General Terms of Services

Clients

Preamble

These General Terms of Services (hereinafter referred to as the "GTS") are intended solely for any company wishing to design professional training courses for its employees.
Hereafter referred to as the "Clients".

In order to register on this website, all Customers must expressly accept the GTS. It is therefore imperative that all Customers are aware of the GTS in that they define the rules of use of the Site.

When the Customer initiates his registration with EDTAKE on the Site and he checks the box "I accept the Terms of Service", he acknowledges having previously read the GTS and accept them without restriction.

The mentions legally required from web site editors are accessible on the page « Legal mentions ».

ARTICLE 01. CONTRACTING PARTIES

The GTS constitute a contract that binds :

The Client, as designated on the registration form,

For one thing,

AND

EDTAKE, a simplified joint stock company with a capital of 1,000.00 euros, registered with the Paris Trade and Companies Register under number B 853 962 777, whose registered office is at 11 boulevard Suchet, 75016 Paris.
Hereinafter referred to as "EDTAKE",

On the other hand,

ARTICLE 02. DEFINITIONS

In the GTS, words or expressions beginning with a capital letter have the following meaning :

    • Content: means any information and any computer file, subject to the applicable technical limits, recorded and managed by the edtaker or the Customer on his Account and consisting of (i) the elements presenting his Profile, (ii) the Job Offers published by a Customer or received and/or processed by an edtaker as well as (iii) any deliverable and/or working document carried out in the context of a Job.
    • edtaker: any professional, natural person of full age ("freelancer" / self-employed person) or legal entity, who registers on the Site with a view, in particular, to being able to show his professional qualifications, skills, experience and commercial references by means of his Profile, to have the opportunity to be offered one or more Assignment Offers.
    • Account: refers to the area of the Site accessible only to the Client who is the holder of the account, by indicating his Identifier and password, enabling him to manage his Profile and monitor his current Missions.
    • Identifier: designates the e-mail address allowing an edtaker or Customer to access his Account on the Site by completing it with his password.
    • Mission: means any specific service (such as the provision of any training support or other educational content, the development of a training program, the development of an e-learning module, etc..) carried out for the Customer by EDTAKE, which may use one or more edtakers.
    • Mission Offer: means the expression of the Customer's needs as well as, where applicable, its objectives, constraints and expected deliverables, published on the Site by the Customer.
    • Pre-selection: means the edtakers that EDTAKE will have selected, based on the adaptation of their Profiles to an Assignment Offer submitted by a Customer, and subject to the Customer's approval.
    • Profile: designates the web page allowing, mainly, each Customer to submit to EDTAKE Mission Offers. The Customer may create as many Profiles as users he has authorised according to the subscription offer he has subscribed to.
    • Service(s): any type of service offered on the Site by EDTAKE to Customers and, in particular, that of being able to access Profiles, publish Mission Offers, request EDTAKE to carry out a Mission and to be able to monitor it.
    • Site: refers to the present website, notably accessible at the following address www.edtake.com as well as the web application accessible at the following address http://www.app.edtake.com.
    • Wallet: refers to the amount prepaid by the Customer to EDTAKE and displayed on his Account, which facilitates the payment of the price of the Missions.

ARTICLE 03. SUBJECT

With regard to the Clients, the Site's vocation is to accompany them in their project of designing professional training courses for their employees.

To this end, it enables Customers to propose to EDTAKE offers of assignments, and if necessary to be offered by EDTAKE one or more profiles of edtakers who have been pre-selected by EDTAKE for the purpose of approving them.

With regard to the edtakers, the Site is therefore intended to enable them to highlight their professional skills and previous achievements as well as to participate in these various Missions.

Consequently, the GTS govern access, registration and use of the Site as well as the terms and conditions of use of the Services, in particular (i) the creation of an account for the Customers in order to, among other things, be able to present their Mission Offer(s), to access the Profiles of edtakers and (ii) to follow the progress of their Mission(s).

ARTICLE 04. CONTRACTUAL DOCUMENTS

It is specified that, in the relations between EDTAKE and the Customer, the GTS (supplemented by the Customer's registration documents) govern all their contractual relations and apply to the express exclusion of any other agreement.

EDTAKE advises the Customer to save or print out the GTS without changing them.

EDTAKE reserves the right to amend the GTS at any time by publishing a new version of the GTS on the Website.

