T&C’s scope & definitions

GENERAL CONDITIONS OF USE

 

Last Update : 7th December 2016

PLEASE READ THE FOLLOWING CONDITIONS OF USE CAREFULLY :

 

 

PART 1-SCOPE & DEFINITIONS

 
I. Scope, acceptation and modification of the T&C’s 

This WEBSITE is provided and made available by YOUPASS, the Company.

The present Conditions of Use (T&C’s) rule the access and the use of the WEBSITE, and aim to determine the modalities and conditions of use. 

By using the WEBSITE, the USER is agreeing, to be bound by every terms of these T&C’s. If the USER does not want to comply with all or a part of the T&C’s, he or she must not use the WEBSITE. 

T&C’s are subject to change at any time, because of the necessary evolution of the WEBSITE. The USER must, every time he or she uses the WEBSITE, look at the latest version of the T&C’s beforehand, available at any time on the WEBSITE. The latest update will be available for anyone on the link: “General Condition of Use” .

If the USER wants to subscribe to the SERVICES, he or she will be lead to agree to the General Conditions of Sale of goods and services which are specific depending on the status of the USER (MEMBER, SELLER, MERCHANT or BUYER), by ticking a box, and a copy of it will be made available before the subscription of the SERVICES. 

The T&C’s are available by clicking on the following link: General Conditions of Sale of goods and services.

The electronic money is issued and managed by YouPass Payments Europe Limited, an electronic money institution licensed by the British authority of financial regulation, the Financial Conduct Authority (FCA) under the Electronic Money Regulations Directive 2011 for the issuing and management of electronic money (900431). YouPass SAS is acting as a distributor, within the meaning of the article L. 525-8 of the French Monetary and Financial Code, and as an agent within the meaning of the article L. 523-1 of the same Code, of YouPass Payments Europe Limited. 

The T&C’s are the only one applicable since 7th December 2016

YOUPASS and the USER agree to respect these T&C’s.  

 

II. Definitions

In these T&C’s, the words or expressions written in capital letters will have the following meaning: 

- BUYER is a CUSTOMER, being a natural or legal person with full legal capacity to be able to commit to the terms herein and buy PRODUCTS in the STORE, in his or her own name, from YOUPASS. Prior to any purchase, the BUYER shall open an ACCOUNT or connect to his or her ACCOUNT on the WEBSITE. 

- STORE is an e-commerce space, available on the WEBSITE, providing PRODUCTS sold or distributed by YOUPASS as well as those of authorised TRADERS, that may be bought via the YOUWALLET.

-The CLIENT designates anyone who contracts with YOUPASS, as a MEMBER, USER, BUYER, SELLER or MERCHANT. 

-The GCU are the General Conditions of Use, modified periodically by YOUPASS, and applied to each use of the WEBSITE by the USERS. 

-The GCS are the General Conditions of Sale, modified periodically by YOUPASS, and applied to each purchase of digital products or services by any CLIENT of the WEBSITE. 

-YOUPASS CODE is a code, composed of 8 (eight) characters, usable on the WEBSITE. The YOUPASS CODE may be purchased in the STORE. They permit the CLIENT to top-up his or her YOUWALLET, in order to make a purchase on the STORE.  

-The YOUPASS ACCOUNT or ACCOUNT is a strictly personal and nominative dedicated interface, for each CLIENT. It allows access to the YOUWALLET to every adult with a full legal capacity, owning a YOUPASS ACCOUNT.  Every legal guardian of a minor not less than 12 (twelve) years old and authorised, may access to the interface, and is hold responsible for its use by the minor. The legal guardian also allows using other SERVICES. 

-The DIGITAL CONTENT AND SERVICES refers to digital content and services offered by SELLERS using the monetisation services 'create a payment page', 'create a payment box', 'create a payment button’ of YOUPASS. These SELLERS use a payment page hosted by YOUPASS but not listed on the WEBSITE. 

-The YOUPASS GROUP refers to YOUPASS Companies and each person controlled by or controlling or under common control, being indicated that the notion of control must be understood as defined in the article L. 233-3 of the French Commercial Code.

-The ARREARS are any amount of money that the CLIENT owes YOUPASS.

-The MERCHANT is the USER, a natural or legal entity, with full legal capacity to commit to the terms herein with the online business selling PRODUCTS in the STORE. 

-The MEMBER refers to the CLIENT, legal or natural entity, with full legal capacity to commit to the terms herein and using the SERVICES in order to create, use and top-up his or her YOUWALLET. 

-The BUSINESS TOOLS are SELLERS’ interfaces, hosted but not listed on the WEBSITE to sell their DIGITAL CONTENT AND SERVICES, which includes YOUPAGE, YOUBOX, YOUBUTTON. 

-The PRODUCTS or DIGITAL PRODUCTS refers to digital products and services available on the WEBSITE’s STORE. 

 The following SERVICES are provided by YOUPASS : 

-Monetisation of phone mobile plan(s); 

-Distribution and redemption of the electronic money issued by YouPass Payments Europe Limited;  

-The provision of payment services, as a registered agent of YouPass Payments Europe Limited; 

- Providing SELLERS or MERCHANTS possibility to sell their PRODUCTS in the STORE or DIGITAL CONTENT AND SERVICES with BUSINESS TOOLS;

-The sale of DIGITAL PRODUCTS by YOUPASS in the STORE.  

-The WEBSITE refers to http://www.YouPass.com, whose use is subjected to the herein GCU. 

-The YOUPASS PAYMENTS EUROPE LIMITED, whose registered office is at Salisbury House London Wall, London EC2M 5PS, United Kingdom and registered under the company number 09173402. YOUPASS PAYMENTS EUROPE LIMITED is an electronic money institution licensed by the British authority of financial regulation, the Financial Conduct Authority (FCA) under the Electronic Money Regulations Directive 2011 for the issuing and management of electronic money and payment services provision (900431).

-The YOUPASS refers to YOUPASS SAS, a simplified joint stock company with capital of EUR 500,000.00, registered with the RCS NICE 533 270 591, whose registered office is at 455 Promenade des Anglais, Immeuble ARENICE, NICE (06200) France, which is the editor/publisher of the WEBSITE and provides services. YOUPASS SAS is acting as a distributor, within the meaning of the article L. 525-8 of the French Monetary and Financial Code, and as an agent within the meaning of the article L. 523-1 of the same Code, of YOUPASS PAYMENTS EUROPE LIMITED. 

-The ABNORMAL TRAFFIC refers to every operation where YOUPASS COMPANY acknowledges or suspects a fraud. 

-The USER refers to every legal or natural person using, in any way, the WEBSITE.

-The SELLER is a USER, being a natural or legal entity with full legal capacity to be able to commit to the terms herein with the online business selling digital content and services using the monetisation solutions ‘BUSINESS TOOLS’ which allow him or her to accept online payments for their content and/or digital services

-The YOUBOX is a payment box, created by the SELLER, hosted on the WEBSITE, and equipped of a preinstalled digital box containing payment solutions. 

-The YOUBUTTON refers to a payment button, created by the seller, hosted on the WEBSITE, and equipped of a preinstalled digital box containing payment solutions.

-The YOUPAGE is a payment page, created by the seller, hosted on the WEBSITE, and equipped of a preinstalled digital box containing payment solutions.

-YOUPASS refers to the commercial name of the micro-payment service offered by YOUPASS COMPANY on its multi-mode payment platform available on the WEBSITE. 

-YOUSHARE is YOUPASS sponsorship system. The USER can invite another "sponsored party" to receive a reward on his/her YouWallet via the procedures indicated on the WEBSITE. 

-YOUWALLET refers to the rechargeable virtual wallet of each CLIENT, on which appears the balance of the YOUWALLET of the CLIENT. The YOUWALLET is available through the opening of an ACCOUNT (without ACCOUNT, a CLIENT cannot access or use his or her YOUWALLET). 

 

 

PART II - GENERAL PROVISIONS 

Access to the WEBSITE and use of SERVICES 

The WEBSITE is freely available for every USER being able to access to internet. All the costs linked to the access of the WEBSITE, including material fees, software or internet access are only at the expenses of the USER. 

Before confirming his/her subscription at one or several SERVICE(S), the USER must carefully read the GCU, and when appropriate, the GCS applicable to the SERVICES he or she would like to use. 

The USER ensures YOUPASS against any illicit, non-compliant or non-authorised use of the WEBSITE. 

Without any prejudice to the other rights of YOUPASS, if the USER does not respect the GCU, and when appropriate, the GCS, YOUPASS will take all the measures that it deems appropriate to deal with this violation, including suspend or forbid access to the WEBSITE, block the access to the computers using the USER’s IP, contact the internet providers to request to block the access to the WEBSITE and/or to initiate legal proceedings against the USER. 

 

The Acceptable Use 

The USER must not use the WEBSITE in a way that provoke or may provoke damages to the WEBSITE or limit its availability or accessibility; or in an illegal, illicit, fraudulent or harmful manner; or in link with a purpose or an activity illegal, illicit, fraudulent or harmful. 

The USER must not use the WEBSITE to copy, store, host, pass, send, use, publish or distribute a content which is composed of (or linked to) spywares, computer viruses, Trojan viruses, warms, keylogger, rootkit, or any other malware.  

The USER must not lead any activity of systemic or automatic collection of data (including but not limited to scraping, data-mining, data-exploring and data retrieval) on or linked to the WEBSITE without express written consent of YOUPASS. 

The USER must not use the WEBSITE to send or transmit unsolicited commercial communications. 

The USER must not use the WEBSITE to commercialise anything without the express written consent of YOUPASS.  

 

ARTICLE 1. OPEN A YOUPASS ACCOUNT

Eligibility for a YouPass ACCOUNT:

• The USER must be at least 18 and legally capable, or be the legal representative of a minor of 12 years minimum, having authorised and bearing responsibility for the use of ACCOUNT by the minor;

• successfully complete all verification procedures where the identity and security validation is required;

• be a resident of a country in which YOUPASS provides its service.

 

ARTICLE 2. CASE OF USE BY A MINOR

The USER, when he or she is a minor, is required to provide YOUPASS with a valid birth date in the form, at the time of registration on the WEBSITE. The legal representative of the minor is required to complete identity and security verification procedures.

The legal representative of the USER shall indemnify and guarantee YOUPASS for any MINOR’S action on the WEBSITE in breach with the general conditions of use and sale or legislation in force.  

The USER of an ACCOUNT expressly states that he or she shall guarantee YOUPASS against any action that might result from consequences of the use of the ACCOUNT by a USER who is not legally capable to use the SERVICE or who did not obtain the required authorisations. 

 

ARTICLE 3. IDENTIFICATION AND IDENTITY VERIFICATION

ARTICLE 3.1 ADULT USER

The adult USER, who has opened an ACCOUNT, shall provide YOUPASS with a digital copy of the following documents:

• A valid and in colour identity document (front and back) 

• A three months old proof of residence

• Any additional document deemed necessary by YOUPASS if any doubt about the identity of the ACCOUNT holder arises.

YOUPASS reserves the right to request additional documents pursuant to these Terms / Conditions, when the USER subscribes or uses the SERVICES.

 

ARTICLE 3.2 MINOR USER

The legal representative of a minor not less than 12 years, that he or she has authorised to use an ACCOUNT and who bears responsibility for its use by the minor, will, for the purposes of ACCOUNT verification, be asked to submit the following scanned documents:

• A valid colour identity document (front and back) of the legal representative;

• A valid colour identity document of the minor;

• Mandate of the legal representative duly authorising the use of the YouPass ACCOUNT by the minor, dated and signed;

• The explicit authorisation of the legal representative in digital format; 

• Any additional document deemed necessary by YOUPASS if there is any doubt about the identity of the ACCOUNT holder, in particular, to justify kinship. 

Any minor who wishes to use the WEBSITE must request prior authorisation from his or her legal representative who bears responsibility for the minor’s actions. Otherwise, the minor is in violation of these Terms / Conditions and the legislation in force.

 

ARTICLE 4. YOUPASS ACCOUNT OPERATION 

The USER is responsible for all transactions recorded on his/her YOUPASS ACCOUNT.

YOUPASS cannot be held responsible for the loss of the USER's password. 

No proxy can be given by the USER to a third party to use and manage a YOUPASS ACCOUNT. 

All information and documents that the USER provides, in connection with the use of the ACCOUNT, must be accurate and valid. The USER guarantees not to use or divert the ACCOUNT in connection with fraud against YOUPASS, its affiliates, partners, other MEMBERS, USERS or third parties, and guarantees that he or she will not engage in other illegal activities (including, without limitation, the sale of products, content or services prohibited by law). 

