LIBERTIFY won the Hong Kong FinTech FastTrack 2023 !​

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  1. Libertify International S.A. (the “provider”), an international business corporation registered in the Republic of Panama (email: info@libertify.com) offers products and Services subject to these general terms and conditions of sale (“terms of sale”).

  1. Warning about acquiring and trading in cryptocurrencies

  1. You are advised that the risk of loss from acquiring and trading cryptocurrencies can be substantial and that the value of cryptocurrencies is highly volatile: the price can go up and down in a very short time and is largely unpredictable.

  1. You are responsible for the risks and financial resources used. You acknowledge that acquiring and trading in cryptocurrencies involves a significant risk of loss and that You may lose your initial purchase amount(s).

  1. You should not engage in the acquiring and trading of cryptocurrencies if You do not fully understand the nature of the transactions made and the magnitude of the risk of losses.

  1. Preamble

  1. On a SaaS platform called “Libertify” (“the platform”), the provider offers a service called “SeatBelt” (the “Service(s)”) designed to provide cryptocurrency holders, through artificial intelligence, a Service that allows users to monitor and administer their portfolios and cryptocurrencies held with various external centralised or decentralised cryptocurrency exchange services, according to the user-selected Risk Profile. For the avoidance of doubt, users do not trade cryptocurrency on the platform, and the platform is not a cryptocurrency exchange. Rather, users may access their own accounts on external centralised cryptocurrency exchange services, and access decentralised cryptocurrency exchange services via smart contracts via the user interface on the website.

  1. User that are traders are informed that they are not authorised to place an order and are invited to contact the provider’s sales team.

  1. By subscribing to the Services of the platform, You acknowledge that You have read, understood and agreed to these terms of sale.

  1. You acknowledge and agree that:

  • You have the technical skills required to use the platform;

  • You are of legal age and have the full legal capacity to enter into these terms of sale;

  • You are informed that your agreement does not require a handwritten or electronic signature: the acceptance of these terms of sale and of the subscription to the Services is made via the double click mechanism;

  • You act as a Consumer, i.e. the subscription to the Services is exclusively intended for your personal, private and non-professional use, and not directly related to your professional activity;

  • as a Consumer, You have specific rights which could be challenged if the Services subscribed to on the platform are in connection with your professional activity, i.e. in the event where the Services subscribed to are for purposes relating to your trade, business, craft, profession or agricultural activity.

  1. You can save and print these terms of sale by using the standard features of your browser or smartphone.

  2. You represent that You have obtained all necessary information on the use of the platform and on the quantitative and qualitative characteristics of the Services offered for sale.

  1. Definitions

  1. The following terms shall have the meanings set out below between the parties:

  • “Consumer”: means any natural person who is acting for purposes which are outside his or her professional activity, trade, business, craft, agricultural activity or profession;

  • “Customer” or “You”: means any natural person who is a Consumer and who purchases the Services provided by the provider;

  • “Internet”: means a network of networks that allows the exchange of information through a protocol called TCP/IP. Data is transmitted through networks of a different nature that are able to read the messages according to this technical standard. Each element of this network belongs to private or public organisations that operate them in cooperation without necessarily involving a bilateral obligation of quality;

  • “Positive Double Click”: means the click that is the electronic expression of acceptance; with the first click, the Customer validates the order and with the second click, the Customer confirms such agreement;

  • “Risk Profile”: means score based on a Customer’s selections and, responses provided, which defines the Customer’s risk appetite;

  • “Services” or “SeatBelt”: means services associated with the subscription, offered and performed by the provider or its subcontractors.

  1. Purpose

  1. The purpose of these terms of sale is to set out the terms and conditions of online subscription to the SeatBelt Service of the platform. They govern all the necessary steps for the placing and tracking of an order by the parties.

  1. They are supplemented by terms of use that govern access to the platform and use of the Services.

  1. Documents

  1. The contractual documents are listed below in decreasing order of precedence:

  • these terms of sale;

  • information on the Services and prices available on the platform and on the website www.libertify.com;

  • the subscription form.

