Terms & Conditions App

1. Purpose

NOERDEN operates a mobile application freely downloadable on Android or iOS (hereinafter the “Application“), through which it offers connection and use of functionalities offered by means of connected products and objects purchased on the e-commerce site accessible at the following address https://noerden.eu/fr/ (hereinafter the “Products“)

The purpose of these general terms and conditions (hereinafter the “General Terms and Conditions“) is to determine the circumstances in which NOERDEN provides the services offered on the Application (hereinafter the “Services”) to consumers (hereinafter the “Users“).

NOERDEN and the Users are hereinafter referred to – together or individually – as the “Parties” or a “Party“.

The General Terms and Conditions express the entire agreement between the Parties and supersede any previous written or oral agreement, letter or offer or any other document with the same purpose.

They can be accessed and printed at any time via a direct link on the Application homepage.

They may be supplemented, where necessary, by specific terms of use, which add to these General Terms and Conditions and, in the event of any contradiction, take precedence over them.

2. Operator of the Application and Services

The Site and Services are operated by NOERDEN, a simplified joint stock company with a single shareholder, registered with the Paris Trade and Companies Register under number 842 202 319, having its registered office at 30 Cours Albert 1er – 75008 PARIS (hereinafter “NOERDEN”).

Intracommunity VAT number: FR 51 842202319

NOERDEN can be contacted as follows:

E-mail address: service@noerden.eu

Telephone: +33 (0)1 45 61 55 80

3. Acceptance of the General Terms and Conditions

Prior to any use of the Services, Users must declare (i) that they have read these General Terms and Conditions, and (ii) that they expressly accept them.

This acceptance is materialised by ticking a box within the registration form when registering for the User’s Services under the conditions of the article “Registering for the Services”.

In all circumstances, entire acceptance of the General Terms and Conditions must be indicated. Any membership subject to approval is considered null and void. No Users refusing to be bound by the General Terms and Conditions can access the Application or use the Services.

4. Access to the Application and Services

The Application and Services are accessible:

• to any natural person having the full legal capacity to enter into commitments as regards these General Terms and Conditions. Users without full legal capacity must obtain the agreement of their legal representative before accessing the Application and Services, which they acknowledge and accept.
• to any legal entity acting through a natural person authorised to contract on behalf of the legal entity.

The Services are intended for Users who are consumers within the meaning of the law.

5. Registering for the Services

5.1       Users who want to have access to the Application and Services are required to create an account on the Application (hereinafter the “Account“), according to the conditions described below.

Users are informed that the creation of an Account is a prerequisite for the use of Services, which cannot be used without an Account.

For the purpose of creating an Account, Users are required to:

• Complete the form provided and fill in all the required information. Users acknowledge and accept that they are required to provide all the information indicated as mandatory.
• They should choose a login and password, which can be modified at any time; it is recommended to change them regularly.
• Tick the box “I have read and accept the general conditions of use” on the registration form.

No incomplete registrations will be approved; this is acknowledged and accepted by the Users.

5.2       Registration automatically entails the opening of an Account in Users’ names, giving them access to a personal space (hereinafter the “Personal Space“) enabling them to manage their use of the Services in a form and according to the technical means NOERDEN considers most appropriate for providing the Services.

Users guarantee that all the information they communicate to NOERDEN in the registration form is accurate, up to date, truthful, and not misleading in any way.

They undertake to update this information in their Personal Space in the event of changes, so that it always meets the above-mentioned requirements.

Users are informed and accept that the information entered for the purpose of creating or updating an Account is proof of their identity. The information entered by Users is binding as soon as it is validated.

Users can access their Personal Space at any time after identifying themselves with their login and password.

Users undertake to use the Services personally and not to allow any third party to use them in their place or on their behalf, unless they take full responsibility for this.

They are responsible for maintaining the confidentiality of their login and password.

They should immediately contact NOERDEN at the address indicated in the “Application and Services Operator” article of this Agreement if they become aware that their Account has been used without their knowledge. They acknowledge NOERDEN’s right to take any appropriate measures in such cases.

