SECTION 1 – SCOPE OF APPLICATIONN

The present General Terms and Conditions of Sale (hereinafter referred to as « GTCS ») apply by operation of law between :

Corporate name: SWIIT
Form: SAS, simplified joint stock company
Share capital: 20,760 euros
Address: 204 RUE DE NICE, Les Chèvrefeuilles – 83000 TOULON
SIRET n° 907 941 892 in the TOULON Trade and Companies Register Intra-community VAT : FR19907941892

Hereinafter referred to as « SWIIT ».
And
The professional Users of the SWIIT Appliation (“The Professionals”)

The GTC are made available on the SWIIT Application where they can be consulted directly. They may also be communicated upon simple request by any means.

SECTION 2 – DEFINITIONS

Ad: refers to the announcement of an Assignment offered by a Professional through the the Application or the Services.

Application: means the program or software made available by SWIIT

Client: refers to any person using the Application for strictly private purposes, with a view to contacting or being contacted by one or more Professionals in order to entrust them with the performance of an Assignment.

Content: means any words, messages or information of any kind (e.g. text, image, video, photograph, comment, brand name, company name) posted by a User on the Application.

Confirmation date: means the date on which the Client confirms the Mission carried out by the Professional.

Data: means Customer Content generated by the implementation of the Application or processed by it.

Personal Data: means any information relating to an identified or identifiable natural person, as defined by the Data Protection Act of January 6, 1978 (amended by the Decree of November 4, 1991 and by the Act of August 6, 2004 transposing Directive 95/46/EC), and the RGPD.

Personal Space: refers to the Personal Space that each User can create on the Application.

Invoice: means the accounting document of the Professional relating to an assignment carried out for a Client via the Application.

Username / User ID: refers to the specific term by which each User identifies himself to connect to his Personal Space. The User ID shall always be accompanied by a password specific to the User.

Mission: refers to the provision of services offered by a Professional to a Client. The provision of services may have a duration of less than, equal to or greater than one month. The Missions whose duration is greater than one calendar month are subject to monthly billing at the end of each month under the conditions described in Article 6.1 hereof.

Professional: means any natural person or legal entity having a SIRET number, registered with the Trade and Companies Register, the Trade Register or practicing as a self-employed person under legal conditions from France or abroad, and who offers its services to Clients through the SWIIT Application.

Services: refers to all the services provided by SWIIT through the Application, in particular the connection between Clients and Professionals, the provision of payment tools as well as the support of the Client in the search and selection of Professionals for the accomplishment of Missions.

STRIPE  / PAYPAL : independent online payment provider

Users: means any person entitled to connect to the Services of the SWIIT Application, whether they are Customers or Professionals.

SECTION 3 – GENERAL PROVISIONS

SECTION 4 – DESCRIPTION OF THE SERVICES

SECTION 5 – ACCES TO THE SERVICES

The Professional will have access to:

– All the Client management tools made available by the Application,
– The administrative and accounting tools offered, – The Customer database,
– SWIIT social network,
– Sports tests and sports challenges for its Clients.

SECTION 5-1 – CREATION OF A PERSONAL SPACE

– Provide information and Content that are real, accurate, and up to date at the time of their entry
– Transmit only Content for which it has the rights of ownership or use for   commercial purposes
– Maintain the Data to ensure that it is true, accurate and up-to-date at all times.
– Provide any proof (insurance, license, diploma, SIRENE notice or KBIS extract, …) that requested by SWIIT and this at first request.

According to the subscription chosen by the Professional and upon receipt of payment, the Professional :

– Create your profile
– Integrates the Content of the Missions he proposes,
– The rate,
– The schedule,
– The location,
– The link to its website and social network pages,
– The link to the Terms and Conditions.

SECTION 5-2 – CONDITIONS OF ACCESS TO SERVICES

5.2.1 In order to register on the Application and access the Service, Users must meet the following cumulative conditions:

• • Be registered on the Application under your real identity;
  • Be over 15 years old (if the User is an individual).
  • Enter true, accurate, complete and current information in your Personal Space;
  • To have accepted the present General Conditions.

