7 October 2013
The present General Terms of Usage (“GTU”) govern all of the relations between the Site’s Users and MY MAJOR COMPANY (hereinafter “ MMC”): Simplified Joint Stock Company, with capital of €352,563, listed with the Paris TCR under the number 498 411 446, the head office of which is at 20 rue du Sentier, 75002 Paris – France.
The Site is intended to be used by the Users, i.e. Visitors and Members, in order to:
(i) have web surfers learn about their Projects;
(ii) obtain support - notably financial - from web surfers when launching their Project;
(iii) contribute financially to a Project launch by a Project Backer.
Visitors to the Site are considered to have accepted the GTU simply through their Usage of the Site.
When creating an Account, the User acknowledges having reviewed the GTU and formally declares accepting them. In particular, the User is formally informed that MMC is in no way responsible for the Projects (including with regard to the payment or not of the Considerations linked to the Financed Project). The Projects are presented and carried out on the sole initiative and under the sole liability of the Project Backer, in compliance with the provisions of article 9.1 herein.
The User is informed that, at any time, MMC can modify the present GTU, which will be applicable to the User 72 hours after having been posted on the Site. For information, these modifications will be clearly indicated on the Site for a period of 72 hours. The User recognises and accepts that his/her Usage of the Site after the date of the modifications implies his/her formal and unconditional acceptance of the GTU.
Through the service, Members will use the Site in order to disseminate various types of content, notably videos, images, graphic creations, music, texts, ideas and concepts, software programs, etc. as well as brands or patents and various intellectual property elements. Members are informed that usage of the Site in no way protects the said content and that they must, where applicable, protect the content by other means.
Members can only financially contribute to Projects or propose Projects on the Site if they are legally capable and of legal age.
The present GTU constitute all of the enforceable contractual documents between MMC and the Users. Certain Projects, notably when they include a Financial consideration for the benefit of the Contributor, require the application of special terms.
- “Commission”: refers to the standard commission of 10% (tax included or 8.36% before tax) collected from the Project Backer by MMC in consideration of the provided Intermediation service.
- “Member Account”: refers to the Visitor’s account opened on the Site.
- “Consideration”: refers to, where relevant, the consideration(s) possibly proposed by the Project Backer to the Contributors in exchange for their Participation in the Project. The Consideration(s) linked to a Project will be defined on a case-by-case basis on the Site, at the entire discretion of the Project Backer.
- “Contributor”: refers to a Member who has decided to participate in at least one Project proposed on the Site.
- “Credit”: refers to the monetary sum that a Member has on the Site and that s/he can either spend on the Site or return to his/her bank account. A Member’s Credit is retained in the MMC Third Party Account.
- “Gauge”: refers to the aggregated amount of the Participations subscribed by a Project’s Contributors.
- “Member”: refers to a natural or legal person registered on the Site and who has a Member Account. A Member can become a Contributor and/or Project Backer.
- “Participation”: refers to either the monetary value that the Contributor pays in order to finance a Project proposed on the Site, net of any bank costs, or a Support.
- “Collection Period”: refers to, for each Project, the period during which Members can contribute to the Project, with the understanding that MMC can change the duration of this Collection, with the Project Backer’s approval.
- “Minimum Gauge”: refers to the minimum amount that the Gauge must reach in order for the Project to be considered as Financed.
- “Project Backer”: refers to any Member who has proposed one or more Projects on the Site.
- “Project”: refers to any project proposed on the Site by a Project Backer.
- “Financed Project”: refers to any successfully financed Project, i.e. one for which the Gauge is at least equal to the Minimum Gauge at the end of the Collection Period.
- “Service”: refers to the service proposed by MMC, the purpose of which is:
* intermediation between the Projects Backers and Contributors via the Site;
* the collection of Participations via the Site in order for Projects Backers to finance their Project(s);
* any additional service relating to the services described above.
- “Site”: refers to the Internet site: http://www.mymajorcompany.com or any URL with which it could be replaced by MMC, as well as all of the tools made available by MMC (widgets, API, etc.).
- “User”: refers to a natural or legal person who accesses the Site and who is included in the following categories:
- “Visitor”: refers to a web surfer browsing on the Site but who has not yet opened a Member Account.
- “Support”: refers to a contribution, monetary or in kind, previously validated by MMC, made for the Project’s direct benefit and the monetary value of which is recorded in the Gauge.
2. SITE ACCESS - MEMBER ACCOUNT OPENING AND CLOSING
Site access is free and allows Users to view its editorial content.