In this case, any Mission in progress shall remain subject to the previous GTS. The modified GTS will be submitted to the Customer at the time of publication of any Job Offer subsequent to the modification, for explicit acceptance on its part. In the event of acceptance, any new Assignment Offer published by the Client and, more generally, the contractual relationship between the parties will be subject to these modified GTS. In the event of rejection of the new Terms and Conditions, the contractual relationship between the parties will then be terminated on the date of rejection by the Client of the new Terms and Conditions and the Client will no longer be able to publish a new Assignment Offer or access its Account, except for the duration of any Assignment in progress.

EDTAKE reserves the right to improve, at any time, certain functionalities of the Site or to add new ones which will automatically be subject to these GTS or to their modified version.

ARTICLE 05. DURATION

These GTS are concluded for a fixed term of one (1) year from the payment by the Customer of the price of the subscription to which he will have subscribed.

They shall then be tacitly renewed for one or more successive periods of one (1) year, unless terminated by either party at least three (3) months before the expiry date of the term, by registered letter with acknowledgement of receipt.

Prior to the expiry date of the subscription, the Customer must ensure that it does not send EDTAKE an Offer of Assignment, the term of which could exceed this expiry date. Failing this, the Customer will no longer be able to access his Account and, therefore, the deliverables that could be delivered to him. The Customer must take out a new subscription for this purpose.

The duration of the Missions is stipulated in the Mission Offer.

ARTICLE 06. ACCESS TO SERVICES

The Services are reserved for customers only.

The Services are mainly the following:

    • The creation and management of an Account, individual and deletable at any time by the -Customer,
    • The creation and online posting of Mission Offers,
    • Access to his or her Account allows each Customer to access the functionalities put online on the Site, including, in particular, the creation, modification and deletion of any Content,
    • The possibility to view the Profiles of the edtakers Preselected by EDTAKE to carry out a Mission,
    • The possibility to follow the progress of a Mission,
    • The possibility to access a catalogue of "original contents".

ARTICLE 07. CREATION OF AN ACCOUNT BY CUSTOMERS

07.01 CONDITIONS AND TERMS OF CREATION OF AN ACCOUNT

Any Customer wishing to benefit from the Service must first register on the Site.

Only legal entities, acting for their professional needs, may register on the Site as a Client.

Once the creation of his Account has been validated by EDTAKE and the payment of the price corresponding to the subscription to which he has subscribed, the Customer may publish any Mission Offer.

It is not possible to modify and/or complete an Assignment Offer once the Assignment has begun.

It is strictly forbidden for a Customer to register on the Site under several identities or under a false identity.

EDTAKE reserves the right to delete access to the Account of a Customer whose Identifier and/or activity would be contrary to morality or would be illicit and, consequently, access to the resulting Services, without notice or compensation in favor of the Customer, or prejudice to the rights of EDTAKE.

The registration process cannot be completed if one of the mandatory fields is not filled in or if the box "I accept the general terms and conditions of services" is not ticked.

EDTAKE reserves the right to ask any Customer to justify the information provided during the registration process. This information must be complete and accurate on the date of the Customer's registration on the Site.

In the event of modification of this information, the Customer undertakes to correct it, without delay, within his Account.

EDTAKE cannot verify the identity of customers nor the truthfulness of the information provided by them.

Consequently, the Customer acknowledges that any false information or information that has become false, communicated by the Customer, is likely to engage its responsibility towards EDTAKE and/or the Customers.

07.02 IDENTIFIER SECURITY AND PASSWORD

The Customer chooses his Identifier and password. It is up to him to regularly change his password from the Account. It is strongly recommended not to choose a password that is a common word, but to alternate numbers and letters, lower and upper case.

The Customer is solely responsible for his Identifier and password and for the use he makes of them. He expressly undertakes to keep his password confidential and not to communicate it under any circumstances to anyone. Consequently, the Customer expressly acknowledges that the entry of any Identifier and password is proof of his or her identity and demonstrates his or her consent to all operations that will be carried out on the Site following his or her identification

The Customer must ensure that his e-mail address is kept valid during the period of his registration on the Site at the risk of no longer being able to access it, particularly in the event of loss of his password.

A Customer's Account is strictly personal and may not be transmitted, by any means whatsoever, to a third party, even free of charge.

