WASTE2TRADE, a simplified joint stock company, with share capital of EUR 25,000, registered on the Nantes Register of Trade and Commerce under number 839 315 934, with its registered office at 2 bis, rue Robert le Ricolais – CS 60414 – 44300 Nantes Cedex 3, represented by its legal representative, duly authorised for the purpose hereof (hereinafter the OPERATOR), publishes and operates the web platform accessible at the following address: www.squarlymarket.com (hereinafter the PLATFORM).
The OPERATOR publishes and operates the PLATFORM which offers an online business intermediation service, through which resources producers and vendors (hereinafter the VENDORS) can be put into contact with business buyers (hereinafter the BUYERS).
These General Conditions of Use govern the use, by any USER, of the PLATFORM and associated functionalities. It is understood that:
- The inclusion of a new VENDOR, the availability of the PLATFORM and the provision of the corresponding SERVICES are, themselves, subject to the General Conditions of Service specific to VENDORS (SC/GCS “VENDOR”).
- The inclusion of a new BUYER, the availability of the PLATFORM and the provision of the corresponding SERVICES are subject to the General Conditions of Service specific to BUYERS (GCS BUYER).
ANY USE MADE IN ANY WAY OF THE PLATFORM NECESSARILY IMPLIES UNRESERVED ACCEPTANCE BY THE USER OF THESE GENERAL CONDITIONS OF USE (GCU).
The terms stated below shall have the following meaning within these General Conditions of Use (hereinafter “GCU”):
- “BUYER”: shall mean any legal entity (paper manufacturers, plastics producers, recyclers, metallurgists, dealers) accessing the PLATFORM and proceeding, for business purposes, with the purchase of RESOURCES offered by a VENDOR.
- “BACK OFFICE”: shall mean the interface enabling:
- The VENDOR to access their personal area and to benefit from the various SERVICES.
- The BUYER to access their personal area, to have access to the RESOURCES OFFERINGS and to proceed with the purchase of RESOURCES, while benefiting from the tools for monitoring their orders.
The BACK OFFICE is accessed using LOGINS. The BACK OFFICE aggregates all the information provided by the USER.
- “ACCOUNT”: shall mean the interface hosted on the PLATFORM in which all the data provided by the BUYER or by the VENDOR is aggregated.
- “SPECIAL CONDITIONS/GENERAL CONDITIONS OF SERVICE (or “SC/GCS”)”: shall mean the contractual terms providing a framework for the provision of the PLATFORM’s SERVICES by WASTE2TRADE to VENDORS or to BUYERS.
- “MARKETPLACE” GENERAL TERMS AND CONDITIONS OF SALE (or “Marketplace” GTCS): shall mean the contractual terms providing a framework for the sale of RESOURCES by VENDORS to BUYERS, through the PLATFORM.
- “CONTENT”: shall mean any document, text, photograph or information provided by the VENDOR for the presentation of its RESOURCES OFFERING.
- “CONTRACT” or “GENERAL CONDITIONS OF USE” or “GCU”: shall mean these contractual terms as well as any appendices thereto, made available on the PLATFORM to provide a framework for the use of such by any USER.
- “LOGINS”: shall mean the email and password enabling access to the ACCOUNT. These LOGINS are for the exclusive use of the BUYER or VENDOR who alone are responsible for same.
- “RESOURCE OFFERING”: shall mean the announcement of the presentation of RESOURCES containing all the information which should be brought to the attention of the BUYER, by which the VENDOR offers its RESOURCES for sale. This offer does not contain the VENDOR’s details, but only its Department.
- “PLATFORM”: shall mean the SQUARLY web PLATFORM accessible at the address www.squarlymarket.com. The PLATFORM consolidates all the web pages, IT information, SERVICES and functionalities offered to the USERS.
- “RESOURCE”: shall mean any recyclable material offered for sale by the VENDORS via the PLATFORM. Only the following shall be considered as resources:
- paper and cardboard boxes,
- ferrous and non-ferrous metals.
- “SERVICES”: shall mean all the SERVICES provided by the OPERATOR at the same time as the provision of the PLATFORM, of which the MARKETPLACE SERVICE forms part.
- “MARKETPLACE SERVICE”: shall mean the service consisting of providing VENDORS and BUYERS with the PLATFORM and a dedicated BACK OFFICE. The BACK OFFICE enables VENDORS to sell their RESOURCES to the BUYERS by configuring their RESOURCES OFFERINGS with a view to being put in contact with BUYERS using the bidding system. The BACK OFFICE enables BUYERS to accurately monitor orders placed for RESOURCES.
