Terms of Service

Purpose

These Terms of Service (hereinafter "ToS") define the terms of access to and use of the AML/CFT compliance platform published by LexOpti, accessible via lexopti.com and app.lexopti.com (hereinafter the "Service").

The Service is intended exclusively for professionals subject to due diligence obligations under Articles L.561-2 et seq. of the French Monetary and Financial Code, operating in France or the European Union. Only adults authorized to enter into contractual commitments may access it.

Definitions

"User": any natural or legal person holding an account on the Service.

"Organization": professional structure (firm, practice, company) within which the User operates. When a natural person acts on behalf of an Organization, they certify that they have the authority to bind it.

"Content": all data, documents, and information imported or entered into the Service by the User.

"File": natural or legal person whose data the User analyzes as part of their due diligence obligations.

The terms "you" or "your" refer interchangeably to the Organization, its representative, and any employee or member authorized to access the Service.

Acceptance

Accessing the Service or creating an account constitutes full and complete acceptance of these ToS in their current version. Anyone who disagrees with these provisions must neither create an account nor use the Service.

These ToS, together with the Privacy Policy and the Data Processing Agreement, constitute the complete set of provisions governing the relationship between LexOpti and the User. These documents constitute the entire agreement and replace any prior commitment.

The Service is published by LEXOPTI, a simplified joint stock company with a share capital of 1,000 euros, registered with the Nice Trade and Companies Registry under number 104 115 191 (SIRET 104 115 191 00017), with its registered office at Entresol Immeuble Simonetta, 17 Impasse Jeanne Marlin, 06300 Nice. EU VAT number: FR56104115191.

Contact: contact@lexopti.com.

2.1 Eligibility

Access to the Service is reserved for professionals subject to AML/CFT obligations. Registration requires the provision of the company name, SIREN number, billing address, and registration references with the relevant professional body or authority.

LexOpti reserves the right to verify this information and request any supporting documentation. Inaccurate information or lack of professional status results in immediate account closure.

2.2 Account Creation

The User creates an account by providing the requested information: identity, professional contact details, and regulatory references. They commit to maintaining this information accurate and up to date. Each account is personal and assigned to an identified natural person.

2.3 Credentials

The User is solely responsible for the confidentiality of their credentials and any element allowing access to their account. They implement the necessary precautions to prevent any unauthorized use, particularly when connecting from shared equipment. Sharing credentials between multiple people is prohibited.

In case of loss, theft, or suspected compromise, the User must inform LexOpti without delay at contact@lexopti.com. LexOpti may suspend access to the account to preserve its integrity.

Any access to the Service via the User's credentials engages their responsibility, whether or not they initiated the action. LexOpti cannot be held responsible for consequences resulting from a lack of vigilance in protecting credentials.

2.4 Roles and Permissions

The person who creates the account for an Organization becomes its administrator. They may invite other members within the limits of the subscription, assign or revoke permissions, and immediately disable accounts of persons whose access is no longer justified.

The Organization is responsible for the actions of all persons it authorizes to use the Service. It ensures that each member complies with these ToS and the legal obligations applicable to their profession. LexOpti communicates exclusively with the administrator for any questions related to the account or subscription. In case of prolonged unavailability of the administrator, LexOpti may contact a previously designated alternate member.

3.1 Description

LexOpti provides a platform to assist in the execution of due diligence obligations under the French Monetary and Financial Code. The Service enables verifications on natural and legal persons against sanctions lists, asset freezing lists, and politically exposed persons.

The Service is accessible only via the online platform provided by LexOpti. Any new feature made available is automatically subject to these ToS, unless expressly stated otherwise.

3.2 Artificial Intelligence

The Service integrates artificial intelligence tools designed to analyze information from public sources and identify potential matches with watchlists.

These tools produce decision-support elements that do not constitute automated decisions within the meaning of Article 22 of the GDPR. Data submitted to AI tools is not used to train learning models.

3.3 Nature of Results

Alerts, matches, and risk levels displayed by the Service are indications subject to the User's analysis. They do not constitute legal advice, certification of compliance, or any declaration whatsoever.

The User remains solely responsible for assessing the risk level of each business relationship, deciding whether or not to enter into a relationship, applying appropriate due diligence measures, and, where applicable, filing a suspicious activity report with TRACFIN.

3.4 AML/CFT Compliance

LexOpti is not subject to the obligations of Article L.561-2 of the French Monetary and Financial Code and does not file any suspicious activity reports on behalf of the User. In case of a request from an authorized authority, LexOpti will inform the User as soon as possible, unless prohibited by law.

