Terms of Sale

These Terms of Sale (Conditions Générales de Vente, “CGV”) govern subscriptions to the Corely SaaS platform (the “Service”), marketed by Corely.me (“Corely”, SIREN 894 108 059). They apply to any business customer (“Customer”) taking out a Subscription.

The Service is intended exclusively for professional use. These CGV do not apply to consumers within the meaning of the preliminary article of the French Consumer Code (article liminaire du Code de la consommation).

1. Subscription plans

Corely offers several plans:

An On-Premise option is available on quotation. Detailed plan features are available on the Pricing page.

2. Subscription process

Subscriptions are taken out online from the platform. The Customer warrants that it has the legal capacity to enter into a contract on behalf of its organisation.

The Subscription is concluded upon validation of payment (or, for the Free plan, upon creation of the Account).

3. Free trial period

The Starter, Business and Enterprise plans include a 30-day trial period with no commitment. No invoice is issued during this period. At the end of the trial, the Subscription automatically switches to the paid version, unless cancelled beforehand by the Customer.

4. Prices

Prices are stated in euros, excluding taxes. The applicable VAT rate is 20% for Customers established in France. For Customers established in another Member State of the European Union, the reverse-charge mechanism applies, provided that a valid EU VAT number is supplied.

Corely reserves the right to change its prices with 60 days' notice. The new prices will apply from the next Subscription renewal date.

5. Invoicing and payment

• Frequency: monthly or annual invoicing, at the Customer's choice.
• Annual: 2 months free (equivalent to 10 months invoiced)
• Payment methods: bank card, SEPA transfer. Automatic direct debit.
• Issuance: electronic invoice (Factur-X EN16931) sent by email on each due date.
• Payment term: payment upon receipt for online payments; 30 days end of month for bank transfers.

In the event of late payment, late-payment penalties equal to three times the French statutory interest rate (taux d'intérêt légal) shall apply automatically, together with a fixed recovery indemnity of €40, in accordance with Articles L441-10 and D441-5 of the French Commercial Code (Code de commerce).

If payment is not made within 15 days of a formal notice (mise en demeure), Corely reserves the right to suspend access to the Service.

6. Term and renewal

The Subscription is entered into for a term of one month (monthly commitment) or one year (annual commitment), tacitly renewable for successive periods of the same duration, unless terminated by either party under the conditions set out below.

7. Plan changes

The Customer may switch to a higher or lower plan at any time from its settings:

• Upgrade: immediate effect; pro rata amount invoiced for the remaining period.
• Downgrade: effective from the next renewal date. No refund.

8. Termination

8.1 Termination by the Customer

The Customer may terminate its Subscription at any time from its settings or by email to contact@corely.me. Termination takes effect at the end of the current period already invoiced. No refund is made for the period already begun, except in specific cases provided for by law.

8.2 Termination by Corely

Corely may terminate the Subscription automatically (de plein droit), without notice, in the event of:

• Persistent non-payment.
• Serious breach of the CGU or CGV.
• Fraudulent or unlawful use of the Service.

9. Return of data

At the end of the contract, the Customer has 30 days to export its data using the built-in export features (CSV, JSON, FEC, Factur-X). After that period, the data is permanently deleted from the production servers, subject to statutory retention obligations (10 years for accounting records).

10. Service level (SLA)

In the event of failure to meet the Enterprise SLA, the Customer may claim a credit note calculated in proportion to the duration of unavailability, capped at 50% of the relevant monthly fee. This credit note constitutes the Customer's sole remedy in this respect.

The following are excluded from the availability calculation: scheduled maintenance (announced at least 72 hours in advance), unavailability caused by third-party services, and cases of force majeure.

11. Warranties and liability

Corely undertakes to provide the Service with diligence and in accordance with industry best practice (règles de l'art). Corely's liability is strictly limited to compensation for direct damage.

In any event, Corely's total liability towards a Customer, for all causes combined, shall not exceed the total amount, excluding VAT, of the sums paid by that Customer during the 12 months preceding the event giving rise to liability.

12. Intellectual property

No intellectual property rights are transferred to the Customer. The Customer is granted a non-exclusive, non-transferable licence of use, limited to the term of the Subscription.

13. Confidentiality

Each party undertakes to keep confidential all information exchanged in connection with the performance of the contract, for the entire term of the contract and for 3 years after its expiry.

14. Force majeure

Neither party shall be held liable for any failure resulting from a case of force majeure within the meaning of Article 1218 of the French Civil Code (Code civil).

15. Assignment

Corely may assign the contract to any company within the same group or to an acquirer, provided that it informs the Customer. The Customer may assign the contract only with Corely's prior written consent.

16. Mediation and competent jurisdiction

In the event of a dispute, the parties undertake to seek an amicable solution before taking any legal action. Failing agreement within 30 days, the dispute shall be submitted to the courts within the jurisdiction of the Court of Appeal of Lille (cour d'appel de Lille), including in the event of multiple defendants or third-party claims (appel en garantie).

17. Personal data

The processing of personal data in connection with the performance of the contract is governed by our Data Processing Agreement (DPA), which forms a contractual annex to these CGV.