TERMS OF USE

Last updated on February 20th, 2018

1. DEFINITIONS

“Mobile Application” refers to the mobile application(s) available for iOS, Android and/or any other operating system, and downloadable to compatible mobile devices (smartphones or tablets) via the marketplace or appropriate store, and by which means the Service is made available to the User within the framework of these Terms and Conditions of Use. The Mobile Application includes the Software downloaded by the User when downloading the Mobile Application. The Mobile Application is owned by TRIGONE TECH.

“Terms and Conditions of Use” refer to these general terms and conditions of use applicable to the Service, including their subsequent changes and updates. The term “Terms and Conditions of Use” includes, as the case may be, the Terms and Conditions of Service.

“Terms and Conditions of Service” refer to the specific terms and conditions applicable to the Paid Service or to the Professional Service, including their subsequent changes and updates, which notably describe the additional features of the Service made available. The Terms and Conditions of Service form an integral part of the Terms and Conditions of Use and are incorporated therein by reference.

“Element(s)” refers to the content and other elements accessible and/or available through the Service and made available to the User by TRIGONE TECH. The term “Element(s)” includes, without limitation, User profiles, airport maps, aircraft layouts, data, information, texts, files, designs (2D or 3D), animated or non-animated images, photographs, videos, sounds, logos, drawings, trademarks and/or software accessible and/or available through the Service, which are the exclusive property of TRIGONE TECH. The User will have access to the Elements only on a connected mode, by logging through the Mobile Application. The term “Element(s)” excludes any content created, edited, uploaded and/or published by the User on his/her own initiative, which remains in the User’s ownership.

“Software” refers to a set of programs for a given application, within the meaning of Article L. 112-2-13° of the French Intellectual Property Code, and which enables the Service to operate. The Software is owned by TRIGONE TECH.

“Service” refers to the “AYRUU” online service, owned by TRIGONE TECH, which is made available to the User by TRIGONE TECH through the Mobile Application, and includes the Free Service, Paid Service and Professional Service, as further described in Article 5 of the Terms and Conditions of Use. The term “Service” designates irrespectively the Free Service, Paid Service and/or Professional Service.

“TRIGONE TECH” refers to the company TRIGONE TECH SAS, a simplified joint stock company with a share capital of € 30,000, registered with the Paris Trade and Companies Registry under number 812 944 387, whose registered office is at 38 rue de Berri, 75008 Paris, France.

“User” refers to the individual who registers to benefit from the Service (either for personal use or for professional use in his/her capacity as employee of a company or organization), accepts these Terms and Conditions of Use and is thus authorized by TRIGONE TECH to access the Service in accordance with its terms.

“Website” refers to the website located at https://web.ayruu.com/ (or any other URL that may be substituted thereto) owned by TRIGONE TECH.

2. PURPOSE OF THE TERMS AND CONDITIONS OF USE

The purpose of these Terms and Conditions of Use is to define the terms and conditions under which (i) TRIGONE TECH agrees to grant the User a right of access and use of the Service and to provide the Service to the User, in accordance with its terms and (ii) the User acting in his/her personal capacity is authorized to use the Free Service (and, as the case may be, the Paid Service) limited to a personal and non-commercial use, and (iii) the User acting in his/her professional capacity as employee of a company or organization is authorized to use the Free Service and the Professional Service, limited to a non-commercial use.

TRIGONE TECH makes available to the User, through the Website, all relevant information regarding the Service.

The Service is accessible through the Mobile Application. Access to the Service through the Mobile Application requires prior download of the Mobile Application by the User on a compatible terminal equipment, which implies the downloading of the Software, and the granting by TRIGONE TECH of a license to use the Software in accordance with these Terms and Conditions of Use, in addition to the right to use the Service.

These Terms and Conditions of Use govern the relationship between TRIGONE TECH and the User and prevail over any other document.

3. ACCESS TO THE SERVICE AND ACCEPTANCE OF THE TERMS AND CONDITIONS OF USE

Access to the Service and use of all its features and functionalities require the prior registration of the User.

