PREAMBLE:

Wallspoke SAS registered on the Register of Trade and Companies of NANTERRE under the number 798 337 697 and located in the 78, Rue Escudier 92100 Boulogne-Billancourt (hereinafter "Wallspoke", "us") provides and manages to the website address www.wallspoke.com, a community website (hereinafter the "Website") of linkage between Internet users (hereinafter "Internet Users", "you", "your", "yours") and professional craftsmen, traders and / or bespoke and custom-made workers (hereinafter the "Brands").

These general conditions (hereinafter "General Conditions Use Internet Users") define the conditions governing the use of the Website by the Users. Your use of any part of the Website implies that you accept to comply with these GCU. We invite you not to use the Website if you do not accept the CGU terms and conditions.

By accessing the Website, you agree that you are capable of complying with the terms and conditions Internet Users and of fulfilling your obligations.

Wallspoke reserves the right to amend these GCU Internet Users at any time and such modifications will be effective immediately upon notification to the Users.

1. DESCRIPTION OF SERVICE – WALLSPOKE AS INTERMEDIARY

Wallspoke's only role is to make the Website available to the Brands and the Internet users, as provided in the GCU Internet Users and in the terms and conditions signed with the Brands. Consequently, agreements, transactions, and other contracts, correspondence and arrangements, when the need arises made between Internet Users and Brands on the Website are concluded directly between the Brand and the corresponding Internet Users and is their sole responsibility. Wallspoke shall in no case be creator, producer, seller, distributor, and reseller and has no connection with the products, services and / or contents that can be put forward by the Brands and / or Internet users through the Website.

You acknowledge that Wallspoke may, at its discretion, modify the Website, including:

  • Change the structure and presentation of the Site
  • Add or remove features or functionalities
  • Replace any existing features or functionalities with new features or functionalities
  • Remove all or part of the Website, including any content posted by you, without any limitation
Any access or use of the Website as well as the opening of an Internet user account is free (excluding any costs of connection, which price depends on your Internet Service Provider).

2. INTERNET USER ACCOUNT

Even if the access and the use of the Website are possible for the non-registered users, only the Users having an account on the Website (hereinafter referred to as “User Account”) could benefit from all the services and functionalities. The Users commitment (i) while opening a User Account as during all the interactions with Wallspoke, is to provide only accurate information, but (ii) also to inform Wallspoke (details available on the Website) about any evolution in the provided information (for instance: new e-mail address).

You agree to keep secret your user name and your password, and shall not disclose it to any third party. You are responsible for any event arising under your user name and password.

In case of loss, theft, access by a third party, misappropriation or fraudulent use of you user name and/or password, you shall immediately notify Wallspoke at this address: contact@wallspoke.com. In this case, Wallspoke will deactivate the access of the Website to that user name and/or password and will let you know about a new user name and/or password.

Only one User Account by Internet User shall be authorized.

3. RULES FOR THE USE OF THE WEBSITE

You shall use the Website applying the principles of the GCU Internet Users, respecting the rules defined by Wallspoke at any time on the Website, and complying with the applicable laws and regulations.

In particular, you shall not use the Website to:

  • Interfere with the use and the enjoyment of all or part of the Website by a third party;
  • Broadcast spams or duplicated messages or unsolicited content in violation of the applicable laws;
  • Publish or ask to publish on the Website or store or asking to store on the Website illicit, obscene, threatening, insulting, defamatory, contrary to the public policy or to any applicable law documents and/or information, that affects the people’s right, the intellectual property rights, and/or Wallspoke’s brand image or one or more Brand’s image;
  • Upload, transmit or post any content that contains viruses, bugs, Trojan Horses or any other malicious or harmful code, script or program;
  • Interfere with, interrupt or threaten the Website integrity, nor the data it contains or the server used for the exploitation of the Website;
  • Try to obtain an unauthorized access to the Website or to any server related,
  • Modify, adapt or hack all or part of the Website in order to wrongly suggest that this action is associated to the Website;
  • Obtain or try to obtain by any other way than the one made available via the Website any document or information contained by the Website or by the Brands;
  • Damage, disable, overburden or impair any server managed by Wallspoke or a third party acting on behalf of Wallspoke.
It is your responsibility to: (i) immediately notify Wallspoke if any unauthorized use of your user name and password is identified or to report any observed or suspected security weakness; (ii) immediately notify Wallspoke if any content’s copy or content’s distribution is observed or suspected and identified as being an Internet User infringement and to do everything possible to stop this infringement; (iii) not usurp another website user’s identity in the process of registering or using the Website, and (iv) not integrate an identical or similar brand’s name in your user name. Any failure to comply with those obligations (iii) or (iv) will give the right to Wallspoke to delete your user name and to ask you to choose a new one, without prejudice to any other right or action Wallspoke would have ( including the resolution of these GCU Internet Users).

You shall always clearly identify yourself as the author of the contents you post or ask to post on the Website in order to let the other persons distinguish the contents you post from those published by (i) Wallspoke or by (ii) the Brands, or by (iii) any other Internet Users.

By booking via the Website, you shall respect your engagements or let it know in case your presence is impossible or if you renounce to the benefits granted.

4. INTELLECTUAL PROPERTY – CONTENT RIGHTS

Wallspoke owns every rights (or was afforded every rights by third parties, including by the Brands) on the Website and on its content, on the functionalities and on the related services, needed for their publication and their availability to the Internet Users. Wallspoke’s name is a brand owned by Wallspoke.

Wallspoke hereby grant you for an indefinite time (in respect of the suspension and termination of the contract as specified in the article 6 below) a non-exclusive, non-transferrable right to use the Website worldwide, subject to the observance of the GCU Internet Users. Any non-granted right are reserved to Wallspoke, and, when needed, to its licensors.