- “LOADING SITE”: shall mean the site for collection of the VENDOR’s RESOURCES at which the BUYER will come to take possession of the RESOURCES purchased to transport them to the DELIVERY SITE.
- “DELIVERY SITE”: shall mean the site to which the purchased RESOURCES are transported by the BUYER for processing.
- “USER”: shall mean any person who accesses and browses the PLATFORM, who may be a MEMBER (VENDOR or BUYER) or simply a web-user.
- “VENDOR”: shall mean any legal entity (local authority, medium and large-scale retailers, food or non-food, dealer, industrialist) listed on the PLATFORM and buying the RESOURCES for BUYERS professionally. Only the entity having made the administrative declarations enabling it to lawfully sell its RESOURCES shall be considered as a VENDOR.
2.1. Objective of the PLATFORM
The objective of the PLATFORM is to enable USERS to benefit from the SERVICES, as follows:
for VENDORS: the ability to offer their RESOURCES for sale via the PLATFORM;
for BUYERS: the ability to purchase RESOURCES, directly from VENDORS.
2.2. Objective of the GCU
The objective of these GCU, concluded between the OPERATOR on the one hand and the USER on the other hand (hereinafter referred to together as “the PARTIES”) is to set out the contractual terms relating to the PARTIES’ respective rights and obligations in respect of the use of the PLATFORM and the range of SERVICES which are offered thereon.
The USER is informed that the sale of RESOURCES by a VENDOR is structured by the “Marketplace” General Terms and Conditions of Sale.
Finally, the provision to the VENDOR of its BACK OFFICE and the provision of the associated SERVICES is governed by the GENERAL CONDITIONS OF SERVICE.
3. ACCEPTANCE OF THE GCU
Use of the PLATFORM’s functionalities and the associated functionalities implies acceptance of these GCU.
The USER therefore undertakes to read these GCU carefully when accessing the PLATFORM and is invited to download and print them and to keep a copy thereof.
Any creation of an ACCOUNT requires express acceptance of these GCU.
4. TECHNICAL SPECIFICATIONS
By using the PLATFORM, the USER acknowledges it has the necessary means and skills to use the PLATFORM.
The USER is responsible for the hardware needed to access and use the PLATFORM, likewise for the telecommunications costs incurred as a result of the use of same.
5. ROLE OF THE OPERATOR
5.1. Content of the OPERATOR’s intervention
The PLATFORM published and operated by the OPERATOR consists firstly of putting VENDORS in contact with BUYERS electronically, with a view to the sale of RESOURCES.
In this respect, it is recalled that the OPERATOR is intervening merely as an intermediary and does not own the RESOURCES sold via the PLATFORM. The OPERATOR does not exercise any control over the sale of the RESOURCES and does not intervene in the performance of the transaction conducted between the VENDOR and the BUYER.
The sale contract providing a framework for the sale of RESOURCE (the “Marketplace” General Terms and Conditions of Sale) is therefore concluded exclusively and directly between the VENDOR of said RESOURCE and the BUYER, the OPERATOR intervening simply as a technical intermediary.
All details of the prices of the RESOURCES are produced by the VENDORS with no intervention by the OPERATOR, which is compensated:
- By commission deducted on the sales of RESOURCES completed by the VENDORS;
- By the monthly subscriptions paid by the BUYERS depending on the number of DELIVERY SITES they have.
Furthermore, it is understood that these GCU do not in any way confer on VENDORS the position of employee, proxy, agent or representative of the OPERATOR.
Finally, the OPERATOR is acting as a waste broker and has made a prior declaration to the Prefect in Nantes, in accordance with Articles R.541-55 et seq. of the Environment Code.
5.2. Trustworthiness, Clarity and Transparency
As an operator of an online platform, the OPERATOR is therefore acting neutrally, clearly and transparently.
The OPERATOR may maintain capital links or a legal dependency with some VENDORS listed on the PLATFORM but undertakes that these capital links or this legal dependency do not in any way influence the listing or the classification of the RESOURCES OFFERINGS by VENDORS on the PLATFORM, or the awarding of the bid.
