Terms & Conditions of Sale
Updated to September 01, 2022
About
Live Me Up is a simplified joint-stock company, with capital of 58891 euros, having its registered office at 8 allée des Charmes in Mouvaux (59420) , registered in the Trade and Companies Register of Lille, under number 895 234 797, represented by Mr. FAURE Guillaume in his capacity as president, domiciled in this capacity at said head office and hereinafter referred to by his trade name "LIVE ME UP"
Preamble
Live Me Up publishes and markets an IT platform called "LIVE ME UP", allowing in particular the production and distribution of video content between the Customer and its end customers, for commercial purposes and audience engagement called "Live Shopping".
Platform LIVE ME UP is notably distributed in Software as a Service mode (known as SaaS) and hosted on the Cloud, including remote access to said platform through a web console, a plug-in to the Client's content management system, and a mobile app.
The Client is a professional and wishes to obtain the concession of a right to use the LIVE ME UP for the purpose of creating and distributing "Live Shopping" video content to its end customers.
In this context and in his capacity as a professional, the Client declares to have read the technical specificities of the platform as well as to have verified the compliance of the platform with its legal obligations.
1 - DEFINITIONS
For the execution of the present, the Parties have agreed that the terms used within the Contract will be understood in the sense defined below:
"Client Administrator"
Means a person Contact In Order which receives full powers on the LIVE ME UP Customer's. The Client's Administrator may delegate part of his rights and powers to one or more Delegated Administrators.
"Affiliate(s)"
Refers to any entity that a Party controls or that would be placed under the same control as it, the notion of control having here to be understood within the meaning of article L233-3 of the Commercial Code.
"Mobile Application"
Refers to the LIVE ME UP Publisher mobile application, made available to the Client's Authorized Users and downloadable from the mobile application stores, to which the User will connect using the identifiers provided by the Client to carry out the video content.
"Web Console"
Means the Web Console identified in the Order Form that the Customer wishes to use in the context of producing video content for its end customers.
“Order Form” or “Order”
Refers to a document drawn up by LIVE ME UP describing the license rights and options subscribed by the Customer after he has analyzed the conformity of the Platform and options to his needs. Subscription to the Services can be done either online, as well as on paper or digital media.
"User Account"
Refers to the space of the Authorized User allowing him to access the Platform after identification by his login and password from the Mobile Application or the Web Console.
"Contract"
"Refers to this contract, as well as any annexes and amendments thereto, as well as any Purchase Order placed between the Parties.
"Default"
Refers to any incident, anomaly, error or defect in technical design, production and/or operation affecting the LIVE ME UP that does not allow the LIVE ME UP according to its intended purpose. The incident is documented by the Customer and must be reproducible by LIVE ME UP.
“Documentation”
Refers to any document made available to the Client and to Users authorized by LIVE ME UP. The Documentation is provided only in French and in an electronic version.
"Data"
Refers to all of the Customer's information and computer files to which LIVE ME UP may have access for the purposes of the execution of this Contract.
"Intervention time guarantee (GTI)"
Refers to the maximum time guaranteed by LIVE ME UP between the reporting of an Incident by the Customer and its handling by LIVE ME UP.
“Intervention time guarantee (GTR)”
Refers to the maximum time guaranteed by LIVE ME UP between the handling of the Incident and its correction by LIVE ME UP.
"Blocking Incident"
Refers to a malfunction of the LIVE ME UP resulting in a total loss of availability and without any workaround.
“Major Incident”
Refers to a malfunction of the LIVE ME UP resulting in a partial loss of availability and with a short-term but non-scalable workaround.
"Minor Incident"
Refers to a malfunction of the LIVE ME UP does not lead to any loss of availability and/or with an acceptable lasting workaround."Incident"Refers to a malfunction on the LIVE ME UP noted by the Customer.
"Incident"
Refers to a malfunction on the LIVE ME UP Platform observed by the Customer.
"Maintenance"
Refers to all corrective and evolutionary Maintenance Services to the Customer by LIVE ME UP.
"Levels of Service"
Refers to the quality of service objectives (SLA) characterizing the quality of service of the LIVE ME UP.
