Terms of use

These conditions ("the Conditions") govern the use of the goods and services (jointly referred to as "the Services") offered by Blade, –simplified joint stock company with registered office at 38 Rue du Sentier – 75002 Paris, registered with the Corporate Trade Register of Paris under number 813 865 870– in particular, access to Shadow®, a service which provides subscription access to a remote personal computer, and use of the websites www.shadow.tech, www.blade-group.com, and all other Blade websites ("the Websites"). They constitute a contract between you ("the User") and Blade (jointly referred to as "the Parties"). These Conditions must be accepted to access the Services.

Some of the Services offered by Blade may, where applicable, be subject to special conditions, which once accepted by the User will supplement and prevail over these Conditions for the Services concerned.

Definitions

To facilitate the understanding and interpretation of the terms in these Conditions, whether used in the singular or the plural, or unless the context otherwise requires or except as otherwise expressly provided, the Parties have agreed on the following definitions:

"Intellectual Property Assets" refers to intellectual works protected by the provisions of French and international intellectual property law and, in particular, the Websites and Software.

"Third-Party Applications" refers to third-party software, applications, websites and services that are included in the Services or may be accessed, purchased or subscribed to through the Services.

"User Account" refers to the User's personal account that may be accessed using a user name and password.

"Conditions" refers to this contract concluded between the User and Blade.

"Subscription Start Date" refers to the date the Shadow® remote computer is put into service.

"Data" refers to all the data submitted by the User to Blade, as stated in the paragraph "User's data and content".

"Licence" refers to the Windows licence used in connection with the Services.

"Software" refers to all the software made available to the User by Blade as part of the Services.

"Subscription Period" is defined in the paragraph "Shadow: subscription".

"Services" refers to all the benefits, goods and services offered by Blade to the User.

"Terminal" is defined in the paragraph "Shadow".

"Third-Party Terminal" is defined in the paragraph "Shadow".

Capacity

If you have not reached the legal age of majority, or, more generally, you do not have the capacity required to take out a subscription, your parent or legal guardian must give their consent to these Conditions. By accepting these Conditions electronically, you confirm that you have reached the legal age of majority and that you have the capacity required to do so.

Documentation required to subscribe to the Services

To take out a subscription, Blade may ask the User to provide a copy of his or her valid identification or any other proof of identity, before the start of or during the subscription. The User has ten (10) calendar days to send Blade any documents requested starting from the date of the first request.

If the User does not meet this condition, Blade may refuse his or her subscription request, or may suspend or cancel the subscription without prior notice if it has already started, in which case the subscription fee will be due until the date of cancellation.

Shadow

Shadow® offers the User access to a remote personal computer by subscription.

This computer works in a similar way to a standard PC in that Users can install their own software and store their own data and content, which are available every time they connect to the device. Users can also link it to compatible peripherals (printers, joysticks, etc.). Unless indicated otherwise as part of the Service subscription, the operating system for this computer is Windows 10 Home.

Shadow® may be accessed using several devices (PCs, tablets, mobile telephones, smart TVs) ("a Third-Party Terminal") which run on an operating system that Blade has developed software for (jointly referred to as "the Software").

For an optimal experience, Shadow® may also be accessed using a specific terminal developed by Blade ("the Terminal"). This Terminal must be connected to a screen and a keyboard and/or a mouse, which are not a priori provided by Blade.

Technically, in both cases, the User's inputs (keystrokes, moving the mouse, etc.) are sent from the Terminal or Third-Party Terminal to Blade's computer servers which process the information received and send a signal to the Terminal or Third-Party Terminal which enables it to display the image and play the corresponding sound on the User's screen. For Shadow® to operate, the User must, therefore, be connected to the Internet.

Shadow: subscription

The User may be offered several subscription periods for accessing a Shadow® remote computer.

The duration of subscription chosen by the User will be calculated from the date his or her Shadow® remote personal computer is put into service ("the Subscription Start Date").

If the User decides to rent or purchase a Terminal, the Subscription Start Date will not be deferred until the delivery date of the Terminal.

The subscription will continue from the Subscription Start Date for the term chosen by the User when subscribing to the Service ("the Subscription Period").

If the User has not cancelled his or her subscription or chosen another subscription term the day before it ends, at the latest, it will be automatically renewed, for the same term as the current Subscription Period and under the same conditions, unless the conditions have been amended by Blade.

Subscription fee

The cost of the Services is the price indicated to the User when taking out the subscription.

Blade shall inform the User if it wishes to change the price of the Services, by giving a reasonable period of notice before the date the change takes effect. Users will therefore be required to agree to the new price conditions if they intend to continue their subscription contract after the date the new conditions take effect. They can do so via the pop-up containing a description of the new conditions and which appears the first time the User connects after Blade has adopted the new price conditions. If the User has not agreed to the new price conditions by the date they take effect, his or her contract will be automatically cancelled at the end of the current Subscription Period on the date the new conditions take effect.

Payment dates

Users who take out a one (1) month subscription will be charged the amount of the subscription on the date it is taken out. If their monthly subscription is renewed, the payment for the following month will be deducted one month after the Subscription Start Date. If the subscription is extended, the monthly payments will then be deducted every month on the same date.

If a subscription is taken out for more than one (1) month, the subscription fee may be paid in the form of monthly payments or a prepayment, depending on the options offered by Blade to the User at the time subscription.

For subscriptions taken out for more than one (1) month with monthly payments, Users will be debited an amount corresponding to the price of the first month of subscription on the date the subscription is taken out. The next monthly payment will be debited one month after the Subscription Start Date, and subsequent payments every month on the same date.

For subscriptions taken out for more than one (1) month with a prepayment, payment will normally be made on the subscription date, unless otherwise indicated to the User at the time of subscription.

