Terms of Sale

This is a translation of the French Terms of Sale (Conditions générales de vente). In case of any discrepancy, the French version prevails.

Preamble

Mediasoft Development, a company governed by French law founded in 2014, publishes the eMedia software range, dedicated to the design and printing of cards and badges. This document governs the sale and use of the eMedia Cards software. It consists of two inseparable parts:

• Part 1 – Terms of Sale (CGV): terms governing ordering, payment, subscription and supply, and the Customer's rights;
• Part 2 – License (End-User License Agreement): terms under which the Software may be used.

In the event of a conflict between the two parts, Part 1 prevails for matters relating to the sale (price, payment, term, withdrawal, legal guarantees) and Part 2 for matters relating to the scope of the rights to use the Software.

Part 1 – Terms of Sale

Article 1 – Identification of the Seller

The Software is sold by:

Mediasoft Development, a simplified joint-stock company (société par actions simplifiée, SAS) with a share capital of 5 000 euros
Registered office: 228 rue de la Convention, 75015 Paris
Registered with the Paris Trade and Companies Register (Registre du commerce et des sociétés) under number 803 489 343 – SIRET of registered office: 803 489 343 00019
Intra-Community VAT number: FR96803489343
Email: support@emedia.cards
Website: https://www.emedia.cards

hereinafter “Mediasoft” or the “Seller”.

Article 2 – Definitions

In this document, the following capitalized terms have the meanings set out below:

• Subscription: a License offer with a term of one year, automatically renewable for successive one-year periods, as described in Article 11.
• Activation: the online operation by which the License Key is validated on a workstation in order to enable use of the Software.
• License Key: a unique code provided to the Customer after payment, enabling Activation of the Software for the term and within the limits of the License acquired.
• Customer: any person, whether a Consumer or a Business Customer, who places an Order with Mediasoft.
• Order: the act by which the Customer subscribes to an Offer through the online payment process.
• Consumer: any natural person acting for purposes outside the scope of their commercial, industrial, craft, liberal-profession or agricultural activity. Where provided for by law, the protective rules applicable to Consumers also apply to non-professionals (legal persons not acting for professional purposes).
• Documentation: technical information relating to the Software (in particular system requirements and features) published by Mediasoft on the Website or provided with the Software.
• Free Trial: a period of free use of the Software offered with certain Offers, as described in Article 13.
• License: the non-exclusive right to use the Software granted to the Customer under the terms of Part 2.
• Fixed-Term License: a License offer with a term of one, two or three years, paid in a single payment and not automatically renewed, as described in Article 12.
• Software: the eMedia Cards software, in the edition corresponding to the Offer subscribed to, including any updates provided and its Documentation.
• Offer: a commercial plan offered on the Website (Starter, Standard or Professional Subscription, Fixed-Term License, China offer).
• Partner: a reseller, distributor or business partner of Mediasoft who introduces the Software to the Customer or offers the Customer a Free Trial.
• Customer Portal: the online space for managing the Subscription, made available through the payment service provider Stripe.
• Business Customer: any natural or legal person acting for purposes within the scope of their commercial, industrial, craft, liberal-profession or agricultural activity.
• Website: the website https://www.emedia.cards and its order pages.

Article 3 – Purpose and Scope

3.1. The purpose of these Terms of Sale is to set out the terms under which Mediasoft sells Licenses for the eMedia Cards Software to the Customer, at a distance and by electronic means, worldwide, subject to Articles 29 (China) and L11 (export control and sanctions).

3.2. The products sold are exclusively digital: the Software is downloaded and the License takes the form of a License Key activated online. No physical goods are sold; no physical delivery takes place and no shipping costs are charged.

3.3. These Terms of Sale apply to any Order placed on the Website, including where the Customer was introduced by a Partner (Article 21).

3.4. Exclusion. These Terms of Sale do not apply to the eMedia CS2 software, which is sold separately on the shop.emedia-cs.com website under its own terms, nor to other software in the eMedia range that is not expressly covered by the Order.

3.5. These Terms of Sale prevail over any other document of the Customer, in particular the Customer's general terms of purchase, unless Mediasoft has given its prior written agreement.

Article 4 – Acceptance of the Terms of Sale

4.1. The Customer declares that they have the legal capacity to enter into contracts or, if acting on behalf of a legal person, that they have the authority to bind it.

4.2. These Terms of Sale and the License are accessible at any time on the Website, in a form that allows them to be printed and saved. The Customer expressly accepts them by checking the box provided for this purpose before confirming the Order. This acceptance is an essential prerequisite for any Order.

4.3. The applicable Terms of Sale are those in force on the date of the Order, subject to Article 24 for ongoing Subscriptions.

Article 5 – Offers

5.1. Characteristics. The essential characteristics of each edition of the Software (features, hardware and software requirements, known compatibility and interoperability) are presented on the Website and in the Documentation. It is the Customer's responsibility to verify, before placing any Order, that the Software meets their needs and is compatible with their IT environment; the Free Trial, where offered, allows this verification.

5.2. Offers available. Depending on the country and subject to availability, Mediasoft offers:

• (a) the annual Subscription with automatic renewal, in three editions: Starter (29 € excl. tax per year), Standard (89 € excl. tax per year) and Professional (269 € excl. tax per year);
• (b) the Fixed-Term License of one (1), two (2) or three (3) years, paid in a single payment, without automatic renewal, at the price shown on the Website at the time of the Order;
• (c) the China offer: Fixed-Term Licenses only, with prices in renminbi yuan (CNY) and payment by Alipay or WeChat Pay (Article 29);
• (d) the Free Trial, with certain Offers only, where applicable through a Partner (Article 13).

