Legal

General Terms & Conditions

Version 1.0 as of August 31, 2026

MOBIOOS France, a French simplified joint-stock company (SAS), registered with the Paris Trade and Companies Register (RCS) under number 990 692 295, having its registered office at 78 Avenue des Champs Elysées, 75008 Paris, France ("MOBIOOS"), a wholly owned subsidiary of MOBIOOS, INC., a U.S. corporation, and the developer, engineer or non-engineer, or any legal or natural person (the "Customer") to whom MOBIOOS provides a collaborative and secure code context platform to make code actionable for Artificial Intelligence ("AI").

Contents

1. Definitions

Applicable Data Protection Regulations: applicable European and national provisions and regulations on the protection of personal data, in particular the Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data of 27 April 2016 (the "GDPR") and any applicable national law.
Account: means the account of the Customer or its Users use to access the Platform and benefit from the Services.
Authentication Information: means the identification information of the Customer and/or the User (email address and password) allowing them to authenticate on the Platform.
Contract: means collectively the General Terms & Conditions (the "T&Cs"), the Orders, the pricing page on MOBIOOS website, the appendixes and any amendments.
Credits: means monthly tracked usage credits which measure and track the Customer's consumption of eligible Platform functionalities. For more details, see pricing page available at www.mobioos.ai/#pricing
Credits Bundle: means a package of Credits purchased by the Customer in addition to, or together with, a Subscription Plan. Credits Bundle are described on the MOBIOOS pricing page available at www.mobioos.ai/#pricing.
License: means the license granted by MOBIOOS to the Customer and its Users to use the Platform in accordance with the Orders. The subscription to a license includes the provision of additional Services.
Order: means the order of Subscription Plans and Credits Bundles by the Customer.
Platform: means the different products and solutions of the software suite made available to the Customer by MOBIOOS, which includes without limitation, (i) FUSION that is the context portal provided in a Software-as-a-service (Saas) mode and (ii) FORGE which is the developer plugin that applies context to the codebase at line level giving it a barcode.
Services: means the services provided by MOBIOOS to the Customer, in addition to the License, as described on the MOBIOOS pricing page available at www.mobioos.ai/#pricing.
Subscription Plan: means the commercial subscription package selected by the Customer, as detailed on MOBIOOS pricing page available at www.mobioos.ai/#pricing, to acquire the License.
User(s): means any Customer's users (including without limitation, any employee or contractor) authorized to access the Platform and use Services.

2. Purpose

The purpose of the Contract is to define the conditions under which MOBIOOS provides the License and the Services.

All Licenses, Services and offers of Services by MOBIOOS are carried out exclusively on the basis of the Contract, to the exclusion of the Customer's terms and conditions.

In the event of any discrepancy or contradiction between the T&Cs and any special terms and conditions agreed between the parties, it is expressly agreed that the special terms and conditions shall prevail.

3. T&Cs acceptance

Prior to subscribing to the Subscription Plan, or purchasing Credits Bundles, the Customer acknowledges that the T&Cs have been provided to them and that they therefore have knowledge of them. These T&Cs are available online.

Opting-in via the acceptance box available in the Order, prior to the payment option, constitutes express acceptance, without restriction or reservation, of the T&Cs.

4. T&Cs modifications

MOBIOOS reserves the right to amend or modify the T&Cs at any time.

In the event of any changes, the applicable T&Cs are those in effect at the time the Customer subscribed to a Subscription Plan or purchased Credits Bundles.

5. Term

The Contract shall enter into force on the date the Customer purchases a Subscription Plan and/or Credits Bundles (the "Effective Date") and shall remain in effect for as long as the Customer maintains an active Subscription Plan, including any renewal periods (the "Subscription Term"), unless terminated by either party under the conditions provided for in Article 17 of the T&Cs.

The applicable Subscription Term shall be identified in the relevant Order.

6. Financial Conditions

6.1 Applicable fees

The fees applicable to the License and the Services, including Subscription Plans and Credits Bundles, are those in effect on the date of the Customer's Order and published on the MOBIOOS pricing page available at www.mobioos.ai/#pricing or otherwise specified in the applicable Order.

The price of the Subscription Plans varies according to the Subscription Plan selected by the Customer. The price of the Credits Bundles varies depending on (i) the selected Credits Bundle and (ii) whether the Customer subscribes on a non-committed basis or under an annual commitment.

