General terms and
conditions of sale
General services and training - OPEN MIND INNOVATION
Last updated version: 29/03/2022.
The purpose of these general terms and conditions of sale is to set out the terms and conditions for the provision of services by the Service Provider, the "company" referred to below, for the benefit of the Customer and the participants, within the framework of a Quotation, an Order or an Invoice. For services related to training, a training agreement and any amendments thereto complete the Quotation and/or Invoice, and express the full obligations of the parties in addition to these GTC.
These General Terms and Conditions of Sale invalidate and replace any previous agreement, correspondence or writing.
1 - Definition of services
The Service Provider can provide services corresponding to the following missions:
Customized individual coaching ;
Customized coaching for groups or teams;
Edition of technological solutions for third parties: mobile applications, web or virtual reality tools for assessment, training and individual follow-up;
Face-to-face or distance training programs and initiatives.
Depending on the situation, training services can be provided on an individual basis, or in groups on an intra-company or inter-company basis.
Training services can be paid for either directly by the company, by a financial intermediary, or by the participant personally.
2 - Quotation, order and acceptance
All orders for customized programs, the supply of software and technological solutions, and in-company or inter-company training, are subject to acceptance of the Quotation, which details the services offered and their price. Ordering implies that the needs and any prerequisites for entry into the training courses have been validated by either the “company” or the “customer”.
3 - Conformity
For orders concerning services performed on the customer’s premises, the customer undertakes to ensure that the premises assigned to the services ordered and performed on its own premises comply with ERP standards and regulations, and comply with training regulations.
4 - Performance of the service
The Service Provider undertakes to carry out the services provided for in the Quotation in accordance with the rules of the trade and in the best possible manner. This obligation is an obligation of means only.
The customer shall make available to the Service Provider all information, material and technical resources that may contribute to the proper performance of the services.
For services performed on the Customer’s premises, the Service Provider undertakes to comply with the Internal Regulations and Health and Safety instructions in use at the Customer’s premises.
5 - Prices, invoices and terms of payment
The price of the service is indicated in the quotation or training agreement. Payment terms are generally 30 days from receipt of invoice. Any other payment terms requested by the customer must be indicated in the signed quotation.
For services related to training: an invoice for the entire training program will be issued at the start of the program. The only exception is for coaches, psychologists and other human development professionals taking part in training programs designed for them, for whom the certification stage is invoiced in addition to the initial tool familiarization stage.
For customized coaching services and the publishing of technological supports: an invoice is issued to the customer upon commitment of the service by means of a signed quotation for 50% of the service amount, and 50% following completion of the service. Any other method of invoicing desired by the customer must be indicated in the signed quotation. Price changes can only be made by means of an amendment to the quotation. The price always excludes VAT.
The costs incurred by the Service Provider for travel, accommodation, meals and ancillary expenses necessary for the performance of the service will be mentioned in the quotation, in the form of a lump sum of estimated expenses for the service. They will be invoiced on the first invoice issued. If the customer accepts the lump-sum expenses specified in the quotation, he/she may not go back on this amount, nor request proof or actual payment. If the customer does not accept a flat-rate fee before signing the quotation, he/she may demand an actual account of costs. In this case, unless otherwise specified, invoices must be paid on receipt and without discount.
Any delay in payment will result in the immediate application and automatic payment of: delay penalties at the BCE rate increased by 10 points, a penalty clause of 20% of the sales price excluding tax, immediate payment of invoices not yet paid; suspension or cancellation of the performance of services, without this giving rise to damages for the customer.
6 - Confidentiality
The Service Provider shall treat as strictly confidential, and shall refrain from disclosing, any information, document, data or concept which may come to its knowledge in the context of this contract. The Service Provider shall not be held liable for disclosure if the elements disclosed were in the public domain at the date of disclosure, or if the Service Provider had knowledge of them, or obtained them from third parties by legitimate means.
7 - Invitations and certificates for training programs
For services related to training, a certificate will be available on request or on the Service Provider’s website at the end of the training program. The Service Provider cannot be held responsible for non-receipt of the invitation to attend, regardless of who it is sent to at the Customer’s premises, particularly in the event of absence of the trainee(s) from the training program. In case of doubt, it is the Customer’s responsibility to ensure that his trainees are registered and present at the training session.
8 - Cancellation, absence, postponement at the customer's initiative
In case of cancellation, interruption or absence of a service, for any reason whatsoever, for any reason outside the control of the Service Provider, and apart from the cancellation rules set out below, any Quotation, Training Agreement or Invoice accepted remains payable in full.
In the following specific cases:
For all services requiring the completion of a cognitive and emotional assessment in virtual reality, in full or “flash” version:
For individual services taking place at the Provider’s offices:
Any participant scheduled in the program who fails to make an appointment for the individual service will be contacted once by the service provider. Beyond this, the customer is responsible for ensuring that the program is completed on time.
