General terms and conditions of sale (CGV)

These General Terms and Conditions of Sale apply to the paid or free use of the Qlower software either via a subscription formula or via a fee-for-service formula in accordance with the principles of the Commercial Code. The Qlower software is available at https://secure.qlower.com and and the mobile applications accessible from the AppStore and PlayStore Stores (the “Site”), is published by:

ComptAppart SAS, a company with a capital of €14,386.40, registered with the Paris Trade and Companies Register under number 883 386 757, whose head office is located at 158B Avenue de Suffren, 75015 Paris, France.

The Customer may contact the ComptAppart SAS Operator and its subsidiaries:

• at the following number 01 88 40 41 99 on the following day and business hours [09:00 — 18:00] from Monday to Friday.
• by email by contacting [support@qlower.com] indicating his name, telephone number, the subject of his request and the number of the order concerned.

In the event of a dispute, the user may first contact the company's customer service department at the following coordinates: Qlower Customer Service — 158B avenue de Suffren, 75015 Paris, France.

2. General provisions

The general conditions of sale (the “General Conditions of Sale”, or the “GTC”) are applicable exclusively to the online sale of services offered by the operator ComptAppart SAS and its subsidiaries on the Website and mobile applications.

The Terms and Conditions are made available to customers on the Site and the mobile application where they can be directly consulted and can also be communicated to them on request by any means.

The GTC are enforceable against the customer who acknowledges, by ticking a box provided for this purpose, having been aware of them and having accepted them before placing an order. The validation of the order by its confirmation constitutes acceptance by the purchaser of the terms and conditions in force on the day of the order.

Any Customer is therefore deemed to have read and accepted without reservation all the provisions of the CGV, which will apply to all services performed by ComptAppart SAS and its subsidiaries. The CGV will prevail over any contrary clauses and conditions that may appear on the general conditions of purchase or any other document issued by the Customer. Any contrary conditions set by the Customer will therefore be, in the absence of express acceptance by ComptAppart SAS and its subsidiaries, unenforceable against the latter. However, ComptApart SAS and its subsidiaries reserve the right to derogate from certain clauses of the CGV according to negotiations conducted with the Customer, by establishing specific conditions of sale (in particular by concluding a contract for the provision of services) which will be approved by the Customer.

ComptApart SAS and its subsidiaries reserve the right to modify the content of the Site or the services available there at any time and without notice, and/or to temporarily or permanently cease to operate all or part of the Site.

In addition, ComptAppart SAS and its subsidiaries reserve the right to modify the location of the Site on the Internet at any time and without notice, as long as the location remains in accordance with the General Regulations on the Protection of Personal Data. The Customer is therefore required to refer to these General Conditions before using the Site. IN THE EVENT OF MATERIAL CHANGES AND IN THE EVENT OF CONTINUOUS/ONGOING SERVICES, THE USER WILL BE INFORMED BY MEANS OF AN EMAIL AND A WARNING ON THE SITE BEFORE THE MODIFICATION IS IMPLEMENTED.

The Customer acknowledges that ComptAppart SAS and its subsidiaries cannot be held responsible in any way whatsoever to him or any third party as a result of these modifications, suspensions or terminations.

3. User categories

This service offered by ComptApart SAS and its subsidiaries takes the form of software intended for landlord owners. Any type of housing rental, long term, seasonal, or short term, empty or furnished, is processed by the software. The service is also offered as a white label to business partners, who can use the automation principles of the Qlower software to serve their own customers without them having to connect to the software offered by ComptApart and its subsidiaries directly.

Users, individuals or professionals, use the Qlower software under their sole responsibility.

4. Description of services

The Site and the mobile application are respectively a website and a mobile application for the online sale of accounting support services and rental management support without limitation of the services offered (hereinafter the “Services”) open to any natural or legal person using the Site or the mobile application (the “Customer” or the “User”). The Services presented on the Site and the mobile application are each the subject of a description mentioning their essential characteristics. Photographs illustrating the Services do not constitute a contractual document. The Services comply with the requirements of French law in force.

The Customer remains responsible for the methods and consequences of accessing the Site and the mobile application, in particular via the Internet. This access may involve the payment of fees to technical service providers such as in particular Internet access providers, which remain at its expense. In addition, the Customer must provide and be fully responsible for the equipment necessary to connect to the Site or to the mobile application.

