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Selling terms and conditions


General and Particular Sales Conditions

Updated as of June 1st 2010

 

 

PRELIMINARY CHAPTER - DEFINITIONS

 

 

Client stands for the individual or the legal corporate body signing the Estimate;

Company stands for the company Ouais Papa !, a French simplified joint stock company (société par actions simplifiée) with a shared capital of Euros 10,000, whose registered office is located at 40, rue des Blancs Manteaux, 75004 Paris, registered with the Trade and Companies Registry of Paris under number 518 089 224;

Estimate stands for the purchase order sent to the Client and outlining the detailed assessment of the works to be completed by the Company as well as their cost, the signature of the purchase order by the Client binding the Company to the Client with a contractual commitment;

General Conditions stands for the General Sales Conditions as set out in Chapter 1 hereafter;

Internet stands for a set of interconnected networks located throughout the world;

Particular Conditions stands for the Particular Sales Conditions as set out in Chapter 2 hereafter;

Service stands for the design and set up by the Company, to the benefit of the Client, of Internet websites or any element meant to be made at the disposal of a restricted or large audience and based on technologies of interconnected networks data transfer;

Specifications stands for the list of works suggested by the Company to the Client before any actual work is completed;

 

 

 

CHAPITRE 1 - GENERAL CONDITIONS

 

1. IMPLEMENTATION OF THE GENERAL CONDITIONS

1.1 The present General Conditions are available for consultation on the Company's website (www.ouaispapa.fr). As a consequence, the Client making an order via the Company's website is deemed to have read and accepted without reserve the present General Conditions. When an order does not come from the Company's website, the General Conditions shall be attached to the Estimate and shall be sent back signed to the Company. Any order made by the Client with the Company implies the express, irrevocable and unreserved acceptance of all of the General Conditions.

1.2 The present General Conditions rule the commercial activity of creation of Internet websites and other products or services linked to the Internet as well as the commercial activity of creating and printing any design and/or advertisement and/or multimedia documents and any other products related to design and/or advertisement and/or multimedia creation.

1.3 The present General Conditions stand as the legal basis of all the Company's contracts. They are complemented with:

- the provisions of the Particular Conditions attached hereafter and, as the case may be, with

- the provisions of the offer's specific conditions described in the Estimate.

1.4 It is expressly agreed that, in case of conflict, the Particular Conditions shall prevail over the General Conditions.

1.5 The present General Conditions prevail upon any adverse provisions, whether printed or not, suggested by the Client or taken as a basis in drafting its order, in particular the Client's own general purchase conditions, as long as they have not been explicitly agreed by the Company in writing.

1.6 Any tolerance or acceptation by the Company and relating, for example, to the payment conditions, shall not constitute a waiver of the provisions of the present General Conditions.

 

2. ORDERS

2.1 Unless any particular agreement, the Company is not bound by the orders of its Clients unless an advance fee is paid amounting to 60% of the global amount of the Estimate that has been agreed on.

2.2 The orders will be taken into consideration only upon reception of the dated and signed Estimate, the signature being respectively preceded by the mention "Bon pour accord" (signed as agreed) and/or "lu et approuvé" (read and approved) by the Client, the signatures entailing acceptance of the terms and conditions of the Estimate and validation of the Specifications.

2.3 The benefit of the order is personal to the Client and cannot be transferred to a third party without the written authorisation of the Company.

3. SECURITY

3.1 All documents (drafts, drawings, etc.) of any type and on any type of media entrusted by the Client, as well as all works or performances created by the Company stand as a security (gage) guaranteeing payment.

3.2 Any advance fee paid by the Client shall remain vested in the Company as a basic allowance, without prejudice of any other action that the Company keeps the right to exercise against the Client in case the Client fails to comply with one or more of its obligations pursuant to the present General or Particular Conditions.

4. OFFERS ET TARIFFS

4.1 The Estimates being commonly calculated on the basis of phone or electronic information, they are only considered final after (i) the receipt of a letter signed by the Client and providing the Company with the necessary elements to calculate the amount of the required work and (ii) the written acceptance by the Company of the agreed elements. The Company reserves the right to make a new calculation if necessary and issue a new Estimate that would then render null and void the previous Estimate(s).