Furthermore, in accordance with Articles 242 bis and 171 AX of the General Tax Code (CGI), the OPERATOR undertakes to:
- Issue VENDORS in January of each year with a summary statement of all transactions and the turnover achieved through the PLATFORM;
- Provide all VENDORS with as accurate information as possible about their civil and tax obligations in respect of the sale of RESOURCES via the PLATFORM (see Appendix 1: Information in respect of civil and tax obligations);
- Have compliance with these obligations certified annually by an independent third party, before 15 March.
Finally, the USER is informed of the fact that the OPERATOR does not promote any VENDOR by displaying its RESOURCES OFFERINGS.
Therefore, the RESOURCES are presented in accordance with the criteria selected by the USER using the search engine. If there are several RESOURCES of the same type, they are listed in increasing order of the remaining time on the auction.
6. CONDITIONS OF ACCESS AND REGISTRATION
Any purchase of a RESOURCE involves the creation of an ACCOUNT.
A USER wishing to become a BUYER or a VENDOR is invited to follow the registration procedure defined below.
6.1. Registration procedure as VENDOR or as BUYER
Any USER wishing to have full access to all the functionalities offered by the PLATFORM must first create an ACCOUNT.
Only legal entities acting for business purposes in respect of their usual business may register to become a BUYER or a VENDOR.
To register, the USER must click on the “Connect” or “Register” tab shown at the PLATFORM header.
With a view to being able to become a BUYER or a VENDOR, the USER is asked to provide information about his company (country, company name, intra-community VAT number, category, registered office address) and also the information relating to its LOADING SITE for the potential VENDOR or its DELIVERY SITE for the potential BUYER (the name of the site, the company, the country, the company name, the SIRET [Système informatique pour le répertoire des entreprises sur le territoire (Company directory identification system)], address, contact information, prefectural authorisation and the possible loading days and time for LOADING SITES).
Certain information associated with the creation of the ACCOUNT is conditional on the choice of country. The BUYER or VENDOR may change the country during its use of the PLATFORM, subject to prior approval by the OPERATOR.
If the USER wishes to become a BUYER and VENDOR, it must create two separate ACCOUNTS.
One USER with an identical email address can only have one VENDOR ACCOUNT or one BUYER ACCOUNT.
Any USER wishing to become a BUYER or a VENDOR undertakes to provide the OPERATOR with accurate, truthful and up-to-date information which does not in any way infringe the rights of third parties and to notify the OPERATOR of any update needed to the data submitted on registration.
Any USER wishing to become a BUYER or a VENDOR must provide the OPERATOR with the following documents:
- A Commercial Registry (K-bis) form dated within the last three (3) months;
- The dealing and brokering declaration for USERS which are dealers.
These documents guarantee the professional capacity of the BUYER and the VENDOR, necessary for the final approval of the purchase of RESOURCES.
To be able to become a BUYER and to be assigned usage rights over the PLATFORM and its BACK OFFICE, BUYERS must pay the OPERATOR a monthly subscription depending on the number of DELIVERY SITES declared. Details of the financial terms associated with this subscription are given in the General Conditions of Service “Buyer”, submitted at the time of a subscription application to the PLATFORM’s SERVICES.
Finally, the USER must approve theses GCU before finalising registration. If the USER wishes to become a VENDOR or a BUYER, it must also approve the SC/GCS notified at the time of registration.
The USER is responsible for the accuracy and the updating of the data submitted in respect of the opening and the management of their ACCOUNT.
The OPERATOR reserves the discretionary right to refuse registration to a USER who would not conform to the spirit of the PLATFORM or who would contravene the OPERATOR’s image, without being held liable in this respect in any way.
6.2. Management of LOGINS
The BUYER or the VENDOR alone will be responsible for the use of their LOGINS or the actions taken through their ACCOUNT.
Should a BUYER or a VENDOR disclose or use their LOGINS contrary to their intended use, the OPERATOR may then automatically suspend the ACCOUNT without prior notice or compensation. The VENDOR guarantees the OPERATOR against any claim in this respect.
The OPERATOR accepts no liability in any respect in the case of misuse of a BUYER’s or a VENDOR’s identity. Any access and action carried out from the ACCOUNT of a BUYER or a VENDOR will be presumed to be carried out by the latter, inasmuch as the OPERATOR is not obliged and does not have the technical resources enabling it to check the identity of those having access to the OPERATOR from an ACCOUNT.