The Customer acknowledges having verified that the computer configuration he is using is secure and in working order.

5. Creating user space

The Qlower software is made available via an internet connection accessible from a smartphone or computer. To subscribe to the services on the Site or the mobile application, the Customer must first create his personal customer area. Once created, to access it, the Customer must identify himself using his username and password secret, personal and confidential. This username and password are proof of the identity of the user and commit him to any use made through him. It is the Customer's responsibility not to communicate his username and password in accordance with the provisions of the article “Confidentiality of personal data” herein. Each Customer undertakes to maintain strict confidentiality on the data, in particular username and password, allowing him to access his customer area, the Customer acknowledging that he is solely responsible for access to the Service through his username and password. The use of the software after login by username and password takes the value of an electronic signature within the meaning of article 1316-4 of the Civil Code. The user, whether subscribed or not, is fully and exclusively responsible for his login details (username and password). He alone will bear the consequences that may result from their use by third parties. Each Customer also undertakes to inform the Operator without delay in the event of loss, misuse or fraudulent use of their username and/or password.

6. Orders, subscriptions and fee-for-service payments

When placing an order, the Customer must select the Services chosen. The Customer has the possibility to modify the content of his order and the price of his subscription at any time.

The Customer undertakes to read the General Conditions then in force before accepting them and confirming the terms and any withdrawal costs prior to the payment of his order. Confirmation of the order implies acceptance of the GTC and forms the contract.

The archiving of communications and invoices is ensured by the Operator on a reliable and durable medium in order to constitute a faithful and durable copy. These communications, and invoices may be produced as proof of contract and payment. Unless proven otherwise, the data recorded by the Operator on the Internet or by telephone constitute proof of all transactions between the Operator and its Customers. Any email that will be sent to the Customer as part of an order will be sent to the email address that the Customer uses to identify himself in his customer area. The Operator reserves the right not to validate the Customer's order for any legitimate reason, in particular in the event that:

— The Customer would not respect the General Conditions in force when ordering;

— The Customer's order history shows that amounts remain due for previous orders;

— One of the Customer's previous orders is the subject of a dispute during processing;

— The Customer did not respond to a request for confirmation of his order that the Operator sent him.

The Operator archives the contracts for the sale of Services in accordance with applicable legislation. All requests must be sent to the following address support@qlower.com.

Any modification of the order by the Customer after confirmation of the order is subject to the agreement of the Operator.

The information provided by the Customer when placing the order is binding on the Customer. Thus, the Operator cannot be held liable in any way in the event that an error when placing the order prevents or delays delivery/delivery.

The Customer declares to have full legal capacity allowing him to commit himself under these General Terms and Conditions. Registration is open to capable adults and minors provided that they intervene under the supervision of the parent or guardian with parental authority. Under no circumstances is registration authorized on behalf of third parties unless you are validly authorized to represent them (legal person for example). Registration is strictly personal to each Customer.

In the event of a breach by the Customer of any of the provisions hereof, the Operator reserves the right to terminate the said Customer's account without notice.

The Customer expressly acknowledges that any order placed on the Site is an order with an obligation to pay, which requires the payment of a price in exchange for the provision of the Service ordered.

The Customer is informed that the provision of the Service cannot be made until the Operator has fully collected the amounts due by the Customer.

The Operator uses the online payment solutions Stripe, Apple In-App Purchase and Google In-App Purchase and more traditional bank transfers via bank card or SEPA direct debit.

Orders can be paid using one of the following payment methods:

• Credit card payment and SEPA direct debit. Payment is made directly on the secure banking servers of the Operator's bank, the Customer's bank details do not pass through the Site. The bank details provided during payment are protected by an SSL (Secure Socket Layer) encryption process. In this way, these contact details are not accessible to third parties.

The Customer's account will be debited for the corresponding amount only when (i) the data of the bank card used have been verified and (ii) the debit has been accepted by the bank that issued the bank card.

The impossibility of debiting the amounts due will result in the immediate nullity of the sale.

In particular, the bank card may be refused if it has expired, if it has reached the maximum amount of expenditure to which the Customer is entitled or if the data entered is incorrect.

