The Company provides professional training services for private or professional consumers, marketed through this website. The list and description of the goods and services offered by the Company can be consulted on the above-mentioned website.
These General Terms and Conditions of Sale (GTCS) are offered by NUMA SAS, a société par actions simplifiée (simplified joint stock company) with a share capital of 2,301,510.00 euros, registered in the Paris Trade and Companies Register under number 811 049 667, having its registered office at 156, rue de l'université, 75007 Paris (hereinafter referred to as the "Company").
The Company is a training organization whose services (the "Services") are marketed in person and/or via the following website
: https://numa.co/ (the "Sites").
The Services may give rise to the prior drawing up of a commercial proposal or a quotation (the "Proposal") issued by NUMA, as well as the drawing up of a contract (the "Contract").
These GTC apply to services sold directly in metropolitan France (including Corsica and DOM TOM) (hereinafter the "Territory") by the Company to all of its professional clients, excluding private consumers in the Territory (hereinafter the "Client(s)").
These GTC determine the conditions applicable to the relationship between the Company and its Clients concerning the sale of the Services, as defined below.
The GTC may be supplemented, depending on the Services, by special conditions (the "PC").
In the absence of specific provisions stipulated in writing, the fact of placing an order by signing a quotation with the Company implies
the Customer's full and entire acceptance of these GTS. The detailed technical characteristics of each Service are stipulated on the sales proposal or quotation.
The Company reserves the right to modify the GCS, subject to informing the Customer within a reasonable time, without such modifications having any effect on orders in progress.
The Customer declares that he/she is legally capable of contracting under applicable French law, or legally represents the legal entity or natural person on whose behalf he/she is contracting.
2.1 Nature of the Services
The Company assists its customers in meeting their career guidance and training needs, notably by providing the following three types of services:
- Training programs for employees of Customer companies ;
- Face-to-face and/or distance learning conferences and training sessions, training workshops, coaching sessions and other customized programs for customers;
- Consulting services for Customers (hereinafter the "Services").
2.2 Ordering the Services
For each request for Service(s), the Company sends the Client a commercial proposal and the corresponding quotation. The Services envisaged are set out clearly and in detail on the quotation.
For each training action, an agreement is drawn up in accordance with Articles L. 6353-1 and L. 6353-2 of the French Labour Code and is sent to the Customer in duplicate, one of which is returned by the Customer with the company stamp. A certificate of attendance for each party can be supplied on request.
Any additional service or any request for modification of the initial order will be the subject of an additional estimate communicated to the Client.
Unless otherwise stipulated, the Company is only bound by orders for Services placed by its Clients after receipt of the quotation dated and countersigned by the Client, and preceded by the mention "Good for agreement" by the Client, as well as by the payment, if applicable, of the deposit mentioned in the quotation.
Any quotation signed is irrevocable on the date of signature. Signature of the quotation implies knowledge and irrevocable acceptance, without reservation, of these GCS.
In the absence of receipt by the Company of the signed quotation and/or payment of the deposit, no Service will be commenced.
If a Proposal has been sent to the Customer, it is in principle attached to the Contract concluded with NUMA. In order to bind NUMA, the Proposal must be accepted by the Customer, either by signing the Contract, or, if there is no Contract, by sending an e-mail of acceptance, or by signing the Proposal.
Acceptance of the Proposal (in whatever form) must be received by NUMA no later than fifteen (15) days after NUMA's initial proposal for the Services and at least seven (7) days before the commencement of the Services. Failing this, the Proposal will lapse and the Services will not be performed.
2.3 Fees and charges
The prices indicated on the quotation are in euros and exclusive of tax on the day of the offer. They are subject to the VAT in force.
Rates do not include room hire, where applicable, or hotel and travel expenses, which will be invoiced on an actual basis according to the customer's policy.
The prices indicated on the quotation are valid for one month from the date of delivery to the Client. They are firm and definitive if the order is effective within this period.