 

ARTICLE 5. SUSPENSION OF THE ACCOUNT

The ACCOUNT is suspended in the following case(s): 

- YOUPASS detects or has reasons to suspect that the declared information provided by the USER is false or inexact; 

- misuse of the YOUPASS SERVICES, contrary to the GCU; 

- infringement with a legal or regulatory obligation; 

- abnormal or illegal operations done on the USER’s ACCOUNT; 

- under the conditions defined by the GCS. 

The USER of the suspended ACCOUNT is notified on his or her confirmed email address; this notification includes a timeframe under which the USER may provide evidences or the necessary documents to regularise his or her situation. 

YOUPASS carries out an audit of the suspended ACCOUNT. 

 

ARTICLE 6. TERMINATION

If the USER did not comply with the GCU/CGS, YOUPASS has the right to terminate the WEBSITE use’s contract with the USER. 

If the USER refuses the modifications of the GCU under article 16’s terms, the WEBSITE use’s contract is also automatically terminated. 

 

ARTICLE 7. CLOSURE OF ACCOUNT 

ARTICLE 7.1 YOUPASS’ INITATIVE 

The closure of an ACCOUNT by YOUPASS will take place automatically, following the termination of the contract with the USER, by application of article 6. 

YOUPASS will not be liable for any compensation for damage caused by the closure of the USER’s YOUPASS ACCOUNT.  

 
ARTICLE 7.2 THE USER'S INITIATIVE 

The USER is free to close his or her ACCOUNT, at any time and without justification, by following the instructions in his or her YouPass space. 

Regarding the ACCOUNT belonging to the USER who is minor, only the legal representative may proceed with the closing of the minor's ACCOUNT.

 

ARTICLE 8. MANAGEMENT OF AN INACTIVE ACCOUNT 

If the USER has not made any use of the ACCOUNT for a period of twelve (12) months, the ACCOUNT is considered as an inactive ACCOUNT. 

The USER is notified by YOUPASS and in the absence of a reply or transaction on the USER’s inactive ACCOUNT within the deadlines set by the notification, the monthly ACCOUNT management fees are applied, available here.

 

ARTICLE 9. USER’S DATA PROTECTION

The USER is informed and expressly consents to the data processing, including his or her own personal data, for the purposes and conditions stated in this article. 

The USER has the possibility to visit the WEBSITE without transmit personally identifiable information as names, email address, postal address, IP address, phone numbers, date of birth, genders. However, to open an ACCOUNT, the USER will have to transmit some personally identifiable information, including his or her name and email address. 

In application of European and national legislation (Law of 6 January 1978 on computers, files and freedoms, protection of personal data and confidentiality), YOUPASS ensures the security and confidentiality of USERS' personal data.

The YouPass USER data file is notified to the national Authority in charge of ensuring the protection of personal data (CNIL number 1611252).

The processing of USERS' personal data by YOUPASS aims to improve the customer experience by making it easier and more efficient. Without limitation, the processing of personal data may have the following purposes: 

- management of the YouPass ACCOUNT, 

- prospecting, sending information note, carrying out commercial activities, statistics and patrimonial studies,

- the sale of the basic telephone and mail information.

The USER has the right to access and rectify his/her information and may oppose the use of personal data for promotional purposes by writing to YOUPASS registered office. 

 

ARTICLE 10. COOKIES MANAGEMENT POLICY

Cookie is a data file containing an identifier sent by a web server to a web browser and stored by the web browser. Cookies enable to link a computer to the data stored by YOUPASS in its database. 

These Cookies can be used by web servers to identify the USER returning to the YouPass WEBSITE.

YOUPASS uses only the session Cookies to meet the following goals:

• Increase the WEBSITE user-friendliness,

• Fraud prevention and increased safety on the WEBSITE.

 

They are not used to:

• Track the USER’s navigation on the WEBSITE

• Management of basket(s) on the WEBSITE

• Administrate the WEBSITE

• Customise the WEBSITE for each USER

YOUPASS uses the Cookies to assure a proper functioning of the USER’s navigation on the WEBSITE. The USER can remove Cookies already stored on his/her computer. 

 

ARTICLE 11. INTELLECTUAL PROPERTY

ARTICLE 11.1 COPYRIGHT

All the WEBSITE materials and contents, such as general structure, the texts, the animated or fixed pictures, the script, the technical implementations, are the exclusive property of YOUPASS and its partners, and are protected by the French and international legislation on copyright and intellectual property. Any reproduction, representation in any form or by any means, in whole or in part, of the WEBSITE or one of its elements, without express prior consent of YOUPASS or its partners, is expressly forbidden on pain of legal proceedings. 

The technical implementations and others technical processes of YOUPASS, including any file, picture, video or any other individual work incorporated in or generated by the technical implementations and others technical processes, as well as the data accompanying the technical implementations and others technical processes, and when appropriate, its documentation, are recognised by the USER as a work of the mind, that he/she and the members of staff are obliged to consider as such, by refraining from copying, reproducing, translating them into any other language, adapting, distributing them free of charge or for a fee, or add to them any item that fails to comply with their specifications. YOUPASS does not transfer to the USER the ownership of the technical implementations and others technical processes.

 

ARTICLE 11.2 TRADEMARKS

'YouPass', 'YouWallet', 'YouCredit', 'CodeKDO', 'DoublePass', 'SpeedPass', 'MicroPass', 'DealPass', 'MP3Pass', 'SMSPass', 'YouCode', 'YouCoin', 'YouDeal', 'YouMP3', 'FirstPass', 'TriplePass', 'FourPass', 'FivePass', 'YouMini', 'YouSpeed', 'YouTransfer', 'WavePass', 'MiniPass', 'YouPhone' etc.. and the associated logos, as well as 'YOUPASS' and, more widely, the entirety of commercial texts, are registered trademarks at the National Institute of Intellectual Property and are the property of YOUPASS Group. Any use, whatever form it may take, of the trademarks and logos of the WEBSITE, including but not limited to the aforementioned trademarks and commercial names owned by YOUPASS as well as third-parties’ trademarks, is forbidden without the trademark’s owner authorisation. 

Nothing in the T&C’s must be interpreted as implicitly granting, or otherwise, any license or right to use of any of the trademarks displayed on the WEBSITE without prior authorisation of the owner of the specific right for each use. The trademarks must not be used to denigrate YOUPASS, its affiliated companies, or the concerned third party, the SERVICES on the WEBSITE or of third parties, or in any other way which could damage the brand image or the brand reputation. The use of any mark as part of a link from or to any other website is forbidden without the prior written consent of YOUPASS. Any value or benefice generates by the use of the mark will belong to YOUPASS. 

 

ARTICLE 12. COMPLAINTS PROCEDURE

If the USER has noticed or experienced a problem, he is invited to contact YOUPASS customer service or by post mail to the registered address of YOUPASS, indicating in the subject 'claim' and explaining the facts so YOUPASS can process the problem and find a solution as quickly as possible.

 

ARTICLE 13. LIMITATION OF LIABILITY

YOUPASS, its subsidiaries, holding companies, branch offices, officers, agents or subcontractors cannot be held liable by the USER or any third party for any indirect, special, intangible, punitive, exemplary or accidental damage whatsoever, whether the result of negligence, wilful misconduct, tort, or any loss of data or loss of earnings, any failure to achieve anticipated savings or revenues, lost profits or any economic or pecuniary loss.

YOUPASS disclaims all liability for third-party stakeholders failures in SERVICES or transactions execution: payment systems operators, telecom operators, postal services, SELLERS, MERCHANTS, etc.

Any dispute concerning GOODS, DIGITAL CONTENT and SERVICES must be settled directly with the SELLER or the MERCHANT involved. 

 

ARTICLE 14. FORCE MAJEURE (Act of God) 

The USER understands that YOUPASS cannot guarantee: external elements, hacking, ACCOUNT theft, Internet networks and/or telecommunication operators and/or YOUPASS partners or other external causes not controllable by YOUPASS.

The use of the ACCOUNT requires the use of the Internet, the USER acknowledges having knowledge that the transaction may be interrupted for reasons beyond YouPass' control, such as the interruption of communication, network failure, abandonment of pending transaction by the USER.

YOUPASS cannot be held liable for any delay or failure or disruption of the WEBSITE resulting directly or indirectly from acts of nature or causes beyond our control, including without limitation, Internet failures, IT equipment, telecommunications, power failures, strikes, riots, insurrections, civil disturbances, terrorism, war, governmental actions, court decisions by domestic or foreign courts.

In case of the USER’s ACCOUNT hacking or theft, the USER is invited to immediately report it by contacting the YOUPASS customer service. YOUPASS will close the concerned ACCOUNT to prevent the use of the ACCOUNT by the criminal. 

However, the aforementioned causes being external to YOUPASS, the company cannot be held responsible for their consequences (including the ACCOUNT hacking or theft). YOUPASS reminds the USER to increase vigilance over login data, change password regularly and protect all devices from viruses (such as keyloggers or Trojans).

 

ARTICLE 15. MISCELLANEOUS

The opening date of the ACCOUNT, which is simultaneous to the acceptation of the GCU, constitutes, by mutual agreement, the date of signature of contract between YOUPASS and the USER, for an indefinite period of time, provided that the USER has fulfilled the obligations described in the herein general conditions.

The USER cannot assign or transfer this Contract or any of the rights and obligations hereunder to the third party.

The USER expressly agrees that the notifications that must be done, according to the GCU, will be done via email address validated and linked to his or her ACCOUNT. 

In case of death of the USER, the ACCOUNT will be blocked, and since the date when YOUPASS had been informed of the death of the USER, no operation can be done on the ACCOUNT, until the heirs (or their representative) give YOUPASS the proof. 

The communications between the USER and YOUPASS will be done in French or English. 

The notifications addressed to the USER will be considered validly transmitted when send to the e-mail address validated by the USER. 

The notifications addressed to YOUPASS will be considered validly transmitted when send to the following address: 

Email: YOUPASS customer service 

Postal Address: YOUPASS, 455 promenade des anglais, Arenice, 06200 Nice, France

YouPass customer service is available from Monday to Friday, between 9am and 6pm (GMT+1), by calling +33 (0) 1 75 00 14 36. 

 

ARTICLE 16. MODIFICATION of the GCU 

The GCU are available, printable and downloadable at any time on the WEBSITE, by clicking here

YOUPASS reserves the right to modify, at any time, without prior notice, these GCU in accordance with the cost, the SERVICES operation, the evolution of technical devices’ processing and the evolution of laws and regulations or in the event of exceptional events and/or modification of the legal environment and/or economic and which would lead to a significant change in these GCU and for update reasons. 

The modified GCU will be in force as soon as the notification would have been done by YOUPASS to the USER. YOUPASS advise the USERS to become aware of the current GCU by consulting regularly the WEBSITE. 

If the changes are required by a legal or regulatory provision, the new provisions included in the GCU shall apply immediately, without prior notice. 

The new PRODUCTS, DIGITAL CONTENTS and SERVICES, SERVICES or improved features on the WEBSITE do not constitute contractual changes. 

The USER may oppose these changes, at any time, during the next two (2) months from its entry into force, by sending a written notice. Otherwise, the changes are deemed accepted and the new terms and conditions on line supersede the previous conditions. 

By opposing the new general conditions in time, the USER terminates the contract with immediate effect. In this case, the provisions of Article 6 apply.

These changes shall not give rise to compensation, onto any other materials.

 

ARTICLE 17. LANGUAGE, APPLICABLE LAW AND COMPETENT COURTS

The French version of this contract shall prevail.

Failing contrary imperative provisions, the general conditions of use and sale are governed by French law. 

If one or more provisions of these Terms are declared invalid under any law, regulation or after a final decision from a competent court, the remaining ones will retain their full force and scope. If a part of the inapplicable provision is licit, it will stay in force. The USER and YOUPASS agree to replace the clause declared to be invalid with a clause that will be similar in content to the initial one, particularly so as to maintain the economic balance of the contract. 

This contract constitutes the entire and only agreement between the USER and YOUPASS.

Failing amicable agreement reached in the framework of the complaint and mediation procedure set out in Article 12, any dispute concerning these terms will be subject to the jurisdiction of the French courts, failing mandatory statutory provisions to the contrary and, notwithstanding plurality of defendants, guarantee appeal, referral and expertise.

