* Mobmédia is an advertising agency hereinafter referred to as “MOBMEDIA”, acts as an agency
advertising on behalf of MOBMEDIA and / or third parties.

Article 0 – DEFINITIONS

In the General Conditions of Sale and the Special Conditions specific to each MOBMEDIA offer attached hereto, the following terms, whether written in the singular or in the plural, are understood within the meaning of the following definition:

Advertiser: any natural or legal person providing proof of a SIRET number who, for the needs of his professional activity, wishes to purchase advertising space for a fixed period with a view to carrying out an advertising campaign on the Media.

Advertiser Brief: all of the elements communicated by the Advertiser and / or the Agent to MOBMEDIA to enable its Campaign to be put online.

Campaign: advertising campaign carried out by the Advertiser and / or its Agent and taking the form of the dissemination of advertising messages on Advertising Spaces. These messages are intended to directly or indirectly promote a business good, service or brand.

Client: Advertiser or his intermediary indicated as Agent in the Order Form and acting as Professional.

Contract or Contract for the sale of Advertising Spaces: all the contractual documents made up of these General Conditions of Sale (hereinafter referred to as “GTC”), any Special Conditions of Sale (hereinafter referred to as “CPV”), the Insertion Order (hereinafter referred to as “OI”) as well as all the other documents referring to the General Conditions of Sale and any document attached hereto and to the Special Conditions of Sale, in particular the commercial conditions.

Cost per click or “CPC”: price that the Customer must pay to MOBMEDIA for each click of an Internet user on an advertisement.

Cost per thousand or “CPM”: price to be paid to MOBMEDIA for every thousand Pages viewed with Advertising

Cost per Lead (s) or “CPL”: price that the Client must pay to MOBMEDIA for each Lead of an Internet user.

Cost per Action or “CP Action” price that the Client must pay to MOBMEDIA for each Action carried out by an individual exposed to an advertisement or advertising action.

Cost per Purchase or “CPA” price that the Customer must pay to MOBMEDIA for each purchase made by a
Internet user, it can be expressed as a percentage of sales made by Mobmédia action.

Advertising space (s): spaces available for advertising via all spaces
marketed by MOBMEDIA and enabling a Campaign to be carried out (e.g. display, text links,
interstitials, banners, pre-roll videos…). These locations may be materialized under several
forms and are subject to change at the initiative of MOBMEDIA.

Group of Advertisers: Are deemed to constitute a Group of Advertisers, all companies of a
same group who buy Advertising Space and are considered as companies of the same
group of Advertisers, all companies whose share capital is more than 50% owned by the same
natural or legal person on January 1 of the year of joining the Contract.

Agent: any natural or legal person with a
written mandate established in compliance with the provisions of the law of 29 January 1993, known as the Sapin law, or any
text that would replace or supplement it.

Insertion Order or “OI”: refers to the document prepared and issued by the Advertising Agency then subscribed
by the Client and reflecting the agreement reached by the parties (Client and Advertising Agency) following
the reservation request for the Advertising Space issued by the Customer and depending on availability
Advertising Spaces. This document is an order form which commits the two aforementioned parties.

Page view With Advertising or PAP: page of a site or application containing at least one message
of the Advertiser.

Advertising agency or MOBMEDIA: Means MOBMEDIA or any company appointed by MOBMEDIA
which offers Advertising Spaces to Advertisers (MOBMEDIA, SAS with capital of 1000 Euros,
registered at RCS number of VERSAILLES 837 866 516 its head office at 3 Chemin des pedants – 78
420 CARRIERE SUR SEINE.

External Sites: sites or applications that do not belong to MOBMEDIA but which have contractually
entrusted (directly or indirectly) their advertising management to MOBMEDIA.

Support (s): portals or webphone applications marketed by Mobmédia, all others
external mobile applications and websites under management contract with MOBMEDIA.