EDTAKE shall not be held liable for any prejudice that Customers may suffer as a result of the use of their User ID and password by a third party. In the event of loss, misappropriation or fraudulent use of all or part of the Customer's User ID and password, the Customer shall immediately notify EDTAKE. The Customer shall remain liable for any use made of his User ID and password before having informed EDTAKE of the misappropriation or fraudulent use of all or part of his User ID and password, and before EDTAKE has been able to modify them within a reasonable period of time. In the event that a Customer disseminates or uses his Identifier in a manner contrary to its purpose, EDTAKE reserves the right to terminate the contract and remove access to the Account and the Content, without notice or compensation. EDTAKE may also take legal action in order to obtain compensation for any possible prejudice it may suffer as a result of such distribution or use; the Customer may not claim the return of any sum paid to EDTAKE...

These stipulations are expressly considered to be substantial between the parties.

07.03 AGREEMENT ON EVIDENCE

Customers expressly accept that EDTAKE's automatic registration systems shall be considered as proof:

    • The use of their User ID and password, and the dates and times of such use,
    • The nature, substance, date and time of the Contents registered by the Customers in their Account,
    • Of all their correspondence with EDTAKE staff carried out by means of the Site or the tools offered on the Site,
    • And, more broadly, of all information exchanged through the Site between EDTAKE and them.

ARTICLE 08. CONTRACTUAL RELATIONS

The performance of a Mission is entrusted by the Customer to EDTAKE alone.

When an Assignment Offer is published by the Customer, EDTAKE receives the information automatically via the Site.

The Assignment Offer is expressly considered between the parties as accepted by EDTAKE at the time when either EDTAKE has notified its acceptance of the Assignment Offer without reservation, or the Customer has approved the Profile(s) of edtakers that have been the subject of a Preselection in case of use of edtakers by EDTAKE.

Consequently and where applicable, the edtakers thus approved will act as subcontractors in the execution of the Mission entrusted by the Customer to EDTAKE.

ARTICLE 09. REALIZATION OF MISSIONS

09.01 PUBLICATION OF OFFERS OF ENGAGEMENT BY THE CLIENT

Prior to the publication of an Assignment Offer, the Client may carry out a simulation of the price of the Assignment by area of expertise, it being specified that this estimate is provided for information purposes only and is automated by the Site on the basis of an average daily rate, an estimate of the workload and the number of iterations. The Client is free to use or not this estimate in the determination of its budget.

For the publication of an Assignment Offer, the Client must provide the following information:

    • The maximum budget that it wishes to commit for the Mission,
    • Imperative deadlines for the completion of the Mission,
    • The criteria for validating deliverables, namely :
      • The elements that will constitute the acceptance repositories for the deliverables carried out,
      • The maximum timeframe within which it commits to validate the deliverables,
      • The number of iterations enabling the finalization of the deliverables; it being specified that, on the one hand, by default, one (1) iteration will be carried out and, on the other hand, that the price of the Services depends on this number,
      • At each iteration, the Customer must provide an exhaustive list of the corrections he wishes to see implemented,
      • En cas d’oubli par le Client, à l’occasion d’une précédente itération, d’éléments sujets à correction, un avenant devra être conclu entre le Client et EDTAKE pour la reprise de tous travaux 
09.02 PRESELECTION OF ONE OR MORE EDTAKERS BY EDTAKE

In the event that EDTAKE responds to an Assignment Offer and in the event EDTAKE uses one or more edtakers to carry out an Assignment, it undertakes to pre-select one or more edtakers on the basis of the Profiles that appear to it to be the best and most appropriate according to each Assignment Offer that it will have received from a Customer.

Assignment Offers are available only to edtakers pre-selected by EDTAKE and approved by the Customer.

The Assignment Offer is presented by EDTAKE to these edtakers through their Account. The edtakers can view all pending Assignment Offers on the dedicated page of their Account.

The pre-selected edtaker benefits from a period of forty-eight (48) hours from the publication of the Assignment Offer on its Account to express its willingness to carry out the Assignment.

As soon as an edtaker of the Preselection accepts to carry out an Assignment Offer, it is automatically cancelled for any other edtakers who have been the subject of the Preselection.

09.03 SUBCONTRACTING

The Customer expressly accepts that EDTAKE may call upon any subcontractor of its choice from among all the edtakers for the performance of all or part of a Mission.

Where applicable, the edtakers subject to pre-selection must be validated by the Customer; this validation shall constitute approval within the meaning of Article 3 of Law 75-1334 relating to subcontracting.