  1. In case of discrepancy between documents of different nature or rank, the parties expressly agree that the provisions contained in the document with the higher rank in the order of precedence shall prevail with regard to the conflicting obligations. In case of discrepancy between documents of the same rank, the most recent documents shall prevail.

  1. Notwithstanding the rules for the interpretation of contracts laid down by any applicable laws (including the French Civil Code where applicable to French users), the following order of precedence shall apply:

  • obligation per obligation;

  • or, failing that, paragraph per paragraph;

  • or, failing that, article per article.

  1. Enforceability of the terms of sale

  1. The provider reserves the right to adapt or amend these terms of sale at any time. In such case, the adapted or amended terms of sale will apply to orders placed after they have been posted online.

  1. In any case, the version of the terms of sale binding upon and enforceable against You is the one accepted by You at the time of validation of your subscription.

  1. The terms of sale can be accessed at all times in the sales area. You can access archived terms of sale on request by sending an email to: info@libertify.com.

  1. The documents available online and accepted at the time of subscription shall prevail over any paper versions of an earlier date.

  1. Storage – Archiving

  1. The provider will store the writing evidencing your subscription for an amount equal to or greater than one hundred and twenty (120) euros for a period of ten (10) years from the end of the performance of the Services, and the provider guarantees that You can access it at any time during that period.

  1. The contractual documents will be kept in electronic or paper form.

  1. The provider will provide You access to the contractual documents stored upon request sent by email to info@libertify.com.

  1. Term

  1. These terms of sale come into effect upon acceptance by You, which is expressed by checking the box “I have read, understood and agree to these terms of sale”.

  1. They will remain in force for the duration of the subscription taken out by You.

  1. Confidentiality

  1. By default, all information obtained by You through the use of the Services is confidential information. Information is not confidential if You can demonstrate that it is otherwise published.

  1. For the purposes of these terms of sale, any and all information obtained through the Services shall be confidential, including any information or data provided by the parties.

  1. Accordingly, the parties must:

  • treat the confidential information with the same degree of protection with which they treat their own confidential information of like importance;

  • keep confidential information in strict confidence and ensure that it is neither disclosed nor likely to be disclosed, whether directly or indirectly, to third parties;

  • not infringe in any manner the intellectual property rights in the confidential information;

  • prevent the confidential information from being copied, reproduced or otherwise duplicated, in whole or in part, when such copies, reproductions or duplications are not directly linked to the performance of the terms of sale.

  1. You must not use the information obtained through the use of the Services for any purpose other than the administration of your own portfolios, and in particular for the purpose of providing advice, recommendations or portfolio management services to any third party, whether or not for a fee. Any reproduction for purposes other than your personal use is strictly forbidden.

  1. The parties expressly agree that they must not infringe the ownership rights in the confidential information in any manner.

  1. The parties shall be bound by this confidentiality obligation for the term of the contract and for a period of three (3) years after its termination for any reason whatsoever.

  1. Subscription process

  1. The online subscription requires You to go to the platform. You are solely responsible for all costs relating to the access, whether for hardware, software or Internet access. You are solely responsible for the proper functioning of your equipment and Internet access.

  1. The terms of use of the platform are available at: www.libertify.com. You are informed that the use of the platform is subject to compliance with the technical requirements set out in the terms of use.

    1. Accepting the terms of sale and ordering process

  1. The subscription implies full and complete acceptance of these terms of sale by checking a box.

  1. Any subscription taken out by You by a Positive Double Click constitutes acceptance of the said subscription and of these terms of sale.

  1. To subscribe to the platform Services, You are first required to provide the information requested using the form available online. You undertake to meet all the technical and hardware requirements related to the platform and the Services. You certify that the information provided is true and accurate.

