertakes to strictly comply with all contractual obligations towards PRO’AUDIT with regard to technical and operational aspects, as well as towards the Partner Financial Institution with regard to financial and legal aspects, in accordance with the terms of the corresponding financing agreement.
In the event of default by the Client in relation to the Partner Financial Institution, PRO’AUDIT reserves the right to immediately suspend all maintenance and technical support services without notice until the situation has been fully resolved, without this suspension giving rise to any compensation or indemnification for the Client. In the event of termination of the financing agreement by the Partner Financial Institution for any reason whatsoever, the technical services agreement with PRO'AUDIT shall be automatically terminated by operation of law on the same date, with the application of the early termination penalties provided for in the relevant article and immediate recovery of the equipment in accordance with the terms and conditions defined by the Partner Financial Institution.
ARTICLE 10 - OWNERSHIP OF EQUIPMENT AND RETURN OBLIGATIONS
Under direct operating lease agreements with PRO’AUDIT, the equipment remains the exclusive and inalienable property of PRO’AUDIT throughout the term of the agreement. with the Customer acquiring only a strictly personal and non-transferable right of use in accordance with the terms and conditions set out in the contract, and with an obligation to return the equipment in perfect working order and condition at the end of the contract or in the event of early termination.
Under tripartite lease agreements, the equipment remains the exclusive property of the Partner Financial Institution from the moment of delivery and throughout the term of the lease agreement. The Customer acquires only a right of use under the terms and conditions set out in the financing agreement, with PRO’AUDIT retaining technical and operational responsibility without any ownership rights over the financed equipment.
The Customer formally and irrevocably undertakes to return the equipment in perfect working order, well maintained and clean at the end of the contract or in the event of early termination, in accordance with the terms and conditions defined in the contract. This return must include the return of all main equipment and accessories in their original configuration with all components, cables, accessories, unopened consumables, technical documentation, and installation media initially provided, the secure and certified erasure of all stored data in accordance with IT security standards and confidentiality requirements, the restoration of all customized parameters and settings to their factory configuration, the provision of a data destruction certificate issued by an approved body if required by regulations or the nature of the data processed, and the availability of the equipment in a location accessible to carriers with facilitation of removal conditions in accordance with the instructions of PRO'AUDIT or the Partner Financial Institution.
ARTICLE 11 - MANDATORY INSURANCE AND CUSTOMER RESPONSIBILITIES
The Customer undertakes, mandatorily and irrevocably, to take out and maintain in force throughout the term of the contract a comprehensive professional insurance policy specifically covering the equipment supplied by PRO’AUDIT or financed by the Partner Financial Institution against all risks of damage, destruction, theft, fire, water damage, natural disasters, malicious acts, and any other incidents that may affect the equipment. This insurance must cover the replacement value of the equipment at its initial purchase price plus inflation and technological developments.
This insurance must designate PRO’AUDIT or the Partner Financial Institution, as applicable, as the priority beneficiary of compensation for the portion corresponding to the residual value of the equipment, with the Customer retaining the benefit of compensation for its own losses and the equipment belonging to it.
In the event of damage affecting the equipment, the Customer undertakes to immediately report the incident to their insurer and to PRO’AUDIT or the Partner Financial Institution, as applicable, to facilitate all necessary assessments and investigations, to provide all required documents and supporting evidence, to refrain from carrying out any repairs or replacements without prior written agreement, and to pay in full any insurance compensation corresponding to the residual value of the equipment.
In the event of failure to take out insurance, suspension or termination of compulsory insurance, PRO’AUDIT reserves the right to automatically take out replacement insurance at the Client's sole expense, with a 20% surcharge for administrative costs, or to immediately suspend all its services until the situation is rectified, or to terminate the contract automatically with the application of early termination penalties.
ARTICLE 12 - PROFESSIONAL VIDEO SURVEILLANCE SYSTEMS
PRO’AUDIT conducts a comprehensive, customized security assessment that includes an in-depth analysis of the risks and vulnerabilities of the site to be protected, with an evaluation of potential threats and recommendations for protection, a technical and regulatory feasibility study in accordance with CNIL and prefectural requirements, with assistance in administrative procedures, the design of an optimal surveillance plan with the definition of critical areas and strategic viewing angles, the sizing of the system according to identified needs with calculation of the required capacities and performance, the choice of appropriate technologies including IP, analog, or hybrid depending on constraints and objectives, the calculation of storage and bandwidth capacities with optimization of costs and performance, the definition of surveillance areas and viewing angles, integration with existing systems, including alarms and access control, for a comprehensive security approach, strict compliance with applicable regulations and privacy protection, with training on legal obligations, as well as detailed costing and implementation planning with optimal phasing and compliance with budget constraints.
PRO’AUDIT supplies and installs high-performance surveillance equipment, including high-definition IP cameras ranging from 2MP to 8MP and above, with latest-generation sensors and professional-quality optics, fixed and motorized PTZ dome cameras with powerful optical zoom and automatic patrol functions, weatherproof outdoor bullet cameras with IP66 protection rating and vandal resistance, infrared cameras for night vision with extended range and clear images even in total darkness, thermal cameras for heat detection with advanced behavioral analysis, cameras with integrated intelligent video analysis including motion detection, discreet, vandal-resistant cameras for sensitive environments with customized designs, 360° cameras for panoramic surveillance with automatic dewarping and intuitive navigation, high-capacity NVR/DVR digital recorders with RAID redundancy and automatic backup, redundant storage servers with high availability architecture and rapid recovery, secure cloud storage solutions with advanced encryption and controlled access, automatic backup systems with regular restoration tests, long-term archiving in accordance with legal requirements with indexing and advanced search, high-resolution professional monitors with color fidelity and optimized ergonomics, video walls for centralized monitoring with multi-source management and flexible display, ergonomic monitoring stations with intuitive interfaces and dedicated controls, mobile applications for remote monitoring with push notifications and secure access, as well as secure multi-user web interfaces with rights management and access auditing.
PRO’AUDIT incorporates advanced artificial intelligence features including automatic motion detection with configurable zones and adjustable sensitivity to eliminate false alarms, automatic identification with a customizable database and real-time alerts, automatic license plate reading with advanced OCR recognition and integration with official databases, detection of abandoned or stolen objects with behavioral analysis and delayed alerts, automatic counting of people and vehicles with detailed statistics and traffic reports, detection of virtual line crossings with flexible settings and automated actions, behavioral analysis and anomaly detection with machine learning and continuous adaptation, automatic email alerts, SMS, or push notifications with programmable escalation based on criticality, integration with alarm and access control systems for a coordinated response to incidents, and intelligent search of recordings with automatic indexing and advanced filters to quickly find relevant events.
PRO’AUDIT provides professional installation and commissioning services, including professional installation of cameras and equipment in accordance with aesthetic and technical standards, structured cabling and power supply with surge protection and certification of compliance, network configuration and system setup with performance optimization and access security, operational testing and optimization of settings with validation of all usage scenarios, comprehensive training for users and administrators with detailed documentation and skills certification, delivery of complete technical documentation with installation diagrams and maintenance procedures, CNIL declaration and administrative formalities with support in all legal procedures, as well as the acceptance and commissioning report with mutual validation and transfer of responsibility.
PRO’AUDIT offers specialized maintenance and technical support, including annual preventive maintenance of equipment with verification of all components and optimization of settings, cleaning of optics and verification of settings with precise calibration and image quality tests, checking of recordings and storage capacities with space optimization and automatic archiving, software updates and security patches with preliminary testing and compatibility validation, specialized technical support and emergency troubleshooting with, for critical sites, on-site intervention within four hours for critical failures with immediate mobilization of expert resources, remote maintenance and diagnostics with professional tools and secure access, replacement of faulty equipment with stock of spare parts and replacement equipment, system upgrades and extensions with advice on modernization and adaptation to new needs, as well as ongoing training and user upgrades with support in the evolution of technologies.