Prices are subject to change at any time by MOBIOOS. The Customer will receive an email notification specifying the terms and the new rate at the email address provided in the Customer's Account, as well as a notification on their Account, at least fifteen (15) days before the effective date. Unless expressly stated otherwise by MOBIOOS, any change in the prices will take effect during the next billing cycle. If the Customer does not accept the rate change, the Customer may cancel their Subscription Plan in accordance with Article 17.1 of the T&Cs, and the cancellation will take effect at the end of the current billing cycle.

In the event of non-payment on the due date, and except when the Customer qualifies as a consumer within the meaning of the French Consumer Code, MOBIOOS may apply by operation of law and without prior notice late payment penalties, calculated on the basis of the interest rate applied by the European Central Bank to its most recent refinancing operation plus ten (10) percentage points, as well as a minimum compensation of forty (40) euros for recovery costs.

Prices are listed in euros, including all taxes (TTC).

6.2 Payment - Billing options

When subscribing to a Subscription Plan or purchasing a Credits Bundle, the Customer will be billed immediately. The credit card or SEPA Direct Debit used by the Customer are automatically registered in a secured manner. Direct debit is the primary payment method. The Customer may update their credit card or SEPA Direct Debit information at any time through the Customer's Account or when making a purchase.

Subscription Plans and Credits Bundles may be purchased under one of the following billing options (with or without a minimum commitment period):

monthly billing, under which payments are made monthly via direct debit;
annual billing, under which payments are made annually via direct debit.

Invoices may be accessed via the Customer's Account. MOBIOOS cannot modify the information on an invoice once it has been issued. However, the Customer may update their billing information in the Customer's Account so that it appears on future invoices.

Annual billing is available for all Subscription Plans and benefit from discounted pricing compared with equivalent monthly billing, as indicated on the MOBIOOS pricing page available at www.mobioos.ai/#pricing or in the applicable Order.

6.3 Declined payments

The Customer is required to maintain a valid credit card or valid SEPA Direct Debit throughout the Subscription Term. In the event of expiration, replacement, or block on the credit card or a change of SEPA Direct Debit, the Customer shall register a new credit card or SEPA Direct Debit.

In the event of a payment issue, and after several payment reminders sent by MOBIOOS, the Customer's Subscription Plan and access to Credits and Credits Bundles may be suspended until the outstanding amounts are paid in full.

In the event of persistent failure to pay, the Customer's Subscription Plan may be terminated automatically, and the Contract may be terminated in compliance with Article 17.2.

MOBIOOS may use automated payment collection procedures, including automatic retry attempts on the payment method provided by the Customer, to recover outstanding amounts.

In the case of a rejected or failed payment made by credit card, payment rejection fees may apply, in addition to any collection costs incurred by MOBIOOS in recovering the outstanding amounts.

6.4 Free trial

MOBIOOS may, at its sole discretion, offer a free trial for selected Subscription Plans. The duration, scope, included features and Credit allocation of any free trial shall be determined by MOBIOOS and described on the MOBIOOS website or during the subscription process.

A credit card is required to access an eligible free trial. A free trial automatically converts into a paid Subscription Plan, unless the Customer expressly elects to unsubscribe to the selected Subscription Plan before the end of the free trial period.

6.5 Refund policy

Except when required by applicable law and in compliance with Article 6.6, all paid fees are non-refundable.

The Customer shall not be entitled to any refund, credit or reimbursement for any unused Subscription Plan, unused Credits or unused Credit Bundles.

6.6 Right to withdraw

Where the Customer is a natural person and qualifies as a consumer within the meaning of the French Consumer Code, the Customer has fourteen (14) days from the Effective Date to exercise their right of withdrawal, in accordance with Articles L.221-18 et seq. of the French Consumer Code.

The Customer may exercise their right of withdrawal by notifying MOBIOOS of their decision to withdraw in one of the following ways:

via the "withdrawal" section on the Customer's Account;
by email at support@mobioos.ai, using the standard withdrawal form attached in Appendix 2;
by email at support@mobioos.ai, using an unambiguous statement clearly expressing their intention to withdraw before the withdrawal period expires.

It is specified that the burden of proof for exercising the right of withdrawal rests with the Customer. It is therefore recommended that any request be sent via letter with acknowledgment of receipt.