 

GENERAL CONDITIONS OF SALE OF GOODS AND SERVICES (GCS)

 

Last Update : 7th December 2016 

PLEASE READ THE FOLLOWING CONDITIONS OF USE CAREFULLY :

 

PART I - INTRODUCTION 

 

I. T&C’s scope, acceptance and modification 

These Conditions of Sale define the contract between YOUPASS and: 

-Any MEMBER, loading his or her YOUWALLET on his or her ACCOUNT, and as such, contracting with YOUPASS; 

-Any SELLER, using the BUSINESS TOOLS, whose payment interface is hosted on the WEBSITE of YOUPASS, and as such contracting with YOUPASS;

-Any MERCHANT, using the STORE to sell its products and contracting with YOUPASS as such as the service provision of provision of the WEBSITE by YOUPASS; 

-Any BUYER, buying PRODUCTS, sold or distributed directly by YOUPASS, on the STORE.

The contract governs the conditions of use of YOUPASS SERVICES.   

The CLIENT or CUSTOMER designates anyone who contracts with YOUPASS, as a MEMBER, USER, SELLER or MERCHANT.

By buying a PRODUCT or a SERVICE, the CUSTOMER is agreeing, to be bound by all the terms of these T&C’s, which are establishing a contractual relationship between YOUPASS and the COSTUMER.  

The GCS are subject to change at any time because of the necessary evolution of the WEBSITE, of the DIGITAL PRODUCT and SERVICES. The USER must, every time he or she uses the WEBSITE, look at the latest version of the GCS beforehand, available at any time on the WEBSITE. 

Depending on the status of the USER (MEMBER, SELLER, MERCHANT or BUYER) specific conditions are applicable. 

YOUPASS and the USER agree to comply with the T&C’s.  

The electronic money is issued and managed by YouPass Payments Europe Limited, an electronic money institution authorised by the British authority of financial regulation, the Financial Conduct Authority (FCA) under the Electronic Money Regulations Directive 2011 for the issuing and management of electronic money (900431). YouPass SAS is acting as a distributor, within the meaning of the article L. 525-8 of the French Monetary and Financial Code, and as an agent within the meaning of the article L. 523-1 of the same Code, of YouPass Payments Europe Limited. 

The CUSTOMERS shall be subject to one or several contractual provisions with YOUPASS, defined at the part III, IV, V and VI. Certain provisions are autonomous and the conditions of application of one of these provisions does not interfere with the conditions of application of others. 

 

II. Definitions

In these GCS, the words or expressions written in capital letters have the following meaning: 

BUYER is a CUSTOMER, being a natural or legal person with full legal capacity to be able to commit to the terms herein and buy PRODUCTS in the STORE, in his or her own name, from YOUPASS. Prior to any purchase, the BUYER shall open an ACCOUNT or connect to his or her ACCOUNT on the WEBSITE. 

STORE is an e-commerce space, available on the WEBSITE, providing PRODUCTS sold or distributed by YOUPASS as well as those of authorised MERCHANTS, that may be bought via the YOUWALLET.

-The CLIENT or CUSTOMER designates anyone who contracts with YOUPASS, as a MEMBER, USER, BUYER, SELLER or MERCHANT. 

-The GCU are the General Conditions of Use, modified periodically by YOUPASS, and applied to each use of the WEBSITE by the USERS. 

-The GCS are the General Conditions of Sale, modified periodically by YOUPASS, and applied to each purchase of digital products or services by any CLIENT of the WEBSITE. 

-YOUPASS CODE is a code, composed of 8 (eight) characters, usable on the WEBSITE. The YOUPASS CODE may be purchased in the STORE. They permit the CLIENT to top-up his or her YOUWALLET, in order to make a purchase on the STORE.  

-The YOUPASS ACCOUNT or ACCOUNT is a strictly personal and nominative dedicated interface, for each CLIENT. It allows access to the YOUWALLET to every adult with a full legal capacity, owning a YOUPASS ACCOUNT.  Every legal guardian of a minor not less than 12 (twelve) of age and authorised, may access to the interface, and is hold responsible for its use by the minor. The legal guardian also allows access to the other SERVICES. 

-The DIGITAL CONTENT AND SERVICES refers to digital content and services offered by SELLERS using the monetisation services 'create a payment page', 'create a payment box', 'create a payment button’ of YOUPASS. These SELLERS use a payment page hosted by YOUPASS but not listed on the WEBSITE. 

-The YOUPASS GROUP refers to YOUPASS Companies and each person controlled by or controlling or under common control, being indicated that the notion of control must be understood as defined in the article L. 233-3 of the French Commercial Code.

-The ARREARS are any amount of money that the CLIENT owes YOUPASS. 

-The MERCHANT is the USER, a natural or legal entity, with full legal capacity to commit to the terms herein with the online business selling PRODUCTS in the STORE. 

-The MEMBER refers to the CLIENT, legal or natural entity, with full legal capacity to commit to the terms herein and using the SERVICES in order to create, use and top-up his or her YOUWALLET. 

-The BUSINESS TOOLS are interfaces, hosted but not listed on the WEBSITE, available for the SELLERS in order to sell their DIGITAL CONTENT AND SERVICES, which includes YOUPAGE, YOUBOX, YOUBUTTON and YOUSHARE. 

-The PRODUCTS or DIGITAL PRODUCTS refers to digital products and services available on the WEBSITE’s STORE. 

-The following SERVICES are provided by YOUPASS : 

- Monetisation of phone mobile plan(s);

-Distribution and reimbursement of the electronic money issued and managed by YouPass Payments Europe Limited;  

-The provision of payment methods services, as an agent of YouPass Payments Europe Limited; 

-The creation of possibilities of contact between buyers and SELLERS or MERCHANTS, in order to buy PRODUCTS in the STORE or DIGITAL CONTENT AND SERVICES;

-The sale of DIGITAL PRODUCTS by YOUPASS in the STORE.  

-The WEBSITE refers to http://www.YouPass.com, whose use is subjected to the herein GCU/GCS. 

-The YOUPASS PAYMENTS EUROPE LIMITED, whose registered office is at Salisbury House London Wall, London EC2M 5PS, United Kingdom and registered under the company number 09173402. YOUPASS PAYMENTS EUROPE LIMITED is an electronic money institution licensed by the British authority of financial regulation, the Financial Conduct Authority (FCA) under the Electronic Money Regulations Directive 2011 for the issuing and management of electronic money and payment services provision (900431).

-The YOUPASS refers to YOUPASS SAS COMPANY, a simplified joint stock company with capital of EUR 500,000.00, registered with the RCS NICE 533 270 591, whose registered office is at 455 Promenade des Anglais, Immeuble ARENICE, NICE (06200) France, which is the editor/publisher of the WEBSITE and which provide services. YOUPASS SAS is acting as a distributor, within the meaning of the article L. 525-8 of the French Monetary and Financial Code, and as an agent within the meaning of the article L. 523-1 of the same Code, of YOUPASS PAYMENTS EUROPE LIMITED. 

-The ABNORMAL TRAFFIC refers to every operation against which YOUPASS COMPANY has proofs of a fraud or suspects a fraud. 

-The USER refers to every legal or natural person using, in any way, the WEBSITE.

-The SELLER is a USER, being a natural or legal entity with full legal capacity to be able to commit to the terms herein with the online business selling digital content and services using the monetisation solutions ‘BUSINESS TOOLS’ which allow him or her to accept online payments for their content and/or digital services. 

-The YOUBOX is a payment box, created by the SELLER, hosted on the WEBSITE, and equipped of a preinstalled digital box containing payment solutions. 

-The YOUBUTTON refers to a payment button, created by the seller, hosted on the WEBSITE, and equipped of a preinstalled digital box containing payment solutions.

-The YOUPAGE is a payment page, created by the seller, hosted on the WEBSITE, and equipped of a preinstalled digital box containing payment solutions.

-YOUPASS refers to the commercial name of the micro-payment service offered by YOUPASS COMPANY on its multi-mode payment platform available on the WEBSITE. 

-YOUSHARE is YOUPASS sponsorship system. The USER can invite another "sponsored party" to receive a reward on his/her YouWallet via the procedures indicated on the WEBSITE.

-YOUWALLET refers to the rechargeable virtual wallet of each CLIENT, on which appears the balance of the YOUWALLET of the CLIENT. The YOUWALLET is available through the opening of an ACCOUNT (without ACCOUNT, a CLIENT cannot access or use his or her YOUWALLET). 

 

 

PART II-GENERAL PROVISIONS AND TERMS PRIOR TO THE SALE OR THE SERVICE PROVISON

 

ARTICLE 1. YOUPASS ACCOUNT OPERATION 

Concerning the operating methods on the ACCOUNT, the CUSTOMER must look at the GCU, which are also applicable. 

 

ARTICLE 2. TERMINATION

YOUPASS reserves the right to terminate the contract with the USER when, after an ACCOUNT suspension, by application of the article 17.6 of these GCS, no regularisation had been made during the determined period of time stated in the notification of suspension mentioned at the article 17.6. 

YOUPASS also reserves the right to terminate the contract with the USER, after a pending account or restricted account by application of article 17.4 during at least a six (6) months period. 

In case of breach of these GCS by the CUSTOMER, YOUPASS reserves the right to terminate the contract with the USER. 

The contract with the USER is automatically terminated as soon as the CLIENT refuses the new GCS, by application of the article 11, or refuses the pricing conditions. 

If the USER refuses the modifications of the contract under article 16’s terms, or refuses the pricing conditions, the contract is also automatically terminated. 

 

ARTICLE 3. CLIENT’S WITHDRAWAL 

The professional CLIENTS, who are the persons who are acting for the needs of their professional activities, shall not beneficiate from the right of withdrawal. 

The individual CLIENTS, who are the natural persons that do not act for the needs of a commercial, industrial, artisanal or liberal activity shall expressly waive to their right of withdrawal, by a prior express agreement, and an express waiver from their right to withdrawal, by application of article L121-21-8 13° of the French Consumer Code. This Code excludes the application of the right to withdrawal for a period of fourteen (14) days for supply contract of digital content not burned on a tangible medium, whose execution has begun after prior and express consent of the consumer if the individual CLIENT did expressly waive his or her right to withdrawal. 

 

ARTICLE 4. CLIENT’S DATA PROTECTION 

The USER is informed and expressly consents to data processing, including his or her own personal data, for the purposes and conditions stated in this article. 

The USER has the possibility to visit the WEBSITE without transmit personally identifiable information as names, email address, postal address, IP address, phone numbers, date of birth, genders. However, to use the proposed SERVICES, the USER will have to transmit some personal identifiable information, including his or her name, email address, age, postal address, a copy of his or her Identity Card, his or her a bank account identification details, and the Paypal address if the USER wants to use the repayment solution. 

In application of European and national legislation (Law of 6 January 1978 on computers, files and freedoms, protection of personal data and confidentiality), YOUPASS ensures the security and confidentiality of USERS' personal data.

The YouPass USER data file is notified to the national Authority in charge of ensuring the protection of personal data (CNIL number 1611252).

The processing of USERS' personal data by YOUPASS aims at improving the costumer experience by making it easier and more efficient. Without limitation, the processing of personal data may have the following purposes: 

- management of the YouPass ACCOUNT, 

- respect of legal and regulatory obligations, especially concerning money laundering and terrorist financing. 

- Fraud prevention

- Payment incidents management

- Sale of phone number data or email address data of the CUSTOMERS 

- prospecting, sending information note, carrying out commercial activities, statistics and patrimonial studies,

The CLIENT has the right to access and rectify its information and may oppose the use of personal data for promotional purposes by writing to YOUPASS registered office.  

The judicial authorities and the financial regulatory authorities are the only ones that are allowed to formulate a request to forward information. 

 

ARTICLE 5. COOKIES MANAGEMENT POLICY

A Cookie is a data file containing an identifier that is sent by a web server to a web browser and stored by the web browser itself. Cookies permit to link a computer to the data stored by YOUPASS in its database. 

These Cookies can be used by web servers to identify the CUSTOMER returning to the WEBSITE.

 

YOUPASS only uses session Cookies to meet the following goals:

• Increase the user-friendliness of the WEBSITE,

• Fraud prevention and increased safety on the WEBSITE.

 

They are not used to:

• Track the CLIENT’s navigation on the WEBSITE

• Management of basket(s) on the WEBSITE

• Administrate the WEBSITE

• Customise the WEBSITE for each CLIENT

 

YOUPASS uses the Cookies to assure a proper functioning of the USER’s navigation on the WEBSITE. The USER can remove cookies already stored on his/her computer. 