Site access provides Users with a private, non-collective and non-exclusive right to the Site’s content. MMC reserves the right, notably for the purposes of corrective maintenance or upgrade, to temporarily suspend access to the Site or to a part thereof.
It is stipulated that all hardware or software needed in order to use the Service remain exclusively at the User’s expense.
Registering as a Member provides access to a Member Account that is unique and only accessible by means of the Member’s identifiers. The Member is solely responsible for any usage of his/her identifiers, and MMC cannot be held liable for any loss, misappropriation or fraudulent usage by a third party. Every access and/or Usage of the Site and transmission of data made from a Member Account will be considered to have been made by the Member whose Account was used.
Notwithstanding the above, a Member is required to immediately inform MMC of any loss, misappropriation or fraudulent usage of his/her Identifiers by a third party that has led to access to the Member’s Account, while submitting his/her surname, first name, and username by electronic message to the following address: email@example.com, or by postal mail to the head office address provided at the start hereof.
If the Member is a professional, s/he certifies that s/he has all of the rights needed in order to sign these presents in the name of the legal person that s/he represents (company, association, etc.).
If the Member wishes to close his/her Member Account, s/he must follow the procedure provided for this purpose on the Site.
The Member undertakes, under threat of immediate suspension of his/her Member Account without advance notice, to:
- not create or use on the Site any accounts other than the one initially created or assigned, under his/her own identity or that of a third party;
- not create a false identity that might mislead MMC or any third party, and to not usurp the identity of any other natural or legal person.
In order to ensure compliance with the provisions herein, MMC reserves the right to ask the Member to provide proof of his/her identity, by any means. If proof is not provided within 7 (seven) days following MMC’s request, the suspension mentioned in the previous paragraph will apply.
By accepting these GTU, the Member declares that the source of the funds used by him/her on the Site is not illegal and undertakes to not use the Site for any illegal or fraudulent activity, including but not limited to money laundering. Criminal and/or civil proceedings can be initiated against the Member and any other persons directly or indirectly participating in such an illegal or fraudulent activity.
The Member is responsible for paying all applicable or associated taxes, both on the sums received as a Project Backer, and on the Participations paid as a Contributor. Under no circumstances can MMC be substituted for the Member for this purpose, nor even advise the latter with regard to the nature and details of his/her obligations.
MMC reserves the right, at its discretion, to hand over all information of a potentially illegal or fraudulent nature to the competent authorities, without informing the Member. To this end, MMC reserves the right to sequester all funds that it might legitimately consider to be related to an unlawful or fraudulent activity, until their transfer to the competent authorities.
The Member waives any right or recourse of any kind that could be recognised or available to him/her, in any location whatsoever, as a result of MMC communicating such information to the competent authorities.
4. CONDITIONS FOR USING THE SITE AS A CONTRIBUTOR
Members not of legal age are not authorised to pay Participations. By becoming a Contributor, the Member is therefore considered to be of legal age.
Members are informed of the risks related to any Project and formally accept the element of uncertainty related to the realisation of the Projects.
Contributor Participations for the benefit of one or more Projects are made using the payment services proposed by the Site, and are debited immediately.
A Contributor can cancel his/her Participation and request its conversion into Credit at no cost, until such time as the relevant Project Gauge has reached its Minimum. Once the Gauge has reached its Minimum, the Participations are frozen and can no longer be cancelled by the Contributor. From that point, any complaint must be sent directly to the Project Backer.
MMC collects no Commission from the Contributors, but only from the Project Backer. However, upon payment of a Participation, MMC can invoice bank charges that will be clearly indicated to the Contributor before the payment. The Contributor is informed and unconditionally accepts that these charges will not be reimbursed under any circumstances.
The Contributor acknowledges and formally accepts that, as soon as the Project supported by the latter is financed, MMC will provide the Project Backer with information regarding the Contributor’s identity and address, notably in order to allow the Project Backer to send the promised Considerations to this person.
5. CONDITIONS FOR USING THE SITE AS A PROJECT BACKER
The Project Backer is a Member who has proposed one or more Project(s) on the Site, in order to have them financed by Contributors.
The presentation of a Project on the Site requires the prior approval of MMC. This approval will be based on the Project creation best practices as presented on the Site, though they provide the Contributor with no guarantee as to the Project’s success or the authenticity of the information provided by the Project Backer.
If the Project has not reached the Minimum Gauge by the end of the Collection Period, the Project will be closed, considered as not financed, and the Participations will be returned to the Contributors as a Credit.