Article 1 – PURPOSE AND ENFORCEABILITY OF THE GENERAL CONDITIONS OF SALE

These General Conditions of Sale govern any Contract for the sale of Advertising Spaces on the Support (s) that MOBMEDIA has in charge. The fact of placing an order implies unreserved acceptance by the Customer of these General Terms and Conditions of Sale. MOBMEDIA sells Advertising Spaces offered to Customers under the conditions set out below.
All sales of Advertising Spaces made by MOBMEDIA are exclusively subject to these General Conditions of Sale, to the applicable price scale and to the Insertion Order, to the exclusion of any other document from the Client, unless formal written exemption and express from MOBMEDIA.

The fact that MOBMEDIA does not take advantage at a given time of one of these General Conditions of Sale and / or of a breach by the Customer of one of the obligations referred to in these General Conditions of Sale cannot be interpreted. as a waiver by MOBMEDIA to avail itself subsequently of one of the said conditions.

Article 2 – RESERVATION REQUEST

The Customer sends MOBMEDIA a request to reserve an Advertising Space on a Support for a desired Campaign. MOBMEDIA records reservations based on availability and then gives the Client an Insertion Order which confirms all or part of the availability compared to the initial request.
A reservation confirmed by the provision of an Insertion Order is valid up to 18 (eighteen) working days before the date provided for in the delivery schedule of the Advertiser Brief: if, beyond this period, the Insertion Order was not accepted and delivered signed by the Client, the reservation becomes null and void and MOBMEDIA is free to transfer the Advertising Space concerned to a third party.

Article 3 – VALIDATION / CANCELLATION OF AN INSERTION ORDER

3.1 Signature of the Insertion Order
The Insertion Order is drawn up and issued by MOBMEDIA. The Contract will be concluded between the parties as soon as the Insertion Order has been duly signed, stamped with the form “good for agreement” and bearing its commercial stamp, and dated for agreement by the Client and returned to MOBMEDIA by fax or by mail, or failing that, returned validated by email indicating the validation of the insertion order no later than 18 (eighteen) working days before the date provided for in the delivery schedule of the Advertiser Brief.
Any Insertion Order signed by the Client implies that he has read and accepted these General Conditions of Sale and the applicable price list.
3.2 Cancellation of an Insertion Order
With the exception of a specific agreement concluded between the Parties, an Insertion Order cannot be canceled by the Client during execution (ie: during the campaign dissemination period).
To be accepted, cancellation or postponement requests must be notified in writing, 30 (thirty) working days before the date the Campaign goes online. This period may be reduced to 15 (fifteen) working days before the date the Campaign is put online if 100% (one hundred percent) of the budget is reinvested in the same medium (advertising banner or sponsored link) in the month following the date. launch of the Campaign initially planned. In other cases, the amount of the Campaign will be invoiced and due in full. The Advertising Space canceled by the Customer is again available to MOBMEDIA.
If all the technical elements for a Campaign have not been transmitted to MOBMEDIA at the latest 4 (four) working days before the start of the Campaign, the Distribution Order will be considered null and void and the amount of the Campaign will be invoiced and due in full.

Article 4 – MANDATE

In the case of the signature of an Insertion Order by a Representative, a certificate of mandate on letterhead of the Advertiser signed by the latter and his Representative must accompany the signed Returned Insertion Order and specify the scope of the mission entrusted to the Agent.
In the event that the Agent has been entrusted with a financial mandate, a duplicate of the invoice will be sent to him, the original being sent to the Advertiser, in accordance with article 20 of the law of January 29, 1993, known as Sapin law.

Article 5 – EXCLUSIVITY CLAUSE

MOBMEDIA does not hereby grant the Customer any exclusivity in any form whatsoever, unless otherwise stipulated in the Contract.

