These general terms and conditions for subscription services are entered into between:
A simplified joint stock company with share capital of €320,297,
Whose head office is located at 99B Boulevard Constantin Descat, 59200 Tourcoing, France,
Registered in the Metropolitan Lille Trade & Companies Register under number 879 276 723,
Acting through its legal representative,
Any individual or legal entity wanting access to the Ausha platform (hereinafter “the Platform”), offered by the Company through the http://app.ausha.co website,
Hereinafter referred to as “the Customer“,
As party of the other part,
Hereinafter referred to collectively as “the Parties” and individually as “the Party”.
Ausha is a platform for hosting and distributing podcasts, particularly for allowing Podcasters to publish and manage their podcosts.
Any subscription to the Platform implies full acceptance, by the Customer, of these general terms and conditions for subscription services. These terms and conditions prevail over any of the Customer’s other general or special terms and conditions.
The Company reserves the right to modify these general terms and conditions for subscription services at any time. It is agreed, however, that the terms and conditions applicable to the Customer will be those in force on the date when the Customer placed their order on the Platform.
These general terms and conditions for subscription services are the exclusive property of the Company. Any reproduction, even in part, is strictly prohibited.
ARTICLE 1 – DEFINITIONS
“Customer” means the individual of legal age and capacity subscribing to a Subscription to the Platform through the Company.
“Podcaster” means the individual of legal age and capacity registered on the Platform, who disseminates one or more podcasts on the Platform. The Customer is a Podcaster.
“Platform” means the interactive tool offered by the Company, accessible through the https://app.ausha.co website.
“Subscription” means the plan for accessing the Platform, subscribed to by the Customer through the Company.
“Account” means the Customer’s personal management space.
“Access Code” means the username and password that provide the Customer with access to their Account.
“Content” means all audiovisual, textual, audio, graphical, photographic, and other elements, including Podcasts, that are sent, transmitted, disseminated, or published by the Customer or on which the Customer interacts on the Platform, in any form whatsoever, and particularly in text, image, video, or audio format.
“Podcast” or “Show” means the production of multiple audio files (Episodes) grouped together and available online.
“Episode” means an audio sequence belonging to the Show. Specifically, the Episode is defined by a title, a description, and an image.
“RSS Feed” means a file containing the textual information about the Show and the Episodes. It is automatically updated whenever there is a change to the Show and Episodes.
ARTICLE 2 – PURPOSE
The purpose of these general terms and conditions for subscription services is to define the contractual relationship between the Company and the Customer and, in particular, the terms and conditions associated with a Subscription to the Platform by the Customer.
The Customer acknowledges having received from the Company all the information it deems necessary to ensure that the Platform suits its needs and knows the prerequisites for its use, if any.
ARTICLE 3 – PLATFORM FEATURES
The Platform’s features are subject to change, at the sole discretion of the Company.
The Company does not guarantee that the Platform’s features may not be suitable for any particular use anticipated by the Customer, who is therefore responsible for previously verifying the suitability of the features provided for their needs.
The Platform makes it possible to:
- Publish a Show on the Platform by:
- Adding Episodes manually from a computer and providing the required information
- Importing Episodes directly through the RSS Feed
- Manage a Show (i.e., adding Episodes or deleting a Show) and editing information about them;
- View listening statistics;
- View the geolocation map of anonymized listeners;
- Share a Show and/or Episode through an RSS export, a public page, a player, or social media.
The features to which the Customer has access depend on the chosen Subscription plan.
ARTICLE 4 – AVAILABLE SUBSCRIPTION PLANS
There are three Subscription plans available to the Customer.
The Subscription plans may be purchased on a monthly or annual basis.
The pricing for the Subscription plans is expressed in euros, including tax, based on the effective VAT on the date of the order. Any change in the VAT rate will be immediately reflected in the price of the plans.
The Company reserves the option to adjust its prices at any time, with the understanding that the prices shown on the Platform on the date of the order will be the only prices applicable to the Customer.
ARTICLE 5 – PAYMENT METHODS
The available payment methods are:
– Credit card (secure online payment)
The payment is made automatically on each due date, as long as the contract remains active.
If the payment is made through the Platform, the bank transaction is secure, and the Company does not keep the Customer’s bank information in any manner whatsoever.