4.2 The applicable tariffs as well as the possible discounts are those that are mentioned on the day of the offer. They can be provided to the Client upon written request.

4.3 The pricing details of promotional offers that are advertised as such are only valid for the time that is specified in the related promotional offers.

4.4 The Company reserves the right to modify its General Conditions, its formula and tariffs at any time and without prior notice. These modifications will have no consequences on the on-going contracts.

4.5 The Company reserves the right to incorporate in its tariffs any new tax or any increase in the rate of existing taxes without notice.

 

5. PROPOSITIONS AND RECOMMENDATIONS THAT ARE NOT ACCEPTED

5.1 The Estimates from the Company are free, the presented projects shall imperatively be returned in their entirety (electronic documents and papers) and remain the full property of the Company.

5.2 The studies of projects, the drafting or the examination of specifications, the site trees of websites, the models as well as photographic works will be invoiced even if no subsequent firm offer is concluded. The invoicing shall be carried out on the basis of the time worked and may vary depending on the nature of the project. The tariffs can be provided to the Client upon written request.

 

6. EFFECTIVE DATE OF THE CONTRACT

6.1 Any signed agreement is irrevocable as from the date of its signature.

6.2 The failure to comply with the provisions set out in section 2.2 frees the Company from any liability in case of overrunning of the schedule for the initially agreed deadline and/or of the failure to comply with the undertakings of the Company pursuant to the terms of the Estimate.

 

7. MODIFICATION OF THE ORDER

7.1 Any modification of an order must be completed within the same format as the one used for the initial order.

7.2 Any cancellation of the order allows the Company to keep the advance fee related to the order, without prejudice of additional indemnities that the Company could claim in front of the courts for such cancellation.

 

8. PAYMENT - MODALITIES

8.1 The invoices for advance fees are to be paid immediately.

8.2 The invoices for the balance are payable under 30 days as from the date of their issuance, unless specific agreement. The Company does not grant any discount in case of advance payment. Any delay in the payment entails the application of late-payment fees (pénalités de retard) that amount to three times the legal interest rate (Article L. 441-6 of the French Commercial Code).

8.3 Any amount which would not be paid within the deadlines provided in sections 8.1 and 8.2, any late payment or non-payment (in case of notice by the bank of outstanding orders to pay) of any amount due by the Client, shall entail an immediate suspension of all services until the situation is regulated. Such suspension shall in no event be a cause of liability for the Company.

8.4 The Company reserves all intellectual and property rights on its production until all invoices are fully paid. The payment shall be completed at the date of the effective collection of the payment; the remittance of a bill or any other document that creates an obligation to pay does not stand as a payment discharging the Client from its payment obligations. Failing to make full payment, all documents shall be returned to the Company without delay or shall be deleted from private or public servers linked to the Internet.

8.5 In case of late payment, the Company reserves the right to interrupt its commitment and file any action that it would judge necessary with the competent courts.

8.6 The Client shall not be able to ask the Company for any indemnity due to the suspension of its services following a payment incident.

 

8.7 TERM OF THE CONTRACT

8.7.1 The contract begins on the date of reception by the Company of the Estimate signed by the Client and continues until the delivery of the Service.

8.7.2 The delivery of the Service occurs on the day of signature by the Client of a receipt order that summarises the works achieved by the Company in respect to the original Estimate. Such receipt order shall be returned signed by the Client to the Company.

 

8.8 TERMINATION OF THE CONTRACT

8.8.1 In case any of the parties fails to comply with any of its obligations, the contract shall be terminated one month after the other party unsuccessfully sent by registered letter with acknowledgement of receipt a formal notice (mise en demeure) to remedy such breach.

9. INTELLECTUAL PROPERTY

9.1 The Client certifies that any document that is provided to the Company, by itself, its assistants and/or its representatives, is free from any copyright which would be owned by a third party and which would prohibit the implementation of the services agreed by the Company.

9.2 The Client irrevocably undertakes to pay, in its quality as guarantor, all indemnities that would be claimed from the Company pursuant to a violation of third party copyrights because of the implementation of services or performances accepted by the client.