You shall not: (i) allow a third party to have access and to use your User Account; (ii) create derivative works based on all or part of the Website’s content; (iii) copy, display or replicate all or part of the Website’s content on a mirror website or on any other support; (iv) reverse engineer of the Website; (v) have access to or use the Website in order to (a) create a website or content, functionalities or competitive services or to (b) copy functions, graphic elements or any other Website’s category.

By submitting any content (including texts - blogs, forums, researches, comments –, presentations, graphics, drawings, pictures, software, videos, sounds) to Wallspoke, you:

  • Agree that the content does not violate any third parties’ rights nor any applicable law, and that it complies with the Intellectual property rights on content;
  • Automatically grant a worldwide licence to Wallspoke, non-exclusive and freely during the whole period of the intellectual property protection rights related that lets Wallspoke use your content through any mean of reproduction, adaptation, distribution, translation, derivate content creation, distribution, adaptation, or any modification, on all format or media and for any use, including related to the exploitation and/or promotion of all or part of the Website;
  • Authorize Wallspoke to carry out all the actions indicated in the paragraph above in relation with the names, voices, images, digital recordings, performances and other ideas, concepts, feedbacks, and any other elements included in your content;
  • Recognize and agree that you have no expectation of privacy of any sort on the content you submit to the Website or send in any other way to Wallspoke.
Wallspoke does not undertake, in the normal business practice, to monitor or control the comments posted by the Internet Users or the Brands on the Website. Thus, Wallspoke is a simple technical third party ensuring the storage of the comments posted by the Internet Users or by the Brands, which must assume full responsibility for their comments.

However, you acknowledge and accept that Wallspoke can verify any picture, text or forum subject you would like to submit on the website and, if needed, to delete it, edit it, translate it or complete it, to respond to the problems linked to the pictures and articles format, to the limits of the technical platform, to the respect of the syntax and spelling, so as to check/comply with the GCU Internet Users or the applicable laws, or to the entire discretion of Wallspoke.

Notwithstanding the above, the “partners list” available on the Website can contain some elements belonging to third parties having no commercial relations with Wallspoke. In that case, those elements are the exclusive property of those third parties and are protected by the copyright, the trade mark right or any other right recognized by the applicable law and the GCU Internet Users. If needed, it is specified that those third parties’ elements in the “partners list” is only a listing operation and in any circumstance is a form of exploitation nor an appropriation by Wallspoke.

5. PERSONNAL DATA

The personal data generated by using the Website or the one you supply to Wallspoke is necessary for you to use the Website, to provide you information you have been asking for or have accepted to receive, manage your User Account, improve or personalize your use of the Website, to contact you if necessary, or for any aim specified when you have been disclosing your personal data.

Wallspoke could provide any personal data about you to the Brands you interact with to the extent that it is necessary, even if they are outside of European Union. By interacting with those Brands, you agree to let your necessary personal data be communicated to them. As a lot of websites, the Website can store or get information from your browser, generally in the form of so-called “cookies”. That information can concern your details, preferences or your Internet devices (computer, mobile phone, and tablet), allowing us to adapt our Website according to your expectations and offering you a personalized experience by memorizing your previous choices. If you wish, you can prevent the configuration of part or all the cookies. However, this operation can affect your navigation as well as the services we are offering you.

Those cookies allow us to understand how the Internet community is using the Website, in order to measure and improve its running. It allows us for instance to identify the most viewed and the less viewed pages. It can also calculate the number of visitors, the time each visitor spent on the Website, and the research methods used on the Website. Those cookies help us optimizing the Website and ensure the correct downloading and the displays of the pages. They allow you to get advanced functionalities and personalized information. They allow you for instance to watch Youtube videos and to share some content on the social networks. Those services are generally provided by third party Websites. If you have an account or use those third party services on other websites, they will be able to know that you have been visiting our Website. The use of the collected data from third party Websites is regulated by the privacy politics of those websites.

If you worry about the use of cookies, you can deactivate them by modifying your browser settings and block some types of cookies. In order to know more on how to proceed, please consult your browser’s help. For a presentation of the most used browsers, please consult: http://www.cookiepedia.co.uk/index.php?title=How_to_Manage_Cookies or http://www.aboutcookies.org/. To know more about deactivation of the advertisement options, please consult: http://www.youronlinechoices.eu/

Wallspoke will ask you to agree to the use of cookies when those don’t have for exclusive goal to improve or ease the electronic communication or, when asked for a communication service, if they are not strictly necessary to the providing of it.

You have the right to access, rectify or oppose (on legitimate reasons) the treatment of your personal data. To do so, you can contact us: contact@wallspoke.com.

6. SUSPENSION – TERMINATION

These GCU Internet Users remain valid for an indefinite period of time.

Wallspoke can, to its entire discretion and at any time, interrupt all or part of the Website, or restrict or limit the access of all or part of the Internet Users.

In case of non-respect of any of your obligations under these GCU Internet Users, Wallspoke can also suspend or provisionally terminate your rights under these GCU Internet Users and/or delete or deactivate any content or information you have submitted on the Website or provided to Wallspoke.

After suspension or termination, Wallspoke has no obligation to keep or to send you your data and could, unless legally restricted, erase all your data stored, controlled or owned by the Website. Wallspoke invites you to regularly save the data you would like to keep.

You can interrupt your access, use or participation on the Website at any time.

In order to ensure a quality experience to the users (Internet Users and Brands), we may also make some modification as part of the following elements: misused identity, trademark, copyright, private information, denigration, multiple accounts, monopolization of accounts, spams, resale, phishing, pornography, considerable or not of commercial content, etc.