However, prior to registration, the User may, on the Website home page:

– check the frequently asked questions (“FAQ”) and if necessary contact TRIGONE TECH via the page provided for this purpose;
– subscribe to the newsletter distributed by TRIGONE TECH by communicating his or her email address via the homepage.

By creating an account to access the Service, the User is deemed to have accepted these Terms and Conditions of Use. Consequently, the User expressly and unreservedly consents to be legally bound by all the provisions of the Terms and Conditions of Use, including the TRIGONE TECH privacy policy available on the Website or the Mobile application.

If the User does not accept these Terms and Conditions of Use, he/she undertakes not to continue with the registration process for the Service through the Mobile Application and to immediately cease all access and use of the Service.

Access and use of the Service is free of charge, unless the User chooses to subscribe to the Paid Service or if the User accesses the Professional Service as employee of a company or organization which itself has subscribed to the Professional Service for the User.

Access to and use of the Website, the Mobile Application and the Service require an Internet access. The configuration necessary for access to the Website, the Mobile Application and the Service, and such access, are the exclusive technical and financial responsibility of the User. Such configuration and access may involve the payment of fees and subscriptions, for example for connection to the Internet, mobile networks (3G, 4G, etc.) and such services as provided by Internet service providers and electronic communications operators. The User must also provide, and is responsible for, the equipment necessary for access to the Website, the Mobile Application and the Service.

4. REGISTERING TO THE SERVICE

Registration to the Service is restricted to individuals who have the capacity to perform legal acts in accordance with the law in force in their country of residence, subject for minors to the prior consent of their legal guardian. A User who registers is deemed to have expressly declared that he/she has the legal capacity to be legally bound by the General Terms and Conditions of Use or that he/she has obtained the authorization of his/her legal guardian, as the case may be.

In order to subscribe to the Service, the User must communicate an email address, a pseudonym and a password to be confirmed.

Once he/she has subscribed to the Service, and for any subsequent connection, the User may access his/her account by entering his/her email address and password.

In connection with the use of the Service, the User will be invited to communicate certain information, including personal data. TRIGONE TECH’s privacy policy, which governs the collection and processing by TRIGONE TECH of the User’s personal data, is an integral part of these Terms and Conditions of Use.

In order to use the Service, the User will be prompted to fill in his/her profile data as described on the Mobile Application (name, surname, industry sector, country of residence, etc.).

By subscribing to the Paid Service, the User acting in his/her personal capacity expressly accepts that other Users of the Paid Service will have access to his/her profile data.

The User undertakes, at registration, to communicate accurate, true, complete and up-to-date information and to correct it at a later date if it becomes obsolete or out of date. In the event of failure by the User to comply with this obligation, TRIGONE TECH reserves the right to suspend and/or close the User’s account and to block any access to the Service by the User.

The User agrees to choose an available pseudonym, which will allow him or her to be identified by the other Users. The User agrees not to register a pseudonym that infringes the rights of any third party. In particular, the User undertakes not to use data that infringes the copyright, trademarks, service marks, corporate names and/or brands of a third party.

The User’s password is strictly personal and the User undertakes to maintain its confidentiality. Only the User is authorized to access the Service using his/her email associated with his/her password, and undertakes not to allow any other person to access the Service through his/her identity or pseudonym.

The use of the User’s email address associated with his/her password and pseudonym indisputably implies that access and use of the Service is made by this User. In the event that he/she becomes aware of access to his/her User account by a third party, the User undertakes to immediately change his/her password and to inform TRIGONE TECH thereof without delay by sending an email at contact@ayruu.com.

5. SERVICE DESCRIPTION

The Service enables the User to take on board a traveller assistant on his/her personal and business air travel trips. The Service allows the User to organize the different stages of his/her airplane journey (before, during and after the travelling) in order to make it as easy and pleasant as possible and to save time, and to benefit in this respect of any feature made available by TRIGONE TECH through the Mobile Application.