5.2.2 SWIIT reserves the right to accept or refuse, without reason and at its sole discretion, any registration on the Application and to suspend and/or delete the Personal Space of a User who does not comply with these General Conditions.

SWIIT reserves the right not to validate the User’s registration for any legitimate reason, in particular in the event that :

• • He would not respect the GTC in force at the time of his registration.
  • One of the Client’s previous Missions is the subject of a dispute in progress (default of payment, behavior, negative evaluation of the Customers…).
  • The User has not accepted the present GTC.

In the event that the User communicates false information, SWIIT may immediately, without notice or compensation, suspend and/or terminate its Personal Space and without recourse against SWIIT.

The User declares that he/she has full legal capacity to enter into commitments under the these GTC.

In the event of a breach by the User of any of the provisions hereof, SWIIT reserves the right to terminate the Agreement without notice to the detriment of the User, without recourse against SWIIT.

SECTION 6 – OPERATION OF THE APPLICATION AND SERVICES

6.1       Professionals and Clients may create Advertisements. The Advertisements shall be made public via the Application. Professionals shall enter the characteristics of the Mission on the Application, and Clients shall enter their request or search. Each User can respond to the Advertisements via the Application, on their personal Spaces, according to the information mentioned in the Advertisement.

The Client can also contact the Professional directly on the Application without having to publish an Ad in order to request a specific Mission that the Professional can accept or not in a discretionary way.

The User may indicate and comment on any event in which he intends to participate, has participated or in which he is interested.

SWIIT reserves the right, at any time and without notice, to remove or disable access to any Listing for any reason, including Listings that SWIIT in its sole discretion deems objectionable for any reason, as contrary to these Terms and Conditions, or as detrimental to the Application or Services.

The User acknowledges and agrees that he/she is responsible for his/her own acts and omissions. The User acknowledges that he/she is responsible for the Ads he/she publishes.

6.2 SWIIT does not vouch for any User. These Terms and Conditions state that Users must provide accurate information, and that SWIIT will not undertake additional checks and procedures to verify or audit the identity or background of Users.

SWIIT undertakes to randomly and non-systematically request from the Professionals a copy of their diploma, professional license or professional civil insurance. Nevertheless, each User undertakes to verify by his own means the Professional information.

User of the Application or Services agrees that any legal liability or remedy sought as a result of acts or omissions of other Users or third parties is limited to a claim against the Users or other third parties causing the harm.

User agrees not to seek liability or recourse from SWIIT for such acts or omissions or for misrepresentations.

6.3 The User shall access the Advertisements published directly on the Application, via the access and search tools made available to him. The Professional may contact the Client to request additional information by personal message via the Application. In the event that the Client contacts the Professional directly without going through an Advertisement in order to propose an Assignment, the Professional may also contact the Client to request additional information by personal message via the Application and accept or refuse the Mission via the Application.

After discussing the scope and terms of the Mission, the Professional shall send the Client a detailed program and price list for the proposed Mission.

6.4 At the end of an assignment, Users have the possibility to evaluate each other on the the Application. Users may also evaluate each other if an Assignment is cancelled.

Users agree to publish ratings and reviews in accordance with their experience and in respectful terms. The Customer may report to SWIIT any complaint against a Professional and by presenting, if necessary, any proof that would be requested by SWIIT.

SWIIT is in no way responsible for the ratings, reviews and comments posted by Users. SWIIT nevertheless reserves the right to delete any review left by a User if deemed not to comply with these Terms and Conditions.

SECTION 7 – SERVICES OFFERED BY SWIIT           

The Services include in particular:

• the tools necessary to put Clients and Professionals in contact with each other;
• the provision of means of payment in order to simplify the conduct of a Mission.

SECTION 8 USER’S RESPONSIBILITY

The User is responsible for the management and conservation of his Identifier and password. Consequently, it is up to the Professional to implement all the necessary precautionary measures for their protection and their conservation by the Client. The User is responsible for the consequences of their use.

SWIIT shall not be liable for any fraudulent use of a User’s User ID and password or Personal Data by a third party or another User.

The User also agrees not to make available or distribute any illegal or objectionable information (such as defamatory or impersonatory information) or harmful information (such as viruses). Should the User do so, SWIIT will be able to suspend or terminate the User’s access to the Application at the User’s sole expense.