Online payments

Method of payment

The cost of the Services may be paid online by bank card or any other means indicated on the Websites. Payments by bank cards will be debited immediately after the User's details have been verified, and once debit authorisation has been received from the company that issued the bank card used by the User. In accordance with applicable law, the commitment to pay by card is irrevocable. By submitting his or her bank card details, the User authorises Blade to debit his or her bank card for the amount corresponding to the price of the Service subscribed. The User confirms that he or she is the holder of the bank card to be debited and that it is his or her name on the bank card. He or she shall provide the sixteen-digit bank card number and expiry date, and if necessary, the CVV number.

The User is responsible for ensuring that the bank card used for the payments is valid, that the conditions of use applicable to the card permit monthly payments to be debited for the Services, and that there are sufficient funds in the bank account to be debited.

If a payment is rejected, Blade will inform the User as soon as possible to rectify the situation.

Suspension of the account

If payment is not made within three (3) calendar days, the User's access to the Service will be suspended. After this period of three (3) days, there is no guarantee that access to the Service will be provided again immediately after payment has been made. Moreover, if the User's access to the Services has been suspended as a result of late payment or non-payment, for any reason whatsoever, the full subscription fee shall remain due. If the Service is cancelled by Blade as a result of non-payment (see Termination), the full fee must be paid to Blade immediately, for the current period until the end of the Subscription Period.

Late payment fee

In the event of late payment, the User will be liable to pay a lump-sum late payment fee equal to five (5) pounds if the second attempt to debit the account fails. If payment is not made after thirty (30) calendar days, the full sum due will bear a monthly interest at the latest three-month LIBOR plus 4 basic points rate, in addition to the lump sum payment. The late payment fee will be charged for each fifteen (15) day-period until the amount owed has been paid in full. Each fifteen (15) day-period started must be paid in full. The User authorises Blade to debit his or her bank card for the amount corresponding to the late payment fee, at the same time as payment of the subscription fee or by means of a separate payment, or to use any other means of payment chosen by the User to pay for his or her subscription fees.

Reimbursement

If the User is refunded by Blade, the reimbursement will be made, where possible, using the same means of payment used by the User to pay for his or her subscription fees. If the means of payment used is no longer valid, the User must inform Blade of this before the refund is made to this means of payment. In particular, if the User has changed bank branch, he or she must contact his or her former bank branch to ensure that the transfer has in fact been made to the new account or the funds have been deposited in a suspense account. The payment made by Blade to the bank card or bank account provided by the User will release the Company from its commitment to the User.

Change of subscription term

The User may change the term of his or her future Subscription Period, before the end of each Subscription Period for the Shadow® Service, via his or her User Account.

If the User chooses a longer subscription term, it will take effect on the next date the current monthly Subscription Period comes to term and as a result, the User will be subject to the new Subscription Period.

If the User chooses a shorter subscription period, it will take effect at the end of the current Subscription Period and as a result, the User will be subject to the new Subscription Period.

The User's term of commitment will therefore be renewed from the start date of the new Subscription Period until the end of the new Subscription Period. For instance, if a User who has taken out a monthly subscription, the Subscription Start Date of which is 15 June, decides to change to an annual subscription on 6 July, his or her monthly subscription will continue until 14 July, inclusive, and the annual subscription will start the following day. The subscription will therefore run from 15 July until 14 July of the following year. The User will be charged for the first month of the annual subscription on 15 July (in the case of an annual subscription paid monthly).

Change of subscription plan; Subscription to options

Blade allows Users to subscribe to one or more options, or to change their subscription plan (for the subscription term, see Change of subscription period) via their User Account.

Unless otherwise indicated by Blade at the time of subscription to the options concerned, subscriptions to new options or changes in subscription plan requested by the User will take immediate effect (or within a reasonable time limit) and will be billed to the User on a pro rata basis, from the date the options or changes in subscription plan are activated, for a superior plan, until the end of the current Subscription Period. These options will be tacitly renewed in the same way as the main offer. For the terms on cancelling the options or changing to an inferior subscription plan, see Change of subscription plan; Cancellation of options.

The options will be billed on top of the main subscription offer.

Change of subscription plan; Cancellation of options

If the User would like to change to an inferior subscription plan (for the subscription term, see Change of subscription period) or cancel one or more options, the change and/or cancellation will take effect on the first day after the end of his or her current Subscription Period, even if the User stops using the options before the current Subscription Period has ended. For example, if the Subscription Start Date is 5 October for a monthly subscription, and the User cancels the option on 19 October, the change of plan or cancellation of the option will only take effect on 5 November.

If the User has subscribed to the option of adding a hard disk, it is his or her responsibility to ensure that all his or her information has been retrieved, including his or her Data, from the additional disk by the effective date of cancellation of the option. Blade may immediately and permanently delete any data found on the hard disk which is no longer subscribed to by the User, from the effective date of cancellation of the option in question.

Shadow: pre-orders

Pre-ordered subscriptions to the Services, for instance Shadow® pre-orders, are subject to special conditions.

The aim of pre-ordering is to ensure that priority is given to Users who have pre-ordered access to the Service over those who have not. It is special arrangement under which the User agrees to wait a longer period than usual between taking out the subscription and accessing the Service, in exchange for special access to the Service once it is available.

When pre-ordering, the User will be informed of when the Service may be accessed. This is an estimate by Blade, at the date of subscription, of when the Service will be available for the User in question. The time frame indicated may vary depending on the subscription term chosen by the User.

Due to the nature of pre-ordering, which consists of subscribing to a Service which is still being developed by Blade on the date of subscription, the User accepts the risk that the Service will only be available after the date initially indicated. Blade will endeavour to meet the deadlines indicated, and to inform the User of any revised deadline in case of a delay.

In the same way as subscriptions taken out without pre-ordering, the User will pay Blade, at the time of subscription, an amount corresponding to the price of one month of subscription. Likewise, and in the same way as subscriptions taken out without pre-ordering, the subscription term will then be calculated from the Subscription Start Date, and for the period agreed.