The Service includes free features, which are accessible to all Users (the “Free Service”), paid-for features which are accessible to all Users acting in their personal capacity (the “Paid Service”) and paid-for features which are accessible to any User acting in their professional capacity as employee of a company or organization (the “Professional Service”).

The features and functionalities of the Service are described on the Website.

The Service is free unless the User wishes to access paid-for features and functionalities, in which case the User must subscribe to the Paid Service and accept the applicable Terms and Conditions of Service or be authorized access by the company or organization which has subscribed to the Professional Service. Access to the Paid Service and the Professional Service implies access to the Free Service.

As soon as the User accesses the Service, he or she agrees that his or her position will be geolocated during his or her journey. The User is expressly informed that he/she will not be able to use the Service if he/she refuses to allow TRIGONE TECH to access his/her location data.

At the end of his/her journey, the User will be invited to evaluate the airline company and the AYRUU features. Use of the Service requires prior access to the Mobile Application and a connection to mobile networks.

6. PROHIBITED USES OF THE SERVICE

The User undertakes not to use the Service in order to:

(a) publish or distribute through the Service any shocking, inappropriate, obscene, threatening, abusive, violent, coarse, racist, offensive, defamatory, misleading, pornographic or child pornographic content, content intended to harass, threaten or discredit a third party, content that constitutes an apology for crimes against humanity, or which may incite racial hatred, violence or terrorism, or content that violates human dignity or the privacy of others, illegal or contrary to applicable laws;

(b) disseminate content in violation of the intellectual property rights of any third party;

(c) transmit a computer virus, worm, Trojan horse, logic bomb or any other mischievous or malicious file, program or form of code intended to damage, interrupt, suspend, destroy and/or limit the functionalities of any computer or telecommunications equipment;

(d) engage in commercial or advertising activities of any kind (including sending unsolicited promotional messages, contests, lotteries, exchanges), or solicit payments or donations online through the Service;

(e) reference or give access to websites or applications that do not respect the Terms and Conditions of Use;

(f) access, use or attempt to use another User’s account, pseudonym and/or password or otherwise pretend in any manner to be another User;

(g) impersonate any other person, User or employee or representative of TRIGONE TECH, imply that his/her statements and comments are endorsed or approved by TRIGONE TECH and/or use the Service to send or transmit any content that may be prejudicial to, damage the reputation of or disparage TRIGONE TECH in any manner whatsoever;

(h) when accessing and using the Service, perform either of the following acts: request or in any event attempt to collect, obtain or store personal information, passwords or account information or any other type of information about other Users;

(i) conceal the origin of communications;

(j) use in-depth data mining tools, robots or similar tools for collecting and retrieving data relating to the Website, the Mobile Application and/or the Service;

(k) restrict, suspend or prevent any person from using or accessing the Website, the Mobile Application and/or the Service or disrupt access to the Website, the Mobile Application and/or the Service, including but not limited to, acting in any manner whatsoever to interrupt the Users’ exchanges in real-time;

(l) hinder the operation of the Website, the Mobile Application and/or the Service, servers or network connections to the Website and/or the Service;

(m) violate any requirements, procedures, policies or regulations relating to the networks connected to the Website, the Mobile Application and/or the Service;

(n) modify, adapt, sublicense, translate, sell, reverse engineer, decompile or disassemble all or part of the Website, the Mobile Application and/or the Service;

(o) attempt to access the Website, the Mobile Application and/or the Service (or any part thereof) without authorization;

(p) otherwise violate the rights of third parties or applicable laws and regulations in any other manner.

7. INTELLECTUAL PROPERTY RIGHTS

The Service, the Website and the Mobile Application, together with the Software, are the exclusive property of TRIGONE TECH or its licensors, and contain trade secrets and confidential information. The Service, the Website and the Mobile Application, together with the Software, are protected by French and international laws relating to intellectual property rights (notably copyright, patent and trademark).

The User hereby agrees not to remove and/or delete the copyright, trademark and other proprietary notices contained in the Service, the Software, the Website and/or the Mobile Application.