5.3. Offers are valid for as long as they are presented on the Website. Mediasoft may change its Offers for the future, without affecting Orders already concluded, subject to Article 11.6 for the renewal of Subscriptions.

Article 6 – Prices and Taxes

6.1. Prices are expressed in euros (EUR), or in renminbi yuan (CNY) for the China offer. The Subscription prices set out in Article 5.2 are stated excluding taxes (excl. tax); for Consumers, the price including all taxes (incl. tax), inclusive of the applicable VAT, is displayed before the Order is confirmed.

6.2. Value added tax. The Software and its License constitute electronically supplied services. The applicable tax is determined according to the Customer's place of establishment or residence and is calculated automatically at the time of payment by the payment service provider's tax calculation tool (Stripe Tax), based on the information provided by the Customer:

• Consumer Customer established in the European Union: the VAT of the Customer's country of residence is applied and declared by Mediasoft under the One-Stop Shop (OSS) scheme; however, where the annual amount of Mediasoft's intra-EU distance sales of electronic services does not exceed the threshold of 10 000 € excl. tax provided for by the regulations, French VAT may be applied in accordance with the rules in force;
• Business Customer established in France: French VAT is applied;
• Business Customer established in another Member State of the European Union holding a valid intra-Community VAT number entered at the time of the Order: the invoice is issued without VAT, the tax being self-assessed by the Customer (reverse-charge mechanism); in the absence of a valid number, the Customer is treated as a Consumer for VAT purposes;
• Customer established outside the European Union: any tax due is applied in accordance with the tax rules of the Customer's country, where Mediasoft is required to collect it; otherwise, any duties, taxes or withholdings due locally are borne by the Customer.

6.3. Price including taxes. The total price including all taxes, taking into account the Customer's country and tax status, is displayed on the payment page before final confirmation of the Order. The price paid is the price displayed at that time.

6.4. The Customer is responsible for the accuracy of the information (country, address, status, VAT number) used to calculate the tax. If inaccurate information results in insufficient tax, Mediasoft reserves the right to invoice the additional amount due, in compliance with the law.

6.5. Any bank, exchange or currency conversion fees charged by the Customer's institution are borne by the Customer.

Article 7 – Order and Formation of the Contract

7.1. The Customer places an Order on the Website according to the following steps:

1. selection of the Offer and of the edition of the Software and, for a Fixed-Term License, of the term (1, 2 or 3 years);
2. redirection to the secure Stripe Checkout payment page;
3. entry of billing information (email address, country, address and, for Business Customers in the European Union, intra-Community VAT number);
4. display of the Order summary: Offer, term, price excluding tax, taxes, price including taxes and, for the Subscription, the billing frequency, automatic renewal and the date of the first charge (in particular in the case of a Free Trial);
5. acceptance of the Terms of Sale and the License by checking a box;
6. for Consumers, express request for immediate supply and acknowledgment of the loss of the right of withdrawal (Article 15);
7. entry of payment details and confirmation of the Order by means of a button clearly labeled to indicate the obligation to pay (for example “Pay” or “Subscribe”).

7.2. Before confirmation, the Customer can check the details of the Order and its total price, and correct any input errors.

7.3. The contract is concluded upon confirmation of the Order, subject to acceptance of the payment. Mediasoft sends the Customer, at the email address provided, an Order confirmation on a durable medium setting out the essential elements of the contract, a link to these Terms of Sale and, for Consumers, confirmation of their express consent and of their waiver of the right of withdrawal.

7.4. Mediasoft reserves the right to refuse or cancel any Order from a Customer with whom there is a dispute concerning payment for a previous Order, in the event of suspected fraud, or where the Order would contravene Article L11 (export control and sanctions).

Article 8 – Payment

8.1. Payment is due immediately upon Order (and, for the Subscription, on each renewal date). It is made online through Stripe, using the payment methods offered on the payment page (in particular bank card; Alipay or WeChat Pay for the China offer).

8.2. Payment data are processed directly by Stripe, a payment service provider, using secure protocols. Mediasoft does not have access to complete bank card data and does not store them.

8.3. For the Subscription, the Customer authorizes Mediasoft, through Stripe, to automatically charge the registered payment method on each renewal date, as well as at the end of the Free Trial where applicable, until the Subscription is canceled. The Customer can update their payment method from the Customer Portal.

8.4. Business Customers. As payment is due upon Order, no discount is granted for early payment. In accordance with Article L. 441-10 of the French Commercial Code (Code de commerce), any amount not paid by a Business Customer by its due date automatically gives rise to late-payment penalties at a rate equal to three times the legal interest rate, as well as a fixed indemnity for recovery costs of 40 €, without prejudice to additional compensation upon presentation of supporting evidence.

Article 9 – Invoicing

9.1. An invoice is issued through Stripe for each payment (initial Order, Subscription renewal, end of Free Trial). It is sent to the Customer by email and/or made available from the Customer Portal.

9.2. The invoice states, in particular, the price excluding tax, the rate and amount of tax applied or, where applicable, the reverse-charge statement and the intra-Community VAT number of the Business Customer.

9.3. The Customer agrees to receive invoices in electronic form.

Article 10 – Supply of the Software and the License Key

10.1. Immediate supply. After confirmation of payment (or from the start of the Free Trial), Mediasoft makes available to the Customer, by electronic means, the download link for the Software and the License Key, at the email address provided at the time of the Order and/or on the confirmation page.