• Payment by bank transfer. The Customer can pay for his order by bank transfer or SEPA transfer. When ordering, the Operator will provide the details of the account to which to make the transfer, as well as the order reference to be indicated in the transfer order. Orders are processed within a maximum of 48 hours following receipt of the transfer.

If applicable, the order validated by the Customer will only be considered effective when the secure bank payment center has agreed to the transaction.

• For subscriptions via mobile application stores “stores”, namely AppStore and PlayStore, payment is made via the payment methods managed by these mobile application stores.

As part of the control procedures, the Operator may have to ask the Customer for all the documents necessary to finalize his order. These coins will not be used for purposes other than these.

7.Proposed rates

The subscription rate is displayed on the site https://qlower.com. It includes the use of the software for the accounting and rental management of properties offered for rent. ComptApart SAS reserves the right to offer promotional offers and to change the rates for subscriptions and fee-for-service payments.

The price of the Services in force at the time of the order is indicated in euros including all taxes (TTC) on the Site and the mobile application. In the event of a promotion, the Operator undertakes to apply the promotional price to any order placed during the period of advertising for the promotion.

The price is payable in euros (€) exclusively.

The price is due in full after confirmation of the order. The prices offered include the discounts and rebates that the Operator would be required to grant.

8. Service provider responsibility and warranty

ComptAppart SAS keeps its website and mobile applications accessible at all times. The provision of service remains subject to possible:

• interruptions in access, in particular for reasons of maintenance or updates of the application software;
• access difficulties attributable to the subscriber's computer installations or equipment, which prove to be unsuitable or faulty, to incorrect use or manipulation of the software, to disturbances at the network operator or Internet access provider, to network congestion, to network congestion, or to any other reason external to ComptAppart SAS or beyond its control.

ComptApart SAS cannot guarantee the compatibility of its software with each version of each browser available on the computer and smartphone market.

In addition, ComptAppart SAS does not have the means to ensure the identity of the people registering for its services, is not responsible in the event of usurpation of the identity of a member.

The user of the software, in free or paid version, acknowledges that: ComptAppart SAS has no control over the transfer of data via public communication networks, such as the Internet, or over the operation of these networks. It therefore recognizes and accepts that ComptAppart SAS cannot guarantee the confidentiality of data during the transfer of data on public networks. Consequently, ComptAppart SAS cannot be held liable in the event of misappropriation, capture, corruption of data or any other event likely to affect them, occurring during their transfer on public communication networks. Nor can ComptAppart SAS be held responsible for damage resulting from

• difficulties in accessing the site https://secure.qlower.comor mobile applications due to a disruption of network operators or Internet access providers, network congestion, a failure in the subscriber's computer installations and equipment and/or incorrect use or manipulation;
• a fault or negligence on the part of the user;
• use of the Qlower software in connection with programs not provided or approved by ComptAppart SAS;
• use of the Qlower software in an environment or according to a configuration that does not comply with the recommendations of ComptApart SAS or contrary to the general conditions of sale.

ComptApart SAS assumes no responsibility for the compliance of content not created by it (for example, tax packages created by a subscriber using the Qlower software and not in accordance with the law due to poor data entry) and ComptApart SAS cannot in particular be held responsible for the dissemination of data by the subscriber in violation of third party rights.

The liability of ComptAppart SAS for the free or paid use of its Qlower software is limited to compensation for direct damage and limited, in all cases, to a maximum sum corresponding to the subscription prices paid to ComptApart SAS by the user during a period of twelve (12) months of subscription preceding the occurrence of the damage.

ComptAppart SAS cannot under any circumstances be required to compensate for indirect damages and to compensate for lost gain, loss of profit, margin, and operation, loss of commercial activity, income, customers (including damage to the reputation and image of the brand).

The Operator declares to have taken out insurance guaranteeing his professional and contractual liability as a software publisher and lack of advice.

The Operator cannot be held responsible for the non-performance of the contract due to the Customer or due to an event qualified as force majeure by the competent courts or for the unforeseeable and insurmountable fact of any third party hereunder.

The Operator cannot be held responsible for information imported, stored and/or published on the Site or mobile applications by Customers and for the direct or indirect damage that this use could cause to a third party, the Customer who originated the publication remaining solely responsible in this respect.