  1. The contracting process includes the following steps:

  • Step 1: You fill in a registration form (your email address, last name, first name) and choose a password to create an account;

  • Step 2: You agree to the terms of use (check box and confirmation of acceptance: Double Click mechanism);

  • Step 3: Your email address is activated after You confirm the registration via the link sent by the Libertify platform to You;

  • Step 4: Your personal account is created;

  • Step 5: You identify yourself;

  • Step 6: Your Risk Profile is completed based on your selections and responses provided to the risk assessment quiz;

  • Step 7: You access the details of the subscription. During this step, You can check the details and total price of the order, modify it, correct any errors or cancel the order;

  • Step 8: You choose the payment method (You enter the credit card information to make a payment);

  • Step 9: An imprint of the payment method of the subscription is taken;

  • Step 10: On this same screen, You get a summary of the order and agree to the terms of sale before validating the order. During this step, You can check the details and total price of the order, modify it, correct any errors or cancel the order;

  • Step 11: You connect the platform to the portfolios and accounts for exchange and sharing of assets;

  • Step 12: You select the assets to be monitored and adjust the notification settings;

  • Step 13: You can start using the platform;

  • Step 14: You pay for the subscription; and

  • Step 15: You would need to pay certain additional fees for usage of the “vault” smart contracts, deposit of cryptocurrencies to the “vault” smart contracts, withdrawal of cryptocurrencies from the “vault” smart contracts, or incentive fees for high-quality signals (i.e. signals which out-perform simple holding strategies).

  1. The above steps may occur in a different order.

  1. The provider will acknowledge receipt of your order by sending an email without delay.

  1. Subscriptions will be taken into account only after payment is accepted. Any payment rejection will result in the abandonment of the order; You will be informed accordingly and the subscription will not be taken out or the Service will not be performed.

    1. Confirming the contractual information

  1. The contractual information (including without limitation those listed in Article L. 221-5 of the French Consumer Code applicable to French users) will be subject to a confirmation with an acknowledgement of receipt in a timely manner time and at the latest at the time of the subscription.

  1. The confirmation will include, but not be limited to, the following information:

  • information on the main characteristics of the subscription taken out;

  • the existence, limits or absence of the right of withdrawal and the conditions and procedures for exercising that right (in particular reimbursement);

  • information concerning the after-sales service and commercial guarantees;

  • the identification of the transaction/order number;

  • the total price of the subscription (in euros, price before tax, price inclusive of taxes);

  • a reminder of the conditions for securing payment;

  • the availability of the Services;

  • the costs and terms of supply of the Services;

  • the confirmation of the terms of payment and performance of the contract; and

  • where fees are to be charged for interactions with the “vault” smart contracts, the confirmation and calculation of such fees.

    1. Modifying the order

  1. Once the order is validated, it cannot be modified.

  1. Content of the Service

    1. Information about the Services

  1. The Services are described in section 8 Description of the platform and Services set out in the Terms of Use available at [*]. They offer various functionalities allowing users to monitor and administer their portfolios and cryptocurrencies held with various external centralised or decentralised cryptocurrency exchange services, according to the user-selected Risk Profile.

  1. A subscription includes the functionalities that are in force on the day of the order.

  1. The greatest care is taken to provide online information before the order is placed, including information on the essential characteristics of the Services offered for sale on the platform, prices of subscriptions, guarantees and after-sales services, methods of payment, terms of payment, supply and installation, restrictions.

  1. You are informed that no minimum level of Service quality is offered.

  1. Notwithstanding any of the other provisions in these terms, the photographs, graphic illustrations, videos, models, charts, designs, or examples on the site are strictly for information purposes only and have no contractual value or form the basis of any contract with the provider.

  1. Only the subscription offers appearing on the platform can validly form a contract between the provider and the Customer. Offers that are accessible due to third parties are not binding on the provider.

  1. You are informed of the functionalities, the interoperability with the hardware and software that the provider can reasonably be expected to have been aware of and the technical protection measures of the Services.

    1. Use of content

  1. In order to use the ordered Services, You must log in to your personal account.

  1. The use of the Services ordered can be subject to operating and safety instructions. You undertake to read and comply strictly with the instructions for use and safety recommendations contained in said documents, including those posted and updated on the platform.

