Applicable as of January 1, 2026
Article 1 – Purpose
These Terms and Conditions of Sale (the “Terms and Conditions”) constitute, in accordance with Article L.441-1 of the French Commercial Code, the sole basis of the commercial relationship between the Parties.
The Terms and Conditions set out below define the rights and obligations of Tailor H and its client (the “Client”) in connection with the provision of services marketed under the Sport Profileo and Tailor H brands.
They apply, without restriction or reservation, to all services provided by Tailor H to Clients within the same category, notwithstanding any provisions that may appear in the Client’s documents, including, without limitation, the Client’s own purchasing terms and conditions.
These Terms and Conditions shall apply unless otherwise agreed in writing in the relevant purchase order or in any specific agreement entered into between Tailor H and the Client.
Any order for services placed by the Client implies the Client’s prior and unconditional acceptance of these Terms and Conditions, which the Client acknowledges having read and understood.
Article 2 – Scope of Services
The services covered by these Terms and Conditions fall into four categories:
– Human Resources consulting services (the “Consulting Services”);
– Training services (the “Training Services”);
– The provision of licenses granting access to and use of the app.sportprofileo.com platform (the “Licenses”);
– The use of the PCQ, PCQ 360, PAQ and PAQ 180 psychometric solutions through the account(s) held by the Client on the app.sportprofileo.com platform (the “Psychometric Solutions”).
Article 3 – Orders
Tailor H provides its services upon the Client’s express request (the “Order”).
– For Consulting Services, an Order is formed either by a contract entered into between Tailor H and the Client, or by the Client’s written acceptance of a technical and commercial proposal issued by Tailor H.
– For Training Services, an Order is formed either by the execution of a training agreement by Tailor H and the Client, or by the Client’s written acceptance of a technical and commercial proposal issued by Tailor H.
– For Licenses, an Order is formed either by a contract entered into between Tailor H and the Client, or by the Client’s written acceptance of a technical and commercial proposal issued by Tailor H.
– For Psychometric Solutions, an Order is formed when the Client invites an individual to complete the relevant Psychometric Solution through the app.sportprofileo.com platform. The Order shall be deemed fulfilled when a results report generated from such invitation is made available for download from the Client’s account on the app.sportprofileo.com platform.
For Orders placed exclusively online, an Order is deemed registered by Tailor H when the Client accepts these Terms and Conditions by ticking the relevant acceptance box and confirms the Order. Before confirming the Order, the Client shall have the opportunity to review the details of the Order, its total price, and to correct any errors.
Confirmation of the Order constitutes acceptance of these Terms and Conditions in their entirety and serves as evidence of the contract concluded between Tailor H and the Client.
Article 4 – Prices
The prices applicable to the Services are those in effect on the date the Order is placed.Tailor H reserves the right to modify its prices at any time. However, Services shall be invoiced on the basis of the prices in effect at the time the relevant Order is placed.
Article 5 – Invoicing
Unless otherwise provided in a written agreement between Tailor H and the Client, Services shall be invoiced as follows:
– Consulting Services: thirty percent (30%) of the total fee shall be invoiced upon placement of the Order, with the remaining balance invoiced upon final delivery of the Services.
– Licenses: one hundred percent (100%) of the applicable fee shall be invoiced upon placement of the Order.
– Psychometric Solutions: one hundred percent (100%) of the applicable fee shall be invoiced during the month in which the relevant Services are delivered.
– Training Services: one hundred percent (100%) of the applicable fee shall be invoiced upon final delivery of the Services. If a third-party funding organization is expected to cover all or part of the cost of the Training Services, the Client remains solely responsible for ensuring that such funding is obtained and paid. Any amount not paid by the funding organization, for any reason whatsoever, shall remain due and payable by the Client.
An invoice shall be issued by Tailor H and provided to the Client for each provision of Services.
Article 6 – Payment Terms
Payment shall be made by bank transfer or by any other payment method accepted by Tailor H.
No discount shall be granted for early payment.
Unless otherwise provided in a written agreement between Tailor H and the Client, all invoices shall be payable within thirty (30) days from the date of invoice issuance.
