Terms and Conditions of Use and Sale
Enjoy your visit to www.zelin.io!
1 – Preamble
Zelin is a digital platform specialized in Numerical Simulation, accessible at https://www.zelin.io, which connects Customers with Numerical Simulation Experts (design offices, ESN, freelancers, researchers…). This matchmaking is facilitated by the platform and its specific products.
2 – Purpose
These General Terms and Conditions of Use and Sale (CGUV) are entered into by Zelin, a simplified joint stock company (Société par Actions Simplifiée), registered with the Toulouse Trade and Companies Register under number 842867020, whose registered office is at 42 avenue du Général de Croutte, 31100 Toulouse, France, and the User of the www.zelin.io website. These general terms and conditions define the obligations and rights of Zelin and Users respectively. They apply to Users of the Platform who accept them fully and without reservation. Users are therefore advised to read them in full.
Use of the platform implies acceptance of these CGUV and its updates. Users refusing all or part of these conditions may deactivate their account. Services are reserved for individuals or legal entities with the legal capacity to accept the CGUV, or their legally authorized representative on behalf of said individual or legal entity.
3 – Definitions
Terms in the CGUV that begin with a capital letter have the following meaning:
Subscription: refers to a subscription agreed between the User and Zelin for a given period.
Case(s): refers to any project, assignment or study under simulation.
Reviews: customer ratings
Acceptance Form: designates the Customer’s official acceptance of a Deliverable. It then authorizes invoicing for this Deliverable. If the Customer does not return this validated Acceptance Form within fifteen (15) days, the Deliverable will be deemed to have been accepted by the Customer.
Customer(s): refers to any individual or legal entity wishing to carry out a project, which may be entrusted to one or more Expert(s), and using the Platform for this purpose.
Expert(s): refers to any natural or legal person (design offices, ESN, freelancers, researchers, etc.) likely to carry out a project.
Deliverable(s): refers to the total or partial result of a Project for the Customer, produced by the Expert(s).
Platform: refers to the technical infrastructure accessible from the website whose address is https://www.zelin.io
Ranking: Expert assessment
Service(s): refers to all the services offered by Zelin on the platform, in particular the contact between the Customer and the Expert.
Numerical simulation: Numerical simulation is a series of calculations performed on a computer to reproduce a physical phenomenon. The result is a representation of the phenomenon as if it had actually occurred. Numerical Simulation is used to dimension industrial products and provides information that is difficult to obtain by measurement. Last but not least, it can significantly reduce costs and lead times compared with experimentation.
User(s): refers to the Customer, the Expert or the Customer and the Expert, as the case may be.
4 – Platform description
4.2 Services / Products:
The primary aim of the Zelin platform is to provide the best possible response to the needs of companies in terms of their Contract(s) for Digital Simulation. To achieve this, it offers solutions designed to meet most of their needs in this field. This includes proposing and contracting the resources associated with the project: an expert, HPC resources (machine and calculation software) and on-line control tools.
Secondly, for Experts, the platform is designed to facilitate contact and contractualization with Customers.
Finally, these services or products and, more generally, all offers are described in greater detail on the site.
4.2 Registration :
To access the Platform, the User must create a personal account. Registration is free of charge. The User must choose a login and password. The User is the sole guarantor of their confidentiality. He/she will therefore be responsible for any action emanating from his/her account. The User must provide accurate information and keep it up to date on a regular basis. Zelin may, at any time, suspend or deactivate the account of any User who fails to comply with the GCUV.
4.3 Prices and payment :
Price: Access to the Platform and the Z-Vision module (Dynamic 3D Visualization and Control) is free for Experts. Other subscriptions and functionalities are available on request.
For customers, the Z-Vision subscription is €50/month plus VAT with an annual subscription for 1 user, and €100/month plus VAT with an annual subscription for up to 5 users. Other subscriptions and features are available on request.
In addition, Zelin takes a commission on business between experts and customers. It represents 10 to 20% of the amount of the Business (10% above 100k€). Zelin will invoice the Client for the valid deliverables produced by the Expert and for his commission. The Expert’s services will then be invoiced to Zelin.
Payment: Payments are made by bank transfer or SEPA direct debit. In the latter case, a direct debit authorization form is completed by the company and returned to customer service. A bank details document (RIB) is enclosed.
4.4 Assessment :
Customers and experts are invited to evaluate each other’s work. In fact, given the positioning of Expertise haut de gamme, these evaluations are essential to guarantee the level of quality expected.