If legally held by a third party or used excessively, diverted or subject to confusion, we can also claim the user names.

You must not broadcast third party’s private information.
You must not use our services illegally.
You must not use threats toward other users, physical person or brands.
You must not create series accounts in order to benefit of any advantage.
You must not create accounts in order to monopolize them, block them or sell them.

You must not spam the Website with some content in order to harm others, Brands or Wallspoke (ex: phishing, affiliation, malware, automated click, etc.) or to promote your offers, your website, your shop or any other thing which is not related to these GCU.

You must not use any obscene, pornographic, inciting to hatred or violence profile picture.

7. RESPONSIBILITY

Wallspoke provides to the Internet Users the Website as it is. Wallspoke does not issue any warranties to the accuracy or completeness of the available content on the Website, which the Internet Users agree to use at their own risks. Wallspoke does not issue any warranties to the availability of the Website without any interruption.

Wallspoke shall in any case responsible of the content, the products, the services and/or other published elements on other websites, including when hypertext links are present on the Website.

Wallspoke’s responsibility toward the Internet Users shall only be engaged for directly and exclusively attributable facts. Wallspoke could in any case be held responsible for indirect damages toward the Internet Users, as a loss of profit or opportunity, for whatever reason, whether Wallspoke had been advised about the possibility of those damages or not. Furthermore, Wallspoke’s responsibility will not be engaged if not able to perform its obligations because of an external event it can’t control as a case of force majeure as defined in the French law, an Internet User’s action that prevented or harmed Wallspoke’s ability to perform its obligations.

To the extent that Wallspoke’s role is only to link the Brands and the Internet Users, Wallspoke accepts no liability with regards to the contracts, agreements, transactions and any other connection between the Brands and the Internet Users via the Website. In particular, any claiming about the products/services put forward by the Brands on the Website will have to be assumed entire responsibility by the concerned Brand. In this respect, we invite you to verify the Distribution’s Terms and Conditions which are applicable to every offer published by the Brands and the Website.

In addition, in accordance with the article 6-I, 2 and 3 of the French law n° 2004-575 of the 2004 June 21th about confidence in digital economy, Wallspoke does not assume liability for the contents made available on the Website from Internet Users and/or Brands that it didn’t previously see, except if it does not make it promptly unavailable after being noticed of the illicit nature of the contents.

You agree to indemnify and hold harmless Wallspoke for any claiming, responsibility, damage, loss, spending or fees Wallspoke could get because of (i) what you have published or asked to publish, or because of a violating use of the UGC Internet Users, of the intellectual property rights, of privacy, or any other third party or applicable law. Wallspoke reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification and you shall cooperate with Wallspoke in its defense.

8. DIFFERENT TOPICS

8.1 Partial nullity

If one or more stipulation of those UGC Internet users are invalid or unenforceable or are declared as such by application of a law, regulation or a final decision of a court competent jurisdiction, other provisions shall remain in full force and scope.

8.2 Applicable law

Those GCU (originally written in French by a specialized law firm) are subject to French law. Any dispute concerning their interpretation and/or their execution will be brought before the French Courts for arbitration. Thus, it is agreed that in case of discrepancies or disputes, the French version of the GCU Brand and GCU Internet Users shall prevail.

8.3 Renunciation

No delay or omission of a right under the GCU Internet Users will operate as a waiver.

8.4 Reproduction

Those GCU have been written by a specialized law firm in order to answer to Wallspoke’s needs: Any reproduction, even partial is forbidden

8.5 GCU Internet Users and GCU Brands

Validating your registration on Wallspoke’s website, you confirm your agreement with the above statements (GCU Internet Users and Brands).

General Conditions of Use - Brand Users

PREAMBLE:

Wallspoke SAS registered on the Register of Trade and Companies of NANTERRE under the number 798 337 697 and located in the 78 rue Escudier 92100 Boulogne-Billancourt (hereinafter "Wallspoke", "us") provides and manages to the website address www.wallspoke.com, a community website (hereinafter the "Website") of linkage between Internet users (hereinafter "Internet Users"), and professional craftsmen, traders and / or bespoke and custom-made workers (hereinafter the "Brands", "you", "your", "yours").

Unless contrary indication, the word “Website” hereinafter includes all the contents, software, functionalities, widgets and other elements available on the Website.

By registering on the Website, the Brands can publish content relating to their activity, products or services they create or commercialize and thus directly connect with the Internet Users, registered or not on the Website, with a view, inter alia, to present their activity, products and/or services, ongoing reductions, to communicate about commercial events linked to your activity, and to propose dates and times for an appointment at home or in your shop.

These general conditions (hereinafter "General Conditions Brands") define the legal, technical, commercial and financial conditions governing (i) the access and use of the Website by the Brands concluding those GCU Brands with Wallspoke, whose acceptance is embodied by its signature, embodied by the "approval click" during the Brand’s registration on the Website; as well as, if needed, (ii) a supply of additional services by Wallspoke to any Brands having signed a contract issued by Wallspoke, referring to those GCU and describing the additional services and conditions, including the price (relates to the “Quotation”). The GCU Brands and Quotation pair – or only GCU Brands when the Brand just got registered on the Website without any Quotation concluded with Wallspoke - is/are designated hereinafter by the word “Contract” for every Brands. Your use of any part of the Website implies that you accept to comply with these GCU. The term “Service(s)” designates Wallspoke’s concession to the Brand the right to use the Website under the conditions laid down in the Contract, as well as the other services ordered by the Brand, as described in the Quotation.

