Contratto di licenza utente finale (EULA/CLUF)

Condizioni di licenza per installare e usare il componente aggiuntivo Excel.

Ultimo aggiornamento: 31 ottobre 2026

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This End-User License Agreement (the “EULA”) sets out your rights and obligations regarding the use of Blast Audit, published by NEXT BP, a French simplified joint-stock company (SAS) with a share capital of €100, registered with the Paris Trade and Companies Register under number 920 753 233, whose registered office is at 127 rue de la Tour, 75016 Paris, France (“we”, “us”, “our”). Blast Audit includes the Excel add-in, the web dashboard, the connectors, the MCP server, the engagement agent, the financial statement review, the PBC request lists, analysis projects and the Blast Audit Academy (the “Software”).

The Software is offered only to professionals. The organisation on whose behalf you act (“you”, “your”) accepts this EULA together with the Terms and Conditions when it subscribes or starts the free trial. The users it invites use the Software under that subscription. You see to it that each of them complies with the use restrictions of this EULA. A user's installing or using the Software does not amount to that user's acceptance of the EULA.

1. LICENSE OF USE

1.1 Grant of License
Subject to an active subscription, paid when due, or an active free trial, and to your continuous compliance with this EULA, we grant you a personal, limited, non-exclusive, non-transferable and revocable license to install and use the Software. This license is strictly limited to your internal professional use, in accordance with the subscribed plan. The Software is licensed, not sold.

1.2 Term
Your license is valid for the term of your active subscription period or of your free trial. It expires automatically if your subscription is not renewed.

1.3 Your Users
If you allow employees or collaborators (“End Users”) to use the Software under your license, you are responsible for their access to the Software and for their compliance with this EULA.

1.4 Use by Affiliates
You may extend the use of the Software to your Affiliates, provided that each user of an Affiliate has paid access and that those Affiliates comply with this EULA. You remain the primary license holder vis‑à‑vis us and guarantee that your Affiliates comply with this EULA.

1.5 Reserved Rights
All rights not expressly granted to you in this EULA are reserved by NEXT BP. The Software is protected by copyright, trademark and other intellectual property laws and international treaties.

1.6 Restrictions
Unless expressly authorized by us or permitted by law, you must not:

copy, modify, adapt, translate, reverse engineer, decompile or disassemble the Software, or attempt to discover its source code;
use the Software without a valid, paid subscription or an active free trial;
rent, lend, sell, sublicense, distribute or transfer the Software to any third party;
integrate the Software with third‑party technologies in a way that would impose additional licensing obligations on us;
circumvent any technical protection measures of the Software;
use components of the Software separately;
use the Software for any illegal, fraudulent or unauthorized purpose.

1.7 Your Feedback
If you provide us with suggestions, ideas or feedback (“Feedback”) regarding the Software, you do so voluntarily. You grant us a worldwide, perpetual, irrevocable, royalty‑free, non‑exclusive license to use, copy, modify, distribute and commercially exploit such Feedback in any manner, without any obligation to you. Feedback does not include your Client Data.

1.8 Acceptable Use and Types of Data
You are responsible for the content of the data and documents you submit to the Software and warrant that you have the rights and legal bases needed to submit them. Submit only the documents needed for your engagements. You agree not to use the Software to process:

information subject to special secrecy regimes other than professional secrecy (state secrets, classified information, etc.);
any illegal or fraudulent content, or content for which you do not have the necessary rights.

Audit documents may incidentally contain special categories of personal data within the meaning of the GDPR (for example, health data on a payslip). The conditions that apply to them are set out in Section 9.2 of the Data Processing Agreement.

1.9 Third-Party Components
The Software includes third-party components distributed under free or open-source licenses, whose notices are provided with the Software. Each of these components remains governed by the license or licenses under which it is distributed, which its right holders grant you directly. Nothing in this EULA or in the Terms and Conditions, including Sections 1.5, 1.6 and 4.1 of this EULA and Sections 3 and 7.1 of the Terms and Conditions, restricts the rights those licenses give you in these components, including the rights to use them separately, reverse engineer, copy, modify and redistribute them on the terms those licenses set. In case of conflict, a component's license prevails for that component.