The Customer will receive an emailed invoice showing the VAT.
At the end of the agreed term, the Customer is responsible for paying any amounts due, without the need for a reminder. Failure to pay by the agreed due dates shall result in:
- Suspension of the current Subscription and immediate payment of outstanding amounts;
- The Company’s right to demand cash payment before any subsequent Subscription can be purchased.
Moreover, pursuant to Act 2012-387, of March 22, 2012, a Customer who is late with a payment shall be liable to the Company for a fixed compensation of €40 for collection costs.
ARTICLE 6 – SUBSCRIPTION METHODS
Prior to subscribing, the Customer must create an Account, under the terms set forth in Article 3 of the Platform’s General Terms and Conditions of Use (https://fr.ausha.co/cgu/). The Customer agrees to provide accurate information and update it regularly.
Any subscription implies full acceptance of these general terms and conditions for subscription services. The Customer accepts these general terms and conditions.
The Customer is bound to this agreement upon payment of the corresponding sums.
All provided data and the recorded confirmation are valid proof of the transaction. The Company will archive orders and order confirmations on a reliable and durable medium comprising a reliable copy, in accordance with Article 1379 of the French Civil Code.
ARTICLE 7 – RIGHT OF WITHDRAWAL
Any Customer, considered a “Consumer” within the meaning of the French Consumer Code, who places an order on the Platform for non-professional purposes, has a right of withdrawal (Article L.221-18 et seq. of the French Consumer Code).
The Customer shall have a withdrawal period of fourteen (14) days, beginning the day after their subscription, without having to provide a reason for their decision or face penalties.
This request must be made by registered mail to the Company, with return receipt requested.
If the right of withdrawal is exercised, the Company will refund the Customer for all sums paid, without undue delay and no later than fourteen (14) days from the date when the Company was informed of the Customer’s decision to withdraw.
The refund will be made with the same payment method used by the Customer for the initial transaction, unless the Customer expressly agrees that the Company may use another payment method, provided that the refund does not incur any costs for the Customer.
Pursuant to Article L.221-25 of the French Consumer Code, the Customer may request that the service begin before the end of the fourteen (14) withdrawal period.
In this situation, if the Customer exercises their right of withdrawal despite the service having begun, at their express request, before the end of the fourteen (14) day withdrawal period, the Customer will have to pay the Company the amount corresponding to the service provided up until their communication of their decision to withdraw. This amount will be proportionate to the total price of the agreed service. If the total price is excessive, the amount will be calculated based on the market value of the service provided by the Company.
Exercising the right of withdrawal shall terminate the Company’s obligation to provide the services.
ARTICLE 8 – OBLIGATIONS OF THE COMPANY
8.1 – AVAILABILITY
The Company agrees to take reasonable steps to guarantee that the Platform is accessible over the internet 365 days a year, 24 hours a day, and seven days a week, except in cases of force majeure, technical and/or computer and/or telecommunication difficulties, and/or maintenance periods (including updates)
The Company will not be held liable for any unavailabilty of the Platform relating to the Customer’s connection to the internet, its equipment, or maintenance operations that are necessary for the Platform to function correctly.
The Company reserves the right to interrupt, immediately and without notice, access to the Platform:
- To carry out technical servicing or any maintenance operation.
To the extent possible, the Company will notify the Customer in advance.
- If the Company receives a reasoned opinion issued by a competent administrative, arbitration, or judicial authority, in accordance with applicable laws or by a third party, in accordance with the French Confidence in the Digital Economy Act of June 21, 2004.
- If the Platform is used in breach of these terms and conditions.
8.2 – CONFIDENTIALITY AND ACCESS SECURITY
In general, the Company agrees to implement all technical means, in accordance with the state of the art, to maintain the integrity, security, and confidentiality of access to the Platform.
8.3 – FEATURE UPDATES
The Company reserves the right to make changes in the presentation, operation, and functionality of the Platform, at any time, without prior notice to the Customer.
The Company does not guarantee that the Platform’s features may not be suitable for any particular use anticipated by the Customer, who is therefore responsible for previously verifying the suitability of the features provided for their needs.