As an exception to the principle by which subscriptions are firm, subject to the legal cancellation period only, Users who have taken out a pre-ordered subscription will be free to cancel their pre-order until the Subscription Start Date or, where applicable, until the date the Terminal is dispatched if it is before the Subscription Start Date. In the event of cancellation, any amounts paid at the time of subscription will be refunded.

It is stipulated that Users who have pre-ordered Shadow® may, via their User Account, change the delivery address for their Terminal, provided it has not been dispatched, until Blade has informed the User that it has been dispatched and the delivery address can therefore no longer be changed.

Referral programme

Blade may offer Users certain benefits as part of its referral programmes.

Information on how these programmes operate is provided on the Websites.

Unless otherwise specified, referral programmes are subject to the referring user's and new user's compliance with these Conditions, and to the condition that they are up-to-date with their payments due for the subscription, and have not exercised their right of withdrawal.

Software

Some Services enable the User to download Software. The Software may, for example, enable the User to access his or her Shadow® remote personal computer via Third-Party Terminals. This Software may be updated automatically.

The Software is licensed and not sold. Subject to compliance with these Conditions, Blade grants the User a personal, limited, non-exclusive, non-transferable, non-sub-licensable and revocable Software licence, for private and non-commercial use worldwide, on compatible terminals belonging to the User only, for the sole purpose of enabling the User to access the Services. The Licence is granted to the User for the duration of the subscription period, and will be automatically cancelled at the end of the period, regardless of the reason for terminating the contract.

This user licence includes the right to install and use a copy of the Software on each device.

Blade or the third-party holders of the rights shall reserve all Software rights which have not been expressly granted in these Conditions. The User is not authorised to (i) circumvent or avoid the technological protection measures included in or relating to the Software; (ii) dissemble, decompile, decrypt, illegally penetrate, copy, use or reconstruct the logic of the Software, unless expressly authorised by copyright regulation; (iii) separate the Software components to use them on different devices; (iv) publish, copy, transfer, rent, sell, export, import, distribute or lend the Software; (v) transfer the Software, Software licences or any other right to access or use the Software; and (vi) make unauthorised use of the Software in a way that could interfere with the use of the Services by third parties.

Blade shall provide the User with a licence for any Software components offered under an Open Source licence. The terms of this licence may expressly prevail over some of these Conditions.

In addition, there may be specific licences for downloading and using the Software, which must be accepted to do so.

Users who wish to access their remote computer from a Third-Party Terminal are asked to check with Blade that there is a Software which can be used to do so. Blade plans to continue developing the Software required to access Shadow® from the largest number of Third-Party Terminals as possible, but cannot guarantee that there is a Software for each of them.

Peripherals

The Shadow® remote computer may be linked to most standard peripherals (printers, joysticks, etc.).

However, the User is asked to check with Blade that his or her peripherals are compatible with the Service and/or Terminal and Third-Party Terminals that he or she wishes to use. Blade plans to make further IT developments which are necessary to ensure the Service is compatible with as many peripherals as possible, but cannot guarantee that it is compatible with all existing peripherals. In particular, the performance of some peripherals may be affected if the User's Internet connection, for example, his or her bandwidth, is not enough to ensure use under the best possible conditions.

In this regard, Users are asked to report any anomalies observed to Blade, affecting the running of their peripherals, by sending an e-mail to [email protected]

Servers

Blade may use any hardware or service providers which it considers appropriate to ensure the functioning of the Services. The hardware and service providers used may, however, change over time. In particular, Blade's aim is to replace the hardware used for the Services regularly, so that it can continue to offer users access to the best possible remote computer, at the best price. Blade is solely responsible for selecting the hardware and service providers that it uses to provide the Services. The User therefore understands and accepts that he or she may not make any complaint or demand with respect to Blade's choice of hardware and service providers, except in cases where a change in the hardware and service providers results in the defective provision of the services subject to these Conditions.

Blade may offer subscriptions and/or paying options that give access to different configurations, or set up optimised allocation mechanisms for server computing resources depending on use by Users.

To ensure optimal allocation of its IT resources, Shadow® uses a remote computer automatic shut down and/or standby mechanism. In this respect, given that the User is warned in advance before Shadow® is shut down or put on standby, Blade shall not be held liable for the resulting loss of data.

Hard disk capacity

Users are informed of the Blade Cloud hard disk capacity which they are allocated when they are taking out the subscription.

Blade may offer Users different subscription options or a paying options system so that they can enjoy a greater hard disk capacity.

Operating system

Unless indicated otherwise, the Windows operating system (OS) is used for the Shadow® Service.

Therefore, by subscribing to the Shadow® Service, the User expressly authorises Blade to purchase a Windows licence ("the Licence") in his or her name and on his or her behalf. The User will be the sole holder of this Licence throughout the Subscription Period. It is understood that the User shall use the Licence on his or her Shadow® remote personal computer only, in accordance with the Licence terms of use, and shall return the Licence to Blade for its original price, if the subscription is ended for any reason whatsoever. The Licence will be automatically transferred at the time of cancellation, without any other formality being necessary.

Given that the Licence is purchased on behalf of the User, Blade will have an interest-free claim on the User, throughout his or her subscription period, equal to the price paid by Blade on behalf of the User for the purchase of the Licence. This claim will not be due during the subscription period, and will be offset, without any formality being necessary, by the price owed by Blade for the return of the Licence at the end of the subscription.

Once the Licence has been transferred, at the same time the claim is offset, the User will no longer be the Licence holder, and will have settled the debt to Blade for the purchase of the Licence when the Service subscription was taken out.

The User expressly and irrevocably accepts these conditions and the principle of this contractual offsetting, which are an integral part of the Conditions, and without which Blade would not have offered the Services under the same conditions.

It is understood that, instead of the above arrangement, Blade may provide the User, free of charge, with a Licence, of which Blade is the holder, for the subscription term, and for exclusive use on the Shadow® remote computer.

In any case, by taking out a subscription to Shadow®, the User shall not acquire any right of use over his or her remote computer operating system continuing after the subscription has been cancelled.

