GTCS

1. SUBJECT - APPLICATION FORM - Contractual Whole

1.1 – Field of Application - The company Linkeo.com ("Linkeo") is an independent global communication agency with special expertise in consulting and internet communication (website creation and hosting, domain name purchase and management, management of social media pages and emails (webmail), SEO, SEM, Web Call Back services, Qualidevis.com portal services, web marketing and more).

As part of its available services, Linkeo offers and makes available to the customer (‘the Customer’) a non-exclusive licence for the online use of an internally created Click & Collect solution called ‘Deliver’ of which Linkeo remains the sole owner. The Click & Collect solution allows the Customer to market their products online (according to their target market and for their own business needs), in addition to allowing the Customer autonomous administration and configuration of Deliver once installed. This solution is accessible seven (7) days a week and twenty-four (24) hours a day except in the event of an interruption, scheduled or unscheduled, for maintenance purposes and/or in the event of a of a force majeure. The installation and integration of the Click & Collect solution into the Customer’s website is free.

The Click & Collect solution is restricted to use on the Customer’s one and only website for the entire duration of the Contract between the two parties (this may also include extensions of the Customer’s site). Linkeo will inform the Customer of any updates to the Click & Collect solution by any means deemed relevant.

1.2 – Customer Status - The Customer acknowledges that they have been made fully aware of all functions and limitations of the Click & Collect solution and declares (via Terms and Conditions of Service) to be a professional and to provide their  ABN (Australian Business Number). Therefore, the Customer must imperatively be a legally constituted company or association registered with the Government of Australia.

1.3 – Contract - The said Terms and Conditions constitute an individual contractual whole (collectively, the ‘Contract’). The Customer acknowledges having received, read and understood the terms of the Contract and acknowledges that their electronic signature at the bottom of the Terms and Conditions implies their full and unreserved acceptance and full and complete adherence to the provisions of the Contract.

Once the conditions have been accepted and the information required to open an account has been collected, the Customer account will be created. This will be accessible by means of a login (or ‘username’) and a password chosen by the Customer. The Customer agrees to keep their username and chosen password confidential. The Customer is responsible for the use of their account as well as the data they publish.

1.4. Turnaround time - The validation of the Contract is automatically sent by Linkeo to the email address identified during registration. It is also specified that a delay in delivery cannot give rise to penalties.

1.5 Acceptance of the Terms and Conditions - The Order is placed by the Customer online. Before the validation of the Order by Linkeo, the Customer expressly accepts the Terms and Conditions by ticking the box that states, ‘I declare that I have read the above General Terms and Conditions of Service that are contractually binding, and I accept them without reservation through my electronic signature’. The Customer’s Order shall systematically be confirmed by email to the address indicated by the Customer at the time of the Order. This email will include the next steps to be taken as well as the Customer’s future login information.

2. Term - Termination - Withdrawal

2.1 Length of Contract Term - Once the Terms and Conditions have been duly completed and signed, the Contract shall be binding for a period of 30 days. The Contract is automatically renewed by tacit agreement for the same duration and under the same conditions as the initial offer on each anniversary date.

2.2 Termination - The Customer who wishes to terminate must send an email to the following address: module@linkeo.com by filling out the termination form found in the customer portal in the footer tab that reads ‘Unsubscribe’. (For security reasons, the email used to cancel the registration must be the same as the one provided at the time of registration.) The Customer will receive an email confirmation once the request is processed. Upon termination of the Contract, for any reason whatsoever, the Customer will no longer have access to their customer account (including all data that depends on it), which will be terminated and closed.

Termination of the Contract will take effect at the end of the current subscription period (unless the Customer has indicated a specific date for the termination of their Contract). In all cases, the termination of the Contract will take effect on the anniversary date of the Contract.

2.3 – Forfeiture of Contract - In the event of insolvency, involuntary or forced bankruptcy of the Customer, the contractual proposal of the Customer to their creditors, the assignment of their assets, abandonment of business, liquidation before full performance of their obligations or the sale, assignment or transfer of their rights under the Contract without the written permission of Linkeo will result in the forfeiture of the Contract term and the right for Linkeo to terminate the Contract by operation of law.

2.4 – Right to Withdrawal - The Customer may exercise their right to withdrawal without having to justify their reasons or pay any penalties within a period of fourteen (14) days from the date of subscription to the Contract. The Customer must send an email to the following address: module@linkeo.com

The right to withdrawal, if validly exercised, allows the Customer to obtain reimbursement for the services concerned by the exercise of this right.