"Platform LIVE ME UP"
Called Software as a Service or SaaS mode, allowing the creation of the Customer's video contents including options chosen/configured by LIVE ME UP for the Customer. platform LIVE ME UP includes the Web Console, the Mobile Application and the e-commerce Plug-in, also including any correction and update of said software.
"Privacy Policy"
Refers to the appendix to this Contract, relating to the procedures for processing personal data exchanged under the Contract.
“Services”
Refers to all the services and access to the Platforms, Web Console, Mobile Application and e-commerce Plug-in provided by LIVE ME UP under the Contract.
“Additional Services”
Refers all the Services not initially included in the LIVE ME UP. These include, for example, support offers, consultancy services provided by LIVE ME UP to the Customer to assist him in the use or configuration of the LIVE ME UP as well as User Accounts and provided for in Vouchers additional Orders.
“Support”
Refers to the technical assistance service to Authorized Users provided by LIVE ME UP for the benefit of the Client, standard or premium offer.
"Tickets"
Means the formalization of a request for Maintenance or Support, or the reporting of an Incident by the Customer.
“Authorized User”
Refers to any natural person that the Client Administrator or one of his delegates has authorized to access and use the Platform to create video content, according to the authorizations chosen and configured by the Client Administrator.
2 - PURPOSE
The Contract has purpose of:
- To define the conditions of execution and access to the LIVE ME UP defined in the Order Form, as well as the procedures for placing an Order Form between the Parties.
- To set the terms of provision and use of the LIVE ME UP, Maintenance and Support by LIVE ME UP, to the Customer.
3 - Contractual documents
This Contract is made up of this contract and the Order Forms referring to it, which constitutes the entirety of the obligations of the Parties and the contractual basis common to all the services sold by LIVE ME UP to the Customer. , as well as the following documents, listed in descending order of priority:
- Order form (HubSpot document with electronic signature)
- This Agreement, applicable annexes and amendments
- Pricing conditions
- Service Level Commitments
- Personal data management policy LIVE ME UP
- Personal Data Security Policy LIVE ME UP
- Certificate of professional civil liability insurance from LIVE ME UP
The stipulations of the documents of lower rank apply in addition to the stipulations of higher rank. In case of contradiction between the documents, the stipulations of the higher ranking document prevail over all other stipulations. Any agreement derogating from the contractual documents must be the subject of an amendment, written and signed, between the Parties.
The conclusion of this This Agreement takes precedence over any general or specific purchase condition of LIVE ME UP as well as any other document not forming part of the Agreement.
5 - Placing of Orders
To benefit from the Services, the Customer must have subscribed to an Order within the period agreed with the Service Provider, listing the Services ordered by the Customer. The Order may be preceded by the communication or production by the Client of a framework as well as any documentation necessary for the performance of the Services by the Service Provider, specifying the technical specificities of the Client's projects.
Thus the Service Provider may issue a commercial proposal, also called a quote, prior to any Order by the Customer. In the event of acceptance, the Service Provider will issue an Order specifying in particular the scope of the Services subscribed to, their durations, prices, terms of payment, completion deadline or the responses to the specific needs expressed by the Client. The Services will only begin upon receipt by the Service Provider of the Order signed by the Client, who is only required to perform the Services if an Order is signed by the Client.
By express agreement between the Parties, the Order(s) linked to this Framework Contract are divisible, the occurrence of the term or the termination of an Order does not lead to the termination of the other Orders or of the Contract. -Frame. However, termination for any reason whatsoever by the Parties of the Framework Contract will result in the termination of all Orders.
Under this Contract, the Services will be subject to change according to the Customer's needs at his request, made to the Service Provider. Any increase in the scope of the Services (new modules or functionalities) must be formalized by way of amendment or additional Order between the Parties.
6 - Obligations of the Parties
6.1 - Obligations of the Service Provider
As a Service Provider, LIVE ME UP undertakes to within the framework of an obligation of means to carry out the Services in order to ensure the execution of the Contract, defined within the Purchase Order.
LIVE ME UP grants a right of access and use of the Platform to the Customer, for the duration defined in the Order Form as well as in the terms defined in the Contract.