9.3 The Client certifies that any document provided to the Company as well as its media are its exclusive property or that it has the non-restricted usage of such documents and media. The client therefore certifies that the Company does not suffer from any eviction in all or part of the document or media, based on the ownership right belonging to a third party when the contract was accepted as well as while the contract is being implemented. The Client expressly authorises the Company, without the following list to be exhaustive, to rework, alter and modify all documents provided by the Client and to make copies for the needs of carrying out the order.

9.4 The Company is the sole owner of all the intellectual property rights attached to its creations until payment of the full amount of work by the Client. Once all the invoices are paid by the Client, the latter obtains the intellectual property rights for all the transferred contents as defined by mutual agreement between the Company and the Client and appearing on the invoice in the paragraph « transferred rights ». In this respect, it is reminded that, pursuant to Articles L. 121-1 and L. 121-9 of the French Intellectual Property Code, the moral right is non-transferable and remains indefinitely tied to the author of the work. Therefore, the Company keeps the moral right of all its creations and the Client shall not infringe such right by any use of the creations.

9.5 All copyrights extend to computer creations such as « websites ».

9.6 Thus not only the creations of above-mentioned « websites » are protected by the French Intellectual Property Code but also their contents (when such contents are realized by the Company) and their structure.

9.7 Any transfer of copyright, fully or partly, as defined above or pursuant to a special written agreement, shall only be completed to the benefit of the Client upon reception of full payment of the final invoice related to the creation of the works that are subject to the transfer.

9.8 The Client undertakes to inform the Company, upon observation, of any violation of the above-mentioned copyrights.

 

10. RESPONSIBILITIES

10.1 The Company undertakes to make its best efforts to provide the Client with the Service within the conditions provided in the Estimate.

10.2 The Company shall not be liable for any damage, material or immaterial, direct or indirect, and its responsibility shall not be commited in case of force majeure or facts that are independent from its will, in particular in case of persistent power cuts, failure of the Client’s equipment or phone line, of phone networks allowing access to the Service, or all or part of the computer networks forming Internet or, more generally, of any anomaly in the functioning of the Internet or its services.

10.3 The Company shall not be liable in case of use of the Service that would not comply with the provisions of the General Conditions, the Particular Conditions and, as the case may be, the particular conditions of the offer specified upon the order.

10.4 Any delay, suspension or cancellation of an order in particular due to technical failures inherent to the functioning of the Internet network or the servers of the hosting services provider, independent from the Company and from its will, cannot lead to a refusal to pay, even partly, from the Client, nor give right to a new performance that would be at the Company’s charge and/or to a compensation from the Company to the Client’s benefit.

10.5 Any delay, suspension or cancellation of an order can only give right, as the case may be, to the sole repayment or partly or full non-recovery of the price of the service.

10.6 The Company cannot guarantee attendance to the created website(s).

11. CLAIMS

11.1 For a period of 30 (thirty) days as from the final delivery date of the project, the Company ensures the technical maintenance of the tools developed for the Client. The purpose of such maintenance is to repair possible malfunctions that would not have been detected prior to the delivery and shall by no means serve as a framework for new requests on the part of the Client aiming at modifying the content of the project itself.

11.2 In case the Client would wish to modify the content of the site, his demand, in order to be valid, shall reach out to the Company by registered letter with acknowledgement of receipt within 7 (seven) days following the reception of the invoices. After the expiry of the seven-day period, the works and their terms and conditions shall be considered as agreed for good.

 

12. APPLICABLE LAW – JURISDICTION

12.1 The present General Conditions are ruled by the French Law. When the Client is a trader within the meaning of the French Law (commerçant) and in case the parties could not make an amicable agreement, any claim related to the carrying out, the failure to comply with or the breach of the present General Conditions shall be subject to the jurisdiction of the Commercial Court of Paris.

12.2 Each Client disposes of a communication and access right to the nominative information related to him and which he can ask to be rectified pursuant to the law No.78-17 from 6th January 1978 related to computing, files and liberties.