If the Customer exercises their right of withdrawal, MOBIOOS shall refund the Customer within fourteen (14) days of receiving the withdrawal request. The refund will be issued using the same payment method used at the time of purchase.

As an exception to the foregoing, if the Customer uses Credits included in the initial Subscription Plan, or from Credit Bundles, before the expiration of the fourteen (14) day period during which the Customer may exercise their right of withdrawal, the refund paid to the Customer will be calculated on a pro rata basis. The amount corresponding to the number of Credits used by the Customer will be deducted from the refund, with this calculation being made in proportion to the price of the Subscription Plan or the Credits Bundle.

7. Intellectual Property - Conditions of License

The Platform, as well as all the elements composing it (such as software, object code or source code, trademarks, logos, computer programs, graphic charter, images, texts) are the exclusive property of MOBIOOS.

The Contract does not entail any transfer of any intellectual property rights of any kind in the Platform and the materials owned or made available by MOBIOOS. The Customer shall refrain from directly or indirectly infringing MOBIOOS's intellectual property rights.

In consideration of the payment of the sums due, MOBIOOS grants the Customer and the Users non-exclusive, nominative, personal Licenses to use the Platform, worldwide and for the Term of the Contract, within the limit of what is strictly necessary for their own purposes and under the conditions specified in the Contract.

The Customer is not permitted to:

copy or reproduce all or part of the Platform, in any way whatsoever;
modify, improve, translate, adapt or arrange the Platform, in any way whatsoever;
to market, distribute, rent, lend or sublicense the Platform, whether free of charge or against payment, and by any means;
correct errors in all or part of the Platform;
decompile or reverse engineer all or part of the Platform, in particular for interoperability purposes, without first requesting from MOBIOOS the information necessary for interoperability.

In the absence of a single sign-on (SSO) system, MOBIOOS reserves the right to check the conditions of use of the Licenses by the Customer and the Users, to verify their compliance with the Contract, and particularly the respect of the number of Users. If it transpires that the conditions of use do not comply with the conditions of the License, the Customer undertakes to rectify the situation and to immediately pay the additional amount requested by MOBIOOS in respect for such additional use.

8. Use of the Platform

8.1 Access and deployment of the Platform

Access to the Platform is free of charge. The Platform may be made available through dedicated marketplaces or environments, including:

FORGE: through dedicated marketplaces and available as a plugin intended to be integrated into the Customer's development environments; and,
FUSION: through MOBIOOS' website or marketplaces dedicated to the User's operating environment.

The Customer and Users may access the Platform via their Account, using their Authentication Information.

The Customer remains responsible for their own IT infrastructure, network connectivity, third-party software, and internal security policies necessary to access and deploy the Platform.

MOBIOOS supports all major IDEs (Integrated Development Environments) including without limitation, VS Code and VS Code forks such as Cursor, Kiro, and integrates with GitHub, GitLab, and Bitbucket. It also connects to project management tools including GitHub, Jira and Azure DevOps. The full integration list is available in the documentation accessible on its website available at https://help.mobioos.ai.

MOBIOOS may update (i) access and deployment procedures, or technical requirements or (ii) the full integration list referred to hereabove from time to time.

8.2 Subscription Plan

MOBIOOS offers access to the Platform, License and Services through various Subscription Plans.

The features and functionalities of each Subscription Plan are detailed in MOBIOOS pricing page available at www.mobioos.ai/#pricing, as updated from time to time.

The Customer shall subscribe to the Subscription Plan best suited to their needs. Access to certain features and functionalities may be restricted to specific Subscription Plans or may require the purchase of additional Credits Bundles.

MOBIOOS reserves the right to introduce, modify, replace or discontinue Subscription Plans. Such changes shall not materially reduce the functionality of an active Subscription Plan during the current Subscription Term, unless required for legal, security, or technical reasons.

Subscription Plans are granted for the Subscription Term specified in Article 5 of the T&Cs.

Unless terminated in accordance with Article 17 of the T&Cs, Subscription Plans (i) under monthly billing shall automatically renew for successive monthly Subscription Terms, and (ii) under annual billing shall automatically renew for successive annual Subscription Terms.

8.3 Subscription Plan switch

At any time during the Subscription Term, the Customer may switch to an upgraded Subscription Plan.