For the Project Backer whose Project has been Financed and whose Account has been validated via the Certification Procedure described in article 5.1 below, MMC undertakes to immediately pay the amount of the Contributor Participations, after deduction of the Supports and less the Commission collected by MMC. As such, the Project Backer formally authorises MMC’s bank to pay to MMC the Commission to which it is entitled. The sums owed will be credited to the Project Backer. Before that time, the Participations are unavailable.
The Project Backer acknowledges and formally accepts that, as soon as the latter’s Project has been Financed, MMC will inform the Project’s Contributors of the Project Backer’s identity and contact details.
5.1. Commitments of the Project Backer
For any proposed Project, the Project Backer undertakes to clearly and precisely explain:
- the Project description;
- the Minimum Gauge, i.e. the minimum amount that the Gauge must reach in order for the Project to be considered as Financed;
- the Collection Period;
- the Considerations that it offers.
The Project Backer declares having retained, on any medium of its choice, the originals of all content that it may place online. Irrespective of the number of people involved in a given Project, a Project is always backed by an individual and clearly identified single Project Backer that is the only beneficiary of the rights and who is wholly responsible for the obligations related to the Member Account and to the Project.
In order to have access to the funds to which it is entitled, the Project Backer’s Member Account must undergo the Certification Procedure. The Certification Procedure involves sending to MMC, using the procedure indicated for this purpose on its Site, an identity document confirming the authenticity of the identity that had initially been declared on the Site.
The Project Backer undertakes to keep its Project on the Site for the duration of the Collection Period. The Project Backer undertakes to fulfil all of its obligations relative to the Contributors, notably by carrying out the Project as initially defined and by paying to them the Considerations described in the Project, where relevant.
Should the Project Backer no longer be able to pay the promised Considerations to the Project Contributors, it formally undertakes to reimburse them in their entirety, and accepts that MMC will provide it with no assistance in this regard. If the Project Backer entirely reimburses a Contributor, it will therefore be released from its obligation to pay all or part of the promised Considerations.
The Project Backer formally acknowledges that it alone is responsible for the accounting, fiscal and social treatments relating to the Project, including with regard to the sums received through MMC.
Should the Project include the possibility of a tax deduction for the benefit of the Contributors, the Project Backer undertakes:
- to strictly comply with the applicable regulations relative to gifts that result in a tax reduction, in particular the provisions of articles 200, 238 bis et 885-0 Vb A of the [French] General Tax.
- to see to it, should the Project Backer offer Considerations in kind to the Contributors, that the value of these Considerations (by “value of the Considerations”, one must understand that this includes the cost price plus all taxation included in the Consideration in question for the Project Backer) will be less than 25% of the amount of the Consideration in question, to a limit of €65 for individuals (with this €65 limit not applying to companies).
- to send to each Contributor, if the Minimum Gauge is reached, a tax receipt duly completed, dated and signed by the Project Backer, with the understanding that this receipt must be prepared using the model “Cerfa n°11580*03” that is avilable from the site http://vosdroits.service-public.fr .
- to send to MMC, if the Minimum Gauge has been reached, a copy of all tax receipts intended for the Contributors, duly completed, dated and signed by the Project Backer before the payment by MMC to the Project Backer. Failing that, MMC can suspend the payment of the Participations to the Project Backer until MMC receives all of the tax receipts.
In any event, the Project Backer guarantees MMC with regard to any demand and/or remedy on the part of Contributors and/or any third party, notably the tax department, in this regard.
5.2. Assignment of rights
MMC holds no property or other rights to the Project and its content, that remain the exclusive property of the Project Backer.
On an exclusive basis and at no cost, for the entire world and for the duration hereof, the Project Backer assigns to MMC, and its partners supporting the Project, the rights as indicated below, in order to allow MMC to provide the Service through dissemination over the Internet, on mobile telephone networks and/or any other current or future communication network open to the public.
As such, the Project Backer grant the right to MMC and to its partners supporting the Project, notably to:
a) reproduce or arrange for the reproduction of all or part of the Project content, by any means or process, in any form and on any known or unknown medium on the Site and/or on the site(s) of the MMC partner(s) supporting the Project;
b) present or arrange for the presentation of all or part of the Project content over a network, by any process, in any form known or unknown, in association or not with other works of any nature whatsoever;
c) adapt or arrange for the adaptation of all or part of the Project content, and notably including the rights to:
- arrange for rankings of the Project content hosted on the Site and to disseminate this content on the Site and, if relevant, also on the site(s) of the MMC partner(s) supporting the Project, notably in order to allow Users to more easily access the Project;
- present the Project content, notably in order to allow for its consultation on the Site and, if relevant, also on the site(s) of the MMC partner(s) supporting the Project;
- produce or arrange for the production of excerpts of the Project content, and to place them online.