For the purpose of clarity, it is understood that no purchase order clause, particular or general conditions of the Brand or correspondence issued before or after the Contract’s conclusion would modify the Contract, except with prior formal and written acceptance by Wallspoke

1. DESCRIPTION OF SERVICE – WALLSPOKE AS INTERMEDIARY

Wallspoke's only role is to make the Website available to the Brands and the Internet users, as provided in the GCU Internet Users and in the terms and conditions signed with the Internet Users. Consequently, agreements, transactions, and other contracts, correspondences and arrangements, when the need arises made between Internet Users and Brands on the Website are concluded directly between the Brand and the corresponding Internet Users and is their sole responsibility. Wallspoke shall in no case be creator, producer, seller, distributor, and reseller and has no connection with the products, services and / or contents that can be put forward by the Brands and / or Internet users through the Website.

You acknowledge that Wallspoke may, at its discretion, modify the Services, without substantially reduce the Services’ performance level compared to the one in force at the time of the conclusion of the Contract, including:

  • Change the structure and presentation of the Site
  • Modify the rules of use of the Website
  • Add or remove features or functionalities
  • Replace any existing features or functionalities with new features or functionalities
  • Remove all or part of the Website, including any content posted by you (in case of violation of the Contract)
In case of substantial modification of one or several Services, you will be informed by e-mail and/or directly via the Website and could, if needed, notify your will to resolute the Contract in a period of thirty (30) clear days from the reception of that e-mail and/or the publication of the changes to the Website, sent by registered post with acknowledgement of receipt. The fees already paid to Wallspoke will remain Wallspoke’s property. If you do not resolute the Contract as mentioned above, you will be deemed to have irrevocably accepted the change(s) in the Service(s) provided.

The opening of an Internet user account is free (excluding any costs of connection, which price depends on your Internet Service Provider). It gives you access to the same functionalities the Internet Users have access to.

In addition to those “basic” functions, additional services, including your Brand Account certification, the content publication related to your Brand, can be provided by Wallspoke subject to your agreement about the implementation of a Quotation issued by Wallspoke.

2. PRE REQUISITE FOR THE SERVICE’S USE

You acknowledge and agree that you have asked and obtained all the information you need from Wallspoke, after making sure that the Services correspond to your expectations and needs before concluding the Contract. In that matter, you agree that the purchase or use of the Services does not depend on the supply of any new functionality or characteristic of the Services, nor depends on oral or written declarations from Wallspoke concerning any new functionality or characteristic of the Services.

You acknowledge that you are sole responsible of the necessary configuration to access to or use the Services (including the Website) and that you bear the financial or technical fees alone, of any nature whatsoever, that may result to you in order to have access to and use the Services.

You acknowledge that you have the necessary skills and resources to have access to and use the Services. Unless otherwise stated by the Quotation, Wallspoke will not supply any training under the Contract.

Wallspoke is not responsible in case of difficulty encountered by the Brand willing to access the Services, or in case of inability from the Brand to use the Services, without fault on the part of Wallspoke.

3. BRAND ACCOUNT

In addition to accepting those GCU Brands in the conditions mentioned in the preamble, the access to and the use of the Website by the Brands shall be subordinated to the opening of an account on the Website (hereinafter the “Brand Account”). The Brand’s commitment (i) while opening a Brand Account as during all the interactions with Wallspoke, is to provide only accurate information, but (ii) also to inform Wallspoke (details available on the Website) about any evolution in the provided information.

The use of the Website needs the use of a user name and a password created during the opening of the Brand account. You agree to keep secret your user name and your password, and shall not disclose it to any third party.

You are responsible for any event arising under your user name and password. Any use of the Brand’s user name associated to the password will be irrevocably deemed to be used by the Brand under its sole responsibility. The Brand is responsible and has to ensure the compliance of the Contract by its employees or by any other third party acting on its behalf.

In case of loss, theft, access by a third party, misappropriation or fraudulent use of your user name and/or password, you shall immediately notify Wallspoke at this address: contact@wallspoke.com. In such cases, Wallspoke will deactivate the access of the Website to that user name and/or password and will let you know about a new user name and/or password.

In all cases, the access to the Website will be automatically deactivated, starting from the Contract’s resolution or expiration, for any reason whatsoever, on the terms stipulated in article 10.

4. RULES FOR THE USE OF THE WEBSITE

The Website shall be used for the needs of your own activity, excluding putting other persons’ and/or companies’ products and/or commercialized services forward. Moreover, assuming that you would like to communicate around several brands or product types on the Website, the Quotation will detail the technical, commercial and financial conditions applicable. You agree to use the Website in accordance with the rules and documentations made available by Wallspoke at any time on the Website, and complying with the applicable laws and regulations.

In particular, you shall not use the Website to:

  • Interfere with the use and the enjoyment of all or part of the Website by a third party;
  • Broadcast spams or duplicated messages or unsolicited content in violation of applicable laws;
  • Publish or ask to publish on the Website or store or asking to store on the Website illicit, obscene, threatening, insulting, defamatory, contrary to the public policy or to any applicable law document and/or information, that affects the people’s right, the intellectual property rights, and/or Wallspoke’s brand image or one or more Brand’s image;
  • Upload, transmit or post any content that contains viruses, bugs, Trojan Horses or any other malicious or harmful code, script or program;
  • Interfere with, interrupt or threaten the Website integrity, nor the data it contains or the server used for the exploitation of the Website;
  • Try to obtain an unauthorized access to the Website or to any server related,
  • Modify, adapt or hack all or part of the Website in order to wrongly suggest that this action is associated to the Website;
  • Obtain or try to obtain by any other way than the one made available via the Website any document or information contained by the Website or by the Brands;
  • Damage, disable, overburden or impair any server managed by Wallspoke or a third party acting on behalf of Wallspoke.
In order to ensure a quality experience to the users (Internet Users and Brands), we may also make some modification as part of the following elements: misused identity, trademark, copyright, private information, denigration, multiple accounts, monopolization of accounts, spams, resale, phishing, pornography, considerable copy or not of commercial content, etc.
  • If legally held by a third party or used excessively, diverted or subject to confusion, we can also claim the user names.
  • You must not broadcast third party’s private information.
  • You must not use our services illegally.
  • You must not use threats toward other users, physical person or brands.
  • You must not create series accounts in order to benefit of any advantage.
  • You must not create accounts in order to monopolize them, block them or sell them.
  • You must not spam the Website with some content in order to harm others, Brands or Wallspoke (ex: phishing, affiliation, malware, automated click, etc.) or to promote your offers, your website, your shop or any other thing which is not related to these GCU.
  • You must not use any obscene, pornographic, inciting to hatred or violence profile picture.
It is your responsibility to: (i) immediately notify Wallspoke if any unauthorized use of your user name and password is identified or to report any observed or suspected security weakness; (ii) immediately notify Wallspoke if any content’s copy or content’s distribution is observed or suspected and identified as being a Brand’s infringement and to do everything possible to stop this infringement; (iii) not usurp another website user’s identity in the process of registering or using the Website, and (iv) not integrate any identical or similar brand’s name in your user name. Any failure to comply with those obligations (iii) or (iv) will give the right to Wallspoke to delete your user name and to ask you to choose a new one, without prejudice to any other right or action Wallspoke would have ( including, notably, the resolution of the Contract).

You shall always clearly identify yourself as the author of the contents you post or ask to post on the Website in order to let the other persons distinguish the contents you post from those published by (i) Wallspoke or by (ii) the Brands, or by (iii) any other Internet Users.

You shall be sole responsible of the accuracy, the quality, the integrity, the legacy and the liability of the data and information, titles and indications you publish or ask to publish on the website as well as the way you get them and process them. In particular, you agree that the information published does not consequently mislead the Users on the product’s characteristics, condition, quality or price. Furthermore, you agree that the illustrations/ images you publish or ask to publish on the Website (pictures, drawings, etc.) are in accordance with the products and services they are referred to and to respect any commitments (ex: discounts) taken toward one or more Internet Users on the Website or via the Website.

You agree to publish on the Website only products, services, contents you own or on which you have the rights allowing to reproduce their image on the Website without infringing the right of third party.

You understand and agree that Wallspoke can decline the publication or delete without notice any content you will publish or ask to be published if violating the Contract.

5. REPROCICAL GARANTEES

Wallspoke warrants that (i) the Contract is validly concluded by Wallspoke and that Wallspoke is able to enter into the Contract and supply the Services; (ii) it will not transmit viruses, internet worm, or any malicious code to the Brand; it is understood that Wallspoke will not be deemed not to be a breach of the obligation of such article if the Brand, a person acting on its behalf, another user of the Website, or a third party downloads to the Website un virus, internet worm or malicious code.

Wallspoke make the Website available as it is, and does not issue any warranties to the availability of the Website without any interruption. Wallspoke agrees to implement reasonable commercial efforts to maintain the highest availability of the Website possible, except in cases (a) of schedule outage (for which Wallspoke will give reasonable notice through the channel of its choice) or (b) unavailability resulting from external events it can’t control as cases of force majeure as defined in the French law, public policy decisions recital, flooding, fires, earthquakes, civil strife, acts of terrorism, strikes, failure or delay from the Internet service providers or connection problems inherent to website’s availability to the general public.

The warranties provided by Wallspoke under those GCU Brands are the only warranties you will be granted and exclude any and all other warranties.

You warrant that: (i) the Contract is validly concluded, that you are capable of entering into it and to meet your obligations; (ii) you comply with all applicable laws and rules and (iii) you shall not violate laws, third party laws or Contract stipulations, including during the use of the Website.

Wallspoke shall defend the Brand against all claiming, demand or action brought against the Brand by a third party (a) based on a Wallspoke’s violation in its obligations of applicable data protection laws and regulations, or (b) alleging that the use under the conditions laid down in the contract of the Website and in Wallspoke’s exclusive fault infringes any intellectual property right of a third party ( an “Action against the Brand”) and will compensate the Brand of all damages and interests,  including reasonable attorneys' fees and disbursements the Brand would have to pay in such case of Action against the Brand, provided that the Brand (i) notifies this action in writing and without delay, (ii) gives Wallspoke the Action defense’s exclusive control and (iii) brings a reasonable help to Wallspoke. In case of Action against the Brand, or if Wallspoke has got reasonable reasons to believe that the Website could infringe the intellectual property rights of others, Wallspoke could, to its entire discretion, (A) modify the Website in order to comply with the intellectual rights of others, (B) get a license allowing the Brand to go on using the Website in accordance with the contract, or (C) resolute the Contract with a thirty (30) days prior written notice, refunding the upfront charges the Brand has paid for the time remaining under the Contract from the effective date of resolution. This article covers the liability of Wallspoke toward the brand and the sole and exclusive recourse available against Wallspoke for any type of fact mentioned.

You shall defend Wallspoke against all complaint, demand or action instituted by a third party against Wallspoke (a) based on a violation of your obligations under the data protection applicable laws and regulations, or (b) alleging that your use of the Website in the conditions laid down in the Contract infringes any right of any third party (an “Action against Wallspoke) and will indemnify Wallspoke and will cover all costs and attorney expenses Wallspoke would be condemned to pay under such Action against Wallspoke, provided that Wallspoke notifies the Action by any means of communication and within a reasonable time.