 

ARTICLE 6. INTELLECTUAL PROPERTY

ARTICLE 6.1 COPYRIGHT

Each and every content and material on the WEBSITE, such as the general structure, the texts, the animated or fixed pictures, the script, the technical implementations, are the exclusive property of YOUPASS and its partners, and are protected by the French and international legislation on copyright and intellectual property. Any reproduction, representation in any form or by any means, in whole or in part, of the WEBSITE or one of its elements, without express prior consent of YOUPASS or its partners, is expressly forbidden on pain of legal proceedings. 

The technical implementations and others technical processes of YOUPASS, including any file, picture, video or any other individual work incorporated in or generated by the  technical implementations and others technical processes, as well as the data accompanying the technical implementations and others technical processes, and when appropriate, its documentation, are recognised by the USER as a work of the mind, that he/she and the members of staff are obliged to consider as such, by refraining from copying, reproducing, translating them into any other language, adapting, distributing them free of charge or for a fee, or add to them any item that fails to comply with their specifications. YOUPASS does not transfer to the USER the ownership of the technical implementations and others technical processes.

 

ARTICLE 6.2 TRADEMARKS

'YouPass', 'YouWallet', 'YouCredit', 'CodeKDO', 'DoublePass', 'SpeedPass', 'MicroPass', 'DealPass', 'MP3Pass', 'SMSPass', 'YouCode', 'YouCoin', 'YouDeal', 'YouMP3', 'FirstPass', 'TriplePass', 'FourPass', 'FivePass', 'YouMini', 'YouSpeed', 'YouTransfer', 'WavePass', 'MiniPass', 'YouPhone' etc.. and the associated logos, as well as 'YOUPASS' and, more widely, the entirety of commercial texts, are registered trademarks at the National Institute of Intellectual Property and the property of YOUPASS Group. Any use, whatever form it may take, of the trademarks and logos of the WEBSITE, including but not limited to the aforementioned trademarks and commercial names owned by YOUPASS as well as third-parties’ trademarks, is forbidden without the trademark’s owner authorisation. 

No part of these T&C’s must be interpreted as implicitly granting, or otherwise, any license or right to use of any of the trademarks displayed on the WEBSITE without prior authorisation of the owner of the specific right for each use. The trademarks must not be used to denigrate YOUPASS, its affiliated companies, or the concerned third party, the SERVICES on the WEBSITE or of third parties, or in any other way which could damage the brand image or the brand reputation. The use of any mark as part of a link from or to any other website is forbidden without the prior written consent of YOUPASS. Any value or benefice generates by the use of the mark will belong to YOUPASS.

 

User Licence of YOUPASS’ Trademark for the MERCHANTS

Under the conditions stated in these GCS, YOUPASS grants the MERCHANTS a non-exclusive and non-transferable license of use of YOUPASS’ trademark. 

The rights granted to the MERCHANTS include, exclusively, the right of use, of copying, of representation of the YOUPASS’ trademark, only on the YOUPAGE, YOUBOX or YOUBUTTON and for the purposes of their activities of sale of DIGITAL CONTENT and PRODUCTS, during the period of the contractual relationship with YOUPASS. 

At any time during the contractual relationship, YOUPASS may require modifications of the use of the YOUPASS’ trademark, requirements that the MERCHANTS will have to respect, including uses that had been accepted before by YOUPASS. 

The MERCHANTS agree that the use authorized by YOUPASS, and more especially all the intellectual or industrial property rights, does not grant him or her any property right or right of use outside of the framework of these GCS. 

The MERCHANTS must not use a name or a mark that may led to a confusion with the name or the mark of a product or a service of YOUPASS, or of a third-product, granted under licence and recognize that such a use will not create any rights on these names or marks. 

The MERCHANTS shall not use the YOUPASS’ trademark on any other part of his or her website, except his or her YOUPAGE, YOUBOX, YOUBUTTON. 

 

ARTICLE 7. COMPLAINTS AND MEDIATION PROCEDURE

If the CLIENT has encountered a problem, we would appreciate that he or she contact with our customer service or by mail to the registered address of YOUPASS, indicating in the subject 'claim' and explaining the facts so YOUPASS can process the problem and find a solution as quickly as possible.

Concerning the claims about the SERVICE of distribution of electronic money and provision of payment methods, after contacting YOUPASS, and if YOUPASS is not able to solve the complaint, the CLIENT has the right to send a claim to the following address: 

Médiateur de l’AFEPAME

36, rue Taitbout

75009 Paris 

France

The mediation service must rule the case within ninety (90) days since the day it has been seized. The mediation procedure is free for the CLIENT, but he or she still has to bear his or her own expenses. 

If the CLIENT or YOUPASS does not agree with the mediator’s decision, there is the possibility to address the competent jurisdiction, as stated in the article 12 of these GCS, at the end of the mediation procedure.  

 

ARTICLE 8. LIMITATION OF LIABILITY

YOUPASS, its subsidiaries, holding companies, branch offices, officers, agents or subcontractors cannot be held liable by the USER or any third party for any indirect, special, intangible, punitive, exemplary or accidental damage whatsoever, whether the result of negligence, wilful misconduct, tort, or any loss of data or loss of earnings, any failure to achieve anticipated savings or revenues, lost profits or any economic or pecuniary loss.

YOUPASS disclaims all liability for third-party stakeholders’ failures in SERVICES execution and transactions: payment systems operators, telecom operators, postal services, SELLERS, MERCHANTS, etc.

YOUPASS accepts no liability concerning the PRODUCTS, DIGITAL SERVICES and CONTENT sold by the SELLERS and MERCHANTS. 

Any dispute concerning GOODS, DIGITAL CONTENT and SERVICES must be settled directly with the SELLER or the MERCHANT involved. 

 

ARTICLE 9. FORCE MAJEURE (Act of God) 

The CLIENT understands that YOUPASS cannot guarantee: external elements, hacking, ACCOUNT theft, Internet networks and/or telecommunication operators and/or YOUPASS partners or other external causes not controllable by YOUPASS.

The use of the ACCOUNT requires the use of the Internet, the CLIENT acknowledges having knowledge that the transaction may be interrupted for reasons beyond YouPass' control, such as the interruption of communication, network failure, abandonment of pending transaction by the CLIENT.

YOUPASS cannot be held liable for any delay or failure or disruption of the use of the WEBSITE resulting directly or indirectly from acts of nature or causes beyond our control, including without limitation, Internet failures, IT equipment, telecommunications, power failures, strikes, riots, insurrections, civil disturbances, terrorism, war, governmental actions, court decisions by domestic or foreign courts.

Note that in case of hacking or theft of an ACCOUNT, the CLIENT is invited to immediately contact YouPass customer service. The CLIENT will have to specify whether YOUPASS should terminate his/her account so that the criminal cannot act on his/her ACCOUNT.

However, the aforementioned causes being external to YOUPASS, the latter cannot be held responsible for their consequences (especially in case of ACCOUNT hacking or theft). YOUPASS reminds the CLIENT to increase vigilance over login data, change password regularly and protect all devices from viruses (such as keyloggers or Trojans).

 

ARTICLE 10. MISCELLANEOUS 

The opening date of the ACCOUNT, which is simultaneous to the acceptation of the GCS, constitutes, by mutual agreement, the date of signature of the use of the SERVICES, between YOUPASS and the CLIENT, for an indefinite period of time, provided that the CUSTOMER has fulfilled the obligations described in the herein general conditions.

The CLIENT cannot assign or transfer this Contract or any of the rights and obligations hereunder.

Unless it is proved otherwise, the information registered in the system is the evidence of transactions done by the CLIENT. 

The CLIENT expressly agrees that the notifications that must be done, according to the GCS, will be done via email address linked to his or her ACCOUNT. 

In case of death of the CLIENT, the ACCOUNT will be blocked, and since the date when YOUPASS had been informed of the death of the CLIENT, no operation can be done on the ACCOUNT, until the heirs (or their representative) give YOUPASS documentary proof. 

The communications between the CLIENT and YOUPASS will be done in French or English. 

The notification addressed to the CLIENT will be considered validly transmitted when it’s sent to the e-mail address given by the CUSTOMER. 

The notifications addressed to YOUPASS will be considered validly transmitted when send to the following address: 

Email: YOUPASS customer service

Postal Address: YOUPASS, 455 promenade des anglais, Arenice, 06200 Nice, France

YouPass customer service is available from Monday to Friday, between 9am and 6pm (GMT+1), by calling +33 (0) 1 75 00 14 36 . 

 

ARTICLE 11. MODIFICATION of the GCS

The GCS are available, printable and downloadable at any time on the WEBSITE, by clicking here.  

YOUPASS reserves the right to modify, at any time, without prior notice, these GCS in accordance with the cost, the SERVICES operation, the evolution of technical devices’ processing and the evolution of laws and regulations or in the event of exceptional events and/or modification of the legal environment and/or economic and which would lead to a significant change in these GCS, and when there is an update. 

The modified GCS will be in force as soon as the notification would have been done by YOUPASS to the CLIENT. YOUPASS advise the CLIENTS to become aware of the current GCS by consulting the WEBSITE. 

If the changes are required by a legal or regulatory provision, the new provisions included in the GCS shall apply immediately, without prior notice. 

The new PRODUCTS, DIGITAL CONTENTS and SERVICES or improved features on the WEBSITE do not constitute contractual changes. 

The CLIENT may oppose these changes, at any time, during the next two (2) months from its entry into force, by sending registered letter with an acknowledgement of receipt to the following postal address: YOUPASS SAS 455 PROMENADE DES ANGLAIS, ARENICE, 06200 NICE, France. Otherwise, the changes are deemed accepted and the new terms and conditions on line supersede the previous conditions.

By opposing the new general conditions in time, the CLIENT terminates the contract with immediate effect. In this case the provisions of Article 19 and 21 apply.

These changes shall not give rise to compensation, onto any other materials.

 

ARTICLE 12. LANGUAGE, APPLICABLE LAW AND COMPETENT COURTS

The French version of this contract shall prevail.

Failing contrary imperative provisions, these general conditions of sale are governed by French law. 

Even if one or more provisions of these Terms are declared invalid under any law, regulation or after a final decision from a competent court, the remaining ones will retain their full force and scope. If an illegal and/or inapplicable provision could/would be licit or applicable if a part of it was deleted, this part shall deemed to be deleted, and the rest of the provision will stay in force. The CLIENT and YOUPASS agree to replace the clause declared to be invalid with a clause that will be similar in content to the initial one, particularly so as to maintain the economic balance of the contract. 

The use of the SERVICES’ contract and the GCS constitute the entire and only agreement between the CLIENT and YOUPASS.

Failing amicable agreement reached in the framework of the complaint and mediation procedure set out in Article 7, any dispute concerning these terms will be subject to the jurisdiction of the French courts, failing mandatory statutory provisions to the contrary and, notwithstanding plurality of defendants, guarantee appeal, referral and expertise.

 

 

PART III - THE SPECIFIC GCS APPLICABLE TO THE CREATION, USE AND OPERATION OF THE YOUWALLET AND YOUPASS CODES

 

ARTICLE 13. YOUWALLET OPERATION 

YouWallet can be used in real time and represents an innovative alternative to conventional payment solutions. 

The USER allows YOUPASS to collect the funds credited to his/her YouPass account on his/her behalf.

The WEBSITE allows the MEMBER to credit his/her ACCOUNT by calling a toll phone number 'Audiotel' or by sending a text to a short toll number (payment by phone). 

In the case of payment by phone, the balance of YouWallet can be credited directly or through a YOUPASS CODE that the MEMBER enters and confirms in the field dedicated to this effect within 48 hours. The MEMBER is invited to contact customer service if the code is not issued within 10 minutes, to check the well execution of the transaction.

The funds added by the MEMBER through our various payment methods are transferred to his/her YouWallet and can be spent by the MEMBER at any time. With the exception of cases of maintenance or updating, access to the YouPass ACCOUNT possible 24/7. 

The MEMBER is responsible for all transactions recorded on his/her YouPass ACCOUNT.

YouPass cannot be held responsible for the loss of the MEMBER's password. 

No proxy can be given by the MEMBER to a third party to use and manage a YouPass ACCOUNT. 

All information and documents that the CLIENT provides in connection with the use of YouPass SERVICES must be accurate and valid. The CLIENT guarantees not to use or divert YouPass SERVICES in connection with fraud against YOUPASS, our affiliates, partners, other members, CLIENTS or third parties, and guarantees that it will not engage in other illegal activities (including, without limitation, the sale of products, content or services prohibited by law). 

Each CLIENT, having a credit balance on his or her YOUWALLET, is free to close his/her ACCOUNT and/or to ask for a redemption of his/her remaining credit balance, at any time and without justification, under the conditions stated at the articles 19 and 21 of the GCS. 