The Services are provided at NUMA's rates in effect on the date of acceptance of the Proposal or signature of the Contract. Rates are in euros and exclusive of tax. An invoice is drawn up by NUMA and sent to the Customer after the Services have been performed.
For all Services in excess of 20,000 euros exclusive of tax, the Customer is required to pay a deposit corresponding to 50% of the total amount exclusive of tax.
Unless otherwise expressly agreed, the invoice is payable :
Any costs associated with payment shall be borne by the Customer. Any complaints do not exempt the Customer from paying each invoice on the due date.
All payments are made by bank transfer. Company details are specified on the quotation.
In the event of late payment or incident of payment of the Services, the Company reserves the right to suspend the execution of the Services or to restrict the delivery thereof.
In addition, any sum not paid on the due date will be subject to late payment penalties calculated at the legal rate applicable in accordance with article L.441-10, II of the French Commercial Code, payable by operation of law and without prior formal notice.
Failure to pay within the aforementioned period will give rise to the application of a penalty at the ECB rate plus 10 percentage points. The Customer is also liable to pay a flat-rate indemnity of forty (40) euros for collection costs in application of article L. 441-10, II of the French Commercial Code, without prejudice to any other action that the Company may be entitled to take against the Customer and at its own expense for the purpose of collecting
its invoices and any other damages that may be due.
Failure to pay all or part of the price on the due date shall result in the immediate payment of all outstanding sums, even if they are not yet due and regardless of the method of payment provided for.
In the event of a deterioration in the Customer's credit or financial situation, NUMA may request an additional security deposit, additional guarantees or cash payment. At any time, and at NUMA's request, the Customer shall provide any information concerning his/her financial situation.
In the event that the Services are paid for by the Skills Operator (hereinafter the "OPCO") on which the Client depends, it is the Client's responsibility to apply to the OPCO for funding before the start of the training course. The financing agreement must be communicated to the Company at the time of registration and on the copy of the agreement that the Client returns to the Company, completed, dated, stamped and signed and marked "Good for agreement".
In the event of partial coverage by the OPCO, the difference will be invoiced directly by the Company to the Customer. If the Company does not receive the OPCO's agreement to cover the cost of the Training no later than one working day before the training date, the Company reserves the right to invoice the Customer for the full cost of the Services.
The Services are provided in accordance with the terms and conditions set out in these GTC, supplemented, where applicable, by the Proposal and/or the Contract and by the special conditions applicable to each type of Service. The order of priority between the different contractual documents is as follows: the Contract, the Proposal, the GTC, the PC.
NUMA's liability may only be incurred in the event of proven fault or negligence and is limited to direct loss to the exclusion of any indirect loss of any nature whatsoever.
In any event, should NUMA's liability be accepted, NUMA's compensation will be limited to the amount (excluding VAT) paid by the Customer for the provision of the Services.
6.1 Cancellation and/or modification of the Services by the Customer
The dates of conferences and/or face-to-face/remote training sessions are fixed by mutual agreement between the Company and the Customer and are firmly blocked.
In the event of late cancellation by the Client of a jointly planned training session or cancellation of an employee's participation in a training action, compensation shall be payable by the Client, in addition to the price of the Services, under the following conditions
In the event of cancellation of all or part of the order before the training sessions have been scheduled, the Customer will be billed a penalty of 15% of the price of the cancelled Service. The training project must be deployed within 18 months of signing the Purchase Order.
Without prejudice to the foregoing, in the event that a deposit has been paid by the Customer at the time of ordering in accordance with article 3.2 of the GCS, the said deposit will be automatically acquired by NUMA and may not give rise to any reimbursement to the Customer.
The Company may authorise the modification of the date of a training course (in the case of in-company training only), provided that this request is made by the Client by registered letter with acknowledgement of receipt at least 30 working days before the initial date of the training.
After this period, the date of the course cannot be changed.