 

13. FULL AGREEMENT

13.1 If any of the provisions of the present General Conditions were recognised null in relation to a rule of law, an applicable law or a court decision, it would be deemed null and void and would not entail the nullity of the other provisions of the present General Conditions.

 

14. LANGUAGE

14.1 The present General Conditions are written in French and in English. In case of discrepancy between the two versions, only the French version shall be deemed authentic.

 

 

 

CHAPTER 2 – PARTICULAR CONDITIONS

 

The present Particular Conditions outline the particular conditions that apply to specific activities of the Company. They complement the above General Conditions and shall by no means prevent the implementation of the General Conditions.

 

1. CREATION OF WEBSITES

1.1 PURPOSE

The present section defines:

 

- the conditions under which the Company conceives and implements a Service for a Client;

 

- the conditions under which a Client can use a Service: the use of the Service, under whatever form (website, Intranet site, Extranet, banners, applications, etc.), implies the acceptance by the Client of all of the present Particular Conditions as well as the General Conditions.

 

1.2 CONTENT

1.2.1 In case the contents, in particular texts and images (photographs, illustrations) would be provided by the Client and not created by the Company, they shall be provided to the Company on a digital media (CD-Rom, floppy disks, email, etc.). In addition it is agreed that the liability related to the nature of such media can by no means lie with the Company.

1.2.2 In case the Company would be asked by the Client to ensure the editorial part of the website and/or the taking of pictures, the payment of the final invoice would amount to a validation by the Client of the general content of the site.

1.2.3 The Company reserves the right to refuse to integrate within a website any excessive, libellous and/or illegal contents. In the event of a website which can be administered by the Client, the Company reserves the right to suppress or modify any content of similar nature and the Company shall not be liable for the contents uploaded on Internet by the Client.

 

1.3 GRAPHICAL CREATION

1.3.1 As the case may be, the Company shall create the graphical tools of the site (guideline, website mock-ups, photography, illustrations, etc.) in line with the initial order as discussed with the Client (“brief”) and the executed Estimate and shall make its best efforts to respect the sense and the graphical direction requested by the Client. For each project, at least two graphical intentions shall be presented to the Client who will be able to feed back or comment on these paths of work.

1.3.2 Following this first presentation of graphical possibilities, the Company shall elaborate the final website mock-up and graphical tools while making its best efforts to conciliate the initial proposal, the sense of the project that results from the original brief and the Client’s feedback.

1.3.3 The final mock-up shall be presented to the Client for his final approval before any technical development of the site and/or any development of the tools subject to the service.

1.3.4 It is agreed that at that stage, the Client will be able to ask for minor modifications of the mock-up within a maximum period of 8 (eight) days as from the submission of the said draft. After the expiry of that eight-day period, any request for modification of the mock-up, even a minor one, shall entail an extension of the delivery deadline for the project.

1.3.5 Finally, in case the Client would wish a new offer or an important and/or substantial rewriting of the suggested mock-up, it is agreed that a new Estimate shall be drawn between the Client and the Company, providing in particular for a new completion deadline.

1.3.6 If none of the graphical suggestions presented by the Company is retained by the Client for the final creation of the project, it is agreed that the deposit (acompte) paid by the Client for the project, even if it were related to the graphical services, shall be entirely kept by the Company, as provided in article 6 of the above General Conditions.

1.3.7 When appropriate, it is reminded that the Company shall make its best efforts (obligation de moyens) to set up the Service, in particular as far as graphical obligations go, and shall not have any obligation to achieve any result (obligation de résultat).

 

1.4 INETLLECTUAL AND ARTISTIC PROPERTIES

1.4.1 Any use or operation of the Service other than the one provided in the order shall be subject to a particular agreement.

1.4.2 No operating rights other than those provided upon order shall be transferred to the Client as an effect of the present Particular Conditions.

1.4.3 As far as multimedia creation is concerned (interface, programming, ergonomics, etc.), only the files that are « compiled » and/or « interpreted » remain the full property of the Client, intellectual property rights related to source files remaining with the Company. All sales, transfers to third parties, modifications or use of source files without the express written agreement of the Company can lead to judicial proceedings against the Client.