Article 6 – CONTENT OF THE ADVERTISING CAMPAIGN

6.1 intellectual property
The Customer declares that he holds all the rights allowing him to enter into this Agreement.
The Customer declares that he holds all the intellectual property rights necessary for the use of logos, brands, designs and creations contained in his advertising messages disseminated within the Advertising Spaces and on the site accessible via rerouting from the Advertising Spaces. The Customer also declares that the aforementioned elements as well as the products and / or services promoted under the Contract do not in any way infringe the rights of third parties, in particular that they do not constitute infringement or unfair or parasitic competition of a work. pre-existing or that they do not infringe in any way the intellectual property rights of third parties such as copyright, patent rights or trademarks.
The Customer authorizes MOBMEDIA, on a non-exclusive basis and throughout the world, to use, reproduce, represent, adapt and make available to the public all or part (visuals, logos, etc.) of the banners, sponsored links or other display elements offered. within the framework of the Campaign, and this for the needs of the execution of the present ones and for the promotion of the activity of the Advertising agency.

6.2 Responsibility and guarantee of the Customer
Advertising appears
under the sole responsibility of the Advertiser. In particular, the Advertiser guarantees that he will be personally responsible for all the rights and authorizations necessary for the dissemination of his Campaign and for all subsequent operations, including if he has given a mandate to a third party to carry out these tasks.
The Advertiser guarantees that his Campaign does not violate any applicable law, regulation and / or standard in force, in particular those concerning advertising, intellectual property, the use of the French language, the collection of personal data, nor any right. third parties (personality rights, intellectual property rights, company name, trade name, domain name), nor to codes of professional ethics. The Advertiser guarantees MOBMEDIA against any recourse and / or action that may be brought by any natural or legal person, for any reason whatsoever, due to the dissemination of the Advertiser’s advertisements on the Media. Consequently, he undertakes to bear the costs incurred by any action, judicial or extra-judicial, brought by a third party against MOBMEDIA, and by any transaction, as well as any compensation that may result from these actions or transactions.

MOBMEDIA reserves the right to refuse a Campaign, or to cancel an ongoing Campaign, without the Customer being able to claim any compensation as a result:
• when by its nature, its text, its presentation or the choice of key words, it (i) would appear contrary to the editorial spirit of MOBMEDIA or to the values, image and notoriety of MOBMEDIA or the publishers that he repents directly or indirectly, (ii) would be likely to provoke protests from any person, in particular on the grounds that it would be contrary to good morals, would undermine human dignity, would incite discrimination, hatred, violence , racism, etc …, or (iii) could be contrary to all laws and regulations in force, in particular those relating to advertising and intellectual property
• do not directly and exclusively concern the areas and products or services mentioned in the Advertiser Brief, or whose wording is substantially different from that appearing in the Advertiser Brief
• whose content would be likely to harm the image or the commercial interests of its publishers and / or suppliers, and in particular messages aimed at promoting the activity of its competitors in the field of fixed telephony, mobile telephony, internet and / or TV or Advertisers with a commercial policy likely to cause a distortion of competition.

Dans le cas où MOBMEDIA refuserait à l’Annonceur la diffusion de sa Campagne pour l’un quelconque des motifs indiqués ci-dessus, l’Annonceur en sera informé au plus tard 4 (quatre) jours ouvrés après réception des éléments techniques. Pour bénéficier de l’Espace Publicitaire prévu, l’Annonceur devra proposer une nouvelle version de la Campagne dans un délai de 2 (deux) jours. S’il décide de ne pas proposer de nouvelle Campagne, il devra en informer MOBMEDIA dans un délai de 1 (un) jour ouvrable après la notification de refus par mail de sa Campagne.

En cas de modifications des services et du contenu du site promu par l’Annonceur pendant la Campagne, MOBMEDIA se réserve le droit de suspendre la Campagne, sans que l’Annonceur et/ou le Mandataire ne puissent prétendre à aucune indemnité de ce fait, et en avertira ceux-ci. Dans cette hypothèse, les sommes facturables resteront dues.
Si l’Annonceur est dépublié 2 (deux) fois pour l’un quelconque des motifs évoqués ci-dessus, MOBMEDIA se réserve le droit de refuser une troisième Campagne.
En cas de modifications des services et du contenu du site promu par l’Annonceur pendant la Campagne, MOBMEDIA se réserve le droit de suspendre la Campagne, sans que le Client ne puisse prétendre à aucune indemnité de ce fait, et en avertira celui-ci. Dans cette hypothèse, les sommes facturables resteront dues.