LIVE ME UP acknowledges being in his capacity as a professional, bound by a general obligation of advice and means for the performance of the Services that he performs for the benefit of the Client. As such, he is required to collaborate with the Client for the proper performance of the Contract.
6.2 - Obligations of the Client
The Client undertakes to pay the price of the Services that he has subscribed to under this Contract. He also undertakes to use the Platform under normal conditions, as well as in compliance with the Contract. Finally, the Customer is bound by an obligation to collaborate in the context of its relations with LIVE ME UP, as well as to regularly inform and quickly communicate any events, information, documents or difficulties of which it becomes aware during the execution. of the Contract or which would be useful for the proper performance of the latter.
The Customer is prohibited from using, directly or indirectly, the Services and the Platform for the purposes of marketing and/or promoting the following products, content and services:
- Gambling and online betting,
- Pornography, ammunition, weapons fire and any type of explosives, drugs, as well as the sale of prescription drugs,
- Stolen or counterfeit goods, violating any applicable intellectual property rights,
- Inciting hatred, discrimination or violence,
- In connection with or including any virus, malware, time bomb, Trojan horse, and any other program that interferes with the proper functioning and security of an information system, in connection with or including a financial or speculative pyramid scheme, chains and scams financial;
- Failing to comply with the regulations relating to the commercial exploitation of the image of children under sixteen on online platforms,
- Failing to comply with the applicable digital majority,
- Contrary to all applicable laws and regulations.
7 - Financial terms
7.1 - Price
LIVE ME UP undertakes to apply to all Purchase Orders subscribed by the Customer the prices and invoicing conditions appearing in Annex Tariff to this Contract.
Applicable prices remain in effect for the term of each Purchase Order.By way of derogation, the pricing and invoicing conditions may be defined in an Order Form.
The prices are defined in euros excluding taxes and are increased by the taxes, in particular the VAT in force on the day of invoicing, without possible discount.
7.2 - Invoicing
During the term of the Contract, any increase in consumption (number of live and replay participants ) will be automatically billed as part of monthly billing. The invoice issued shows the difference between the number of subscribed accesses according to the chosen monthly license and the actual consumption observed over the past calendar month. Invoicing is made according to the Customer's consumption. The Customer can view this consumption from the Customer's Administrator Account.
The Customer therefore understands that a regulation invoice may be sent to him in order to cover these overruns. These invoices are not the subject of a Purchase Order. The applicable tariffs are those mentioned in Tariff to this Contract.
They are sent to him in a digital format, by email. The Customer accepts the systematic dematerialization of invoices. No hard copy will be made. The Invoice is payable thirty (30) days following its date of issue, unless otherwise stated in the Purchase Order.
All payments under this Contract will be made by direct debit from the credit card number provided by the Customer when registering. Exceptionally, any payment may be made by bank transfer.
The Customer guarantees to have the necessary funds and authorizations for the payment method chosen, as well as to maintain valid any means of payment (card and bank account) linked to the Contract, and to inform LIVE ME UP of any change. relating to its means of payment and to make the necessary modifications if necessary.
7.3 - Penalties for late
Payment failure by the Customer to pay sums due on the due date automatically entails and without prior formal notice, by the mere fact of the arrival of the term, the immediate payment of the sums due as well as the invoicing of late payment interest calculated on the basis of three (3) times the legal interest rate applicable in France. Late payment penalties are payable the day following the due date appearing on the invoice, without prejudice to the suspension of services until full payment, or the application of the “Termination” article.
In any case, in accordance with the provisions of Article L 441-6 of the Commercial Code, LIVE ME UP is entitled, without prior notice, to claim from the customer a lump sum indemnity for recovery costs of an amount forty (40) euros or request additional compensation from the Customer under the conditions provided for in Article L 441-6 of the Commercial Code.
LIVE ME UP is expressly authorized to suspend the execution of its obligations under the Contract in the event of non-payment of the sums due by the Customer and this, at the end of a period of one (1) month from of the receipt of a registered letter with acknowledgment of receipt notifying the Customer of the need to proceed with the payment in question, which has remained unsuccessful.