The User agrees to keep its Identification Codes secret and not to disclose them in any form whatsoever. If the User’s Identification Codes are lost or disclosed, the User shall immediately inform SWIIT, which will then proceed to cancel and/or update such Identification Codes immediately.

The User is fully responsible for the use of his or her Identification Codes, including in the event of loss, access by a third party or disclosure, until he or she has effectively notified SWIIT of the loss, access by a third party or disclosure of his or her Confidential Codes

The Professional is solely responsible for the Content and Services provided, as well as for the use and interpretations that will be made, the results of the Clients, the advice given.

The Professional is required to verify that the Client is fit to carry out the chosen Mission, if necessary by requesting a medical certificate.

SECTION 9 – TEMPORARY INTERRUPTION OF THE APPLICATION

SECTION 9.1 – TECHNICAL DYSFUNCTION

SWIIT undertakes to remedy any technical malfunction as soon as possible. Nevertheless, SWIIT cannot be held responsible for connection difficulties in the event of a break in internet access or a break in the connection due to :

• a case of force majeure,
• to power cuts, 
• interruptions related to service providers, hosts and access providers, online payment.

SECTION 9.2 – ANOMALIES

By « Anomalies » is meant any incident, blockage, performance degradation, breakdown, non-compliance with the functionalities defined in the documentation made available to the User preventing the normal use of all or part of the Application.  SWIIT does not guarantee the uninterrupted and error-free operation of the Application.

Any claim regarding a discrepancy with the above documentation must be made in writing within 24 hours of the occurrence or creation of the Personal Space.

All claims will be processed by SWIIT within 15 working days.

It is up to the Professional to provide any justification as to the reality of the anomalies noted. Only SWIIT may intervene on the platform, if necessary with the assistance of the host.

SECTION 10 – PRICE

The price is indicated at the time of the choice of the subscription and specifies the services to which the subscription gives right.

The price is payable in euros (€) only.

The price does not include the cost of access to the Internet type service.

The price is only for the use of the functionalities of the SWIIT Application excluding

Missions or purchases made from Professionals.

The Professionals undertake to indicate their rates in full transparency and in accordance with the applicable legislation and to comply with it.

SECTION 11 – INVOICING BY PROFESSIONAL

11.1     By registering on the Application, the Professional undertakes to provide the required documents concerning them in order to meet their obligations in the fight against concealed work, as well as the rules of transparency (KYC) for the purposes of combating tax fraud, money laundering and the financing of terrorism.

11.2 Each Mission is subject to an Invoice under the following conditions:

Missions lasting more than one calendar month shall be invoiced monthly at the end of each month.

At the end of the Mission or at the end of the month, the Professional must indicate the number of days worked during the past calendar month.

The Client has a period of 5 calendar days to confirm the Mission carried out and the number of days worked during the past calendar month by the Professional or to indicate the reasons preventing him from validating the Professional’s Mission via his Personal Space (« the Confirmation Deadline »).

It is only upon confirmation of the Mission by the Client (« Confirmation Date » of the Mission) that an invoice at the end of the Mission or a monthly invoice shall be drawn up and issued by the Professional and sent to the Client via his Personal Space.

It is expressly agreed that the Professional and the Client shall be personally responsible for the settlement of any dispute relating to the Mission.

The Client, debtor, expressly acknowledges that the Professional’s debt becomes certain as of the Confirmation Date, and that the Professional has performed all his obligations under the Mission. The Client acknowledges that he may not invoke, after the Confirmation Date, an exception of non-performance in order not to settle his debt or refuse to proceed with the payment of the total face value of the debt or to attempt to obtain reimbursement thereof.

The Mission is payable according to the billing system.    The billing system detailed below is managed by an independent partner. The Professional declares that he/she is personally responsible for any dispute arising from the billing system, failure to pay or receive funds and the online payment system, without recourse against SWIIT.

11.3      The Professional shall refrain from receiving or requesting payments in cash without issuing a corresponding invoice, failing which SWIIT reserves the right to denounce the Professional and exclude him from the Application.