BUYERS and VENDORS alone are liable for any loss, misappropriation or unauthorised use of their LOGINS and the consequences resulting therefrom. In the event of theft, misappropriation or misuse of LOGINS, the USER is required to notify the OPERATOR, immediately, by email sent to the following address: email@example.com
The BUYER may decide to close its ACCOUNT by giving one (1) month’s notice. For this purpose, it must send a de-registration email to the OPERATOR to the following address: firstname.lastname@example.org
The VENDOR may decide to close its ACCOUNT in accordance with the terms stated in the SPECIAL CONDITIONS/GENERAL CONDITIONS OF SERVICE.
The BUYER or the VENDOR are therefore responsible for collecting, prior to closure of their ACCOUNT, all the data which they wish to recover (source data files, etc.), it being understood that with effect from de-registration, this data will be anonymised by the OPERATOR.
7. FINANCIAL TERMS
Details of the financial terms for the subscription by a BUYER or a VENDOR to the PLATFORM’s SERVICES are given in the General Conditions of Service “Buyer” or “Vendor”, as appropriate.
Subscription to different SERVICES by a BUYER or a VENDOR shall result in separate financial terms.
8. FUNCTIONALITIES OFFERED ON THE PLATFORM
8.1. Functionalities offered to all USERS
All USERS may access the PLATFORM and the information described below, free of charge. Only subscription to SERVICES dedicated either to VENDORS or to BUYERS results in the conclusion of GENERAL CONDITIONS OF SERVICE and the payment of the corresponding costs.
8.1.1. Content pages
From the PLATFORM’s home page, the USER has access to content pages explaining the concept and operation of the PLATFORM. These pages are published by the OPERATOR.
The following pages will be accessible to the USER:
- The RESOURCES OFFERINGS given as examples;
- The “Buy” page showing the benefits of the PLATFORM for a BUYER;
- The “Sell” page showing the benefits of the PLATFORM for a VENDOR;
- The “The concept” page, summarising the key points of the PLATFORM for all,
- The “FAQ” page showing questions/answers to assist the User in their understanding
8.1.2. List of the RESOURCES OFFERINGS
The list of the RESOURCES OFFERINGS published by VENDORS is visible on the PLATFORM’s home page for all USERS, but only the following information will be visible at this stage:
- RESOURCE code and name;
- Main photograph;
- Time remaining to place a bid and buy the RESOURCE;
- Region of loading.
To access RESOURCES OFFERINGS in their entirety, the USER needs to log in to their ACCOUNT. The BUYER may have access to the following additional information:
- The price (with, where applicable, the difference between the floor price and the basic price);
- The number of bids on the RESOURCES OFFERING;
- The total tonnage.
8.1.3. Contact Form
Any USER of the PLATFORM may send a message to the OPERATOR via the Contact Form.
8.2. Functionalities offered to BUYERS
In accordance with Article 6.1 of these GCU, access to the various SERVICES of the PLATFORM is paid for by all BUYERS and is subject to subscription to the SC/GCS “Buyer”.
Any BUYER registered on the PLATFORM may purchase RESOURCES from VENDORS, in accordance with the SC/GCS and benefit from the various SERVICES offered.
The contract binding the BUYER to the VENDOR is the Marketplace GTCS, supplied at the end of the order for a RESOURCE.
Additional information in this respect is available from the OPERATOR, by using the Contact Form available at the following address: email@example.com
8.3. Functionalities offered to VENDORS
Any VENDOR registered on the PLATFORM may sell their RESOURCES to BUYERS, in accordance with the SC/GCS and benefit from the various SERVICES offered.
The contract binding the VENDOR to the BUYER is the Marketplace GTCS, supplied at the end of the order for a RESOURCE.
Additional information in this respect is available from the OPERATOR, by using the Contact Form available at the following address: firstname.lastname@example.org
9.1. USER’S Obligations
In respect of the use of the PLATFORM, all USERS must undertake not to breach public order, to conform with the laws and regulations in force and to comply with third-party rights and the provisions in these GCU.
Every USER is obliged to:
• Conduct themselves in a trustworthy manner with regard to the OPERATOR, other USERS and third parties;
• Be honest and truthful in the information provided to the OPERATOR and, if applicable, to other USERS;
• Use the PLATFORM in accordance with its objective as described in these GCU;
• Not defeat the purpose of the PLATFORM by committing crimes, offences or contraventions punishable by the Criminal Code or any other law;
• Respect the privacy of third parties and the confidentiality of exchanges;
• Pursuant to Articles 323-1 et seq. of the Criminal Code, not seek to jeopardise the automated data processing systems used on the PLATFORM;
• Not use the PLATFORM to send mass unsolicited messages (advertising or other);
• Not disseminate data having the effect of diminishing, disrupting, slowing down or interrupting the normal operation of the PLATFORM.