PRO’AUDIT is committed to strict guarantees, including an extended manufacturer's warranty on all equipment with the option of further extension for critical needs, 99% system availability excluding scheduled maintenance with compensation in the event of non-compliance, image quality guaranteed to professional standards with regular checks and adjustments if necessary, GDPR compliance and respect for privacy with annual audits and updated procedures, compliance with legal retention obligations with secure archiving and full traceability, secure access and data encryption with strong authentication and connection auditing, annual security audit and recommendations for improvement with a personalized action plan, as well as assistance with legal requests in compliance with legal procedures and absolute confidentiality.
Damage caused by vandalism or sabotage involving deliberate destruction of equipment, breakdowns due to conditions, and damage caused by the use of non-standard or non-compliant equipment are expressly excluded from the warranty.
extreme weather conditions exceeding the manufacturer's specifications, malfunctions related to prolonged power outages not protected by an appropriate UPS, problems with computer networks not supplied by PRO'AUDIT that impact data transmission, unauthorized modifications to system settings resulting in loss of warranty and invoicing for repairs, use that does not comply with applicable regulations, for which the Customer is solely responsible, as well as loss of recordings due to incorrect handling resulting in the impossibility of recovering data.
ARTICLE 13 - ALARM SYSTEMS AND ELECTRONIC SECURITY
PRO’AUDIT installs comprehensive intrusion alarm systems comprising state-of-the-art wired and wireless alarm control panels with expansion capabilities and advanced features, volumetric and perimeter motion detectors with anti-masking technology and pet immunity, magnetic opening detectors for doors and windows with invisible contacts and resistance to bypass attempts, glass break and vibration detectors with adjustable sensitivity and false alarm elimination, outdoor motion detectors immune to pets with extended range and weather resistance, infrared barriers for perimeter protection with multiple beams and automatic compensation, self-powered indoor and outdoor sirens with high sound power and anti-sabotage protection, strobe lights and visual signaling with synchronization and maximum visibility, control keypads and proximity badges with intuitive interface and access rights management, remote controls and mobile control applications with advanced encryption and secure authentication, GSM/IP transmitters for remote alerts with redundant communication channels, as well as professional remote monitoring modules with certified center and rapid response.
PRO’AUDIT installs fire detection systems that comply with the most stringent standards, including EN54-certified fire detection control panels with centralized management and graphical interface, high-sensitivity optical smoke detectors with automatic compensation and continuous self-testing, and thermal and thermovelocimetric detectors with programmable thresholds and adaptation to specific environments.
PRO’AUDIT deploys advanced access control and intercom systems including multi-site access control centers with centralized management and automatic synchronization, proximity and biometric badge readers with cutting-edge technology and fast recognition, electric and electromagnetic locks with high holding force and enhanced security, electric strikes and security suction cups with status monitoring and fault signaling, IP intercoms and videophones with professional audio/video quality and network integration, video door entry systems with facial recognition and customizable databases, mobile applications for remote opening with geolocation and traceability, access rights management by zone and time slot with maximum flexibility and comprehensive auditing, as well as complete traceability of entries and exits with detailed reports and automatic alerts.
PRO’AUDIT provides certified professional installation and configuration, including a preliminary security assessment and risk analysis with personalized recommendations, system design in accordance with NF A2P standards and the most stringent requirements, installation by certified technicians with recognized qualifications and proven experience, secure cabling and backup power supply with protection against tampering attempts, personalized configuration and settings adapted to specific needs and operating constraints, operational testing and validation with simulation of all possible scenarios, comprehensive user training with detailed documentation and certification of skills acquired, issuance of a certificate of compliance validated by an approved body, as well as declaration to the prefecture if necessary with assistance in all administrative procedures.
PRO’AUDIT offers professional remote surveillance services including connection to an APSAD-approved remote surveillance center with quality certification and permanent availability, 24/7 surveillance by qualified operators with ongoing training and security clearance, verification by telephone call with standardized procedures and automatic escalation, intervention by security agents if necessary with guaranteed response times and coordination with law enforcement, automatic alerting of law enforcement with secure transmission and real-time monitoring, transmission of technical alarms including breakdowns and sabotage with remote diagnosis, detailed intervention reports with event analysis and recommendations for improvement, as well as a mobile application for real-time monitoring with push notifications and access to historical data.
PRO’AUDIT provides maintenance and mandatory regulatory checks, including mandatory annual preventive maintenance in accordance with the legal schedule, annual regulatory checks with certification by an approved body, operational testing of all detectors with validation of sensitivity and reliability, checking power supplies and backup batteries with preventive replacement according to recommendations, verifying alarm transmissions with end-to-end testing and validation of response times, updating software and firmware with compatibility testing and functional validation, preventive replacement of wear components according to established schedule and manufacturer recommendations, a maintenance report compliant with standards with full traceability and secure archiving, as well as technical support and emergency troubleshooting available 24 hours a day with guaranteed rapid response.
PRO’AUDIT is committed to professional guarantees and certifications, including NF A2P and EN50131 certified equipment that complies with the most demanding standards, APSAD-compliant installation certified by an approved body, a minimum three-year extended manufacturer's warranty with the possibility of extension depending on critical needs, guaranteed system availability of 99.5% with compensation in the event of failure, alarm transmission time of less than thirty seconds with regular performance validation, battery life of at least twelve hours with regular testing and preventive replacement, resistance to tampering attempts with enhanced protection and automatic alerts, and compliance with insurer requirements with certification and validation by insurance companies.
The Customer formally undertakes to strictly comply with arming and disarming procedures, including mandatory training and validation of acquired skills, mandatory training for all users with regular knowledge updates and certification, immediate reporting of malfunctions with a precise description and facilitation of diagnosis, maintaining free access for interventions with coordination and facilitation of access conditions, compliance with regulatory maintenance obligations with appropriate planning and budgeting, notification of PRO'AUDIT in the event of changes to the premises with updating of plans and configurations, taking out insurance appropriate to the risks with appropriate coverage and declaration of the systems, and respect for the confidentiality of access codes with regular changes and protection against disclosure.
ARTICLE 14 - CUSTOMIZED CRM AND ERP SOLUTIONS
PRO’AUDIT designs and develops customized, integrated CRM solutions, including in-depth analysis of business processes and requirements with a comprehensive audit of existing systems and identification of areas for improvement, design of functional and technical architecture with data modeling and interface definition, development of intuitive, user-friendly interfaces with responsive design and optimized accessibility, complete management of contacts and prospects with detailed history and advanced segmentation, tracking of sales opportunities and sales pipeline with performance indicators and automated forecasts, automation of marketing and email campaigns with personalization and effectiveness measurement, integrated quote, order, and invoice management with automated workflow and multi-level validation, a sales dashboard with real-time performance indicators and proactive alerts, advanced reporting and sales analysis with pivot tables and interactive charts, integration with existing systems including accounting and telephony with two-way synchronization, synchronization with communication tools including email and calendar with automatic scheduling, a mobile application for mobile sales forces with offline synchronization and geolocation, multi-user access rights management with customizable profiles and action auditing, automated validation workflows and business processes with escalation and notifications, as well as data import/export and migration from legacy systems with integrity assurance and change management training.