Internet access

Access to the Services, from both the Terminal and from Third-Party Terminals, means that the User has a working Internet connection. This connection is not included in the Services offered by Blade. The quality of the Services also depends on the quality of this connection (for example, in terms of stability, speed, bandwidth, response time, etc.).

The User is responsible for ensuring the quality of his or her Internet connection before subscribing to the Services. In particular, the User is informed that Shadow® has been optimised for very high-speed connections (via a fibre optic or coaxial cable connection) when using the Services to play video games. ADSL or lower quality connections may not enable optimal use of the Services.

Blade cannot be held liable for interruptions or alterations to its Services as a result of interruptions or alterations to the User's Internet access. No compensation will be granted to the User if his or her access to the Services has been interrupted or altered as a result of an Internet access problem.

The User is also informed that using the Services is likely to result in the transfer of large quantities of data. Blade shall not incur the additional costs which the User may be billed for the transfer of these data.

Lastly, the User is informed that for optimal functioning of the Services, it is strongly recommended to connect the Terminal or Third-Party Terminals to a local Internet service using an Ethernet cable. The use of power-line communications (PLC) devices is not recommended.

Access to Services

Shadow® may be accessed via a specific terminal developed by Blade ("the Terminal") or via the Software provided by Blade and installed on third-party terminals ("the Third-Party Terminals").

The User can decide by which means he or she wishes to access Shadow® when subscribing to the Services by choosing the most appropriate plan.

Subscriptions which include the provision of a Terminal

In the case of subscriptions which include the provision of a Terminal, Blade shall provide the User with a Terminal for the sole purpose of accessing the Service, and for the duration of the User's subscription period only. It shall remain the unseizable property of Blade. It may not be assigned, sub-leased, transformed, given as a pledge or collateral, transferred or loan in any form whatsoever by the User. It may not be disassembled by the User or used for any purpose other than accessing the Services. The User will be billed for rental of the Terminal in addition to the subscription.

Photos and pictures of the Terminal on the Websites are provided for illustrative purposes. Although every effort is made to provide accurate information on our website, Blade may not be held liable and the User shall not be granted any right to cancel his or her Shadow® subscription, if Blade decides to provide the User with a Terminal that slightly varies from the pictures on the Websites.

The User is the custodian of the Terminal from the date it is delivered until it is returned to Blade, and is responsible for insuring itself against any damage that may be caused to it or ensuring that its insurance covers this type of good and claim. As custodian, the User is and shall remain liable for any damage to the Terminal by the User or a third-party, even if it is not their fault. The User shall account for any Terminal that is stolen, lost or damaged. He or she shall not dissemble or more generally impair the electric or electronic integrity of the Terminal. If the Terminal is damaged during the subscription period, the User will be liable to pay Blade an indemnity calculated using a scale provided on the Websites, as well as delivery charges. For more information, see Repairs, exchanges and accessories.

Blade shall replace the Terminal free of charge in the event of a fault that is not attributable to the User, it being understood that any fault caused intentionally or unintentionally by the User (for example, unreasonable use or use that is not in line with Blade's guidelines contained in the instructions provided with the Terminal) will be attributable to the User. Terminals will be replaced free of charge provided that the User takes the Terminal to the after-sales service point indicated by Blade on the Website www.shadow.tech or to the address provided by Customer Services (or if not indicated on the Website or if Customer Services is unavailable, to Blade's head office – 38 Rue du Sentier, 75002 Paris). It is stipulated that such faults generally exclude damage caused by lighting and power line surges, damaged caused by abnormal use, incorrect installation or accidental damage.

The User shall make sure to comply with all the user instructions on installing and using the Terminal, which may be found in the documents provided with the Terminal and/or on the Website. He or she will be liable for the consequences, in particular the financial consequences, as a result of installing or using a Terminal in a way that is not in line with the rules in force and user instructions.

Blade reserves the right to replace and update the Terminal and Software that is used to operate it, at no cost and on its own initiative, and to carry out remote maintenance of the Terminal. The User may be required to restart the Terminal following a Software update.

Purchase of the Terminal

Where a Terminal is purchased by the User, it is sold by Blade for the sole purpose of enabling the User to access the Service.

Ownership will be transferred from Blade to the User once the price, including tax and delivery charges, where applicable, has been paid in full, including in cases where Blade has accepted, as an exception, to grant the User a payment option. In such cases, Blade will remain the owner of the Terminal until the User has paid the price and delivery costs in full.

In the case of total or partial non-payment, Blade may request the return of the Terminal at any time, with all the corresponding accessories, in good working order and physical condition, in its original packaging, at the User's expense.

The User shall make sure to comply with all the user instructions on installing and using the Terminal, which may be found in the documents provided with the Terminal and/or on the Website. He or she will be liable for the consequences, in particular the financial consequences, as a result of installing or using a Terminal in a way that is not in line with the rules in force and user instructions.

Blade reserves the right to replace and update the Terminal and Software that is used to operate it, at no cost and on its own initiative, and to carry out remote maintenance of the Terminal. The User may be required to restart the Terminal following a Software update.

Guarantees offered in the case of purchase of a Terminal

Blade shall provide Users who purchase a Terminal with a legal guarantee of conformity as well as a guarantee against hidden defects for the item sold, in accordance with applicable law. The User should therefore be able to provide proof of purchase.

In accordance with applicable law, Blade is required to deliver a good which is fit for the purpose usually expected of a similar good and is in line with Blade's description of the good. This guarantee applies to defects which are already present on the date of delivery. The User reserves the right to request the repair or replacement, at no cost, of products showing a conformity defect. He or she has two (2) years from delivery of the good to report the defect.

The User may therefore choose between the repair or replacement of the good or a full or partial refund (provided that as between replacement and refund Blade will have the right to select the cheaper option if the cost of the other option is manifestly excessive relative to the benefits of that option for the User). The User is exempt from having to provide proof of the existence of the product conformity defect during the twenty-four (24) months following delivery. Blade may, however, adduce evidence to the contrary. In addition, the User may not dispute the product conformity by citing a defect which he or she was aware of or could not ignore at the time of subscription, or if the defect is a result of his or her own materials.