  1. International order

  1. Unless otherwise provided by law, for international orders, the documentation accompanying some Services (including user guides and safety manuals) may not be available in your language. You are therefore responsible for checking before placing the order that You are able to understand the language used in the documentation of the Service ordered.

  1. You are further responsible for checking that the ordered Services comply with the norms and standards and local regulations in the country where the Services are made available. The provider will not be liable for delays, losses or responsibilities arising out of or in connection with the non-compliance of the Service with local regulations.

  1. In addition, You agree to comply with all laws and regulations in force in the country where the Services are made available. It is your responsibility to ensure that the supply of the ordered Services is authorised in the country of use. The provider takes no responsibility for any damage, loss or liability that could be suffered as a result.

  1. Right of withdrawal

    1. Time and scope

  1. Under the law, You have a right of withdrawal; You have fourteen (14) clear days to notify your wish to exercise Your right of withdrawal without giving any reason.

  1. The withdrawal period starts on the day of the conclusion of the contract.

  1. If the withdrawal period expires on a Saturday, Sunday, bank holiday or non-business day, it will be extended to the next business day.

  1. The right of withdrawal is exercised without any penalty.

  1. As an exception, You may benefit from the ordered Services upon conclusion of the contract, before the end of the withdrawal period, subject to giving your express consent to this effect.

  1. In such case, at the step of acceptance of these terms of sale, there is a box that You can choose to check to give your prior express consent to the beginning of the performance of the supply of the Services before the end of the withdrawal period, thereby losing your right of withdrawal. For the avoidance of doubt, it is specified that for Services that are not supplied on a tangible medium, the express consent to the beginning of the performance of the Services results in the waiver of the exercise of your right of withdrawal.

  1. If You give your express consent under the above conditions, then You will receive confirmation of such express consent and of your waiver of the right of withdrawal in the order confirmation email.

    1. Exercise of the right of withdrawal

  1. To exercise your right of withdrawal, You must inform the provider of your decision to withdraw by an unequivocal statement setting out your will to withdraw, by email sent to info@libertify.com.

  1. You may use the attached model withdrawal form (Annex 1 Withdrawal Form) and send it using the contact details given in the preceding paragraph, but it is not obligatory.

  1. You can also fill in and submit the withdrawal form or any other unequivocal statement online. If You choose this option, the provider will communicate to You an acknowledgement of receipt of such a withdrawal by email without delay.

  1. To meet the withdrawal deadline, it is sufficient for You to send your request before the withdrawal period has expired.

    1. Reimbursement

  1. If You exercise your right of withdrawal, the provider will reimburse all sums paid without undue delay and in any event not later than fourteen (14) days from the day on which the provider is informed about your decision to withdraw.

  1. The provider will carry out such reimbursement using the same means of payment as You used for the initial transaction, unless You have expressly agreed otherwise. In any event, You will not incur any fees as a result of such reimbursement.

  1. If You requested to begin the performance of the Services during the withdrawal period but the Services have not been fully performed, You shall pay the provider an amount which is in proportion to the Services that have been provided until You communicated the provider your decision to withdraw, in comparison with the amount of all the Services ordered.

  1. Where the service order is a free service, the exercise of the right of withdrawal by You will not give rise to any reimbursement.

  1. Personal data

  1. In accordance with Law No. 81 of March 26, 2019 of Panama (as supplemented by Executive Decree No. 285 of May 28th, 2021), Act No. 78-17 of 6 January 1978 of France on Information Technology, Data Files and Civil Liberties (Data Protection Act), as amended, You are informed that the provider processes your personal data and is the controller of such data processing operations.

  1. Libertify undertakes, in this respect, as the data controller, to comply with the legislation applicable in Panama, France and in the European Union regarding the protection of personal data during the processing carried out in the context of the use of the Libertify platform and the associated services.

  1. Libertify undertakes to respect the obligations contained in the personal data protection policy accessible at the following address (to be completed) and from the footer of each page of its website, application or platform.

  1. Cookies

  1. When using the Libertify website, application and platform, cookies or other tracers may be installed on the administrator’s or user’s terminal.