In the event that MOBMEDIA refuses the Advertiser to broadcast its Campaign for any of the reasons indicated above, the Advertiser will be informed no later than 4 (four) working days after receipt of the technical elements. To benefit from the planned Advertising Space, the Advertiser must offer a new version of the Campaign within 2 (two) days. If he decides not to propose a new Campaign, he must inform MOBMEDIA within 1 (one) working day after the notification of refusal by email from his Campaign.

In the event of changes to the services and content of the site promoted by the Advertiser during the Campaign, MOBMEDIA reserves the right to suspend the Campaign, without the Advertiser and / or the Agent being able to claim any compensation for this fact, and will warn them. In this case, the billable sums will remain due.
If the Advertiser is unpublished 2 (two) times for any of the reasons mentioned above, MOBMEDIA reserves the right to refuse a third Campaign.
In the event of changes to the services and content of the site promoted by the Advertiser during the Campaign, MOBMEDIA reserves the right to suspend the Campaign, without the Customer being able to claim any compensation for this fact, and will notify the latter thereof. . In this case, the billable sums will remain due

Article 7 – MODIFICATION OF ADVERTISING SPACES

The characteristics of Advertising Spaces meet very specific criteria which are likely to change. In the event of a substantial modification of the Advertising Spaces, the Advertiser will be informed at least 10 (ten) working days before the planned broadcast date of his Campaign. In this case, he will be able to cancel the dissemination of his Campaign within 2 (two) days of the modification notification received by email. Beyond that, its acceptance of the modifications will be considered complete.

Article 8 – TECHNICAL INTEGRATION PROCEDURES

8.1 Compliance of the technical elements of a Campaign
All the technical elements for a Campaign (redirection url, banners, etc.) must reach MOBMEDIA no later than 4 (four) working days before the planned date of posting. In the event of non-compliance, the Advertiser must make the necessary changes at least 4 (four) working days before the start of the Campaign.
Following a notification of non-compliance of the technical elements, the Customer must make the necessary changes to become compliant within 24 (twenty-four) hours. Beyond this period, the dissemination of the Campaign is no longer guaranteed and will be postponed or canceled, the Customer being notified and the full amount of the Advertising Space remaining due by the Customer.
If the advertising url does not work for technical reasons dependent on MOBMEDIA, the url will not be put into production, and the Advertiser will be informed by MOBMEDIA of the technical reasons which motivated this decision. The Insertion Order will then be canceled

9 – QUALITY OF SERVICE

Advertisers must imperatively comply with the quality of service conditions provided for in their Contract with MOBMEDIA.
In the event of a breach noted by MOBMEDIA in its quality of service obligations, the Advertiser will receive a notification by email: if within two days it does not remedy the breach noted, MOBMEDIA reserves the right to cancel the Campaign. Advertiser and will notify the latter, the billable sums remaining due.
If, following a Campaign cancellation, the Advertiser wishes to insert advertising links again on a Medium, MOBMEDIA reserves the right to carry out an in-depth test of the site before putting the advertising links online. If an Advertiser’s Campaign is canceled twice for non-compliance with its quality of service obligations, MOBMEDIA reserves the right to refuse a third Campaign.