8.4 – HOSTING
The Company shall ensure that the Platform is hosted such that access and the premises are secure in accordance with the state of the art.
8.5 – MAINTENANCE
The Company shall ensure that the Platform undergoes ongoing and corrective maintenance to allow for its continuity and availability as part of an obligation of means.
The Customer shall automatically receive any updates developed by the Company on the version of the Platform they use.
The Company shall not be held liable for any incompatibility of the Platform with the Client’s equipment (hardware and software) that may result from an incompatibility with the version of the Customer’s device, the Customer’s failure to update the Platform, or maintenance of the Platform by the Company.
The Company also shall not be held liable for the availability of the Platform with any new equipment (hardware and software) that the Platform does not yet support.
ARTICLE 9 – OBLIGATIONS OF THE CUSTOMER
9.1 – VERIFICATION OF PLATFORM COMPATIBILITY
The Customer assures that they are aware of the Platform’s technical specifications and security features prior to their acceptance of these terms and conditions.
The Customer shall be responsible for all the equipment (hardware and software) needed to use the Platform over the internet. The Customer must regularly update their equipment and internet connection needed for the Platform to work correctly.
9.2 – ACCESS CODES
Access to the Customer’s Account is secured from unauthorized third parties in order to continuously protect all the Customer’s data that may pass through the systems when using the Platform.
The Customer is informed that the Access Codes allowing access to their account are personal and confidential and must not be shared with others.
The use and protection of the Access Codes are the sole responsibility of the Customer, who alone shall bear the potential consequences their use by third parties who may gain knowledge of them. The Company shall in no way be responsible for any loss or damage arising from the Customer’s failure to comply with these requirements.
If their credentials are lost or stolen, the Customer agrees to change their password or generate a new one, as soon as possible, through the procedure set up by the Company for recovering Access Codes.
9.3 – PROVIDED INFORMATION
The Customer guarantees that all the information provided when purchasing their Subscription is correct and agrees to update it regularly.
9.4 – USE OF THE PLATFORM AND DISSEMINATED CONTENT
The Customer agrees to use the Platform for the sole purposes set out in these general terms and conditions and in strict compliance with technical and security standards.
As a User of the Platform, the Customer agrees to read and abide by General Terms and Conditions for Use of the Platform, available at https://fr.ausha.co/cgu/.
The Customer is responsible for the use of the Platform. Accordingly, any processing, transmission, dissemination, or representation of information or data via the Platform, by the Customer, is carried out under their sole responsibility and in strict compliance with the legal and regulatory provisions relating to the use of online services.
The Customer is solely responsible for the Content they publish and/or with which they interact. The Customer is prohibited from disseminating Content (text, images, photos, videos, links, etc.) that may infringe upon the rights and interests of others, conflict with laws and regulations in force, or breach public order and good morals.
Similarly, the Customer agrees not to transmit, by means of the Platform, any Content containing computer viruses or any other code, file, or program designed to disrupt, destroy, or limit the functionality of any software, computer, telecommunications tool, or other elements, without limitation.
The Customer is responsible for Content that violates all of these provisions and acknowledges the Company’s ability to remove any content that does not comply with these requirements.
The Customer further agrees to immediately report any abnormalities concerning the use of the Platform to the Company at the following address: [email protected]
The Customer is prohibited from developing, marketing, subleasing, or making the Platform covered by these general terms and conditions, or any product or service that may compete against it, available to any unauthorized third party.
9.5 – DATA BACKUPS, SECURITY, AND CONFIDENTIALITY
The Customer assumes full responsibility for regularly backing up all their data. They agree to back up their data and keep it secure and confidential.
ARTICLE 10 – LIABILITY
The Company is bound only by an obligation of means with respect to the commitments contained herein.
The Customer is advised of the technical uncertainties inherent to the internet and the access disruptions that may arise thereto. Accordingly, the Company will not be held liable for any unavailability or slowdown of the Platform.
The Client acknowledges that the Company is unable to guarantee the continuity of the Platform, which is executed remotely over the internet.
The Company further reserves the option to suspend the Customer’s access to the Platform, without notice, in the event of their abnormal, fraudulent, or illicit use of the Platform or in the event of a request to that effect by a judicial or administrative authority, in violation of the public order, good morals, the laws and regulations in force, or the rights or interests of third parties of the Company.