• Complete the appropriate administrative formalities in relation to its status of BUYER or VENDOR.
In compliance with the legal and regulatory provisions in force and in accordance with the Law of 29 July 1981 on the freedom of the press, the USER undertakes not to disseminate messages or information:
• constituting denigration in respect of the OPERATOR, the VENDORS or the BUYERS;
• contrary to public order and decency;
• which is harmful, defamatory, racist, xenophobic, revisionist or discredits the honour or reputation of others;
• which incites discrimination, hatred of a person or a group of people due to their origin or their membership or non-membership of a particular ethnic group, people, race or religion;
• which is threatening to a person or to a group of people;
• which has paedophile-oriented content;
• which incites people to commit an offence, a crime or an act of terrorism or which justifies war crimes or crimes against humanity;
• which incites people to commit suicide;
• which enables third parties to directly or indirectly obtain pirated software, software serial numbers, software to perform acts of piracy and intrusion into computer and telecommunications systems, viruses and other logic bombs and generally any software or other tool permitting the rights of others and the security of people and assets to be put at risk.
9.2. The OPERATOR’s obligations
9.2.1. General principles
It is expressly agreed between the PARTIES that the OPERATOR, when it is acting as an intermediary, is subject to a general obligation of resources and that it is not bound to any performance obligation or increased obligation of resources of any kind.
9.2.2. Hosting - Availability
The OPERATOR undertakes to do everything possible to ensure the PLATFORM and its functionalities are accessible 24/7, except in the event of Force Majeure or an event outside the OPERATOR’s control and without prejudice to any breakdowns or maintenance needed for the proper functioning of the PLATFORM.
However, the OPERATOR accepts no liability for disruptions, cuts and problems which are outside its control and which affect transmissions via the internet network and more generally via the communications network, regardless of the scale and duration thereof.
It is moreover understood that the OPERATOR reserves the right to temporarily interrupt access to the PLATFORM or to suspend all or part of the SERVICES to carry out maintenance, make improvements and for the installation of new functionalities, to check the proper functioning or even in the event of a malfunction or a threatened malfunction.
The OPERATOR accepts no liability and will not be considered as having failed in respect of these GCU for any delay or non-performance, when the cause of the delay or non-performance is linked to an event of Force Majeure as defined by the jurisprudence of the French Courts and Tribunals.
It should be remembered that:
- for all CONTENT published by the VENDOR on the PLATFORM, the OPERATOR shall be the host within the meaning of Article 6 I 2) of the law of 21 June 2004 on confidence in the digital economy (hereinafter LCEN);
- The OPERATOR may contact the VENDOR should the content in the RESOURCES OFFERING display defects or significant shortfalls in order to warn same.
As host, the OPERATOR reserves the option of withdrawing any CONTENT published by the VENDOR on the PLATFORM which will have been notified to same and which it considered as obviously unlawful within the meaning of Article 6 I 2) of the law of 21 June 2004 on confidence in the digital economy, known as LCEN. The obviously unlawful CONTENT may be notified by email to the address email@example.com or by registered letter with acknowledgement of receipt in accordance with the forms detailed in Article 6 I 5) of the law of 21 June 2004.
In accordance with Article 6 I 5) of the law of 21 June 2004 on confidence in the digital economy, known as LCEN, to be valid, the notification must contain the following information:
- the date of the notification;
- if the notifier is an individual: their surname, first names, profession, domicile, nationality, date and place of birth; if the complainant is a legal entity: its legal form, its company name, its registered office and the body which represents it legally;
- the name and domicile of the recipient or, if this a legal entity, its company name and its registered office;
- the description of the disputed facts and their precise location;
- the reasons why the content should be withdrawn, including stating the legal provisions and supporting evidence;
- the copy of the correspondence sent to the author or the publisher of the disputed information or activities requesting the interruption, withdrawal or amendment thereof, or the evidence that it was not possible to contact the author or publisher.