10.2. Activation. Use of the Software requires online Activation of the License Key, and therefore an internet connection at the time of Activation, in accordance with the procedures described in the Documentation and in Article L4.

10.3. If the link or the License Key is not received within a reasonable time, the Customer is invited to check their spam folders and then to contact support at support@emedia.cards. If Mediasoft does not supply the Software after a request from the Customer to that effect, the Consumer has the rights provided for in Articles L. 224-25-11 et seq. of the French Consumer Code (Code de la consommation), in particular the right to terminate the contract.

Article 11 – Subscription: Term, Automatic Renewal and Cancellation

11.1. Term. The Subscription is taken out for an initial period of one (1) year from the date of the Order or, in the case of a Free Trial, from the end of the Free Trial.

11.2. Automatic renewal. At the end of each annual period, the Subscription is automatically renewed for a further period of one year, at the price then in force for the edition subscribed to, unless the Customer cancels before the end of the current period. The renewal price is charged automatically on the renewal date.

11.3. Advance notice to Consumers. In accordance with Article L. 215-1 of the French Consumer Code, Mediasoft informs the Consumer or non-professional Customer, by a dedicated email, no earlier than three months and no later than one month before the end of the current period, of the option not to renew the Subscription, of the deadline for doing so, of the price for the following period and of the means of cancellation, with the deadline shown in a prominent box. Articles L. 215-1 to L. 215-3 and L. 241-3 of the French Consumer Code are reproduced in Annex 3.

11.4. Cancellation by the Customer. The Customer may cancel their Subscription at any time, free of charge and without giving reasons, from the Customer Portal, which is accessible from the Website and from Mediasoft's emails. Cancellation takes effect at the end of the current annual period: the Customer retains use of the Software until that date, after which the License Key expires and no further charge is made. Unless mandatory legal provisions provide otherwise, the current period is neither prorated nor refunded. Mediasoft confirms the cancellation by email, specifying its effective date.

11.5. Mandatory rules. Where the mandatory law applicable to the Consumer or non-professional Customer, whether French law or the law of their country of habitual residence, grants them more favorable rights regarding the term, renewal or cancellation of renewable contracts (for example, the option to cancel at any time after the initial period with a shortened notice period and a refund of the unused period), those rights apply. The Customer may exercise them by contacting support@emedia.cards.

11.6. Price changes. Mediasoft may change the price of the Subscription for future periods. Any change is notified to the Customer by email at least thirty (30) days before the renewal date; it applies only from the following period. A Customer who does not accept the change may cancel their Subscription before that date in accordance with Article 11.4.

11.7. Change of edition. Changing edition (for example from Starter to Standard) is not available from the Customer Portal. A Customer wishing to change edition may contact support at support@emedia.cards.

Article 12 – Fixed-Term Licenses

12.1. The Fixed-Term License is granted for the term chosen at the time of the Order, i.e. one (1), two (2) or three (3) years from the supply of the License Key, in return for a single payment.

12.2. It is not automatically renewed and does not give rise to any subsequent charge. On its expiry, the License Key expires. A Customer who wishes to continue using the Software must place a new Order.

12.3. Unless mandatory legal provisions provide otherwise (in particular the legal guarantees and the right of withdrawal where it has not been waived), the price of a Fixed-Term License is non-refundable, even in the case of partial use.

Article 13 – Free Trial

13.1. Certain Offers may include a Free Trial, offered directly by Mediasoft or through a Partner. Its duration and the Offer to which it gives access are clearly stated before subscription.

13.2. Where the Free Trial is attached to a Subscription, the Customer provides a payment method when subscribing. Before any confirmation, Mediasoft clearly and prominently states: the duration of the Free Trial, the date on which it ends, the price that will be charged on that date and the fact that the Subscription renews automatically.

13.3. At the end of the Free Trial, the paid Subscription begins and the price of the first annual period is charged automatically, unless the Customer cancels before the end of the Free Trial. Mediasoft sends the Customer a reminder email before the end of the Free Trial.

13.4. The Customer may cancel during the Free Trial, free of charge, from the Customer Portal; in that case no charge is made and the License Key expires at the end of the Free Trial.

13.5. Mediasoft may limit the Free Trial to a single trial per Customer and refuse the Free Trial in the event of abuse.

Article 14 – Payment Default

14.1. If a charge fails on a Subscription due date (including at the end of the Free Trial), further charge attempts are made automatically, up to eight (8) attempts over a period of two (2) weeks. The Customer is informed by email and may settle the situation by updating their payment method via the link provided or the Customer Portal.

14.2. During this period, the License is suspended as soon as the payment fails and is restored as soon as the payment succeeds.

14.3. If payment has not been made after the last attempt, the Subscription is canceled and the License Key expires, without any further formality. A Customer who wishes to use the Software again must place a new Order.

14.4. In the event of an abusive or fraudulent dispute of a payment already made (chargeback), Mediasoft may deactivate the corresponding License Key, without prejudice to its other rights.

Article 15 – Right of Withdrawal (Consumers)

15.1. Principle. In accordance with Articles L. 221-18 et seq. of the French Consumer Code, the Consumer in principle has a period of fourteen (14) days from the conclusion of the contract to exercise their right of withdrawal, without having to give reasons for their decision or bear any costs other than those provided for by law.

