Terms of service for business customers

These terms of service (the “Terms”) apply to services provided by WaySplat (Marvin De Souza, sole proprietor (French “entrepreneur individuel”, micro-enterprise scheme), SIRET 000 000 000 00000, 1 rue de l’Exemple, 75001 Paris, France) to its business customers: venue operators (airports, shopping malls, hospitals and clinics, stadiums and arenas, hypermarkets and big-box stores, parks) and real estate professionals. They do not apply to consumers. The French version prevails in case of discrepancy.

1. Contract documents

The contract consists of, in decreasing order of priority: (1) the signed quote or purchase order and any special conditions; (2) the data processing agreement (§ 10); (3) these Terms. The customer’s general purchasing conditions apply only if WaySplat has accepted them in writing.

2. The services

As set out in the quote:

1. Scanning of the venue or property (photoreal scan) and production of the 3D model;
2. Set-up: calibration, georeferencing, walkable area, levels, POIs, categories, paths, mobile version of the model;
3. Hosting and delivery of the visitor page or property tour, accessible by link, QR code or NFC tag;
4. Bluetooth beacons: supply or recommendation, installation plan, calibration;
5. Anonymous usage statistics and dashboard;
6. Options: model updates (new scan), location-based offers and messages, sponsored placements and searches, integrations.

Features presented as upcoming on the website are only owed if the quote expressly includes them, with their availability date.

3. Orders, prices, payment

• Prices are set by the quote, in euros, excluding taxes. VAT not applicable, article 293 B of the French General Tax Code.
• Unless stated otherwise: set-up invoiced on order; subscription invoiced in advance, per period; payment 30 days from invoice date, by bank transfer.
• Any late payment automatically incurs penalties at three times the French legal interest rate and a fixed recovery fee of €40 (article L. 441-10 of the French Commercial Code), without prejudice to the suspension provided for in § 12.
• The subscription runs for the term stated in the quote (12 months by default) and renews for successive periods of the same length, unless terminated by either party with 2 months’ notice before the end of the current period.

4. WaySplat’s commitments

• Perform the services carefully, in line with good practice, under a best-efforts obligation.
• Host data in the European Union where technically possible (database in Ireland, 3D models in Western Europe) and implement appropriate security measures.
• Aim for continuous availability, excluding maintenance (announced where possible) and failures of third-party networks or providers. A quantified service level is only owed if stated in the quote.
• Fix reported defects within a reasonable time and inform the customer of significant changes.
• Keep the customer’s information confidential (§ 14).

5. Customer’s commitments

The customer undertakes to:

1. Hold every authorization required for scanning and publication: consent of the owner and manager of the premises, of the relevant tenants and, where applicable, of the competent authorities (airport security, local authorities, healthcare facility management…).
2. Inform people present during the scan (signage, instructions) and favour scanning without the public; tell WaySplat about any person, face, licence plate, document or readable screen to be removed or blurred.
3. Designate areas to be excluded from publication: restricted areas and security checkpoints, technical and security rooms, control rooms, safes, sensitive storage, occupied patient rooms and treatment rooms, and any space whose publication would harm security, confidentiality or privacy.
4. Provide accurate, up-to-date and lawful content (names, hours, flights, seats, services, offers, contact details) and hold the rights to the trademarks, logos, images and texts provided, as well as to those appearing in the scanned venue (artworks, tenants’ signs…).
5. Send no sensitive personal data: no names of patients, room occupants, passengers or spectators in POIs, messages or imported files. WaySplat is not a certified health data host and the service is not designed to process such data.
6. Inform its visitors: display, next to the QR codes, the link to the Privacy policy and, if beacons are installed, the notice provided under Bluetooth, location and sensors.
7. Install, maintain and replace beacons on its premises according to the agreed plan, in compliance with the building’s safety rules, and keep custody of them.
8. Maintain its own safety and evacuation signage: WaySplat does not replace it.
9. Where applicable, comply with its own digital accessibility obligations (for example the French RGAA for public bodies) and check the service’s accessibility level with WaySplat.

6. Published models are public

A published 3D model is downloaded by each visitor’s browser to be displayed. It therefore cannot be restricted to certain visitors, and a malicious person can technically keep a copy, despite the prohibitions set out in the Terms of use. Only publish what you accept to show the public. WaySplat can remove areas from a model before publication; the full working model remains private.

7. Service disclaimers

• Guidance is a wayfinding aid. It is not a safety, evacuation, medical guidance or official flight information system. In-page notices remind visitors to follow signage and staff.
• Position is approximate (a few metres depending on available sources, beacons and their maintenance); the 3D world reflects the venue as of the scan date.
• Measurements offered in property tours are indicative and replace neither legal floor-area measurements nor mandatory surveys. The advertiser remains solely responsible for the property information and the transaction.
• Operation depends on third-party technologies (iOS and Android, browsers, mobile networks, GPS, Bluetooth, Apple App Clips) whose changes may modify or limit some features.