 
ARTICLE 14. USE OF YOUPASS CODES 

YouPass Codes have a monetary denomination and can be purchased and used by the CLIENT on the WEBSITE to acquire the PRODUCTS offered in the 'STORE' or to pay the DIGITAL CONTENT and/or SERVICES.

The YouPass codes expire 48 hours after the date of purchase.

YOUPASS cannot also ensure the CLIENT that a SELLER, providing an activity of online sale via the WEBSITE, accepts payment of DIGITAL CONTENT / or SERVICES by YouPass Code.

A YouPass Code is strictly confidential and must not be disclosed. The CLIENT must keep their YouPass Code and protect it from access by third parties.

It is forbidden to sell its own YOUPASS CODE, or to trade or acquire YouPass Codes belonging to another CLIENT or via a distributor not in partnership with YouPass.

It is not possible to use YouPass Codes when the ACCOUNT is under verification procedure and in a sponsorship context.

If the CLIENT thinks that the YouPass code is defective, he/she can always contact customer services.

 
ARTICLE 15. SPONSORSHIP

YouPass sponsorship, known as 'YOUSHARE' allows the CLIENT 'sponsoring USER', who invites ‘sponsored USER’, via the procedures specified on the WEBSITE, to receive a reward credited on YouWallet of the sponsor for each code credited to the sponsored USER ACCOUNT.

The YouPass codes transmitted via YouWallet do not generate sponsorship payments.

 
ARTICLE 16. COMBATING MONEY LAUNDERING AND FINANCING OF TERRORISM (AML-TF)

YOUPASS must apply the legislation and regulations concerning the fight against money laundering and financing of terrorism.

To prevent and fight against any kind of illegal action, fraud, money laundering and terrorism financing, YOUPASS may ask the CLIENT to provide one or more supporting documents in order to prove his/her identity and activities: identification, bank account details, proof of payment etc.

YOUPASS may ask the CLIENT to transmit any necessary document, in order to confirm the identification of the effective beneficiary, as stated by the article R.565-1 of the French Monetary Code. 

In case of doubt about the authenticity of the identification document, YOUPASS reserves the right to ask the CLIENT for a photograph of himself holding his identity document, in order to confirm that the CLIENT is the one who owns the identification document.

A CLIENT identity verification is performed for transactions or payment operations:

- which in total exceed the thresholds provided by law and applicable regulations;

- when the CLIENT applies for a refund of more than EUR 1,000 per rolling calendar year; 

- at any time when YouPass has doubts about laundering or illegal financing;

- or any other case provided for in the Terms / Conditions and the applicable law. 

 All documents submitted by the CLIENT are protected and preserved by YOUPASS in accordance with European legislation for the protection of personal data.

Furthermore, in application of the risk-based approach principle, YOUPASS reserves the right to set up one or more verification procedures without minimum threshold available on the ACCOUNT and several times a year as it deems necessary, to protect against theft of the CLIENT ACCOUNT, and to ensure compliance with AML-TF regulations.

In the context of files update, identity verification procedure is repeated every year. Moreover, if the information provided by CLIENT at the time of the opening of the ACCOUNT should change, the CLIENT undertakes to change them and to communicate supporting proofs promptly by connecting to his ACCOUNT.

All CLIENTS operations will be suspended until the requested documents requested will be received.


ARTICLE 17. IDENTIFICATION AND IDENTITY VERIFICATION

ARTICLE 17.1 ADULT CLIENT

The adult CLIENT opening an ACCOUNT shall provide YOUPASS with a digital copy of the following documents:

• A valid colour identity document (front and back); and

• Any additional document deemed necessary by YOUPASS if in doubt about the identity of the ACCOUNT holder.

 YouPass reserves the right to request additional documents pursuant to Article 17.3 of these GCS.

 
ARTICLE 17.2 MINOR CLIENT

The legal representative of a minor not less than 12 years, that he or she has authorised to use an ACCOUNT and who bears responsibility for its use by the minor, will, for the purposes of ACCOUNT verification, be asked to submit the following scanned documents:

• A valid colour identity document (front and back) of the legal representative;

• A valid colour identity document of the minor;

• Mandate of the legal representative duly authorising the use of the YouPass ACCOUNT by the minor, dated and signed;

• Any additional document deemed necessary by YOUPASS if any doubt about the identity of the ACCOUNT holder arises, in particular, to justify kinship. 

Any minor who wishes to use the WEBSITE must request prior authorisation from his or her legal representative who bears responsibility for the minor’s actions. Otherwise, the minor is in violation of these Terms / Conditions and the legislation in force.

 
ARTICLE 17.3 REQUEST FOR ADDITIONAL PROOF

ARTICLE 17.3.1 APPLICATION OF THE ENHANCED DUE DILIGENCE

Applying the principle of risk-based approach to legislation relating to the fight against money laundering and terrorist financing, YOUPASS reserves the right to ask to the CLIENT, at any time, for valid proofs, what it might consider useful in cases of doubt about the identity of the CLIENT or his/her transactions.


ARTICLE 17.3.2 REQUEST FOR PROOF OF PAYMENT

YOUPASS may ask for proof of the origin of payments. The CLIENT may prove it by providing any document certifying proof of these payments (e.g. correspondence with the telecommunication bill, proof of sale, etc.).

 
ARTICLE 17.3.3 BANK ACCOUNT VERIFICATION PROCEDURE

For the verification of the identity of the bank account holder, the CLIENT has to send his bank details (Bank account: IBAN and BIC / SWIFT). Subsequently, the CLIENT will receive one or more verification bank transfers on his account and, by confirming the information received, the CLIENT will confirm to YOUPASS that he is the holder of the above-mentioned bank account. This check is performed to protect our customers from hacked or stolen accounts.


ARTICLE 17.4 CONSEQUENCES OF NOT SUBMITTING REQUESTED DOCUMENTS AS STATED AT ARTICLE 17.3

If the CLIENT does not communicate the requested documents, YOUPASS reserves the right to switch the ACCOUNT to pending and/or restricted status until the customer transmits the supporting documents required by the verification procedure. Once the latter has sent the necessary and sufficient evidence, YOUPASS will unlock the account.

It is stated that if the ACCOUNT is switched to pending and/or restricted status, the YOUWALLET will also switched.  


ARTICLE 17.5 AUDIT OF ACCOUNT

After the pending or restricted status according to the conditions stated at article 17.4 of these GCS or suspension under the conditions of article 17.6, the ACCOUNT reactivation will be performed after its audit, if the CLIENT has complied with the present Terms & Conditions. The reactivation of the ACCOUNT will be at the discretion of YOUPASS. 

Considering the audit results, YOUPASS reserves the right to sequestrate all or part of the funds deposited on the CLIENT's ACCOUNT until the CLIENT regularise the situation. The CLIENT may be required by YOUPASS to prove that the irregularities found do not constitute ABNORMAL TRAFIC. 


ARTICLE 17.6 SUSPENSION OF THE ACCOUNT

The ACCOUNT is suspended in the following case(s):  

-When, after a check of the USER’s customer file to ensure the coherency of the declared data, the traffic typology and the update of personal data, YOUPASS notes or have reasons to suspect that the declared data are false or inexact; 

- misuse of the SERVICES, contrary to the GCU; 

- use in infringement with a legal of regulatory obligation; 

- the fees determined by these GCS are not paid;

- abnormal or illegal operations done on the ACCOUNT; 

-under the conditions stated at article 18.1 of these GCS

-under the conditions defined by article 5 of the GCU.

The CLIENT is notified of the suspension of the ACCOUNT on his or her confirmed email address; this notification includes a timeframe under which the CLIENT may provide evidence or the necessary document(s) to regularise his situation. 

The suspension of the ACCOUND leads to the suspension of the YOUWALLET.

If the ACCOUNT has been suspended for the reasons below, YOUPASS may carry out an audit of the ACCOUNT.

 

ARTICLE 18. ANTIFRAUD MEASURES

ARTICLE 18.1 FRAUDULOUS PAYMENTS MANAGEMENT 

YOUPASS reserves the right to refuse to perform an operation when the company's anti-fraud department:

• suspects breach of the Terms/Conditions; 

• has reasonable grounds to suspect fraudulent activity;

• has reasonable grounds to suspect money laundering and terrorist financing;

• is forced to comply with the law or regulations.

YOUPASS reserves the right to suspend the CLIENT’s ACCOUNT (which leads to the suspension of the YOUWALLET) if one or more transactions and/or activities are presumed fraudulent (including in particular money laundering suspicions or financing of terrorism suspicions, but also any misuse of the SERVICES) . The ACCOUNT is subject to in-depth and regular analysis by the anti-fraud Department of YOUPASS.

The CLIENT agrees to cooperate and provide all information and supporting documents associated with the disputed transactions (theft, outstanding debts, etc.)

If the CLIENT does not provide the necessary evidence required to establish the compliance of their transactions and/or activities with these Terms/Conditions, YOUPASS reserves the right to suspend the ACCOUNT and the YOUWALLET, and to block access and refuse the payment of funds. In all cases, abnormal or fraudulent transactions carried out by the CLIENT or any other person related to the CLIENT's YouPass ACCOUNT will be subject to an enforcement procedure for the collection.

Abnormal traffic and unpaid amounts will be directly deducted from the CLIENT YOUWALLET balance. When payments signalled as outstanding debts or abnormal traffic have already been made, or when the person in question's YOUWALLET balance does not allow for full recovery, YOUPASS will issue an invoice concerning abnormal traffic and outstanding amounts to be paid by the CLIENT within thirty (30) days. Non-payment of that invoice within 30 days will result in immediate legal action.

Every non-payment, abnormal traffic or forbidden transaction of any kind, affecting the present Terms/Conditions is the responsibility of the CLIENT, who is responsible for every transaction carried out on his/her strictly personal ACCOUNT.


ARTICLE 18.2 GUARANTEE HOLDBACK

YOUPASS may retain a guarantee on all or part of the transactions amount made by the CLIENT over a maximum of the previous thirteen (13) months, depending on the nature of the identified unpaid amount risks (doubt on the fraudulent transaction following the inspection proving the potential for a future unpaid amount).

Of course, if YOUPASS has no outstanding debts, the CLIENT will be paid back the retained amounts.

 
ARTICLE 19. CLOSING AN ACCOUNT

ARTICLE 19.1 CLOSING OF AN ACCOUNT AT YOUPASS’ INITATIVE

The closure of a by YOUPASS ACCOUNT will take place following the suspension and termination of the USE of SERVICES’s contract with the CLIENT under the conditions specified in article 2 of these Terms/Conditions. 

In case of fraud or attempted fraud, there shall be no return or refund of the disputed amounts of the YOUWALLET balance. In the other cases, the credit of the YOUWALLET balance will be redeemed to the CLIENT according to the conditions of the article 21 of these General Conditions of Sale. 

YOUPASS will not be liable for any compensation for damage caused by the closure of this ACCOUNT.  

 
ARTICLE 19.2 CLOSING ACCOUNT AT THE USER'S INITIATIVE 

The CLIENT is free to close his or her ACCOUNT, at any time and without justification, by following the instructions in their YOUPASS space. 

Regarding the CLIENT’s ACCOUNT belonging to the minor, only the legal representative may proceed with the closing of the minor's ACCOUNT.

If the CLIENT's ACCOUNT has been subject to procedural checks, by application of the article 17, the CLIENT is requested to validate the audit and safety procedures, and submit the credentials required in order to proceed with closing the ACCOUNT. 

If the ACCOUNT of the CLIENT been suspended on the basis of articles 17.4 and 17.6, the CLIENT is asked to contact customer service.

The credit balance on the YOUWALLET will be redeemed to the CLIENT, under the conditions of the article 21.


ARTICLE 20. MANAGEMENT OF AN INACTIVE ACCOUNT

If the CLIENT has not made any transaction (e.g. crediting ACCOUNT or YOUWALLET, purchase in STORE, etc.) for a period of twelve (12) months, the ACCOUNT is considered inactive. YOUPASS notifies the holder and, no response or transaction from the holder of the concerned ACCOUNT within the time limit, will result in the application of monthly, available here. However, the balance will never become negative.

After three (3) years of ACCOUNT inactivity, the ACCOUNT will be closed and the credit balance of the YOUWALLET will be redeemed to the CLIENT, by application of article 21 and in compliance with the legal deadlines. 

As an exception to the above provisions, the ACCOUNT is not considered dormant, if it has received payments under the sponsorship program during the period of inactivity. 


ARTICLE 21. REFUND OF THE CREDIT BALANCE OF THE YOUWALLET

The refund is made by bank transfer onto the bank ACCOUNT in the CLIENT's name.