15.2. Exception: immediate supply of digital content. In accordance with Article L. 221-28, 13° of the French Consumer Code (Article 16(m) of Directive 2011/83/EU), the right of withdrawal cannot be exercised for the supply of digital content not supplied on a tangible medium where performance has begun before the end of the withdrawal period, if the Consumer:

• a) has given their prior express consent for performance to begin before the end of the withdrawal period; and
• b) has acknowledged that they will lose their right of withdrawal; and
• c) has received from Mediasoft confirmation of their agreement on a durable medium, in accordance with Article L. 221-13 of the French Consumer Code.

As the Software and the License Key are supplied immediately after payment (or at the start of the Free Trial), the Consumer is asked, at the time of the Order and by means of a separate checkbox that is not pre-checked, to expressly request immediate supply and to acknowledge the loss of their right of withdrawal. This confirmation is then included in the Order confirmation email. In the case of a Free Trial, the contract is concluded, and the withdrawal period runs, from the time the Free Trial is taken out; the consent and acknowledgment given at that time also apply to the paid Subscription that follows it, the start date and price of which are stated at the time of subscription (Article 13.2).

15.3. No waiver. If the Consumer has not given this consent and acknowledgment, or if Mediasoft has not provided the confirmation on a durable medium, the Consumer retains their right of withdrawal for fourteen (14) days from the conclusion of the contract.

15.4. Exercising the right. Where applicable, the Consumer exercises their right of withdrawal by sending Mediasoft, before the end of the period, an unequivocal statement expressing their decision to withdraw, by email to support@emedia.cards, by post to 228 rue de la Convention, 75015 Paris, using the model form set out in Annex 1, or using the online withdrawal function where it is offered on the Website. Mediasoft acknowledges receipt without delay on a durable medium.

15.5. Effects. In the event of a valid withdrawal, Mediasoft refunds all amounts paid no later than fourteen (14) days after receipt of the decision, using the payment method used for the Order, unless the Consumer expressly agrees to another method. The License Key is deactivated and the Consumer shall refrain from using the Software and from making it available to third parties.

15.6. Business Customers. The right of withdrawal does not apply to Business Customers.

Article 16 – Legal Guarantees (Consumers)

16.1. Mediasoft is bound toward the Consumer by the legal guarantee of conformity for digital content and digital services provided for in Articles L. 224-25-12 et seq. of the French Consumer Code, as well as by the legal guarantee against hidden defects provided for in Articles 1641 to 1649 of the French Civil Code (Code civil).

16.2. To invoke these guarantees, the Consumer contacts Mediasoft at support@emedia.cards, describing the defect observed.

16.3. In accordance with Article D. 211-4 of the French Consumer Code, the following statements apply, the contractual supply period (“the term of the License”) corresponding to the current annual Subscription period or to the one-, two- or three-year term of the Fixed-Term License subscribed to:

Legal guarantee of conformity

The consumer is entitled to invoke the legal guarantee of conformity if a lack of conformity appears within a period equal to the term of the License from the supply of the digital content or digital service. During this period, the consumer is only required to establish the existence of the lack of conformity and not the date on which it appeared.

The legal guarantee of conformity entails an obligation to supply all updates necessary to keep the digital content or digital service in conformity throughout the term of the License.

The legal guarantee of conformity entitles the consumer to have the digital content or digital service brought into conformity without undue delay following their request, free of charge and without significant inconvenience to them.

The consumer may obtain a price reduction while keeping the digital content or digital service, or may terminate the contract and obtain a full refund in return for giving up the digital content or digital service, if:

1° The trader refuses to bring the digital content or digital service into conformity;
2° Bringing the digital content or digital service into conformity is unjustifiably delayed;
3° Bringing the digital content or digital service into conformity cannot be done without costs being imposed on the consumer;
4° Bringing the digital content or digital service into conformity causes significant inconvenience to the consumer;
5° The lack of conformity of the digital content or digital service persists despite the trader's unsuccessful attempt to bring it into conformity.

The consumer is also entitled to a price reduction or to termination of the contract where the lack of conformity is so serious that it justifies an immediate price reduction or termination of the contract. In that case, the consumer is not required to first request that the digital content or digital service be brought into conformity.

Where the lack of conformity is minor, the consumer is entitled to cancellation of the contract only if the contract does not provide for payment of a price.

Any period during which the digital content or digital service is unavailable for the purpose of bringing it back into conformity suspends the remaining guarantee period until the digital content or digital service is supplied again in conformity.

These rights result from the application of Articles L. 224-25-1 to L. 224-25-31 of the French Consumer Code.

A trader who obstructs in bad faith the implementation of the legal guarantee of conformity is liable to a civil fine of up to 300 000 euros, which may be increased to up to 10% of average annual turnover (Article L. 242-18-1 of the French Consumer Code).

The consumer also benefits from the legal guarantee against hidden defects pursuant to Articles 1641 to 1649 of the French Civil Code, for a period of two years from the discovery of the defect. This guarantee entitles the consumer to a price reduction if the digital content or digital service is kept, or to a full refund in return for giving up the digital content or digital service.

16.4. In accordance with Article L. 224-25-16 of the French Consumer Code, Mediasoft is not liable for a lack of conformity directly attributable to the incompatibility of the Software with the Consumer's digital environment (hardware, operating system, drivers, connection), provided that the technical compatibility requirements were communicated to the Consumer before the Order. The Consumer is informed that they are required to cooperate with Mediasoft, to the extent reasonably possible and necessary and by the means least intrusive for them (for example, by providing the version of their operating system or an error message), in order to determine whether the lack of conformity is caused by such incompatibility. The rules governing updates are set out in Article 19.