In this case, the change to the Subscription Plan takes effect as of the date of the switching request:

for monthly billing: the Customer must immediately pay a surcharge corresponding to the pro rata portion of the current month. The price of the new Subscription Plan will then be charged monthly.
for annual billing: the Customer must immediately pay an amount equal to the difference between the price of the Subscription Plan originally subscribed and that of the new Subscription Plan, calculated on a pro rata basis for the remaining term Subscription Term.

Conversely, a Customer may switch to a Subscription Plan that includes fewer Services at any time. The downgrade shall not give rise to any refund of the fees already paid. Any reduction in the Subscription Plan price shall apply on a pro rata basis from the effective date of the downgrade. Any unused value shall be applied as a credit against the Customer's next invoice.

8.4 Credits and Credits Bundle

Each Subscription Plan includes a monthly allocation of Credits. The number of Credits included varies depending on the selected Subscription Plan.

When the Customer's monthly consumption exceeds the initial number of Credits included in their Subscription Plan, additional usage may be covered by purchasing Credit Bundles.

Credits may be consumed by all authorized Users.

MOBIOOS may notify the Customer when their Credits are approaching exhaustion by email and via a notification on their Account. However, it remains the Customer's responsibility to monitor their usage through the Customer's Account.

Unused credits initially included in the Subscription Plan, as well as unused purchased Credit Bundles shall roll over to subsequent billing periods.

Full details regarding Credits and Credits Bundles, including allocations, pricing and applicable consumption rates are specified in MOBIOOS pricing page available at www.mobioos.ai/#pricing, as updated from time to time.

Unless otherwise expressly agreed:

Credits are non-transferable and may not be assigned to another customer or legal entity;
Credits have no monetary value and are not redeemable in cash.

MOBIOOS reserves the right to introduce, modify, replace or discontinue Credits Bundles. Such changes shall not apply to an active Credit Bundle during its current term, unless required for legal, security, or technical reasons.

9. Obligations of MOBIOOS

9.1 Terms and Conditions for the License and Services

MOBIOOS is subject to a best-efforts obligation (in French "obligation de moyens") and provides the License and Services to the Customer with diligence and professionalism, in accordance with the Contract.

MOBIOOS shall provide the Customer with any general advice, information, guidelines and recommendations for the use of the Platform (at the exclusion of any specific advice regarding the set-up in the Customer's IT environment or any advisory or consultancy services).

MOBIOOS shall allocate the necessary resources to provide the License and Services.

MOBIOOS undertakes to maintain a security policy and implement security measures throughout the Term of the Contract.

The Customer acknowledges and accepts that part of the License and Services may be provided by subcontractors of MOBIOOS. In any event, MOBIOOS is liable to the Customer for the performance of the License and Services by its subcontractors.

9.2 Maintenance and Support

As part of the provision of the Licenses, MOBIOOS shall make its best efforts to provide support and perform maintenance and updating of the Platform. Different levels of support apply, depending on the Subscription Plan purchased by the Customer, as detailed in MOBIOOS pricing page available at www.mobioos.ai/#pricing.

The Customer is informed that maintenance, or updating operations, may result in the temporary unavailability of the Services and/or the Platform.

MOBIOOS makes available to the Customer a dedicated support and feedback portal, accessible through the MOBIOOS website at www.mobioos.ai using the Customer’s MOBIOOS Authentication Information. The portal enables the Customer to submit support requests, report anomalies or bugs encountered while using the Platform and the Services, and track the status of such requests and reports. It also provides a dedicated space for the Customer to share feedback, ideas, suggestions and recommendations concerning the Platform and the Services, whether or not related to an anomaly or support request. MOBIOOS welcomes and reviews such contributions to inform the ongoing improvement of the Platform and the Services, without undertaking to implement any particular suggestion or recommendation.

10. Obligations of the Customer

The Customer undertakes to:

pay the prices of the License and Services in accordance with the Contract;
comply with the terms of use of the Licenses and ensure that Users comply with them;
provide MOBIOOS with any information or documents necessary and/or useful for the performance of MOBIOOS' obligations under the Contract.

The Customer is solely responsible for the implementation and maintenance of their own computer network, systems, equipment and data (the "Information System") to protect it against any event that could compromise or damage the security, integrity, availability or confidentiality of the Customer's Information System ("Cyber Attack/Threat").