As part of the refund request, the CLIENT must send a written letter to YOUPASS with the following information and documents:

- his public username and main e-mail address linked to the ACCOUNT;

- the statement for the bank account opened in the CLIENT's name;

- dual sided copy of his valid identity document;

- full name and complete mailing address of the CLIENT.

The refund request must be sent to the following address: SAS YOUPASS, Customer Service, ARENICE, 455 Promenade des Anglais, 06200 Nice, France.

The refund is made within thirty (30) working days, from the day of reception of the letter and of the documents accompanying the refund request. 

The redemption is paid up to the available balance on the YOUWALLET, without fees for the CLIENT, except for the monthly ACCOUNT management fees not paid and for the non-payment, abnormal traffic as stated in the article 18.1, bearing in mind that if the ACCOUNT has been closed because of a fraud, the credit balance of the YOUWALLET is not redeemed to the CLIENT.

When the CLIENT wants to be redeemed by another way that the bank transfer, YOUPASS applies the fees stated in the price list, available here.

 
ARTICLE 22. PROTECTION OF THE FUNDS

CLIENTS’ funds, collected in exchange for electronic money and credited on the YOUWALLET, are protected, following the rules of the article L.526-32 of the French monetary and financial code. 

The CLIENTS’ funds are protected, under the conditions of the article L. 630-30-1 of the French monetary and financial code, against any remedy of other creditors of YOUPASS, including in case of enforcement proceedings or insolvency proceedings against YOUPASS. 


ARTICLE 23. PROFESSIONAL SECRECY 

By the application of articles L. 526-35 and following of the French monetary and financial code, YOUPASS must respect the professional secrecy. 

The professional secrecy can not be opposed to the Authority of prudential control and resolution, neither to the Bank of France, to the Institute of emission of the overseas’ departments, to the judicial authority acting as part of penal proceedings. 

YOUPASS is allowed by the law to communicate information covered by professional secrecy in the following cases: 

-the stake held or the takeover in an electronic money institution; 

-assets or business capital sales; 

-assignment or transfer of contracts; 

-the conclusion of services agreements with a third party for the purpose of delegate important operating functions; 

-throughout the study or the elaboration of every type of contracts or operations, as soon as these entities are part of the same group as YOUPASS. 

 
ARTICLE 24. PRICING CONDITIONS

YOUPASS respects a transparent pricing policy, depending on the payment method used and the amount of the transaction. Every CLIENT will find the pricing conditions applicable to his activity here.

The fees charged by YOUPASS contain charges applied by operators and other intermediary companies in the course of providing the final service to the CLIENT. The pricing grid can be modified at any time in order to reflect the pricing conditions of telecommunications operators or other YOUPASS providers and partners.

Naturally, every CLIENT will be notified of any change of the pricing conditions and may contact YOUPASS for information. In case of disagreement on the rate changes, the CLIENT may terminate the contract of use of SERVICES and close his or her ACCOUNT under the conditions of Article 19.  

YOUPASS reserves the right to charge management fees, due to the recovery of debts and unpaid items or ABNORMAL TRAFFIC linked to the CLIENT’s activity.

 

 

PART IV- THE SPECIFIC GCS APPLICABLE TO THE PROVIDING OF PAYMENT SERVICES FOR THE SELLER, AS PART OF HIS OR HER ACTVITY OF SALE OF DIGITAL CONTENT AND SERVICES 


ARTICLE 25. SERVICE AND FUNCTIONNING 

These provisions aim to regulate the contractual relationship between YOUPASS and any SELLER using the SERVICES (services of methods of payment) which are provided as part of his activity of sale of digital content and service. 

The SELLER is informed and has agreed with the fact that all these provisions of these GCS are applicable to his contractual relationship with YOUPASS. 

If the SELLER does not agree to these GCS, he will not be able to use the SERVICES. 

Without prejudice to the general provisions of these Terms / Conditions as determined in Part I and PART II of these GCS, specific conditions are applicable to SELLERS. 

The SELLERS have to open an ACCOUNT, to be able to access to the YOUWALLET. 

SELLERS may use different channels of monetisation :

-'Create a payment page', YouPage customised by the SELLER;

-'Create a payment box 'YouBox' payment box is visible on the SELLER's website;

-'Create a payment button 'YouButton' payment button is visible on the SELLER's website.

The customers of the SELLERS do not have to open a YOUPASS ACCOUNT. 

The SELLER can choose different pricing levels so as to have his customers pay for purchases or access to the digital content and services he monetises.

The contractual relationship is between the SELLER and their customer. Only the SELLER shall deliver the DIGITAL CONTENT or perform the SERVICE.  Being third party to this contract, YOUPASS cannot guarantee delivery of CONTENT or performance of the SERVICE.  

The applicable pricing conditions are available here.

YOUPASS collects and stores the funds on the SELLER's ACCOUNT/YOUWALLET, which the latter can recover subject to compliance with these Terms and validation of possible verification procedures. There is no minimum amount.

The monetised DIGITAL CONTENT OR SERVICE must not in any case involve an other external payment mode. 

The SELLER's customer must own the means of payment he/she uses.


ARTICLE 26. INSTALLATION BY SELLER

To use these SERVICES, the SELLER must install a payment box that comes in three forms: 

-“YOUBOX : payment box”, 

-“YOUPAGE : payment page”, 

-“YOUBUTTON : payment button”.


ARTICLE 27. YOUPAGE PAYMENT HOSTED ON YOUPASS.COM

The SELLER can transmit to its customers his URL to access directly to his/her YOUPAGE. 

The YOUPAGE has a preinstalled digital box containing payment solutions. The SELLER can edit his YouPage web page hosted on YouPass (colours, images, wallpaper etc.), the description of its DIGITAL CONTENTS AND SERVICES and the appropriate price levels.

The YOUPAGE is a solution edited by YOUPASS, which acts here as a host. 

YOUPASS does not manage the content published by the SELER on his YOUPAGE. The SELLER is considered as a content publisher and is responsible of the content published on his YOUPAGE.


ARTICLE 28. PAYMENT BOX INTEGRATION INTO A WEB PAGE

The YOUBOX is a digital payment box with payment solutions installed on the SELLER's website. The payment box is technically installed by the SELLER on the SELLER's third party page or website.

The SELLER sets the payment box to integrate into its website, as well as the appropriate pricing levels.

YOUPASS is not responsible for the content hosted on third-party websites using the YouBox payment box.


ARTICLE 29. YOUBUTTON : PAYMENT BUTTON TO INTEGRATE INTO A WEB PAGE

The YOUPASS payment button is a clickable image displayed on a third-party website redirecting users to a payment page hosted on YouPass. The payment button is technically installed by the SELLER on his/her page or the website.

The SELLER edits the payment button to be added to his website (image resolution, payment button's colour) as well as the price levels to be applied to each of its DIGITAL CONTENTS and SERVICES.

YOUPASS is not responsible for the content hosted on third-party websites using 'YouPass' payment button.


ARTICLE 30. FINANCIAL ARRANGEMENTS

The registration and the establishment of the service by the SELLER are free of charge.

The SELLER authorises YOUPASS to levy applicable commission in connection with a transaction in the context of the sale of his DIGITAL CONTENT AND SERVICES via the use of SERVICES. 

The pending balance available on the SELLER's ACCOUNT/YOUWALLET is not subject to any interest, be it contractual or legal.

The fees charged by YOUPASS contain charges applied by operators and other intermediary companies in the course of providing the final service. The pricing grid can be modified at any time in order to reflect the pricing conditions of telecommunications operators or other YOUPASS providers and partners.

Naturally YOUPASS will proceed without delay in updating the detailed pricing levels in the section and will inform the SELLER. Should the SELLER refuse the changes of prices, the SELLER may terminate these Terms/Conditions and close his ACCOUNT as per the terms of Article 19.

YOUPASS reserves the right to charge management fees, due to the recovery of debts and arrears related to the SELLER's activity, available here. 

The available payment methods available on the STORE are provided by YOUPASS’ partners. In case of a payment chargeback asked by a SERVICES’ payment partner, the SELLER agrees that YOUPASS deduces the fees applied to the credit balance available to the ACCOUNT/YOUWALLET of the SELLER, or when appropriate, agrees to redeem these fees directly to YOUPASS if the balance is insufficient. 

The SELLERS will find the pricing conditions applicable to their business by clicking here.


ARTICLE 31. SELLERS' OBLIGATIONS

ARTICLE 31.1 RESPONSIBILITIES

The DIGITAL CONTENT AND SERVICES should always be delivered in its entirety and at the advertised rate.

The SELLER undertakes to respect all legal obligations related to the digital CONTENTS OR SERVICES sold while conducting his/her e-commerce business. 

The SELLER expressly states that he has the legal capacity to exercise the online business and any authorisation required to use the service and guarantees YOUPASS against any action that may result from the consequences of the use of the service by a person without these required capabilities or authorisations. YOUPASS cannot be held responsible for any misrepresentation.

The SELLER must ensure the replacement of all defective CONTENTS OR SERVICES and, when necessary, will refund the customer. Being third party in this contract, YOUPASS cannot deliver the SELLER's CONTENT OR SERVICES and cannot guarantee the customer's identity.

The SELLER agrees to comply with all legal and regulatory obligations in terms of support, quality and guarantee of the DIGITAL CONTENT OR SERVICES he sells. The SELLER has all the authorisations required to operate.

The SELLER expressly states that it guarantees YOUPASS that its customer has the legal capacity to make the transaction. The SELLER guarantees YOUPASS against any action that may result from the consequences of the sale of its DIGITAL CONTENT AND SERVICES to people who do not have the required capabilities or authorisations.

The SELLER undertakes to learn and respect the technical provisions listed in the electronic documentation provided on the YouPass website. The SELLER is solely responsible for technical installation on his/her website(s) and 'YOUPASS' publisher cannot in any case be held responsible for this task.

The SELLER agrees that YOUPASS cannot be held liable for the following damages, (the list here not being exhaustive):

• content and information sold by the SELLER;

• any commercial prejudice (loss of customers, profit, etc.);

• The elements over which it has no control, in particular the Internet network and/or telecommunication operators and/or YOUPASS partners;

• External causes over which YOUPASS has no control.

The SELLER acknowledges that YOUPASS is not a party to sales that he concludes with BUYERS. Thus, the SELLER will hold YOUPASS and its management free from any costs that they might have to incur for their defence and for compensation of any BUYER under an out-of-court settlement or a court ruling.

YOUPASS reserves the right to seek for damages against the SELLER if YOUPASS had to reimburse a customer because of the non-execution or an improper execution of the sales contract. 


ARTICLE 31.2 SELLER'S DISCLOSURE OBLIGATIONS

The SELLER shall offer loyal service. 

The professional SELLER shall inform its customer in a way that can be easily read and understood by any consumer: 

-of the essential characteristics of the DIGITAL CONTENT AND SERVICES, in view of the communication medium and of the concerned DIGITAL CONTENT AND SERVICES; in case of the use of DIGITAL CONTENT AND SERVICES sold is subjected to special restrictions, the SELLER must warn his/her customer. The SELLER has to inform his customer of all the specific conditions of DIGITAL CONTENT AND SERVICES. 

-of the price of the DIGITAL CONTENT AND SERVICES, and the payment methods; 

-If the contract is not immediately executed, the date or the period of delivery or execution of the DIGITAL CONTENT AND SERVICES.

-the elements linked to his identity (name, company, contact, etc.), his postal, phone, mail details, and to his/her activities, the ones linked to the legal warranties, the ones linked to the DIGITAL CONTENT functionalities and if pertinent to its interoperability, the ones about the existence and the terms of warranty implementation and other contractual conditions, as well as the ones required by the regulations applicable to its business.

*The SELLER, natural person, pursuing an activity on an occasional basis, must display his/her first name, surname, postal address of home, mobile number. The SELLER, natural person, pursuing the activity as a main and usual activity is submitted to the registration procedures to the French Register of Trade and Companies, or to the Jobs’ repertoire, and must display his registration number. 

*The SELLER, legal person, must display its corporate name or company name, registration number, the capital stock, the registered office postal address and the phone number of it. 

- his customer right of withdrawal and the contact information for the after sales service (conditions of return of the good if there is a withdrawal, etc.) 

-SELLERS’s legal notice

-the payment and DIGITAL CONTENT delivery or SERVICE execution methods 

The SELLER, acting as an individual, must clearly explain to his/her customers what are his/her obligations, by giving the essential characteristics of the DIGITAL CONTENT AND SERVICES offered, and all other useful information.  