PRO’AUDIT develops comprehensive, modular ERP solutions covering a sales management module that includes quotes, orders, and invoicing with process automation and accounting integration, a purchasing and supplier management module with automatic comparison and cost optimization, a stock and inventory management module with full traceability and level optimization, a general and analytical accounting module with compliance with standards and regulatory reporting, a production and planning management module with resource optimization and real-time monitoring, a human resources and payroll management module with legal compliance and dematerialization, a project management and planning module with resource allocation and budget tracking, a document management and workflow module with versioning and collaborative validation, a business intelligence and reporting module with customizable dashboards and predictive analytics, exchange interfaces with partners including EDI and API with security and monitoring, a secure customer and supplier portal with personalized access and self-service, multi-company and multi-currency management with automatic consolidation and group reporting, complete traceability and audit trail with secure archiving and advanced search, automatic backup and disaster recovery plan with regular testing and documentation, as well as regulatory compliance and industry standards with automatic updates and legal monitoring.
PRO’AUDIT applies a rigorous development methodology that includes preliminary needs analysis and auditing of existing systems with process mapping and identification of issues, drafting of detailed functional specifications with precise requirements and acceptance criteria, design of technical and security architecture with choice of technologies and infrastructure sizing, iterative development with step-by-step validation and continuous user involvement, unit, integration, and performance testing with automation and comprehensive coverage, user acceptance and functional validation with business scenarios and progressive training, comprehensive training for users and administrators with certification and personalized support, data migration and production launch with a rollback and fallback plan, change management and project management with communication and resistance management, post-production support and corrections with on-call service and ongoing maintenance, functional upgrades and application maintenance with roadmap and prioritization, as well as comprehensive technical and user documentation with continuous updates and optimized accessibility.
PRO’AUDIT uses modern technologies and development platforms, including responsive web development with HTML5, CSS3, and JavaScript for maximum compatibility and optimal performance, modern frameworks such as React, Angular, and Vue.js with component-based architecture and reusability, and a robust backend using PHP, Python, Node.js, and .NET with scalability and enhanced security, high-performance databases including MySQL, PostgreSQL, and MongoDB with query optimization and high availability, cloud-native architecture and microservices with elasticity and resilience, REST and GraphQL APIs for integrations with automatic documentation and versioning, advanced security including HTTPS, OAuth, and JWT with multi-factor authentication and encryption, secure and highly available hosting with geographic redundancy and automatic backup, real-time monitoring and supervision with proactive alerts and dashboards, as well as automatic backup and replication with restoration testing and a continuity plan.
PRO’AUDIT offers high-performance hosting and infrastructure, including hosting on high-performance dedicated servers with guaranteed resources and complete isolation, redundant and high-availability infrastructure with elimination of single points of failure, daily backups with configurable retention and automatic restoration tests, premium SSL certificates and advanced security with end-to-end encryption, protection against DDoS attacks and intrusions with intelligent filtering and continuous updating, GDPR compliance and hosting in France with certification and regular auditing, secure VPN access if necessary with strong authentication and traceability, automatic scalability according to load with cost and performance optimization, as well as a disaster recovery and service continuity plan with regular testing and complete documentation.
PRO’AUDIT provides personalized training and support, including in-depth initial training for all users tailored to specific profiles and needs, training for system and functional administrators with certification and skills transfer, comprehensive and up-to-date user documentation with visual guides and detailed procedures, training videos and interactive tutorials with educational progression and assessment, telephone support and online assistance with dedicated experts and guaranteed response times, ongoing training during upgrades with anticipation of needs and planning, support for organizational change with resistance management and communication, and optimization of business processes with advice and recommendations for continuous improvement.
PRO’AUDIT provides professional application maintenance and support, including corrective maintenance and bug fixes prioritized according to criticality and business impact, evolutionary maintenance and new features with a shared roadmap and agile development, security updates and patches with prior testing and secure deployment, performance and database optimization with continuous monitoring and proactive adjustments, specialized technical support by email and phone with dedicated experts and automatic escalation, emergency intervention in the event of a critical failure with on-call support and immediate mobilization, proactive monitoring and preventive alerts with problem anticipation and automatic resolution, and recommendations with trend analysis and action plans, technology watch and evolution consulting with anticipation of obsolescence and opportunities, as well as complete third-party application maintenance with transfer of responsibility and cost optimization.
PRO’AUDIT is contractually committed to strict guarantees, including guaranteed application availability of ninety-nine point five percent with automatic compensation in the event of non-compliance, response time of less than two seconds with continuous optimization and permanent monitoring, technical support within four business hours with automatic escalation and dedicated experts, resolution of critical bugs within 24 hours with team mobilization and transparent communication, daily backup with restoration testing and data integrity validation, enhanced security and regulatory compliance with annual audit and procedure updates, intellectual property of the developed code with extended license and modification rights, as well as data reversibility and portability with standard formats and migration assistance.
ARTICLE 15 - FIBER INTERNET CONNECTIVITY SERVICES IN PARTNERSHIP
PRO’AUDIT acts as a privileged intermediary and expert technical coordinator for the provision of fiber optic internet connectivity services, including an in-depth analysis of bandwidth and quality of service requirements with an assessment of current and future usage, a technical feasibility study and site eligibility check with verification of coverage and installation constraints, selection of the most suitable partner operator based on technical, commercial, and reliability criteria, negotiation of commercial and technical terms with cost optimization and service guarantees, coordination of installation with the selected operator, including end-to-end planning and monitoring, end-to-end connection project monitoring with regular reporting and contingency management, a single point of contact for the customer with PRO'AUDIT, simplifying relations and centralizing communications, management of relationships with partner operators with priority escalation and rapid resolution, supervision of the quality of service delivered with continuous monitoring and proactive alerts, first-level technical support with initial diagnosis and referral to experts, escalation to the operator in the event of a problem with personalized follow-up and guaranteed resolution, as well as unified billing via PRO'AUDIT if requested, with total transparency and administrative optimization.
PRO’AUDIT works exclusively with approved and certified telecommunications operators, including leading national operators such as Orange, SFR, Bouygues, and Free, with guaranteed quality and national coverage; regional operators specializing in business with local expertise and personalized service; professional internet service providers with dedicated offers and enhanced technical support; public initiative network operators with territorial coverage and preferential rates; a selection based on geographic coverage with precise mapping and eligibility verification; an assessment of service quality and reliability with performance history and customer references, negotiation of preferential terms with advantageous rates and included services, enhanced service level agreements with contractual guarantees and penalties, dedicated technical support for partners with dedicated contacts and rapid escalation, as well as preferential escalation procedures with priority resolution and personalized follow-up.
PRO’AUDIT offers various types of connections tailored to your needs, including dedicated FTTO fiber optics with guaranteed, symmetrical bandwidth, shared FTTB fiber optics with optimized cost performance and scalability, high-performance symmetrical connections for critical applications and data transfers, asymmetric connections optimized for use with priority downstream bandwidth, backup and redundancy links with automatic failover and service continuity, secure virtual private networks with advanced encryption and strong authentication, internet access with fixed IPs for service hosting and remote access, multi-site connectivity solutions with secure interconnection and centralized management, dedicated links for critical applications with guaranteed latency and availability, and hybrid fiber/4G/satellite solutions with automatic optimization and maximum resilience.
PRO’AUDIT provides personalized support services including auditing existing network infrastructure with performance analysis and optimization recommendations, bandwidth requirements sizing with growth projections and future needs anticipation, comparative study of operator offers with detailed technical and commercial analysis, assistance with contract negotiation with optimization of terms and protection of interests, coordination of connection work with detailed planning and progress monitoring, configuration of connectivity equipment with performance optimization and security, performance testing and validation with objective measurements and SLA validation, training of technical teams with skills transfer and empowerment, comprehensive technical documentation with installation diagrams and maintenance procedures, service quality monitoring with continuous monitoring and regular reporting, continuous performance optimization with proactive adjustments and recommendations for improvement, as well as change management and migration with planning and change support.