Where applicable and pursuant to Article 14 of Law 75-1334 relating to subcontracting, the Customer hereby accepts that EDTAKE may delegate it to the subcontractor under the terms of Articles 1336 et seq. of the French Civil Code, up to the amount of the services performed by the subcontractor, and to be bound towards the subcontractor.

It is EDTAKE's responsibility to coordinate the subcontractors it chooses and, if necessary, to make up for their shortcomings by any means.

In any event, EDTAKE shall remain liable to the Customer for the execution of the subcontracted services.

ARTICLE 10. PRICES AND FINANCIAL CONDITIONS

10.01 CREATION OF AN ACCOUNT AND USE OF THE SITE

The Customer's registration on the Site with a view to benefiting from the Services is invoiced according to the subscription he has taken out among the "Starter", "Premium" and "Premium +" offers.

Payment of the subscription can be made by credit card, bank transfer to the address provided by EDTAKE or by direct debit. Payment by credit card allows immediate access to the Site

10.02 PRICE OF AN ASSIGNMENT

The price of an Assignment is stipulated in the Assignment Offer.

In the event that the Mission Offer leads to the performance of an Assignment, EDTAKE will send a deposit invoice corresponding to 50% of the price of the Assignment which is to be paid before the start of the Assignment. Any delay in payment may result in a delay of at least the same amount over the duration of the Mission.

EDTAKE shall send an invoice for the balance of 50% at the end of the Mission, to be paid within thirty (30) days from the date of issue.

Payment is to be made by bank transfer to the coordinates communicated by EDTAKE.

ARTICLE 11. CHARACTERISTICS OF THE CONTENTS

A Content is recorded on the Site by a Client for the sole and unique purpose of presenting its Mission Offer. This Content will only be accessible to all or part of the edtakers.

For technical reasons, only certain types of files are processed on the Site. In addition, the weight of these files is limited.

Finally, no Content, which may present a threat to the Site's computer security, may be registered by the Customer in his Account.

In all cases and at any time, the Client may delete his Content from his Account, except for Missions still in progress.

Content remains in the Client's Account as long as the Client has not deleted it, or as long as the Client remains registered on the Site.

ARTICLE 12. legality of contents

The Contents are organized in two categories:

    • The Offers of Assignment are distributed to the edtakers who have been pre-selected after having been previously reviewed by EDTAKE,
    • Customer and edtaker profiles are published and updated automatically on the Site by them without any prior control by EDTAKE.

As a result and as far as this second category of Content is concerned, the Customer is solely and uniquely responsible for it.

EDTAKE therefore only provides a technical hosting service for these Contents. As the management of Customer Content on the Site is entirely automated, EDTAKE does not verify the consistency nor, therefore, their legality when registering in a Customer's Account, which is in principle immediate, subject to processing times linked to the Internet.

EDTAKE is the publisher of the only content that it publishes on its own initiative on its Site.

The Contents registered by Customers on the Website are not subject to any control, neither a priori nor a posteriori, by EDTAKE. Pursuant to Law No. 2004-575 of 21 June 2004 "for confidence in the digital economy", EDTAKE is therefore expressly deemed between the parties to be the host and not the publisher of the Contents thus registered on the Website.

In this respect and in accordance with the aforementioned law n°2004-575 of 21 June 2004, which notably determines the responsibilities of Internet content hosts, EDTAKE is obliged, in its capacity as host, to act promptly to remove the illicit data it hosts or to make access impossible, as soon as it becomes aware of it.

It is recalled that EDTAKE does not have, under this law, the general obligation to monitor the information and content accessible on the Site, nor the general obligation to search for facts or circumstances revealing illicit activities.

In all cases and by way of example, without this list being exhaustive, edtakers and Customers undertake not to register Content or send messages that :

    • Has a pornographic or paedophilic character;
    • Incites violence, in particular violence against women, as well as violations of human dignity, crime, misdemeanour, suicide, terrorism
    • Apologizes for war crimes, crimes against humanity, crimes and offences of collaboration with the enemy or acts of terrorism;
    • Provokes discrimination, hatred or violence against a person or a group of persons on account of their origin or their membership or non-membership of a particular ethnic group, nation, race or religion;
    • Causes hatred or violence against a person or group of persons because of their sex, sexual orientation or gender identity or disability ;
    • Causes discrimination between natural persons because of their origin, sex, family status, pregnancy, physical appearance, surname, state of health, disability, genetic characteristics, morals, sexual orientation or identity, age, political opinions, trade union activities, membership or non-membership, real or supposed, of a particular ethnic group, nation, race or religion;
    • Damages a person's honour, consideration or image;
    • Interferes with a person's security, privacy, image or intimacy ;
    • Interferes with public order.