The SELLER’s customer must not be misled by the SELLER concerning the content, the rates, the service possibilities or the delivery terms of the DIGITAL CONTENT AND SERVICES offered. 

The SELLER must comply with the French law on computing, data files and freedoms of 1978, January 6th. 


ARTICLE 31.3 PROFESSIONAL ACTIVITY DECLARATION

The SELLER should ask the competent authorities for information about the regime applicable to his/her business. If the SELLER's activity has a main and regular character, he may have to be declared as a professional in accordance with commercial law in force and / or the SELLER's activity may require the creation of a legal structure. 

The latter is the sole responsible for the status declared.

Moreover, the SELLER will be required to provide evidence and information about his business, as well as to declare his status with the competent authorities.

The SELLER commits to declare the income earned from his/her business to the competent authorities and agrees to pay any tax applicable to his/her status. YOUPASS accepts no responsibility for the SELLER's failure to declare the sums it has collected as part of the sale of its DIGITAL CONTENT AND SERVICES.


ARTICLE 31.4 PROCEDURE FOR CHECKING THE SELLER

The provisions of articles 16, 17 and 18 apply. 

 

ARTICLE 31.5 CONTENT AND SERVICES BANNED FROM SALE 

Only digital CONTENTS and SERVICES may be offered for sale by the SELLER.

The following list is not exhaustive. 

It is strictly forbidden to use the WEBSITE for the following contents, goods and services:

• That do not comply with laws and regulations currently in force,

• Physical goods;

• Anything promoting hacking or for obtaining hacked software;

• Pornographic or adult content,

• Paedophile or zoophile content,

• Anything contrary to public order and morality,

• Anything offensive, racist, defamatory, homophobic, discriminatory, encouraging hate,

• Anything encouraging crimes, the consumption of prohibited substances or suicide,

• Violating people's rights (privacy invasion caused by the capture, recording or transmission of words or writings meant for private or confidential use without the consent of their author) and people and goods safety,

• Anything likely to violate the human person and his/her dignity, gender equality and children and teenagers protection.

• access to customers for casino games, gambling, lottery, winning moments, not respecting the state monopoly of the Française des jeux,

• Contents or services likely to prejudice and infringe patents, trademarks, copyrights or any other intellectual property right. 

• Donations,

• That present behaviour usually regarded as reprehensible in a favourable way,

• Promoting other online paid services,

Third parties can report websites infringing these Terms / Conditions. If the breach is proved, YOUPASS will subsequently undertake all necessary actions.

YOUPASS is not responsible for the CONTENTS broadcasted, sold or added by the SELLER on his/her webpages, be they hosted by YOUPASS or not. The SELLER has sole responsibility for the CONTENT OR SERVICE delivered.

YOUPASS is not responsible for the quality, safety, legality or any other aspect concerning the CONTENTS AND SERVICES sold. YOUPASS only offers a payment solution and cannot control the entirety of CONTENTS shared by the MERCHANT.


ARTICLE 32. DISPUTES BETWEEN THE SELLER AND HIS CUSTOMER 

YOUPASS is the supplier of the payment solution for the SELLER. Any litigation is dealt with directly between the SELLER and the customer. The SELLER is the only one able to deliver its CONTENTS and/or SERVICES, he is responsible for the nature and quality of the CONTENT or achievement of the SERVICE. 

The SELLER's customer is invited to contact the SELLER in case of non-delivery, problem or dissatisfaction related to the CONTENT and/or SERVICE.

As being a third party to the commercial contract between the SELLER and the customer, YOUPASS accepts no responsibility for CONTENT and/or SERVICES that the customer buys from the SELLER. 


ARTICLE 33. CEASING SELLER BUSINESS 

If the SELLER wishes to stop selling CONTENT and/or SERVICES or is no longer able to sell the DIGITAL CONTENT and/or SERVICES, he may, at any time, remove all DIGITAL CONTENT and/or SERVICES offered for sale.

If the SELLER is insolvent or is under liquidation proceedings, he will be expected to deliver the DIGITAL CONTENT AND SERVICES for which he has received payment from the customer, and to then delete all DIGITAL CONTENT or SERVICES offered for sale.

The SELLER must complete the achievement of all orders outstanding at the closing date, and to ensure its respective obligations. 

 

ARTICLE 34. UNPAID BILLS AND FRAUD

It is the SELLER's responsibility to ensure that his customer is not involved in processes of fraudulent or unpaid origin, disputes, rejections and accepts the deduction of any amounts due under the terms herein. In the cases listed above, YOUPASS reserves the right to terminate these Terms/Conditions and close the SELLER's ACCOUNT. 

If YOUPASS holds evidence or complaints about the act or attempted act of fraud by the SELLER, the company is entitled to suspend the ACCOUNT, to terminate the contract concerning the use of SERVICES with the SELLER and to initiate legal action against the owner. 

 

 

PART V-SPECIFIC GCS RULES FOR THE PROVIDING OF THE STORE FOR THE MERCHANTS, AS PART OF THE SALE OF THEIR DIGITAL PRODUCTS 

 

ARTICLE 35. SCOPE AND OPERATION 

Without prejudice to the general provisions of these Terms/Conditions, these specific conditions are applicable to the MERCHANTS, as defined in Part I of these Terms/Conditions. If the MERCHANT does not agree with these GCS concerning the STORE, he will not be allowed to use the SERVICES. 

The MERCHANT is aware and agrees that all of the GCS are applying to his/her contractual relationship with YOUPASS. 

The MERCHANTS create an ACCOUNT to access to the YOUWALLET. Only one ACCOUNT is permitted per MERCHANT. 

YOUPASS is by no means the retailer of the PRODUCTS proposed by the MERCHANTS in the STORE. However, all the brands mentioned in the different categories of the STORE are the property of their respective owners.

Unless otherwise stated, all amounts owed by the BUYER are indicated in euros with VAT included.

The MERCHANT uses the SERVICES to offer their PRODUCTS for sale on the STORE page. 

YOUPASS collects and stores funds on the MERCHANT ACCOUNT/YOUWALLET that it can recover under the conditions of article 21. 

The MERCHANT guarantees YOUPASS against any action that may result from the consequences of the purchase of a PRODUCT by persons who do not have the required capacities or authorisations. 


ARTICLE 36. DELIVERY AND AVAILABILITY OF PRODUCTS

The PRODUCTS acquired in the STORE are deemed available. There are no shipping charges.

When a PRODUCT is temporarily unavailable, the BUYER is informed that the PRODUCT cannot be issued instantly. The latter may cancel the order and get a refund as soon as the order has not been delivered. 

The ranking of the STORE PRODUCTS depends on the price, frequency of purchase, the rating and assessment of BUYERS and YOUPASS and the novelty factor. 


ARTICLE 37. MERCHANT’S ELIGIBILITY STATUS

The sale of PRODUCTS in the STORE is reserved to the MERCHANT with an e-commerce business, as a professional or not. 

Only a MERCHANT who has previously been verified and validated by YOUPASS can offer its PRODUCTS for sale on the STORE page.

When the ad is validated by YOUPASS’ directors, it is published on the WEBSITE. If it is not validated, the directors will inform the MERCHANT on missing information that is required. YOUPASS is free to request additional supporting documents if considered necessary. 

To become a MERCHANT on YOUPASS, the applicant must provide all required information, successfully pass all verification checks and identity validation and security, and ensure compliance with these Terms/Conditions.

The MERCHANT expressly states that it has the legal capacity to exercise the activity of online sales and any authorisation required to use the service and guarantees YOUPASS against any action that may result from the consequences of the use of the service by a person without these required capabilities or authorisations. YOUPASS cannot be held responsible for any misrepresentation. 

During the 30 (thirty) days following the publication of the first PRODUCT, the MERCHANT is evaluated. If the MERCHANT does not comply with all its obligations, YOUPASS may proceed with closure by notifying the said MERCHANT.

The MERCHANT is informed that the funds from sales are credited to the ACCOUNT/YOUWALLET, but remain unavailable during 14 days after the sale to ensure that the BUYER has received the valid PRODUCT, matching the description. 

As part of the failure of the conciliation procedure in Article 40 of these terms & conditions YOUPASS reserves the right to freeze the funds from the sale of the disputed PRODUCT up to the resolution of the claim. 

Also, if YOUPASS has reason to believe that the PRODUCT offered for sale may cause an abnormal number of complaints, YOUPASS reserves the right to delay the availability of funds from the sale of the PRODUCT in question, until the end of any claim or expiration of claim period. 


ARTICLE 38. MERCHANT'S OBLIGATIONS

ARTICLE 38.1 RESPONSIBILITIES

The MERCHANT agrees to offer for sale valid digital PRODUCTS, having characteristics corresponding to the description. 

The PRODUCT offered for sale must be in stock, actually available and still be issued in full and at the advertised price.

The MERCHANT undertakes to comply with all legal obligations in exercising its e-commerce activity related to the digital PRODUCTS it sells. 

It is up to the MERCHANT to ensure the replacement of any defective PRODUCT or, when appropriate, to reimburse the BUYER. The MERCHANT agrees to comply with all legal and regulatory obligations in terms of support, quality and guarantee of the PRODUCTS it sells. The MERCHANT has all the authorisations required to operate.

The MERCHANT agrees that YOUPASS cannot be held liable for the following claims (non exhaustive list):

• content and information sold by the MERCHANT;

• any commercial prejudice (loss of customers, profit, etc.);

• failure of the Internet network and/or telecommunication operators and/or YOUPASS partners;

• Damages linked to elements on which YOUPASS has no control, in particular the Internet network and / or telecommunication operators and / or YOUPASS partners;

• Damages linked to external causes over which YOUPASS has no control.

The MERCHANT acknowledges that YOUPASS is not a party to sales that he concludes with BUYERS. Thus, the MERCHANTS will hold YOUPASS and its management free from any costs that they might have to incur for their defence and for compensation of any BUYER under an out-of-court settlement or a court ruling.

YOUPASS reserves the right to seek compensation from the MERCHANT, if YOUPASS should compensate the BUYER (who bought from the MERCHANT) due to non-performance or poor performance of the sales contract. 


ARTICLE 38.2 MERCHANT’S INFORMATION OBLIGATIONS

The MERCHANT shall offer loyal service. 

The professional MERCHANT shall inform its customer in a way that can be easily read and understood by any consumer: 

-of the essential characteristics of the DIGITAL PRODUCTS, in view of the communication medium and of the concerned DIGITAL PRODUCTS; in case of the use of DIGITAL PRODUCTS sold is subjected to special restrictions, the MERCHANT must warn his customer. The MERCHANT has to inform his/her customer of all the specific conditions of DIGITAL PRODUCTS. 

-of the price of the DIGITAL PRODUCTS, and the payment methods; 

-If the contract is not immediately executed, the date or the period of delivery or execution of the DIGITAL PRODUCTS.

-elements linked to his identity (name, company, contact, etc.), his postal, phone, mail details, and to his activities, the ones linked to the legal warranties, the ones linked to the DIGITAL CONTENT functionalities and if pertinent to its interoperability, the ones about the existence and the terms of warranty implementation and other contractual conditions, as well as the ones required by the regulations applicable to its business.

*The MERCHANT, natural person, pursuing an activity on an occasional basis, must display his first name, surname, residence address, mobile number. The MERCHANT, natural person, pursuing the activity as a main and usual activity is submitted to the registration procedures to the French Register of Trade and Companies, or to the Jobs’ repertoire, and must display his/her registration number. 

*The MERCHANT, legal person, must display its corporate name or company name, registration number, the capital stock, the registered office postal address and the phone number of it. 

- the right of withdrawal and the contact information for the after sales service (conditions of return of the good if there is a withdrawal, etc.) 

-the legal notice of the MERCHANT 

-the payment and delivery methods 

The MERCHANT, acting as an individual, must clearly explain to his/her customers what are his/her obligations, by giving the essential characteristics of the DIGITAL PRODUCTS offered, and all other useful information.  

The MERCHANT’s customer must not be misled by the MERCHANT concerning the content, the rates, the service possibilities or the delivery terms of the DIGITAL PRODUCT.

Furthermore, the MERCHANT is solely responsible for the information he publishes in the ad, such as visuals of PRODUCTS, descriptions, prices, information about specific standards in terms of marking, safety, limitations, promotions etc. In case the use of the PRODUCT sold is subject to specific restrictions, the MERCHANT is obliged to warn its customer. The MERCHANT shall inform its customer of all conditions specific to the PRODUCT.

Whatever the MERCHANT's status, the latter is bound by a legal obligation to make the sale conditions available in the language of his customers on all pages of the website, and display the name of the Director of publication of the website and the name of the host.