The Customer may not exercise their right to withdrawal for Digital Content Services not supplied on a hardware medium whose execution has begun after prior express consent of the customer and express renunciation of their right to withdrawal. The Customer therefore formally acknowledges and accepts that, in all cases where they expressly accepted the execution of the Service or use of the Service and waived their right to exercise their right to withdrawal before the expiration of the withdrawal period, they may not validly invoke this right.

3. PRICES

3.1 – Monthly fee/subscription - Linkeo’s renumeration for the use of its Click & Collect solution is based on a monthly fee of ninety-nine (99) dollars (also referred to as the ‘Subscription’). As Linkeo has teamed up with its partner Stripe (secure online payment processing solution), the Customer authorises Stripe to debit the bank card or bank account provided at the time of registration. The debit will be made on the anniversary date of registration and repeat at each renewal by tacit agreement, thereby giving access to the full use of the Click & Collect solution. The Customer will receive an invoice from Stripe corresponding to the subscribed offer. If the customer benefits from a promotional offer, the offer will be specified and charged to the Customer’s invoice.

Linkeo is obliged to ask the Customer for their credit card information during the contract signing to allow for the setup of automatic payment. Finally, the Customer receives their invoice and payment is due on each anniversary date of registration.

3.2 Online Payment Solution - If the Customer wishes to integrate a payment solution with Deliver, they accept the terms of use and privacy policy of the Stripe payment processing service provider with whom Linkeo has partnered. Linkeo informs the Customer that transaction fees generated through the payment solution are not included in the monthly subscription and will be billed separately. Linkeo strongly encourages the Customer to inform themselves ahead of time regarding all applicable prices.

Each month, the Customer will receive an invoice from STRIPE corresponding to the subscribed offer with the details of all transaction costs included.

3.3 Information sharing - The Customer authorises Linkeo as well as the payment processing service to share all information and payment instructions that the Customer provides to carry out its transactions. Any failure, consequence or damage to Deliver resulting from the Stripe payment solution cannot, in any capacity and for any reason whatsoever, engage the responsibility of Linkeo.

4. Default by the Customer

4.1 – Default of Payment - In the event of late or non-payment by the Customer (failure to debit the subscription amount from a card or bank account), Linkeo reserves the right to take legal action against the Customer to:

• to suspend or cancel the current Click & Collect Solution.
• Keep any access code to the Deliver admin space for as long as the Customer account is not resolved. Access to the account is therefore momentarily interrupted

If need be, the Customer will have to resolve their situation with Linkeo, who will have contacted them.

4.2 – Termination of Contract - With the exception of the termination option provided in Article 2.2 above, in the event of non-performance by one of the Parties in any of their contractual obligations, the Party that is the victim of the non-performance may avail itself of the termination of the Contract seven (7) days after an unsuccessful formal notice sent by any means that makes it possible to prove its date, the alleged breach(s) and intention to make use of this clause.

At the end of the Contract, regardless of the clause, access to the said Click & Collect solution will be interrupted and the Customer will no longer have access to the account.

5. Confidentiality

Linkeo does not record any personal information that allows for identification, with the exception of forms that the user is free to fill out. This information will not be used without your consent, we will only use it to send you letters, brochures, quotes, or to contact you.

The information collected benefit from a right of accessibility, rectification, opposition to communication and deletion upon simple request to Linkeo, 23 rue des grands augustins, 75006 PARIS. 

Linkeo may carry out statistical analyses without these being nominative and may inform third parties (attendance evaluation bodies) in a summarised and non-nominative form.

6. Communication Elements

6.1 – Necessary Elements - Within the framework of Linkeo’s services, the Customer is obliged to provide Linkeo with the necessary elements for the implementation of Deliver and the configuration of the Customer’s account (text, images or photos) and, more generally, any information requested by Linkeo to complete the setup of the account and Click & Collect solution.

6.2 – Accuracy of Elements - The Customer commits to providing accurate, true, up-to-date and complete information. To allow for the optimal launch of Deliver, the Customer undertakes to send Linkeo as many elements as possible, to cooperate with Linkeo and to respond to any request or contact, verbal or writtern, from Linkeo. If the Customer fails to do so, the provision of the Service by Linkeo will be delayed and Linkeo’s responsibility cannot be invoked under any circumstance.

6.3 – Inaccurate Elements - In the event that the Customer provides false, inaccurate, outdated or incomplete information, Linkeo is entitled to suspend or terminate the Customer’s account without delay or to suspend the online launch of Deliver. In case of the Customer’s failure to communicate the elements to Linkeo after the contract signing, Linkeo reserves the right to put the Click & Collect solution on hold, and Linkeo’s responsibility can be in no case invoked.

