We invite you to carefully read these Terms of Sales, which you must accept in order to use the features offered by our platform.

General Presentation

The website audio2course.com is exclusively owned by the company OphtaOL SAS, with a share capital of 1,000 euros, registered under the number 934 202 201 at the Paris Trade and Companies Register, and headquartered at 60 rue François 1er 75008 Paris, France.

OphtaOL SAS operates an AI-powered platform offering audio transcription and structuring services based on a subscription model, with the possibility of purchasing additional credit packs.

These Terms of Sales (hereinafter "ToS") outline the conditions under which the company OphtaOL (hereinafter "the Vendor") provides its services to consumers (hereinafter "the Client").

Article 1: Purpose

First, it is important to clarify the definitions in accordance with the preliminary provisions of the French Consumer Code:

• Consumer: Any natural person acting for purposes that are not within the scope of their commercial, industrial, artisanal, liberal, or agricultural activity;
• Non-professional: Any legal entity that is not acting for professional purposes;
• Professional: Any natural or legal person, public or private, acting for purposes that fall within the scope of their commercial, industrial, artisanal, liberal, or agricultural activity, including when acting on behalf of another professional.

The primary characteristics of the services are outlined on the Vendor's website. Any photographs or graphics used to present the services are purely illustrative and have no contractual value. As such, they do not constitute a binding representation of the Vendor.

The Client is responsible for reviewing the service descriptions prior to placing an order. The choice and purchase of a service are the sole responsibility of the Client.

These ToS are systematically communicated to all Clients prior to the conclusion of a service contract and will prevail over any other conflicting version or document.

The Client declares that they have read and accepted these Terms of Sales before the conclusion of the contract. The Client's validation of the order signifies their unreserved acceptance of the present ToS.

These Terms of Sales may be subject to future modifications. The version applicable to the Client’s purchase is the one in effect on the date of the contract’s conclusion.

Article 2: Access to the Site

The Client must have appropriate equipment to access the site, such as:

• A computer or smartphone
• An internet connection
• Any necessary software

Access to the site is free, but telecommunication network costs, including data fees, are borne by the Client, as per their telecom provider's terms.

Article 3: Service Orders

3.1 Account Creation and Subscription

The Client must first create a "Client" account.

To create a "Client" account, the Client is required to complete the registration form provided on the homepage, which includes mandatory personal information such as their name and email address.

All requested information must be provided accurately. Details regarding the reason, scope, and security of the Client's data, as managed by the Vendor, can be found in the "Privacy Policy."

In this regard, the Client agrees to provide up-to-date and accurate information, which may be modified later in the "Client" account area.

Access to the "Client" account will be possible via the email address and password chosen by the Client during registration. The Client is encouraged to read the Terms of Service of the site.

The Client may decide to deactivate their "Client" account at any time, following the instructions provided on the site. If the Client wishes to permanently delete their account, they are invited to contact the Vendor.

3.2 Subscription Requirement

Once the account is created, the Client is required to subscribe to the platform. A subscription is a mandatory prerequisite for using the services.

Upon registration, the Client will be redirected to a subscription page. This page presents four monthly and annual subscription plans available at the time of subscription.

Each plan shows its price and, for annual subscriptions, the equivalent price per year.

The Client selects the desired subscription by clicking on "Choose this plan."

3.3 Order Validation and Payment

The Client will then be prompted to securely enter their payment details, personal information, and confirm their acceptance of these Terms of Sales, as well as renew their acceptance of the Terms of Service.

The selected subscription can be viewed by the Client directly on the site, along with the end date of the subscription.

Before confirming their acceptance, the Client has the opportunity to verify the details of their order, including the price, and correct any errors.

It is the Client's responsibility to verify the accuracy of the order and immediately report or correct any errors.

The order is officially recorded when the Client accepts both the Terms of Sales and Terms of Service by checking the appropriate box and validating the order. This validation implies full acceptance of these Terms of Sales.

The sale becomes final once the payment confirmation is received. The Client is required to provide a valid email address. All sales-related information, including invoices, will be available in the "Client" account section. The Client is encouraged to review the Terms of Service.

Data recorded in the Vendor's computer system constitutes proof of all transactions with the Client, in accordance with Article 1366 of the French Civil Code.

In accordance with Article L.213-1 of the French Consumer Code, contracts for orders exceeding 120 euros are retained by the Vendor.