8. Advertising content and offers

When the customer subscribes to sponsored searches or placements or location-based offers:

• sponsored content is labelled as such in the interface (“Sponsored”);
• the customer and, where applicable, the end advertiser are responsible for the lawfulness of offers (prices, promotions and discounts under consumer law, conditions, stock);
• advertising for tobacco and vaping is excluded; advertising for alcohol (French “loi Évin”), gambling and betting, and medicines, medical devices or healthcare services is only accepted with WaySplat’s written consent and in strict compliance with the applicable rules;
• no targeting is based on personal data, sensitive or not: an offer is triggered only by the zone where the device is, computed on the device;
• WaySplat may refuse or remove any unlawful, misleading, offensive content or content damaging to a venue’s image.

9. Intellectual property

• WaySplat retains ownership of its software (administration tool, visitor page, guidance engine, formats, processing tools), their updates and its know-how. During the contract, the customer has a non-exclusive right to use the service for its venues.
• The customer retains ownership of its content (lists, texts, logos, images) and, once all sums due have been paid, of the scan files and the 3D model of its venue. It grants WaySplat, for the duration of the contract, a non-exclusive licence to host, process (mobile versions, optimizations), display and deliver them as part of the service.
• WaySplat may use aggregated, anonymous statistics to improve the service. Citing the customer as a reference (name, logo, images of its venue) requires its prior written consent.

10. Personal data: data processing agreement

For visitor data processed as part of its deployment (usage statistics, published content), the customer is the controller and WaySplat is its processor within the meaning of GDPR article 28. WaySplat undertakes to:

1. process such data only on the customer’s documented instructions, to provide the service;
2. ensure the confidentiality of the persons authorized to process it;
3. implement appropriate security measures (§ 11 of the Privacy policy);
4. use only the sub-processors listed below, and inform the customer of any intended change so that it may object:
   • Supabase, Inc. — database, EU region (Ireland);
   • Cloudflare, Inc. — hosting and delivery, 3D model storage in Western Europe;
5. help the customer respond to data subject requests and, if needed, carry out an impact assessment;
6. notify the customer of any personal data breach within 48 hours of becoming aware of it;
7. at the end of the contract, return and then delete the data (§ 13);
8. make available the information needed to demonstrate compliance and allow reasonable audits, at the customer’s expense, with 30 days’ notice.

By design, the service collects no names, accounts, stored IP addresses or positions of visitors. WaySplat remains controller of the processing it carries out on its own behalf (business relationship, security and technical operation of the service).

11. Liability

• WaySplat may only be held liable for proven fault and direct damage. Indirect damage is excluded: loss of revenue, customers or reputation, delays of passengers or patients, missed events.
• WaySplat’s total liability, for all causes combined, is capped at the amount excluding taxes paid by the customer in the 12 months preceding the event giving rise to the claim.
• These limitations do not apply to gross negligence or wilful misconduct, nor to personal injury.
• The customer indemnifies WaySplat against any third-party claim relating to the content it provides, the authorizations it must hold (§ 5) and the offers it publishes (§ 8).
• Neither party is liable for a failure due to force majeure within the meaning of article 1218 of the French Civil Code.

12. Suspension

WaySplat may suspend all or part of the service, after notifying the customer where possible: in case of risk to the security of the service or of people, manifestly unlawful content, a request from an authority, or persistent non-payment 15 days after a formal notice has remained unanswered.

13. End of contract and reversibility

• Either party may terminate the contract for serious breach by the other, not remedied 30 days after formal notice.
• At the end of the contract, the visitor page is unpublished. For 30 days, the customer may obtain an export of its content (place lists in CSV format) and of the scan files and 3D model that belong to it (§ 9).
• Data is then deleted within 90 days, except where retention is legally required (accounting records).

14. Confidentiality

Each party keeps confidential the non-public information received from the other (plans, sensitive areas, commercial terms, operating data), during the contract and for 3 years afterwards. Working models, plans and excluded areas are disclosed to no one outside the sub-processors listed in § 10.

15. Subcontracting

WaySplat may entrust some services (for example on-site scanning) to qualified providers, while remaining responsible for their performance towards the customer.

16. Governing law and disputes

The contract is governed by French law. The parties will first seek an amicable solution. Failing that, any dispute falls under the exclusive jurisdiction of the Paris Commercial Court (Tribunal de commerce de Paris), including for summary proceedings or multiple defendants.