1.4.4 The Company shall have the right to indicate on the Client’s website the mention « Site created by Ouais Papa ! SAS » or any other mention outlining the creation of the Service (article L. 121-1 of the French Intellectual Property Code).

 

1.5 CONFIDENTIALITY

1.5.1 The Company and its contributors undertake to consider as confidential, and within the scope of the professional confidentiality to which they are subject, information of any nature that would be provided by the Client within the framework of setting up the Service and related in particular to the Client’s activities, its organisation and employees.

 

1.6 DOMAIN NAMES

1.6.1 The Company offers to check the availability of domain names ending in .com, .net, .fr and .eu. However, the Company shall offer to a new Client to purchase a domain name only within the framework of a package included among other services (creation of a website or hosting). The Company not being a “registra”, it has the right to refuse the purchase of a domain name if such purchase is the only component of an order.

1.6.2 In the case of a domain name ending in .fr or .eu, the company or the person which/who desires to acquire a domain name shall produce the documents witnessing that the domain name matches his/its brand name or business name. In respect of trademarks, a document witnessing filing with the INPI shall be additionnally requested.

1.6.3 When the Company purchases a domain name for a Client, it does so on behalf of the Client and acts as administrative, invoicing and/or technical contact point. The Client can at any time, upon mere request, require to be mentioned as invoicing, administrative and/or technical contact. He can also require that the Company asks for the change of delegation of the domain name towards the registra of his choice, the fees for such transfer, which differ according to the chosen registra, being payable by the Client.

 

1.7 WEBSITE INDEXING

1.7.1 The « website indexing » packages or packages which include a « site indexing » batch shall be submitted by the Company to search engines and directories. The results regarding the « visibility » of the site (position, indexing quality) are the responsibility of search engines and Web directories.

 

1.8 WARRANTY AND LIABILITY OF THE COMPANY

1.8.1 The Company undertakes to make its best efforts to ensure as much as possible the quality and permanence of the Service. Therefore, the Company is only bound by a best effort obligation (obligation de moyens), which the Client expressly accepts pursuant to the present Particular Conditions.

1.8.2 As provided in article 11 of the General Conditions, if during the 30 (thirty) days following the delivery of the Service to the Client, the Client encounters a technical failure related to the creation of the Service created by the Company, the Client shall have the possibility to send an email to contact@ouaispapa.fr. The Company undertakes to answer the Client by providing him with an explanation and a correction deadline within 96 business hours. After the expiry of this thirty-day timescale as from the delivery of the Service to the Client, the Client may subscribe with the Company a maintenance agreement at the tariff applicable at the time of the subscription.

1.8.3 The Company shall not be liable in case of use of the Service that would not comply with the provisions of the General and Particular Conditions. Similarly, the Company shall not be liable for any delay or non-performance pursuant to the present Particular Conditions as long as the reason for such delay and/or non-performance results either from a force majeure event as defined by the French case Law, or from an event that is independent from its will, among which, the following list not being exhaustive, the interruption of the Service resulting from a failure of the telecommunication network, of the Client’s equipment and/or of the equipment of the users. When an interruption of the Service related to a force majeure event or an exceptional maintenance lasts for more the thirty days, the Client and/or the Company may terminate the Contract by sending to the other party a registered letter with acknowledgement of receipt notifying the termination.

1.8.4 The Company shall not be held liable in case of interruption of the Service for maintenance and/or enhancement works, it being said that the Company shall make its best efforts, as much as possible, to minimise such interruptions.

1.8.5 The Company shall by no means be held liable for any benefit loss and/or data loss and/or fees for the acquisition of a product and/or replacement Services.

1.8.6 In general, the Company grants no warranty in regards of, in particular, the ability of the Service to answer the specific needs or expectations of the Client that would not have been expressly provided in the frame of the present Particular Conditions as well as the specific needs and/or expectations of the users.

1.8.7 Without prejudice of the foregoing, the liability of the Company shall not exceed the amount of the payment received by the Company for the creation of the Service supplied to the Client

 

1.9 OBLIGATIONS AND LIABILITY OF THE CLIENT

1.9.1 Within a maximum timescale of 30 days as from the date of receipt by the Company of the Estimate signed by the Client, or from the date of order on the Company’s website, the Client shall provide the Company with the elements necessary for the creation of the Service on a CD-Rom. If such deadline is not respected, the Company may terminate the contract with the Client and invoice him compensations for the works or creations already created and/or for amounts committed with third parties.