Cancellations made less than 48 working hours before the pre-arranged appointment will be invoiced.
Cancellations made more than 48 working hours before the scheduled appointment will entitle the client to schedule an alternative service as soon as possible, which will no longer be cancellable, regardless of the deadline.
In the case of assessments carried out on an external site or one provided by the customer, requiring the service provider and his equipment to travel, the services initially scheduled with the customer cannot be cancelled and are due in full.
For in-company and inter-company training services: All training cancellations must be notified to the customer by e-mail or post, or by any other means made available by the Service Provider – in which case written confirmation from the customer is obligatory and an acknowledgement of receipt will be sent by the Service Provider as soon as possible. Total or partial cancellations made more than two weeks before the start of services will not be invoiced; cancellations made between one and two weeks before the start of services will be invoiced at 50% of the price, prorated according to the number of cancellations; cancellations made less than one week before the start of services will be invoiced in full; postponements made less than two weeks before the start of services will be considered as cancellations.
For training programs for coaches, psychologists and other human development professionals: the entire program may not exceed 4 months, including certification, from the start date of the course (receipt of e-learning link). In the event of failure to complete the program within the allotted time, the full training fee remains payable.
9 - Cancellation of training sessions at the provider's initiative
For services related to intra-company or inter-company training, the Service Provider reserves the right to cancel any service in the event of a lack of participants, problems with the supply of materials or technical problems, without compensation.
In this case, participants will be notified as soon as possible before the start date of the service, and their registration will automatically be carried over to the next session date. The Service Provider reserves the right to charge a cancellation fee of up to 100% of the services rendered in the event of the customer failing to attend the next scheduled session.
10 - Liability
The Service Provider declares that it holds a Professional Civil Liability policy.
The Service Provider limits its liability resulting from the performance or non-performance of the obligations described in this contract to an amount equal to the annual limit per claim defined by the policy in force on the date the contract is taken out.
The Customer agrees to waive any recourse against the Service Provider beyond the limit of the sums incurred in respect of the service, and undertakes to have the Service Provider’s insurer waive such recourse under the same conditions.
11 - Contract termination
The Contract may be terminated by either party:
1. By operation of law in the event of force majeure, disappearance, disability or death;
2. After one month’s notice in the event of duly recorded default by either party in the event of breach of a principal obligation;
3. When the contract is for an initial period of more than three months, or after renewal, termination may be requested by either party, subject to two months’ notice from the date of first presentation of the registered letter with acknowledgement of receipt.
In all cases, the sums received and those invoiced by the Service Provider for services rendered shall be retained by the latter, and the payment deadline shall be reduced to the effective date of termination at the latest.
12 - Ownership of services provided
It is expressly stipulated that each party retains exclusive ownership of its intellectual property and related assets, in particular copyrights, patents, software, designs and models. Documents, software or service media may not be used without the express written authorization of the Service Provider.
13 - Personal data and GDPR
The Provider complies with all applicable regulations on personal data and in particular the GDPR. The personal data of participants as natural persons is processed to enable the provision of services. With the express agreement of the participants, they may be stored and processed in an anonymized form for the purposes of improving the Provider’s tools, or in an anonymous form for research purposes.
This data is stored and secured in accordance with the legislation and for the legal duration linked to the training laws in force on the day of the order. In accordance with the regulations governing the protection of personal data, and under the conditions defined therein, each participant has rights of access, rectification and deletion, which may be exercised by contacting the Service Provider directly.
14 - Reference
The Customer authorizes the Service Provider to mention the Customer’s name and logo as a reference to the work carried out under the present contract, in particular via its general media presenting its company and its activity (web, presentation brochures). Any communication action more precise and detailed than a simple mention of the customer and the object of the mission (e.g. webinar, case study) on the services will be subject to prior validation by the Customer before any publication in the public domain.
15 - Undeclared work
In application of the law on illegal employment and its implementing decrees, the Service Provider certifies that in the event that it uses one or more employees or one or more service providers for the performance of the present contract, the services covered by the contract will be performed by employees duly employed or service providers working in a valid and regular manner.
16 - Assignment of skills
This contract is governed by French law. The parties agree that in the event of any conflict concerning its interpretation, execution and/or termination, they will endeavor to reach an amiable agreement. In the absence of an amiable agreement, the commercial court of the place of the service provider’s registered office shall have sole jurisdiction.
OPEN MIND INNOVATION – OMIND S.A.S – 7 Place du 11 Novembre 1918 – 93000 Bobigny – France
Tel: +33188320123 – www.omind.me – Contact: firstname.lastname@example.org – GDPR: email@example.com
We combine the knowledge and know-how of psychology, video games and neuroscience to design innovative tools for a more human and more efficient company.