Besides, the trademarks registered by TRIGONE TECH and its partners, together with the logos displayed on the Service, the Website and/or the Mobile Application, are registered trademarks. These Terms and Conditions of Use do not grant any right to the User in the trademarks owned by TRIGONE TECH, its licensors and partners.

Any rights not expressly granted herein are expressly reserved by TRIGONE TECH or its licensors and partners.

Subject to compliance with the provisions of these Terms and Conditions of Use, in particular the limitations included in this Article 7, the User is authorized solely to access and use the Service for his or her personal and/or professional (depending on his profile), non-commercial, use, and for his/her own internal purposes (unless otherwise specified in the Terms and Conditions of Service). The right thus granted to access and use is limited, non-exclusive, non-transferable and non-sublicensable, and allows the User to display all or part of the Service in connection with such access and use, for the duration of use of or subscription to the Service, and in the territory in which the User is located.

The User is authorized to download the Software as part of the download of the Mobile Application and to run the Software as part of the access and use of the Service through the Mobile Application (without the right to make a copy, except a backup copy if technically feasible). Consequently, TRIGONE TECH grants the User a gratuitous, non-exclusive, non-assignable, non-transferable, non-sublicensable, worldwide license to reproduce and execute the Software as part of the Service on the Mobile Application, for personal and/or professional and non-commercial purposes.

Any other use is expressly reserved. In particular, the User shall not, except as strictly permitted under applicable laws:

(a) access and/or reproduce and/or execute and/or use and/or display all or part of the Service and/or the Website and/or the Mobile Application and/or the Software in any other manner and/or for any other purpose than those expressly provided for in these Terms and Conditions of Use;

(b) disassemble, decompile, reverse engineer all or part of the Service and/or Website and/or Mobile Application and/or Software that constitutes software, or attempt to uncover the source code, in any manner. The Service may not be used in conjunction with any other software or application and TRIGONE TECH will not provide the User with the information necessary for the interoperability of the software application accessible via the Service with other independently created software;

(c) adapt, translate, modify, or create products or works derived from all or part of the Service and/or Website and/or Mobile Application and/or Software;

(d) disseminate and/or distribute and/or represent and/or publish all or part of the Service and/or Website and/or Mobile Application and/or Software;

(e) more generally, carry out any act or activity not expressly authorized under these Terms and Conditions of Use, or that is likely to infringe the intellectual property rights of TRIGONE TECH.

The User retains all ownership rights to the content that may be published through the Service in the profile fields filled in free text (sharing proposals, expectations and purposes of travel, common characteristics). The publication of content through the Service does not imply any transfer of intellectual property rights to TRIGONE TECH or any third party, unless otherwise provided in these Terms and Conditions of Use.

By posting content through the Service or authorizing the publication of such content by TRIGONE TECH through the Service, the User grants to:

(i) TRIGONE TECH, a free, non-exclusive, assignable, transferable, sub-licensable and worldwide license, for the entire duration of intellectual property rights protection, to use, modify, adapt, publish, distribute, reproduce, represent and display the content published through the Service, on any media and/or through any networks, by any means known and/or unknown to date, in any format, for advertising purposes, for purposes of promoting the Website and/or Mobile Application and/or Service, for marketing and/or public relations purposes. The tangible media include notably without limitation the Website, Mobile Application and any other website or mobile application through any type of equipment (tablet, smartphone, computer, PC, television, etc.), and any paper, photographic, slide, microfilm, film, mechanical, magnetic, cinematographic, optic or digital media, disk, DVD, CD, CD-Rom, WORM disk, or any other media notably, digital, electronic, network (Internet, intranet and extranet);

(ii) all Users and visitors to the Website and/or downloading the Mobile Application and/or accessing the Service, a free, personal and non-exclusive, non-transferable and non-sublicensable, worldwide license, for the duration of intellectual property rights protection, to use, reproduce, represent and display content on the Mobile Application, on any other media and through any networks, by any means known and unknown to date, in all formats, in the context of a strictly personal and non-commercial usage.