As an example, the OPERATOR shall not be liable for CONTENT in a RESOURCES OFFERING (RESOURCES, description of the RESOURCES, price, visual of the RESOURCES, etc.) except in the cases where the OPERATOR:
- Was in fact the publisher of said CONTENT, in particular in the case where the OPERATOR exercised direct control over the content of a RESOURCES OFFERING;
- Did not withdraw access to said CONTENT after being notified of its obviously unlawful nature within the meaning and in accordance with the terms of the LCEN.
9.2.3. Financial transparency
In accordance with Article 242 bis of the General Tax Code applicable with effect from 1 January 2019, the OPERATOR informs VENDORS that they are required to update their tax and social obligations concerning their activity and the transactions that they carry out via the PLATFORM.
In accordance with the regulations currently in force and with Article 5.2. herein, in January of each year, the OPERATOR will send all VENDORS of RESOURCES who use it as an intermediary a document summarising the gross amount of the transactions which they have carried out and collected via the PLATFORM, throughout the previous year. The OPERATOR will have compliance with this obligation certified by an independent third party, in accordance with the terms provided for by Article 5.2. herein.
10. INTELLECTUAL PROPERTY
10.1. Assignment of intellectual property rights in respect of the MARKETPLACE SERVICE
In respect of the MARKETPLACE SERVICE, when the OPERATOR provides USERS, in consideration for the agreed amounts, with access to the PLATFORM, to its functionalities and to the BACK OFFICE, the OPERATOR is assigning to the USER a simple user licence relating to the PLATFORM and its software developments.
This paid-for and non-exclusive licence is valid worldwide, throughout the term of the contractual relationship, and as long as the USER has paid the sums due in respect of the defined pricing terms. The licence will only relate to the right to use, excluding any other and in particular the right of reproduction, modification or adaptation.
10.2. Ownership of the intellectual and industrial property rights over the RESOURCES
All RESOURCES sold over the PLATFORM by VENDORS may display trademarks, logos, graphics and other patterns belonging to them or belonging to third parties.
All VENDORS selling a RESOURCE through the PLATFORM guarantee that they are entitled to sell this RESOURCE and to display the logos, trademarks and other intangible elements displayed in the CONTENT.
The OPERATOR accepts no liability whatsoever for any act of infringement, given its position simply as host of the CONTENT relating to the RESOURCES.
10.3. Ownership of the intellectual property rights associated with the OPERATOR
USERS acknowledge the OPERATOR’s intellectual property rights over the PLATFORM, its components and the content relating thereto and waives the right to contest these rights in any way whatsoever.
The trademarks, wording, logos, slogans, graphics, photographs, animations, videos, software solutions, databases and IT-related elements of the PLATFORM, with the exception of the VENDORS’ CONTENT, belong to the OPERATOR and shall not, therefore, be reproduced, used or represented without express prior authorisation under penalty of prosecution.
Any total or partial representation or reproduction of the PLATFORM, the data contained therein and the data accessible therein, by any process, without express prior authorisation from the OPERATOR, is prohibited and may result in prosecution.
In particular, the OPERATOR expressly prohibits:
• Any scrapping operation or technical operation which may be assimilated to same;
• The permanent or temporary extraction and transfer, of the whole or a qualitatively or quantitatively substantial part of the content of a database onto another medium, by any means and in any form;
• The repeated and systematic extraction or re-use of the whole or a qualitatively or quantitatively insubstantial part of the content of the PLATFORM’s database;
• The re-use, by making available to the public of the whole or a qualitatively or quantitatively substantial part of the content of the database, regardless of the form thereof.
Acceptance of these GCU implies recognition by USERS of the OPERATOR’s intellectual property rights and the commitment to respect same.
The OPERATOR is granting a personal, non-exclusive and non-transferable licence to the USERS, authorising same to use the PLATFORM in accordance with these GCU.
Any other use of the PLATFORM and its content is excluded from the scope of this licence and shall not be carried out without the prior express authorisation of the OPERATOR.
11.1. General principles
In respect of the provision of the SERVICES and the availability of the PLATFORM, the OPERATOR will only be bound to an obligation of resources.
The USER may hold the OPERATOR liable inasmuch as it has previously notified same by registered letter with acknowledgement of receipt of the alleged failure and the OPERATOR has not responded within twenty one (21) days from receipt of this formal notification. It should be remembered that the OPERATOR accepts no liability whatsoever except in the event of proven fault.
