General Terms and Conditions of Sale
1. About us
MAJOLI.IO, a SAS with share capital of €61,650, whose registered office is in MARSEILLE (13001), 4 rue de la République, registered with the Marseille Trade and Companies Register under number 890 748 239, represented by Mr.
Majdi ZARKOUNA (hereinafter the "Company"). The Company offers the following services: Connecting client companies with partner service providers.
Initially offered are a domiciliation service with digitized subscription and mail handling, meeting room and office rental, telephone answering, banking services, payroll management, insurance, accounting services, etc.
2. Preamble
The Company invites its Users to read these General Terms and Conditions of Sale and Use (hereinafter the "GTC/TOS") carefully.
The GTC/TOS apply to all Services provided by the Company to its Clients of the same category, regardless of clauses that may appear on the Client's documents and in particular their general purchasing conditions.
The GTC/TOS are systematically communicated to the Client upon request.
The Client must read the GTC/TOS before placing any Order.
In the event of subsequent modification of the GTC/TOS, the Client is subject to the version in force at the time of their Order.
Data recorded in the Company's computer system constitutes proof of transactions concluded with the Client.
3. Definitions
"Client" means any natural or legal person placing an Order on this Website;
"Order" means any order placed by a registered User on this Site to benefit from Partner provider Services or Company Services;
"General Terms and Conditions of Sale and Use" or "GTC/TOS" means these online general terms and conditions of sale and use;
"Partner" means a third-party provider who, through the Company, offers a set of services within the scope of their professional activity;
"Professional" means the buyer, a legal or natural person acting within the scope of their professional activity;
"Services" means all service offerings made available to Users by the Company through this Site;
"Site" means this Site, i.e. https://www.majoli.io and https://app.majoli.io;
"Company" means MAJOLI.IO, more fully designated in Article I hereof; and
"User" means any person using the Site.
4. Registration
Registration on the Site is open to all legal entities or adult natural persons with full legal capacity.
Use of Services offered on the Site is conditional upon User registration on the Site. Registration is free.
To register, the User must complete all mandatory fields, without which the service cannot be provided. Otherwise, registration cannot be completed.
Users guarantee and declare on their honor that all information provided on the Site, particularly during registration, is accurate and reflects reality.
They undertake to update their personal information from the dedicated page available in their account.
Partner provider registration requires verification by the Company of all required supporting documents. Once completed, registration will be validated and services offered by the Partner will be accessible to Client users.
Each registered User has a username and password. These are strictly personal and confidential and must not be communicated to third parties under penalty of deletion of the offending registered User's account.
Each registered User is personally responsible for maintaining the confidentiality of their username and password. The Company shall not be held liable for identity theft of a User.
If a User suspects fraud at any time, they must contact the Company as soon as possible so that necessary measures can be taken.
Each User, whether a legal or natural person, may hold only one account on the Site.
In the event of non-compliance with the GTC/TOS, including creating multiple accounts for a single person or providing false information, the Company reserves the right to temporarily or permanently delete all accounts created by the offending registered User.
Account deletion results in permanent loss of all benefits and services acquired on the Site. However, any Order placed and invoiced by the Site before account deletion will be executed under normal conditions.
In the event of account deletion by the Company for breach of duties and obligations set out in the GTC/TOS, the offending User is formally prohibited from re-registering on the Site directly, through another email address, or through an intermediary without the express authorization of the Company.
5. Service provision and pricing
Services covered by the GTC/TOS are those listed on the Site and offered directly by the Company or its Partner providers.
Services are described on the corresponding page within the Site and all essential characteristics are mentioned. The Company cannot be held responsible for inability to provide said service when the Client User is not eligible.
When a registered User wishes to obtain a service sold through the Site, the price shown on the corresponding service page is the all-inclusive price in euros including tax (VAT) and reflects applicable discounts in force on the Order date.
The price shown does not include ancillary fees, which will be indicated where applicable in the summary before placing the order.
The Company handles collection of payment made by the Client buyer.
For a service performed by a Partner provider, the amount received is immediately transferred to the Partner, after the Company deducts an amount equal to a specified percentage of the order amount.
The Company reserves the right to modify its prices at any time. It undertakes to invoice services at the rate applicable at the time of Order.
For services whose price cannot be known in advance or stated with certainty, a detailed quote will be sent to the Client.
Under no circumstances may a User demand application of discounts no longer in force on the Order date.
6. Orders
Any Order can only be placed when the User is registered on the Site and their registration is validated. When logged into their account, the User may order services from a Provider.