For Experts, Ranking is assessed on the basis of: academic experience, professional experience, customer satisfaction and frequency of use of the platform through Business.
For customers, this is an opinion based on responsiveness to technical or administrative data exchanges (Order, Input Data, Acceptance Form, Payment, etc.), on the quality of this data, and on the Expert’s feedback.
Zelin reserves the right to moderate the evaluation of Customers and Experts, particularly if the evaluation damages the reputation of a User.
4.5 Access :
The Platform is accessible from any computer connected to the Internet with an up-to-date browser. Internet telecommunication costs incurred when using the Platform remain the responsibility of the User. It is also the User’s responsibility to configure their firewall or other computer blocking device to allow nominal access to the Zelin Platform.
The site is normally accessible 24 hours a day, 7 days a week, including Sundays and public holidays. The exception
is during periods of maintenance or in the event of force majeure. The Company reserves the right, without notice or compensation, to temporarily or permanently close the Site or access to one or more service(s). Zelin will update the Platform regularly to improve its operation and the User experience.
5 – Commitments and Responsibilities of Users
5.1 Commitments
Only registered Users are entitled to access the platform and its products and services. The use of their account is therefore under their sole and entire responsibility. Users must
comply with the legislation in force in their country of residence and with these CGUV. For the sole purpose of verifying compliance with the law and these CGUV, Zelin may consult content or exchanges on the Platform. Any extraction or reproduction (partial or total) of the Platform for purposes of exploitation, other than those contracted with Zelin, is strictly forbidden. In general, Users undertake to use the Platform in a fair manner.
The Experts undertake to :
– Complete their profile on the site with real information that is as up-to-date as possible
– Graduates of an engineering school, Master’s degree or PhD, with a specialization in Numerical Simulation, Mathematics or Artificial Intelligence.
– Accept solicitations from potential customers and make every effort to respond to them.
– Demonstrate professionalism in all circumstances (quality of written and verbal exchanges, interpersonal skills, punctuality, etc.).
– Download the documents required to comply with the labour laws of France or the country of residence.
– Carry out all the social, administrative and tax declarations and formalities required for their activity
– Not to work in a detrimental manner or attempt to damage the Platform in any way.
– Notify Zelin if they receive a benefit from Zelin’s services which becomes essential to the smooth running of their business and which would result in a situation of economic dependence, in particular under Articles L420-1 and L420-2 of the French Commercial Code. Otherwise, they waive their right to hold Zelin liable in the event of suspension of collaboration at Zelin’s initiative, for whatever reason. Each party retains full responsibility for its activity, remaining in control of its organization and the resources allocated to the proper performance of the contracts.
Customers agree to:
– Ensure that their situation complies with the legal, administrative, social and fiscal obligations to which they are subject. They must ensure that all related procedures are carried out effectively (regardless of the legislation to which they are subject).
– Communicate serious and sufficiently detailed specifications so that the Experts can draw up a relevant quotation.
– Complete the project as soon as the Technical and Commercial Proposal has been validated, with no possibility of cancellation.
– Collaborate actively and constructively (willingness to talk, reply to emails, etc.)
– Pay the amount invoiced by Zelin corresponding to the services provided and the associated commission.
– Accept that in the case of an offer without Zelin’s support, Zelin cannot in any way guarantee or be responsible for the service provided.
– To contract with the Experts identified on the Platform exclusively through Zelin and to renounce canvassing them outside the Platform for the Business initially proposed or for any subsequent Business of the same nature, under any status whatsoever, even if the solicitation came from the Expert. This waiver remains applicable for 36 months following the first contact between the Customer and the Expert. Non-compliance with this undertaking will give rise to the payment of compensation to Zelin equal to at least 30% of the value of the project excluding VAT, but not less than €15,000.
– Not to divert the normal use of the Platform by using it, for example, for advertising or recruitment purposes. Zelin may then suspend access to the Platform to any User who finds himself in this situation, without any compensation whatsoever being claimed on his part.
In the event of disagreement between Users, they undertake to inform the Company via Customer Service and to make their best efforts to find an amicable solution within 30 days. After this period, the dispute will be submitted to the exclusive jurisdiction of the Toulouse Commercial Court.
5.2 Responsibilities
Responsibility of Users (Expert(s) and Customer(s))
Any direct or indirect prejudice that may be suffered as a result of inaccurate, incomplete and/or misleading information provided by the User at the time of registration, or in the absence of updating of such information, shall be the full and entire responsibility of the User.