PRO’AUDIT provides professional technical equipment and infrastructure, including high-performance professional routers with high processing capacity and advanced features, managed network switches with VLAN and QoS for flow optimization, firewalls and security equipment with advanced protection and real-time monitoring, UPS and backup power supplies with extended autonomy and automatic failover, supervision and monitoring equipment with proactive alerts and dashboards, professional Wi-Fi access points with optimized coverage and WPA3 security, structured cabling and patch panels with professional organization and scalability, redundancy and failover equipment with high availability and service continuity, QoS solutions for critical flow optimization and performance guarantee, as well as test and measurement equipment with performance validation and advanced diagnostics.
PRO’AUDIT provides specialized technical support and maintenance, including first-level PRO’AUDIT technical support with initial diagnosis and resolution of common problems, a dedicated hotline for connectivity issues with specialized experts and extended availability, remote diagnostics and remote maintenance with professional tools and secure intervention, rapid escalation to the partner operator with priority procedures and personalized follow-up, on-site intervention for supplied equipment with guaranteed response times and technical expertise, preventive maintenance of network equipment with established scheduling and continuous optimization, proactive monitoring of service quality with automatic alerts and preventive intervention, automatic alerts in case of degradation with immediate notification and mobilization of resources, monthly performance reports with trend analysis and recommendations, as well as continuous optimization of configurations with adaptation to changing needs and technologies.
PRO’AUDIT's responsibilities include coordinating and monitoring the connection project with a single interface and regular reporting, configuring and maintaining the equipment supplied with performance guarantees and technical support, providing first-level technical support with diagnostics and referral to experts, acting as a privileged interface with operators with rapid escalation and personalized follow-up, and optimizing network performance with monitoring and recommendations for improvement.
The Partner Operator's responsibilities include providing fiber internet connectivity in accordance with contractual speeds and quality, installation and physical connection according to the agreed schedule and technical standards, maintenance of the operator network with guaranteed availability and rapid response, a guarantee of speed and quality of service in accordance with contractual SLAs, as well as specialized level 2 and 3 technical support with in-depth expertise.
The limitations of liability specify that PRO'AUDIT is not responsible for operator network failures, with responsibility transferred to the operator; that connection times depend on the operator, with coordination and monitoring by PRO'AUDIT; that technical feasibility is the responsibility of the operator, with prior validation and coverage study; that pricing conditions are set by the operator, with negotiation by PRO'AUDIT, and that SLAs are those of the partner operator, with monitoring and control by PRO’AUDIT.
PRO’AUDIT offers transparent billing and commercial terms, including separate billing for PRO’AUDIT services with detailed breakdowns and complete transparency, the option of consolidated billing on request with simplified administration and centralized management, a coordination fee included in the rates with transparency on costs and added value, complete transparency on operator costs with direct impact and optimization, negotiation of preferential terms with advantageous rates and included services, support in cost optimization with advice and recommendations for savings, consumption tracking and alerts for exceeding limits with monitoring and prevention, as well as assistance in managing operator contracts with legal and technical expertise.
ARTICLE 16 - DETAILED AND BINDING OBLIGATIONS OF THE CUSTOMER
The Customer formally and irrevocably undertakes, under its sole civil and criminal liability, to use all equipment supplied, rented or installed by PRO'AUDIT strictly in accordance with their specific professional purpose and the detailed technical specifications provided by the manufacturers and PRO'AUDIT, to scrupulously and fully comply with all instructions for use, safety, and preventive maintenance communicated for all types of equipment, including office automation, IT, telecommunications, security, and digital solutions, to maintain all equipment in perfect condition, cleanliness, and working order in accordance with the most demanding professional standards, with regular cleaning and protection against external damage, not to make any modifications, transformation, adaptation, or customization not expressly authorized in writing by PRO'AUDIT, under penalty of immediate forfeiture of all warranties and invoicing for repairs, to immediately report in writing, with a precise description, any malfunction, anomaly, or incident observed on any equipment, facilitating diagnosis by providing all useful information, to allow free, immediate, and permanent access to all equipment for any intervention by PRO'AUDIT, facilitating access conditions and designating an available person in charge, to designate a single technical contact person who is available for interventions on each type of equipment, with appropriate training and sufficient authorization, to keep a usage and maintenance log available to PRO'AUDIT for all equipment with full traceability of operations and incidents, to comply with contractual volumes and report any foreseeable exceedances sufficiently in advance to allow for the adaptation of resources, inform PRO'AUDIT of any change in the allocation or use of equipment with at least fifteen days' notice, comply with security procedures for alarm and video surveillance systems with ongoing user training, and maintain absolute confidentiality of access codes and security settings with regular changes and protection against disclosure.
The Customer also undertakes to have a stable, protected power supply that complies with current standards for all equipment, with a mandatory UPS for critical equipment and surge protection, to maintain a high-speed internet connection that is operational and secure at all times, with redundancy if necessary for critical applications, to ensure an appropriate air-conditioned environment with a temperature maintained between 18 and 25 degrees Celsius and humidity between 45 and 65 percent for all sensitive equipment, to use only consumables supplied or approved by PRO'AUDIT, under penalty of immediate forfeiture of warranty and billing for subsequent repairs, to rigorously perform first-level maintenance operations in accordance with detailed procedures provided with mandatory prior training, to comply with recommended data backup and security procedures with regular restoration tests, to maintain a clear and accessible workspace around all equipment in compliance with safety distances, to protect all equipment from dust, moisture, and temperature variations with protective covers if necessary, install and maintain recommended antivirus and security software on all computer systems with automatic updates, perform system and security updates within the prescribed time limits with prior validation by PRO'AUDIT if necessary, maintain video surveillance and alarm systems in permanent working order with regular testing and immediate reporting of faults, and comply with the specific installation requirements for each type of equipment in accordance with the manufacturer's recommendations and good professional practice.
With regard to security and insurance, the Customer formally undertakes to effectively protect all equipment against theft, damage, intrusion, and malicious acts by all appropriate means, including alarm systems, video surveillance, and access control, to take out and maintain comprehensive insurance covering all equipment at its replacement value as new, with PRO'AUDIT designated as the beneficiary in the event of a claim, to comply fully with applicable regulations, including GDPR, IT security, industry standards, and video surveillance regulations, with procedures updated on an ongoing basis, to provide adequate and regular training to all users on best practices and security procedures, with validation of knowledge and periodic refresher training, to report any security incident, attempted intrusion, or compromise within twentyfour hours with a detailed description and preservation of evidence, to implement physical and logical access control procedures for all equipment with traceability and regular audits, to regularly back up and secure all critical data in accordance with recommendations, using encryption and secure storage, to comply with confidentiality and non-disclosure requirements for technical information, with a written commitment from all parties involved, to immediately report any loss, theft, or destruction of equipment to the competent authorities, filing a complaint and forwarding the receipt, to cooperate fully with PRO'AUDIT in any necessary investigation or expert assessment, facilitating investigations, to maintain alarm and video surveillance systems in constant operation with continuous monitoring and rapid response, and to comply with legal obligations related to security systems, including declarations, authorizations, and regulatory checks.