11.4    SWIIT is not party to any contract between the Professional and the Client and shall not assume any liability whatsoever in respect of the Mission carried out by the Professional.

SECTION 12 – SWIIT’S FINANCIAL CONDITIONS AND COMMISSIONS

12.1 Access and registration to the Application are free. The Professional proposes his rate determining the price of the Service, which is constituted of a price per hour or per day, and which is validated by the Client.

12.2 In consideration of the use of the Services, the Professional undertakes to pay SWIIT a commission for setting up relationships (hereinafter the « Commission »).

12.3 The Commission is paid on the basis of the price of the Mission. It is directly invoiced to the Professional and is calculated on the amount payable to the Professional upon validation of the end of the Mission by the Client at the time of the Confirmation Date.

12.4 In the event of late payment and payment of the amounts due by the Professional after the payment date appearing on the invoice sent to the latter, late payment penalties of the amount inclusive of tax of the price appearing on the said invoice at a rate equal to 12% per annum and a minimum fixed indemnity of 40 euros for collection costs (art. D. 441-5 and L. 441-6 paragraph 12 of the Commercial Code), shall be automatically and automatically acquired by SWIIT, without any formality or prior notice.

SECTION 13 – PAYMENT SYSTEM

13.1   Payment by the Professional of the subscription price shall be made by bank transfer or direct debit at the end of the Mission via an electronic money account (hereinafter the « Escrow Account »).

13.2   Payment by the Client to the Professional is made via the Application by credit card or bank transfer.

13.2   For the purpose of implementing the payment system on the Application, SWIIT has subscribed to the services of the companies offering an online payment service system worldwide (hereinafter « Online Payment Company »)

• • PayPal (Europe) S.à r.l. et Cie, S.C.A.
    22-24 Boulevard Royal
    L-2449 Luxembourg
    R.C.S. Luxembourg B 118 349
    VAT number: LU22046007
  • Stripe, Inc.
    354 Oyster Point Boulevard
    South San Francisco, California, 94080, USA Attention: Stripe Legal

    Stripe Payments Europe Limited
    1 Grand Canal Street Lower, Grand Canal Dock, Dublin, D02 H210, Ireland

  13.3   As soon as a Professional begins a first Assignment, a request to open a payment account shall be sent to STRIPE or PAYPAL in order to access to the Payment

Stripe: https://stripe.com/fr/privacy

PayPal : https://www.paypal.com/fr/webapps/mpp/ua/legalhub-full

This account opening is carried out through the intermediary of SWIIT acting as a payment service provider agent on behalf of the Online Payment Company. The Professional expressly mandates SWIIT to open a payment account and manage the flows related to its operation.

13.4        SWIIT undertakes to transfer the sums credited to the Escrow Account under the Mission as soon as possible.

13.5        The Professional undertakes to notify SWIIT of any significant circumstance that could affect the performance of SWIIT’s obligations, in particular with respect to the recovery and the transfer of the price of the Mission via the Escrow Account.

13.6        The provision of the online payment system is totally independent of SWIIT, which shall not be held liable in any way whatsoever as a result.

SECTION 14 – CANCELLATION OF THE MISSION

The Professional is solely responsible in case of cancellation of the Mission due to him.

SWIIT’s liability shall not be engaged in this respect, and the Client may only demand reimbursement of the Mission not carried out from the Professional.

SECTION 15 – COMMITMENT – NON-COMPETITION

15.1   The User undertakes to use the Application and the Services in accordance with the applicable laws and these Terms and Conditions.

In this respect, the User acknowledges that SWIIT may take cognizance of any Content published or exchanged on the Application.

Likewise, it acknowledges that SWIIT may intervene to moderate the Content published, if it does not comply with the laws and regulations in force as well as the obligations of the Users under these General Conditions.

The Professional undertakes to carry out and is solely responsible for all the declarations and formalities necessary for his activity, as well as to satisfy all his legal, social, administrative and fiscal obligations and all the specific obligations incumbent upon him, as the case may be, in Application of the French law and/or the foreign legislation on which he depends, within the framework of his activity and of the use of the Services.

Users agree to make fair use of the Application and Services, in particular not to circumvent the Application and its Services.