6.4 – Rights and Properties - With regards to the elements or content provided by the Customer to Linkeo for the launch of Deliver, the Customer declares that they are the owner of all rights and authorisations allowing the reproduction, representation and exploitation of said elements and/or content in any form whatsoever. Furthermore, the Customer is exclusively responsible for obtaining, within a reasonable time, any necessary authorisations relating to the right to use the image of any person, element or contributor, either directly or indirectly, in the setup of deliver. The Customer will protect Linkeo and hold it harmless against any third-party claim on these elements and/or in that capacity.

7. Obligation of means

7.1 – Obligation of Means - For the execution of all services subscribed to by the Customer, Linkeo owes the Customer an obligation of means, and not an obligation of results. The Customer has thus been informed that the provision of services depends on many technical, technological or other parameters that Linkeo cannot fully control.

7.2 – Customer Responsibility - In no event shall Linkeo be liable for any punitive, moratorium or consequential damages including, but not limited to, the loss of data, loss of revenue or profits, loss of customers, business interruption, financial loss, loss of profits or failure to realise projected savings, even if Linkeo has been advised of such facts. The Customer is solely responsible for the choice of products or services and the results they wish to obtain by using them, even if the Customer has notified Linkeo of their objectives.

7.3 – Customer Obligations - Linkeo will furthermore be released from any liability if the Customer is in default or late in performing their obligations under the Contract, particularly with regards to the payment of any sum or the communication of elements to Linkeo.

7.4 – Claim - Any claim under this article must be received by Linkeo within one (1) month from the date on which the events giving rise to such a claim occur. In the event of any failure whatsoever of Linkeo in the performance of its obligations (failure to perform or poor performance), the Customer must notify Linkeo within a maximum period of one (1) month from the date of the Deliver’s online launch, the date on which Linkeo carried out the service, the disputed obligation or the date on which the service or disputed obligation should have been carried out. The Customer will then have to communicate their complaint to customer service at the following number: 1300 546 536, or by email at service@linkeo.com.au. Linkeo will make every effort to investigate and resolve the complaint as quickly as possible.

8. Intellectual Property

8.1 – Property Rights - The Deliver Configuration and Operation Click & Collect solution is a specific solution published by Linkeo and of which Linkeo is the sole owner. Linkeo remains an exclusive owner of all property rights of the Click & Collect solution as well as its source codes and objects and, in particular, all its related intellectual and industrial property. No provision of the present Contract may be interpreted as conferring to the Customer any rights other than those granted to them under the Contract.

8.2 Rights of Usage - For as long as the Contract is in force, Linkeo grants the Customer the right to use the Click & Collect solution on the express condition that this right of use is limited to the administration of the site and that the Customer complies with all the terms and provisions of the Contract. The Customer understands that the right hereby granted to them to use the Click & Collect solution is not exclusive and that Linkeo reserves, at its sole discretion, the right to grant other licences to other persons. All derivative products, moidifications, updates and improvements made to the Click & Collect solution by Linkeo or the Customer remain the property of Linkeo. The Contract does not confer any interest or right to the Customer in the Click & Collect solution or the intellectual property of Linkeo.

8.3 – Information confidentiality - As long as the Contract remains in force and for an indefinite period following its expiration, for whatever reason, each party agrees, both for themselves and their agents, mandataries, representatives, beneficiaries, officers and employees, to keep all information communicated to them by the other party confidential. This includes, but is not limited to, the content of the Contract, which is considered confidential information belonging to Linkeo. For the purposes of this article, the ‘receiving party’ refers to Linkeo or the Customer to the extent that this party receives confidential information belonging to the other party. The ‘disclosing party’ refers to Linkeo or the Customer to the extent that this party discloses confidential information belonging to the disclosing party.

9. Customer Commitment

9.1 – Activity - It is up to the Customer to proceed with the steps, declarations and requests for legal and administrative authorisations in order to carry out their activities legally and in compliance with the laws and regulations in force.

9.2 – Reliability - In particular, the Customer declares that they have complied with the legal requirements concerning the processing of personal data, access to information, protection of privacy and confidentiality of personal information. The Customer acknowledges that they are solely responsible for the content provided to Linkeo both in terms of lawfulness and its informational reliability.