Blade offers no other guarantees than those mentioned above. These guarantees do not cover loss, theft or damage attributable to the User. Users' attention is drawn, in particular, to the fact that the destruction of their Terminal shall not in any way affect their subscription to the Shadow® Service, for the remainder of the subscription period.

Delivery of the Terminal

The Terminal shall be delivered to the delivery address provided at the time of subscription or purchase, within the delivery times indicated on the Website www.shadow.tech at the time of subscription or purchase.

These delivery times are, however, given as a guide, and is not a condition of the contract. In the event of late delivery, Blade shall inform the User and indicate the new delivery time. In any case, the User will be able to cancel his or her subscription if the late delivery entitles the User to the right of cancellation in accordance with applicable law. In this case, if the Terminal is received after cancellation of the subscription, Blade shall refund the price and shipping costs as soon as the unused, unopened Terminal, complete and in perfect condition, in its original packaging, has been received. If the User has opened the Shadow® device, he or she will be liable for the repackaging and shipping costs and Blade may not refund the price already paid.

The User is liable for checking the packaging and Terminal at the time of delivery. It is the User's responsibility to voice any reservations and complaints that he or she considers necessary, or to reject the package if it is visibly damaged at the time of delivery. These reservations and complaints must be confirmed and sent in writing, by email or by letter, to Blade within five (5) business days, excluding public holidays, following the delivery date of the Terminal. Such written confirmation shall be accompanied by a statement of good faith and a copy of the User valid identification or any other proof of identity. Failure to make a complaint within the above time frame shall extinguish all rights of action against the carrier, in accordance with applicable law.

Except in cases where the Terminal has been damaged during transport, the User is responsible for checking that the Terminal works correctly at the time of delivery. If there is a problem with the Terminal, the User should contact Blade Customer Services within three (3) business days following receipt of the Terminal so that Blade can replace it free of charge.

The User will be informed of any shipping costs when placing the order. Unless otherwise indicated, they will be borne by Blade.

Returning the Terminal

If the User cancels his or her subscription, he or she shall return, if applicable, the Terminal and all the corresponding accessories to Blade, in the original packaging, so that it can be used again, to the address stated for this purpose on the website www.shadow.tech, by registered post within fifteen (15) calendar days following the end of subscription at the latest. Any costs for returning the Terminal will be incurred by the User.

If the Terminal is not returned within the above-mentioned time frame or is incomplete or in poor working order, Blade shall bill the User for an indemnity calculated using the scale provided on the Websites, which Blade may charge using the means of payment used to pay the User's subscription bill, or by any other means. If not specified on the Websites, the indemnity will be two hundred and sixty-five (265) pounds, including tax.

Repairs, exchanges and accessories

For the repair and/or replacement of a Terminal and/or one or more of the corresponding accessories not covered by the guarantees provided by Blade, Blade shall bill the User for an indemnity calculated using the scale provided on the Websites, which Blade may charge using the means of payment used to pay the User's subscription bill, or by any other means. The User will also be liable for the return delivery costs for sending and receiving the Terminal and/or accessories.

For the repair and/or replacement of the Terminal and/or one or more of the corresponding accessories covered by the guarantees provided by Blade, Blade shall bear the return delivery costs for sending and receiving the Terminal and/or accessories.

In all cases, the User must follow the procedure described on the Websites for returning the good, or indicated by Customer Services.

Deposit

The User may be asked for a deposit of up to two hundred and sixty-five (265) pounds at the time the subscription is taken out, or at a later stage in the event of payment default, to guarantee the return of the Terminal or the User's failure to meet his or her financial commitments. The deposit does not generate interest.

If the User does not provide the deposit within five (5) calendar days of Blade's request, Blade may suspend or cancel the subscription without prior notice, and the subscription fee will still be due until the date of suspension or cancellation, as applicable.

This deposit will be refunded within a maximum of ten (10) days after the Terminal is returned, in accordance with the conditions set out in these Conditions, and subject to the payment of the amounts owed to Blade under these Conditions. Blade may, where applicable, cancel the amounts still owed by the User with the deposit, provided the amounts owed are not disputed by the User.

Right of withdrawal

In accordance with applicable law, the User has fourteen (14) days from the date of subscription of the Services to exercise his or her right of withdrawal, which is calculated from the conclusion of the contract for the provision of services. In the case of provision of services contracts which include the delivery of goods, the withdrawal period shall start from the day on which the User receives the last good. Before expiry of the withdrawal period, the User shall inform Blade of his or her decision to withdraw by making a clearly worded statement, by calling the customer support team or by written letter, for example using the model withdrawal form, sent to: BLADE Rétractation – 38 Rue du Sentier – 75002 Paris.

In case of withdrawal, the User must, as the case may be, return the Terminal and its accessories, in accordance with the conditions set out in the section Returning the Terminal, within a reasonable time frame and in any case within fourteen (14) days at the latest following communication of his or her decision to withdraw. If the Terminal is not returned within this time limit, the User will be liable to pay the lump-sum payment stated in the section Returning the Terminal, which may be charged in accordance with the conditions set out in the same section. The costs for returning the Terminal will be incurred by the User. The User shall also be liable for any diminished value of the Terminal resulting from the handling other than what is necessary to establish the nature, qualities and functioning of the Terminal.

In case of withdrawal in accordance with this section, Blade shall reimburse any payment received from the User within fourteen (14) days from the date on which it receives notification from the User of his or her decision to withdraw. For the sale of Terminals, the fourteen (14) day period starts from the day the Terminal is received by Blade or the day proof of sending the Terminal back is received by Blade from the User. The reimbursement will be made using the same means of payment that was used by the User to subscribe to the Services. The User's access to the Services will be cancelled following the notice of his or her withdrawal, and his or her Data will be deleted on the day of withdrawal. The User will not be able to access it from then on.

