GENERAL TERMS OF SALE - DEEP IOTECH
ETERNITY HEALTHCARE ASSISTANT
Version effective as of March 30, 2026
The company DEEP-IO-TECH, registered with the Trade and Companies Register of Grasse under number 983 689 274 and located at ALPHA SOPHIA ANTIPOLIS, Rue Pierre Laffitte, 06410 Biot, France (“Deep IOTech”), has developed and publishes a software solution intended for professionals and individuals, named “Eternity Healthcare Assistant” (the “Solution”), which enables the digitization and aggregation of measurements collected from non-connected medical devices.
The Solution is not a medical device within the meaning of Regulation (EU) 2017/745 and is not intended to provide any form of medical advice or medical act (diagnosis, treatment, prevention, monitoring, etc.). The Solution is a digitization tool; it does not provide any interpretation of the recorded measurements and merely compiles and/or transcribes them. The Solution does not replace, nor should it be used as a substitute for, the advice of a healthcare professional. The Solution must not be used in emergency situations.
These General Terms of Sale (the “GTS”) are intended to define the terms and conditions under which Deep IOTech makes the Solution available to its Clients (as defined below).
The GTS are accepted by the Client upon validation of the Quote (as defined below). By validating the Quote, the Client acknowledges having read, understood, and accepted these GTS in full, without restriction or reservation.
ARTICLE 0. TRIAL VERSION
A trial version of the Solution allows the Client to test limited functionalities. Any access to, use, or distribution of the Solution through this trial version is fully subject to these terms, except that this trial version is free of charge and limited to the duration indicated at the time of online subscription or in the commercial offer provided by Deep IOTech, with no possibility of extension. By default, the duration is one (1) week.
User accounts and related Data will be deleted upon expiration of the aforementioned period, or, upon the Client’s request and subject to subscription to a paid Solution plan, may be retained. Any subscription entered into under these conditions is immediately subject to these terms.
ARTICLE 1. DEFINITIONS
The following terms, whether used in the singular or plural herein, shall always have the following meanings throughout the contractual documentation:
« User Access » means a right to access and use the Solution, granted by the Client to the Users it designates, within the limits of the number specified in the Quote. The activation method of the User Access shall be in the form defined by Deep IOTech (QR Code, license key, secure link, etc.).
« Client » means any natural or legal person, customer of Deep IOTech, subscribing to the Solution in accordance with these terms, within the scope of its professional activity.
« Quote » means the quotation issued by Deep IOTech based on the Client’s expressed needs, and validated by any written means by the Client, summarizing the characteristics of the subscribed plan (price, commitment duration, number of User Accesses, etc.), to which these GTS are attached. Unless otherwise agreed by the Parties, the provisions of the Quote shall prevail over these terms in case of inconsistency.
« Data » means (i) photographs of the display of medical devices and the measurements appearing on them, captured by the User and processed within the Solution, and (ii) the measurements transcribed and compiled by the Solution.
« Party(ies) » means individually Deep IOTech or the Client, and collectively Deep IOTech and the Client.
« Solution » means the software solution entitled “Eternity Healthcare Assistant”, developed and published by Deep IOTech, as described in the preamble hereof, made available to the Client under the conditions set forth herein and accessible via smartphone or tablet through a mobile application.
« User » means the natural person who uses the Solution through the User Access granted by the Client.
ARTICLE 2. LICENSE GRANT
The Client acknowledges and agrees that all rights, title, and interest relating to the Solution (including, in particular, its artificial intelligence model and/or system, its architecture, its software and databases, as well as each of its components), its documentation, and the names, signs, and logos used on the Solution and/or by Deep IOTech are protected by intellectual property rights (including, in particular, copyrights and related rights, including economic and moral rights, rights relating to patents, trademarks, designs and models, software, databases, domain names, and any other existing or future intellectual property rights worldwide, whether already registered or to be registered) and are the exclusive property of Deep IOTech or third parties who have authorized Deep IOTech to use them. These GTS do not grant the Client any right or interest in the aforementioned elements, except for a limited right to access, distribute, and use the Solution under the conditions set forth herein.
Subject to full payment of the amounts specified in the Quote, Deep IOTech grants the Client, for the duration of the GTS and worldwide, a non-exclusive, non-assignable, non-transferable license, without the right to sublicense, but including the right to access, distribute, and use the Solution solely for the purposes of its professional activity, within the limits set forth herein and in the Quote.