Moreover, the Project Backer formally authorises MMC, as well as the MMC partners supporting the Project, to promote and/or publicize the Project, and to disseminate, together with the content, advertising, commercial and/or promotional messages relative to third party products or services.
For the duration of the Collection Period, the Project Backer undertakes not to propose its Project or any other related project on any other participatory platform.
6. OPERATION OF THE THIRD PARTY ACCOUNT
MMC has opened a Third Party Account with its bank. The Third Party Account is intended to accommodate all of the Contributor Participations and all of the Member Credits.
The Third Party Account is separate from MMC’s own accounts and can under no circumstances be considered as a MMC asset in the event of the initiation of insolvency proceedings. The Third Party Account cannot be merged or offset, in any manner whatsoever, with MMC’s own accounts opened in the books of MMC’s bank.
The sums retained in the Third Party Account will not bear interest for the benefit of the Members; the Members formally recognise and accept that MMC will be beneficiary of any such interest.
7. CNIL DATA PROCESSING DECLARATION
The personal data collected and subsequently processed by the Site are voluntarily provided to the Site by the User, notably via the registration forms.
The User undertakes to provide exact, up-to-date and complete information, and to immediately inform MMC of any change of his/her personal data, by sending an e-mail to the following address: firstname.lastname@example.org and to immediately make all corresponding changes to his/her Member Account.
In compliance with law 78-17 of 6 January 1978 on information technology, files and freedoms, the Site and the personal data were declared to the CNIL on 08/04/2009 under the number 1357711.
Pursuant to articles 38 et seq of the aforesaid law, the User who has filled out an online registration form has a right to information, opposition, access and rectification relative to the data relating to him/her. This right is exercised by sending a letter by ordinary mail to the address of the head office indicated at the start hereof, or by e-mail to the following address: email@example.com, while indicating his/her: surname, first name, birth date and place, postal mail and e-mail addresses, and Identifiers.
When a Member chooses to use the Site in order to upload one or more Projects and/or any content, over which MMC exercises no control whatsoever and bears no liability for any resulting damage, this Member undertakes not to publish Projects or content that are contrary to the Site’s objective and/or to the provisions of the present GTU, and/or that are of an unlawful nature, notably:
- malicious, inappropriate or disrespectful;
- slanderous or offensive;
- infringing, secret or confidential, misleading or incorrect (including personal information);
- xenophobic, racist, hateful;
- encouraging violence, xenophobia, racism or hatred;
- illegal or contrary to public policy and accepted principles of morality;
- indecent, obscene or pornographic;
- threatening or violent.
The Member also undertakes not to publish a Project or any content notably involving:
- any violation of the privacy and/or image of any third party;
- any elements protected by copyright;
- commercial or business secrets;
- advertisements, commercial canvassing or e-mail chain letters.
This prohibition applies to any type of communications from the Member without limitations, whether public or private, irrespective of the intended recipient, including the employees of MMC.
MMC reserves the right:
- to immediately and without notice delete any Project or content that, based on its sole assessment, violates the terms hereof;
- immediately and without notice suspend or terminate any Project that can no longer be carried out by the Project Backer for any reason whatsoever, based on MMC’s sole assessment.
9. LIMIT OF LIABILITY
9.1 As a result of its limited role as an intermediary between the Project Backer and the Contributors, the latter formally accept that MMC can in no way be held liable, even partially, for the Projects presented and carried out by the Project Backers, notably with regard to: the presentation or conduct of the Project, any delays or cancellations thereof by the Project Backer, any Project’s realisation or not once it has been Financed, the allocation or not of the Considerations possibly proposed by the Project Backer, etc.
MMC is not responsible for the actions or omissions of the Project Backers, who alone are liable for all of the terms and conditions for the Project’s execution relative to the Contributors.
Accordingly, Contributors must address all questions or complaints only to the Project Backer.
The Project Backer guarantees and undertakes to compensate MMC relative to any damages incurred by the latter or any event attributed to it relative to a Project, and guarantees it without limits in the event of any action for damages whatsoever initiated against MMC by a Member, a Visitor or by a third party as a result of the presentation, conduct or realisation of a Project presented on the Site.
9.2 When providing the Service, MMC is formally subject to an obligation of best intents.
MMC cannot be held liable for any activities or stored information if it had not been previously made aware of their unlawful nature or, if at the time of learning of their unlawful nature, it promptly responded by withdrawing the aforesaid data or making access to them impossible.