They must provide their address, delivery method, and a valid payment method to finalize the order and effectively form the sales contract between them and the Company.
Recording an Order on the Site occurs when the Client accepts the GTC/TOS by checking the designated box and validates their Order. This validation constitutes proof of the sales contract.
Finalizing the Order implies acceptance of prices and service delivery terms as indicated on the Site.
Providing the buyer's bank details online and final validation of the order shall constitute proof of the Client buyer's agreement and shall constitute:
- demand for payment of sums due under the order form;
- signature and express acceptance of all operations performed.
In the event of fraudulent use of bank details, the Client buyer is invited, upon discovering such use, to contact 0786247994.
Once their Order is placed, the Client will receive confirmation by email. This confirmation will summarize the Order and information relating to performance of the service(s).
In the event of non-payment, incorrect Client address, or other problem with the Client account, the Company reserves the right to block the Client's order until the problem is resolved.
If the service cannot be performed, the Client will be informed by email at the address provided to the Company.
Cancellation of this service order and its refund will be processed in this case, with the remainder of the order remaining firm and final. For any question regarding order tracking, the buyer should call 09 88 42 72 09, from 9 a.m.
to 6 p.m. (local call rate).
The Company may grant the Client price reductions, discounts, and rebates depending on the number of Services ordered or the regularity of Orders, according to conditions set by the Partner provider.
7. Payment terms and conditions
Unless otherwise stated, all sales are payable in full at the time of Order.
Depending on the nature or amount of the Order, the Company remains free to require a deposit or payment of the full price at the time of Order or upon receipt of the invoice.
Payment may be made by:
Credit card
In the event of total or partial non-payment of services on the due date on the invoice, the Professional Client must pay the Company a late payment penalty at a rate equal to the rate applied by the European Central Bank for its refinancing operation plus 10 percentage points.
The financing operation retained is the most recent as of the Order date for the Services.
In addition to late payment penalties, any sum, including deposit, not paid on its due date shall automatically incur payment of a flat fee of €40 for collection costs.
No set-off may be made by the Client between late delivery penalties for ordered services and sums owed by the Client to the Company for Services purchased on the Site.
The penalty owed by the Client is calculated on the VAT-inclusive amount of the remaining sum due, and runs from the price due date without any prior formal notice being necessary.
8. Partner provider obligations
Partner provider commitments constitute an obligation of means whereby services will be performed in strict compliance with professional rules in use and, where applicable, in accordance with contract terms.
To this end, the provider will assign professionals with the required skills to ensure performance in accordance with its quality standards.
The Partner provider undertakes to comply with legal obligations governing its activity.
9. Client buyer obligations
To facilitate proper performance of services, the Client buyer undertakes:
to provide the Partner provider with complete, accurate information and documents within necessary timeframes without being required to verify completeness or accuracy;
to make decisions within deadlines and obtain necessary hierarchical approvals;
to designate a correspondent with decision-making authority;
to ensure key contacts and the correspondent are available throughout service performance;
to directly inform the Partner provider of any difficulty relating to service performance.
10. Provider liability
The Partner provider is entirely responsible for setting prices for its services on the Site.
The full liability of the Partner provider and its employees for any breach, negligence, or fault identified during service performance shall be capped at the amount of fees paid for the services in question, to cover claims of any nature (including interest and costs), regardless of the number of actions, grounds invoked, or parties to disputes.
This provision shall not apply to liability for death or bodily injury, nor to any other liability that the law prohibits from excluding or limiting.
Provider liability may only be engaged in the event of proven fault or negligence and is limited to direct damage to the exclusion of any indirect damage of any kind.
Furthermore, provider liability cannot be engaged in the following cases:
following failure or deficiency of a product or service whose supply or delivery is not its responsibility or that of its subcontractors;
for facts and/or data outside the scope of the services and/or that are not an extension thereof;
in the event of use of service results for a purpose or in a context different from that in which it intervened, erroneous implementation of recommendations, or failure to take provider reservations into account.
The provider is not liable to its insurers for indirect damage, loss of profit, loss of opportunity or expected benefits, or financial consequences of actions possibly brought by third parties against the buyer.
11. Warranty
The Partner provider warrants the Client buyer against any non-conformity of services and any hidden defect arising from a design or supply defect of said services, excluding any negligence or fault of the buyer.
In any event, if provider liability is established, the provider warranty shall be limited to the ex-VAT amount paid by the buyer for supply of the services.
12. Assignment and subcontracting
The Partner provider reserves the right to assign all or part of service performance to providers meeting the same qualification requirements.