The Customer acknowledges that the characteristics and constraints of the Internet do not guarantee the security, availability and integrity of data transmissions on the Internet. Thus, the Operator does not guarantee that the Site and its services will function without interruption or operating error. In particular, their operation may be temporarily interrupted due to maintenance, updates or technical improvements, or to change their content and/or presentation.

The Operator cannot be held responsible for the use that would be made of the Site, mobile applications and its services by Customers in violation of these General Conditions and for the direct or indirect damage that this use could cause to a Customer or to a third party. In particular, the Operator cannot be held responsible for false declarations made by a Customer and for his behavior towards third parties. In the event that the liability of the Operator is sought because of such behavior by one of its Customers, the latter undertakes to guarantee the Operator against any conviction pronounced against him as well as to reimburse the Operator for all costs, in particular legal fees, incurred in his defense.

The Customer is solely responsible for all the content that he puts online on the Site or the mobile application, for which he expressly declares to have all the rights, and as such guarantees the Operator that he does not put online content that violates third party rights, in particular intellectual property, or constitutes an attack on persons, respect for privacy, and an attack on public order and morality. In the event of a violation of current laws, morality or these General Terms and Conditions, the Operator may automatically exclude Customers who have been guilty of such offenses and delete information and references to this litigious content. The Operator is qualified as a host with respect to content posted online by third parties. As such, it is recalled that the Operator has no general obligation to monitor the content transmitted or stored via the Site. In the event that the Operator is held liable for content posted online by the Customer, the latter undertakes to guarantee the Operator against any conviction pronounced against him as well as to reimburse the Operator for all costs, in particular legal fees, incurred in his defense.

Specific amortization and land share calculations when installing a file

The software performs automated calculations on the calculation of land quota and depreciation.
The land share calculated is based on the price per m² at the time the rented building became an asset on the declarant's balance sheet.
The land share calculation is carried out as follows and is deemed accepted by the user: Share of 10% for a property with a price per m² of less than 4000€. Land share of 15% for a price per m² between 4001 and €6,000, 20% for a price per m² between €6001 and €8001, 25% for a price per m² between 8001 and €10,000, 30% for a price per m² between €10001 and €12,000, 30% for a price per m² between €10001 and €12,000, 35% for a price per m² between €10,000 and €12,000, 35% for a price per m² between €10,000 and €12,000, and 40% for a price per m² strictly greater than €14,000.
The calculation of the depreciation of the building by component is carried out as follows and is deemed accepted by the user: the building represents the value of the rented building at the time it became an asset on the balance sheet, less the land share calculated above. Depreciation is divided into the following 4 components: Structural work represents 50% of the building and is amortized over 50 years, the facade-roof represents 20% of the building and is amortized over 20 years, technical installations represent 20% of the building and amortized over 15 years, the layout represents 10% of the building and is amortized over 5 years. The depreciable amounts communicated relating to furniture are amortized over 5 years and the depreciable amounts communicated relating to the work are amortized over 10 years unless otherwise specified.
These depreciation rules follow the recommendations of BOFIP. During an accounting recovery, the components are taken back as installed by the previous tax provider, subject to their legality.

9. Functional limitations of the proposed software

The Qlower software does not take into account:

• the declaration of capital gains or losses in the event of the sale of a property to the assets of the subscriber's rental business
• the situation in which the operator's current account is in debt and causes non-deductible interest
• the situation of a loan in foreign currency.
• The situation of a property located abroad

In the following specific situations, a specific file review is necessary and may result in additional invoicing.

• Takeover of accounts from another accounting department
• Property subject to VAT
• activity falling under the status of professional furnished rental company
• activity under the normal real regime with revenues in excess of €818,000

10. Data security and hosting

The Site and the mobile application are hosted by the companies OVH and AWS, respectively located 2 rue Kellermann — BP 80157 59053 ROUBAIX CEDEX 1, (telephone: 09 55 00 66 33) and 31 Place des Corolles, 92400 Courbevoie. ComptAppart SAS is committed to securing access to data, in particular by:

• encrypted exchanges via an encryption certificate installed between its website (web or mobile) and the user's browser;
• authentication by URL, username and password for data accessibility. However, ComptApart SAS does not assume any obligation to archive data.