If the User exercises his or her right of withdrawal after benefiting, at his or her request, from access to the Services, before the end of the withdrawal period, he or she will also be liable to pay for the Services provided until he or she informed Blade of his or her decision to withdraw.

It is recalled that the right of withdrawal does not apply to purchases in shops or purchases made at fairs or shows, and that, in accordance with applicable law, the right of withdrawal cannot be exercised for contracts for the provision of digital content which is not provided on a hardware support, the performance of which started after the prior express consent of the User and express waiver of his or her right of withdrawal (for example, software or games). It is also recalled that the right of withdrawal only apples to consumers and not professionals.

User names and personal passwords

To access the Services, Users are required to create a personal account, which involves submitting personal information and data and creating or using personal login details ("the User Account"). A User can only have one User Account, and a User Account can only belong to one User (a single user may, however, take out a subscription for access to several Shadow® remote computers).

To create his or her User Account and access the Services, the User agrees to provide accurate, current and complete information, and to update it if it changes. If the User provides inaccurate, obsolete or incomplete registration data, Blade reserves the right to suspend or cancel his or her User Account, without prior notice, and to deny forthwith the User further access to all or part of the Services, without reimbursing previous amounts paid by the User. The User shall maintain a valid e-mail address that may be used for communication between Blade and the User, while using the Services.

The User is solely responsible for looking after and using his or her login details for the Services, as provided by Blade or chosen by the User. He or she undertakes to keep these details confidential and not to disclose them to third parties in any way whatsoever. The User shall be liable if the Services are accessed by third-parties using his or her login details.

In the event of loss or theft, or more generally, misuse of the login details by third parties, the User will inform Blade immediately, by sending an e-mail to [email protected], stating his or her name and last name.

Code of conduct

The good working of the Services, including open posting areas, such as forums and help centres, implies that the User will use them in a reasonable and responsible way. In particular, the right to access a Shadow® remote computer provided by Blade as part of its Services is a right reserved exclusively to the User, for his or personal and private use, excluding, in particular, any business activity.

The User is also prohibited from misusing the Services, or helping a third party to do so. In particular, when using the Services, the User is prohibited from:

-          violating any law or regulation applicable, in any form whatsoever, for example, by storing, publishing or sharing fraudulent, defamatory or misleading content, or intending to incite crimes and offences, racial hate or suicide, justify crimes against humanity, or containing child pornography, or even any content of a violent or pornographic nature where the content could be accessed by minors;

-          infringing the personal privacy or rights of third parties, for example, by propagating data, images or sounds that could be defamatory, offensive, derogatory or that could infringe personal privacy, right of personal portrayal, principles of morality or public order, or by spreading tangible and intangible goods protected by an intellectual, literary, artistic or industrial property right which may be a counterfeit;

-          hacking into third-party computer systems, hosting botnet-type aggressive services, spreading viruses, worms, spyware, time bombs or other computer programmes with the purpose or effect of restricting, harming or altering the proper functioning of all the hardware or computer programmes;

-          mining cryptocurrencies or using Shadow's® computing power to break encryption keys;

-          sending unwanted messages, promotions or advertising, or spam, or modified, misleading or false source identification information, including by spoofing or phishing techniques, and in general, taking the identity of any other person whatsoever;

-          reselling the Services, in any form whatsoever, or more generally, without the prior authorisation of Blade, using the remote computer provided by Blade for business services, or even in such a way that the purpose or effect is to make all or part of the Services available to third parties, in return for payment or free of charge; or even using Shadow® as a server or with Software that has the function of a server;

-          hampering or attempting to hamper, in any way whatsoever, the proper functioning of the Services, and in particular, disabling, altering, infringing or circumventing, or attempting to disable, alter, or circumvent, in any form whatsoever, any device or feature of the Services, in particular any security or authentication feature, access restriction, storage limit, or any standby or shut down mechanism, or providing Blade with false or inaccurate information, or accessing, modifying or using non-public areas of the Services or common areas of the Services which you are asked not to access;

-          printing, copying or reverse engineering any code or Blade hardware, including Software, or more generally, taking any action that could be harmful to Blade;

-          probing, analysing or testing the vulnerability of any system or network.

It is understood that the above list is not exhaustive.

Blade reserves, in particular, the right to suspend or cancel all use of the Services that could hamper the proper functioning of Blade computer hardware or the general functioning of the Services.

Blade also reserves the right to monitor, amend and/or remove any content posted on the Websites and on open posting areas such as forums or the help centre. However, under no circumstances shall Blade be liable for content posted by the Users and is under no obligation to monitor, amend and/or remove the content. Blade reserves the right not to publish, amend or remove the content for any reason whatsoever. Furthermore, if Blade accepts to publish, amend or remove the content, it shall not be held liable for setbacks and/or delays in this procedure. If the User publishes content on open posting areas, he or she grants Blade a free, transferable, sub-licensable licence to use, reproduce, modify, adapt, publish, translate, create a derivative work, distribute and display this content worldwide, for a period of ten (10) years.

Third-Party Services and Applications

The Services may include third-party software, applications, websites and services ("the Third-Party Applications"), or entitle the User to purchase or subscribe to Third-Party Applications. These Third-Party Applications may have their own general conditions of use and confidentiality policies governing their use. Blade will under no circumstances be liable for these Third-Party Applications, or goods or services that the User may acquire or subscribe to using his or her remote computer.

User's data and content

To use the Services, the User is required to send certain files, content, e-mails, contacts, etc. (hereinafter "the Data") to Blade or the servers operated by or on behalf of Blade. These Data belong to the User and in no way Blade. In accordance with these Conditions, the User grants Blade the rights to use these Data, required for the proper functioning of the Services subscribed to by the User. With the exception of these limited rights of use, these Conditions do not grant Blade any other right to the Data.

The limited rights granted to Blade include, in particular, the right to host, save and share the Data, for the normal functioning of the User's remote computer, and to analyse the Data for encoding, decoding and transmission purposes.