The Parties expressly agree that the Company also will not be held liable for interruptions of the Platform or damages relating to:
- A decision by authorities or a case of force majeure, as defined in Article 1218 of the French Civil Code or by French case law;
- An interruption in the electricity supply or transmission lines due to public or private operators;
- Abnormal or fraudulent use by the Customer or third parties necessitating the shutdown of the Platform for security reasons;
- An intrusion or fraudulent maintenance by a third party into the system, or the illicit extraction of data, despite the implementation of security means in accordance with the current state of the art, as the Company bears only an obligation of means with regard to known security techniques;
- The nature and content of the information and data that is created, transferred, and/or communicated by the Customer. More generally, the Company shall not be held liable under any circumstances for any data, information, results, or analyses originating form a third party that are transmitted or received through the use of the Platform and infringe upon the rights of others or violate applicable legislation in any way whatsoever;
- A loss or delay in the delivery of information and data, when the Company is not the source of the delay;
- The functioning of the internet or of telephone or cable networks for accessing the internet not implemented by the Company;
- Failure of the hosting servers.
The Company shall not be held liable for indirect damages or loss, lost profit or anticipated savings, or lost revenue not resulting directly and exclusively from a failure of the Platform or recourse by third parties.
Notwithstanding, the Parties agree that the total amount of money that could be charged to the Company if it is found to be liable for any reason whatsoever shall be limited to the sums actually paid by the Customer to the Company during the term of these terms and conditions.
The Company shall not be held liable for damages of any nature, whether direct or indirect, resulting from the Content published by the Customer (including Podcasts) or the use of the Platform by the Customer.
The Customer is solely responsible for damages of any nature, whether material or immaterial, caused to third parties, including the Company, due to the illicit use or operation of the Platform, regardless of the cause and place where this damage occurs.
The Customer shall indemnify the Company against any consequences, claims, or actions to which the Company may be subject as a result.
The Customer shall waive any recourse against the Company in the event of legal proceedings brought against it by a third party due to the illicit use or operation of the Platform.
ARTICLE 11 – INTELLECTUAL PROPERTY
The Platform is the exclusive property of the Company.
The Company owns all intellectual property rights related to the Platform, including all graphics, sound, text, software, underlying technology, or any other elements comprising the Platform.
The Customer thus agrees not to infringe upon the intellectual property rights of the Company and, as such, shall refrain from reproducing, representing, translating, modifying, or disseminating, even partially, any element protected by intellectual property rights, without the Company’s express prior authorization.
Any reproduction of an element of the Platform by the Customer, without the Company’s authorization, shall constitute an act of infringement liable to criminal and civil proceedings.
Setting up deep linking to the Platform is subject to the express prior consent of the Company.
The Customer is also prohibited from using the Content and information appearing on the Platform for any reason whatsoever.
The Customer is prohibited from using the Platform for commercial purposes without the Company’s express prior permission.
ARTICLE 12 – PERSONAL DATA
The Company hereby informs the Customer that their personal data is processed for the purpose of managing the customer relationship, in compliance with the provisions of the French Data Protection Act of January 6, 1978, as amended, and EU Regulation 2016/679 of April 27, 2016.
The Customer has a right to access, rectify, erase, and move their personal data. The Customer also has a right to object to or limit the processing of their data.
This right may be exercised by simply contacting the Company by emailing the address provided at the top of this document or by writing to Ausha, 99 boulevard Constantin Descat, 59200 Tourcoing, France, with proof of identification. Requests shall be processed by the Company within a maximum of one month from the date they are received.
The Customer also has a right to file a complaint through the CNIL, https://www.cnil.fr.
Data transmitted by the Customer is kept for the duration of their Subscription.
The Customer’s personal data shall not be communicated by the Company to third parties without the Customer’s express prior consent and shall not be used for sales prospecting purposes.
The Company shall take all appropriate measures to ensure the security and confidentiality of the personal data they process.
ARTICLE 13 – CONFIDENTIALITY
Each Party agrees to consider the information provided by either Party for the implementation and during the execution of the Contract to be confidential and not to reproduce or disclose it, except for the sole purpose of executing the Contract, and that, due to its technical, commercial, or financial content, such information shall be deemed confidential as it contains elements that are not publicly disclosed and/or are purely personal to the Party concerned.