The Client undertakes not to use the Solution beyond the limits authorized by the GTS, and not to perform, nor allow a User or any third party to perform, or authorize a User or any third party to perform, any of the following actions: (i) decompile or disassemble the Solution, perform reverse engineering, or attempt in any other way to obtain its source code, in whole or in part; (ii) create derivative works from the Solution, adapt, modify, translate, or alter it in whole or in part, or allow the association or incorporation of all or part of one or more of its elements into other works, including software; (iii) rent, sublicense, sell, lend, or transfer the Solution to a third party, or allow a third party to access or use the Solution, in whole or in part, without the prior written consent of Deep IOTech.
ARTICLE 3. ACCESS AND USE OF THE SOLUTION
Deep IOTech undertakes, on a best-efforts basis, to provide access to the Solution to the Users authorized by the Client, within the limits of the number of User Accesses specified in the Quote.
The conditions and terms of use of the Solution by the Users are detailed in the General Terms of Use of the Solution, established by Deep IOTech and accessible here: [ Link ]
Access to the Solution requires that Users have a smartphone and an internet connection. The Solution is accessible through a mobile application, which can be downloaded free of charge from the App Store and Google Play.
No costs related to access to the Solution and its use by the Users, whether hardware, software, or internet access costs, shall be borne by Deep IOTech. The User or the Client is solely responsible for the proper functioning and appropriate security of their IT equipment and internet access required to connect to and use the Solution.
Deep IOTech strives to ensure compatibility of the Solution with the main operating systems available on the market. However, it cannot guarantee optimal operation on all operating systems and shall not incur any liability in this respect, the Client acknowledging full knowledge and acceptance of the characteristics and limitations of the internet, particularly with regard to technical performance, response times for consulting, querying, or transferring information, risks of interruption, and more generally, the risks inherent in any internet connection and transmission, including the lack of protection of certain data against potential misuse and the risk of contamination by viruses circulating on the network.
Deep IOTech uses Data, excluding any Personal Data (as defined below), in order to (i) enable the User to obtain digitized, transcribed, and compiled Data, (ii) improve the Solution and its functionalities, and (iii) for statistical purposes.
ARTICLE 4. AVAILABILITY, MAINTENANCE AND HOSTING OF THE SOLUTION
Deep IOTech undertakes, on a best-efforts basis, to use all reasonable means to ensure, to the best of its ability, the accessibility, proper functioning, and availability of the Solution 24 hours a day, 7 days a week, subject to the occurrence of a force majeure event or any event beyond the control of Deep IOTech, and except in the event of interruption, suspension, or limitation required for maintenance operations and/or updates necessary for the proper functioning of the Solution. Deep IOTech reserves the right to interrupt, suspend, or limit access to all or part of the Solution, in particular due to legal or technical constraints.
4.1.Maintenance
Deep IOTech shall use its best efforts to maintain the Solution in good working condition by providing and installing, in due time, updates intended to (i) prevent and/or correct malfunctions of the Solution, (ii) maintain compliance of the Solution with applicable French laws and regulations, (iii) adapt the Solution to technological developments in networks and IT equipment, (iv) improve the use of the Solution, and/or (v) enhance the Solution with new functionalities.
Deep IOTech shall use its best efforts to carry out updates while minimizing disruption to the use of the Solution. However, the Client expressly acknowledges and agrees that maintenance operations may be performed at any time (during and/or outside business hours) and may temporarily render all or part of the Solution unavailable, without giving rise to any liability on the part of Deep IOTech or any right to compensation or claim for the Client.
Deep IOTech shall use its best efforts to correct any malfunction identified by a User and notified to Deep IOTech. For a malfunction to be processed, it must be described in a precise and documented manner. Deep IOTech shall use its best efforts to correct such malfunction as quickly as possible, by implementing workarounds, corrective patches, and/or any other means aimed at preventing recurrence, with minimal disruption to the use of the Solution.
4.2.Local Data Storage
By default, Data is stored locally on the mobile device used by the User to access the Solution, under the User’s sole responsibility.
In order to enable the digitization and transcription of Data, a copy of such Data is transmitted to the server hosting the databases of Deep IOTech’s AI model (OVH server certified for Health Data Hosting (“HDS”) and located within the European Economic Area).
4.3.Cloud Data Storage
The Client may, subject to an additional quotation, opt for cloud-based storage of Data.
For this purpose, Deep IOTech uses a dedicated HDS-certified server provided by OVH. Deep IOTech ensures that its hosting provider implements appropriate physical and logical security measures to protect the servers, including intrusion protection and regular security updates, in compliance with applicable regulations.