6. Non-commercial Use

Users undertake not to monetize, sell, grant, exchange or, more generally, negotiate all or part of the access to Services and/or the Application servers, as well as to the information and/or texts, images, audio-visual content and other content operated by NOERDEN on the Application and/or put online by Users when using Services.

7. Description of the Services

Users are expressly informed and accept that to benefit from the Services, they must have downloaded the Application.

Services offered on the Application allow Users to exploit the connected dimension of the Products previously purchased on the website accessible at https://noerden.eu/fr/.

Users have access to the following Services, in a form and according to the functions and technical means NOERDEN deems most appropriate.

• Installation of connected Products

To be able to use the connection functionalities of the Products, Users are required to first install the relevant Product on the Application.

Installation is performed by Users following steps and instructions described on the Application.

Users acknowledge and accept they are required to install all Products for which they subsequently want to use the connection function.

Once the Product is installed, the Application will synchronize data recorded on the Product to allow the data use.

• Access to a profile page

NOERDEN provides Users with a profile page allowing them to make optimal use of the connection functionalities of the Products (hereinafter the “Profile“).

To benefit from this optimal use, Users must complete/update the form accessible under the heading “My information”, as well as under the heading “My objectives”.

Profile is private, i.e. it is not freely accessible and not visible to other Users of the Application.

Users can update their Profile at any time on their Personal Space.

7.3 Operating Product connection functionalities

7.3.1 The connection functionalities of the Products known as “activity trackers”.

“Activity trackers” Products allow Users to provide them with information on their physical activity and in particular to :

• Count the number of steps taken
• Calculate and analyze distances covered by Users, as well as their average speed when walking, running or cycling. Users can also access and follow the course taken by giving from the Application permission to NOERDEN to geolocate them
• Calculate calories consumed
• Provide Users with information on their nocturnal activity (light sleep phases / deep sleep phases / wakefulness phases).

Through the Application, Users can consult data / information stored in the Application in the form of a history.

NOERDEN also provides Users with videos and descriptions of stretching exercises, as well as sports exercises that can be freely reproduced by following indications and advice provided through these videos and descriptions.

Users can also define sporting objectives and monitor their physical activity evolution.

7.3.2 The connection functionalities of the scale

The connected scale allows Users to know their weight in real time, as well as their evolution over a given period, directly from the Application.

NOERDEN also provides Users with analyses on body composition.

7.3.3 The connection functionalities of the tensiometer

The tensiometer allows Users to measure their heart rate from the Application.

 7.4 Taking pictures

Users may take pictures of themselves or anything else, object, landscape, from the Application.

7.5 Content Sharing

NOERDEN provides Users with a “content sharing” functionality allowing to share, on social networks on which Users would have an account,

• Route of courses / distances covered
• Results of their physical and sporting exercises
• Any photo taken using the Application (landscape, their image, etc.)

Content sharing is done manually from the Application by Users. Users thus have control over the choice of the content they wish to share or not.

7.6 Other Services

NOERDEN has the right to offer any other Service in a form and according to the functionalities and technical means it deems most appropriate to provide these Services.

8. Service Prices

Services are freely provided to Users, understanding that Users are exclusively responsible for all Internet costs, as well as for their communication costs.

9. Duration

These General Terms and Conditions shall apply for the entire duration of the validity of the Users’ Account, until its closure by either Party, for any reason whatsoever, under the conditions detailed below in the article “Closing the Account”.

10. Closing the Account

Users may unsubscribe from the Services at any time and close their Account by clicking on the “Delete my Account” tab in their Personal Space. Account deactivation is immediate. Users recognize and accept they will personally retrieve data on the medium and in the format they want.

Users recognize and accept that in case of their Account deactivation, Account will be definitively closed, and data collected by NOERDEN during registration, as well as the content and information stored on Users’ Account will be destroyed by NOERDEN.

Users expressly acknowledge that NOERDEN’s liability may not be sought for any loss or alteration of the content and information stored by Users on their Account, occurring after the deactivation of Account, for any reason whatsoever, and following maintenance and/or updating operations of the Application.