3.4 Order Cancellation

The Vendor reserves the right to cancel or refuse any order from a Client with whom there exists a dispute related to the payment of a previous order.

The Client may cancel their order in the event of force majeure, as defined in these Terms of Sales.

Article 4: Pricing

The services are provided at the current rates listed on the website at the time the order is placed.

Prices are expressed in euros and are exclusive of taxes (HT).

The prices of the services take into account any discounts or promotions granted by the Vendor. Therefore, the total amount may be adjusted by a promotional code provided by the Vendor to the Client.

Any discounts and/or promotions will be reflected in the order summary before the Client confirms the order.

The listed price is firm and non-revisable during its period of validity. However, outside of this validity period, the Vendor reserves the right to modify the price at any time.

A detailed invoice is issued by the Vendor and provided to the Client upon payment registration. In case of difficulty in accessing this invoice or in the event of its loss, the Client may request a new copy by contacting the Vendor via email at the following address: contact@audio2course.com.

Article 5: Payment Terms

5.1 Payment Methods

The price of the order is payable in full at the time the order is placed by the Client via credit card.

Payment by credit card is irrevocable, except in the case of fraudulent use of the Client's card. In such cases, the Vendor encourages the Client to contact our support team to request a refund or, if necessary, reach out to their bank to request a cancellation of the payment.

The Vendor uses third-party payment service providers and refers the Client to their respective Terms of Service:

• For Stripe: https://stripe.com/legal

5.2 Payment Security

Payment data is securely exchanged through encrypted protocols defined by the authorized payment provider handling the banking transactions made on the website audio2course.com.

Article 6: Exclusion of Withdrawal Right

In accordance with Article L.221-28 of the French Consumer Code, the right of withdrawal cannot be exercised for the following contracts:

• Contracts for the supply of services that have been fully executed before the end of the withdrawal period, where the performance of the service has begun after the express prior consent of the consumer and with their explicit waiver of the right of withdrawal;


• Contracts for the supply of digital content not provided on a tangible medium, where the execution of the contract has begun after the express prior consent of the consumer and with their explicit waiver of the right of withdrawal.

Article 7: Termination

These Terms of Sales may be terminated as of right by either Party in the event that the other Party fails to fulfill one or more of its contractual obligations.

In such a case, the Party considering that the other Party has failed to fulfill one or more of its obligations shall notify the other Party of its intention to terminate the contract early. This notification will specify the nature of the breach in question and must be sent by registered letter with acknowledgment of receipt.

Termination will only become effective after a thirty (30) day period following this notification, unless the defaulting Party remedies the breach within this timeframe as stipulated in the terms and conditions of these ToS.

Exercising the right of termination does not release the Party in breach from its obligation to fulfill the commitments made until the effective termination date. This is without prejudice to any damages that may be owed to the other Party as a result of the failure to fulfill the contractual obligations.

Early termination will be confirmed by a subsequent registered letter with acknowledgment of receipt and will take effect from the date of first presentation of the letter, as evidenced by the postmark.

This termination will occur as of right and without the need for judicial intervention.

The Vendor reserves the right to terminate the contract at any time in the event of non-payment by the Client.

Article 8: Liability

It is important to note that the Vendor is subject to an obligation of means.

The Vendor's liability can only be engaged in the event of proven fault or negligence and will be limited to direct damages, excluding any indirect damages of any kind.

The Vendor cannot be held liable in cases of improper use, negligence, lack of maintenance by the Client, normal wear and tear, or force majeure.

In any case, the amount of damages shall not exceed the price of the service provided.

Article 9: Intellectual Property

All elements that make up the website, including but not limited to trademarks, logos, texts, data, designs, graphics, photos, animations, sounds, computer code, arrangements, and assemblies of any part of the website, are and remain the property of the Vendor or its legal rights holders.

The reproduction of all or part of this website or any of its components, on any medium whatsoever, is strictly prohibited unless expressly authorized in advance by the Vendor. Reproduction is only permitted for informational purposes for personal and private use. In any case, any reproduction must explicitly mention the author's name.

All content on the website (images, texts, databases, etc.) is subject to French and international intellectual property law, including but not limited to copyright law, trademark law, and database rights.

The Vendor may also create original content, including statements, texts, and corrections, which are proprietary to the Vendor.

Therefore, the Client is informed that any reproduction or representation, in whole or in part, of the content without the Vendor’s express authorization constitutes an infringement and may result in civil and criminal penalties.