In the specific case of coaching services, a session can only be cancelled or modified in the event of the coached employee's justified absence. Coaching sessions must be completed within 10 months of signing the Purchase Order. The time between each coaching session may not exceed 1 calendar month (excluding July and August).
6.2 Cancellation and/or modification of Services by the Company
In the event that the number of participants in the Services is less than 50% of the number of participants initially planned to ensure the smooth running of the training session, the Company reserves the right to postpone the date of the Service at the latest one week before the planned date, without compensation.
In addition, the Company reserves the right to cancel the Services in cases of force majeure, as defined in Article 8 below.
7.1 Commitments of the Company
As part of its general obligation of means, the Company undertakes to provide all the information and documents necessary for the preparation and execution of all the Services, and to execute the Services in accordance with the rules of the profession and the estimate agreed with the Client.
With regard to coaching sessions, NUMA will make every effort to ensure that they are planned and carried out by means of communication at the start of the sessions and during the course of the sessions to remind and follow-up with the employees concerned.
7.2 Customer's commitments
The Customer undertakes:
● To cooperate actively with the Company in the success and execution of the Services;
● To provide the Company with all the information required for the proper performance of the Services;
● To pay the Company the deposits and invoices within the deadlines agreed at
these GTS;
● To comply with the specific obligations in the event of face-to-face Services in accordance with the Guide communicated by the Company.
Force majeure is defined as any external, unforeseeable and irresistible event within the meaning of article 1218 of the French Civil Code, including but not limited to fire, interruption or stoppage of telecommunications networks, or blockage of means of transport or supply. In the event of force majeure or a legitimate reason beyond the control of Numa or the Customer (safety of persons and/or property, administrative or judicial injunctions, etc.), the more diligent party may notify the other party, by any means, of the suspension of the relationship without delay and without compensation for either party, regardless of the date of occurrence of the force majeure or legitimate reason.
NUMA may offer the Customer an equivalent alternative solution, particularly in terms of quality, level of Services, deadlines and price. In the event of disagreement over the alternative solution, the relationship between the parties will cease ipso jure, without compensation on either side.
NUMA may subcontract all or part of the Services to companies that present the guarantees of seriousness and professionalism necessary for the proper execution of the Services.
The Company is the sole owner of the intellectual property rights of all the training courses it offers to its Clients. To this end, all content and teaching aids, whatever their form (paper, electronic, digital, oral, etc.) used by the Company to provide training courses, remain the exclusive property of the Company.
As such, they may not be used, transformed, reproduced or exploited in any way not expressly authorised by the Client without the Company's express agreement. In particular, the Client shall refrain from using the content of the training courses to train people other than its own staff and shall be liable under Articles L. 122-4 and L. 335-2 et seq. of the Intellectual Property Code in the event of unauthorised transfer, adaptation or communication of the content.
Any reproduction, representation, modification, publication, transmission, denaturation, total or partial of the contents of training courses are strictly prohibited, and this whatever the process and the support used.
In return for payment of the price of the corresponding Services, the training materials are subject to a right of use for non-commercial purposes, solely personal, i.e. by the beneficiary of the training only, non-transferable and non-exclusive for a period limited to one year from the date of the training.
In any event, the Company remains the owner of its trademarks, tools, methods and know-how developed prior to or during the performance of the Services.
Each of the parties shall refrain from disclosing to third parties any information obtained in the course of the Services which is confidential, without the prior consent of the other party.
Information shall not be considered confidential if (i) it has entered the public domain prior to the date of disclosure or communication; (ii) it falls into the public domain after its communication and/or disclosure without the cause being attributable to one of the parties; (iii) it has been legitimately obtained from a third party to the contract between NUMA and the Customer without breach of an obligation of confidentiality; (iv) which is developed independently of the relationship between NUMA and the Customer; (v) which has been the subject of a disclosure required by an administrative authority or by virtue of a law, decree, regulation or court order; but only in respect of that part of the confidential information which is the subject of such obligation; in this case, each party undertakes to use its best efforts to inform the other party prior to any disclosure.
