Contratto di licenza utente finale (EULA/CLUF)

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

Versione del 20 ottobre 2026

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Mostriamo la versione inglese finché la traduzione non è pronta.

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; installing or using the Software does not, by itself, amount to accepting this 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 they 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, such as the Hunspell spell-checking engine and the spelling dictionaries the Excel add-in downloads. 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, whose characteristics (price, term, features, included usage) are described on our website or in your account area. We may update these characteristics in accordance with Section 10.10, subject to any required prior notice under applicable law.
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: only Advanced Re-reads count, and the reading included in the subscription is neither counted nor sold in lots. 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. It happens when the Software treats the first reading of that page as uncertain, when you request it, or when our standard reader is not in service for your organization, your region or your version of the add-in; in that last case, every scanned page is read by our advanced reader and is an Advanced Re-read. The current quotas are stated on our pricing page, together with the price of the lots of Advanced Re-reads you can add to your subscription: the price is the price of the lot, and each lot includes a fixed number of Advanced Re-reads. A document that is fully machine‑readable when imported gives rise to no Advanced Re-read. When the quota of Advanced Re-reads is used up, the Software runs no further Advanced Re-read until the quota renews for the next monthly period or until you buy a lot; the page stays available with the result of the reading included in the subscription, and the Software flags it as uncertain. If that page has no reading included in the subscription, no other reading is run outside the quota. When another quota is used up, the features that depend on it may be limited until the quota renews for the next monthly period. We may also implement 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 set out in Section 8.2 and in Section 12.5 of the DPA, subscription fees already paid are non‑refundable.
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 server‑side functionality used); 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.

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
We process your personal data in accordance with our Privacy Policy, which states the purpose of each processing operation and its legal basis (performance of the contract, legitimate interests, legal obligations and, where the law requires it, consent).

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 this EULA. The DPA sets out our obligations: documented instructions, confidentiality, security, assistance, breach notification within 48 hours, audits, and deletion at the end of the contract.

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
Document content submitted for OCR or document analysis is deleted at most 24 hours after upload. The Excel agent works on the documents saved in your workbook: of those documents, only their names, the pages the agent reads and the page numbers its checks look up reach our servers. Our copies of an Excel agent conversation are deleted at most 24 hours after they reach our servers, and database backups keep them up to 7 more days. The copies that Microsoft temporarily stores for abuse monitoring are not covered (Section 5.4 of the DPA). The content of an engagement of the engagement agent, of a financial statement review, of a PBC request list or of an analysis project is kept while the engagement, the review, the list or the project is open, and deleted between 29 and 30 days after it is closed, or shortly after if processing still under way holds the deletion back; an engagement, a review or a list with no human activity for 6 months, or a project with no human activity for 12 months, triggers a warning by e-mail, then is closed 30 days later if it has had no human activity since. The full retention periods are set out in Annex 1 of the DPA.

3.6 Artificial Intelligence
We do not use your Client Data to train, fine-tune or improve 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, as set out in 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 to correct, within a reasonable time, the reproducible 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. Each result 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 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. Loss of data constitutes direct damage where it results from a breach by NEXT BP of its security, confidentiality or data protection obligations. It is then subject only to the applicable cap. NEXT BP is not liable for a loss of data caused by you or by a third party for whom NEXT BP is not answerable.

6.2 Except as provided in Sections 6.3 and 6.4, the total liability of NEXT BP, for all causes combined, is limited to the amounts excluding tax paid or payable by you for the Software during the twelve (12) months preceding the event giving rise to the claim.

6.3 For damage resulting from a breach by NEXT BP of its personal data protection obligations (including under the DPA) or of its confidentiality obligations, the total liability of NEXT BP is limited to two (2) times the amounts excluding tax paid or payable by you for the Software during the twelve (12) months preceding the event giving rise to the claim, instead of the cap in Section 6.2.

6.4 These limitations do not apply in the event of gross negligence or wilful misconduct, in the event of death or personal injury, or in any other case where French law prohibits limiting liability.

7. INDEMNIFICATION

7.1 Your Indemnification
You indemnify NEXT BP against any claim by a third party, and the costs it causes, resulting from (a) your breach of this EULA, or (b) Client Data that you did not have the right to submit to the Software.

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. Our obligations are subject to you promptly notifying us of the claim and allowing us to control the defense. This 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 cancelling your subscription in accordance with the applicable subscription 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. We may also:

terminate or suspend your license for non‑payment of the subscription;
temporarily suspend or restrict access to the Software in case of major technical incident, suspected abusive use or security risk, for as long as is necessary to resolve the issue.

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, 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). Within thirty (30) days after the end of the subscription, you may ask for the return of the Client Data we still hold; after that period, we delete them, in accordance with Section 7 of the DPA, and provide a certificate of deletion on request. Database backups disappear within seven (7) days after the deletion. Once deleted, data can no longer be recovered. The copies that Microsoft temporarily stores for abuse monitoring are not covered (Section 5.4 of the DPA).

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, 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 Entire Agreement and Order of Precedence
This EULA, the Terms and Conditions, the Data Processing Agreement, our Privacy Policy and the specific terms of your subscription constitute the entire agreement between you and us regarding the Software and supersede all prior or contemporaneous communications. For everything relating to the processing of personal data, the DPA prevails over this EULA and the Terms and Conditions. For the other matters relating to the use of the Software, this EULA prevails over the Terms and Conditions.

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 shall be liable for any failure or delay in performance (except payment obligations) due to an event of force majeure within the meaning of Article 1218 of the French Civil Code.

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. We see to it that such changes do not materially degrade the core features of the subscribed plan, except with thirty (30) days' prior notice allowing you, where appropriate, to terminate before major changes take effect.

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).
“Client Data” has the meaning given in Section 1 of the DPA.
“Order Form” means any order document (online or offline) used to purchase a license to the Software, specifying the subscription, term, etc.
“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.