The Client is granted a non-exclusive right to use the content, strictly for the purpose of applying acquired skills and for personal use. The use of the content for commercial purposes is strictly prohibited.

If the Client believes that any content published on the website violates copyright or other protected rights, they are invited to contact the Vendor at contact@audio2course.com or by mail at 60 rue François 1er, 75008 Paris, France.

Additionally, in accordance with Article L.342-1 of the French Intellectual Property Code, it is strictly prohibited to download all or a quantitatively substantial part of the website’s database by using robots or any other automatic extraction processes.

Article 10: Data Protection

In accordance with the applicable regulations, including Law No. 78-17 of January 6, 1978, relating to information technology, files, and civil liberties, as well as Regulation (EU) 2016/679, also known as the General Data Protection Regulation (GDPR), the Vendor collects personal data from the Client necessary for processing orders and issuing invoices.

These personal data may be shared with the Vendor’s partners and subcontractors responsible for the execution, processing, management, and payment of the orders.

To learn more about the Client's rights, the purposes of the data processing, and the security measures in place to protect this data, the Vendor encourages the Client to carefully read the "Privacy Policy" page.

Article 11: Force Majeure

In accordance with Article 1218 of the French Civil Code, “Force majeure in contractual matters occurs when an event beyond the debtor’s control, which could not have been reasonably foreseen at the time the contract was concluded and whose effects cannot be avoided by appropriate measures, prevents the debtor from fulfilling their obligation.”

If the impediment is temporary, the execution of the obligation is suspended unless the delay justifies the termination of the contract. If the impediment is permanent, the contract is automatically terminated, and both parties are released from their obligations as per Articles 1351 and 1351-1 of the French Civil Code.

The liability of either Party under these Terms of Sales is expressly excluded in the event of non-performance or delay caused by a case of force majeure.

Force majeure refers to any event that the Parties could not reasonably foresee or control at the time of signing these Terms of Sales, and which is inevitable, unforeseeable, and irresistible.

If such an event occurs, the affected Party must immediately notify the other Party within five (5) days from the occurrence of the event. The performance of services will be suspended for the duration of the event. Once the event has ended, the affected Party shall notify the other and must immediately resume the performance of the services.

If the force majeure event lasts beyond fifteen (15) business days from its occurrence, the other Party may choose to terminate the contract by notifying the affected Party, without any compensation.

Article 12: Non-Assignability

Unless otherwise agreed in writing by the Parties, the benefits of these Terms of Sales may not be assigned by either Party to a third party.

Article 13: Entire Agreement

These Terms of Sales represent the entire agreement between the Parties. It supersedes all prior agreements between the Parties relating to the same subject matter.

The fact that one Party does not invoke, at any given time, any of the provisions of these Terms of Sales shall not be construed as a waiver of the right to invoke such provisions at a later date.

Article 14: Nullity

If any clause of these Terms of Sales is deemed invalid, this shall not affect the validity of the remaining clauses. In general, if one or more provisions are found to be invalid or declared as such under applicable law or by a final decision of a competent court, the other provisions shall remain in full force and effect.

The Parties agree to replace the invalid or unenforceable clause with a clause that is as close as possible in content to the original clause, reflecting the Parties’ original intentions, particularly to maintain the economic balance of the agreement.

The same principles apply in the event of incomplete provisions.

Article 15: Governing Law, Mediation, and Jurisdiction

The validity, execution, non-execution, and interpretation of these Terms of Sales are governed by French law.

Before initiating any legal proceedings, the Parties shall endeavor to resolve any dispute amicably that may arise in relation to these Terms of Sales.

For consumer Clients, the Vendor encourages the Client to write via email to inform the Vendor of any difficulty in order to seek an amicable solution.

Clients may also have recourse to a free mediation service by contacting the mediator with whom the Vendor is registered:

Centre de la Médiation de la Consommation de Conciliateurs de Justice
Address: 49 Rue de Ponthieu, 75008 Paris, France

Failing an amicable solution, the dispute shall be submitted to the competent courts within the jurisdiction of the Court of Appeal of Paris, even in cases involving multiple defendants or third-party claims.

In the absence of an amicable agreement, and according to the provisions of Article 42 of the French Code of Civil Procedure and R631-3 of the Consumer Code, the Client may bring the dispute before the court in one of the following locations:

• The Client's place of residence;
• The place of performance of the service; or
• The place where the harm occurred.

The Client may choose to submit the case either to the commercial court or the civil court.