ARTICLE 17 - EXTENDED WARRANTY AND LIABILITY EXCLUSIONS
PRO’AUDIT's warranty, maintenance, and liability do not cover, under any circumstances and in an absolute and definitive manner, damage resulting from abnormal, abusive, intensive, or non-compliant use of any type of equipment with immediate loss of all rights to free repair, interventions, repairs, or modifications carried out by third parties not expressly authorized by PRO'AUDIT on any equipment whatsoever, with automatic cancellation of all warranties; the use of spare parts, consumables, or software not supplied or approved by PRO'AUDIT, with invoicing for any resulting repairs; movements, modifications, transformations, or adaptations not authorized in writing, with financial penalties; damage due to adverse environmental conditions including temperature, humidity, dust, vibrations, and pollution, with the Customer bearing sole responsibility; electrical quality issues including power surges, micro-cuts, or computer network faults not protected by appropriate equipment; external damage including impact, falls, water damage, fire, lightning, and natural disasters, with referral to insurance companies, malicious acts, vandalism, sabotage, theft or attempted theft with mandatory filing of a complaint, normal wear and tear, natural aging and depreciation of all components according to their manufacturer's lifespan, computer viruses, malware, cyberattacks and external intrusions, for which the Customer is responsible for protection, failures related to technological obsolescence or software incompatibility, with advice on replacement, damage caused by third-party software or unauthorized updates with restoration at the Customer's expense, failures due to a defective or unstable power supply not protected by a UPS, problems related to external telecommunications networks with referral to operators, as well as malfunctions caused by equipment not supplied by PRO'AUDIT with diagnosis and separate billing.
With regard to software and data, the following are also excluded: incompatibilities with the Customer's existing information systems that were not reported during the initial audit, with the necessary adjustments being billed; data loss not directly attributable to a hardware failure of PRO'AUDIT, with the Customer being responsible for backups; service interruptions due to updates, maintenance, or system upgrades that were scheduled in advance and planned; malfunctions related to specific configurations or undocumented customizations by the Customer, with repair at the Customer's expense; performance issues due to system overload or intensive non-contractual use, with adaptation of resources billed; data corruption prior to PRO'AUDIT's intervention, with expertise and recovery billed; problems related to expired or non-compliant software licenses, with regularization at the Customer's expense, malfunctions caused by unsupported or obsolete software, with migration billed, data loss due to incorrect handling by the Customer, with mandatory corrective training, compatibility issues with unsupported software versions with mandatory updates, malfunctions related to system updates performed by the Customer without prior authorization, as well as performance issues due to insufficient sizing that was not reported with resizing billed.
For specialized services, the following are expressly excluded for telephony and connectivity: operator network problems, line quality, or mobile coverage, with referral to the operator concerned; service interruptions due to external telecom operators, with coordination by PRO’AUDIT; malfunctions related to terminal equipment not provided by PRO’AUDIT with billed diagnostics; service quality issues due to partner operators, with escalation and follow-up; connection delays depending on external operators, with coordination and information; and outages.PRO'AUDIT with a charged diagnosis, service quality issues due to partner operators with escalation and follow-up, connection delays depending on external operators with coordination and information, as well as internet network or operator infrastructure failures with a charged intervention by PRO'AUDIT. For backup services, the following are excluded: data corruption prior to the start of services with prior expertise, data volumes exceeding the defined contractual capacities with invoiced extension, problems related to storage media provided by the Customer with replacement at the Customer's expense, data loss due to incorrect handling with corrective training, as well as restoration problems due to corrupted data at the source with invoiced specialized recovery. For web and digital services, the following are excluded: external attacks, hacking, or defacement not attributable to PRO'AUDIT with repair billed, unauthorized modifications made by the Customer or third parties with restoration at the Customer's expense, hosting or connectivity issues with third-party providers with coordination by PRO'AUDIT, malfunctions due to browser updates with adaptation billed, as well as referencing problems due to search engine developments with continuous optimization.
ARTICLE 18 - STRENGTHENED FINANCIAL CONDITIONS AND AUTOMATIC PENALTIES
Billing is carried out according to strict and non-negotiable terms, including quarterly advance billing for rentals and office maintenance contracts with mandatory advance payment, monthly billing for IT services, telephony, backup, and hosting with fixed, non-modifiable due dates, invoicing upon delivery for firm sales and equipment installations with cash payment or deposit depending on the amount, invoicing at actual cost plus a surcharge for non-contractual interventions and emergencies with special pricing and automatic surcharges, advance monthly billing for web services, domains, and licenses with automatic renewal unless terminated, separate billing for travel expenses beyond the Intervention Zone according to the official mileage scale, billing for consumables according to automatic or monthly declarative statements with control and verification, billing for additional training according to current rates with billing by the day or half-day, specific billing for security systems according to contractual terms with maintenance included or separate, billing for CRM/ERP services according to a dedicated price list with the option of payment in installments, billing for connectivity services according to operator agreements with direct cost pass-through, and increased billing for emergency interventions outside business hours with a multiplier coefficient according to the schedule.
Payment terms are strict and non-negotiable, including payment within thirty calendar days for private companies, calculated from the invoice date, payment within forty-five days for administrative mandates and public authorities in accordance with specific regulations, cash payment required for orders under €500 excluding VAT with payment upon order, a mandatory 50% deposit payable for orders over €10,000 excluding VAT with the balance payable upon delivery, a 30% deposit for CRM/ERP projects and specific developments with payment in installments according to progress, payment by bank transfer, check or SEPA direct debit only, with no cash payments accepted, a two percent discount for early payment within eight calendar days, optional, invoicing in euros only with French VAT applicable at the current rate, payment upon order for new customers with no history, with credit check, a bank guarantee required for contracts exceeding fifty thousand euros excluding VAT with first request, a security deposit equivalent to three months' billing for certain contracts with refund at the end of the contract, as well as mandatory advance payment for customers presenting risks with regular credit checks.
Late payments will result in automatic penalties and surcharges, including late payment interest at the legal rate plus five points applied from the first day of delay without prior notice, a fixed collection fee of forty euros excluding tax per unpaid invoice, which may be cumulative, additional collection costs billed at the actual rate, including bailiff, lawyer, and legal proceedings with supporting documents, immediate and automatic suspension of all services after eight days of delay with access cut off, forfeiture of the term for all current and future receivables with immediate enforceability, automatic termination after formal notice has remained unsuccessful for fifteen days with recovery of equipment, late payment penalties capped at twenty-five percent of the total amount of the annual contract, with other penalties also applicable, possible registration in payment incident files with an impact on credit rating, immediate payment of all future installments with loss of the benefit of payment plans, billing of equipment recovery costs in the event of termination with the intervention of a bailiff if necessary, blocking of access to web services and applications in the event of late payment with automatic disconnection, suspension of remote monitoring and maintenance services with cessation of services, invoicing of reconnection costs after regularization with technical intervention, and a ten percent surcharge on subsequent invoices in the event of a repeat offense, automatically applied for twelve months.
ARTICLE 19 - INSTALLATION AND COMMISSIONING OF MULTI-EQUIPMENT
The Customer must prepare the site in accordance with the detailed technical specifications provided by PRO’AUDIT for each type of equipment, ensuring that there is sufficient space, unobstructed and accessible for the installation and maintenance of all equipment, in compliance with safety distances and access restrictions, a dedicated, protected power supply that complies with current standards, with a UPS for critical equipment and surge protection, an operational computer network connection with sufficient bandwidth and appropriate security according to identified needs, and appropriate environmental conditions including temperature, humidity, and ventilation in accordance with manufacturer specifications, free and secure access for technicians and delivery equipment with facilitation of intervention conditions, a closed and secure room to prevent theft and damage with an alarm system if necessary, sufficient lighting for maintenance work with emergency lighting if required, disposal of old equipment if necessary in compliance with environmental standards, preparation of supports and fixings for security equipment in compliance with architectural constraints, preparatory cabling for video surveillance and alarm systems with secure passage and protection, an air-conditioned server room for critical IT equipment with access control and surveillance, and preparation of network access for connected equipment with appropriate segmentation and security.