  1. All the information concerning the cookies that may be deposited during such use is detailed in the Libertify cookie management policy, accessible on its website at the following address: (to be completed) and from the footer of each page of its website, application or platform.

  1. Supply of the Services

  1. The provider shall supply the Services without undue delay after the subscription is taken out or on the date specified in the order.

  1. The Services will be supplied when they are made available to You on the platform. You are informed that the Services ordered on the platform may be performed in all countries with the exception of the following countries: Belarus, Burundi, Democratic Republic of Congo, North Korea, Guinea-Bissau, Guinea, Iran, Iraq, Lebanon, Libya, Mali, Myanmar (previously known as Burma), Nicaragua, Central African Republic, Russia, Somalia, Sudan, South Sudan, Syria, Tunisia (ill-gotten gains), Turkey, Venezuela, Yemen, Zimbabwe.

  1. Where the provider has failed to supply the Services on the date or at the end of the period provided for, You are informed that You may:

  • notify the provider that You withhold payment of the part of the subscription affected by the delay in supply;

  • terminate the contract, by registered letter with acknowledgement of receipt or by a writing on another durable medium, if the provider still fails to perform within a reasonable additional period after notice thereof has been given to it by registered letter with acknowledgement of receipt.

  1. In such case, the contract shall be considered terminated upon receipt by the provider of the letter or writing notifying it of the termination, unless it has performed the service in the meantime.

  1. You are informed that You can immediately terminate the contract if the provider refuses to perform the service on the agreed date or at the expiry of the period specified when such date or period is of the essence of the contract for You, such as shown by the circumstances in which the contract was concluded or such as expressly requested by You.

  1. In the event of termination, the provider will reimburse all payments received from You not later than fourteen (14) days from the day on which the contract was terminated.

  1. Making available the Services

  1. The order will be made available on the date or within the period indicated to You.

  1. If You have chosen to waive your right of withdrawal, the download of or access to the Services is immediate. Otherwise, You will not be able to download or access the Services until the legal withdrawal period of fourteen (14) days has expired.

  1. Installation

  1. Any installation procedures for the Services are specified in each Service data sheet and at the time when the order is placed and in the documentation issued by the provider.

  1. Guarantee

    1. Commercial guarantee

  1. Where appliable, information regarding any commercial guarantees for the Services offered for sale (including the content of the guarantee, the terms for its implementation, its price, its duration, its territorial scope and the name and address of the guarantor according to the products, services and brands concerned) is made available to You in the Service data sheet in the online sales area.

    1. Legal guarantee

  1. The provider will provide Services in accordance with the contract between the provider and You and the following criteria:

  • the Services are fit for the purpose which services of the same type are normally expected to have, taking into account applicable Panamanian or French regulations and any industry standards and codes identified in the order;

  • the version is indicated in the order;

  • the Services are without interruption for the duration of the subscription, except those required for maintenance;

  • the installation instructions and Customer support are indicated on the platform;

  • updates that are necessary for the normal operation of the platform are provided as they become available;

  • the Services correspond to the quantity, quality and other characteristics, including functionality, compatibility, accessibility, continuity and security, indicated on the platform and in the order;

  • the Services comply with data protection laws.

  1. Regardless of the commercial guarantee granted, the provider is liable for the lack of conformity of the product with the contract in accordance with applicable laws (including without limitation Articles L. 224-25-16 et seq. of the French Consumer Code where applicable to French users), and for latent defects or hidden defects in the thing sold in accordance with any applicable laws (including the Articles 1641 et seq. and 2232 of the French Civil Code where applicable to French users).

  1. In order to implement the guarantee, You must first contact the provider’s after-sales Service at: info@libertify.com. You can also call the Customer Service on the following telephone number: 0 805 98 79 80 from Monday to Saturday from 9 a.m. to 7 p.m. (Central European Time, UTC+02.00 or UTC+01.00).