8 - Intellectual property
8.1 - Scope of the rights granted
LIVE ME UP grants the Customer a right of access to the Platform and to the Web Console and Mobile Application, as well as to the Documentation under this Contract. This right to use the Platform, the Web Console and Mobile Application is non-exclusive, transferable and non-sublicensable.
The Customer does not acquire any intellectual property rights, nor any other rights than those conferred by this Contract. The Customer undertakes, directly and indirectly by encouraging any third party to act in this direction:
(i) not to modify, reproduce, copy, translate, reverse engineer, decipher, decompile, disassemble, create derivatives of all or part of the Platform or not to attempt by any other means to access the source code or protocols from the object code of the Platform;
(ii) not to allow or facilitate unauthorized access to the Platform by third parties;
(iii) not to harm the logical and material integrity of the Platform;
(iv) not to use the Platform for the benefit of third parties, in any way whatsoever, in particular for the purpose of offering an office service, timeshare or any other services intended for third parties;
(v) not to participate in or assist in the development, sale or marketing of a Platform that competes with the Platform.
LIVE ME UP reserves the right to make any correction of Fault or Incident, as well as any improvement of the Platform, Web Console and Mobile Application.
LIVE ME UP remains, in all circumstances, the owner of the intellectual property rights on all the tools, software or methods and know-how that it makes available to the Client in the context of the execution of the Contract. The Contract does not entail any transfer of intellectual property rights. The Client undertakes not to disclose, license, publish, transmit or make available the Services and any element of the Services to any third party, not authorized by LIVE ME UP. As a result, the Client undertakes to secure and protect the Services as well as to implement any action necessary to comply with this obligation, including providing the necessary instructions to its authorized employees and consultants who have access to the LIVE Platform ME UP.
8.2 - Guarantee of eviction
LIVE ME UP guarantees the Customer to be the holder or licensee, by original title or by contract, of the intellectual property rights necessary for the performance of the Services and guarantees the peaceful enjoyment of the said Services, for the duration of the Contract.
The Parties guarantee each other mutually against any trouble or claim, any eviction whatsoever and any action for infringement on account of the intellectual property rights necessary for the performance of the Services, as well as against any convictions which may be pronounced against one of the Parties on this occasion. The Parties agree not to, or allow it to happen, jeopardize, directly or indirectly, the intellectual property rights of the other Party. Each Party is notably prohibited from conferring any right and constituting any guarantee, surety or privilege whatsoever on the elements covered by the intellectual property rights of the other Party.
LIVE ME UP undertakes to make its best efforts to guarantee compliance with the Service Levels defined by the Parties to the Order Form, as well as for the implementation of the rules of the art in terms of Data security, in the framework of the execution of the Contract.
8.3 - Third-party software
LIVE ME UP is not responsible for any third-party software or program made available or not to the Customer as part of the Services, which may include, among other things, security flaws, development errors, as well as costs of additional licenses. LIVE ME UP offers no guarantee relating to Third-Party Software, which may in particular include Open Source Software.
In the event that LIVE ME UP makes Third-Party Software available as part of the Services, the Client undertakes to comply with the applicable additional licensing conditions and to use said Third-Party Software exclusively as part of the Services. The Customer acknowledges that the activation of said Third-Party Software implies acceptance of the additional licensing conditions and that LIVE ME UP cannot be held responsible for the Customer's breaches in the event of unauthorized use of Third-Party Software. LIVE ME UP will inform you beforehand of the additional licensing conditions applicable to Third-Party Software, if applicable.
9 - Personal data
In order to provide the Services, LIVE ME UP collects personal data for which the Customer accepts the processing of this data, under the conditions provided for in the data management policy and the security insurance plan of LIVE ME UP, attached hereto.
The Parties undertake to comply with all regulations in force applicable to the processing of personal data and, in particular, Regulation (EU) 2016/679 of the European Parliament and of the Council of April 27, 2016.
LIVE ME UP declares that it knows and has brought to the attention of its employees the strictly confidential nature of the health data handled by the Client and the Authorized Users within the LIVE ME UP Platform. Consequently, it undertakes to respect this commitment of confidentiality without limitation in time. In addition, it undertakes to ensure that no health data is consulted without the express agreement of the Client and in any event, only on the occasion of the Services provided under this Contract.