Irrespective of the nature, basis or provisions of any action initiated by the User, except in case of bodily harm or fraud attributable to MMC, the liability of the latter, limited to direct damages, can under no circumstances, for the entire duration of the period during which the Services are provided and for all operative events taken together, exceed an amount equal to €100 (one hundred euros) for the entire duration of the execution hereof.
The User acknowledges that the guarantees and liability limits stipulated above result in a reasonable distribution, between the parties, of the risks and responsibilities in view of the context and financial terms that govern the supply of the Service.
The User is informed and aware that MMC would not have entered into the present contract without the above liability and guarantee limits.
9.3 The Service proposed by MMC cannot be considered as a consulting mission. As such, the Company can in no way be held liable for the consequences of the Contributor Participations. In particular, MMC does not recommend or provide any advice regarding the Projects to be supported, and only provides the Project Backers with limited assistance with regard to the visual presentation of Projects.
10. DURATION OF THE RELATION WITH MMC
The present General Terms of Usage apply:
- for the Visitor: as of the connection to the Site and until the end of the browsing (“disconnection”);
- for the Member: as of the creation of his/her account and until its closing for any reason whatsoever.
MMC reserves the right to temporarily and/or definitively suspend, pursuant to the provisions described in article 12 below, or to immediately and without notice terminate any Member Account whose owner has violated the terms hereof or has helped a third party to do so, or has committed any other illegal act.
In case of a retroactive change of its commercial policy and/or modification of its economic model, MMC also reserves the right to suspend or terminate any Member Account for which the Member has formally refused to accept the newly applicable General Terms of Usage, subject to reasonable notice and the reimbursement of the Participations paid by the Member in question.
The Member formally accepts and recognises that should s/he, his/her heirs and/or assigns not request payment by bank transfer or spend, on the Site, the sum of any remaining Credit within a period of 2 (two) years as of the date when the last sums were credited, notwithstanding the dispatch by MMC, one month before the expiry of the two-year time limit, of an e-mail to this Member’s Account as a reminder of the terms of the present clause and of the remaining time before the expiry of the two-year period, the Member will be considered to have irrevocably and voluntarily waived these sums, that will then become the property of MMC notably in order to cover the management fees (administrative, financial, etc.) resulting from an account that has remained inactive for two years, and against any recourse or remedy for the purposes of claiming a repayment.
11. INTELLECTUAL PROPERTY
The Site and its content (notably the texts, programs, scripts, graphics, photos, sounds, music, images, designs, videos, etc.) are the exclusive property of MMC, with the exception of the content of the Projects, that remain the exclusive property of the Project Backers. In general, MMC grants a free, personal, non-exclusive and non-transferable right to access and use the Site, with any other right, notably regarding reproduction or presentation, being formally forbidden and subject to civil and criminal penalties for infringement.
The Site content cannot be downloaded, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, altered, conceded under licence or exploited in any other manner and for any purpose whatsoever. Any hypertext link leading to the Site is also prohibited without the prior written authorisation of MMC.
12. ACCOUNT SUSPENSION
MMC reserves the right to immediately and without notice suspend any Member Account, temporarily or definitively, in case of misconduct attributable to the User in question if in violation of any provision of the present GTU.
In this case, as a penalty, MMC may decide not to reimburse all or part of the amounts corresponding with the Credit possibly associated with this Member Account and that it considers necessary in order to repair damages of any nature whatsoever that it may have suffered. If MMC decides to return all or part of the amounts corresponding with a possible Credit at the time of the closing of this Account, the Member will have a maximum of 14 (fourteen) days in which to contact MMC after first receiving an e-mail from MMC informing the Member of its decision, and to provide all information needed for the repayment of the amount in question. After the aforesaid time limit or if the information needed for the repayment is not provided, MMC will be released from any possible repayment obligation.
In case of suspension of the Member Account, MMC reserves the right to automatically transfer the Participation in any Project for which the Gauge is not yet full as a Credit to the Member in question and/or to suspend access to all or part of the functionalities of the Member Account in question. However, the Member will still be able to perform transfers into his/her bank account and to access his/her “personal information” in compliance with the law of 6 January 1978 relative to information technology, files and freedoms, according to the provisions described herein.
13. LEGAL JURISDICTION AND APPLICABLE LAW
The present GTU are governed by French law. Only the French version of the General Terms of Usage is authoritative.
Only the courts of Paris have jurisdiction in order to hear any dispute relative to the application, interpretation or cancellation hereof.