1.9.2 The Client expressly undertakes, at the risk of the contract being terminated, to respect the present Particular Conditions and its Appendices and, in particular:

- to get in touch, in order to ensure the respect of third party rights, with agencies authorised for this purpose such as, in particular, without the following list to be limitative, the SACEM, the SESAM, the SCPP, the SPPF, the ADAMI, the SPEDIDAM or the INPI.

- not to edit, broadcast or publish contents which could relate to computer piracy and, in particular, without the following list to be limitative, including an incitement to piracy or allowing a fraudulent use of software and/or contents circulating on Internet or making at the disposal of users viruses or other and/or Trojan horses.

1.9.3 The Client, acting as the editor of his website remains solely liable of its edited content. Similarly, he is solely liable for all of the elements appearing on his website.

1.9.4 The Client is solely liable for the use and, as the case may be, the harm and prejudices that he or his employees could create towards the Company, one or more Clients of the Company and/or third parties because of the use of the Service or the non-compliance with the present Particular Conditions.

1.9.5 The Client, acting as the editor of his website, shall deal solely with any claim, authorisation request, be it a prior request or not, necessary for the operation of its site as well as the implementation of the present Contract.

1.9.6 The Client undertakes to indicate on his website his name and contact information as well as the name and contact information of the editorial director of the website.

1.9.7 The name and contact information of the director designated by the Client are those of the person who has ordered on behalf of the Client. The Client remains free to modify at his convenience the designated director and undertakes to forward without delay the name and contact information of the new designated director.

 

2. PURCHASE OF HOSTING SITES AND DOMAIN NAMES ON BEHALF OF THE CLIENT

2.1 PURPOSE

 

The present section defines:

 

- the conditions under which the Company is in charge on behalf of the Client of the registration of domain names with a registra and/or the hosting of websites with professional providers of hosting services (hereinafter referred to as the “Service”), for domain names ending in .com, .net, .org, .fr and .eu as far as hosting is concerned;

 

- the conditions under which a Client can use the Service. The use of the Service, under whatever format (traditional subscription, promotional subscription, trial subscription, etc.) implies the agreement by the Client of all of the Particular Conditions and the General Conditions.

 

2.2 DESCRIPTION OF THE SERVICE

2.2.1 The Service consists in making available, on the server of the hosting services provider, a disk space to permanently host all the files settling the website of the Internet User.

2.2.2 The access of the Client’s micro-computers to these final equipments is happening under the sole responsibility of the Client, via the telephone network. The Client has the responsibility to find the necessary equipments (hardware, software, modem, telephone, etc.) in order to access its domain hosted with the services provider. All the costs directly or indirectly induced in order to access the hosting services provider’s server shall be borne exclusively by the Internet User.

 

2.3 REGISTRATION OF DOMAIN NAMES ENDING IN .COM, .NET, .ORG, .EU OR .FR

2.3.1 When, within the framework of the Company’s commercial offers, the latter registers domain names on behalf of the Client, it is not in a position to assess whether the names which the Client would like to file or the intended use of such names by the Client do not infringe legal rights of other users or applicable laws and regulations. Therefore the Company insistently asks the Client to carefully check whether the domain name that he intends to use won’t trigger claims on the part of other users; if need be, the Company advises the Client to request the assistance of a legal counsel specialised in such types of issues.

2.3.2 The Client must in particular ensure that the domain name that he intends to register is not used yet by a commercial brand already filed or does not match exactly to the corporate name of a business company. He must be aware that a court decision can force him to stop operating the domain name or to transfer its use to the individual or the legal corporate body that would have been recognised as the owner of all the rights.

2.3.3 In all cases, the Company cannot be held liable in case of use of litigious domain names and, therefore, the Client undertakes to compensate the Company for any claim, request, and conviction to pay damages of which the Company could be threatened or to which it could be subject, including court and lawyer fees.