6. FINANCIAL CONDITIONS

Except during the opening of a Brand Account, which is free (excluding any connection’s costs, which price depends on your Internet Service Provider), you agree to pay the entry fees and royalties agreed in the Contract. Unless otherwise stated in the Quotation, (i) the Services purchased by the Brand shall be valid for the stated period in the Quotation, (ii) the charges are based on the purchased Services and not on their effective use, and (iii) the paid charges are non-refundable.

Thus, as an example, the “editorial package”, if purchased by the Brand, shall be valid only during the determined period written on the corresponding Quotation. In case you would have purchased an “editorial package” including the option of broadcasting a determined number of articles and that you didn’t (or not entirely) use that option during the determined period, the charges received by Wallspoke are non-refundable.

The fees will be charged in advance under the terms and arrangements provided in the Quotation. Unless contrary indication in the Quotation, the fees should be due within thirty (30) clear days from the date of invoice. You have the responsibility to provide and keep updated your details and invoice data, and to notify Wallspoke about any changes without delay.

You understand and agree that Wallspoke’s obligations under those GCU Brands are subject to your payment of the fees mentioned in the Quotation. In case of non-payment at the due date, any amount due by you bear interest at a rate equal to three (3) times the official rate, from the first day of delay, without prejudice of the liability of a compensation for recovery costs of 40 euros in application of the Article L. 441-6, I subparagraph 12 of the Trade Code. In case of delay in the payment of thirty (30) days or more, Wallspoke is authorized, without any prejudice to its other rights and remedies, to suspend all or part of the Services until complete payment of the due amounts.

Unless otherwise stipulated in the Quotation, the amount of Wallspoke’s charges shall be exclusive of remittance fees or exchange charges, taxes, rights and other fiscal investments, including value added tax which will be your sole responsibility.

7. INTELLECTUAL PROPERTY

Wallspoke owns every rights (or was afforded every rights by third parties) on the Website necessary to the Services providing. Wallspoke’s name is a brand owned by Wallspoke.

Wallspoke hereby grant you for the period of time specified in the Contract a non-exclusive, non-transferrable right to use the Website worldwide, only for your activity, excluding the promotion of third party’s products and/or services subject to the observance of the Contract. Any non-granted right are reserved to Wallspoke, and, when appropriate, to its licensors.

You shall not: (i) allow a third party to have access and to use your Brand Account; (ii) create derivative works based on all or part of the Website’s content; (iii) copy, display or replicate all or part of the Website’s content on a mirror website or on any other support; (iv) reverse engineer of the Website; (v) have access to the Services in order to (a) create a competitor product or service or to (b) copy functions, graphic elements or any other Service characteristic.

By submitting any content (including texts - blogs, forums, researches, comments –, presentations, graphics, drawings, pictures, software, videos, sounds) to Wallspoke or sending it or posting it on the Website, you:

  • Agree that the content does not violate any third parties’ rights nor any applicable law, and that it complies with the Intellectual property rights on content, that you have all the necessary rights on the content to publish it on the Website in the conditions defined in the Contract;
  • Automatically grant a worldwide licence to Wallspoke, non-exclusive and free of charge during the whole period of the intellectual property protection rights related that lets Wallspoke use your content through any mean of reproduction, adaptation, distribution, translation, derivate content creation, distribution, adaptation, or any modification, on all format or media and for any use, including related to the exploitation and/or promotion of all or part of the Website or of the Brand;
  • Authorize Wallspoke to carry out all the actions indicated in the paragraph above in relation with the names, voices, images, digital recordings, performances and other ideas, concepts, feedbacks, and any other elements included in your content;
  • Recognize and agree that you have no expectation of privacy of any sort on the content you submit to the Website or send in any other way to Wallspoke, that Wallspoke can have ongoing projects that would be similar or identical to you content, or that the content other Internet Users or Brands submit can be similar or identical to yours.
Wallspoke does not undertake, in the normal business practice, to monitor or control the comments posted by the Internet Users or the Brands on the Website. Thus, Wallspoke is a simple technical third party ensuring the storage of the comments posted by the Internet Users or by the Brands, which must assume full responsibility for their comments.

However, you acknowledge and accept that Wallspoke can verify any picture, text or article you would like to submit on the website and, if needed, to delete it, edit it, translate it, complete it, or resize, reframe or review any picture, editorial, subject, or research to respond to the problems linked to the pictures and articles format, to the limits of the technical platform, to the respect of the syntax and spelling, so as to check/comply with the GCU Brands or the applicable laws, or for any internal reason, to the entire discretion of Wallspoke.

Finally, you understand and accept that Wallspoke could publish on all or part of the Website the content you provided it, including in pages gathering contents and references to numerous other brands. Pages gathering collective contents and references are put in place by Wallspoke: if there is no page dealing explicitly with the category or specificity or the products or services you commercialize, it will not be possible to post it on the Website.

8. PERSONNAL DATA

The personal data generated by creating your Brand Account or the one you supply to Wallspoke is necessary for you to use the Website, to manage your Brand Account, provide you Services, improve or personalize your use of the Website, and to contact you if necessary.

You have the right to access, correct and oppose (for legitimate reasons) to your personal data. To exercise these rights, or, more broadly, for any purpose stated when you provided your personal data, you can contact us by contact@wallspoke.com.

Wallspoke could provide any personal data about you to the Internet Users you interact with to the extent that it is necessary for your use of the Services, even if they are outside of European Union. By interacting with those Internet Users, you agree to let your necessary personal data being communicated to them.

In the same direction, Wallspoke could provide you any Internet User’s personal data if you are interacting with one of them (during a booking for instance). In these circumstances, you will be responsible of these personal data processing you will conduct to answer to the Internet User’s demands and expectations and warrant that it will be the only purpose of that personal data collect, in accordance with any applicable regulation.