9.3 – Laws - The Customer undertakes to respect the laws in force in Australia  (Broadcasting Services Amendment (Online Services) Act 1999) that may govern the internet, any convention ratified by Australia as well as any recommendations regarding internet ethics originating from Australia or by one of its official bodies, regardless of the Customer’s permanent or temporary place or representation.

9.4 – Public Order - The Customer, in their capacity as the main publisher of content, undertakes to specifically comply with the provisions relating to intellectual property, respect for privacy, protection of confidential information, protection of minors on the internet, freedom of press and, more generally, all provisions aimed at ensuring the protection of public order.

9.5 - Permanent Control - The Customer acknowledges the impossibility for Linkeo to exercise a permanent and effective control of the legality of the content and undertakes to exercise this control themselves. The Customer acknowledges that Linkeo has no control over the data processed and used by the Customer.

9.6 – Correction of Information - The Customer undertakes to correct and modify any information deemed to be illicit according to one of the rules or recommendations issued by one of the bodies referred to in the present article 9.3. This should be completed within a period stipulated by the said body or within a maximum period of forty-eight (48) hours. In the absence of such diligence, Linkeo reserves the right to suspend the accessibility of the services without delay and without notice until the action required by the Customer is completed, and this will take place without any reimbursement or compensation.

9.7 – Damages - The Customer undertakes to compensate, indemnify and release Linkeo from all liability in the event of any claim, legal proceeding, legal action or formal notice, whether or not a case is well-founded. This includes the costs of judicial and extra-judicial consultation, any judgement and any compensation awarded for damages caused to any person whatsoever due to a failure by the Customer with regards to the lawfulness or informational reliability of the content given to Linkeo for the delivery of the services.

9.8 – Conflicts - It is the Customer’s responsibility to ensure that the published content does not conflict with any copyright, trademark, company name, design or model registered or commercially exploited by a third party. The Customer undertakes to carry out any useful certification to ensure the absence of such conflicts and will hold Linkeo harmless in any recourse that may arise in this regard.

10. Independent Entrepreneurs

10.1 – Statuses of Parties - The Parties acknowledge that they are acting as independent contractors and that nothing in the Contract shall be construed to alter their status or to create a partnership, joint venture or agency of any kind.

10.2 – Full Control of Parties - Each of the parties shall have full control over the manner and means of the performance of their obligations under the Contract. Nothing in the Contract shall be construed as to permit a party to require the other party to do anything that may have the effect of compromising their status as an independent contractor.

10.3 – Responsibilities of Parties - Neither party has the right or authority, explicit or implied, to create or assume on behalf of the other party any obligation or liability to third parties.

11. General Provisions

11.1 – Indivisible Obligations - For the purposes hereof, the parties acknowledge and agree that a partial or isolated obligation of the Contract cannot be considered as an essential obligation of the Contract as the object of the Contract is based on the fulfilment of several obligations and services that are deemed indivisible. The Customer also undertakes to mitigate any damages they may suffer by implementing all necessary measures to this effect.

11.2 - Invalid Provision - If, for any reason, any provision of these terms or, more generally, of the agreement is unlawful, inoperative, void or unreasonable, in whole or in part, the remaining provisions shall remain in full force and effect as if these terms of the Contract had been entered into without the invalid provision. The provision found to be invalid will be replaced by a valid provision that is as similar in scope as possible.

11.3 - Limitation of Provisions - No tolerance on the part of Linkeo, whatever the nature, extent, duration or frequency, may be interpreted as creating any right to the expression of a waiver by Linkeo to rely on the provisions of the Contract, nor may it lead to limiting the possibility of Linkeo to invoke any of the provisions of the Contract in any way or at any time.

11.4 – Precedence of the Contract - The Parties acknowledge that any promotional, commercial or advertising material of Linkeo is subject to the Contract. If a conflict of interpretation arises between the Contract and any other written document or oral communication between Linkeo and the Customer, it is agreed that the Contract shall take precedence.

11.5 – Updates to the General Terms and Conditions - The General Terms and Conditions may be modified or changed in whole or in part upon mutual agreement between the parties. Where applicable, any change or modification shall take effect only from the day on which it is recorded in a written document duly signed (electronically) by the parties, expressly stating that it modifies this Contract.

12. Hyperlinks

Linkeo does not control the sites that are connected to its own website and can therefore not be held responsible for their content. The risks associated with the use of these sites are fully assumed by the user. It will comply with their terms of use.

13. Litigation – applicable law

This Contract and any order placed on the Deliver site are exclusively subject to Australian law. In case of dispute, only Australian courts will be qualified to settle the matter.