2. SUBSCRIPTION AND PAYMENT

2.1 Subscription, Single Plan and Free Trial
Use of the Software requires an active subscription or an active free trial. We currently offer a single subscription plan, billed per user, monthly or yearly. The price, term and quotas are those of the pricing page at subscription or renewal. The features are those described in the Documentation. We may evolve the features in accordance with Section 10.10, and the prices in accordance with Section 2.8.
Each organization may use one free trial of 14 days. The trial requires no payment details and nothing is billed during it. At the end of the trial, access ends unless a subscription is taken out.

2.2 Payment Processing via Stripe
Subscription payments are processed by our payment service provider Stripe. By subscribing, you agree that your payments are governed by Stripe’s terms and privacy policy. We do not store your full card details.

2.3 Taxes and VAT
Prices are shown exclusive of tax, unless indicated otherwise. VAT and any other applicable taxes are calculated and collected by Stripe based on the information you provide (including your country and, where applicable, your VAT number). You remain responsible for the accuracy of this information.

2.4 Automatic Renewal
Unless you cancel your subscription before the end of the current term, your subscription automatically renews for a new period of the same length, using the payment method registered with Stripe.

2.5 Late or Failed Payment – Suspension of Access
Late payments bear the penalties and the fixed recovery indemnity set out in Section 2.3 of the Terms and Conditions. In case of non‑payment, late payment or failed charge (expired card, bank refusal, etc.), we may:

notify you of the situation and invite you to remedy it;
temporarily suspend access to the Software until payment is regularized;
terminate this EULA in accordance with Section 8.

2.6 Usage Quotas
Your subscription includes monthly usage quotas per user, in Advanced Re-reads and in AI credits, pooled across all members of your organization. Reading the pages of your documents is included in the subscription: for that reading, only Advanced Re-reads are counted. An Advanced Re-read is the reading of a page by our advanced reader with our key, not with an API key saved by your organization; every Advanced Re-read is counted, whatever its cause. The current quotas, and the price of the lots of Advanced Re-reads you can add to your subscription, are stated on our pricing page. When a quota is used up, the features that depend on it may be limited until it renews for the next monthly period or, for Advanced Re-reads, until you buy a lot. We may also apply reasonable technical safeguards (temporary rate‑limits, abuse control, etc.) to ensure the security, stability and performance of the service for all customers.

2.7 Refunds
Unless mandatory law provides otherwise, and except in the cases where this EULA, the Terms and Conditions or Section 12.5 of the DPA provide for a pro rata refund, subscription fees already paid are non‑refundable. A pro rata refund is the financial consequence of the termination itself: it is not added to damages for the termination alone.
On an exceptional basis, we may consider a refund if both of the following conditions are met:

you have made no effective use of the Software (no document processing, no functionality using server resources); and
this absence of use has generated no variable cost on our side (for instance, OCR costs, AI compute or infrastructure costs).

Any decision to make an exceptional refund remains at our sole discretion.

2.8 Price Changes
We may change the price of the subscription. The new price applies from the next renewal, provided that we have informed you by e-mail or in the Software at least thirty (30) days before that renewal. If you do not accept the new price, you may choose not to renew your subscription.

3. DATA, PRIVACY AND SECURITY

3.1 Confidentiality
Each party protects the other party’s confidential information, including your Client Data, under the conditions of Section 8 of the Terms and Conditions, which also covers the professional secrecy that binds statutory auditors and chartered accountants.

3.2 Protection of Your Personal Data
The Privacy Policy informs individuals of the processing for which NEXT BP is the controller; it does not form part of the contract. Our obligations as processor are set out in the DPA.

3.3 Documents You Submit
When you submit documents containing personal data, we process them as your processor under the Data Processing Agreement (DPA), which forms part of the contract and sets out our obligations as processor.

3.4 Sub‑processors and Transfers
The companies that process data on our behalf, the location of the processing and the safeguards for any transfer outside the European Economic Area are listed in Annexes 3 and 4 of the Data Processing Agreement.

3.5 Retention of Documents
The Excel agent works on the documents saved in your workbook. So that the agent can list them, search them and read their pages, the add-in sends our servers, for each conversation, the name of each document and the text that optical character recognition (OCR) read in it, even when the request does not concern those documents. It does not send the files themselves for this. That text is part of the content of the conversation. The retention periods of the Client Data are set out in Annex 1 of the DPA, and their return and deletion at the end of the contract in its Section 7.