  1. The provider’s guarantee will not apply if it is demonstrated that the lack of conformity is directly due to the incompatibility of the Service with your digital environment as required in accordance with the instructions given by the provider or this contract. You must cooperate with the provider, to the extent reasonably possible, necessary, and least intrusive for You, to ascertain whether the cause of the lack of conformity lays in such incompatibility. If You do not cooperate, the burden of proof will be on You.

  1. In the event that the provider is liable as a professional seller for damage resulting from a product within the meaning of any applicable laws (including the Articles 1245 et seq. of the French Civil Code where applicable to French users), the provider reserves the right to pursue remedies against the producer or manufacturer of this product.

REMINDER OF THE MAIN APPLICABLE LEGISLATION FOR FRENCH CUSTOMERS

Article L.224-25-16 of the Consumer Code

“I.-Any lack of conformity which becomes apparent within 12 months of the time when the digital content or service was supplied are presumed to have existed at the time when it was supplied, unless proved otherwise.

Where the contract provides for the continuous supply of the digital content or digital service over a period of time, the burden of proof with regard to whether the digital content or digital service was in conformity within the contractual period of supply shall be on the trader for a lack of conformity which becomes apparent within that period of time.

II.-The trader shall not be liable for any lack of conformity where he demonstrates that such lack of conformity is directly attributable to the incompatibility between the digital content or digital service and the digital environment of the consumer, and that the consumer had been informed by the trader of the technical compatibility requirements of this content or service before the conclusion of the contract.

The consumer shall cooperate with the trader, to the extent reasonably possible, necessary and least intrusive for him, to ascertain whether the cause of the lack of conformity lays in such incompatibility. Otherwise, the burden of proof referred to in the first or second paragraph of I of this Article shall be on the consumer, provided that the consumer has been informed in a clear and comprehensible manner of his obligation to co-operate before the conclusion of the contract.”

Article L. 224-25-17 of the Consumer Code

“In the case of a lack of conformity, the consumer shall be entitled to have the digital content or digital service brought into conformity or, failing that, to receive a price reduction or to terminate the contract, under the conditions set out in this paragraph.

The consumer shall have the right to withhold payment of all or part of the price or delivery of the advantage provided for in the contract until the trader has fulfilled his obligations under this subsection, under the conditions of Articles 1219 and 1220 of the Civil Code.

The provisions of this subsection are without prejudice to the award of damages.”

Article L.224-25-18 of the Consumer Code

“In the case of a lack of conformity, the consumer shall be entitled to demand that the digital content or digital service be brought into conformity with the criteria set forth in paragraph 1 of this subsection.

The digital content or digital service shall be brought into conformity free of charge for the consumer, without undue delay following the consumer’s request, and without any significant inconvenience to the consumer, taking account of the nature of the digital content or digital service and the purpose for which the consumer required the digital content or digital service.

The consumer shall not be liable to pay for any use made of the digital content or digital service in the period, prior to the termination of the contract, during which the digital content or the digital service was not in conformity.”

Article L.224-25-19 of the Consumer Code

The trader may refuse to bring the digital content or digital service into conformity if it would be impossible or would impose disproportionate costs, taking into account circumstances including the significance of the lack of conformity and the value the digital content or digital service would have if there were no lack of conformity.

Where these conditions are not respected, the consumer can, after having given formal notice, seek the enforced performance in kind to have the digital content or digital service brought into conformity in accordance with Articles 1221 et seq. of the Civil Code.

Any refusal by the trader to bring the digital content or digital service into conformity shall be justified in writing or on a durable medium.”

Article L. 224-25-20 of the Consumer Code

“The consumer is entitled to a price reduction or the termination of the contract in the following cases:

1° Where the trader refuses to bring digital content or digital service into conformity;

2° Where bringing the digital content or digital service into conformity is unduly delayed or if it causes costs or significant inconvenience to the consumer;

3° Where the non-conformity of the digital content or digital service persists despite the unsuccessful attempt of the trader to bring it into conformity.

The consumer is also entitled to a price reduction or the termination of the contract where the lack of conformity is of such a serious nature as to justify immediate price reduction or termination of the contract. In such cases, the consumer is not required to request that the digital content or digital service be brought into conformity beforehand.