LIVE ME UP undertakes in particular never to consult data that is not directly related to the Services provided to the Client under this Contract, and in particular within the framework of its maintenance and support Services and obliges its employees and stakeholders of whatever nature, permanent or occasional, to enforce this obligation.
LIVE ME UP guarantees the secure hosting, and in compliance with applicable standards, of the Platform and the data collected as part of its operation.
The Customer must take all necessary measures to protect its information system and in particular with regard to protection against viruses, worms and other intrusion processes. Any operations to restore or reconstruct lost or damaged data, programs or files are not covered by this Agreement.
10 - Audit
During the term of the Contract and up to one (1) year after its term, whatever the cause, the Service Provider reserves the right to verify the compliance of the use of the Platform with the stipulations of the Contract . To do this, LIVE ME UP notify the Customer, subject to three (3) Business Days' notice, of its intention to proceed, or have carried out at its expense by any third party of its choice that is not a competitor of the Customer, to an audit on documents and/or on site(s), in order to verify that the use of the Platform complies with the stipulations of the Contract.
These audits take place during the Client's normal working hours, without unduly hampering its activity.
The Client undertakes to collaborate in good faith with any auditor designated by LIVE ME UP and will facilitate its mission, by answering any questions.
In the event that an audit reveals that amounts are due to LIVE ME UP, the Customer will be required to immediately comply with the stipulations of the Contract and immediately proceed to the payment of all of the said amounts; it being understood that in such a case, the Customer will bear all the costs of the audit carried out, without prejudice to any damages to which LIVE ME UP could claim.
11 - Liability
Either Party may only be held liable in the event of a breach of the obligations incumbent on it under this Contract, in particular causing material and immaterial damage, directly caused to the other Party. In any event, LIVE ME UP may not exceed the price paid by the Customer for the Services provided under the Order Form in question, during the twelve (12) months preceding the occurrence of the damage causing harm to the Customer.
LIVE ME UP excludes all liability in any capacity whatsoever for consequential damages such as loss of profit, commercial or financial loss, increase in overheads, consequence of third-party recourse or loss originating from or being the consequence of this Contract. The responsibility of LIVE ME UP can only be engaged by its actions, or that of its collaborators in the case of acts performed, by it or by them, within the framework of the performance of the Services.
The Customer acknowledges that LIVE ME UP is exonerated from all responsibility in the event of technical failures (including network saturation, bandwidth fluctuation beyond its control, network interruptions, viruses) and security failures of Internet access providers, operators of networks, and of all third parties whose services are necessary for the performance of the Services, including when these failures lead to discontinuity or unavailability, total or partial, of the Services.
The Client acknowledges that the use of the Platform requires the simultaneous proper functioning of the Mobile Application and the Web Console.
LIVE ME UP is in no way responsible for the conditions of use of the Platform by the Client, in particular the latter is responsible for:
- His access to the internet and the use of the Platform by Authorized Users
- That his equipment is compatible with the prerequisites of the Platform detailed in Annex 1: Technical and functional documentation
- Ensure the maintenance and updates of this equipment used to use the Platform.
12 - Subcontracting
The Client acknowledges and accepts the use by LIVE ME UP of subcontractors for the performance of all or part of the Services provided for in the Contract, subject to compliance with the stipulations of the Data Management Policy, concerning the subcontracting in the processing of personal data.
The use of subcontracting cannot release LIVE ME UP from any of its obligations and liability resulting from the Contract. LIVE ME UP remains solely liable to the Customer for the proper performance of the services provided for in the Contract and provided by its subcontractors.
13 - Force majeure and unforeseeability
Any case of force majeure suspends the obligations of the Contract. In this case, the responsibility of the Parties cannot be engaged in the event of delay or non-performance of the obligations by the Parties. Are considered as cases of force majeure, in addition to those retained by the case law of the Court of Cassation: epidemics, pandemics, total or partial strikes external to LIVE ME UP, lockouts, blocking of means of transport or supply for any reason whatsoever, earthquake, fire, storm, flood, water damage, legal or regulatory restrictions or modifications, blocking of telecommunications and all other cases beyond the control of the Parties, preventing the execution of the Contract.