As such, the Customer also undertakes to:

promptly update or patch their Information System or implement other appropriate measures in response to any reported Cyber Attack/Threat and in accordance with any security notification;
promptly install updates and patches as soon as they become available, in accordance with MOBIOOS' installation instructions and using the latest version of the Platform, as applicable;
promptly notify MOBIOOS if it identifies or becomes aware of vulnerabilities or any Cyber Attack/Threat for which MOBIOOS has not released an update or a patch, by email at support@mobioos.ai or through the dedicated support and feedback portal accessible via the MOBIOOS website at www.mobioos.ai using the Customer’s Authentication Information, and provide MOBIOOS with all information reasonably requested regarding such vulnerability or Cyber Attack/Threat.

11. Service levels

Unless otherwise specified in the pricing page, MOBIOOS undertakes for a certain support level (Silver, Gold, Platinum) that the monthly availability of the Platform shall be at least ninety-nine-point nine percent (99.9%). Support responses which are part of these Service-level Agreements are defined in the pricing page.

The following periods of unavailability shall not be included in the calculation of the rate of availability of the Platform: (i) occurring in connection with the maintenance and/or updating of the Platform; (ii) for which MOBIOOS is not exclusively responsible (e.g., internet or power outage); (iii) due to loss of connectivity or access caused by the Customer's IT infrastructure, one of their actions or inactions.

12. Customer and/or Users Data

Customer and its Users may provide input to the Platform, such as prompts, content, source code (either proprietary or open-source code), confidential data including without limitation projects' names (“Input”), and receive output from the Services based on such Input (“Output”). Input and Output are collectively referred to as “Customer Data”. To the extent permitted by applicable law, as between the Customer and MOBIOOS, Customer (i) retain all ownership rights in Input and (ii) own all Output.

The Customer and/or its Users are responsible for all Inputs and represent and warrant that they have all rights, licenses, and permissions required to provide Inputs to the Platform. Customer and/or its Users are solely responsible for all use of the Outputs and evaluating the Outputs for accuracy and appropriateness for their use cases. For instance, if the Platform identifies any "copyleft" licenses in open-source code elements, this is the sole and unique responsibility of the Customer and/or its Users either to modify them or to respect strictly the open-source license concerned.

Due to the nature of the Platform, Output may be similar or identical to the response generated for another user of the Platform. MOBIOOS provides no guarantees that the Output will be unique. Any responses generated for other users by the Platform are not considered Customers' and/or Users' Data even if similar or identical to Customers' and/or Users' Output.

MOBIOOS undertakes not to use any Customer Data (including without limitation, any source code) to train its Platform AI models. By providing Customer Data on MOBIOOS Platform, Customer and its Users acknowledge and agree that only derived context artifacts are shared with the Platform and may be used by MOBIOOS for the purpose of training AI models and improving the Services, to the extent strictly necessary.

13. Protection of personal data

In the context of the performance of the Contract, MOBIOOS Platform processes mainly technical data and collects personal data via Accounts.

MOBIOOS undertakes to collect and process the personal data necessary for the conduct of its business in strict compliance with the Applicable Data Protection Regulations.

13.1 Processing carried out in the context of the performance of the Contract

In the context of the performance of the Contract, MOBIOOS processes, in its capacity as data controller, personal data communicated by the Customer for the sole purpose of managing contractual relationship. The legal basis for this processing is contractual obligations and legitimate interest.

The personal data of the data subjects is kept for the entire duration of the contractual relationship, and for a further period of five (5) years from the end of the commercial relationship.

The personal data is intended for the authorized personnel of MOBIOOS and its subcontractors. It may also be communicated to the courts concerned, mediators, chartered accountants, auditors, lawyers, bailiffs or debt collection companies where applicable. Under no circumstances will personal data be transferred to countries outside the European Union that do not have an adequate level of protection, or without the appropriate safeguards, in accordance with Applicable Data Protection Regulations.

Data subjects have a right of access, rectification, opposition, deletion and portability of their personal data. They also have the right to limit the processing of personal data concerning them and the right to define the fate of their data post-mortem.

To exercise their rights, data subjects may contact MOBIOOS at the following e-mail address: privacy@mobioos.ai or by post at MOBIOOS' registered office.

Data subjects may also lodge a complaint with the competent authority in their country of residence.