The User is solely responsible for all content he/she chooses to post on the Site. Zelin does not check content before it is put online. Nevertheless, the User shall refrain from publishing any
content that is abusive, defamatory, disparaging, slanderous, racist, xenophobic, contrary to morality and decency, prejudicial to public order or the rights of third parties, and/or likely to prejudice the rights, reputation or image of Zelin. In general, the User shall refrain from any publication whose content infringes the law and/or regulations, particularly of a penal nature.
The description of the Business proposed by the Client is his sole responsibility. If he has made an error in the description of the Case he has submitted to the Expert, the Client is solely responsible for assuming the resulting consequences, in particular the payment of any additional costs.
Zelin supports experts in their activities and in contractualizing them. Nevertheless, the Expert remains fully responsible for all legal and fiscal obligations relating to invoicing, including the payment of VAT.
Finally, any Expert who violates these CGUV by attempting to contract with a Customer outside the Platform may be temporarily or permanently suspended from the Platform by Zelin, without being able to claim any right to compensation for damages.
Zelin’s responsibility
Zelin makes every effort to ensure that the Platform is available 24 hours a day, 7 days a week. Nevertheless, for reasons of maintenance or force majeure, or for reasons of poor material and/or network conditions of the User, Zelin cannot exclude an interruption of access. Consequently, Zelin may not be held liable for any voluntary or involuntary interruption of the Platform Services. However, Zelin will do its utmost to limit the number and duration of interruptions at its own initiative.
In its role as intermediary, Zelin invoices the client before paying the Expert. As long as Zelin has not been paid by the client, the Expert cannot claim payment.
Zelin cannot be held responsible for any dispute concerning additional services that may be offered by Zelin’s partners. These are to be discussed directly with the partners.
Zelin undertakes to do its best to ensure that the documents and information transmitted by Users are accurate. However, Zelin cannot be held responsible for any failure to comply with legal, social, administrative or other obligations. In the event of any breach or inappropriate content being reported, Zelin undertakes to deal with it as quickly as possible.
6 – Insurance
Zelin has taken out an insurance policy with AXA France IARD, reference no. 10354646904 – Civil liability for service providers, to cover its activities against bodily injury, property damage or consequential loss caused to third parties as a result of its activities.
External experts (third-party engineering firms, freelancers, researchers, junior companies, etc.) must take out a “professional liability” insurance policy with a clearly solvent company. This policy must remain in force for at least the duration of the project, and must be available to Zelin upon request.
Zelin cannot be held responsible for the refusal of an external expert’s insurance company to guarantee a claim, in strict compliance with the application of the conditions and guarantees. In this respect,
the external expert or his insurer may not take any action against Zelin.
7 – Intellectual property
All elements of the website and Platform (e.g. text, images, photographs, videos, logos, trademarks, etc.) are the exclusive intellectual property of Zelin or its Users. Any partial or total reproduction of the Platform or of any of its elements is strictly prohibited and punishable as an infringement under the French Intellectual Property Code. Zelin does not transfer any intellectual property rights to Users on the Platform, but allows them to use it in accordance with its CGUV.
Payment for the Deliverables entails the exclusive transfer to the Customer of the related rights. These include reproduction and representation rights (with the exception of rights of adaptation, translation,
modification or creation of derivative works). Special provisions may be drawn up in addition between the parties.
Any content published by the User is associated with his or her intellectual property rights. The User guarantees that he/she is the owner of the content. Users authorize Zelin to use the content published and in particular to share, host, reproduce, modify, translate and use it for commercial purposes.
8 – Personal data
Zelin collects certain information and data from Users (surname, first name, email, telephone numbers, business history, possibly CV, LinkedIn link, ResearchGate link, professional references, photograph, thesis, HDR, specialties) with their consent. This data is
necessary for the proper execution of the Platform’s Services, for its marketing and management, and for its improvement through internal statistics.
Some of the Experts’ personal data will be accessible to Customers, and vice versa, for the sole purpose of working together in the best possible way and in compliance with any specific confidentiality rules
associated with such data.
Personal data will be kept for as long as the User is registered on the Platform or for the years required to comply with legal obligations.
Users may use their rights of access, modification, rectification, limitation of processing, portability and opposition to the processing of such data with Zelin by writing to hello@zelin.io and indicating their surname, first name, e-mail and the reasons for the message.
We remind you that data is governed in particular by the general regulations on data protection available on the website of the Commission Nationale de l’Informatique et des Libertés (www.cnil.fr). We also remind you that Zelin may need to communicate this data in order to cooperate with administrative and legal authorities.