15.1      The User undertakes to use the Application and the Services in accordance with the applicable laws and these Terms and Conditions.

In this respect, the User acknowledges that SWIIT may take cognizance of any Content published or exchanged on the Application.

Likewise, it acknowledges that SWIIT may intervene to moderate the Content published, if it does not comply with the laws and regulations in force as well as the obligations of the Users under these General Conditions.

The Professional undertakes to carry out and is solely responsible for all the declarations and formalities necessary for his activity, as well as to satisfy all his legal, social, administrative and fiscal obligations and all the specific obligations incumbent upon him, as the case may be, in Application of the French law and/or the foreign legislation on which he depends, within the framework of his activity and of the use of the Services.

Users agree to make fair use of the Application and Services, in particular not to circumvent the Application and its Services.

15.2      Non-competition: any User shall refrain from extracting any Content from the Application for any activity similar or competitive to the one described in these Terms and Conditions, or for recruitment purposes, without prior, express and written authorization from SWIIT.

The non-competition provisions shall apply for the duration of these Terms and Conditions and one (1) year after the date of the Agreement.

Terms and Conditions and one (1) year after its termination for any reason whatsoever in the territory of metropolitan France.

15.3      The Professional undertakes to propose a serious and sufficiently detailed Mission offer via the Application that is as faithful as possible to the actual Content of the Mission.

SECTION 16 – INTELLECTUAL PROPERTY 

SWIIT holds all intellectual property rights relating to the textual, graphic, sound, video, software or any other elements composing the Application, in particular the SWIIT brand, with the exception of the information provided by the Users. The Application constitutes a work on which SWIIT alone holds the intellectual property rights.

The User undertakes not to infringe SWIIT’s intellectual property rights. No functionality of the Application, and in particular the functions of printing, downloading or sending by email, may not be used by the User with the purpose or effect of infringing the intellectual the effect of infringing the intellectual property rights attached to the Application and to the elements that make it up.

The User expressly agrees:

• To strictly use the Application for the sole purpose of benefiting from the Services.
• Not to infringe the intellectual property rights held by SWIIT on the Application, the elements that make it up and its brands, nor those that may be held by third parties on the elements that they put online on the Application by means of the Service.
• Not to create, attempt to create or help a third party to create, from the Application or any of its elements, a site or a service aimed at offering directly or indirectly, free of charge or against payment, a service identical or comparable, in whole or in part, to the Service.
• To preserve the confidentiality of his Identification Codes and to take all measures to ensure that no third party, in any capacity whatsoever, has access to his Identification Codes and cannot improperly access all or part of the Service.

The respect by the User of the obligations specified above constitutes a substantial condition without which SWIIT would not have concluded these General Conditions.

The Professional by creating an Ad on the Application expressly authorizes SWIIT to put the name and logo of the Professional on the Application and on its documentation, including advertising, for the entire duration of these General Conditions.

SECTION 17 – REMINDER OF TAX AND SOCIAL OBLIGATIONS

SWIIT reminds the Users that on the occasion of each transaction, they are subject to tax and social obligations.

The links allowing the Professionals to comply with these obligations, if any, are the following:

                Regarding tax obligations: https://www.impots.gouv.fr

                Regarding social obligations: https://www.urssaf.fr

SECTION 18 – INTERVENTION OF INDEPENDENT SERVICE PROVIDERS

Under no circumstances shall SWIIT be held liable for any defect or failure of the third party Host and online payment companies.

The User will only be able to apply the terms and conditions of use of the service providers in question, without recourse against SWIIT.

SECTION 19 – OBLIGATIONS OF THE PARTIES IN CONNECTION WITH THE PROCESSING OF PERSONAL DATA

19.1    SWIIT, as data controller, collects the Users’ personal Data such as name, address, telephone number, email address, bank details, information related to the use of the Application and the provision of the Assignment in order to allow to determine whether the Users have the necessary qualifications for the exercise of the activity and the preservation of the contractual relations associated with the Assignment.

The User is informed that this Data is subject to automated processing by SWIIT in order to allow them to access and navigate the Application and to use the Service.