Article 7 – Late Payment
Any delay or failure in payment shall automatically result in:
– the immediate payment of all outstanding amounts due;
– the requirement that any subsequent Orders be paid in full upon placement of the Order;
– the application of late payment interest at a rate equal to three (3) times the statutory interest rate in force on the invoice date. Such interest shall be calculated on the outstanding amount excluding taxes and shall accrue from the day following the payment due date stated on the invoice until full payment has been received, without the need for any prior reminder or formal notice. Interest shall be calculated on a pro rata temporis basis;
– the allocation of any partial payment first to unsecured portions of the debt and then to the oldest amounts due;
– the right for Tailor H to reduce, suspend or cancel any ongoing Services and to refuse any new Orders, seven (7) days after a formal notice to pay has been sent to the Client and has remained without effect;
– payment of a fixed compensation of forty euros (€40) for recovery costs, in accordance with applicable laws and regulations. This compensation shall be due automatically, without the need for any prior reminder or formal notice, and without prejudice to compensation for any additional loss actually suffered by Tailor H.
Article 8 – Cancellation of the Training Services by the Client
Any Training Service that has commenced shall be payable in full, unless otherwise expressly agreed by Tailor H.
Any cancellation of a Training Service by the Client must be notified in writing at least fifteen (15) calendar days prior to the scheduled start date of the Training Service.
If this notice period is not respected, fifty percent (50%) of the total training fee shall remain immediately due and payable as liquidated damages.
In any event, where the Client cancels a Training Service less than four (4) calendar days prior to its scheduled start date, one hundred percent (100%) of the total training fee shall remain immediately due and payable.
Article 9 – Term and Termination
The duration of the Consulting Services shall be specified in the written agreement entered into between Tailor H and the Client or in the technical and commercial proposal issued by Tailor H and accepted by the Client. In the event of termination by the Client, the Client shall remain liable for payment of all Services performed up to the effective date of termination and not yet paid for.
A License is granted for a period commencing upon completion of the training programme relating to the use of a Psychometric Solution and ending on December 31 of the calendar year in which such training programme takes place. Thereafter, the License shall automatically renew for successive one-year periods corresponding to each subsequent calendar year, unless the Client provides written notice of non-renewal to Tailor H at contact@sportprofileo.com no later than one (1) month prior to the License renewal date.
Article 10 – Responsibilities and Obligations of Tailor H
Given the nature of the Services provided, Tailor H is subject to a best-efforts obligation rather than an obligation to achieve a specific result. Accordingly, Tailor H shall be liable only for direct damages resulting from the improper performance of the Services and shall not be liable for any indirect, consequential, incidental, special, or non-material damages, whether foreseeable or unforeseeable.
Tailor H shall not be liable in the following circumstances:
– where any information, data, instructions, guidelines, materials or documents provided by the Client are inaccurate, incomplete or misleading, or more generally where any failure to perform or defective performance of the Services results, in whole or in part, from the Client’s actions, omissions, negligence or breach of its obligations;
– where delays attributable to the Client prevent compliance with the agreed schedule or deadlines;
– where the Client makes improper use of the Psychometric Solutions, including through the publication, communication or use of discriminatory, sexual, violent, abusive, offensive, threatening or defamatory content, or any unlawful content infringing the rights of any third party, including intellectual property rights and privacy rights. Tailor H reserves the right to remove, in whole or in part, any content that breaches this provision.
Tailor H undertakes to:
– perform the Services in accordance with professional standards, industry best practices, the terms and conditions agreed with the Client, and all applicable laws and regulations;
– maintain the strictest confidentiality with respect to any information provided by the Client and identified as confidential.
Pursuant to Article 2254 of the French Civil Code, any legal action brought by the Client against Tailor H shall be time-barred one (1) year after the date on which the Client became aware, or is deemed to have become aware, of the event giving rise to the claim.
Article 11 – Client Obligations
The Client undertakes to:
– provide Tailor H, within the agreed timeframes, with all information and documents necessary for the proper performance of the Services, and to make all decisions reasonably required for the execution of the Services within the required deadlines;
– use the Psychometric Solutions in compliance with all applicable laws and regulations and refrain from using, publishing or displaying, directly or indirectly, any discriminatory, sexual, violent, abusive, offensive, threatening or defamatory content or statements, or any unlawful content infringing the rights of any third party or entity, including intellectual property rights and privacy rights;
– pay all amounts due for the Services in accordance with the payment terms set out in Article 6 of these Terms and Conditions.
Article 12 – Force Majeure
Tailor H shall not be liable for any failure or delay in the performance of its obligations under these Terms and Conditions where such failure or delay results from a force majeure event. For the purposes of this Article, a force majeure event shall have the meaning set out in Article 1218 of the French Civil Code and shall include any event beyond the reasonable control of Tailor H that is unforeseeable and irresistible.
The performance of Tailor H’s obligations shall be suspended for the duration of the force majeure event, provided that such event is temporary and does not exceed sixty (60) days.
Upon cessation of the force majeure event, Tailor H shall use reasonable efforts to resume the performance of its contractual obligations as soon as practicable.