If the service requires particular technical skills, the Partner provider will inform the buyer of the possibility of subcontracting part of it.
The subcontractor will then act under the sole responsibility of the Partner provider and will undertake to keep confidential all information learned in connection with the services.
13. Claims
All claims, whether amicable or legal, relating to service performance must be submitted within one year of completion of the service.
14. Right of withdrawal
The Client buyer being a professional purchasing within and for the needs of their profession, there is no need to apply the right of withdrawal provided for by the Consumer Code.
15. Force majeure
All circumstances beyond the parties' control preventing performance under normal conditions of their obligations are considered causes of exemption from the parties' obligations and result in their suspension.
The party invoking the circumstances referred to above must immediately notify the other party of their occurrence, as well as their disappearance.
The following shall be considered cases of force majeure:
all facts or circumstances that are irresistible, external to the parties, unforeseeable, unavoidable, independent of the parties' will, and that cannot be prevented by the parties despite all reasonably possible efforts.
Expressly considered as cases of force majeure or fortuitous events, in addition to those habitually recognized by French court jurisprudence:
blockage of transport or supply means, earthquakes, fires, storms, floods, lightning, stoppage of telecommunication networks or difficulties specific to external telecommunication networks to clients.
The parties will meet to examine the impact of the event and agree on conditions under which contract performance will continue. If force majeure lasts more than three months, these general conditions may be terminated by the injured party.
16. Information and advertising
The Client buyer acknowledges and accepts:
that the parties may, unless expressly requested otherwise by the other party, correspond or transfer documents by email circulating on the internet;
that neither party exercises control over the capacity, reliability, access, or security of such emails;
that the provider cannot be held responsible for any loss, damage, cost, or harm caused by loss, delay, interception, diversion, or alteration of any email for any reason.
Generally, the parties undertake to comply with applicable regulations on personal data protection and in particular the provisions of Law 78-17 of 6 January 1978 relating to data processing, files and freedoms.
Confidential information
Each party undertakes not to disclose confidential information received from the other party.
Confidential information means information of any nature, visual or oral, on any medium, relating to the structure, organization, business, various internal policies, projects, and personnel of each party.
Subject to the exceptions referred to below, this confidentiality obligation shall remain in effect for 1 year following completion of the services.
Also confidential are the content of the services as well as reports, letters, information, notes, quotes provided by the Partner provider during service performance.
These documents are communicated to the Client buyer for strictly internal use on condition that they are not disclosed to third parties or attached to any document they may be required to produce.
If the Client buyer wishes all or part of these documents to be disclosed to and/or used by a third party, they must request prior written authorization from the Partner provider. Applicable terms for such disclosure will then be set.
17. Personal data processing
Registration on the Site entails processing of the Client's personal data. If the Client refuses processing of their data, they are asked to refrain from using the Site.
This personal data processing is carried out in compliance with the General Data Protection Regulation 2016/679 of 27 April 2016.
Furthermore, in accordance with the French Data Protection Act of 6 January 1978, the Client has, at any time, a right to query, access, rectify, modify, and object to all their personal data by writing, by post and with proof of identity, to:
contacts@majoli.io.
This personal data is necessary for processing their Order and issuing invoices where applicable, as well as improving Site functionality.
18. Sharing of collected data
The Site may use third-party companies to perform certain operations. By browsing the Site, the Client accepts that third-party companies may access their data to ensure proper Site operation.
These third-party companies only access collected data within the scope of performing a specific task.
The Site remains responsible for processing this data.
Furthermore, the User may receive information or commercial offers from the Company or its partners.
The User may at any time object to receiving these commercial offers by writing to the Company address indicated above, or by clicking the link provided for this purpose in received emails.
Furthermore, Client information may be transmitted to third parties without their express prior consent to achieve the following purposes:
comply with the law
protect any person against serious bodily harm or death
combat fraud or harm to the Company or its users
protect the Company's property rights.
19. Data protection
The Company ensures an appropriate and proportionate level of security to risks incurred and their probability, in accordance with the General Data Protection Regulation 2016/679 of 27 April 2016.
However, these measures do not constitute any guarantee and do not commit the Company to a result obligation regarding data security.
20. Cookies
To allow its Users to benefit from optimal browsing on the Site and better functioning of various interfaces and applications, the Company may place a cookie on the User's computer.
This cookie stores information relating to browsing on the Site, as well as any data entered by Users (including searches, login, email, password).
The User expressly authorizes the Company to place a so-called "cookie" file on the user's hard drive.
The User has the option to block, modify the retention period, or delete this cookie via their browser interface.