11. NOERDEN data

Users expressly acknowledge and accept that:

• The data collected on the Application as part of the Services are proof of the reality of the operations carried out in respect of these terms and conditions;
• These data constitute the (or a) method of proof accepted between the Parties,

Users can access this data from their Personal Space.

12. Service level guarantee

NOERDEN will make every effort to ensure that the Application operates continuously 24/7 except in the event of force majeure.

If necessary, NOERDEN reserves the right to limit or suspend access to the Application in order to carry out any maintenance and/or improvement operations. In this case, NOERDEN undertakes to make every effort to provide information of these maintenance and/or improvement operations in advance through a general information message on the Application home page.

As part of these maintenance and/or upgrade operations, NOERDEN undertakes to make every effort to create backups of the Account and/or the content hosted in it, in order to restore it to its original condition on the date of the maintenance and/or upgrade operations.

NOERDEN cannot be held liable under any circumstances if content is lost during maintenance and/or evolution operations.

NOERDEN also undertakes to take all necessary precautions, with regard to the nature of the data and the risks presented by the automated data processing carried out for the requirements of the Services, to preserve the security of the data, and in particular to prevent it from being distorted or damaged, or accessed by unauthorised third parties.

13. Obligations of Users

Without prejudice to the other obligations stipulated in this document, Users undertake to respect the obligations below.

13.1     Users undertake, when using the Services, to comply with current laws and regulations and not to jeopardise the rights of third parties or public order.

13.2     Users acknowledge that they have noted on the Application the characteristics and constraints, including in technical terms, of all the Services.

They are solely responsible for their use of the Services and for the information they provide in connection with the Services.

13.3     Users undertake to make strictly personal use of the Services. They must not therefore assign, grant or transfer all or part of their rights or obligations in respect of this document to a third party in any way.

Users undertake to provide NOERDEN with all the information necessary for the proper performance of the Services and, more generally, to cooperate actively with NOERDEN to ensure the proper performance of this contract.

Users undertake to provide accurate, error-free information, in particular with regard to contact details for the delivery of Orders.

13.4     Users are informed and accept that the implementation of the Services requires a connection to the Internet and that the quality of the Services depends directly on this connection, for which they are solely responsible.

13.5 Users ensure that NOERDEN has all the necessary rights and authorizations for the distribution of any content (including visual content) that they publish on the Application when using Services. Users ensure that such content is lawful, does not infringe public order, morality or third parties’ rights, does not infringe any legislative or regulatory provision and is not likely to give rise to NOERDEN’s civil or criminal liability.

Users agree not to disclose, in particular but not limited to:

• pornographic, obscene, indecent, offensive or unsuitable content for a family audience, defamatory, abusive, violent, racist, xenophobic or revisionist content;
• counterfeiting content;
• Third party offensive content;
• False or misleading content, or proposing and promoting illegal, fraudulent or deceptive activities;
• content harmful to third parties’ computer systems (such as viruses, worms, Trojan horses, etc.);
• and more generally any content likely to infringe third party rights or offensive to third parties, in any way and in any form whatsoever.

14. Prohibited behaviour

It is strictly prohibited to use the Services for the following purposes:

• the exercise of illegal, fraudulent activities or activities that infringe the rights or safety of third parties,
• the breach of public order or the violation of current laws and regulations,
• intrusion into a third party’s computer system or any activity that could harm, control, interfere with, or intercept all or part of a third party’s computer system, or violate its integrity or security,
• aiding or abetting, in any form and by any means, any of the acts and activities described above,
• and more generally any practice subverting the Services for purposes other than those for which they were designed.

It is strictly forbidden for any Users to copy and/or subvert, for their own purposes or those of third parties, the concept, technologies or any other element of the Application.

The following are also strictly prohibited: (i) any conduct that could interrupt, suspend, slow down or prevent the continuity of the Services, (ii) any intrusions or attempted intrusions into NOERDEN’s systems, (iii) any diversion of the Application’s system resources, (iv) any actions that could impose a disproportionate burden on the Application’s infrastructure, (v) any breach of security and authentication measures, (vi) any acts that could affect NOERDEN’s financial, commercial or moral rights and interests, and more generally (vii) any failure to comply with these General Terms and Conditions.