 

2.4 POLICY CONCERNING DOMAIN NAMES AND POSSIBLE CLAIMS BETWEEN THE PARTIES

2.4.1 The Client who has purchased or filed a domain name through the Company or has had a domain name which were previously filed with another services provider, agrees to respect and be bound by the current charter for naming and solving possible claim (Uniform Dispute Resolution Policy) which has been published by the ICANN, an organisation that manages issues related to domain names on the Internet at the international level. The latest original version of such text can be found of the ICANN’s website.

2.4.2 All domain names filed through the Company belong entirely to their holders. The Company will never carry out any action that would be likely to make it more difficult to transfer the domain name to another hosting services provider as the one initially chosen by the Company, under the condition that the accounting situation of the holder at the day of the transfer is in order.

2.5 RIGHT OF REFUSAL

2.5.1 We have the right to refuse purely and simply to file a domain name or to have a site hosted if we consider that it goes against our commercial policy or other practice rules generally applicable on the Internet and applied by other operators.

2.5.2 In the case where the payment from the Client has already been credited on our account in any way, by refusing to continue to provide our services we undertake to integrally refund the amounts paid within a maximum period of 30 days as from the date of notification by the Company of the end of its services. The refund can by no means include the filings of domain names already completed as well as the hosting periods due to the hosting services provider.

2.5.3 The Client waives his right to challenge the Company’s liability for any event related to the refusal to file or to host as outlined above.

 

2.6 ACCESS TO THE SERVICE

2.6.1 The access to the Service is done from the Client’s microcomputer, connected to a telecommunications network allowing the access to the Service. The Service can be accessed 24 hours a day, 7 days a week, except in the event of a force majeure or the occurrence of an event out of the control of the hosting services provider, and subject to possible breakdowns and/or maintenance interventions necessary for the good run of the Service.

2.6.2 The hosting services provider chosen by the Company can have to interrupt the Service or part of the Service without prior notice for maintenance reasons. However, in the case of a total interruption for more than 2 days in a row, the Company, upon request of the Client, can file a request for a deduction prorata temporis of the amount of the hosting services with the hosting services provider.

 

2.7 USE OF THE SERVICE

2.7.1 The use of the Service is ruled by the general conditions of the hosting services provider chosen by the Company. The Company will provide personal identification credentials, consisting of a username and a password, to the Client.

2.7.2 Any use of the identification credentials is made under the full responsibility of the Client and the Client undertakes to keep these credentials secret. The Client is therefore deemed to carry out by himself all the connections to the Service with the help of these credentials, even if he pre-registers these credentials in his computer so as to be able to connect more easily to the Service.

2.7.3 In case of loss or theft or fraudulent use of any one of these credentials, the Client must inform the Company without delay by email or phone. The credentials will be deleted and new identification credentials will be provided to the Client by regular mail to his invoicing address or by email exclusively to the address indicated when the Service was ordered.

2.7.4 In case of inappropriate or unauthorised use of these credentials, the Client will be fully relieved of his responsibility only one business day after the reception by the Company of the notice that indicates the loss.

 

2.8 USAGE RULES FOR THE SERVICE

2.8.1 The Client declares that he knows the functioning and the Internet practice rules and acknowledges in particular:

- to be aware of the fact that data running on the Internet can be regulated as for their use or be protected by a property right. The Client is solely liable for the use of the data that he sees or transfers on the Internet.

- to be aware of the level of security of the Internet network: the data not being always protected against possible misappropriation, let’s remind that the sending or reception of any data is carried out at the Internet User’s sole risks.

- to be aware of the nature of the Internet network, consisting of several heterogeneous networks with various performances, and in particular of its technical performances and the response time related to the transit of information.

- to have taken and to maintain all necessary arrangements so as to protect his own data and programmes from any possible virus which would be spread on the Internet network.

- not to use the Service to carry out any illegal action or any action likely to cause damage to a third party and, in particular, not to send from the servers of the hosting services provider email messages which would not be wanted by their addressees, commonly referred to as SPAM.

2.8.2 As a consequence of the above, the Client waives his right to challenge the Company’s liability for any event in relation to the above-mentioned facts.