The edtakers and Customers expressly accept that EDTAKE may delete from their Account any Content that is contrary to morality or does not comply with the regulations in force regarding online content, without notice or compensation to the edtaker or Customer concerned, nor prejudice to the rights of EDTAKE.

Any edtaker and any Customer guarantees EDTAKE from any civil condemnation that could be pronounced against him because of the registration on his Account of Content contrary to morality or not in accordance with the regulations in force regarding online content.

EDTAKE cannot be held responsible for Content registered and/or transmitted by an edtaker/Customer, at his initiative and under his exclusive responsibility, which may infringe the rights of third parties.

The edtakers and Customers agree with EDTAKE to hold all intellectual property rights or have the authorization of the holders of rights on the Contents they register on their Account and/or transmit to EDTAKE and guarantee EDTAKE from the consequences of the registration of these Contents on the Site and their transmission.

In addition, it is strictly forbidden for edtakers and Customers to introduce, by any means whatsoever, data likely to modify or harm the content or presentation of the Site, in particular viruses, Trojan horses, spyware, malicious software, etc.

ARTICLE 13. RESTITUTION OF CONTENTS

During the term of execution of the contract, the Customer may at any time take a copy of the files constituting the Content present on his Account.

EDTAKE undertakes to back up the Customer's Content once a day, including the deliverables sent to it as part of Missions.

In the event that, for reasons of confidentiality, the Customer has subscribed to the "Hosting Connector" option or to the "Premium+" subscription, the Customer may store its own documents solely on its IT infrastructure. The Customer acknowledges that he is therefore solely responsible for backing up his Content.

In particular, EDTAKE does not enter into any obligation to supply its Contents to the Customer at the end of the contract, for whatever reason.

At the end of the contract, whatever the reason, and subject to the data processing time, EDTAKE will delete all the Customer's Contents from its online databases, including all the Contents, and will only keep one copy offline for the legal deadlines in force.

ARTICLE 14. INFORMATION TECHNOLOGY AND FREEDOMS

14.01 PERSONAL DATA PROTECTION
  1. EDTAKE attaches great importance to the protection of personal data and wishes to assure edtakers/customers that their privacy is protected. The present article aims to inform the edtakers/Customers of the processing of personal data concerning them, i.e. data allowing them to be identified, directly or indirectly, as well as their rights with regard to such processing.
  2. The edtaker / Customer is informed that his registration and use of the Services gives rise, for EDTAKE, the collection and automated processing of personal data concerning him, whose use is subject to the provisions of the following regulations:
    • Law n° 78-17 of 6 January 1978 relating to Information Technology, Files and Freedoms, as amended,
    • Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of individuals with regard to the processing of personal data and on the free movement of such data (hereinafter "PGRD").
  3. The personal data thus collected and processed are, in particular, the following:
    • information provided at the time of registration,
    • the Content saved using the Account,
    • technical data such as e.g. the URL used by the edtaker/Customer or his IP address,
    • statistical data on the use of the Site and Services.

      The mandatory answers, without which the edtaker / customer will not be able to access the Service, are mentioned as such on the forms on the Site. These data are necessary to allow the proper execution of the Service, in particular, to be able to access it, publish Content, receive alerts and contact Customers.

      The information thus collected is subject to computer processing, the purpose of which is to enable Clients to make optimal use of the Site and Services in order to disseminate their Job Offers, to enable them to solicit one or more edtakers and to enable them to monitor the performance of the Missions.

      This data is kept for the entire duration of the GTS, plus the duration of the prescription period in commercial matters.

      The edtaker/Customer has a right of access, rectification, deletion, opposition, limitation of processing, a right not to be subject to an automated individual decision (including profiling) as well as the right to object under the conditions provided by the regulations.

      These rights may be exercised by e-mail, from the address registered as an identifier on the Site, addressed to rgpd@edtake.com. All requests must indicate your name and User ID.

  4. In addition, EDTAKE offers all edtakers and Customers the possibility of sending them newsletters by e-mail, to which they can subscribe by entering their e-mail address. If an edtaker or a Customer no longer wishes to receive such messages, he may oppose this at any time by clicking on the link provided for this purpose in each newsletter. The e-mail addresses thus collected are subject to computer processing for the purpose of sending the EDTAKE newsletter. The edtaker or Customer registered for the newsletter has a right of access and rectification of data concerning them that he can exercise directly on his Account.