15. Penalties for breaches

Without prejudice to the provisions of the article on “Termination for default”, in the event of a breach of any of the provisions of these General Terms and Conditions, or more generally, any breach of laws and regulations by a User, NOERDEN reserves the right to:

• temporarily or permanently suspend, immediately, access to the Services for Users who have committed or participated in the breach or infringement, including if they provided incorrect, incomplete, misleading or outdated information when registering,
• delete in whole or in part all content linked to the given breach
• delete the Account of the offending User,
• take all appropriate measures and take any legal action,
• where appropriate, notify the competent authorities, cooperate with them and provide them with all relevant information for the investigation and repression of illegal or unlawful activities.

When Users do not comply with an essential obligation arising from these General Terms and Conditions, or repeatedly violate them, NOERDEN has the right to terminate by email User’s access to all or part of Services, with immediate effect. Termination shall take effect automatically when NOERDEN sends the written notice to the User pursuant to this clause. Without any prior notice, it automatically leads to the permanent deletion of User’s Account, without prejudice to any other consequences that may arise under these General Terms and Conditions.

16. Exclusion of NOERDEN’s liability and guarantee

NOERDEN undertakes to make every effort to provide the Services diligently, in accordance with professional standards, it being specified that it is under a best-endeavours obligation, not a performance obligation, which Users expressly acknowledge and accept.

Its liability is exclusively limited to the provision of the Services pursuant to the terms and conditions described in this document, excluding any other service. Users further acknowledge and accept that the Services are provided as is, without a guarantee of any kind, whether express or implied.

In particular, NOERDEN does not guarantee that:

• the Services, which are subject to constant endeavours to improve their performance and progress, will be totally free of errors, defects or faults;
• the Services, being standard and not offered solely for Users’ use according to their own personal constraints, will specifically meet their needs and expectations;
• the Application will operate uninterruptedly; NOERDEN reserves the right to temporarily interrupt access to the Application for maintenance purposes according to the conditions of the “Service Level Guarantee” article, and cannot under any circumstances be held responsible for disruptions or failures of the Internet or of the telecommunications network, and more generally any arising from circumstances beyond its control or force majeure.

In any event, any liability NOERDEN incurs under the present contract is expressly limited to direct damage proved to have been caused to the User.

Users are expressly informed and accept that Products are not medical tools and products. They are therefore not intended for medical use and exploitation.

Thus, all data and information provided through the Application in any form, i.e. raw information or analyses and assessments, are only communicated to Users for information purposes and may not have any medical value or constitute a medical diagnosis.

In addition, any User having a pathology is prohibited from using the Products and Services offered by the Application without the prior notice and consent of a doctor.

Users acknowledge and accept that NOERDEN cannot be liable pertaining to this.

17. Intellectual Property

These General Terms and Conditions give Users no intellectual property rights of any kind over the Application, or over any texts, images, audiovisual content or other content used by NOERDEN on the Application, except any content published by Users, including these General Terms and Conditions, trademarks, trade names and logos, software, structures, infrastructures or databases used by NOERDEN within the Application, which remain NOERDEN’s exclusive, full and entire property.

All acts of dismantling, decompilation, decoding, extraction, reuse, and more generally any reproduction, representation, distribution, adaptation or marketing of the Application and/or texts, images, audiovisual content or other content operated by NOERDEN on the Application that do not comply with the provisions of these General Terms and Conditions are prohibited and may be the subject of legal action.

18. Use of Users’ image

When using Services, Users may be required to take photos producing their image (hereinafter the “Image“). Users’ Image will be published on the Application.

For this purpose and prior to any publication, Users expressly allow NOERDEN, throughout the contractual relationship duration and for operating Services, to use their Image, i.e. all personality attributes which include physical representation of their person and image.