Any Data transmitted through the Application may be added to and stored by SWIIT in a database managed and administered by SWIIT. Therefore, when a User provides Private Data and agrees to send them, or when a User sends emails containing Private Data, he expressly authorizes SWIIT to store and use his Data.

SWIIT undertakes to use all means to ensure the security and confidentiality of such Data.

Any User has the right to access, rectify and delete his/her personal Data collected by SWIIT by sending his/her request to :

• • Or by mail to the attention of: SAS SWIIT – Service Traitement des données personnelles – 204 RUE DE NICE, Les Chèvrefeuilles – 83000 TOULON
  • Or by e-mail to the address contact@swiit.fit, accompanied by a copy of a valid ID.

In accordance with the General Data Protection Regulation dated May 25, 2018, any User has the right to the portability of his or her Data, the right to obtain from SWIIT the deletion and limitation of Personal Data, as well as the right to lodge a complaint with the French supervisory authority (the Commission Nationale de l’Informatique et des Libertés), under the conditions provided by the Regulation.

19.2 With respect to the Data related to the online payment, the Data is collected by SWIIT’s partner, STRIPE or PAYPAL, whose general terms of use are available on the Application.

This Data may be communicated to it within the framework of transparency rules (KYC) for the purpose of fighting against tax fraud, money laundering and the financing of terrorism.

For any additional information, the User may consult the document « Privacy Policy ».

SECTION 20 – RESPONSIBILITY AND INSURANCE

Each Party declares to satisfy its commercial, fiscal, legal, social obligations and all obligations with regard to its quality.

The responsibility of SWIIT can be engaged only in case of gross negligence, intentional or wilful misconduct. In any case, SWIIT’s liability will be limited to the cost of the service.

In the event of default or failure of contractual performance by the Professional as provided for herein, the Contract may be terminated in advance under the conditions set forth below.

The Parties declare that they have all the necessary skills to execute this contract.

The Professional shall refrain from subcontracting his Mission for any reason whatsoever and from creating a personal Space for each member of his team, if applicable.

SWIIT’s responsibility cannot be sought by the User for the destruction of his Data or files that he is responsible for saving. The User may not seek SWIIT’s liability on the basis of the RGPD concerning the collection, processing, destruction or any other cause of the Data collected by an independent partner and in particular for the online payment.

SWIIT undertakes to take out insurance covering its professional liability with a company that is known to be solvent and to pay the corresponding premiums. It undertakes to justify this to the Customer at the latter’s first request.

SWIIT has no duty to advise Users in any respect whatsoever and cannot be held liable in this respect.

Unless otherwise provided for in this Agreement, SWIIT cannot be held liable for any indirect damage.

By express agreement between the Parties, any moral or commercial prejudice, loss of profits, turnover, Missions, income, Customer base, loss of Data and any action directed against the User by a third party and the resulting consequences are considered as indirect damages.

The User is solely responsible for any direct prejudice that he/she may cause due to inaccurate, incomplete and/or misleading information that he/she provides at the time of his/her registration or in the absence of updating of this information, for which he/she alone assumes the consequences.

The User is solely responsible for all the Content that he chooses to put online on the Application, SWIIT not controlling the Content before putting it online cannot be held liable in any way whatsoever.

The User expressly refrains from publishing any Content that is abusive, defamatory, denigrating, slanderous, racist, xenophobic, contrary to morality and good manners, infringing on public order or the rights of third parties, likely to infringe on the rights, reputation and image of SWIIT and, more generally, the content of which would violate the law and/or regulations.

The Client is solely responsible for the description of the Advertisement or the Mission offer. In the event of an error in the description of the Mission offer, the Professional shall be solely responsible for any necessary additional services and related additional costs by formalizing with the Client an additional Mission through the Application.

The Professional acknowledges that the tools and technical means made available by SWIIT do not exempt him from his responsibility as to the legal obligations incumbent upon him. In particular, he acknowledges that he retains full responsibility for his legal, fiscal and social obligations with respect to invoicing, in particular with respect to his VAT declaration and payment obligations.

The Application and the Service are provided as is. SWIIT shall not be held responsible for any malfunction of the Application or the Service, such as in particular a lack of availability. SWIIT is bound by an obligation of means for the provision of the Service and, more generally, for the execution of the General Conditions.