Article 17 – Limited Contractual Warranty (Business Customers)

17.1. With respect to Business Customers, Mediasoft warrants, for the term of the License, that the Software substantially conforms to its Documentation. In the event of a reproducible non-conformity reported in writing to support, Mediasoft undertakes, at its option, to correct the defect, to provide a workaround or a corrected version or, if it fails to do so within a reasonable time, to refund the portion of the price corresponding to the remaining term of the License concerned.

17.2. As the Software is a standard product, Mediasoft does not warrant that it will meet the Business Customer's specific needs, nor that it will operate without interruption or error. To the extent permitted by law, this warranty is exclusive of any other warranty, express or implied.

17.3. The warranty does not apply in the event of use not in accordance with the Documentation or the License, modification of the Software by a third party, an environment that does not meet the system requirements, or a defect attributable to third-party hardware or software (in particular a printer, driver or operating system).

Article 18 – Liability

18.1. Consumers. Mediasoft is liable to the Consumer under the conditions of general law and of the French Consumer Code. It cannot be held liable where the damage results from the act of the Consumer, from the insurmountable and unforeseeable act of a third party to the contract, or from a case of force majeure. No provision of these terms limits or excludes the rights that the Consumer holds under the law.

18.2. Business Customers. With respect to Business Customers, and to the extent permitted by law:

• Mediasoft is bound only by an obligation of means (best-efforts obligation);
• Mediasoft cannot be held liable for indirect damage, such as loss of revenue, profit, customers, data or business, or damage to reputation;
• Mediasoft's total liability, for all causes combined, is limited to the amount actually paid by the Customer for the License concerned during the twelve (12) months preceding the event giving rise to the claim.

These limitations do not apply in the event of gross negligence or willful misconduct, personal injury, or where prohibited by law.

18.3. Backup. It is the Customer's responsibility to regularly back up the files, templates and data created or processed using the Software.

Article 19 – Support and Updates

19.1. Mediasoft provides technical support by email at support@emedia.cards for the term of the License. Support is provided within a reasonable time, without any commitment as to response or resolution times unless specifically agreed.

19.2. During the term of the License, Mediasoft informs the Customer of the updates necessary to keep the Software in conformity and supplies them to the Customer, in accordance with Article L. 224-25-25 of the French Consumer Code for Consumers. The provision of new major versions during the term of the License is as follows: new major versions released during the term of the License are included, at no additional cost.

19.3. Mediasoft may also supply updates that are not necessary to keep the Software in conformity, for valid reasons such as improving features or performance, adapting to changes in operating systems, printer drivers or the technical environment, or strengthening security. With respect to Consumers, these updates are supplied at no additional cost and under the conditions of Article L. 224-25-26 of the French Consumer Code: prior information on a durable medium and, if the update has a more than minor negative impact on access to or use of the Software, the right to refuse it or to terminate the contract free of charge, unless Mediasoft allows the Software to be kept without the update.

19.4. The Customer is informed of available updates and of the consequences of not installing them. It is the Customer's responsibility to install them; Mediasoft is not liable for a lack of conformity resulting solely from the failure to install, within a reasonable time, an update of which the Customer was duly informed, unless such failure or an incorrect installation is due to shortcomings in the installation instructions provided.

19.5. Additional information (Article L. 224-25-5 of the French Consumer Code). No minimum level of quality of service is offered in respect of support. In the event of a security incident, threat or vulnerability affecting the Software, Mediasoft may, in particular, release a corrective update, inform Customers by email or on the Website of the measures to be taken and, if necessary, temporarily suspend the Activation service. The information relating to the accessibility of the Software for persons with disabilities is as follows: the Software does not offer any specific accessibility feature and relies on the accessibility features of Windows and macOS. Support is included in the price of the License, at no additional cost.

Article 20 – Personal Data

The Customer's personal data are processed by Mediasoft, as data controller, for the purposes of managing Orders, invoicing, Subscriptions, Activation of License Keys, support and compliance with its legal obligations, in accordance with Regulation (EU) 2016/679 (GDPR) and French Law No. 78-17 of January 6, 1978. Payment data are processed by Stripe. The terms of this processing and the Customer's rights are described in the Privacy Policy available at https://www.emedia.cards/privacy/privacy.html.

Article 21 – Resellers and Partners

21.1. Where a Customer is introduced by a Partner or benefits from a Free Trial offered by a Partner, and then places an Order on the Website, Mediasoft remains the sole seller and the Customer's sole contracting party under these terms. The invoice is issued by Mediasoft.

21.2. The Partner is not authorized to bind Mediasoft beyond these Terms of Sale or to grant different terms, unless Mediasoft has agreed in writing. Any services provided by the Partner itself (consulting, installation, training, etc.) fall exclusively within the relationship between the Customer and that Partner.

Article 22 – Suspension and Termination for Breach

22.1. In the event of a serious breach by the Customer of its obligations, in particular in the event of a violation of the License (Part 2), fraudulent use of a License Key or violation of Article L11, Mediasoft may, after a formal notice that has remained without effect for fifteen (15) days, or without notice where the breach cannot be remedied or where required by law, suspend the License Key and/or terminate the contract by written notification (including by email).

22.2. Termination for breach by the Customer does not give rise to any refund, subject to the rights that the Consumer holds under the law, and without prejudice to any damages that Mediasoft may claim.

22.3. The Customer may terminate the contract in the event of a serious breach by Mediasoft, under the conditions provided for by law.