The User warrants to be the exclusive owner, for the duration of the rights granted to TRIGONE TECH and to the Users, and for the entire world, of all the rights necessary to exploit his or her contents as provided herein, or to hold the rights necessary to grant the license described herein.

In this respect, the User shall on first demand indemnify and hold TRIGONE TECH harmless against any recourse or action that may be initiated by any third party in any capacity whatsoever, in connection with the exercise of the rights granted to TRIGONE TECH and/or the Users hereunder, claiming any rights on all or part of the contents published by the User and/or on their use by TRIGONE TECH and/or the other Users.

Accordingly, the User is and remains solely liable for the content that he/she publishes or displays through the Service, and for its compliance with applicable laws and regulations. TRIGONE TECH shall not be liable for such content. In this respect, the User is informed that his/her contents are not verified or controlled prior to their publication by TRIGONE TECH, whose involvement is limited to hosting such content through the Service.

8. WARRANTY DISCLAIMER

Unless otherwise provided in the Terms and Conditions of Service, the Service is provided “as is” and “as available”.

TRIGONE TECH, its licensors and suppliers do not warrant and cannot warrant that the Service will operate in an uninterrupted, reliable, exhaustive manner or that it will be error free. In particular, access to the Service is subject to the User having access to electronic communications networks (notably mobile networks). TRIGONE TECH cannot warrant access to the Service if the User does not have such access, particularly during his/her transport by air.

TRIGONE TECH reserves the right at any time to suspend or interrupt the Service for any legitimate reasons (for commercial, testing, auditing, security, maintenance, server upgrade or downtime reasons, or for outage or threat of outage), to make any modifications that it deems necessary to the Website and/or the Mobile Application and/or the Service, to remove or add certain functionalities to the Service, without being held to any warranty obligation, or liable for any indemnity or damages of any kind towards the User (subject to the provisions of the Terms and Conditions of Service where applicable).

Subject to the warranties that cannot be excluded or limited by applicable law, TRIGONE TECH, its licensors and suppliers provide no warranty of any kind.

TRIGONE TECH does not warrant in any manner the content or reliability, accuracy or up-to-date nature of the information contained on the third party websites or applications accessible via hypertext links or other links available on the Website or Mobile Application. The information contained on the Website or the Mobile Application can at no time have a contractual and/or official value. Accordingly, the User agrees to use the information at his/her own risk.

TRIGONE TECH excludes in particular all warranties as regards the information provided by third parties and made available to the User through the Service. Specifically, TRIGONE TECH excludes all warranties regarding information provided to TRIGONE TECH by airline companies (delays, flight cancellations, etc.), which are redirected as is and as available to the User through the Service.

By accessing the Service, the User may view and easily access the services offered by TRIGONE TECH or its partners on departure, in transit, or on arrival (taxis, hotels, shops, etc.). When these services are provided by a third party partner of TRIGONE TECH, the User will be redirected to the website or mobile application of such partner. The User is expressly informed that he/she will not be able to complete the transaction with TRIGONE TECH’s partner directly though the Mobile Application.

TRIGONE TECH cannot warrant the quality of the products and/or services offered by third parties to whom the User connects through the Service and/or when using the Service.

9. LIABILITY DISCLAIMER

Given that the Service is free, unless otherwise provided in the Terms and Conditions of Service and subject to mandatory applicable law, TRIGONE TECH, its suppliers and licensors will under no circumstances be liable for any direct or indirect damages that the User may suffer as a result of the use or lack of use of the Service.

TRIGONE TECH will not be liable where the non-fulfilment of its obligations is attributable to a fortuitous event or to force majeure as defined by the Civil Code and specified by case law.

Similarly, the User declares that he/she is familiar with the Internet and mobile networks and that he/she accepts their characteristics and limitations, in particular their technical performances and response times to consult, query, transfer or download information, and acknowledges that it is incumbent on him/her to take all appropriate measures to protect his/her data and/or software from contamination by potential viruses passing through the exchanged data.

Consequently, TRIGONE TECH cannot be held liable for any inconvenience, obstacles or damages inherent in the use of the Internet or the mobile network, in particular for any breach of service, external intrusion or presence of computer viruses, these situations being regarded as force majeure events.