Some Services may allow the User to share his or her Data with third parties. The User is solely liable for sharing his or her Data. In this respect, Blade would ask the User to take great care when choosing the Data which he or she chooses to share, and the individuals with which the Data are shared.

The User is also responsible for taking all necessary measures to back up and protect his or her Data, in particular against viruses circulating on the Internet.

If the User's subscription is cancelled, the information saved on his or her remote computer, including his or her Data, will remain available for downloading over a period of thirty (30) days following the effective date of termination requested. After this period, Blade may permanently delete the information, including the User's Data, which may no longer be accessed by the User.

Personal data

In addition to the Data saved on the User's remote computer, Blade is required to collect certain personal data on the User, who authorises Blade to store and use these Data, and to communicate the Data to legal entities of the group to which Blade belongs, to third-party companies or subcontractors (which may operate outside the European Union) for the sole purpose of providing the Services, managing their contractual relationship, improving the Services and personalising the User's experience, in accordance with the provisions of the Law of 6 January 1978 as amended. The User has the right to access, correct, delete and oppose his or her personal data via the User Area.

Unless otherwise specified by the User, he or she may receive offers from Blade and its business partners by post or telephone. He or she may also receive, unless otherwise stated by the User, e-mails for services similar to those offered by Blade. With the express authorisation of the User, Blade may send commercial information to the User by e-mail on other services that are different to those already provided, or pass on the User's e-mail address to its business partners for direct marketing purposes.

For the efficient and proper running of the Websites, and in particular so that the User does not have to enter his or her login details every time he or she enters the Websites, except for the first time, Blade may use cookies, which are files used to identify the User each time he or she connects. Cookies are only used to improve the personalised services offered and for statistical purposes. The User may object to the use of cookies by changing his or her browser settings.

To ensure the success of the services, and in particular adapt video streaming to the User's Internet connection and to allocate hardware resources between the Users, Blade collects data on the User's interaction with his or her Shadow® remote computer and use of the Software, in the form of cookies, error reports and usage data.

The personal data that the User sends to/via his or her Shadow® remote computer is his or her sole responsibility. The User is the custodian of these data and is solely responsible for the processing of said data. The User alone decides which data he or she sends to his or her remote computer, and what is done with the data once transferred to the computer. For example, the User will be solely liable for transferring personal data to his or her Shadow® remote computer and using it on third-party websites, software or applications, with the exception of third parties to which the User has communicated the information. Under no circumstances may Blade be held liable, or be deemed responsible for processing such data, or be considered having sent the data outside the European Union.

The conditions on data use by Blade set out above may be supplemented by a privacy statement available on the Websites. By accepting these Conditions, the User also agrees with all the provisions of the privacy statement.

Availability of the Service

Blade shall endeavour to ensure continued access to the Services. As an exception, however, Blade may suspend access to all or part of the Services, for example, for maintenance purposes or updates, and for any reasons intended to improve the Services provided to the User.

Except in cases justified on the grounds of urgency or force majeure, Blade shall warn the User of the suspension of the Services, on its Website or by any other appropriate means.

In case of the total interruption of the Services for more than 24 hours, the User may be refunded by Blade the monthly subscription calculated on a pro rata basis for the period the Services are unavailable, unless the interruption is a result of force majeure, an unforeseeable or unavoidable act of a third party, or the User's fault. Furthermore, due to the nature of the Internet, the User acknowledges and accepts that Blade cannot be held liable for any interruptions or alterations to access to the Services that may be caused by the Internet or the means of connection used by User.

Websites User Licence

Blade grants the User, subject to compliance with these Conditions, a limited, non-exclusive, non-transferable, non-sub-licensable and revocable licence for non-commercial, personal, private access, browsing and use of the Websites.

Blade grants the User a non-exclusive and revocable right to create hyperlinks to the home page of the Websites, provided that they do not portray Blade or its Services in a misleading, derogatory or offensive way, or more generally, provided that they do not affect Blade in any way whatsoever.

The reproduction of any documents published on the Websites is only permitted for information purposes, and for personal and private use only. Any commercial use of the documents is strictly prohibited.

Intellectual Property

The Websites and the Software (jointly referred to as "the Intellectual Property Assets") constitute intellectual works protected by the provisions of French and international intellectual property law, worldwide.

The Intellectual Property Assets and all their components (such as trademarks, logos, photographs, publications, texts, documents, descriptions, slogans, domain names, patents, know-how, software, source code, applications, user interfaces, databases, drawings, designs and models, designs, works, images, graphs, illustrations, digital downloads, animated and audio sequences or otherwise, along with all the intellectual works integrated into the Intellectual Property Assets) are the exclusive property of Blade or the third parties having allowed Blade to use them. The components, together or separately, are protected by national and international property law, worldwide. The trademarks on the Intellectual Property Assets are registered trademarks.

It is stipulated that the use granted to the User under these conditions does not imply or include, expressly or implicitly, the transfer of any intellectual property rights to the components used. All the rights shall remain the exclusive property of Blade or the third party having allowed Blade to use them, unless otherwise stipulated in a special, separate, clear agreement in writing.

 

Termination

Blade reserves the right to automatically suspend the Services and without providing notice, in the event of a serious breach by the User of his or her legal obligations or these Conditions, and in particular in the event of violation of the Code of Conduct. Blade also reserves the right to suspend the Services after sending the User a payment request in the case of late payment.

Once the Service has been suspended and after formal notice has been sent to the User by e-mail and no response has been received within eight (8) days, Blade is also entitled to cancel the User's subscription by e-mail.

In the case of termination at the initiative of Blade following late payment, the User will be liable to pay Blade, on the date of cancellation, all the fees owed for the remaining period of the current Subscription Period, if applicable. This amount may be collected by Blade using the same means of payment used to pay the subscription bills, or by any other means.

