1. Purpose and scope
These terms of sale govern the supply by LABARI VOICE SAS ("Labari"), a simplified joint-stock company whose registered office is located at 142, rue de Rivoli, 75001 Paris, France, of licenses to access voice datasets and of custom data production services, as described on labari.dev (catalog license, custom dataset, temporary exclusivity). They apply to any order placed by a professional client ("the Client"), to the exclusion of any purchasing terms of the Client, unless otherwise agreed in writing.
In accordance with Article L.441-1 of the French Commercial Code, these terms are provided to any professional client who requests them prior to entering into a contract.
2. Offers
Catalog license
Subscription access, for a fixed term, to one or more datasets from the Labari catalog, delivered by export or API.
Custom dataset
Dedicated production of a dataset according to the Client's specifications (language, domain, register, speech type, volume), formalized by a quote and a specification document signed by both parties.
Temporary exclusivity
An exclusivity license, for a fixed term, on a dataset before its integration into the shared catalog.
The public catalog is under construction: available datasets, their volumes and their pricing terms are confirmed case by case at the time of the quote, as long as the catalog is not generally available online.
3. Orders and quotes
Every order is the subject of a written quote or purchase order specifying the scope, price, delivery schedule and license term. The order becomes firm only upon its written acceptance (signature or confirmation by email) by the Client and payment, where applicable, of the agreed deposit.
4. Prices and payment terms
- Prices are set in euros, excluding taxes, and specified in the applicable quote or purchase order.
- Payment terms (schedule, possible deposit, payment period): stated at the time the contract is concluded, in the quote or purchase order.
- In accordance with Article L.441-10 of the French Commercial Code, any late payment gives rise to late-payment interest at the interest rate applied by the European Central Bank to its most recent refinancing operation, plus 10 percentage points, as well as a fixed recovery indemnity of €40.
- Any substantial change in prices is notified to the Client with reasonable notice; in that case the Client may terminate before the new pricing takes effect.
5. License and intellectual property
Delivered datasets remain the property of Labari. Ordering a catalog license or a temporary exclusivity grants the Client a non-exclusive right of use (unless an exclusivity option is expressly subscribed), non-assignable and non-transferable, for the duration of the license and under the conditions specified in the quote, in particular for the purposes of training, fine-tuning and evaluating models.
For custom-produced datasets, the terms of assignment or licensing of rights over the delivered dataset are specified in the corresponding quote.
The Client shall refrain from any reproduction, redistribution or making available to third parties of the delivered data outside the scope of its license, as well as from any attempt to identify the recorded speakers.
6. Delivery
Datasets are delivered by secure export or API, within the timeframes specified in the quote. Delivery times for custom datasets depend on the volume and language ordered and are confirmed when the quote is drawn up.
7. Obligations and warranties
Labari warrants that the delivered data has been produced with the consent of the recorded speakers and comes with a clear commercial license as to its use for training artificial intelligence models. Labari implements multi-annotator quality control (Gold standard) and provides the Client with the quality indicators (WER/CER) of the delivered batch.
The Client undertakes to use the data in accordance with the subscribed license and the purposes declared at the time of the order.
8. Liability
Labari's liability, all damages combined, is limited to direct damages and capped at the total amount actually paid by the Client under the contract concerned. Labari shall not be held liable for indirect damages (loss of revenue, business or data of the Client). This limitation does not apply in the event of gross negligence or willful misconduct, infringement of Labari's intellectual property rights, or breach of the speaker-consent warranties set out in Article 7.
9. Confidentiality and personal data
Each party undertakes to keep confidential the non-public information of the other party exchanged in the course of the contract. The personal data of recorded speakers is processed by Labari in accordance with the GDPR, on the basis of consent collected at the time of recording. Where the Client in turn processes personal data derived from the delivered datasets, it acts under its own responsibility as data controller.
10. Term and termination
The term of each license is specified in the quote. Either party may terminate the contract in the event of a serious breach by the other party of its obligations, not remedied within thirty (30) days of a formal notice remaining without effect. Termination does not entitle the Client to a refund of sums already paid, unless otherwise provided in the quote.
11. Force majeure
Neither party may be held liable for a failure to perform its obligations resulting from an event of force majeure within the meaning of Article 1218 of the French Civil Code.
12. Changes to these terms
Labari may modify these terms at any time; the version applicable to an order is the one in force on the date of signature of the corresponding quote.
13. Applicable law and jurisdiction
These terms are governed by French law. Failing amicable resolution, any dispute relating to their interpretation or performance falls under the exclusive jurisdiction of the courts of Paris.