    The use of this data is exclusively reserved to EDTAKE.

  5. The respect of his privacy and the protection of personal information that the edtaker transmits to EDTAKE are essential and EDTAKE strives to secure them by implementing all means at its disposal to preserve the security of data and, in particular, prevent them from being distorted, damaged, or unauthorized third parties have access to them. Thus, exchanges between edtakers / Customers and the Site are ensured by means of the secure communication protocol "SSL".

  6. In order to always better meet the expectations of the edtakers/Customers, it is possible that EDTAKE shares certain information with its service providers, qualified as "subcontractors" within the meaning of the aforementioned law (for example for the provision of computer hosting infrastructures). In all other cases, personal data may not be disclosed to a third party without the prior consent of the edtaker/Customer. Being specified that by registering on the Site, the edtaker agrees that such data may be transmitted to Customers. EDTAKE states that it does not intend to sell or market the personal data of the edtaker/Customer.

    Apart from the information on the Profile, EDTAKE will keep the personal data of the edtaker/Customer confidential.

  7. 7. No assignment may result in any processing of personal data by EDTAKE and/or an edtaker/customer without the conclusion of an addendum to these GTS.
14.02 THE USE OF "COOKIES"

EDTAKE uses "cookies" to optimize the use of the Site and, in particular, the following categories of cookies:

    • Cookies necessary for the operation of the Site: essential for navigation, these cookies allow Internet users (including the edtaker/Client) to use the main features of the Site such as consulting the Site, managing the Account or maintaining their identification throughout their navigation.
      This category of cookies does not require the consent of the edtaker/Client or any Internet user.
    • Personalization cookies: these cookies make it possible to keep the navigation preferences according to previous visits.
    • Advertising cookies: these cookies allow the user's browser to request advertising content from EDTAKE's partners and to transmit data to them for this purpose, which may include personal data.
    • Audience measurement cookies: these cookies enable the Site to be improved thanks to information relating to the behaviour of Internet users, collected and analysed on an overall basis.

These last three categories of cookies require the consent of Internet users, which can be given by clicking on "set" and then "accept".

Internet users may also, at any time, click on the "Privacy & Cookies Policy" link present on all pages of this website and choose to accept or refuse the various cookies used on the Site (apart from those indispensable for its operation).

In addition, the edtaker/Customer is informed that once identified on his Account, these last three categories of cookies are not used by EDTAKE so that no information is collected.

In accordance with current regulations, the consent collected by EDTAKE from Internet users for the use of cookies is valid for a period of thirteen (13) months from the deposit of the cookie. At the end of this period, the consent of the latter must be collected again by EDTAKE.

ARTICLE 15. CUSTOMER/SUPPLIER RELATIONS" SERVICE

For any information, complaint, question or advice, the edtaker/Customer can contact the "Supplier Relations" department of EDTAKE at the following address:

    • Mail: EDTAKE - 29, avenue de la Grande Armée 75116 Paris.
    • Email: contact@edtake.com.

ARTICLE 16. OPERATION OF THE SITE

The Site is optimised for browsing with the following browsers: Internet Explorer versions 7, 8 and 9; Firefox versions 4 and higher; Safari versions 4 and higher; Chrome versions 14 and higher; Opera versions 9.25 and higher.

The Site is normally accessible 24 hours a day, 7 days a week, except in cases of force majeure or events beyond the control of EDTAKE.

Furthermore, the operation of the Site may be temporarily degraded or interrupted, in whole or in part and to all or part of the edtakers/Customers, for reasons, in particular, of maintenance, update or technical improvement, without prior notice. EDTAKE cannot therefore be held liable for these service interruptions or operating disturbances.

EDTAKE cannot be held liable for the non-functioning, inability to access or malfunctions of the Site due to unsuitable equipment, malfunctions of the services of the edtakers/customers' access provider, or those of the Internet network. The same shall apply for all other reasons outside EDTAKE.

In addition, the edtakers/customers acknowledge that the characteristics and constraints of the internet network do not allow to guarantee the total security, availability and integrity of data transmissions. Consequently, EDTAKE does not guarantee that the Site will operate without interruption or error.

Finally, as the Internet is accessible to all and, in particular, to ill-intentioned persons, the edtakers/Customers acknowledge that EDTAKE cannot guarantee the absolute secrecy of correspondence exchanged by the means made available to them on the Site.