The Party suffering the case of force majeure must notify the other Party as soon as possible of the occurrence of the event and of its cessation, if applicable, by describing the event invoked preventing the performance of its obligations.
In the event of the occurrence of a case of force majeure, the Parties shall consult together to determine the measures to ensure the continuity of the Services.
In the event of the existence of the state of force majeure for more than thirty (30) days, the Parties may then have this Agreement terminated due to force majeure, and shall be released from any obligation under this Agreement and this without reciprocal indemnification, with the exception of the clauses which will survive and identified as such herein.
The Parties agree to expressly exclude the application of article 1195 of the Civil Code to this Contract.
14 - Insurance
The Parties declare that they have taken out an insurance policy with an insurance company covering their professional and operating civil liability, which may result from material and immaterial damage, whether or not consecutive, for which they could be liable and pay the corresponding premiums.
The Parties acknowledge that they are holders of insurance policies also covering the damage, theft or loss of data, which may result from material or immaterial damage, whether or not consecutive, for which they would have to respond in respect of their professional activities and pay the premiums corresponding.
This insurance must be maintained throughout the duration of the Contract, with a reputably solvent insurance company having an establishment in France. An annual certificate of said insurance must be provided and annexed to this Contract, and will be provided spontaneously by LIVE ME UP to the Customer every year, at each annual expiry date of said insurance policies.
15 - Confidentiality
Each of the Parties undertakes to:
(i) keep confidential all the information it receives from the other Party, by showing at least the same degree of vigilance as that which it shows to protect its own information confidential;
(ii) not disclose confidential information received from the other Party to any third party, other than employees or agents who need to know it for the performance of this Agreement;
(iii) use confidential information received from the other Party only for the purpose of exercising its rights and fulfilling its obligations under this Agreement;
(iv) to respect any medical secrecy applicable to the information which could be concerned if necessary.
The Parties have no obligation with respect to information that:
(i) would have entered or would fall into the public domain through no fault of the receiving Party;
(ii) would be independently developed by the Receiving Party;
(iii) would be legitimately received from a third party not subject to an obligation of confidentiality,
(iv) should be disclosed by virtue of the law or by order of an administrative or judicial authority, in which case the said information must only be disclosed in the measure required by said authority, and after having informed the other Party in writing.
This reciprocal obligation of confidentiality is applicable throughout the duration of this Agreement and, in any event, for a period of five (5) years after the end of this Agreement.
Each of the Parties shall return or destroy all copies of documents and media containing confidential information of the other Party, upon termination of this Agreement, whatever the cause. The Parties also undertake to ensure that these provisions are respected by their personnel, and by any employee or third party who may intervene in any capacity whatsoever within the framework of this Contract.
16 - Suspension of the Services
LIVE ME UP reserves the right to suspend the Services, including access to the Platform, in the event of a contractual breach by the Customer not remedied following the formal notice notifying the breach but also in the event of unpaid of the Client or illicit use of the Services, and this under the following conditions:
- As soon as LIVE ME UP becomes aware of Data or any use of the Services of an illicit or contractually prohibited nature, access to the Platform will be suspended within the shortest time possible.
- LIVE ME UP reserves the right to terminate the Contract for breach of the Customer's obligations, if necessary, under the conditions provided for in the article "Termination for fault" and this without notice of correction of the breach noted.
Any suspension or termination of the Services under the conditions of this article does not lead to a postponement of the duration for which the Services have been subscribed, following the suspension of the said Services. The Customer remains bound to pay for the Services for the duration subscribed to in the Order Form relating thereto and cannot claim any reimbursement of the price and costs inherent in the Services suspended for the period of suspension.
17 - Termination
17.1 - Termination for convenience
Each Party may terminate, for convenience, all or part of the Contract, including the Purchase Orders, by notifying the other Party of its intention subject to two (2) months' notice, notified by registered letter with acknowledgment of receipt. During the notice period, the Parties remain bound to fulfill their obligations, including the performance of the Services and their payment.