ComptApart SAS reserves the right to modify or change the pages of the site at any time. https://secure.qlower.com, the corresponding mobile applications, the services, their prices or the conditions of sale applicable to them. These changes will come into force as soon as they are posted on the site. https://qlower.com. It is the responsibility of the subscriber to regularly refer to the latest version of the general conditions of sale, which are permanently available on the site. https://qlower.com.

Each Customer is solely responsible for maintaining the confidentiality of their username and password, and is solely responsible for all accesses to their Customer Account, whether authorized or not.

The Operator cannot be held responsible for any harmful action or fact carried out via the Customer's personal space by a third party who would have had access to his identifiers and passwords as a result of a fault or negligence attributable to the Customer. The Customer undertakes to inform the Operator immediately as soon as the Customer is aware of or suspects an unauthorized use or an unauthorized access to his personal space.

11. Subscriber liability and termination

When registering, the Customer undertakes to:

— deliver information that is real, accurate, up to date at the time it is entered into the service registration form, and in particular not to use false names or addresses, or even names or addresses without being authorized to do so.

— keep registration data up to date in order to ensure that it is always real, accurate and up to date.

The Customer also undertakes not to make available or distribute information that is unlawful or reprehensible (such as defamatory information or information constituting identity theft) or even harmful (such as viruses). Otherwise, the Operator will be in a position to suspend or terminate the Customer's access to the Site at its sole fault.

The user of the software undertakes to respect the intellectual property rights related to the content provided by the site. https://secure.qlower.com and https://qlower.com, the corresponding mobile applications, and not to divert one or more functionalities from its originally intended use.

The Qlower software subscription is non-binding. Cancelling or pausing the subscription involves payment until the end of the month already paid by the customer. In the event of a breach by the subscriber of these conditions of sale, ComptAppart SAS reserves the right to suspend and terminate the account without any notice or refund. This termination will take place without prejudice to any damages that may be claimed from the subscriber by ComptAppart SAS or its assigns and legal representatives in compensation for the damage suffered as a result of such breaches.

The Customer will benefit from a withdrawal period of seven (7) calendar days from the conclusion of the contract, in accordance with article L. 221-19 of the Consumer Code.

If the Customer wishes the execution of a service to begin before the end of the withdrawal period, the Operator collects his express request by any means.

The Customer who has exercised his right of withdrawal for a service whose execution has begun, at his express request, before the end of the withdrawal period, pays the Operator an amount corresponding to the service provided until the communication of his decision to withdraw; this amount is proportionate to the total price of the service agreed in the contract (and will therefore be equal to the total price of the service if the entire service has been provided).

In accordance with article L.221-21 of the Consumer Code and in order to implement this right of withdrawal under the conditions of articles L. 221-18 and following of the Consumer Code, the Customer is invited to contact customer service in order to share his withdrawal request so that it can be processed within the legal deadlines (14 days).

If necessary, the Customer may exercise his right of withdrawal by notifying the Operator the following information:

— name, geographic address, telephone number and email address;

— decision to withdraw by means of an unambiguous statement (for example, a letter sent by post or email as soon as these contact details are available and therefore appear on the standard withdrawal form). The Customer can use the model withdrawal form but it is not mandatory.

The exceptions in article L.221-28 of the Consumer Code apply and prevent the exercise of the right of withdrawal, especially if the order consists of a contract (in particular):

1° For the provision of services fully performed before the end of the withdrawal period and whose execution has begun after the express prior agreement of the consumer and express renunciation of his right of withdrawal;

2° The supply of goods or services whose price depends on fluctuations in the financial market beyond the control of the professional and likely to occur during the withdrawal period;

The Operator will reimburse the Customer for the amounts due within a period of fourteen (14) days from receipt of all the elements allowing the Customer to be reimbursed. This reimbursement may be made by the same means of payment as that used for the Customer.

By accepting these General Terms and Conditions, the Customer expressly acknowledges having been informed of the terms of withdrawal.

12. Intellectual property rights

The free or paid user acknowledges that ComptAppart SAS is the sole owner of the intellectual property rights relating to the site. https://qlower.com and https://secure.qlower.com, to the mobile applications of the same name and to the editorial content.