The User may end his or her subscription to the Services at any time, by sending a registered letter with acknowledgement of receipt, to the address stated for this purpose in the User Area. In this case, the Service and the corresponding payments will continue until the last day of the current Subscription Period, and will stop immediately once this period has elapsed, subject to the period offered to the User to download information saved on his or her remote computer. The User notes that, once this period has elapsed, the cancellation of the Services will result in the irreversible loss of all the User's information saved on his or her remote computer, including his or her Data.

To identify and authenticate terminations received, all termination requests must state the User's name(s), surname(s) and user name.

Irrespective of the reason for cancellation of the User's subscription to the Service, it is the User's responsibility to return the Terminal, if his or her subscription includes the provision of a Terminal, in accordance with the conditions set out in the section Returning the Terminal.

Provision of Services

The Services are available in the countries mentioned on the Websites only.

The Shadow® remote computer may be accessed worldwide, provided the User has access to a Terminal or Third-Party Terminal connected to the Internet. However, the distance between the User and the Blade data centres, where the servers are located, could affect the quality of the Services, as a result of the additional time required to send the data between the User's terminals and the server.

If the User lives outside a country where Shadow® is officially sold, Blade shall not be liable for the proper functioning of Shadow®. Furthermore, Blade reserves the right to automatically suspend or cancel the User's subscription.

Liability

Blade is fully liable for the proper execution of its contractual obligations. Blade shall ensure the availability, security and integrity of the Services to the best of its ability. The User, however, acknowledges that Blade's liability in terms of availability, security and integrity of the Services is understood as a best efforts obligation.

Aside from the legal guarantees and duties arising under applicable law, from which the User benefits, the Services are provided "as are", "with all their imperfections", "as available" and with no guarantee as to their proper functioning or adequacy to the User's needs, even if the User has communicated his or her needs to Blade before accepting the Conditions.

The User acknowledges and accepts that the computer and telecommunication systems are not free from defects and that the Services may be occasionally interrupted. Blade does not guarantee that the Services will be continuous, regular, secure and free from errors.

Therefore, unless there is a statutory legal provision to the contrary, Blade shall not be held liable for (a) any indirect, special, additional or punitive damage, or (b) loss of use, loss of data, interruption of activity or loss of earnings.

Blade shall not be held liable for the failure to perform or improper performance of its obligations attributable, either to the User (as a result of use which does not comply with the instructions provided by Blade or these Conditions), or an unforeseeable and unavoidable act of a third party (including any Blade contractor), or to a case of Force Majeure.

Therefore, neither Blade nor the User shall be held liable, or deemed not to have fulfilled their obligations, if late performance or non-performance is linked to a case of Force Majeure or unforeseeable circumstances recognised by case law.

Due to the nature of the Internet, the User acknowledges and accepts that Blade shall not be held liable for any interruptions or alterations to access to the Services that may be caused by the Internet or the means of connection used by User.

In addition, if the User, in contravention of these Conditions, is not a consumer, but uses the Services for professional purposes, Blade's liability may not be more than the amount of the payments made for the last two months. In addition, Blade shall not be held liable for any damage, of any nature whatsoever, resulting from a professional activity: loss of business, loss of data, loss of earnings or any other indirect loss or which was not foreseen at the time of use of the Websites or subscription to the Services by the User.

It is recalled that the User is solely liable for any use of his or her User Account and secure access to the Websites and his or her Shadow® remote computer. The User alone is responsible for installing the Services, including the corresponding hardware. He or she is solely liable for any damage incurred by Blade or third parties as a result of his or her use of the Services. It is the User's responsibility to take the necessary measures to protect his or her data and/or software from any viruses or worms on the Internet or Internet piracy and to make regular backups.

Since Blade does not control the nature of the content or activity of the User, and in particular the legality of the content, the User is solely responsible for the use of his or her remote computer and the content and information saved on his or her Shadow® computer. Blade shall, under no circumstances, be held liable for the User's activities or content and information.

Force Majeure

Blade shall not be held liable for failure to fulfil its obligations in the event of Force Majeure, which is defined as any unforeseeable and unavoidable event that is beyond the Parties' control, in particular, wars, riots, transport and telecommunication network interruptions, social conflicts, natural disasters, laws or regulations imposing restrictions on these Conditions, malicious acts, and cases regularly cited by case law, making the normal performance of these Conditions impossible.

If, following a case of Force Majeure, Blade is required to interrupt its services, the performance of these Conditions will be suspended for the time Blade is unable to fulfil its obligations.

Amendment of the Conditions

Blade may be required to amend these Conditions. In such cases, the User will be asked to accept the amended Conditions.

If the User does not accept the amended Conditions, the Services will continue in accordance with the previous Conditions until the end of the current Subscription Period at the date the amended Conditions take effect. If the User has not agreed to the amended Conditions by the date they take effect, his or her contract will be automatically cancelled at the end of this Subscription Period.

Communication

Unless otherwise stated in these Conditions, the User is asked to contact Blade by e-mail at [email protected].

Blade may contact the User by any useful means, and for example, by e-mail or SMS sent to the contact details provided by the User in his or her User Account, by the User's Shadow® remote computer or by the Websites.

Miscellaneous

Any forbearance, facility or waiver of the terms and conditions set forth herein, regardless of the frequency and duration, shall in no way be construed as an amendment or deletion of the terms, or granting of a right, as either Party may cancel it at any time.

If one or more of the provisions of these Conditions is held as invalid or declared void in accordance with a law, regulation or following the final decision of a competent court, this shall not affect the force and scope of the other provisions.

In any case, the Parties agree to replace the term declared null and void with one that is as close as possible in content to the term initially adopted and the will of the Parties.

In the event of difference between the interpretation of one of the titles and provisions of the titles that it represents, they will be declared non-existent.

Applicable law; Disputes

These Conditions are governed by French law. The Parties shall endeavour to settle any disputes regarding the interpretation or execution of these Conditions amicably before submitting the case to the competent courts.

The Conditions have been drawn up in French. If there is a translation, the French version will be deemed valid for contractual purposes.