3.6 Artificial Intelligence
We use your Client Data neither to train nor to tune artificial intelligence models. The conditions under which AI models process your documents are set out in Section 5 of the DPA.

4. INTELLECTUAL PROPERTY

4.1 Software
The Software, its code, structure, look and feel, all related content (documentation, etc.) and the “Blast Audit” brand are and will remain the exclusive property of NEXT BP and its licensors. This EULA grants you no intellectual property rights over the Software, only a limited right of use as described herein.

4.2 Client Data and Outputs
You keep all rights over the Client Data (as defined in Section 1 of the DPA) and over the results the Software produces from them, under the conditions of Section 7.2 of the Terms and Conditions.

5. WARRANTIES

5.1 Our Commitments
We undertake to provide the Software substantially in accordance with its Documentation and endeavour to correct, within a reasonable time, the reproducible and significant defects that you report to us. Except for these commitments and the mandatory provisions of law, we give no other warranty, in particular that the Software meets a need that is not described in its Documentation.

5.2 Results and Performance
The Software uses optical character recognition and artificial intelligence models, whose results may contain errors. We do not guarantee the accuracy or completeness of each result. Where possible, each extracted value is linked to its source in the document so that you can check it.

5.3 No Audit, Accounting or Legal Advice
The Software is designed as a tool to assist with analysis and audit. It does not provide audit, accounting or legal opinions in any professional or regulatory sense. You remain responsible for:

interpreting the results provided by the Software;
the conclusions you draw from those results;
the reports, deliverables or decisions you make based on them.

Where necessary, you must have these elements reviewed by appropriately qualified professionals (auditors, chartered accountants, lawyers, etc.).

6. LIMITATION OF LIABILITY

6.1 Principle
Each party is liable for the direct and foreseeable damage that it causes to the other through a breach of its obligations. NEXT BP is not liable for indirect damage, such as loss of profit, turnover, clientele or business opportunity. Nor is it liable for your professional opinions, views, conclusions and decisions, or for a loss caused by you. Compensation for a loss of Client Data is limited to the reasonable cost of restoring or reconstituting it, within the limit of the cap in Section 6.2. NEXT BP does not indemnify claims by your clients or by the entities you audit or advise, based on your engagements, opinions or deliverables.

6.2 Single cap
Subject to Section 6.4, the total liability of NEXT BP towards you, for all claims arising during the same period of twelve (12) months, for all causes combined, under this EULA, the Terms and Conditions and the DPA, personal data protection and confidentiality included, is limited to the higher of the following two amounts: the amounts excluding tax paid or payable by you for the Software in respect of the twelve (12) months preceding the event giving rise to the first claim; the price excluding tax of twelve (12) months of the subscription taken out or, during a free trial, of the trial subscription.

6.3 Allocation
Damages due under this EULA, the Terms and Conditions and the DPA, and credit notes, are charged against this cap once only. The pro rata refund of a subscription paid in advance is a restitution: it is not charged against the cap. If a provision of this Section is deemed unwritten, the others remain.

6.4 Exceptions
The limits in this Section do not apply in the event of gross negligence or wilful misconduct, death or personal injury, or where a mandatory rule prohibits limiting liability. They cannot be relied on against data subjects exercising their rights under Article 82 of the GDPR. Between the parties, they apply, including to the recourse action provided for in Article 82(5) of the GDPR. Each party bears the administrative fines imposed on it.

6.5 Time limit for bringing claims
Any liability claim between the parties under the contract is time-barred one (1) year from the day on which the party bringing it knew or should have known the facts enabling it to bring it. This period does not apply to actions for payment of the sums due under the subscription, or to actions for compensation of personal injury.

7. INDEMNIFICATION

7.1 Your Indemnification
You indemnify NEXT BP against any claim by a third party or an authority, and the costs it causes, including reasonable defense costs, resulting from: (a) your breach of this EULA; (b) Client Data that you did not have the right to submit to the Software; (c) a breach of your obligations as controller, in particular as to the legal basis for the processing and the information of data subjects, including the resulting claims of data subjects and authorities; (d) your professional engagements, opinions, views, conclusions or deliverables, including claims by your own clients and by the entities you audit or advise, except gross negligence or wilful misconduct by NEXT BP. We promptly notify you of the claim and let you conduct the defense; we cooperate with you, at your reasonable expense. You may not enter into any settlement that places an obligation or an admission of liability on NEXT BP without our written consent.