ARTICLE 5. FINANCIAL CONDITIONS
5.1.User Access Consumption Terms
The number of User Accesses is specified in the Quote. Any modification to the agreed number between the Parties must be subject to a prior written agreement from Deep IOTech.
Upon expiration of the subscription period — by default, one (1) year from the acceptance of the Quote — all User Accesses expire, whether used or not by the Client. Unused User Accesses shall neither be refunded nor carried over to the next subscription period.
5.2.License Price
The license price is set out in the Quote. It is stated in euros, excluding taxes, with VAT applied at the rate in force on the date of invoicing. The license fee is invoiced annually in advance, with the first installment payable upon signature of the Quote, and subsequent installments payable on each anniversary date of its entry into force.
5.3.Invoicing and Payment Terms
All invoices are payable in full, by bank transfer, within thirty (30) days from the date of issuance.
Any late payment shall result in the application of late payment penalties calculated at a rate equal to three (3) times the legal interest rate. Such penalties shall be due without the need for any reminder or formal notice. A fixed indemnity of forty (40) euros for recovery costs shall also be payable by the Client, in accordance with applicable legal provisions.
5.4.Price Revision
Deep IOTech reserves the right to revise the subscription price of the Solution once per year. Unless otherwise agreed between the Parties, the price revision shall be calculated based on the variation of the SYNTEC index. The reference index used for this adjustment shall be the latest SYNTEC index published on the revision date, compared with the original index published on the date of signature of the Quote. In the event that one or both indices cease to exist, the Parties shall agree on a replacement index or indices to establish a comparable adjustment formula.
ARTICLE 6. TERM - DURATION
6.1.Duration and Termination
The GTS shall enter into force on the subscription start date agreed between the Parties, or, failing that, upon acceptance of the Quote by the Client. The initial term is one (1) year, or any other duration specified in the Quote. At the end of this initial commitment period, the subscription shall automatically renew for successive one (1)-year periods, unless either Party notifies the other in writing of its intention to terminate the subscription with two (2) months’ notice prior to the end of the current period.
In the event of a breach by the Client of any of its obligations under these terms, Deep IOTech reserves the right to suspend access to the Solution or to terminate these terms, subject to prior formal notice sent by any written means and remaining wholly or partially ineffective after a period of fifteen (15) days.
6.2.Consequences of Termination
In the event of termination of these terms, for any reason whatsoever, all rights granted hereunder shall immediately cease.
Termination shall not give rise to any refund of sums already paid. In the event of early termination by the Client before the end of the current period, all amounts due until the end of the ongoing subscription period shall remain payable.
Furthermore, as from the effective date of termination, Deep IOTech shall proceed with the deletion of User accounts and all data processed through such accounts. The Client, or the User as applicable, may, until the date of such deletion, download the Data onto the medium used, in a standard format, under the conditions provided by the Solution.
Where Data is hosted in the cloud under the conditions set forth herein, and upon the Client’s express request made at least fifteen (15) days prior to the end of these terms, Deep IOTech may provide, subject to a quotation, a copy of the Data in a format and under conditions to be mutually agreed upon by the Parties.
The Client acknowledges that termination of the GTS shall not affect obligations arising prior to such termination, and that provisions which by their nature are intended to survive termination (in particular those relating to confidentiality, intellectual property, and liability) shall continue in full force and effect.
ARTICLE 7. LIABILITY
The Client undertakes to use, and to ensure that the Solution is used, in accordance with its intended purpose, these GTS, the Quote, the General Terms of Use of the Solution, and all applicable laws and regulations relating to the use of the Solution. In this respect, the Client undertakes to inform Users that digitized data does not in any way constitute support for medical decision-making and to obtain their commitment never to use it for such purposes, including in emergency situations. In all cases, the Client undertakes to ensure that the User verifies the accuracy of the digitized data prior to any validation and/or reuse of the Data. The Client acknowledges that the quality of the Data depends on the quality of the input data.
The Client is solely responsible for the use of the Solution by the Users, shall ensure that they comply with these obligations, and guarantees their performance.
Deep IOTech shall only be liable for direct damages that may be caused to the Client as a result of the improper performance and/or non-performance of its obligations under these terms, it being expressly specified that Deep IOTech is subject to a best-efforts obligation in providing the Solution.