ARTICLE 20 - MULTI-SYSTEM MAINTENANCE AND TECHNICAL SUPPORT
PRO’AUDIT provides comprehensive scheduled preventive maintenance, including preventive visits according to a schedule established and communicated at the beginning of the year for all equipment, in compliance with operating constraints, complete cleaning and verification of all critical components with preventive replacement if necessary, preventive replacement of wear parts according to manufacturer recommendations with planning and budgeting, systematic updating of software, firmware, and security patches with prior testing and validation, performance monitoring, calibration, and optimization of settings with adaptation to changes in usage, verification of integration and interoperability between systems with end-to-end testing, testing of backup and security systems with validation of effectiveness, monitoring of alarm and video surveillance systems with regulatory verification, verification of network performance and connectivity with flow optimization, IT security audit and updating of protections with reinforcement if necessary, detailed intervention report with personalized recommendations and suggestions, as well as planning of subsequent interventions and follow-up of recommendations with validation of implementation.
ARTICLE 21 - INTELLECTUAL PROPERTY AND CONFIDENTIALITY
PRO’AUDIT retains all intellectual property rights to its methods, tools, and know-how developed in the course of its activities, with absolute protection against any unauthorized reproduction or use. Specific developments remain the property of PRO’AUDIT unless otherwise agreed in writing with a license granted to the Client under defined conditions. The Client acquires only a right to use the solutions developed, with a prohibition on transfer or sublicensing without express authorization, a prohibition on reverse engineering or decompiling the software, with financial penalties in the event of violation, The protection of PRO'AUDIT's proprietary algorithms and methods with a reinforced confidentiality commitment. Compliance with integrated third-party software licenses with respect for the conditions of use and restrictions. Copyright on technical documentation reserved for PRO'AUDIT with a prohibition on reproduction without authorization, as well as a prohibition on reproduction or distribution without authorization with applicable civil and criminal penalties.
ARTICLE 22 - TERMINATION AND END OF CONTRACT
PRO’AUDIT may terminate the contract by operation of law in the event of late payment exceeding fifteen days after formal notice with immediate payment of all sums due, serious breach of contractual obligations causing damage to PRO’AUDIT, improper use of equipment or services with risk of damage, unauthorized modification of equipment with loss of warranty, breach of confidentiality obligations causing commercial damage, collective proceedings initiated against the Customer with risk of non-payment, cessation of activity or dissolution of the company with impossibility of continuation, refusal of access for maintenance or inspection with impossibility of execution, failure to comply with safety instructions with danger, as well as fraud or false declaration with prejudice to PRO’AUDIT. The consequences of termination include the immediate payment of all sums due with interest and penalties, the immediate recovery of all rented equipment with the intervention of a bailiff if necessary, the invoicing of recovery and repair costs with a joint assessment, a termination penalty of ten percent of the remaining annual amount with a minimum of one thousand euros, immediate suspension of all services with access cut off, data backup and return according to procedures with invoicing of services, secure destruction of access and codes with certificate of destruction, as well as invoicing of end-of-contract services with details of interventions.
ARTICLE 23 - LIMITATION OF LIABILITY
PRO’AUDIT’s liability is limited to the amount of the annual contract with an absolute and definitive cap, excluding indirect damages and operating losses, which are covered by the Client's insurance, excluding intangible damages and loss of earnings, limited to direct damages, limited to direct and foreseeable damages only, excluding any other damages, with a specific ceiling for each type of service, adjusted according to the risks, as well as professional liability insurance with coverage appropriate to the activities.
ARTICLE 24 - APPLICABLE LAW AND JURISDICTIONS
The contract is subject exclusively to French law, with application of the Commercial Code and Civil Code, application of the sector regulations in force with continuous updates, compliance with applicable European standards in accordance with directives, and the exclusive jurisdiction of the Commercial Court of Annecy for all disputes, with mandatory prior attempt at amicable settlement.
ARTICLE 25 - PROJECT MANAGEMENT AND PROFESSIONAL METHODOLOGY
PRO’AUDIT applies a rigorous and proven project management methodology comprising an exhaustive preliminary analysis phase with a complete audit of the existing situation, detailed mapping of business processes, and precise identification of strategic and operational issues, followed by an in-depth functional and technical design phase with the drafting of detailed specifications, precise requirements, and measurable acceptance criteria, then a meticulous planning phase with definition of milestones, allocation of expert resources, and establishment of a detailed schedule with identified critical paths, a supervised implementation phase with daily progress monitoring, detailed weekly reporting and proactive risk and contingency management, a comprehensive testing and validation phase with unit, integration, and performance tests according to established protocols, a controlled deployment phase with a secure rollout plan and validated rollback procedures, and a formal closure phase with a comprehensive review, capitalization of best practices, and documented skills transfer. Project management also includes the appointment of a dedicated and experienced project manager with overall responsibility for the success of the project, the establishment of a steering committee with stakeholder representatives and regular follow-up meetings, the use of professional collaborative tools for information sharing and decision traceability, change management with a formalized impact assessment and validation procedure, regular and transparent communication with progress reporting and early warnings, and risk management with documented identification, assessment, and mitigation plans.
ARTICLE 26 - GDPR AND PROTECTION OF PERSONAL DATA
PRO’AUDIT formally undertakes to comply strictly with the General Data Protection Regulation and the French Data Protection Act in all its activities, including the implementation of appropriate technical and organizational measures to ensure a level of security appropriate to the risk, with encryption of sensitive data, strict access control, and complete traceability of operations. the appointment of a qualified and trained Data Protection Officer with the task of advising, monitoring, and liaising with regulatory authorities, keeping a comprehensive record of personal data processing with clearly defined purposes, data categories, recipients, and retention periods; conducting data protection impact assessments for all high-risk processing with risk reduction measures and prior validation; providing complete and transparent information to data subjects about processing with detailed legal notices and an accessible privacy policy; guaranteeing the rights of individuals with formalized procedures for exercising rights of access, rectification, erasure, portability, and objection, notifying data breaches to the competent authorities within 72 hours with risk assessment and corrective measures, appropriate contractual agreements with all subcontractors and partners with binding GDPR clauses and regular compliance audits, ongoing training for all employees on data protection issues with awareness of best practices and updated procedures, as well as regular compliance audits with technical and organizational controls and continuous improvement plans.
ARTICLE 27 - CYBERSECURITY AND ADVANCED SECURITY
PRO’AUDIT deploys a comprehensive, multi-layered cybersecurity strategy that includes the installation and maintenance of next-generation antivirus and anti-malware solutions with automatic signature updates and advanced behavioral detection, the implementation of next-generation firewalls with deep packet inspection, application filtering, and real-time intrusion prevention; the deployment of threat detection and response solutions with artificial intelligence and behavioral analysis to identify sophisticated attacks; the implementation of identity and access management systems with mandatory multi-factor authentication and fine-grained privilege management; securing communications with end-to-end encryption, SSL/TLS certificates, and secure virtual private networks, implementing secure backup solutions with encryption, geographic replication, and regular restoration tests, continuously monitoring infrastructure with real-time monitoring, automatic alerts, and proactive intervention, staff training and awareness of cyber risks with attack simulations and procedure updates, development and regular updating of incident response plans with escalation procedures and crisis communication, regular security audits and intrusion tests with correction of identified vulnerabilities, as well as ongoing technology monitoring of new threats with continuous adaptation of protective measures.