 

 

2.9 PARTICULAR USAGE CONDITIONS

2.9.1 The consultation and deletion of his own email messages when they are read are of the Client’s responsibility, the latter being aware of all the consequences of the overloading of his electronic mail box. The hosting services provider can delete messages without prior notice as soon as the size of the mail box exceeds the space allowed for the hosting of the site.

2.9.2 The content of each site is created by the Client under his sole responsibility. It is reminded that it must comply with French laws and in particular that it cannot contain information of insulting or pornographic nature nor information encouraging racial hatred.

2.9.3 The Client relieves the Company of any liability concerning the content of his Web page. In addition, in case of characterised offense, all hosted files can be deleted by the hosting services provider without prior notice nor justification nor compensation and without it entailing necessarily the termination of the hosting agreement.

 

2.10 RESPONSIBILITY

2.10.1 The Company undertakes to make its best efforts to secure the access to the Service for the Client. That being stated, the Company does not grant any warranty, express or tacit, implicit or other related to the capability of the Service to answer the expectations or needs of the Internet User.

2.10.2 In any case, the liability of the Company, if it were retained in relation to the breach of the present contract, shall not exceed the amount of the rents for the ongoing hosting period, all damages and interests included.

2.10.3 It is also specified that:

- The Client is solely liable for all prejudice, direct or indirect, material or immaterial, caused by himself or by one of his employees, to the Company and/or the hosting services provider because of the use of the Service. The Client undertakes to compensate the Company for any claim, request, conviction to pay damages of which the Company could be threatened or to which it could be subject, including court and lawyer fees.

- The Company cannot be held liable in case of use of the Service that would not comply with the general usage conditions of the hosting services provider as well as in case of legal proceedings against the Client because of his use of the Service or of any service that can be accessed on the Internet.

2.10.4 The Company shall make all reasonable efforts to protect and back up regularly all the files hosted on the hosting services provider’s servers but its liability shall by no means be committed in case of data loss by the Client who remains sole liable for the permanent back-up of all his resources hosted within the framework of the Service.

 

2.11 LENGHT AND PERIOD OF THE CONTRACT

2.11.1 As an exception to the General Conditions, the contract begins on the first day of the installation of the site on the server, whether it is a free, promotional or payable period. It ends on the day of signature by the Client of a delivery order listing all the services created by the Company in accordance with the Estimate. The delivery order is returned signed by the Client to the Company.

 

2.12 TERMINATION OF THE CONTRAT AND OF THE ACCESS TO THE SERVICE

2.12.1 The contract can be terminated by the Client at any time and without justification, by mere email message, with effect at the end of the ongoing hosting period specified in the Estimate. There shall be no refund for non-used periods unless prior agreement or in case of transformation between the different hosting packages.

2.12.2 The subscription can also be terminated by one of the parties in case the other party does not comply with any of its obligations pursuant to the present contract, such termination becoming effective one month after any unsuccessful formal notice sent by registered letter.

2.12.3 In case of substantial modifications of the Service by the hosting services provider, the Client can terminate his subscription within one month as from the date of the modification, with immediate effect.

2.12.4 The access to the Service can be suspended or deleted (with the physical suppression of all the Client’s files) by the hosting services provider at any time in the following cases:

- the Client, or his identification credentials, are at the origin of an act of software piracy, intrusion, or more generally any attempt to illegally use the Service,

- the Client, or his identification credentials, are at the origin of a notice by one or more Internet users relating to the non-compliance with practice rules applicable on the Internet or at the origin of a breach of the applicable laws,

- in case of late payment of more than 30 days.

 

The mere observation by the Company of one of the above-mentioned cases will give way to a warning by email and, as the case may be, may entail the immediate suspension or deletion of the access to the Service, without prior notice or compensation. It is expressly agreed that if the Client owns many distinct Internet websites, the late payment of more than 30 days related only to one hosted domain name can entail the suspension of the Service for all domain names operated by the same person or being subject to the same invoicing.

 

 

The present General Conditions and Particular Conditions have been written in Paris in 1st June 2010 and shall apply immediately.

 

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