Terms of sale and license
Version of 4 November 2026
1. Seller
The offers sold online on the portal https://ultrametrix.fr are sold by Ultrametrix, SARL (French limited liability company) with a share capital of €41,400, entered in the Lyon Trade and Companies Register (RCS) 487 817 983, EU VAT number FR23487817983, registered office 58 avenue Chanoine Cartellier, 69230 Saint-Genis-Laval, France.
Contact: contact@ultrametrix.fr, telephone +33 4 78 79 21 71.
2. Purpose and scope
These terms govern the online order of the UMX Risk Manager and UMX Risk Manager + CTI offers, and the license to use the software they include. They apply to every order, to its renewals and to the changes of offer made from the customer space.
UMX Explorer, which is free, is not sold: its own license governs it (article 14). The Enterprise Suite, the risk audit and the consulting missions are quoted and covered by a separate contract; these terms apply to them only where that contract refers to them.
The use of the portal falls under the legal notice and terms of use, and personal data under the privacy policy. A purchase condition of the customer that contradicts these terms binds Ultrametrix only if Ultrametrix accepted it in writing.
3. Professional customers
The offers sold online are for professionals only: companies, establishments and bodies buying for the needs of their business. By ordering, the buyer states that it acts in that capacity and has the authority to bind the organization it orders for. Signing up to the portal requires a professional e-mail address and the name of the company.
The fourteen-day right of withdrawal that the French Consumer Code gives for distance contracts (article L221-18) protects consumers: it does not apply to these orders, placed by professionals for their business. The extension of some of those rules to small businesses (article L221-3) covers only contracts concluded off-premises, not an order placed online.
Only an administrator of an organization can buy for it from their account.
4. Offers and prices
The content of each offer, its rights and its price are those the site's Offers page shows on the day of the order. The rights of the offer bought (the features it opens and, for Risk Manager + CTI, the monthly number of CTI scans) are written into the signed license file.
Prices are in euros, per year and per deployment. The total to pay is the one the payment page shows before it is confirmed.
A price change applies to orders placed after it is published. For a subscription in progress, it applies only from a later annual term, once the customer has been told by e-mail before that term; a customer who does not accept it cancels before then (article 8).
5. Order
An order is placed online in four steps:
- choosing the offer on the Offers page, or in the customer space ("Offers and subscription");
- accepting these terms by ticking the box provided, without which the order cannot go on;
- on Stripe's payment page, entering the e-mail address, the billing details and the payment method, next to a summary of the offer and of the total: the buyer checks the order there and corrects any input error before paying, or goes back to the site without paying anything;
- confirming the payment.
6. Conclusion of the contract, languages and records
The contract is concluded when Stripe confirms the payment. With a payment method settled later, such as a bank debit, nothing is delivered before that confirmation. Ultrametrix acknowledges the order on a confirmation page, then by e-mail.
These terms are offered in French and in English; should the two differ, the French version prevails.
The version accepted and the moment it was accepted are recorded with the order and the subscription at Stripe. The invoices can be viewed and downloaded in the Billing section of the customer space. This version can be saved or printed from this page; Ultrametrix keeps every version of these terms and sends a copy to a customer who asks for it.
7. Payment
The price is paid in advance for twelve months, with the order and then at each annual term. Payment is processed by Stripe (Stripe Payments Europe, Limited, Ireland), with the means its payment page offers; payment details are entered at Stripe and never kept by the portal. At each term, the payment method on file is charged automatically.
No discount is given for early payment.
Any sum unpaid when due bears, by law and with no reminder needed, late-payment interest at the rate the European Central Bank applies to its most recent refinancing operation, plus 10 percentage points. A customer paying late also owes a fixed indemnity of €40 for recovery costs (articles L441-10 and D441-5 of the French Commercial Code); where the recovery costs incurred exceed it, Ultrametrix may claim further compensation on proof.
While a payment is due, no new license file is issued; the license already installed remains valid until its expiry date.
8. Term, renewal and cancellation
The subscription runs for twelve months from the payment. It then renews for periods of twelve months, unless canceled.
The customer may cancel at any time from its space ("Offers and subscription"). The cancellation takes effect at the end of the current annual period: the offer and its license stay active until then, and the period begun remains due, with no refund, even in part. Until that date, the customer can resume the subscription from the same screen.
Should the customer seriously breach its obligations, such as a payment left unpaid or a use against the license, Ultrametrix may end the contract under articles 1224 to 1230 of the French Civil Code, after a formal notice left without effect within a reasonable time.
9. Change of offer
From its space, the customer may move up at any time to a higher offer sold online. The change opens a new twelve-month period from its date, at the new offer's full price, with no proration: the unused part of the former period is neither refunded nor deducted. The former license is revoked and the new one issued at once, with the rights of the new offer. If the bank asks for one more step, the change applies once the payment is confirmed.
A move to a lower offer is asked of Ultrametrix.
10. Delivery and activation
Once the payment is confirmed, the license file is signed and sent by e-mail to the buyer; it is also available in the Licenses section of the customer space. A buyer who had no account yet receives a link to choose a password, valid for 7 days.
The software is downloaded from the Downloads section of the customer space, each file with its SHA-256 hash. Downloads and licenses require a confirmed e-mail address.
The license is installed on the hub's host (command umx license install) and is checked offline: the hub never contacts Ultrametrix. At each paid term, a new file replaces the former one; it is sent by e-mail, available in the customer space, and installed the same way.