This confidentiality obligation shall not apply to information that the Party can demonstrate has come to be known by its services in any manner other than under this Contract or information that is in the public domain.
This duty of confidentiality also shall not apply when a Party is obligated to provide information pursuant to legal provisions, orders issued by a public body, or court decisions.
The obligations of the Parties with respect to confidential information shall remain in force throughout the entire duration of the Contract and for as long, after its termination, as the concerned information remains confidential to the disclosing Party and, in any event, for a period of two (2) years after the termination of the Contract.
ARTICLE 14 – EARLY TERMINATION
Any serious breach by either of the Parties of any of its obligations under this Contract that is not remedied within a period of fifteen (15) days from the date a letter is sent by registered mail with return receipt shall entitle the other Party to terminate this Contract unilaterally, without prejudice to any damages to which it may be entitled hereunder, subject to compliance with the notice period mentioned above.
Termination of the Contract for any reason whatsoever shall result in the removal of all access by the Customer to the features included in their Subscription, as of the date of termination.
The Customer shall be responsible for taking all necessary measures to retrieve its data and Podcasts before their access to the Platform is removed. The Customer acknowledges and accepts that their data, notwithstanding, will automatically be deleted by the Company after thirty (30) days from the Contract’s termination date.
ARTICLE 15 – SUBCONTRACTING
The Company is authorized to use subcontractors to carry out its obligations under this Contract.
The Company shall be responsible for the work and services of its subcontractors under the same terms and conditions as its own work or services.
ARTICLE 16 – EVIDENCE
Computerized records kept in the Company’s computer systems under reasonable security conditions will be considered evidence of the communications, orders, and payments between the Parties.
ARTICLE 17 – WAIVER AND TOLERANCE
It is formally agreed between the Parties that any tolerance or waiver by either Party in application of some or all of the commitments provided for in this agreement, regardless of their frequency and duration, shall not be deemed an amendment of this agreement or generate any rights thereto.
ARTICLE 18 – INVALIDITY
If any of the provisions of the Contract are found to be invalid under any applicable law or regulation, it shall be deemed as unwritten and shall not invalidate the Contract.
ARTICLE 19 – HEADINGS
In the event of difficulty in the interpretation of any of the headings appearing at the top of the clauses or any of the clauses themselves, the headings shall be declared nonexistent.
ARTICLE 20- ENTIRE AGREEMENT
These general terms and conditions express the entirety of the obligations of the Parties.
No instruction or document may generate obligations herein if they are not the subject of an addendum signed by both Parties.
No correspondence prior to the signing of this Contract may generate obligations under said Contract.
ARTICLE 21 – APPLICABLE LAW AND JURISDICTION
These general terms and conditions are subject to French law.
Furthermore, the language of these general terms and conditions is French. If they have been translated into other foreign languages, only the French version shall be binding.
In the event of a dispute arising between the Parties as a result of the execution and interpretation of these terms and conditions, the Parties agree, prior to any legal action, that any claim will be subject to a prior formal notice by registered mail with return receipt, accompanied by any supporting documents.
If, after a period of thirty (30) days from when such letter is sent, the Parties have not been able to agree on a compromise or a solution, the dispute will then be brought before the competent courts.
Furthermore, pursuant to the provisions of Articles L.612-1 et seq. of the French Consumer Code, the Customer who is a “Consumer” under the French Consumer Code shall have the option of recourse, free of charge (except for possible attorney and expert fees), to a consumer mediator, for the purpose of reaching an amicable resolution of the dispute with the Company.
Also, the Customer, as a consumer, has the option to appeal to the European Online Dispute Resolution (ODR) platform, which can be reached at http://ec.europa.eu/consumers.odr/.
The Customer’s request for mediation will be admissible only if:
- The Customer has first attempted to resolve their dispute with the Company directly by means of a written complaint, according to the procedures described above;
- The Customer’s request is not manifestly unfounded or abusive;
- The Customer’s request is made within one year after their written complaint to the Company;
- The dispute has not previously been reviewed by another mediator or by a court.