The Customer undertakes to communicate the content of this clause to the data subjects.

13.2 Processing carried out as part of the License and Services provided by MOBIOOS

MOBIOOS acts as data processor for the processing of the personal data of the Users in the context of the provision of the License and Services. The Customer acts as data controller. The details of the processing are set forth in Appendix 1 of the Contract.

14. Warranties

The Customer acknowledges and agrees that the Platform is provided on an "as is" and "as available" basis. MOBIOOS makes no warranties other than those explicitly provided for in the Contract or that it is legally obliged to grant and that it cannot disregard on account of their public policy nature.

MOBIOOS warrants that it is the owner and/or holder of the intellectual property rights relating to the Platform. It thus warrants the Customer peaceful enjoyment of the Platform, for use in accordance with the Contract.

15. Liability

MOBIOOS shall be liable for the foreseeable damage that it has directly caused to the Customer and shall not be liable for the occurrence of any indirect damage, whether suffered by the Customer or a User, including any loss of data, turnover, profits, loss of opportunity, loss of customers or damage to the image.

MOBIOOS' total and aggregate liability to the Customer and/or the Users, under the Contract, shall be limited to the amount of the sums actually paid by the Customer to MOBIOOS for the use of the Platform and Services for a period of twelve (12) months preceding the occurrence of the damage.

The Customer shall take all reasonable steps to minimize any damage it may suffer as a result of MOBIOOS's failure to fulfil its contractual obligations.

16. Force majeure

MOBIOOS may not be held liable for any breach of its obligations resulting from the occurrence of a force majeure event.

In particular, force majeure events include strikes or industrial disputes, the freezing of all means of transport or supply, earthquakes, fires, storms, floods, power outages, wars, attacks, riots, political instability, telecommunications failures, malfunction and/or modification of the terms of use of tools (such as APIs) made available by their publishers and occurring in the context of the provision of the License and Services, as well as all cases of force majeure meeting the criteria accepted by the case law of the French courts.

When affected by the force majeure event, and subject to informing the Customer via the email registered in the Customer's Account within fifteen (15) calendar days from the date of occurrence of the event, MOBIOOS will be exempted from the performance of its obligations within the limit of the impediment, inconvenience or limitation caused by the force majeure event.

The performance of the obligations of MOBIOOS is then postponed for a period equal to that of the duration of the suspension due to the force majeure event. Pursuant to the applicable law, the performance of the obligations (e.g. obligations of payment) of Customer are not postponed or suspended due to the force majeure event and shall not be subject to any refund.

However, if the duration of the interruption due to force majeure is greater than fifteen (15) days from the date of notification of the occurrence of the force majeure event, the Contract may be terminated by either party, subject to thirty (30) days' notice, notified by registered letter with acknowledgement of receipt to the defaulting party.

During the duration of the force majeure event, MOBIOOS will make every effort to minimize its effects on the proper performance of the Contract.

17. Cancellation - Termination

17.1 Cancellation - Termination for convenience

The Customer shall have the option to cancel their Subscription Plan, and therefore terminate the Contract at any time, via the unsubscribe button available on the Customer's Account]:

under a monthly billing option: without prior notice.
under an annual billing option: by providing at least thirty (30) days' prior written notice.

The cancellation/termination shall take effect at the end of the current billing period, before the next recurring charge.

Where applicable, the foregoing provisions are without prejudice to the Customer's right to withdraw provided in Article 6.6 of the T&Cs.

17.2 Cancellation - Termination for breach

MOBIOOS reserves the right to cancel the Customer's Subscription Plan/terminate the Contract in the event of breach by the Customer of one of their obligations under the Contract, and in particular in the event of a violation of the T&Cs, failure to pay, violation of the conditions of the Licenses, or upon a court order. MOBIOOS may do so by operation of law, without legal formalities, without prejudice to any claims for damages, provided the Customer is notified by registered letter with acknowledgement of receipt to remedy the breach within thirty (30) days, and such letter remains without effect.

18. Consequences of termination of the Contract

On the date of expiration or termination of the Contract for any reason whatsoever, the Customer and the Users will cease all access to, and use of the Platform and the Services.

In the event of termination of the Contract under the conditions provided for in Article 17 of the T&Cs, any subscription period commenced prior to the effective date of termination shall remain fully payable, and no refund or pro rata reimbursement shall be due for the current Subscription Term.