Through the SERVICES, BUYERS may be put in contact with VENDORS. It should be remembered that the OPERATOR will remain a third party to the contract concluded directly between the BUYER and the VENDOR and therefore accepts no liability for performance of same.
Furthermore, the OPERATOR accepts no liability:
• in the event of temporary inability to access the PLATFORM due to technical maintenance or updating of the published information. USERS acknowledge that the OPERATOR accepts no liability in the event of malfunctions or interruptions of said transmission networks or the computer hardware used by USERS of the PLATFORM;
• in the event of virus attacks;
• in the event of excessive use or unlawful use of the PLATFORM;
• in relation to the content of third-party websites accessed through hyperlinks present on the PLATFORM;
• in the event of non-compliance with these GCU attributable to USERS;
• in the event of delay or non-performance of its obligations, when the cause of the delay or the non-performance is linked to an event of Force Majeure;
• in the event of an outside event not attributable to the OPERATOR;
• in the event of an unlawful act by a VENDOR or contractual non-performance of which the VENDOR will be found guilty;
• For any problem encountered in the delivery of the RESOURCE ordered.
In respect of the SERVICES, the OPERATOR draws USERS’ attention to the fact that current communication protocols over the internet do not enable the transmission of electronic exchanges to be assured in certainty and continuously (messages, documents, identity of the sender or the recipient). The OPERATOR therefore accepts no liability in the event of a loss of data, intrusion, virus, service disruption or other problems unrelated to the PLATFORM.
Furthermore, due to the very nature of the internet network (inter-connection of a multitude of independent operators with each other), nothing can guarantee the global end-to-end functioning of the networks. Therefore the OPERATOR accepts no liability for any loss which is not directly caused by it.
The OPERATOR accepts no liability whatsoever, regardless of the type of action introduced, for indirect loss of any kind, for example, this list not being exhaustive, any financial or commercial loss, loss of profits, commercial disruption, loss of earnings, consequential loss or action introduced by a third party against the USER as well as the consequences therefrom, linked hereto or to the execution thereof.
The USER is solely liable for any direct or indirect, material or immaterial prejudice caused by it to the OPERATOR or to third parties as a result of its use of the SERVICES.
It is expressly agreed between the PARTIES that the provisions of this clause shall continue to apply even in the event of termination of these GCU recorded by a final court ruling.
11.2. Host status
In respect of the publishing and operation of the PLATFORM, USERS acknowledge that the OPERATOR has the position of host within the meaning of Article 6 I 2) of the Law of 21 June 2004 on confidence in the digital economy, known as LCEN.
In accordance with these GCU, the OPERATOR reserves the option of withdrawing any content which has been notified to same and which it considered as obviously unlawful within the meaning of Article 6 I 2) of the law of 21 June 2004 on confidence in the digital economy, known as LCEN.
12. FORCE MAJEURE
The OPERATOR accepts no liability and will not be considered as having failed in respect of these GCU for any delay or non-performance, when the cause of the delay or non-performance is linked to an event of Force Majeure.
Contractual Force Majeure takes place when an event outside the debtor’s control, which could not reasonably be foreseen when the contract was concluded and the effects of which could not be avoided by appropriate measures, impedes the fulfilment of its obligation by the debtor.
If the impediment is temporary, the fulfilment of the obligation is suspended unless the resulting delay justifies termination of the contract. If the impediment is permanent, the contract is automatically terminated and the Parties are released from their obligations within the conditions provided for in Articles 1351 and 1351-1 of the Civil Code.
In this respect, the OPERATOR shall not be held liable in particular in the case of an attack by hackers, non-availability of equipment, supplies, spare parts, personal or other equipment; and interruption, suspension, reduction or disruptions of electricity or other or any electronic communications networks interruptions, as well as in the case of any event or circumstance which arises outside the control of the OPERATOR after the conclusion of the GCU and thus impeding fulfilment of same under normal conditions.
It is understood that, in such a situation, the USER cannot claim payment of any compensation and cannot lodge any claim against the OPERATOR.
In the event that one of the above-mentioned events arises, the OPERATOR will endeavour to inform the USER as soon as possible.
13. PROTECTION OF PERSONAL DATA
Each PARTY guarantees the other PARTY for compliance with the legal and regulatory obligations incumbent on same in relation to its role in respect of the protection of personal data.
13.1. Concerning the processing carried out by the OPERATOR
As part of the operation of the PLATFORM, the OPERATOR may collect personal data relating to USERS.