ARTICLE 17. INTELLECTUAL PROPERTY

EDTAKE is the owner of all intellectual property rights and/or exploitation rights, in particular under copyright, database law and trademark law, relating to the Site, its content and all elements constituting it.

The Site, as well as the software, database structures, texts, information, analyses, images, photographs, graphics, logos, sounds, trademarks or any other data contained on the Site remain the exclusive property of EDTAKE or, where applicable, of their respective owners with whom EDTAKE has concluded user agreements.

Under no circumstances may they be reproduced, used or represented without the express written authorisation of EDTAKE, under penalty of prosecution.

EDTAKE grants the edtakers/customers a non-exclusive, personal and non-transferable right to use the Site and the original intellectual works and data contained therein. The right thus granted consists of (i) a right to consult online the original intellectual works and data contained on the Site and (ii) a reproduction right consisting of printing and/or saving these original intellectual works and data consulted. This right of use is intended for strictly private use only.

Any other use of the Site, in particular commercial use, on the part of the edtakers/Customers is prohibited without the express written permission of EDTAKE.

In particular, the edtakers/Customers are prohibited, in a non-exhaustive manner, from reproducing and/or representing for other than private use, downloading, selling, distributing, issuing, translating, adapting, exploiting, distributing, broadcasting and communicating in whole or in part in any form whatsoever, whether commercially or not, any work of the original spirit or data contained on the Site.

Finally, the domain name of the Site "edtake.com" belongs to EDTAKE.

ARTICLE 18. HYPERTEXT LINKS

Any hypertext link to the Site, whatever the type of link, must be subject to prior authorisation from EDTAKE, on paper or electronic media.

The Site may include hypertext links to other websites or Internet resources external to the Site.

On the day of their creation, EDTAKE has ensured, as far as possible, that these websites and other Internet resources did not contain any content that contravenes French law.

However, insofar as EDTAKE cannot permanently control these external sites and resources, it cannot ensure that these sites and resources remain permanently compliant with legal requirements.

Consequently, EDTAKE can only be held responsible for the availability of these external sites and resources insofar as the page or internet resource to which a hypertext link has been created contained content that contravenes French laws at the time of its creation.

EDTAKE can therefore bear no responsibility for the content, advertising, products and services available on or from these external sites or resources proposed after the creation of the hypertext link on its Site. By express agreement, it is the responsibility of the edtaker / Customer to provide evidence that the said hyperlink was created prior to the dissemination of such content, advertising, products or services.

Apart from this case, the edtaker / Customer therefore acknowledges that EDTAKE can’t be held liable for any damages or losses, actual or alleged, arising out of or in connection with the use or with the fact of having read the content, advertising, products or services available on these sites or external resources.

If in the context of a search conducted on the Site, the result of the search led an edtaker / client to point to sites, pages or forums whose title and / or content constitute an infringement of French law, particularly given that EDTAKE can’t control the content of these sites and external sources, it should stop its consultation of the site concerned except to incur the penalties provided by applicable law or to respond to legal actions initiated against it.

Finally, if, despite EDTAKE's efforts, one of the hypertext links present on the Site pointed to a site or an Internet resource whose content was or appeared to be non-compliant with the requirements of French law to an edtaker/customer, the latter undertakes to immediately contact the publication director in order to inform him of the address of the pages of the site in question. EDTAKE then undertakes to study the said site and to inform the edtaker / Customer of the action it intends to take, within a reasonable time. The edtaker/Customer undertakes not to take legal action against EDTAKE before receiving a response from EDTAKE within a reasonable period of time. The edtaker/customer also undertakes to take legal action against EDTAKE only if he refuses to remove the link.

ARTICLE 19. TERMINATION FOR DEFAULT

In the event of non-performance by one of the parties of one of its substantial obligations, the other party may notify it of the termination of the present contract, fifteen (15) days after a formal notice to remedy it, which has remained without effect, without prejudice to any damages that may be due.

It is expressly agreed that any failure by a party to the "Subcontract" referred to in Article 9 hereof may be considered by the party that is the victim thereof as a breach of a substantial obligation under these GTS.

EDTAKE may also, at its own discretion, send a notice to remind the offending edtaker/customer of its obligations.