• The User declares to accept the characteristics and limits of an online service and, in particular, to recognize :
• That he is aware of the hazards of the provision of online services, in particular with regard to response times.
• That he/she is responsible for taking all necessary measures to ensure that the technical characteristics of his/her computer and/or computer network allow him/her to access the Application and use the Service.
• That he acknowledges that he is solely responsible for his access to the Internet.
• That he/she is responsible for taking all appropriate measures to protect his/her own Data and/or software from contamination by any viruses circulating on the Internet or contracted by any other electronic means.

SWIIT makes no express or implied warranty with respect to the Application.

The Professional is responsible for his choice to benefit from the Service. SWIIT does not guarantee in any way the creditworthiness of the Clients.

SWIIT, as an independent intermediary, does not control the identities of the Users. SWIIT does not proceed either to the control of the information that is provided by the User in his Ads or his reviews. Only the User is considered as the author of the

The User is the sole author of the Content of the Advertisements and reviews and this Content remains under his sole and entire responsibility.   In the event that the User provides false, inaccurate, inappropriate or illicit information, SWIIT will not be held liable in any way.

SWIIT shall not be held liable for having removed or made impossible the access to a Content published by a User and presenting in an obvious way an illicit character. In any case SWIIT shall not be liable for any direct or indirect damage caused by the Application or all or part of the Service, nor by the non-availability of the of the Application or all or part of the Service.

The role of SWIIT is exclusively limited to putting in contact Professionals and Clients. SWIIT does not intervene at any time within the framework of the Application and the Service as a Professional. As a consequence, SWIIT shall not be held responsible for any damage suffered or caused by a User through a Service via the Application.

SECTION 21 – PRIVACY

The Professional undertakes as a confidentiality clause, throughout the duration of this Contract and for a period of 3 years after the expiry of this Contract

Contract and for a period of 3 years after the expiration of this Contract:

For any reason whatsoever, to the utmost confidentiality, by refraining from disclosing, directly or indirectly, any information, documents, knowledge or know-how whatsoever concerning SWIIT and its operating methods, the Content of the Application and all accessories, the ergonomics, the graphic presentation, the functionalities, the development and updates of the platform to which he could have had access within the framework of the execution of the present Contract or that he would have from the very nature of his relations with SWIIT.

The Professional shall refrain from making a copy of the Application for his own use or for that of SWIIT’s competitors.

The Professional also undertakes to ensure that this obligation is respected by all members of his staff concerned, and by his subcontractors for whom he is responsible to his co-contractor.

The Professional undertakes to reveal to SWIIT any information or behavior of a third party of which he could be aware and which of which it could have knowledge and which is likely to harm SWIIT.

Each party is authorized to quote the other as a reference without this entailing the right to use any acronym or sign. Each party may, freely and at any time, terminate this right by registered letter with acknowledgement of receipt and without prior notice, without the other party being able to claim any compensation, nor to consider that it has suffered any damage and a fortiori to request the granting of damages.

This clause is valid and is intended to apply even in the event of termination or cancellation of the of the contract, or even cancellation of this Contract.

SECTION 22 – CONTRACT TRANSMISSION

The Agreement may not be transferred by the Professional, in any capacity and in any form whatsoever, without the express, prior and written authorization of SWIIT.

ARTICLE 23 – END OF CONTRACT

If one of the parties fails to perform its obligations, the other party may terminate the relationship by sending it a registered letter with return receipt requested containing notice of termination and a reminder of the unfulfilled clause. This stipulation applies, in particular, to confidentiality obligations.

If one of the parties fails to perform its obligations, the present Contract shall be terminated by operation of law 8 (eight) days after formal notice has remained unsuccessful, without prejudice to any damages that may be claimed from the defaulting party.

Any breach of the obligations resulting from the articles relating to the contractual obligations of the parties contained in this Contract shall result in termination by operation of law without prior formal notice and without prejudice to any damages that may be claimed from the Professional.

In case of early termination, SWIIT may interrupt access to the Application for both the Professional and the Clients..