ARTICLE 28 - REGULATORY COMPLIANCE AND CERTIFICATIONS
PRO’AUDIT maintains strict compliance with all applicable regulations, including compliance with ISO 27001 standards for information security with maintained certification and annual surveillance audits, compliance with ISO 9001 standards for quality with documented processes and continuous improvement, compliance with specific sector regulations including health, finance, and industry with ongoing updates to procedures, compliance with environmental standards with electronic waste management and ISO 14001 certification, compliance with labor and professional training regulations with mandatory declarations and monitoring of obligations, compliance with APSAD security standards for alarm and video surveillance systems with maintained certifications, compliance with telecommunications regulations with operator approvals and ARCEP declarations, compliance with accounting and tax standards with rigorous record keeping and reporting, compliance with public procurement regulations with the required legal and technical capabilities, compliance with European standards with CE marking and declarations of conformity, as well as ongoing regulatory monitoring with automatic updating of procedures and team training.
ARTICLE 29 - COMPLETE THIRD-PARTY APPLICATION MAINTENANCE
PRO’AUDIT offers comprehensive and professional third-party application maintenance services, including corrective maintenance with bug and malfunction resolution according to contractually defined criticality levels, evolutionary maintenance with the development of new features according to a shared roadmap and emerging business needs, adaptive maintenance with updates for compatibility with new system versions and technological developments, preventive maintenance with performance optimization, database cleaning, and proactive monitoring, multi-level user support with a dedicated hotline, online documentation, and ongoing training, version and deployment management with secure production procedures and rollback capability, real-time application monitoring with automatic alerts and proactive intervention, application data backup and archiving with restoration testing and disaster recovery plan, regular code and security audits with recommendations for improvement and vulnerability correction, comprehensive technical documentation with continuous updates and knowledge transfer, technology watch and evolution consulting with anticipation of obsolescence and opportunities for improvement, as well as availability guarantee with contractual SLAs and penalties for non-compliance.
ARTICLE 30 - FULL IT OUTSOURCING AND MANAGEMENT
PRO’AUDIT provides comprehensive IT outsourcing and managed services, including full responsibility for IT infrastructure with transfer of responsibility and service guarantee, 24/7 monitoring with a dedicated service center and technical support, complete management of physical and virtual servers with system administration, updates, and performance optimization, IT asset management with permanent inventory, automated deployment, and license management, network and telecommunications administration with flow optimization and advanced security, IT security management with threat monitoring, protection updates, and incident response, centralized and automated backup with secure archiving and a tested disaster recovery plan, user support with an integrated help desk, ongoing training, and personalized assistance, IT project management with technical expertise and stakeholder coordination, detailed reporting with customized dashboards and performance indicators, technology watch and evolution consulting with investment planning and modernization, as well as service continuity assurance with equipment redundancy and automatic failover procedures.
ARTICLE 31 - CLOUD SERVICES AND ADVANCED VIRTUALIZATION
PRO’AUDIT offers comprehensive cloud and virtualization solutions including secure cloud hosting with redundant infrastructure, high availability, and automatic elasticity according to needs; server virtualization with resource optimization, infrastructure consolidation, and reduced operating costs; hybrid cloud services with seamless integration between private and public infrastructures, cloud migration with preliminary analysis, detailed planning, and comprehensive support, automated cloud backup with advanced encryption, geographic replication, and rapid restoration, disaster recovery services with a tested and guaranteed business continuity planand guaranteed continuity, advanced security with end-to-end encryption, strict access control, and continuous monitoring, regulatory compliance with hosting in France and GDPR compliance, performance optimization with real-time monitoring and automatic resource adjustment, as well as specialized technical support with cloud experts and rapid response.
ARTICLE 32 - DIGITIZATION AND ELECTRONIC ARCHIVING
PRO’AUDIT develops comprehensive digitization solutions including high-quality scanning of all types of documents with optical character recognition and automatic indexing, implementation of electronic validation workflows with digital signatures and full traceability, legally compliant electronic archiving in accordance with legal and regulatory standards, electronic document management with advanced search, versioning, and access control, integration with existing systems for business process automation, user training in new paperless processes with change management support, guaranteed legal compliance with retention periods and audit procedures, and gradual migration with coexistence of paper and electronic processes.
ARTICLE 33 - AUDIT AND IN-DEPTH SPECIALIZED ADVICE
PRO’AUDIT conducts in-depth technical and organizational audits, including a comprehensive audit of IT infrastructure with performance, security, and scalability analysis, business process audits with identification of possible optimizations and recommendations for improvement, IT security audits with intrusion tests and vulnerability assessments, regulatory compliance audits with verification of compliance with applicable standards, energy audits of equipment with recommendations for optimization and calculation of savings, software license audits with cost optimization and compliance, digital transformation consulting with personalized roadmaps and strategic support, cybersecurity consulting with risk analysis and security plans, and IT cost optimization consulting with detailed analysis and recommendations for savings.
ARTICLE 34 - ADVANCED TRAINING AND PROFESSIONAL CERTIFICATION
PRO’AUDIT provides specialized professional training courses, including training in office tools with Microsoft Office and Google Workspace certification, training in IT systems with Windows and Linux administration, training in cybersecurity with risk awareness and best practices, training in CRM/ERP tools with comprehensive hands-on experience and optimization of use, training in security systems with the use of alarm and video surveillance equipment, GDPR training with compliance and data protection procedures, training in collaborative tools with optimization of teamwork, customized training according to specific needs with content adapted to the profession, as well as certification of acquired skills with validation of competencies and issuance of certificates.
ARTICLE 35 - SPECIAL CONDITIONS BY SECTOR OF ACTIVITY
PRO’AUDIT tailors its services to specific industry requirements, including compliance with hygiene and confidentiality standards in the medical sector with specialized solutions, compliance with banking regulations in the financial sector with enhanced security, for industry, adaptation to production constraints with robust solutions; for education, educational solutions with multiple user management; for retail, cash register and inventory management solutions; for public services, compliance with public procurement with specific procedures; for the hotel industry, customer management and reservation solutions; and for all sectors, adaptation to specific regulatory and business constraints.
ARTICLE 36 - CHANGES AND CONTRACTUAL AMENDMENTS
Any modification to the contract must be the subject of a written amendment signed by both parties with a precise description of the modifications made. Technical developments are proposed by PRO'AUDIT with justification of the benefits and impact on costs. The Client's requests for changes are studied with detailed costing and completion deadlines. Regulatory updates are applied automatically with prior notification to the Customer. Price changes are notified with three months' notice and justification for the increases. Scope extensions are subject to additional quotes with seamless integration, and organizational changes are accompanied by procedural adjustments and training if necessary.
ARTICLE 37 - TRANSFER AND ASSIGNMENT OF CONTRACTS
The contract may not be transferred by the Client without the prior written consent of PRO’AUDIT, subject to an assessment of the transferee's creditworthiness. PRO’AUDIT may transfer the contract to a group company or qualified partner while maintaining the contractual terms and conditions. In the event of a merger or acquisition of the Client, the contract shall be automatically transferred with any necessary adjustments, and the guarantees and commitments shall be maintained in the event of a transfer with continuity of service ensured. The financial terms may be revised in the event of a change in risk, subject to prior negotiation, and the contractual documentation shall be updated with the new entities concerned.