However, the contract may not be terminated if the lack of conformity is minor; the burden of proof with regard to whether the lack of conformity is minor shall be on the trader. This paragraph does not apply to contracts in which the consumer does not pay a price.”

Article 1641 of the Civil Code

“The seller is bound to a warranty against hidden defects in the thing sold that render it unfit for its intended use, or that so impair its use that the buyer would not have bought it, or would only have given a lesser price for it if he had known of the defects.”

Article 1648 of the Civil Code

“An action resulting from redhibitory defects must be brought by the buyer within two years from the discovery of the defect.”

PRACTICAL APPLICATION

Where You are acting under the legal guarantee of conformity within the meaning of the above-mentioned provisions of the Consumer Code:

– You have two years after supply of the Services to bring an action;

– You are entitled to have the digital content or digital service brought into conformity or, failing that, to have the price reduced or the contract terminated;

– You have the right to withhold payment of all or part of the price or delivery of the advantage provided for in the contract until the trader has fulfilled his obligations;

You do not need to prove the existence of the lack of conformity of the Services during the period of twelve months following the supply of the Services.

In any event, the legal guarantee of conformity applies regardless of the commercial guarantee that may be granted by the provider on the product(s) ordered.

You may decide to implement the guarantee against hidden defects in the thing sold within the meaning of Article 1641 of the Civil Code. In this case, You can choose between terminating the sale and getting a reduction of the purchase price in accordance with Article 1644 of the Civil Code.

    1. Updates

  1. Where You fail to install, within a reasonable time, updates supplied by provider that are necessary to keep the Services in conformity, the provider shall not be liable for any lack of conformity resulting solely from the lack of the relevant update, provided that:

  • You have been informed of the availability of the updates and the consequences of the failure to install them;

  • Your failure to install or your incorrect installation of the updates was not due to shortcomings in the installation instructions provided to You.

  1. The provider may also offer updates that are not necessary to keep the Services in conformity.

  1. Price and invoicing

    1. Subscription price

  1. You subscribe to the subscription presented on the platform on the day of the order.

  1. The subscription offered by the platform is as follows: subscription plan with fixed monthly fees based on the volume of assets under surveillance determined by the average of daily volumes recorded at fixed times over the calendar month.

  1. If a subscription is taken out in the course of a month, the average daily volume recorded at a fixed time will be prorated to the number of days of use.

  1. The following rates apply according to the amounts of the portfolios monitored (assets under surveillance):

Assets under surveillance in €

< 1 000

> 2 500

> 5 000

> 10 000

> 25 000

> 50 000

> 100 000

Amount of the monthly subscription

$1,99 euro

$4,99

$9,99

$19.99

$39.99

$99.99

$139.99

  1. Countries located in the Euro zone invoice in Euros (€).

  1. Countries outside the Euro zone invoice in dollars ($).

  1. You acknowledge that You are aware of the nature, intended purpose and terms of use of the subscription and that You have sought and obtained any necessary or additional information to place your order with full knowledge of the facts.

  1. You are solely responsible, and the provider cannot be held liable, for your subscription and the fitness of the subscription for your purposes.

  1. Unless otherwise stated by law, your total or partial inability to use the product, especially because of hardware or software incompatibility, cannot give rise to any compensation, refund or claim against the provider.

  1. The price of the proposed subscription is indicated on the platform, in the data sheet of each subscription offered for sale online.

  1. The prices are displayed in euros and include all taxes.

  1. They are valid only for the period during which they are accessible electronically in real time on the platform for the Service concerned offered for sale online.

  1. They are subject to change depending on several criteria, including in case of commercial operations.

  1. The value of the transaction will necessarily be that applying at the date and time when You placed the order and the parties acknowledge and agree that they will have no recourse if the price is increased or reduced after the order is placed.

  1. Where applicable, the prices displayed include the VAT applicable on the day of the order and any change of the applicable VAT rate will be automatically reflected on the prices of the subscriptions offered for sale.