If systematic deactivation of cookies on the User's browser prevents use of certain services or Site features, this malfunction shall in no event constitute damage to the member who may not claim any compensation therefor.
21. Modifications
The Company reserves the right to modify the Site, services offered thereon, the GTC/TOS, and any delivery procedure or other element constituting services performed by the Company through the Site.
When placing an Order, the User is subject to the provisions set out in the GTC/TOS in force at the time of Order placement.
22. Liability
The Company cannot in any event be held responsible for temporary or permanent unavailability of the Website and, although it uses all means to ensure continuous service, service may be interrupted at any time.
Furthermore, the Company reserves the right, by voluntary act, to make the Site unavailable to perform any update, improvement, or maintenance operation.
As mentioned previously herein, the Company cannot in any event be held responsible for delays in service performance for reasons beyond its control, independent of its will, unforeseeable and irresistible, or for which fault cannot be attributed to it.
23. Intellectual property
The brand, logo, and graphic charter of this Site are registered trademarks with INPI and protected works under intellectual property law, owned exclusively by the Company.
Any distribution, exploitation, representation, reproduction, whether partial or complete, without express authorization of said company shall expose the offender to civil and criminal prosecution.
If one of the Partner provider's recommendations or use of elements delivered following one of its recommendations involves use of goods, models, designs, photographs, etc.
subject to intellectual property rights belonging to third parties, the provider will inform the Client buyer of the existence of these rights and the consequences of their use.
It shall then be the Client buyer's sole responsibility to take any measures allowing use of such rights, notably by negotiating usage rights on their own account under conditions such that the provider may rely on them for service needs.
For the specific needs of the services, the Partner provider may use or develop software, including spreadsheets, documents, databases, and other IT tools.
In certain cases, these aids may be made available to the Client buyer upon request.
To the extent these tools were developed specifically for the Partner provider's needs and without consideration of the Client buyer's own needs, they are made available to the Client buyer during the contract term as-is and without any attached warranty, for use only;
they must not be distributed, shared, or communicated to third parties in whole or in part.
This temporary availability shall not entail any transfer of rights or warranty, in any capacity, to the benefit of the Client buyer or a third party.
The Partner provider reserves all rights, title, and interest in:
● original elements appearing in work, documents, memos, consultations, opinions, conclusions, or other procedural acts, etc. performed within the scope of the services, including without limitation any copyright, registered trademark, and any other intellectual property rights relating thereto;
● all methods, processes, techniques, developments, and know-how incorporated or not in the services or that the Partner provider may develop or provide within the scope of the services.
The Client buyer may, without geographic limitation, free of charge and irrevocably, use internally and for the duration of copyright protection, elements designed by the provider and integrated into their work.
The Client buyer undertakes not to distribute, commercialize, and more generally make available or grant use of these same deliverables and more generally grant use of these same elements to third parties without the Partner provider's consent.
Neither party may mention or use the name, denomination, trademarks and logos, or other commercial or non-commercial appellations of the other party without prior written consent of the latter.
Notwithstanding the foregoing, the Partner provider may use the name, denomination, trademarks and logos of the Client buyer during the contract to the extent strictly necessary for service performance, including in proposals for subsequent services.
Furthermore, the Client buyer authorizes the Partner provider, upon completion of the services, to cite their name/denomination as a reference and accompany this citation, where applicable, with a general description of services performed.
24. Jurisdiction clause
The law governing the GTC/TOS is French law. Any dispute that may arise between the Company and a User during performance hereof shall be subject to an attempt at amicable resolution.
Failing that, disputes shall be brought before the competent courts of ordinary law.
The Client is informed that they may resort to conventional mediation with the Consumer Mediation Commission provided for in Article L534-7 of the Consumer Code or with existing sector mediation bodies.
They may also resort to any alternative dispute resolution method in the event of a dispute.
25. Pre-contractual information
Prior to their Order, the Client acknowledges having received, in a readable and understandable manner, the GTC/TOS and information and details provided for in Articles L111-1 to L111-7 of the Consumer Code, and in particular:
essential characteristics of the Services;
price of the Services;
date or deadline by which the Partner provider or Company commits to providing the Service;
information relating to the identity of the service provider (postal, telephone, electronic contact details);
information relating to legal and contractual warranties and their implementation terms;
possibility of resorting to conventional mediation in the event of a dispute;
information relating to the right of withdrawal (period, exercise terms).
Placing an Order on the Site entails adherence to and acceptance of the GTC/TOS. The Client may not rely on a contradictory document.