7.2 Our Indemnification
We will defend you against any third‑party claim alleging that the Software, as provided by us and used in accordance with this EULA, directly infringes such third party’s patent, copyright or trademark, and will bear the damages awarded against you on that account, including defense costs, within the limit of the cap in Section 6.2. Our obligations are subject to you promptly notifying us of the claim, leaving us alone to handle its defense and settlement, and cooperating with us. This indemnification does not apply to a claim that results from: (a) a free or open-source component (Section 1.9); (b) a third-party model or service; (c) the Client Data; (d) the combination of the Software with a product, service or data that we did not provide; (e) a modification of the Software that we did not make; (f) the use of a version that is not up to date, where the update would have avoided the infringement. If the Software is or is likely to become the subject of such a claim, we may, at our choice, modify it, replace it with an equivalent, obtain for you the right to continue using it, or terminate the subscription concerned and refund you the portion of the fees paid in advance that covers the remaining period, calculated pro rata. This indemnification constitutes your sole remedy for any intellectual property infringement claim related to the Software.

8. TERM, SUSPENSION AND TERMINATION

This EULA takes effect when your organisation accepts it, at subscription or at the start of the free trial, and remains in force as long as your subscription or your free trial is active.

8.1 Termination by You
You may terminate this EULA at any time by ceasing all use of the Software, uninstalling it and ending your subscription in accordance with the applicable terms. Termination does not entitle you to any refund of subscription fees already paid, except in the cases set out in Section 2.7.

8.2 Termination for Breach, Suspension
Either party may terminate this EULA if the other party commits a material breach of its obligations that is not remedied within thirty (30) days after a notice describing the breach. If you terminate for a breach by NEXT BP, we refund the portion of the subscription fees paid in advance that covers the period remaining after the effective date of termination, calculated pro rata by the number of days, within thirty (30) days and to the payment method used; this refund is the financial consequence of the termination itself and is not added to damages for the termination alone. We may also:

terminate or suspend your license for non‑payment of the subscription;
temporarily suspend or restrict access to the Software in the cases and under the conditions of Section 13.4 of the Terms and Conditions;
end your subscription, or stop providing the Software or one of its modules, under the conditions of Section 13.6 of the Terms and Conditions.

8.3 Consequences of Termination – Data Reversibility
Upon termination or expiration of this EULA (for any reason), you must cease all use of the Software and uninstall it from all your devices. The following sections survive termination for the time needed to apply them: 1.5, 1.7, 1.9, 2.7, 3, 4, 5, 6, 7, 8.3, 9, 10, 11.

Your workbooks remain in your own Excel files. Before your account is deleted or your subscription terminated, you are responsible for exporting the data and results you wish to keep that the Software still holds (for example, engagements of the engagement agent, the documents of closed financial statement reviews, the files of PBC request lists and analysis projects; Section 7.2 of the DPA states what the export of a review contains). At the end of the subscription, the return and deletion of the Client Data we still hold follow Section 7 of the DPA; we provide a certificate of deletion on request. Once the periods in Section 7 of the DPA have elapsed, backups included, we no longer hold a copy of the Client Data covered by that Section to return; the copies that a provider keeps under Section 5.4 of the DPA cannot be recovered by us.

9. GOVERNING LAW AND DISPUTE RESOLUTION

This EULA is governed by French law. It is published in French, English and Spanish; in the event of a discrepancy, the French version prevails. Any dispute arising out of or in connection with this EULA shall be submitted to the exclusive jurisdiction of the Economic Activities Court of Paris (Tribunal des activités économiques de Paris), or the commercial court that succeeds it, or, if that court has no jurisdiction over the dispute, of the Judicial Court of Paris (Tribunal judiciaire de Paris). The United Nations Convention on Contracts for the International Sale of Goods does not apply.