As a lot of websites, the Website can store or get information from your browser, generally in the form of so-called “cookies”. That information can concern your details, preferences or your Internet devices (computer, mobile phone, and tablet), allowing us to adapt our Website according to your expectations and offering you a personalized experience by memorizing your previous choices. If you wish, you can prevent the configuration of part or all the cookies. However, this operation can affect your navigation as well as the services we are offering you.

Those cookies allow us to understand how the Internet community is using the Website, in order to measure and improve its running. It allows us for instance to identify the most viewed and the less viewed pages. It can also calculate the number of visitors, the time each visitor spent on the Website, and the research methods used on the Website. Those cookies help us optimizing the Website and ensure the correct downloading and the displays of the pages. They allow you to get advanced functionalities and personalized information. They allow you for instance to watch YouTube videos and to share some content on the social networks. Those services are generally provided by third party Websites. If you have an account or use those third party services on other websites, they will be able to know that you have been visiting our Website. The use of the collected data from third party Websites is regulated by the privacy politics of those websites.

If you worry about the use of cookies, you can deactivate them by modifying your browser settings and block some types of cookies. In order to know more on how to proceed, please consult your browser’s help. For a presentation of the most used browsers, please consult: http://www.cookiepedia.co.uk/index.php?title=How_to_Manage_Cookies or http://www.aboutcookies.org/To know more about deactivation of the advertisement options, please consult: http://www.youronlinechoices.eu/

Wallspoke will ask you to agree to the use of cookies when those don’t have for exclusive goal to improve or ease the electronic communication or, when asked for a communication service, if they are not strictly necessary to the providing of it.

You have the right to access, rectify or oppose (on legitimate reasons) the treatment of your personal data. To do so, you can contact us: contact@wallspoke.com.

9. Confidentiality

In the context of these GCU Brands, the term “Confidential information” covers the information that one party (the “Disclosing Party”) provides to the other (the “Receiving Party”), orally or in writing, and that is confidential or the circumstances in which they have been provided shall lead to think that it must be treated as confidential. Wallspoke’s Confidential Information includes all Service’s constituent elements. However, information belonging to Wallspoke or the Brand is not confidential (unless it is personal data), if (i) it is publicly know without any violation of the obligation toward the Disclosing Party, (ii) was already known from the Receiving Party before any communication with the Disclosing Party and without any violation of the obligation toward the Disclosing Party, (iii) is received by a third party without any violation of an obligation toward the Disclosing Party, or (iv) has been independently developed by the Receiving Party.

The Receiving Party will have to exercise the same degree of care to protect its own confidential information, including: (i) shall not use the Disclosing Party’s Confidential Information for a purpose unrelated to the Contract and (ii) unless written confirmation from the Disclosing Party, shall limit the access to the Confidential Information to its employees, contractors or agents who would need to know it for the needs of the Contract and who have signed confidentiality agreements with the Receiving Party.

The Receiving Party could communicate about the Disclosing Party’s Confidential Information if the law requires it, provided that it first notifies the Disclosing Party (to the extent permitted by the law) and that it provides a reasonable assistance, to the Disclosing Party expenses if it wants to contest the communication. If the Receiving Party is enforced by the law to provide that Disclosing Party’s Confidential Information and that the Disclosing Party does not contest the communication, his one shall refund a reasonable amount of the fees to the Receiving Party for gathering this Confidential Information and giving it a secured access.

10. DURATION - RESOLUTION

Concerning the free use of the Website without any additional Service, the Contract comes into effect when the acceptance of the GCU Brands is validated by an approval click by the Brand during the registration on the Website and will continue for an indefinite period, except as subject to termination of the Contract.

Concerning the other Services described in the Quotation(s), the Contract comes into effect at the signature date of the Quotation and continues from the initial period to the term of the agreement. In case of subscription, the Contract will be renewed by tacit agreement for additional periods of the same duration at the then applicable rates (as declared to the Brand before the renewal), unless the one or the other party notifies in writing the non-renewal at least fifteen (15) days before the end of the ongoing period.

In all case, Wallspoke shall be entitled to terminate all or part of the Contract (i) in case of failure from the Brand to respect one of its obligation stipulated in the Contract within fifteen (15) days following the notification of that failure or (ii) to the maximum extent legally possible, if the Brand is subject to liquidation or any other collective procedure as a termination payment, force administration, or assignment for the benefit of creditors.

You understand and agree that a resolution for failure from Wallspoke will not release you from your financial obligations without prejudice of any other rights of Wallspoke.

At the expiration or resolution date of the Contract, you agree to stop using all the user access codes of the Website and to return any other element relating to the use of the Website to Wallspoke. After expiration or resolution of the Contract, for any reason whatsoever, Wallspoke has no obligation to keep or to send you your data and could, unless legally restricted, erase all your data stored, controlled or owned by the Website. Wallspoke invites you to regularly save the data you would like to keep.

The expiration or resolution of the Contract (for whatever reason) would not affect the effectiveness of all the Contract’s stipulations which are intended to be applied, expressly or impliedly, during or after such expiration or resolution.

11. RESPONSIBILITY

Wallspoke’s responsibility toward the Brands is limited only for the facts directly and exclusively imputable to it. Wallspoke’s global responsibility linked to the Contract could not exceed, for all prejudices, the sum corresponding to the royalties paid by the Brand under the Service’s Quotation. Wallspoke shall not be held responsible for indirect damages toward the Brand, damages generated by third party operator tools (ex: AddThis), financial damages, loss of customers, loss of commercial profit or opportunity, loss of benefits or orders, loss of turnover, damage to the image or reputation, regardless of the cause and whether or not Wallspoke had been informed about the possibility of such damages. Furthermore, Wallspoke’s responsibility shall not be engaged if not able to perform its obligations because of an external event it can’t control as a case of force majeure as defined in the French law, a Brand’s action that prevented or harmed Wallspoke’s ability to perform its obligations, or any other similar action by a third party.