19. Suspension

MOBIOOS may, without incurring any liability, suspend all or part of the Customer's access to the Platform, the Services, the Subscription Plan, and/or the Credits and Credits Bundles, with immediate effect, where:

the Customer fails to pay any amount due under the Contract, after having received several payment reminders in accordance with Article 6.3 of the T&Cs;
MOBIOOS reasonably suspects that the Customer's Account or the Services are being used in an abnormal, excessive, fraudulent or unauthorized manner, including in the event of unusual consumption of Credits or use that is inconsistent with the intended purpose of the Subscription Plan and;
the Customer or any User breaches these T&Cs, including the applicable conditions of use of the Platform; and/or,
such suspension is necessary to protect the security, integrity or availability of the Platform, the Services, MOBIOOS' systems, or those of its other customers.

Where reasonably practicable, MOBIOOS shall notify the Customer in advance of any suspension. In cases requiring immediate action, MOBIOOS may suspend access without prior notice and shall inform the Customer as soon as reasonably practicable thereafter.

The suspension shall remain in effect until the event giving rise to the suspension has been remedied to MOBIOOS' reasonable satisfaction, or until the Contract is terminated in accordance with Article 17.2 of the T&Cs. Suspension of the Services shall not relieve the Customer of its obligation to pay any fees due under the Contract.

20. Confidentiality

Throughout the Term of the Contract, each party undertakes to keep strictly confidential all information communicated by the other party in the context of the performance of the Contract.

This confidentiality obligation does not apply to that portion of the information that:

is in the public domain or publicly known at the time of disclosure to the receiving party;
has fallen or will fall into the public domain after its disclosure to the receiving party through no act or omission on the part of the receiving party;
is lawfully obtained by the receiving party prior to its disclosure by the disclosing party; or
is developed independently by the receiving party without use of, or reference to, information disclosed by the disclosing party.

Notwithstanding the foregoing, MOBIOOS may disclose the Contract to its counsel and advisors and to any third party contemplating a corporate or merger/acquisition transaction and their counsel and advisors subject to an appropriate duty of confidentiality.

The Customer's obligation of confidentiality shall continue for a period of five (5) years from the termination of the Contract.

21. Transfer

The Customer may not assign or transfer to a third party all or part of the rights and obligations of the Contract without the prior written consent of MOBIOOS.

MOBIOOS reserves the right to assign or transfer all or part of the rights and obligations of the Contract to a third party, subject to informing the Customer.

22. Miscellaneous

In the event of any imprecision or difficulty in interpreting one or more of the provisions of the Contract, the parties shall use their best efforts to interpret the Contract in a manner that is the least prejudicial regarding the spirit and economy of the Contract.

The Customer agrees to be referred to in MOBIOOS' sales proposals, marketing materials and website and to have its logo reproduced in connection with such communication. MOBIOOS may draw up a press release and a case study which, after written validation by the Customer, may be distributed by MOBIOOS for the purposes of its communication.

Nothing in the Contract shall create an agency, control or ownership relationship, or joint venture between the parties.

The fact that one of the parties delays in exercising any of their rights under the Contract, or fails to exercise such rights, shall not be construed as a waiver of the exercise thereof.

The Customer expressly waives the right to invoke any exception for non-performance, to pursue compulsory performance of the Contract in kind, and to obtain any price reduction.

In the event that any provision of the Contract is found to be invalid, inapplicable, unenforceable or of no effect, the validity of the other provisions of the Contract shall not be affected and the parties undertake to replace the relevant provision with an alternative provision that comes as close as possible to their original intention.

23. Applicable law - Jurisdiction

The Contract is governed by the laws of France. The courts of the Paris Court of Appeal shall have exclusive jurisdiction to hear any dispute between the parties arising from the Contract, including in the event of multiple defendants or third-party claims or emergency or protective proceedings.

24. Mediation

In the event of a dispute, and where the Customer is a natural person and qualifies as a consumer within the meaning of the French Consumer Code, the Customer is encouraged to first contact MOBIOOS to seek an amicable resolution, notwithstanding the Customer's right to resort to alternative dispute resolution, or a mediation procedure.

The Customer may contact Mediator to be appointed in its capacity as a mediator:

online: Mediator to be appointed or,
by post: Mediator to be appointed

Appendices