Article 10 – FINANCIAL CONDITIONS

10.1 Prices for Advertising Spaces
The sale of Advertising Spaces on the Media is carried out on the basis of the price in force on the date of the Insertion Order signed by the Client.
It is subject to modifications. The Customer will have the possibility to cancel the dissemination of the Campaign within two days of being notified of the new prices. The changes will be enforceable against the Customer at the end of a period of 15 (fifteen) days following the notification which will be made to him.
10.2 Billing
If the Advertiser has appointed an Agent, the Advertiser and the Agent are jointly and severally liable for the payment of all sums due to MOBMEDIA.
The invoicing of Advertising Spaces is mainly carried out on the basis of a cost system per thousand page views with advertising (CPM PAP), but can also be done on a flat rate, pack or special operation system, or any other system of “cost per” known as CP I, A, C etc… as defined in OI.
The invoice is issued at the end of the Campaign, except in the case of a Campaign of several months, the invoicing then occurring monthly.
The price is subject to VAT at the rates in effect on the invoice date.
Invoices are payable at the head office of the issuer of the invoice, namely MOBMEDIA. They are sent to the Customer with delivery of a duplicate.
Payment of invoices by the Customer must be made within a maximum period of 30 (thirty) days end of the month from the date of the invoice, unless otherwise indicated on the OI.
Unless otherwise agreed, payments must be made by bank transfer credited to the accounts of the invoice issuer (transfer costs remaining the responsibility of the Customer).

Any partial or total non-payment of any sum owed by the Advertiser on the due date, will automatically result, after prior formal notice sent by mail with acknowledgment of receipt which has remained unsuccessful for 8 (eight) days, to invoicing. per day of delay, a late payment interest equal to 3 (three) times the legal interest rate in force on the date of issue of the invoice. The aforementioned formal notice has the effect of making all sums not due automatically immediately payable.
The Advertiser or the Agent is required to submit in writing to MOBMEDIA any complaints or disputes relating to the amount invoiced within 60 (sixty) days of this invoicing. Failing this, he will be deemed to have waived said claim or dispute.
In the event of late payment by an Advertiser, MOBMEDIA reserves the right not to accept new Insertion orders from this Advertiser or to request full payment before execution of an Insertion Order.

ARTICLE 11 – NULLITY

If one or more provisions of the Contract are held to be invalid or declared as such in application of a law, a regulation or following a final decision of a competent court, the other provisions of the Contract will retain all their force. and their scope.

The parties then agree to replace the clause declared null and void by a clause which will be closest in terms of its content to the clause initially adopted.

ARTICLE 12 – NOTIFICATIONS

Correspondence between the parties is made in writing signed by a person duly authorized by the party concerned.

Correspondence for the attention of MOBMEDIA should be sent to the address below:

MOBMEDIA

For the attention of Christophe POTTIER

3 chemin des Pendants

78420 CARRIERE SUR SEINE

Or, when the Contract so provides, to the following email address: cpottier@mobmedia.fr

Notifications including advance notice must be sent by registered letter with postage paid acknowledgment of receipt. Unless otherwise provided, the time limits provided for in the Contract run from the date of the first presentation of said notification.

ARTICLE 13 – MISCELLANEOUS

13.1 If the Advertiser has appointed an Agent, MOBMEDIA will report to the Advertiser on the conditions for the dissemination of the Campaign within one month of the end of the Campaign

13.2 The Contract cancels and replaces all agreements, proposals and previous communications, written or oral, between MOBMEDIA and the Client.

21.3 The fact, by one of the Parties, of not requiring at any time the strict execution by the other party of any provision or condition of this agreement, shall not be deemed to constitute a definitive waiver of the exercise of this right.

13.4 MOBMEDIA reserves the right to modify these general conditions and will notify the Customer by registered letter with acknowledgment of receipt by post or electronically (at MOBMEDIA’s choice) with a notice of 1 ( a) month, unless otherwise provided for in the Contract. If this modification does not obtain the agreement of the Advertiser, he may proceed, during this two-month notice, to the cancellation of a Campaign already registered by sending a registered letter with acknowledgment of receipt, to provided, however, that its online date is more than 5 (five) working days from the date of receipt by MOBMEDIA of this registered letter. In the absence of cancellation, the Customer will be deemed to have accepted the changes. Consequently, the new conditions will apply at the end of the aforementioned notice.

13.5 Any contradiction between the appendices and these general conditions is resolved in favor of the latter.