The receiving party shall respect the confidentiality of such information and use it only for the purpose of performing the Services.
The parties undertake to keep confidential all information and documents concerning the other party, of any nature whatsoever, and in particular economic, technical or commercial, to which they may have access during the performance of the contract, in particular all information contained in the commercial and financial proposal sent by the Company to the Client.
The Company undertakes not to communicate to third parties other than its affiliates, partners or suppliers, the information transmitted by the Client.
The obligation of confidentiality is agreed for the duration of the performance of the Services and for three (3) years thereafter.
The Client agrees to be cited and referenced by the Company as a client of its Services. The Client hereby authorises the Company to mention the Client's company name, its logo and an objective description of the nature of the Services in its reference lists and proposals to prospective clients and customers, in particular on the Websites, during interviews with third parties or in communications to its staff.
In the event of a serious breach by either party of the obligations set out in these GTC and after formal notice by registered letter with acknowledgement of receipt which has remained unsuccessful after a period of thirty days from the date of receipt, the other party shall have the right to terminate the contract by registered letter with acknowledgement of receipt, without prejudice to any other right it may have.
The fact that one of the parties does not take advantage of a breach by the other party of any of the obligations of the GTC shall not be interpreted as a waiver of the obligation in question.
In the event of termination by the Customer, the sums paid for the Services ordered shall not be refunded and the Customer shall pay the sums corresponding to the Services performed up to the date of the termination and not yet paid.
The Company attaches great importance to the respect of privacy and takes all necessary measures to ensure the confidentiality and security of Clients' personal data. It guarantees to comply with the provisions of Regulation (EU) No. 2016/679 on the protection of individuals with regard to the processing of personal data and on the free movement of such data.
In the context of its relationship with the Client and the performance of the Service(s), the Company is likely to collect personal data from the Client and its employees, and in particular the following data
The Company collects and processes the personal data of Clients for the following purposes:
Personal data will only be kept for the duration of the commercial relationship with the Customer, and for a maximum of three (3) years.
The Client's personal data is processed by the Company's sales department and by any of the Company's subcontractors.
The Company ensures that the Client's personal data is adequately and appropriately secured and has taken the necessary precautions to preserve the security and confidentiality of such data and in particular to prevent it from being distorted, damaged or communicated to unauthorised persons.
The Client acknowledges that the personal data provided by him/her to the Company is valid, complete and up-to-date. The Client undertakes not to violate the privacy, image and personal data protection of any third party and therefore not to communicate to the Company the data of third parties without their consent.
The Customer has the right to access, rectify, limit, delete and, where applicable, port data concerning him/her, as well as the right to object, subject to legitimate and compelling reasons, to the processing of information and personal data concerning him/her, by contacting the Company directly at the following e-mail address: admin@numa.co.
The failure of either party to rely at any time on any provision of the GTC, the Proposal or the PC or the breach thereof shall not be deemed to be a waiver of the right to rely thereafter on such provision or breach.
The invalidity or inapplicability of any of the clauses of the GTCS with regard to a rule of law or a law in force does not affect the validity or applicability of the other contractual provisions agreed between the parties, which remain in force.
The invalid clause is deemed unwritten and is replaced by a clause intended to have an economic and legal effect equivalent to the original clause.
These GTC are governed by French law.
In the event of a dispute between the Client and the Company arising from the performance of the Services, and relating to the validity, interpretation or performance of these GTC, an amicable solution will be sought and, failing this, the dispute will fall within the jurisdiction of the Commercial Court of Paris, even in the event of an appeal under guarantee or multiple defendants.
Quality certification has been awarded for the following category of actions: TRAINING INITIATIVES
Training organisation registered under the number 11755339875. This registration does not imply state approval.
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