23.1 – Termination for breach of a sufficiently serious obligation

SWIIT may, notwithstanding the clause « Termination for breach of a party’s obligations » set out below, in the event of sufficiently serious non-performance of any of the obligations incumbent on the Professional, notify the latter by registered mail with acknowledgement of receipt of the faulty termination of the present contract, 8 (eight) days after receipt of a formal notice to perform which has remained unsuccessful, and this in application of the provisions of article 1224 of the Civil Code.

23.2- Resolution for failure of a party to perform its obligations

In case of non-compliance by the Professional with any of its obligations as stipulated in this stipulated in this Contract, it may be terminated at the discretion of SWIIT.

It is expressly understood that this termination for failure by the Professional to comply with its obligations will take place as of right 15 (fifteen) days after receipt of a formal notice to perform, remained, in whole or in part, without effect. The formal notice shall be notified by extrajudicial act or by registered mail with acknowledgement of receipt.

Such notice shall state the intention to enforce this clause

SECTION 24 – DURATION AND TERMINATION

The present contract is concluded for a duration determined at the time of the choice of the Contract by the User.

The Parties may terminate these General Conditions at any time by giving 30 days’ notice to the other Party by e-mail or by registered letter with acknowledgement of receipt. In the latter case, the period of notice shall begin to run from the date of receipt of the said letter.

In case of non-compliance with these General Terms and Conditions by the User, in particular by not providing the information required for the proper use of the Application or in case of breach of the laws and regulations in force, and eight (8) days after having been informed by any means by SWIIT, the latter will be entitled to suspend or close the User’s account automatically and as of right, and to deny him/her access to all or part of the Services, without prejudice to any possible damages that SWIIT would be entitled to claim.

SECTION 25 – CONSEQUENCES OF TERMINATION OF THE CONTRACT

In the event of termination of this Agreement, the parties have expressly provided, regardless of the cause, that:

➢           SWIIT will delete all the elements and the User’s Personal Space after a period of 30 days. During this period, the User will no longer be able to interact on his Personal Space, nor on the Application but will be able to recover his Data and Content.

➢           The User shall pay the balance of the price still due to its co-contractor, if necessary with penalties and interest for late payment, without the need to give prior notice.

As an independent trader, the Professional undertakes to bear all the legal and financial consequences of the possible breach of the Contract, without recourse against SWIIT as a result.

SECTION 26 – INTERPRETATION – DISPUTES

These GTC are governed, interpreted and applied in accordance with French law.

In the event that a dispute arises between the parties in the performance or interpretation of this Contract, the parties undertake to try to resolve it beforehand in an amicable manner.

If the parties fail to reach an agreement within 30 days, the dispute shall be submitted to the competent courts.

All disputes to which the present Contract could give rise, concerning its validity, interpretation, execution, resolution, consequences and consequences will be submitted to the jurisdictions located in TOULON (France).

SECTION 27 – LANGUAGE OF THE CONTRACT – APPLICABLE LAW

By express agreement between the Parties, this Contract is governed by and subject to French law.

It is written in French. In the event that it is translated into one or more languages, only the French text shall be deemed authentic in the event of a dispute.

SECTION 28 – PARTIAL NULLITY

If one or several stipulations of the present GTC are declared null and void in application of a law, a regulation or following a final decision of a competent jurisdiction, the other stipulations will keep all their force and their scope.

In addition, the fact that one of the parties to these GTCs does not take advantage of a breach by the other party of any of the provisions of these GTCs shall not be interpreted as a waiver on its part to take advantage of such a breach in the future.

SECTION 29 – DECLARATION OF RECIPROCAL INDEPENDENCE

The parties expressly declare that they are and shall remain, for the duration of this Agreement, independent business and professional partners, each assuming the risks of its own operation.

SECTION 30 – MISCELLANEOUS PROVISIONS

The General Conditions, including the rights and obligations stipulated therein, may not be transferred by the User to a third party under any circumstances.

The fact that a Party does not avail itself of a commitment or obligation of the other Party shall not be interpreted for the future as a renunciation of the commitment or obligation in question.

For the execution of the General Conditions, the Parties agree to elect domicile under the following conditions:

• • For SWIIT, at the address of its registered office, as indicated in the legal notices.
  • For the User, at the address provided at the time of registration.