The Service retains data and analysis results for the minimum period of five years provided for in Article L.561-12 of the French Monetary and Financial Code, calculated from the closure of the file or the end of the business relationship. Export features allow the production of timestamped audit trails in a usable format to justify diligence before any supervisory authority.

3.5 Updates

LexOpti may update the Service at any time to improve features or correct anomalies. Any update significantly reducing subscribed features will be notified with a minimum notice of thirty days; the User may then terminate their subscription.

Temporary interruptions may occur for maintenance or update operations. LexOpti endeavors to schedule them outside business hours. In case of emergency threatening the security or integrity of the Service, LexOpti may intervene without notice.

4.1 LexOpti's Rights

The architecture of the Service, its source code, interfaces, algorithms, documentation, as well as associated trademarks, logos, and graphic elements belong entirely to LexOpti. The User is prohibited from any reproduction, representation, or exploitation not expressly authorized herein.

4.2 License of Use

LexOpti grants the User a personal, non-exclusive, non-transferable, and revocable right of access to the Service for the duration of the subscription. This right constitutes a software use license within the meaning of Article L.122-6 of the French Intellectual Property Code. Access is granted solely for the User's professional needs.

4.3 User Content

The User retains all rights to the Content they import into the Service. LexOpti claims no ownership rights over these elements and does not perform any prior control.

By using the Service, the User grants LexOpti a limited license for essential technical operations: storage, processing, transmission, and display of Content. LexOpti may produce aggregated and anonymized statistics regarding Service usage.

4.4 Restrictions

The User is prohibited from:

• reproducing, copying, reselling, or making available to third parties all or part of the Service;
• performing any reverse engineering, decompilation, or disassembly operation;
• using the Service for illegal, fraudulent purposes or infringing on third-party rights;
• introducing malicious programs or any code that may alter the Service's operation;
• transmitting unsolicited communications or illegal content;
• suggesting an association with LexOpti;
• circumventing technical protection measures or usage limitations.

LexOpti monitors Service usage. In case of observed breach, LexOpti may immediately suspend access and delete any Content contrary to these ToS.

5.1 Plans

Access to the Service requires a subscription whose price varies according to the maximum number of entities that can be monitored simultaneously. Available plans are listed on lexopti.com.

The User may opt for monthly or annual billing. Annual commitment qualifies for a discount. Displayed amounts are exclusive of taxes; VAT is added upon invoicing.

Entity count is based on the monthly total of distinct entities monitored during the calendar month.

5.2 Trial Period

Every new User may benefit from a free fourteen-day trial period. During this period, all features are accessible within the provided quota limit.

At the end of the trial, the User may subscribe to a paid plan. Otherwise, access to creation and monitoring features is suspended; data remains viewable for a period allowing recovery before permanent deletion.

5.3 Payment and Billing

Payment is made via the payment methods offered during subscription. The User authorizes automatic debit at each due date and maintains their payment information up to date.

Invoices are issued and transmitted electronically in accordance with Article 289-VII of the French General Tax Code. Any dispute must be submitted in writing within thirty days of receipt.

5.4 Renewal and Termination

The subscription is automatically renewed for a period identical to the initial period, unless terminated by the User before the due date. For annual subscriptions, LexOpti sends a reminder by email at least one month before the renewal date.

The User may object to renewal from their personal space or by email. Termination takes effect at the end of the current period.

5.5 Subscription Modification

The User may upgrade to a higher plan at any time. The change takes effect immediately with a pro-rata calculation. Downgrading to a lower plan takes effect at the end of the current period, without refund. Reducing the entity quota may result in suspension of monitoring for excess entities.

5.6 Price Revision

LexOpti may modify its prices. Any change is notified at least sixty days before coming into effect. Users who refuse may terminate without penalty before the effective date. Otherwise, the new prices apply at the next renewal.

5.7 Payment Default

In case of non-payment, LexOpti sends a formal notice. Failing regularization within seven days, access may be suspended. The User retains read-only access for their retention obligations.

Late payment penalties are due automatically at the ECB rate plus ten points. A flat- rate indemnity of forty euros for collection costs is due for each unpaid invoice (Article L.441-10 of the French Commercial Code).

6.1 User Obligations

The User commits to:

• using the Service in compliance with applicable laws and these ToS;
• acting as a professional in the context of their activity;
• having all necessary rights to the Content imported;
• informing the persons concerned by verifications and, where applicable, obtaining their consent;
• verifying Service results and making decisions independently.