TRIGONE TECH declines any liability for promotional messages, offers and services offered by third parties independently of the Service, even if the User has made contact with these third parties through the Service and/or when using the Service.

TRIGONE TECH cannot be held liable for the content published and disseminated by the User through the Service (subject to legal provisions directly applicable to TRIGONE TECH in its capacity as content hosting provider) or directly on the AYRUU pages of social networks which are hosted by third parties.

TRIGONE TECH reserves the right to take down any content published or disseminated by the User through the Service, on request or order from the administrative and/or judicial authorities, or in the context of its legal obligations, without notice. TRIGONE TECH also reserves the right to procure that any obviously illicit content published or disseminated by the User on the AYRUU pages of the social networks be taken down by the third parties hosting such social networks, without notice.

10. DURATION, TERMINATION AND CLOSURE OF SERVICE

These Terms and Conditions of Use are entered into for an unlimited period of time, subject to any specific provisions of the Terms and Conditions of Service.

The User may at any time terminate these Terms and Conditions of Use without notice, by visiting his User profile, through the Service, and closing his/her account.

If the User closes his/her account, he/she will be able to re-subscribe to the Service, and re-use the Service, but the User will not be able to recover any data previously loaded to the Service (profile data, other Users’ profile data, data on services offered by third party providers or by TRIGONE TECH, etc.).

In the event of a breach by the User of any of his/her obligations under these Terms and Conditions of Use, TRIGONE TECH will notify the User by email, giving notice to the User to remedy the breach. Where the breach remains uncured for a period of eight (8) calendar days or if the User commits a new breach within this period, TRIGONE TECH reserves the right to suspend access to the Service or to terminate the Terms and Conditions of Use immediately, as of right and without judicial formalities, by notifying the User thereof by email, without prejudice to any other rights and remedies.

In the event of termination by the User or TRIGONE TECH, in accordance with this Article 10, the User will no longer be able to access the Service and his/her account will be closed.

All warranty and liability limitations set forth in these Terms and Conditions of Use will remain in effect following termination of these Terms and Conditions of Use.

The provisions of this Article 10 are stated subject to any contrary provision in the Terms and Conditions of Service.

In case of expiry of termination of the Professional Service, the User acting in his or her capacity as employee of a company or organization will no longer be able to access the functionalities of the Professional Service. As User, he/she may nevertheless continue to benefit from the Service in his/her personal capacity pursuant to these Terms and Conditions of Use.

11. MODIFICATION OF THE TERMS AND CONDITIONS OF USE

TRIGONE TECH reserves the right to modify these Terms and Conditions of Use at any time.

Any such modifications will be notified to the Users by TRIGONE TECH, by email.

If the User does not accept the modifications made to the Terms and Conditions of Use, he/she may terminate these Terms and Conditions of Use and close his/her account under the conditions set forth in Article 10 hereunder.

12. ENTIRE AGREEMENT AND ASSIGNMENT OF THE TERMS AND CONDITIONS OF USE

If any of the provisions of these Terms and Conditions of Use is held or declared to be invalid or unenforceable by law, regulation or as a result of a final decision of a court of competent jurisdiction, the other provisions will retain their full force and effect.

Neither party may assign, transfer or otherwise surrender all or any of its rights or obligations or these Terms and Conditions of Use, either for a consideration or free of charge, without the prior written consent of the other party. As an exception to the aforementioned, TRIGONE TECH may freely assign, transfer or otherwise surrender in any other manner, all or part of its rights or obligations or these Terms and Conditions of Use, as part of a restructuring (including any merger, take-over, transfer or partial or total contribution of assets, or direct or indirect change of control).

13. APPLICABLE LAW AND JURISDICTION

These Terms and Conditions of Use are governed by French law.

Any dispute between TRIGONE TECH and the User arising out of the existence, validity, interpretation, performance and/or termination of these Terms and Conditions of Use shall be brought before the courts having jurisdiction in accordance with applicable law.