The listing/directory agreement (hereby referred to as “the Contract”), which is comprised both of this Preamble and of the clauses that follow is entered into and between LA WEB FACTORY, as described in the “Legal Notice” accessible on the Website, and the School or the Agency.
The activity of LA WEB FACTORY is as follows: Posting a directory of Schools or Agencies offering language lessons (hereby referred to as “the Directory”). This Directory can be accessed through the www.my-language-travel.com Websites (hereby referred to as “the Website”).
The School or the Agency is a third party service provider offering language lessons for natural persons or legal entities who wish to take language lessons. The School or the Agency wishes to expand its operations and is interested in being listed in the Directory posted on the Website.
ARTICLE 1 – Subject
The purpose of the Contract entered into by LA WEB FACTORY and the School or the Agency is to lay down the conditions under which the School or the Agency’s contact details will be presented through the Directory on the Website.
ARTICLE 2 – Implementing Listings in the Directory on the Website
2.1 – Using a form available on the Website, the School or the Agency will send LA WEB FACTORY:
– The URL of the School or the Agency’s Website;
– An accurate and complete description of the School or the Agency that is not misleading. The School or the Agency will be held liable for this description.
2.2 – LA WEB FACTORY is responsible for publishing the description sent by the School or the Agency on the Website. LA WEB FACTORY may amend these texts, including, but not limited to, for the consistency of the Website, translation issues, improving the Website’s SEO.
ARTICLE 3 – Financial Terms and Payment Terms
LA WEB FACTORY will send the School or the Agency a bill on each anniversary date of the contract (monthly or yearly). Said bill is payable immediately from the date of issue.
If payment is not received by the due date, the listing will be deactivated.
ARTICLE 4 – Schools’ Guarantee
The School or the Agency confirms that it is a professional in the organisation of Language Lessons and, as such, recognises that it alone has the best information on its company and its business. The School or the Agency undertakes to respect all of the regulations applicable to its operations, from the beginning of the contract period and during the fulfilment of this Contract.
ARTICLE 5 – LA WEB FACTORY’s Obligations and Responsibilities
5.1 – LA WEB FACTORY’s obligations under this Contract are expressly recognised by the School or the Agency as being obligations of means. Therefore, LA WEB FACTORY will use the best practical means at its disposal to fulfil this Contract. LA WEB FACTORY can only be held liable if it can be proven that serious negligence was committed exclusively by LA WEB FACTORY.
5.2 – LA WEB FACTORY undertakes to use the best practical means at its disposal to ensure the Platform is accessible 24/7. However, LA WEB FACTORY reserves the right to block access to the Directory, inter alia to carry out the hardware maintenance needed for the hosting and for the Website.
5.3 – LA WEB FACTORY cannot be held liable in a case of force majeure. LA WEB FACTORY cannot be held liable inter alia for accessibility concerns or when it is momentarily impossible to access the server due to disturbances in the telecommunications network, the School or the Agency being aware of the complexity of international networks and the fluctuations in the number of Internet users at peak times.
5.4 – It is expressly agreed that, should LA WEB FACTORY be held legally liable for the fulfilment of this Contract, the School or the Agency would not be entitled to any other compensation or damages other than a refund of the sums received by LA WEB FACTORY over the past year of the contractual relationship.
ARTICLE 6 – Intellectual Property Rights
6.1 – The School or the Agency grants LA WEB FACTORY international reproduction and representation rights for its name and logo (which may be registered as a trademark), the description provided, the photographs to which LA WEB FACTORY may have been granted access and any defining element of the School or the Agency that is useful for communication purposes, for the length of this Contract.
The transfer of rights is granted for the Website and all media (digital and paper) that are essential for publicity and SEO purposes for LA WEB FACTORY’s Website.
6.2 The School or the Agency grants LA WEB FACTORY permission to include a link from its Website to the School or the Agency’s Website.
ARTICLE 7 – Length and Termination
This Contract is concluded for a period of one (1) month or one (1) year following its acceptance by the School or the Agency.
The Contract will be renewed tacitly without other formality for periods of one (1) month or one (1) year unless one of the Parties gives notice by registered letter with acknowledgement of receipt or by email.
However, the Contract may be terminated early by one of the Parties in the event of non-execution of or non-compliance with any of the single obligations contained within the Contract.
Early termination will automatically take place fifteen (15) days starting from the date of the formal notice sent to the defaulting Party by registered letter with acknowledgement of receipt or by email making known the intention to apply this Clause and having gone entirely or partly unheeded.
The termination shall be applicable without prejudice to any other rights and remedies available to the injured Party against the defaulting Party.
The termination of the Contract entails the removal of the School or the Agency’s information from the Directory.
ARTICLE 8 – Miscellaneous Matters
8.1 – Should any of the provisions of this Contract be deemed invalid or inoperative in any way and for any reason whatsoever, they will be deemed unwritten, which will not affect the validity of any of the other provisions.
8.2 – Should either Party choose to waive any of their rights in accordance with the provisions of this Contract, this will not be deemed to be a waiver of any future right.
8.3 – Statement of Mutual Independence
Each Party is an independent contractor and none of the provisions of this Contract will create a company, in deed or in law, a joint venture, an agency, a franchise agreement, a commercial agent agreement or an employer/employee relationship between the Parties.
8.4 – This Contract may only be changed by an amendment, which could be in the form of a simple exchange of emails.
ARTICLE 9 – SETTLEMENT OF DISPUTES
This Contract is governed by French law.
Any dispute relating to the interpretation, fulfilment and/or termination of this Contract will fall under the exclusive jurisdiction of the Tribunal de Commerce (Commercial Court) of Nantes, except for cases where the dispute falls under the jurisdiction of the Tribunal de Grande Instance (Regional Court) of Rennes, pursuant to the applicable provisions of the French Intellectual Property Code.