If the force majeure event permanently prevents performance or continues for more than sixty (60) days, these Terms and Conditions shall be terminated in accordance with the provisions of the Article entitled “Termination of the Agreement”.
Article 13 – Termination of the Agreement
13.1 – Termination for Force Majeure
Notwithstanding the provisions of Section 13.2 below relating to termination for breach, termination as a result of a force majeure event shall take effect automatically only thirty (30) days after a formal notice has been sent by registered letter with acknowledgment of receipt.
13.2 – Termination for Breach
In the event that either Party fails to comply with any of its obligations under these Terms and Conditions, the non-breaching Party may terminate the Agreement at its discretion.
It is expressly agreed that such termination for breach shall take effect automatically thirty (30) days after a formal notice requiring performance has been sent and has remained wholly or partially ineffective.
Such formal notice may be given by registered letter with acknowledgment of receipt.
The Parties expressly agree that any Party owing a payment obligation under these Terms and Conditions shall be deemed to be in default upon the sole occurrence of the payment due date, in accordance with Article 1344 of the French Civil Code. In any event, the non-breaching Party shall be entitled to seek compensation for any loss or damage suffered.
Article 14 – Intellectual Property
Unless otherwise expressly agreed in writing by Tailor H, Tailor H shall remain the exclusive owner of all intellectual property rights relating to any materials, content, documents and information provided to the Client in connection with the Services, including, without limitation, the visual identity, questionnaires, results reports, structure, format and organisation of information and documents, texts, logos, trademarks, images, photographs, animations, training materials, databases and any other materials made available to the Client.
Nothing in these Terms and Conditions shall be construed as transferring any intellectual property rights to the Client. The Client shall not reproduce, use, disclose, distribute, communicate, publish, display or otherwise exploit, whether in whole or in part, any element protected by Tailor H’s intellectual property rights without Tailor H’s prior written consent.
The Client may not assign, transfer, sublicense or otherwise dispose of any rights granted under these Terms and Conditions without Tailor H’s prior written consent.
The Client undertakes not to infringe, directly or indirectly, any intellectual property rights owned or controlled by Tailor H.
In particular, the Client shall not:
– use any materials or content for purposes not expressly authorised by Tailor H;
– reproduce, whether permanently or temporarily, in whole or in part, any materials, content, documents or resources made available by Tailor H, by any means and in any form;
– translate, adapt, arrange, modify, reverse engineer or create derivative works from any materials, content, documents or resources made available by Tailor H;
– distribute, publish, communicate, market, sell, license or otherwise make available to any third party any materials, content, documents or resources provided by Tailor H.
Article 15 – Data Protection
Tailor H undertakes to collect only personal data that is adequate, relevant and limited to what is necessary for the purposes for which it is processed. No personal data revealing racial or ethnic origin, political opinions, philosophical beliefs or religious beliefs, shall be requested from or collected from the Client.
The Client is hereby informed that the personal data identified as mandatory on the relevant forms and collected in connection with the Services described herein is necessary for the provision of the Services. Personal data may be collected and processed by Tailor H for the purpose of providing the Services.
For further information, the Client may consult Tailor H’s Privacy Policy.
Article 16 – Waiver of the Right of Withdrawal for Psychometric Solutions
In accordance with Article L.221-28 of the French Consumer Code, a consumer client has a period of fourteen (14) days from the date of conclusion of a distance contract for services to exercise the right of withdrawal without having to provide any reason.
Where the right of withdrawal is exercised, Tailor H shall reimburse the consumer client for all amounts paid no later than fourteen (14) days from the date on which Tailor H is informed of the consumer client’s decision to withdraw.
Where the consumer client requests that the performance of the Services begin before the expiry of the withdrawal period, Tailor H shall obtain the consumer client’s express consent.
In such circumstances, the consumer client shall acknowledge that, once the Services have been fully performed, the right of withdrawal shall no longer apply.
Article 17 – Governing Law and Jurisdiction
These Terms and Conditions shall be governed by and construed in accordance with the laws of France.
Any dispute relating to the validity, interpretation, performance, termination or consequences of these Terms and Conditions that cannot be resolved amicably shall be submitted to the competent French courts.
Article 18 – Language
These Terms and Conditions may be made available in both French and English.
In the event of any discrepancy, inconsistency or difference of interpretation between the French version and the English version of these Terms and Conditions, the French version shall prevail.
Article 19 – Client Acceptance
The Client expressly acknowledges having read and understood these Terms and Conditions and accepts them without reservation. Accordingly, the Client agrees that these Terms and Conditions shall prevail over any conflicting document and, in particular, over the Client’s own terms and conditions.