No provision of these general conditions of sale may be interpreted as conferring on the customer a license on intellectual property rights. The brands, logos, graphics, photographs, photographs, animations, animations, videos and texts contained on all sites and mobile applications owned by ComptApart SAS or its subsidiaries. The contents and functionalities are the intellectual property of ComptAppart SAS and its subsidiaries and partners where applicable and may not be reproduced, used or represented without the express authorization of ComptAppart SAS under penalty of legal proceedings.

Consequently, none of the Elements of the Site may in whole or in part be modified, reproduced, copied, duplicated, sold, resold, transmitted, published, communicated, distributed, broadcast, used, exploited in any other way, free of charge or for a fee, by a Customer or by a third party, by a Customer or by a third party, regardless of the means and/or supports used, regardless of the means and/or supports used, whether known or unknown to date, without the express prior written authorization of the Operator at case by case, and the Customer is solely responsible for any unauthorized use and/or exploitation.

In addition, it is specified that the Operator is not the owner of the content posted online by the Customers, for which the latter remain fully responsible and guarantee the Operator against any recourse in this respect. Customers grant to the Company a non-exclusive transferable, sublicensable, free and worldwide license to use the intellectual property content that they publish on the Site, for the entire duration of protection of these contents.

The Operator reserves the right to take legal action against persons who have not respected the prohibitions contained in this article.

13. Confidentiality of personal data

ComptApart SAS and its subsidiaries attach the greatest importance to the application of the General Regulation on the Protection of Personal Data (RGPD). ComptApart SAS and its subsidiaries undertake to comply with the provisions of Regulation (EU) no. 2016/679 of 27 April 2016 relating to the protection of personal data and its evolutions to guarantee the best security of the personal data of its direct or indirect users.

The subscriber can update their personal information directly on the site https://secure.qlower.com and on mobile applications. The subscriber can request the deletion of his personal data at any time. This deletion is effective within 72 hours. If the free or paid user accidentally requests the deletion of their data, ComptAppart SAS cannot be held responsible for this deletion. If the free or paid user requests the reset of their account, they alone are responsible for deleting their data.

ComptAppart SAS takes all precautions for the hosting and archiving of the personal data of free or paying users in a secure environment hosted in France in accordance with the General Data Protection Regulation. Personal information entered by the subscriber is never transmitted to a third party, sold or exchanged without the prior consent of the free or paid user.

By the very functioning of a website equipped with cookies and marketing trackers, certain non-personal information may be collected such as browser version, operating system and IP address. The websites https://qlower.com and https://secure.qlower.com whether accessed via computers or smartphones, respect the user's privacy, whether free or paid. The website https://qlower.com has been declared to the CNIL, the French authority for the protection of personal data.

14 — Hypertext links

The hypertext links available on the Site and mobile applications may refer to third party sites not published by the Operator. They are provided only for the convenience of the Customer, in order to facilitate the use of resources available on the Internet. If the Customer uses these links, he will leave the scope of responsibility of ComptAppart SAS and its subsidiaries, and will then agree to use third party sites at his own risk and peril or, where applicable, in accordance with the conditions that govern them.

The Customer acknowledges that the Operator does not control or contribute in any way to the development of the conditions of use and/or content applicable to or appearing on these third party sites.

Consequently, the Operator cannot be held responsible in any way whatsoever for these hypertext links.

In addition, the Customer acknowledges that the Operator cannot guarantee, guarantee or take over all or part of the conditions of use and/or the content of these third party sites.

The Site may also contain promotional hypertext links and/or advertising banners referring to third party sites not published by the Operator.

The Operator invites the Customer to report any hypertext link present on the Site or mobile applications that would allow access to a third party site offering content that is contrary to laws and/or morality.

15. Applicable law, general clause and acceptance of the GTC

These general conditions of use and sale of the services offered by ComptApart SAS and its subsidiaries are governed and subject to French law. All disputes or disputes to which a contract (subscription to the services offered by ComptApart SAS or its subsidiaries) may give rise to will be settled by the competent courts at the jurisdiction of the head office of ComptApart SAS cis in Paris 15.^th.

If any of the stipulations of the contract are void under a rule of law in force, it will be deemed unwritten but will not result in the nullity of the contract.

The user of the services offered by ComptAppart SAS and its subsidiaries, whether paid or free of charge, declares to have read and to have expressly and unconditionally accepted these general conditions of sale.