It is specified that EDTAKE reserves the right to terminate any contract with an edtaker / Customer who has provided false information during registration on the Site or who does not comply with its contractual obligations or laws and regulations in force. In case of urgency and, in particular, in the event that EDTAKE is required to remove all or part of the Content registered on the Site by the edtaker/Customer pursuant to the law and/or the GTS, the termination of the GTS may be effective immediately, without notice or compensation to the edtaker/Customer.

In the event of termination or suspension of access rights to areas of the Site reserved for the presentation of the Identifier of the edtaker / Customer acting on the initiative of EDTAKE, the notification of contractual breaches and possible termination of the GTS is notified to the edtaker / Customer by email to the address provided by the customer.

Access to areas of the Site reserved for the presentation of the Identifier of the edtaker / Customer is then removed by EDTAKE as soon as possible.

ARTICLE 20. RESPONSIBILITY

EDTAKE is only responsible for the content of the pages it publishes and the Services it offers.

EDTAKE can in no way be held responsible for any damage that may occur on the computer system of an edtaker / customer and / or loss of data resulting from the use of the Site by an edtaker / customer.

EDTAKE can’t be held liable for facts other than those relating to the editing of the Site and messages exchanged within the Services. EDTAKE does not guarantee in any way the availability or performance of the Site. EDTAKE will not be liable for any damage suffered by an edtaker/customer due to a missed gain, loss of opportunity or loss of image. EDTAKE's liability can only be sought for direct and foreseeable damages, exclusively caused by a failure of EDTAKE to meet its obligations.

In the event that EDTAKE is held liable due to a breach by an edtaker/Customer of its obligations under the contract or the laws in force, the edtaker/Customer guarantees EDTAKE against any condemnation pronounced against EDTAKE or amicable compensation. This guarantee covers both any compensation that may be paid, as well as legal fees and court costs that may be borne by EDTAKE.

ARTICLE 21. MAJOR FORCE

EDTAKE shall not be held liable for any default, delay or non-performance of its obligations under the GTS, where such default, delay or non-performance is due to force majeure.

Explicitly, are considered as force majeure or fortuitous events, in addition to those usually retained by French case law: total or partial strikes, internal or external to EDTAKE, lock-out, bad weather, blockage of means of communication for any reason whatsoever, computer or server breakdowns, electrical or technical problems blocking telecommunications, failure or malfunction of transmission networks via the Internet and any other case independent of the will of the parties, preventing the normal execution of the GTS.

In addition, the edtaker/Client declares that it is aware of the complexity of the global networks, the unequal capacities of the various subnetworks, the influx of users at certain times and the various "bottlenecks" at certain locations on the Internet. As the current Internet transmission protocols do not make it possible to ensure with certainty and continuity the proper reception of messages and the integrity of the documents transmitted, EDTAKE cannot be held liable in the event of poor transmission due to a failure or malfunction of these transmission networks.

ARTICLE 22. NON-WAIVER

The fact that one of the parties to the contract does not take advantage of a breach by the other party of any of its contractual obligations shall not be interpreted in the future as a waiver of the obligation in question.

ARTICLE 23. ASSIGNMENT OF CGS

The edtakers/customers accept in advance that EDTAKE can be substituted in the execution of the GTS by any company. EDTAKE will notify the edtaker/Customer by e-mail of the date on which such substitution will take place. On that date the GTS will be deemed terminated between the parties so that each party will be released from its obligations towards the other and new GTS will be deemed concluded between the edtaker/Customer and the entity that substituted EDTAKE.

ARTICLE 24. LANGUAGE OF THE CONTRACT

The GTS version in French is the only legally valid version and the only one able to be produced in court.

ARTICLE 25. APPLICABLE LAW AND JURISDICTIONAL JURISDICTIONS

The GTS are subject to French law.

ANY DIFFICULTY RELATING TO THE INTERPRETATION OR EXECUTION OF THIS CONTRACT AND IN THE ABSENCE OF AN AMICABLE AGREEMENT BETWEEN THE PARTIES SHALL FALL WITHIN THE EXCLUSIVE JURISDICTION OF THE COMMERCIAL COURT OF PARIS, REGARDLESS OF THE PLACE OF EXECUTION OF THE CONTRACT, THE DOMICILE OF THE DEFENDANT OR THE METHOD OF PAYMENT ACCEPTED, EVEN IN THE CASE OF A GUARANTEE CALL, A PLURALITY OF DEFENDANTS OR A REFERENCE PROCEDURE.

The present GTS have been updated on the 02/03/2020.