This data is necessary for the management of the PLATFORM, the provision of the SERVICES and the sending of alerts to USERS who request such. This data will be processed in accordance with the purposes stated on collection.
In this respect, the USER is invited to view the OPERATOR’s Confidentiality Policy, accessible at the following address:
https://squarlymarket.com/fr/conf for the French version and
https://squarlymarket.com/en/conf for the English version
which will give more detailed information in relation to the protection of personal data and to the processing carried out via the PLATFORM.
It should be remembered that the USER whose personal data is being processed benefits from the rights of access, rectification, update, portability and deletion of the information concerning him, in accordance with the provisions of Articles 39 and 40 of the amended Data Protection Act and the provisions of Articles 15, 16 and 17 of the European General Data Protection Regulation (GDPR).
In accordance with the provisions of Article 38 of the amended Data Protection Act and the provisions of Article 21 of the GDPR, the USER may also legitimately object to the processing of the data concerning him, without giving a reason and at no cost.
The USER may exercise these rights, either by sending an email to the address firstname.lastname@example.org or by sending a letter to the following address: WASTE2TRADE, 2 bis rue Robert le Ricolais – CS 60414 – 44300 Nantes Cedex 3, including proof of their identity.
To find out more about the type of cookies and other trackers used on the PLATFORM, the USER is invited to view the OPERATOR’s Cookies Charter, accessible at the address
https://squarlymarket.com/fr/cookies for the French version and
https://squarlymarket.com/en/cookies for the English version
13.2. Concerning the processing carried out by the VENDOR
The VENDOR may be required to collect and process the personal data of BUYERS of the
PLATFORM for the fulfilment of their orders for RESOURCES. In this respect, the VENDOR guarantees to
the OPERATOR that it processes this data in compliance with the rights and obligations resulting from the “Data Protection Act” and the GDPR.
In the case of processing of personal data implemented by the VENDOR, it should be remembered that the OPERATOR will have the position of Joint Controller, within the meaning of the Act of 6 January 1978 and Article 26 of the GDPR.
Any claim by a BUYER shall be made directly to the VENDOR, with no intervention by the OPERATOR.
15. VALIDITY OF THE GCU
If any of the provisions of these GCU should be declared null and void with regard to a legislative or regulatory provision in force and/or a court ruling with the force of res judicata, it shall be deemed not to exist but will not affect the validity of the other clauses, which will remain applicable in full.
Such a modification or ruling shall not in any event authorise USERS to ignore these GCU.
16. AMENDMENT OF THE GCU
These GCU shall apply to any USER browsing on the PLATFORM.
The OPERATOR reserves the option of updating and amending these GCU at any time, in particular to adapt them to legislative or regulatory changes. Any amendment of the GCU will be notified to all MEMBERS at least ten (10) days before it comes into force.
The GCU applicable shall be those in force at the time the USER is browsing on the PLATFORM.
17. GENERAL PROVISIONS
No statement or document shall result in an obligation not included in these GCU, unless it is the subject of a new agreement between the PARTIES.
Should either PARTY not require implementation of any clause within these GCU, either permanently or temporarily, this can in no event be considered as a waiver of said clause.
In the event of a problem in interpretation between any of the titles appearing at the beginning of the clauses and the content of any of these, the titles shall be declared not to exist.
18. JURISDICTION AND APPLICABLE LAW
THESE GENERAL CONDITIONS OF USE ARE GOVERNED BY FRENCH LAW. IN THE EVENT OF A DISPUTE, THE FRENCH COURTS SHALL HAVE SOLE JURISDICTION.
The OPERATOR draws USERS’ attention to the fact that any dispute arising between a BUYER and a VENDOR shall be ultimately dealt with by the Parties to the Contract for the Sale of RESOURCES (the “Marketplace” GTCS, which alone are responsible for the sale of the RESOURCES offered via the PLATFORM.
In respect of disputes between VENDORS and BUYERS, the BUYER may contact the OPERATOR, it being understood that the latter will pass on the claim to the VENDOR in question which alone will be responsible for dealing with the dispute. [To be confirmed]
In the event of a dispute arising between the OPERATOR and a USER on the subject of the interpretation, enforcement or termination of these GCU, the PARTIES shall endeavour to settle such amicably.
Should mediation fail or not be planned, the dispute having given rise to mediation will be entrusted to the competent court designated above.