The User is responsible for the actions of all persons accessing the Service through their Organization. They bear sole responsibility for their relationships with the analyzed Files.

6.2 LexOpti Commitments

LexOpti commits to providing the Service with the care and competence expected of a professional. This commitment constitutes an obligation of means. LexOpti implements the necessary technical measures to ensure Service availability and security.

Content is stored in an encrypted and secure manner, in accordance with the commitments in Section 7.

6.3 Confidentiality

Each party commits to preserving the confidentiality of information to which they have access in the context of the Service, whether technical, commercial, or related to processed Files. This obligation continues throughout the contract duration and for five years thereafter.

The confidentiality obligation does not apply to information already known to the receiving party, fallen into the public domain, lawfully obtained from a third party, or whose disclosure is required by law.

7.1 Personal Data Protection

LexOpti processes the User's personal data in accordance with Regulation (EU) 2016/679 and the French Data Protection Act. Details are provided in the Privacy Policy.

Regarding data related to Files, the User acts as data controller and LexOpti as data processor within the meaning of Article 28 of the GDPR. The conditions of this processing are detailed in the Data Processing Agreement.

7.2 Security Measures

LexOpti implements appropriate technical and organizational measures to ensure data security, in accordance with Article 32 of the GDPR: encryption, access control, regular backups, operation logging.

LexOpti may require the use of enhanced authentication when the nature of the data or the risk level justifies it.

7.3 Hosting and Backup

All data is hosted on servers located in the European Union. LexOpti performs regular and automated backups of Content to prevent any data loss.

In case of a data breach likely to pose a risk to individuals' rights and freedoms, the User is informed within seventy-two hours.

7.4 Cooperation with Authorities

The User authorizes LexOpti to respond to any legitimate request from a competent authority (sector supervisory authority, TRACFIN, judicial authority) concerning the User's activity or Content.

When the law requires disclosure of confidential information, LexOpti informs the User as soon as possible, unless prohibited by law. Disclosure is limited to the information required.

8.1 Principle

LexOpti's liability can only be engaged in case of proven fault directly attributable to it. The limitations below apply within the limits permitted by law.

8.2 Limits and Exclusions

The Service is provided as is. LexOpti does not guarantee the absence of errors or interruptions, the completeness of consulted sources, or the achievement of any particular result.

LexOpti is not responsible for:

• indirect damages, particularly loss of revenue, loss of customers, or image damage;
• the accuracy or completeness of data from third-party sources;
• decisions made by the User based on Service results;
• the User's breaches of their legal or professional obligations;
• force majeure events within the meaning of Article 1218 of the French Civil Code;
• the compatibility of the Service with all User equipment or configurations;
• relationships between the User and their own clients.

8.3 Liability Cap

LexOpti's total liability, for all causes combined, is limited to the amounts paid by the User during the twelve months preceding the triggering event.

This cap does not apply in case of gross negligence or breach of security and personal data protection obligations.

8.4 Indemnification

The User indemnifies LexOpti against any third-party claims related to a breach of these ToS, imported Content, or use contrary to applicable laws. This indemnification covers any defense costs.

9.1 Modification of ToS

LexOpti may modify these ToS. Any substantial modification is notified by email at least thirty days before coming into effect. Users who refuse may terminate before the effective date. Continued use constitutes acceptance.

9.2 Assignment

The User may not assign their rights or obligations without LexOpti's prior written consent. LexOpti may freely assign the contract as part of a restructuring or business transfer, subject to informing the User.

9.3 Partial Invalidity

If a clause is declared void or unenforceable, the other provisions remain in effect. The parties will endeavor to replace the invalidated clause with a valid provision producing an equivalent effect.

9.4 Independence of Parties

The parties are independent contractors. These ToS do not create between them any partnership, association, mandate, or employment relationship.

9.5 Applicable Law and Jurisdiction

These ToS are written in French, which is the only binding version. They are governed by French law. Any dispute relating to their interpretation or execution falls under the exclusive jurisdiction of the courts of Nice.

9.6 Complaints and Mediation

For any complaint, the User may contact LexOpti at contact@lexopti.com. In the absence of a satisfactory response within two months, the User may refer to the Business Mediator via economie.gouv.fr/mediateur-des-entreprises.

9.7 Notifications

Any notification is validly sent by email to the address provided by the User or to contact@lexopti.com for LexOpti.