Zelin undertakes to use its best efforts to ensure the security of this data, in particular to prevent it from being damaged or accessed by unauthorized third parties. Data will be stored as standard in France. The storage of data in another country will be subject to specific conditions.
In addition, Zelin may use cookies as part of the User’s browsing experience. Cookies record certain information, which is stored in the memory of the User’s computer equipment, in order to improve the operation of the Platform.
9 – General provisions
9.1 Privacy policy
Definition: Information deemed confidential (Confidential Information) is: (1) any information, analysis or document in any form whatsoever concerning the content of exchanges between Users, (2) methodologies, computer developments, models, know-how, financial, marketing or commercial data, (3) any other information notified in writing as being confidential. confidential by one of the Users. Information is not considered confidential if it: (1) belongs to the public domain at the time of communication, (2) is known to the User prior to the exchanges, (3) is communicated by a third party on a non-confidential basis, or (4) is required by law.
Commitment of Users: Each User undertakes to respect the confidentiality of all “Confidential Information” as defined above. We encourage each Customer and each Expert to systematically sign a confidentiality agreement with Zelin, for example, using the application available for this purpose on the Platform. Authorization to use, reproduce or communicate to a third party (subcontractor, other than an employee, etc.) any Confidential Information must be requested in writing from the owner of said information.
9.2 Hyperlinks :
The User is authorized to set up one or more hypertext links to the home page of the Platform. However, Users are prohibited from creating any link to a site that does not comply with current legislation or that is likely to harm Zelin’s image. If Zelin considers that a link to another site is damaging to its reputation, Zelin reserves the right to stop sharing the link. Under no circumstances does a link to the Zelin Platform from another site represent any kind of partnership between Zelin and the owner of said site. Finally, Zelin cannot be held liable for any direct or indirect damage resulting from the consultation or use of one of these links.
9.3 Subordination :
No relationship of subordination shall exist (in particular as employee/employer or agent) between Zelin and a third-party Expert or between a Client and an Expert. Under no circumstances will the Client act towards an Expert in such a way as to place him in a position of subordination, i.e. under his authority and control. Where applicable, it will be the sole responsibility of the Customer and the Expert to discuss the possible social consequences of such links.
9.4 Modification :
Zelin reserves the right to modify the CGUV or the functionalities of the Platform at any time. Improvements or new services may be introduced. Users who do not accept such modifications are requested to immediately cease all use of the Platform. Users may deactivate their account. On the other hand, browsing the Platform after any changes have been made will constitute acceptance of these changes by the User.
9.5 Waiver :
Failure by either party to exercise a right under these CGUV shall not constitute a waiver of such right.
9.6 Invalidity :
Any clause of the CGUV that is null or void by virtue of current legislation or a court decision is deemed unwritten, and the other clauses remain fully applicable.
9.7 Termination :
Failure to comply with the CGUV will entitle Zelin to suspend or close the account of the User at fault immediately. Future access to the Platform by this User may be refused for this reason without Zelin being held liable.
9.8 Force majeure :
Neither the User nor Zelin may be held liable if one of its obligations is impeded by a case of force majeure as defined by case law.
9.9 Assignment of contract :
A User’s account may not be transferred to a third party or to the same User, in the case of a change of company for example, without the prior written consent of Zelin. Any change in a User’s status may require the opening of a new account.
9.10 Marketing :
Zelin has the express permission of Users to use their marketing materials (company name, trade name, logo, brands, sales brochures, website, project reference sheets, etc.) for commercial purposes.
9.11 Applicable law and jurisdiction :
The clauses of these CGUV are governed by French law. In addition, any disputes that may arise between the parties shall be submitted to the exclusive jurisdiction of the Tribunal de Commerce de Toulouse.
10 – Legal information
The www.zelin.io website is published by ZELIN, a simplified joint-stock company with capital of €21,300.00, registered with the Toulouse Trade and Companies Register under number 842 867 020, headquartered at 42 avenue du Général de Croutte 31100 Toulouse.
For any questions or information concerning the Platform, the User may contact the Company by chat or form on the website, or by e-mail at hello@zelin.io, or by telephone on +33 (0)6 75 27 90 70 or +33 (0)6 51 07 92 63.
Zelin’s Chairman is Julien Senter and its Managing Director is Julien Vitet.
The Platform’s showcase site is hosted by OVH, 2 rue Kellermann, 59100 Roubaix, France, and the private part of the Platform is hosted by Zelin.
Intracommunity VAT number: FR 28 842867020
These CGUV may be supplemented by the Zelin CGS and specific conditions.