10. GENERAL PROVISIONS

10.1 Contract documents, precedence and entire agreement
The contract relating to the Software consists of, in decreasing order of precedence: any order form or quote signed by both parties; the data processing agreement (DPA); the end-user license agreement (EULA); and the Terms and Conditions. For everything relating to the processing of personal data, the DPA prevails over all other documents, including any order form and quote. These documents constitute the entire agreement of the parties on the Software. They supersede any prior, contemporaneous or subsequent communication that does not take the form of an amendment signed by both parties. Changes made under Sections 2.6 and 14 of the Terms and Conditions, Sections 2.8 and 10.11 of the EULA and Section 11.6 of the DPA form part of the contract without a signed amendment. The following are not part of the contract: the website, the marketing pages, the security page, the Privacy Policy, the Cookie Notice, the help centre content other than the Documentation, and the replies of support, human or automated (Moulinet). The pricing page applies only to the price, term and quotas in force at subscription or renewal.

10.2 Independent Contractors
You and NEXT BP are independent contractors. Nothing in this EULA shall be construed as creating a partnership, joint venture, agency or employment relationship.

10.3 Assignment
You may not assign or transfer this EULA or any of your rights or obligations hereunder without our prior written consent. We may assign this EULA to an entity that takes over all or part of our business, after informing you.

10.4 Severability
If any provision of this EULA is held illegal, void or unenforceable, that provision shall be limited or eliminated to the minimum extent necessary so that the remainder of the EULA remains in full force and effect.

10.5 No Waiver
Failure by either party to exercise any right provided herein shall not be deemed a waiver of that or any other right.

10.6 Notices
Any notice required or permitted under this EULA shall be in writing (email being acceptable to the addresses provided by each party).

10.7 Force Majeure
Neither party is liable for a failure or delay in performing its obligations due to an event of force majeure. In addition to the cases in Article 1218 of the French Civil Code, an event beyond the reasonable control of the party relying on it, which it cannot overcome by appropriate measures, constitutes a case of force majeure, even if foreseeable: failure of a host, of a cloud provider or of an artificial intelligence provider; cyberattack despite reasonable security measures; decision of an authority. Payment obligations are not suspended.

10.8 Headings
Section headings are for convenience only and shall not affect the interpretation of this EULA.

10.9 Marketing References
Unless you object in writing, you authorize us to mention your company name and logo as a reference customer on our commercial materials (website, presentations, reference lists), without disclosing confidential information.

10.10 Software Changes
We may evolve the Software (adding, modifying or removing features) to improve the service, fix errors or adapt our offering. An essential feature is a function without which the use of the Software described in the Documentation ceases. Where we remove an essential feature from the subscription taken out, we inform you at least thirty (30) days in advance; you may then terminate your subscription, and we refund the portion of the fees paid in advance that covers the period remaining after the effective date of termination, calculated pro rata. The end of a module, that is, of an element named in the definition of the Software (Section 11), follows Section 13.6 of the Terms and Conditions, with ninety (90) days' notice.

10.11 Changes to the EULA
We may amend this EULA. The amended version takes effect on its publication or, where we submit it for acceptance in the Software, on its acceptance. We inform you by e-mail or in the Software no later than that date. If a material change, unfavourable to you, does not suit you, you may terminate your subscription free of charge, in writing, within thirty (30) days after that notice; we then refund the portion of the fees paid in advance that covers the period remaining after the effective date of termination, calculated pro rata. The DPA is amended under its own rules (Section 11.6 of the DPA).

11. DEFINITIONS

“Affiliate” means any legal entity which controls, is controlled by, or is under common control with a party (control meaning ownership of more than 50% of the voting rights or equity).
“Order Form” means any order document (online or offline) used to purchase a license to the Software, specifying the subscription, term, etc.
“Documentation” means the description of the Software's features published in its help centre, excluding marketing materials.
“Client Data” has the meaning given in Section 1 of the DPA.
“Personal Data” means any information relating to an identified or identifiable natural person, as defined by the GDPR or any other applicable data protection law.
“Feedback” means any suggestions, ideas, improvements, comments or other feedback you provide about the Software.
“Software” means Blast Audit: the Excel add‑in, the web dashboard, the connectors, the MCP server, the engagement agent, the financial statement review, the PBC request lists, analysis projects and the Blast Audit Academy, including any updates, bug fixes or new versions we may provide.
“End User” means any natural person (employee, contractor, etc.) that you authorize to access and use the Software under your license.