Article 23 – Force Majeure

Neither party may be held liable for a failure to perform its obligations resulting from a case of force majeure within the meaning of Article 1218 of the French Civil Code. The affected party shall inform the other party as soon as possible. If the impediment is temporary, performance is suspended; if it is permanent or lasts more than thirty (30) days, either party may terminate the contract by written notification, with the Customer being refunded, where applicable, the portion of the price corresponding to the unperformed period.

Article 24 – Amendments to the Terms of Sale

24.1. Mediasoft may amend these Terms of Sale at any time. The version applicable to an Order is the version in force on the date of that Order.

24.2. For ongoing Subscriptions, the amended Terms of Sale are notified to the Customer by email at least thirty (30) days before they apply and apply only from the following renewal. A Customer who does not accept them may cancel their Subscription in accordance with Article 11.4, with effect at the end of the current period. Amendments required by law or by a decision of an authority apply as soon as they come into force.

Article 25 – Customer Service and Complaints

Any question or complaint relating to an Order, an invoice, a License Key or the operation of the Software must be sent to Mediasoft by email to support@emedia.cards, or by post to 228 rue de la Convention, 75015 Paris, stating the Order or invoice references. Mediasoft endeavors to respond as soon as possible.

Article 26 – Consumer Mediation

26.1. In accordance with Articles L. 612-1 et seq. of the French Consumer Code, the Consumer may use, free of charge, the consumer mediation service to which Mediasoft belongs.

The consumer mediator is in the process of being appointed; the mediator's contact details will be published here as soon as Mediasoft has joined the mediation service.

26.2. The Consumer may refer a matter to the mediator only after having first attempted to resolve the dispute directly with Mediasoft by means of a written complaint (Article 25), and within one year of that complaint. Recourse to mediation is optional; the Consumer retains the right to bring the matter before the competent courts.

Article 27 – Governing Law and Jurisdiction

27.1. These Terms of Sale and the License are governed by French law, excluding the United Nations Convention on Contracts for the International Sale of Goods (Vienna Convention of April 11, 1980).

27.2. Consumers. In accordance with Article 6 of Regulation (EC) No 593/2008 (“Rome I”), the choice of French law cannot deprive a Consumer habitually resident in another country of the protection afforded to them by the mandatory provisions of the law of their country of habitual residence. In the event of a dispute, a Consumer domiciled in a Member State of the European Union may, in accordance with Article 18 of Regulation (EU) No 1215/2012 (“Brussels I bis”), bring proceedings either before the courts of the Member State in which Mediasoft is domiciled or before those of the place where the Consumer is domiciled; Mediasoft may bring proceedings against the Consumer only before the courts of the Member State in which the Consumer is domiciled. For Consumers domiciled outside the European Union, the applicable mandatory rules of jurisdiction are reserved.

27.3. Business Customers. For any dispute with a Business Customer relating to the formation, interpretation, performance or termination of the contract, and failing amicable resolution, exclusive jurisdiction is conferred on the competent courts of Paris, notwithstanding multiple defendants or third-party claims, including in summary proceedings.

Article 28 – Language

These Terms of Sale and the License are drawn up in French. They may be translated into other languages for information purposes; in the event of any discrepancy, the French version is authoritative, subject to the mandatory provisions applicable to the Consumer.

Article 29 – Special Provisions Applicable to China

29.1. For Customers located in the People's Republic of China, the Offers available are exclusively Fixed-Term Licenses (1, 2 or 3 years); no automatically renewing Subscription is offered.

29.2. Prices are stated in renminbi yuan (CNY), net, with no tax collected by Mediasoft Development; any local duties or taxes, in particular on import, are borne by the Customer. Payment is made by Alipay or WeChat Pay, through Stripe.

29.3. The other provisions of these Terms of Sale and of the License apply, subject to the mandatory provisions of Chinese law applicable to the Customer, where relevant, which prevail to the extent that they are mandatorily applicable. Mediasoft does not represent that the Software meets any regulatory or technical requirements specific to China other than those described in the Documentation.

Article 30 – Miscellaneous

30.1. Evidence and archiving. The computerized records kept by Mediasoft and its service providers (in particular Stripe) under reasonable security conditions are deemed to constitute evidence of the communications, Orders, acceptances and payments made between the parties. Where the Order amounts to 120 € including tax or more, Mediasoft keeps the written record of the contract concluded with the Consumer for ten (10) years and guarantees access to it at any time upon simple request, in accordance with Articles L. 213-1 and D. 213-1 et seq. of the French Consumer Code.

30.2. Partial invalidity. If any provision of these terms is declared null and void or unenforceable, the other provisions remain in full force and effect.

30.3. No waiver. Mediasoft's failure to invoke a breach does not constitute a waiver of the right to invoke it subsequently.

30.4. Assignment. The Customer may not assign the contract without Mediasoft's prior written consent. Mediasoft may assign the contract to any entity that takes over all or part of its business of publishing the Software, provided, for the Consumer, that such assignment does not result in a reduction of the Consumer's rights.

Part 2 – eMedia Cards Software License (End-User License Agreement)

Article L1 – Purpose and Acceptance

L1.1. This License sets out the terms under which Mediasoft grants the Customer (hereinafter, in this Part, the “User”) the right to use the Software. The terms defined in Article 2 of Part 1 have the same meaning in this Part.

L1.2. The License is accepted at the time of the Order (Article 4) or, where applicable, upon installation or first Activation of the Software. Failing acceptance, the User must not install, activate or use the Software.