17.2 - Termination for fault
In the event of a serious and repeated breach of its obligations by a Party, the other Party may terminate the Contract as of right within thirty (30) days following notification of a registered letter with acknowledgment of receipt of formal notice to the defaulting Party to respect its obligations. This thirty (30) day period will not have to be respected if the unexecuted obligation is not subject to regularization or a regularization plan. In this case, the registered letter is then limited to noting the final and immediate termination of the Contract.
The Contract may be terminated by one of the Parties in the event of the cessation of activities of the other Party or the opening of judicial liquidation proceedings against the other Party, and subject to the provisions of the articles L622-13 and L641-10 of the Commercial Code.
The end of the Contract, for whatever reason, entails the Customer's obligation to stop using the Platform, the Web Console and Mobile Application, from the end of the reversibility period provided for herein.
18 - Miscellaneous stipulations
18.1 - Convention of proof
This Contract, whether it is signed by means of a technical process of electronic signature meeting the criteria of an advanced signature, under the conditions of article 1367 of the Civil Code , or by hand, with the same probative value regardless of the mode of signature chosen by one or other of the Parties.
The Parties expressly agree that the connection logs, consumption records, order forms, payment summaries, Incident management report relating to the use of the Platform are enforceable against the Customer and admissible, in particular in the event of legal proceedings. contentious.
18.2 - Reference
Unless expressly stated otherwise, the Client authorizes, for the duration of this Contract, LIVE ME UP to mention the commercial relationship and use its corporate name and logos as a commercial reference with prospects in its marketing documents and advertising, including on its website.
18.3 - Assignment
This Contract is concluded in consideration of the Parties and may not be the subject of a total or partial assignment by the Client, for consideration or free of charge, without the prior written consent of the Service Provider. The assignment of the Contract cannot be carried out without the obligations of the Parties being previously discharged or expressly taken over by the assignee.
18.4 - Non-waiver
The fact, for one of the Parties, of not claiming any contractual breach by the other Party of the obligations referred to in the Contract, cannot be interpreted as a waiver of the obligation in question, or provide the other Party with any rights under this Agreement.
18.5 - Partial invalidity
In the event that one of the stipulations of the Contract is declared null or void, including in application of a law, a regulation or following a final decision of a competent court passed in force of res judicata, the said clause will be deemed unwritten and cannot result in the nullity of the Contract. The Parties shall endeavor, as far as possible, to remedy this invalidity by means of an amendment by replacing the said clause with valid stipulations corresponding to the spirit and the object of the Contract.
18.6 - Contractual modifications
Any modification of one of the clauses of this Contract will only be valid after mutual agreement of the Parties, formalized by an amendment to the Contract signed by both Parties.
18.7 - Independence of the Parties
The Parties are and remain legally independent and assume the risks related to their respective activities. This Agreement may not be interpreted as constituting any exclusive partnership, mandate, de facto or legal grouping, or any legal relationship, other than this Agreement, that may be retained between the Parties.
18.8 - Headings
The headings and subheadings appearing in this Agreement are included for convenience only. These titles and subtitles may in no case be used to interpret any provision whatsoever of the said Agreement. In case of contradiction between any of the titles of articles and any of the clauses, the titles will be declared non-existent.
18.9 - Notifications and contacts
All notifications provided for herein will be made by registered letter with acknowledgment of receipt addressed to the registered offices of the Parties whose addresses appear at the top of these presents, any change of address must be notified in advance to the other Party before the effectiveness of such change.
If necessary, the Parties may designate within the Contract contact persons, technical or governance, for the Services subscribed.
19 - Attribution of jurisdiction
This Contract is exclusively subject to French law.
The Parties shall endeavor to settle any disputes relating to this Contract amicably. In the event of a persistent dispute beyond a period of one (1) month, any Party may refer the matter to the competent court.
All disputes arising from the formation, validity, interpretation or execution of this Contract will be the exclusive jurisdiction of the courts of Lille, notwithstanding multiple defendants or warranty claims, including for precautionary measures, and for any proceedings in summary proceedings or on request.