To the extent that Wallspoke’s role is only to link the Brands with the Internet Users, Wallspoke does not accept any liability with regards to the contracts, agreements, transactions and any other connection between the Brands and the Internet Users via the Website. In particular, any claiming about the products/services put forward by the Brands on the Website will have to be the concerned Brand’s sole responsibility.

In no case may Wallspoke be responsible of the content, the products, the services and/or other published elements on other websites, including when hypertext links are present on the Website.

In addition, in accordance with the article 6-I, 2 and 3 of the French law n° 2004-575 of the 2004 June 21th about confidence in digital economy, Wallspoke does not assume liability for the contents made available on the Website from Internet Users and/or Brands that it didn’t previously see, except if it does not make it promptly unavailable after being noticed of the illicit nature of the contents.

12. DIFFERENT TOPICS

12.1 Absence of exclusivity

No exclusivity of any kind shall be granted to the Brand with respect to the providing of all or part of the Services, and Wallspoke will remains free to deal with third parties other than the Brand, for similar or identical services to the Contract. It is also understood that Wallspoke retains the rights of exploitation of the Website to commercialize and/or bring its own services forward.

12.2 Partial nullity

If one or more stipulation of those UGC Internet users are invalid or unenforceable or are declared as such by application of a law, regulation or a final decision of a court competent jurisdiction, other provisions shall remain in full force and scope. 

12.3 Applicable law

Those GCU Brands are subject to French law.

Any dispute concerning their interpretation and/or their execution will be brought before the French Courts for arbitration, notwithstanding a plurality of respondents or a guaranteed appeal, including on summary procedure or on application. 

Those GCU (originally written in French by a specialized law firm) are subject to French law. Any dispute concerning their interpretation and/or their execution will be brought before the French Courts for arbitration. Thus, it is agreed that in case of discrepancies or disputes, the French version of the GCU Brand and GCU Internet Users shall prevail.

12.4 Relationship between the parties

The parties are independent contractors and the Contract doesn’t create any partnership, franchise, joint-venture, or employer/employee relationship between them.

12.5 Notifications

Unless otherwise specified in the Quotation, every notifications, every authorizations and approbations under the Contract will be communicated in written form and will be considered as delivered from (i) the moment of hand delivery, (ii) the second clear day following the mailing, (iii) the second clear day following the sending by fax with acknowledgment of receipt, or (iv), except for resolution or compensation notifications, the first clear day following the e-mailing. Notifications to Wallspoke will be sent to contact@wallspoke.com. Notifications to the Brand will be sent at the address written on the Quotation.

12.6 Renunciation

No delay or omission of a right or remedy under the GCU Internet Users shall operate as a waiver of that or any other right or remedy. 

12.7 Assignment

No party can assign its rights or obligations under this agreement without prior written consent of the other party to this agreement (which may not be unreasonably withheld). Notwithstanding the above, the Brand agrees that Wallspoke could assign the Contract in its entirety to an affiliate corporation, or in the context of a merger, a business acquisition, a reorganization, or sale of all or part of its assets.

12.8 Entirety of the Contract

The Contract constitutes the entire agreement between Wallspoke and the Brand and prevails over any previous agreement, express or implied, written or oral.  No waiver, alteration or amendment to this Contract shall be binding the parties unless it is in writing and signed by the parties.

12.9 Reproduction

Those GCU have been written by a specialized law firm in order to answer to Wallspoke’s needs: Any reproduction, even partial is forbidden.

12.5 GCU Internet Users and GCU Brands

Validating your registration on Wallspoke’s website, you confirm your agreement with the above statements (GCU Internet Users and Brands).

LEGAL NOTICES :

Declaration of automatic processing of personal data to the “Commission Nationale Informatique et Libertés” (CNIL)

The company WALLSPOKE, in strict accordance with applicable law and regulations, seeks to collect some information. This information is collected in accordance with the Data Protection Act of January 6th, 1978, as amended by law No. 2004-801 of August 6th 2004 and is designed to provide the user with a personalized and optimal use of the website WALLSPOKE.

The company WALLSPOKE, which may be required to process personal data, had filed the clients/prospects file (NS-48) with the CNIL. The clients/prospects files (NS-48) have been registered under the n°1801793 v0.

Privacy Statement

The processing of personal data does not allow to revel, directly or indirectly, ethnic origins, the political, philosophical or religious opinions, or the trade union membership of persons, and data concerning the health or sex life of an individual shall be included.

Users personal data are collected and processed fairly and lawfully for specified explicit and legitimate without being processed in a way incompatible with those purposes. Furthermore, personal data must be kept in a form which permits identification of data subjects for no longer than is necessary for the purposes for which they were collected and processed.

Any person acting under the authority of the controller or of the processor, including the processor himself/herself, who has access to personal data shall not process them except on instructions from the controller of WALLSPOKE, unless he is required to so by national law.

Website published by:

Wallspoke, a SASU registered with a capital of 25000 euros.
78, rue Escudier 92100 Boulogne-Billancourt
798 337 697 R.C.S. NANTERRE
Intercommunity VAT n°: FR71798337697
Phone number: +33 (0)9.86.20.29.59

Website hosted by:

Online SAS- BP 438 - 75366 Paris CEDEX 08
RCS Paris B 433 115 904
+33 (0)1 84 13 00 00

Publication Manager:

Thibault Heckly

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