Article L2 – Grant of License – No Sale

L2.1. Subject to payment of the price and compliance with this License, Mediasoft grants the User a personal, non-exclusive, non-assignable and non-transferable right (unless Mediasoft agrees in writing) to install and use the Software, in object code form, for the User's own needs, within the limits of the edition, term and number of Activations corresponding to the Offer subscribed to.

L2.2. The Software is licensed, not sold. The Order does not transfer to the User any ownership rights in the Software, its copies, its Documentation or the License Key. All rights not expressly granted are reserved to Mediasoft.

L2.3. Where the User is a legal person, the Software may be used by its employees and agents acting on its behalf, within the limit of the number of Activations acquired; the User guarantees compliance with the License by such persons.

Article L3 – Term of the License

L3.1. The License is granted for a limited term:

• Subscription: for the current annual period, automatically renewed in accordance with Article 11 of Part 1, until the end of the period during which the Subscription is canceled or terminated;
• Fixed-Term License: for the term of one, two or three years chosen at the time of the Order;
• Free Trial: for the duration of the Free Trial.

L3.2. On expiry of the License, or if the Subscription is terminated for payment default (Article 14 of Part 1), the License Key expires and the right to use the Software ends. The User retains ownership of the files and data they have created, subject to the rights of third parties; it is the User's responsibility to back them up before expiry.

Article L4 – Online Activation and Number of Activations

L4.1. Use of the Software is subject to online Activation of the License Key, which requires an internet connection. The Software may periodically check the validity of the License Key, in accordance with the procedures described in the Documentation.

L4.2. Each License allows one (1) simultaneous Activation. The procedures for deactivating a workstation and transferring the License to another workstation are described in the Documentation or may be obtained from support.

L4.3. The License Key is strictly confidential and personal. The User must not disclose, publish or share it with third parties. Mediasoft may deactivate any License Key used beyond the authorized number of Activations or in a fraudulent manner.

L4.4. During Activation and validity checks, the strictly necessary technical data are transmitted to Mediasoft, under the conditions described in the Privacy Policy.

Article L5 – Permitted Uses

The User may:

• install and use the Software in accordance with its intended purpose, as described in the Documentation, within the limits of Article L2;
• make a backup copy of the Software where this is necessary to preserve its use, in accordance with Article L. 122-6-1, II of the French Intellectual Property Code (Code de la propriété intellectuelle);
• observe, study or test the functioning of the Software in order to determine the ideas and principles underlying any element of it, while performing any of the acts of loading, displaying, running, transmitting or storing that the User is entitled to perform (Article L. 122-6-1, III of the French Intellectual Property Code).

Article L6 – Prohibitions

Except as expressly permitted by law or by this License, the User shall not, in particular:

• reproduce the Software, in whole or in part, beyond what is necessary for its authorized use;
• sell, resell, rent, lend, sublicense, distribute or make available to third parties, including in hosted mode or as a service, the Software or the License Key;
• modify, adapt or translate the Software or create derivative works; Mediasoft reserves the right to correct errors in the Software, in accordance with Article L. 122-6-1, I, 2° of the French Intellectual Property Code;
• decompile, disassemble or reverse engineer the Software, subject to Article L7;
• circumvent, disable or tamper with any technical protection, Activation or License Key verification measure, or use a License Key generated or obtained unlawfully;
• remove or modify any proprietary notice, trademark or warning appearing on the Software or the Documentation;
• use the Software for unlawful purposes, in particular to produce counterfeit identity documents, badges or cards or ones intended to deceive third parties, or in violation of the rights of third parties;
• use the Software beyond the edition, term or number of Activations acquired.

Article L7 – Decompilation and Interoperability

In accordance with Article L. 122-6-1, IV of the French Intellectual Property Code, reproduction of the code of the Software or translation of the form of that code is permitted where it is indispensable to obtain the information necessary to achieve the interoperability of the Software with other independently created software, provided that these acts are performed by the User or by a person authorized to do so, that this information has not previously been made readily and quickly accessible, and that these acts are confined to the parts of the Software necessary to achieve such interoperability. The information thus obtained may only be used for the purposes provided for by law. Before carrying out any operation of this kind, the User is invited to request this information from Mediasoft at support@emedia.cards.

Article L8 – Intellectual Property

L8.1. The Software, its Documentation, its graphic elements, databases and content provided, as well as the trademarks and names “eMedia” and “eMedia Cards”, are and remain the exclusive property of Mediasoft or its licensors, and are protected by intellectual property law.

L8.2. User Content. The User retains all rights in the texts, images, logos, photographs and data that they incorporate into their creations using the Software. The User warrants that they hold the rights and authorizations necessary for their use, in particular with regard to image rights and the protection of the personal data of the persons appearing on the cards and badges, and assumes sole responsibility for them.

L8.3. Any templates, clip art or other elements provided with the Software may be used by the User in creations made using the Software, but may not be extracted in order to be distributed or exploited separately.

Article L9 – Third-Party Software and Open-Source Components

The Software may incorporate third-party software components, including components under free or open-source licenses. These components are subject to their own license terms, the list and text of which are set out in a document provided free of charge upon simple request to support@emedia.cards. In the event of a conflict, the terms of the license of the component concerned prevail for that component. No provision of this License restricts the rights that the User holds under those licenses.

Article L10 – Updates

Updates supplied by Mediasoft during the term of the License are subject to this License, unless they are accompanied by specific terms brought to the User's attention. Articles 16 and 19 of Part 1 apply.