Consequently, and in accordance with image right provisions, Users expressly authorize NOERDEN to fix, reproduce and represent their Image, in whole or in part, on any medium, for the exclusive purposes of operating Services made available to Users on the Application.

This authorization is freely and non-exclusively granted to NOERDEN.

Users acknowledge and accept that by accepting General Terms and Conditions, they expressly consent to the authorization to use their Image.

19. Personal data

NOERDEN practises a personal data protection policy, whose characteristics are explained in the document entitled “Personal data protection policy “, accessible on the Application home page, and which Users are expressly invited to read.

NOERDEN states that it complies with all obligations and regulations on personal data protection, in particular to guarantee the security and confidentiality of the data gathered and processed.

20. Advertising

NOERDEN reserves the right to insert, on any page of the Application and in any communication to Users, any advertising or promotional messages in a form and under conditions solely decided by NOERDEN. NOERDEN reserves the right to advertise to Users outside of the Application by using their email address. NOERDEN reserves the right to use Users’ email addresses to find new people to target with advertising using navigation behavior matching.

21. Links and third-party sites

NOERDEN cannot under any circumstances be held responsible for the technical availability of websites operated by third parties that Users may access via the Application.

NOERDEN accepts no responsibility for the content, advertising, products and/or services available on such third-party sites, which are governed by their own terms of use.

NOERDEN is not responsible either for transactions between Users and any advertisers, professionals or retailers (including any of its partners) to which Users may be directed through the Application, and may under no circumstances be a party to any disputes with these third parties, in particular concerning the guarantees, declarations and other obligations of any kind binding these third parties.

22. Force majeure

NOERDEN cannot be held liable towards Users if the performance of its obligations is delayed, restricted or made impossible through the occurrence of an event of force majeure. Cases of force majeure are considered to be those usually recognised by French case law and courts.

The occurrence of an event of force majeure will initially suspend the performance of the Services for a period that may not exceed three (3) months. If the case of force majeure continues beyond the aforementioned period, the Parties may terminate these General Terms and Conditions forthwith without legal formalities, notice or the right to compensation of any kind, by sending a registered letter with acknowledgement of receipt with immediate effect.

23. Nullity

If any of the provisions in these General Terms and Conditions is declared null and void or inapplicable by reason of a law or regulation or following a final decision issued by a competent court, only this provision shall be null and void; the other provisions shall retain their full force and scope.

24. Modification of the General Terms and Conditions

NOERDEN has the right to modify General Terms and Conditions at any time. It also has the right to modify and/or stop offering all or part of the Services at any time at its own discretion.

Users will be informed of these changes by any useful means, at least fifteen (15) days before changes come into force. The amended Terms and Conditions shall immediately apply to any User of the Services as soon as they are published on the Application.

Users who do not accept the modified General Terms and Conditions must unsubscribe from Services.

Any User who uses Services after the modified General Terms and Conditions come into force is deemed to have accepted these modifications, immediately applicable to Users.

25. Notifications

For any request for information, NOERDEN can be reached at the contact details indicated in the article “Application and Services Operator” in this document.

26. Mediation

In the event of a dispute relating to these General Terms and Conditions, Users may use a consumer mediator free of charge in accordance with Article L612-1 of the Consumer Code.

A list of accredited mediators is available on the Consumer Mediation website at the following address http://www.economie.gouv.fr/mediation-conso.

Users also have the option of filing a complaint via the online dispute resolution platform (“RLL” platform) accessible via the link below:

https://webgate.ec.europa.eu/odr/main/?event=main.home.show&lng=EN

In the event of failure to appoint a mediator or of the mediation itself, the most diligent party may submit the matter to the competent court in accordance with the terms of the article “Applicable Law and Competent Courts” below.

27. Applicable law and competent courts

These General Terms and Conditions are governed by French law.

In the event of a dispute concerning the validity, interpretation and/or execution of the General Terms and Conditions, the parties agree that the courts of Paris shall have exclusive jurisdiction to rule on the matter, unless mandatory procedural rules require otherwise.

28. Entry into force

These General Terms and Conditions came into force on 26/04/2019.