The Terms and Conditions must include the MERCHANT's Legal Notice, payment and delivery terms or performance conditions when providing a service. Customers should also be informed of their right of withdrawal as well as contact information for the after sales service.

The MERCHANT must never collect personal information from customers without their explicit consent, nor use contact details without their explicit permission. In case of express agreement, the MERCHANT will be required to declare his/her customer file or database to the national authority responsible for ensuring the protection of personal data.


ARTICLE 38.3 PROFESSIONAL ACTIVITY DECLARATION 

The MERCHANT should ask the competent authorities for information about the regime applicable to his business. If the MERCHANT's activity has a main and regular nature, he may declare to be a professional in accordance with commercial law in force and/or the MERCHANT's activity may require the creation of a legal structure. The latter is the sole responsible for the declared status.

Furthermore, the MERCHANT will have to provide evidence and information about its business, as well as declare its status with the competent authorities.

The MERCHANT commits to declare the income earned from his business to the competent authorities and agrees to pay any tax applicable to his status. YOUPASS declines all responsibility for the MERCHANT's lack of communication of the amounts earned from the sale of his PRODUCTS.


ARTICLE 38.4 PROCEDURE OF VERIFICATION OF THE MERCHANT

The provisions of article 16, 17 & 18 apply. 


ARTICLE 38.5 FORBIDDEN SALES 

Only the sale of digital PRODUCTS and SERVICES is allowed on the STORE. 

The non-exhaustive list of prohibited PRODUCTS for sale is available in Article 31.5.


ARTICLE 38.6 RATING BY THE CLIENTS

CLIENTS and YOUPASS can rate PRODUCTS through a rating system and/or comments. This rating will be taken into account for the articles 36 and 37. 

 

ARTICLE 38.7 PUBLICATION OF MERCHANTS' PRODUCTS 

PRODUCTS ads that are incomplete or not in accordance with the Terms/Conditions may result in the withdrawal or suspension of the MERCHANT's and/or an ad by YOUPASS, or pending the appropriate correction of the ad by the MERCHANT.

YOUPASS reserves the right to withdraw any PRODUCT of the MERCHANT if it has the infringing nature or is inconsistent with the Terms and Conditions. 


ARTICLE 38.8 FINANCIAL ARRANGEMENTS

The recording and publication of the ad for the PRODUCT by the MERCHANT is free of charge.

The MERCHANT authorises YOUPASS to levy a commission in connection with a transaction for each sale of his PRODUCT in the STORE. The pending balance available on the MERCHANT's account is not subject to any contractual or legal interest. 

The fees charged by YOUPASS contain charges applied by operators and other intermediary companies in the course of providing the final service. The pricing conditions can be modified at any time in order to reflect the pricing conditions of telecommunications operators or other YOUPASS providers and partners.

YOUPASS will proceed without delay in updating the detailed pricing levels in the section and will inform the MERCHANT. Should the MERCHANT refuse the changes in prices, the MERCHANT may terminate the contract of use of the SERVICES and close its ACCOUNT as per the terms of Article 19. 

YOUPASS reserves the right to charge management fees, due to the recovery of debts and arrears/ABNORMAL TRAFFIC related to the MERCHANT's activity. 

The pricing conditions applicable to the MERCHANT’s business are available here. 


ARTICLE 39. WITHDRAWAL OF THE MERCHANT’S CUSTOMER

The MERCHANT agrees that the BUYER can cancel the order (or part of the order) as long as the concerned PRODUCT was not delivered.


ARTICLE 40. CONCILIATION PROCEDURE 

The BUYER has seven (7) days from the date of the purchase order to contact the MERCHANT if it has not received the correct and valid PRODUCT as described.

For its part, the MERCHANT has three (3) working days to respond to the BUYER's complaint in order to replace or refund an undelivered PRODUCT, or one which is either defective or does not correspond to the MERCHANT's initial description. 

It is only after this mediation procedure between the MERCHANT and the BUYER, and the BUYER is still not satisfied, that the latter should write to YOUPASS support, explaining the facts. This request must be made within 48 working hours after the failure of the mediation procedure. 

YOUPASS is not involved in the negotiation and execution of contracts concluded between the MERCHANT and a BUYER in the STORE and is therefore not compelled to intervene in any disputes between MERCHANTS and BUYERS.

In the context of the BUYERS protection, YOUPASS reserves the right to intervene to resolve the dispute, the MERCHANT agrees to comply with the out-of-court solution that may have been proposed by YOUPASS.

The MERCHANT explicitly acknowledges and agrees that in case of violation of any of the obligations below or the Terms/Conditions and pending regulation by the MERCHANT of its situation, YOUPASS reserves the right to repay the BUYER’S MERCHANT. If the MERCHANT fails to provide irrefutable proof of the performance of the contract in the following cases:

• In case of a claim by a BUYER’S MERCHANT, regarding a PRODUCT that was not delivered, without presentation by the MERCHANT of actual proof of delivery within three (3) business days.

• in case of a PRODUCT delivered corrupted or defective, if the PRODUCT is not replaced within three (3) business days following the report by the BUYER to the MERCHANT, and no refund has been made to the BUYER by the MERCHANT. 

• in the absence of answer from the MERCHANT to the claim from the BUYER within a period of three (3) business days following the claim from a BUYER or if the answer consists of asking the BUYER to wait more than 48 hours.

The claims of the BUYERS’ MERCHANTS and exchanges with MERCHANTS are recorded and monitored by the YOUPASS support team. As such, YOUPASS reserves the right to reject the claim of the BUYERS’ MERCHANTS and close its ACCOUNT, especially if the MERCHANT can demonstrate the correct performance of the contract.


ARTICLE 41. TERMINATION AND CLOSURE OF THE ACCOUNT FOR MISCONDUCT 

The MERCHANT explicitly acknowledges and agrees that in the event of violation of any of the obligations described in the Terms / Conditions, or in the cases below, YOUPASS reserves the right to freeze the funds in question pending settlement by MERCHANT of his situation and suspend the MERCHANT's ACCOUNT in the following cases:

- non-delivery of the PRODUCT, 

- delivery of non-compliant or corrupted PRODUCT 

- no processing of the complaints within a reasonable deadline of three (3) working days,

- the sale of the same PRODUCT to several people which constitutes fraudulent behaviour,

- notification by a BUYER or any third party having a legitimate interest, of any misconduct or abusive action taken by the MERCHANT,

- the act, by the MERCHANT, of an unfair trading practice in respect of the BUYER,

- non-compliance by the MERCHANT of its obligations as specified these GCS,

- publication of false, incorrect, misleading or defamatory content,

- publication of unsolicited 'spam' advertising,

- distributing viruses that are likely to infect YOUPASS or any USER,

- maintain the rate of 10% of unresolved claims over the past three months,

- maintain the rate of 10 % of the sale transactions which are the subject of non-payment, fraud, dispute, or rejection during the past three months.

 
ARTICLE 42. MERCHANT’S BUSINESS TERMINATION  

If the MERCHANT wishes to discontinue the sale of PRODUCTS or is no longer able to sell the PRODUCTS, he may, at any time, withdraw/remove the PRODUCTS offered for sale.

If the MERCHANT is insolvent or is under liquidation proceedings, he will be expected to remove all PRODUCTS offered for sale in the STORE. The payment of the PRODUCTS leads to a transfer of ownership, and the opening of insolvency proceedings shall not prevent the claim of the PRODUCTS. 


ARTICLE 43. UNPAID BILLS AND FRAUD

It is the MERCHANT's responsibility to ensure that his customer is not involved in any processes arising from fraudulent, non-payment or rejection disputes, and agrees to the deduction of any amounts possibly due for the above reasons.  In the cases listed above, YOUPASS reserves the right to terminate the contract of use of SERVICES and close the MERCHANT's ACCOUNT. 

If YOUPASS receives evidence or complaints about an act or attempted act of fraud by the MERCHANT, the company is legally entitled to suspend the ACCOUNT, to terminate the contract of use of SERVICES and to initiate legal action against the account holder. 

 


PART VI-THE SPECIFIC GCS APPLICABLE TO THE BUYERS OF DIGITAL PRODUCTS SOLD BY YOUPASS ON THE STORE 


ARTICLE 44. SCOPE AND OPERATION

YOUPASS distribute and sell, in its own name, on the STORE, DIGITAL PRODUCTS to BUYERS. 

Without prejudice to the general provisions of these GCS, these specific provisions are applicable to the BUYERS, as defined in part I and II of these GCS and aim to frame the contractual relationship between YOUPASS and its BUYERS. If the BUYER does not agree with these GCS applicable to the STORE he will not be able to access to the STORE on the WEBSITE. 

The BUYER acknowledges and agrees that the whole CGS are applicable to the contractual relationship with YOUPASS. 

The BUYERS access to the STORE on the WEBSITE, and are able to buy the PRODUCTS with the payment methods available on the WEBSITE. 


ARTICLE 44.1 THE SALE BY YOUPASS

- Prerequisite modality: the opening of a YOUPASS ACCOUNT 

To buy a PRODUCT on the STORE the BUYER has to open an ACCOUNT, or sign in into his ACCOUNT. 

The provisions of the GCU/GCS apply to the opening of a YOUPASS ACCOUNT. 

When opening an ACCOUNT, the BUYER must submit to YOUPASS personal information as stated in the Terms & conditions.

The BUYER agrees to ensure that the information of his ACCOUNT is always exact, complete and updated. Without exact, complete and updated information on the ACCOUNT, the BUYER may not be able to access to the STORE or YOUPASSS may terminate the contract of use of SERVICES. 

The BUYER is responsible for any activity happening on his ACCOUNT, and accepts to maintain, at any time, the security and the secret of his login and password. 

The termination of the ACCOUNT is regulated by the provision of article 19. 


- Purchase on the STORE 

Before ordering, the BUYER shall carefully read the specific characteristics on the PRODUCT (specifications, machine or software compatibility, zoning/validity area, minimum age, various limitations, language, currency, etc.). 

The BUYER has all the authorisations required to acquire the PRODUCT. 

Unless otherwise stated, all amounts owed by the BUYER are indicated in euros with VAT included.

If the BUYER is a minor or does not have full legal capacity, he must complete the purchase under the supervision and assistance of his/her legal representative, authorising him to do so and, bearing the responsibility of purchase. 

 

 -Delivery and availability of PRODUCTS

The PRODUCTS acquired in the STORE are deemed available. There are no delivery charges.

When a PRODUCT is temporarily unavailable, the BUYER is informed that the PRODUCT cannot be issued instantly. The latter may cancel the order and get a refund as long as the order has not been delivered. 

The ranking of the STORE PRODUCTS depends on the price, frequency of purchase, the rating and comments of BUYERS and YOUPASS and the novelty factor. 

 

ARTICLE 44.2 PRICING CONDITIONS

The BUYER is able to find the pricing conditions that apply to each PRODUCT by clicking here

The BUYER must be the owner of the payment method he uses. 

The BUYER is not allowed to use a payment method as a credit/debit card, which belongs to a third party. 

All the owners of the payments methods are submitted to verification checks to fight fraud from YOUPASS and the payment methods issuers. Every credit/debit card transaction is checked by the 3D secure procedure protocol. 

If the issuer of the debit/credit card is refusing to authorise the payment, YOUPASS is not obligated to accept the BUYER’s order. In this case, YOUPASS is not responsible of the eventual fees that the issuers of the card may bill for the denied payment.

To prevent and fight against any kind of illegal and fraudulent actions, and to comply with money laundering and terrorist financing regulations, YOUPASS reserves the right to suspend or refuse any operation that is identified by itself as fraudulent, illegal or not authorised. 

In case of fraud or attempt of fraud, there will be no return or refund of the disputed PRODUCT. 

The BUYER must pay the “chargeback” fees in case of disputed transactions when it has been paid using credit/debit cards. If the information concerning the “chargeback” is known after the repayment, the latter agrees to reimburse YOUPASS directly.   

 

ARTICLE 45. COMPLAINT

ARTICLE 45.1 THE LIMITATION PERIOD OF THE COMPLAINT 

Any action or complaint for delay again YOUPASS is limited in the limited period of one year beginning on the day the delivery of the DIGITAL PRODUCTS should have been done. 

The actions for damages against YOUPASS are limited, in every cases, by a period of one year beginning on the delivery date of the DIGITAL PRODUCTS, or on the day the delivery should have been done. 

 

ARTICLE 45.2 COMPENSATION 

The complaint may lead to compensation if the facts are proved true and attributable to YOUPASS, provided that all the contractual provisions here stated had been respected.