Article L11 – Export Control and Sanctions

L11.1. The Software may be subject to regulations on export control and restrictive measures (economic and financial sanctions), in particular those of the European Union and France, as well as to any other applicable regulations.

L11.2. The User represents and warrants that they are not targeted by such measures, nor owned or controlled by a targeted person, and that they will not use, export or re-export the Software in violation of these regulations, in particular to a country, entity or person subject to an embargo or sanctions, or for a prohibited end use.

L11.3. Mediasoft may refuse an Order, suspend or deactivate a License Key and terminate the contract without compensation where this is necessary to comply with these regulations; the amounts paid are then refunded to the extent permitted by law.

Article L12 – End of the License and Its Effects

L12.1. The License ends automatically: on its expiry (Article L3); upon cancellation or termination of the Subscription; upon a validly exercised withdrawal; or upon termination for breach (Article 22 of Part 1).

L12.2. On the end of the License, for any reason whatsoever, the License Key is deactivated and the User ceases all use of the Software and deletes all copies of it, with the exception of the User's own files and data. Articles L6, L7, L8, L11 and L13 survive the end of the License.

Article L13 – Warranties and Liability

Mediasoft's warranties and liability in respect of the Software are governed by Articles 16 (legal guarantees for Consumers), 17 (limited warranty for Business Customers) and 18 (liability) of Part 1.

Article L14 – Governing Law and Jurisdiction

This License is subject to the governing law and the rules of jurisdiction set out in Article 27 of Part 1, as well as to Articles 28 (language) and 29 (China).

Annex 1 – Model Withdrawal Form

(Article R. 221-1 of, and the annex to, the French Consumer Code. Please complete and return this form only if you wish to withdraw from the contract and still have this right – see Article 15.)

To Mediasoft Development, 228 rue de la Convention, 75015 Paris, email: support@emedia.cards:

I/We (*) hereby give notice that I/We (*) withdraw from my/our (*) contract for the supply of the following digital content:

• Software / Offer: eMedia Cards – ……………………………
• Order or invoice number: ……………………………
• Ordered on: ……………………………
• Name of consumer(s): ……………………………
• Address of consumer(s): ……………………………
• Email address used for the order: ……………………………
• Signature of consumer(s) (only if this form is notified on paper): ……………………………
• Date: ……………………………

(*) Delete as appropriate.

Annex 2 – Consent Statements Collected at the Time of the Order

For information purposes, the following statements are presented to the Customer at the time of the Order:

1. Acceptance of the terms (all Customers): “I have read and accept the Terms of Sale and the License for eMedia Cards.”
2. Immediate supply and waiver of the right of withdrawal (Consumers): “I request that the supply of the eMedia Cards software and of my license key begin immediately, before the end of the 14-day withdrawal period, and I acknowledge that I lose my right of withdrawal as soon as this supply begins.”

Annex 3 – Reproduction of Articles L. 215-1 to L. 215-3 and L. 241-3 of the French Consumer Code

In accordance with Article L. 215-4 of the French Consumer Code, the following provisions, applicable to the Subscription taken out by a Consumer or a non-professional, are reproduced in full (version in force on November 5, 2026).

Article L. 215-1. For contracts for the provision of services concluded for a fixed term with a tacit renewal clause, the professional service provider shall inform the consumer in writing, by a dedicated personally addressed letter or email, no earlier than three months and no later than one month before the end of the period during which renewal may be refused, of the option not to renew the contract concluded with a tacit renewal clause. This information, provided in clear and comprehensible terms, shall state, in a prominent box, the deadline for non-renewal.

Where this information has not been sent to the consumer in accordance with the provisions of the first paragraph, the consumer may terminate the contract free of charge at any time from the renewal date.

Advance payments made after the last renewal date or, in the case of open-ended contracts, after the date on which the initial fixed-term contract was converted, shall in that case be refunded within thirty days of the date of termination, after deduction of the amounts corresponding to the performance of the contract up to that date.

The provisions of this article apply without prejudice to those that legally subject certain contracts to specific rules regarding consumer information.

By way of exception to the first paragraph of this article, for contracts for the supply of television services within the meaning of Article 2 of Law No. 86-1067 of September 30, 1986 on freedom of communication and for contracts for the supply of on-demand audiovisual media services, the consumer may terminate the contract free of charge at any time from the first renewal, provided that the consumer changes residence or that the consumer's tax household changes.

Article L. 215-1-1. Where a contract has been concluded electronically, or has been concluded by other means and the professional, on the date of termination by the consumer, offers the consumer the possibility of concluding contracts electronically, termination shall be made possible by that means.

To this end, the professional shall provide the consumer with a free functionality enabling the notification and the steps necessary to terminate the contract to be carried out electronically. When the consumer gives notice of termination of the contract, the professional shall confirm receipt of the notification and inform the consumer, on a durable medium and within a reasonable time, of the date on which the contract ends and of the effects of termination.

A decree shall set out, in particular, the technical arrangements ensuring identification of the consumer and easy, direct and permanent access to the functionality referred to in the second paragraph, such as the way it is presented and used. It shall determine the information to be provided by the consumer.

Article L. 215-2. The provisions of this chapter, with the exception of Article L. 215-1-1, do not apply to operators of drinking water and sanitation services.

Article L. 215-3. The provisions of this chapter also apply to contracts concluded between professionals and non-professionals.

Article L. 241-3. Where the professional has not made the refund under the conditions provided for in Article L. 215-1, the amounts due shall bear interest at the legal rate.

End of document – Version of November 5, 2026.