In any event, should Deep IOTech’s liability be established due to a proven fault on its part, the total cumulative liability of Deep IOTech, for all causes combined, excluding personal injury, shall be expressly limited to the direct and foreseeable damage suffered by the Client, and may not exceed the amounts paid by the Client during the twelve (12) months preceding the event giving rise to Deep IOTech’s liability. The Client may not bring any claim against Deep IOTech after a period of twelve (12) months following the discovery of the event(s) giving rise to the potential liability.
ARTICLE 8. PERSONAL DATA PROTECTION
In the context of the execution of these terms, Deep IOTech may process « Personal Data » (this term referring to data that can directly or indirectly identify a natural person, in accordance with the definition provided in Article 4 of Regulation (EU) No. 2016/679 of the European Parliament and of the Council of 27 April 2016, known as the “GDPR”).
To this end, it commits to acting in compliance with the « Applicable Data Protection Regulations » (this term referring to the GDPR and the amended French law No. 78-17 of 6 January 1978, known as the “Data Protection Act”).
In particular, Deep IOTech undertakes to implement and maintain appropriate security and confidentiality measures to ensure adequate protection of the Personal Data processed, adapted to the risks posed by their processing to the rights and freedoms of the data subjects. These measures are intended in particular to (i) protect Personal Data against destruction, loss, alteration, unauthorized disclosure, or access, and (ii) ensure the restoration of availability and access to Personal Data within appropriate timeframes in the event of a physical or technical incident.
Personal Data of Users processed by Deep IOTech shall be deleted upon termination of the contractual relationship to which it relates. It is the Client’s responsibility to delete user accounts as soon as a User no longer uses the Solution (transfer, termination of employment, etc.). Nevertheless, in accordance with applicable data protection regulations, Deep IOTech reserves the right to retain a copy of Users’ Personal Data, archived in an intermediate database (not directly accessible), solely for evidentiary purposes in connection with the establishment, exercise, or defense of a legal claim, whether in judicial, administrative, or extrajudicial proceedings, for the duration necessary for such purposes.
Users have, at any time, the right to access and rectify their Personal Data. They also have the right to restriction of processing, the right to data portability, and the right to erasure under the conditions provided for by applicable data protection regulations. Finally, they have the right to lodge a complaint with the French Data Protection Authority (Commission Nationale de l’Informatique et des Libertés – “CNIL”) if they consider that the processing carried out by Deep IOTech constitutes a breach of their Personal Data. The CNIL can be contacted via an online form available at the following address: https://www.cnil.fr/webform/nous-contacter
The rights of data subjects in relation to their Personal Data may be exercised by contacting Deep IOTech by email at the following address: rgpd@deepiotech.io specifying in the subject line the name of the Client and the purpose of the request. Proof of identity will be required to verify the identity of the requester.
ARTICLE 9. MISCELLANEOUS PROVISIONS
Deep IOTech reserves the right to amend the GTS, in whole or in part, at any time. Deep IOTech shall inform the Client in writing. The Client shall have a period of five (5) business days from notification of the upcoming changes to submit any comments and/or objections regarding the update, failing which the Client shall be deemed to have accepted such changes. Refusal of the new terms of the GTS shall result in the automatic termination of the GTS at the end of the current commitment period, without further formalities.
Subject to what is expressly provided in the GTS, no amendment or addition shall be valid unless agreed in writing and duly signed.
Deep IOTech shall not be held liable for any failure to perform its contractual obligations as set out in the GTS in the event of force majeure, as defined by applicable law. Force majeure events shall suspend the performance of obligations arising from the GTS for the duration of such events.
The GTS are entered into intuitu personae. The rights and obligations arising therefrom may not be assigned or transferred by the Client, in any manner whatsoever, without the prior written consent of Deep IOTech.
In the event that a competent court finds that any provision of the GTS is not compliant with the law, such provision shall be deemed null and void, without affecting the validity and enforceability of the remaining provisions of the GTS.
The failure of either Party, at any time, to rely on any provision of the GTS shall not be construed in the future as a waiver of the rights arising therefrom.
ARTICLE 10. APPLICABLE LAW AND JURISDICTION
The GTS shall be governed by French law, excluding its conflict of law rules. In the event of translation, only the French version shall prevail.
The Parties declare their intention to seek an amicable resolution to any difficulty that may arise regarding the validity, interpretation, or performance of the GTS. To the extent permitted by law, in the event of a persistent dispute, the matter shall be submitted to the competent courts within the jurisdiction of Deep IOTech’s registered office.