11. License to use Risk Manager
For the term of the subscription, Ultrametrix grants the customer a non-exclusive, non-transferable right to use UMX Risk Manager, in executable form, within the following limits:
- one deployment per license, that is a UMX hub and its probes, installed inside the customer's network, usually for one site or plant;
- the features and quotas of the offer bought, as written into the license file;
- for the needs of the customer's business, by its staff and by the contractors working for it, under its responsibility;
- the copies needed to install, use and back up the software.
12. Limits of the license and the user's rights
Unless Ultrametrix agrees in writing, the customer may not rent, lend, assign or sublicense the software, make it available to third parties, use it on more deployments than it holds licenses for, alter a license file or get around its check.
The customer keeps the rights that article L122-6-1 of the French Intellectual Property Code gives the person entitled to use software, which no contract can set aside: making a backup copy; observing, studying or testing how it works or its security; decompiling it as far as indispensable to make it interoperate with independently created software, on the conditions of that article. Ultrametrix keeps the correction of errors to itself, and makes it through updates (article 17).
The software, its documentation and the UMX trademarks remain Ultrametrix's property. The open-source components built into the software remain governed by their own licenses.
13. End of the license
The license stops at the expiry date written in its file, which follows the period paid. Past that date and the grace period written in the same file, the paid features lock; Explorer's passive mapping keeps working. The customer's data stays on its premises.
An offline hub cannot learn of a revocation: a revoked license is never issued again and stops at its expiry.
14. UMX Explorer
UMX Explorer (probe, hub and console) is free and distributed under the Apache 2.0 license, which alone governs its use, copying and distribution. As that license provides (sections 7 and 8), Explorer is provided as is, without warranty. These terms change nothing to it. Risk Manager relies on Explorer's hub, where its license is installed.
15. Offline operation and site data
The UMX modules run inside the customer's network, with no Internet access: inventory, maps and risk analyses stay on its premises, and the portal keeps no industrial site data.
Two optional functions, off by default, reach the outside when a hub administrator turns them on: the check for new versions, which sends no site data, and, for Risk Manager + CTI, the threat-intelligence module, which sends only the scope the customer confirmed (domains, public addresses, brands, keywords and products), through Ultrametrix's relay, to the intelligence providers queried; the relay keeps none of it. The customer chooses that scope and answers for it.
16. The customer's obligations
The customer installs and runs the modules as their documentation says, keeps its credentials confidential and backs up its data (command umx backup).
It connects the probes only to networks it operates or whose operator has agreed, and answers for the data processing it carries out with the modules.
17. Updates and support
During the subscription, updates and support are included in the price. Each version is published in the customer space with its notes and its SHA-256 hash; the customer chooses when to install it.
Support is asked for by ticket from the customer space; Ultrametrix answers in the ticket, and its answer is also sent by e-mail. These terms set no response time.
18. Warranty
Ultrametrix warrants that Risk Manager offers the features described on the Offers page and in its documentation, and endeavors to correct, through updates, the reproducible defects reported to support.
It does not warrant uninterrupted or error-free operation. A passive probe sees only the traffic its mirror port or TAP passes to it, so the inventory may be incomplete. Risk Manager is a tool that supports the analysis: its risk levels and action plans do not replace the customer's judgment, and the customer remains in charge of its security decisions. It is neither a certification nor a statement of compliance with a standard or a regulation.
19. Liability
Each party is liable for the direct and foreseeable damage it causes the other by failing its obligations (article 1231-3 of the French Civil Code).
Ultrametrix is not liable for indirect damage, such as a loss of production, of operation, of revenue or of data. Its liability, on all grounds together, is capped at the amount the customer paid for the offer concerned over the twelve months before the event giving rise to it.
These limits do not apply to gross or willful misconduct, to bodily injury, or where the law sets them aside; they cannot deprive Ultrametrix's essential obligation of its substance (article 1170 of the French Civil Code).
20. Force majeure
Neither party is liable for a failure caused by force majeure within the meaning of article 1218 of the French Civil Code: an event beyond its control, which could not reasonably be foreseen when the contract was concluded and whose effects cannot be avoided by appropriate measures. A temporary impediment suspends the obligation, unless the resulting delay justifies ending the contract; a permanent one ends the contract by law. The party prevented tells the other without delay.
21. Personal data
Ultrametrix processes the data of the portal's accounts as controller, as the privacy policy describes.
The data the modules process inside the customer's network remains under the customer's sole responsibility; Ultrametrix has no access to it.
When the customer sends Ultrametrix personal data on its own behalf, in a support ticket or in the scope sent to the CTI relay, Ultrametrix acts as processor within the meaning of article 28 of the GDPR: it processes that data only on the customer's instructions and for that request alone; the people with access to it are bound to confidentiality; the security measures and the sub-processors are those of the privacy policy, which the customer authorizes; it helps the customer answer the requests of the people concerned and meet its own security obligations, tells it without undue delay of a breach of that data, deletes it at the end of the retention periods of the privacy policy (the CTI relay keeps none) and gives it the information needed to show that these obligations are met. The customer sends only the data its request needs.
22. Changes to these terms
These terms carry a version date. An order is governed by the version accepted when it was placed. A new version is announced by e-mail to the organization's administrators before it applies to a subscription in progress, from the following annual term; a customer who does not accept it cancels before that term.
23. Governing law and disputes
These terms are governed by French law.
In a dispute, the parties first seek an amicable solution; the customer writes to contact@ultrametrix.fr.
Failing agreement, and where both parties contracted as traders (commerçants), any dispute about the conclusion, performance or end of the contract falls under the exclusive jurisdiction of the courts of Lyon (article 48 of the French Code of Civil Procedure).
Should a clause be held void or deemed unwritten, the others remain in force.