ARTICLE 38 - EXTENDED FORCE MAJEURE AND EXCEPTIONAL CIRCUMSTANCES
The following events constitute force majeure: natural disasters, fires, floods, and exceptional weather conditions; social conflicts and strikes affecting suppliers or carriers; widespread power or telecommunications outages, major cyberattacks and widespread internet outages, epidemics and pandemics with government restrictions, acts of terrorism and public disturbances, major failure of critical suppliers, major regulatory changes with immediate impact, as well as any external, unforeseeable, and unavoidable event as defined by case law. The effects of force majeure include the temporary suspension of contractual obligations with postponement of deadlines, the adaptation of services to circumstances while maintaining the essentials, the revision of deadlines with appropriate planning, and possible termination if the situation persists for more than three months.
ARTICLE 39 - HARDSHIP CLAUSE AND RECIPROCAL ECONOMIC DISRUPTION
In the event of unforeseeable economic disruption making the performance of the contract excessively onerous for one of the parties, that party may request renegotiation of the contractual terms with detailed justification of the impact. the parties undertake to negotiate in good faith a fair adjustment of the contract with a view to achieving a balance; if no agreement is reached within sixty days, the aggrieved party may terminate the contract with three months' notice. Circumstances that may justify the application of this clause include major cost variations, significant regulatory changes, major technological changes, and exceptional economic crises. This clause is reciprocal and may be invoked by either party under the same conditions.
ARTICLE 40 - MEDIATION AND ARBITRATION FOR DISPUTE RESOLUTION
In the event of a dispute, the parties undertake to seek an amicable solution as a matter of priority through direct negotiation in good faith and with transparency. If no agreement is reached within thirty days, the dispute shall be submitted to mediation by a certified mediator chosen by mutual agreement. Mediation must be attempted before any legal action is taken, otherwise the case will be dismissed. Mediation costs shall be shared equally between the parties. If mediation fails, the dispute may be submitted to arbitration if the parties agree. Arbitration shall be conducted in accordance with the rules of the International Chamber of Commerce. The arbitral award shall be final and binding. In the absence of an agreement on arbitration, the competent courts shall be those of the registered office of PRO'AUDIT.
ARTICLE 41 - AUTHORIZED DISTRIBUTORS AND BUSINESS PARTNERS
PRO’AUDIT may call upon authorized distributors and qualified commercial partners to extend its geographical coverage and intervention capabilities while maintaining service quality. Distributors are selected according to strict technical and commercial competence criteria, with mandatory training and certification. Partners undertake to comply with PRO’AUDIT's quality standards and procedures, with regular compliance audits. PRO’AUDIT remains responsible to the end customer with an equivalent service guarantee. Commercial and technical conditions are harmonized across the entire network with national consistency. Technical support is coordinated by PRO’AUDIT with escalation and supervision, and ongoing training for partners is provided with skills and certification updates.
ARTICLE 42 - AFFILIATED COMPANIES AND MULTIPLE BENEFICIARIES
The contract can benefit the Client's affiliated companies belonging to the same group with automatic extension of services; subsidiaries and branches are covered by the main contract with centralized billing possible; preferential pricing conditions apply to the entire group with cost optimization; Centralized contract management simplifies administration with a single point of contact. Guarantees and commitments extend to all covered entities with a consistent level of service. Billing can be centralized or distributed according to the group's organization, and contractual changes apply uniformly to all entities with consistent service.
ARTICLE 43 - AUTOMATIC INDEXATION AND RATE REVISION
Rates are revised annually in line with the INSEE consumer price index and automatically applied on January 1. indexation may not exceed 5% per year except in justified exceptional circumstances, regulatory changes resulting in additional costs are passed on with detailed justification, technological improvements may justify price adjustments with demonstrated benefits, if the price revision exceeds 5%, it will be notified three months in advance with details of the changes.
ARTICLE 44 - SECURITY DEPOSIT AND CUSTOMER SOLVENCY
A security deposit may be required for new customers or in the event of a deterioration in creditworthiness, equivalent to three months' billing. The deposit is returned at the end of the contract after verification that there are no outstanding debts with legal interest. PRO'AUDIT may request additional guarantees in the event of proven risk, with a bank guarantee or pledge. Creditworthiness is assessed regularly and guarantees are adjusted if necessary. Late payments may justify an increase in the deposit, subject to prior formal notice, and customer default will result in the deposit being used to settle outstanding debts.
ARTICLE 45 - PACKAGED SERVICES AND CUSTOMIZED SERVICES
PRO’AUDIT offers standardized packages to optimize costs and simplify management with predefined services. Customized services are developed according to specific needs with prior analysis and detailed costing. Packages include maintenance, support, and upgrades at attractive flat rates. Customization is possible within the limits of the packages at additional cost. Customized services are subject to specific contracts with adapted conditions. Packages are updated based on customer feedback and technological developments, and migration between packages is possible with adapted conditions.
ARTICLE 46 - CODE OF CONDUCT AND ENVIRONMENTAL STANDARDS
PRO’AUDIT is committed to adhering to a strict code of conduct that includes professional ethics with transparency and integrity in all relationships, respect for the environment with responsible electronic waste management and energy optimization, social responsibility with respect for human rights and fair working conditions, the fight against corruption with strict procedures and team training, the protection of personal data with compliance with the GDPR and absolute confidentiality, quality of service with continuous improvement and customer satisfaction, as well as regulatory monitoring with constant updating of practices.
ARTICLE 47 - QUALITY CERTIFICATIONS AND REGULATORY COMPLIANCE
PRO’AUDIT maintains strict quality certifications including ISO 9001 certification for quality with documented processes and continuous improvement, ISO 27001 certification for information security with data protection and risk management, ISO 14001 certification for the environment with responsible management and impact reduction, manufacturer certifications with skills maintenance and access to the latest technologies, sector-specific approvals with compliance with specific requirements, GDPR compliance with documented procedures and regular audits, as well as ongoing regulatory monitoring with continuous adaptation of practices.
ARTICLE 48 - THIRD-PARTY APPLICATION MAINTENANCE AND UPGRADES
PRO’AUDIT provides comprehensive third-party application maintenance, including corrective maintenance with bug fixes according to priority levels, evolutionary maintenance with the development of new features according to a roadmap, adaptive maintenance with updates for system compatibility, preventive maintenance with optimization and proactive monitoring, user support with technical assistance and ongoing training, version management with secure deployment and comprehensive testing, application monitoring with automatic alerts and rapid response, and technical documentation with continuous updates and knowledge transfer.
ARTICLE 49 - RETURN OF EQUIPMENT AND RECYCLING
PRO’AUDIT offers equipment trade-in services including the evaluation of existing equipment with technical and commercial expertise, trade-ins at preferential prices for renewal with discounts on new equipment, secure data destruction with GDPR compliance certification, responsible recycling in compliance with environmental standards, recovery of reusable equipment with refurbishment if necessary, recovery logistics with specialized transport and secure packaging, as well as complete traceability of the process with detailed documentation and reporting.
ARTICLE 50 - FINAL PROVISIONS AND ENTRY INTO FORCE
These General Terms and Conditions of Sale cancel and replace all previous versions with immediate effect for all new contracts. They apply to existing contracts upon renewal or modification with express acceptance. Any clause to the contrary in other documents is deemed null and void unless expressly waived in writing. partial nullities shall not affect the validity of the rest of the contract, with the contractual balance being maintained. These terms and conditions are governed by French law, with jurisdiction lying with the courts of Annecy. They come into force immediately and are enforceable against all PRO'AUDIT customers. Any updates to these terms and conditions shall be notified with a fifteen-day opposition period.
PRO'AUDIT - Terms and Conditions of Sale - Version 2022.12
Applicable to all contracts signed on or after March 1, 2022