  1. The prices displayed on the platform do not include the order delivery and processing costs, which will be indicated in addition to the price inclusive of taxes.

  1. The total amount of the order will be displayed (price inclusive of taxes + any delivery costs) before confirmation of the order.

  1. The subscription price does not include the communication costs related to the use of the online sales service, which remain your responsibility.

  1. If the order is for a country other than Panama or Metropolitan France, You will be considered as the importer of the relevant Service(s). Customs duties, other local taxes, import duties or state taxes may be payable for countries outside the European Union. Any additional customs clearance costs will be paid by You and You will be solely responsible for the relevant declaration and payment to the authorities and/or organizations of the country concerned. The provider has no control over these costs and cannot establish a quote or estimate of such costs. Customs policies vary from country to country and You are advised to contact the local authorities concerned for further information. In such a case, the provider will neither reimburse You for the product nor pay any compensation to You.

  1. In case of delayed payment, failure to pay one of the instalments on the due date will automatically result in the full amount (both in principal and interest) becoming due and payable.

    1. Payment of the subscription

  1. You can pay for the subscription by choosing one of the payment methods indicated in the order interface.

  1. The following payment methods are accepted:

  • Credit card.

    1. Cryptology

  1. The cryptology means and services used to secure transactions are in compliance with the legislation in force.

  1. Non-infringement warranty and indemnification

  1. The provider shall indemnify the Customer and intervene in any action that would be initiated against the Customer based on the infringement of copyright, patent, trademarks, designs, on the violation of business secrets and on any violation of intellectual property rights arising out of the Services. Such indemnity is subject to the following express conditions:

  • the Customer must promptly notify in writing the infringement claim or the declaration issued prior to such claim;

  • the provider must be given the opportunity to defend its own interests and those of the Customer; to this end, the Customer must faithfully cooperate in such defence by providing all the requisite elements, information and assistance for a successful defence.

  1. If use is prohibited by a court following such infringement claim or as a result of settlement signed with the claimant, the provider will strive, at its option and expense, either:

  • to procure the right for the Customer to continue the use; or

  • to replace the infringing element by an equivalent, non-infringing component; or

  • to modify the infringing element so as to avoid the infringement.

  1. In any case, the provider will bear all damages that may be awarded against the Customer exclusively by a final court decision finding an infringement.

  1. Any modification of the platform and Services without the prior written consent of the provider shall automatically exclude the implementation of this warranty.

  1. The above provisions set forth the entire liability of the provider for infringement of intellectual property rights caused by such use.

  1. Follow-up service

  1. A Customer Service is available and allows You to perform the following operations:

  • consultation of the status of the order execution or inquiries relating to the subscription;

  • complaints;

  • “after-sales service” requests;

  • requests for information or general questions.

  1. These requests may be made in writing and sent to the Customer Service at: info@libertify.com.

  1. You can also call the Customer Service on the following telephone number: 0 805 98 79 80 from Monday to Saturday from 9 a.m. to 7 p.m. (Central European Time, UTC+02.00 or UTC+01.00).

  1. Technical support

  1. Technical support is made available to the Consumer, who can contact it by email to: info@libertify.com.

  1. You can also call the Customer Service on the following telephone number: 0 805 98 79 80 from Monday to Saturday from 9 a.m. to 7 p.m. (Central European Time, UTC+02.00 or UTC+01.00).

  1. Technical support relates exclusively to the operation of the Services and the methods of accessing the platform, to the exclusion of any recommendation or advice relating to your portfolios. Technical support is not intended to compensate for any lack of knowledge on your part regarding the use of electronic communication services.

  1. Liability

  1. The provider will be liable as of right to the Customer who is acting as a Consumer for the proper performance of the obligations under these terms of sale. However, the provider shall not be liable for the non-performance of these terms of sale caused by a force majeure event (including disruption or total or partial strike, especially of postal services and means of transportation or communications).

  1. The provider shall not be liable in the event where the poor performance or non-performance of these terms of sale is caused by the unforeseeable and unavoidable action of a third party to the contract or the action of the Customer.

  1. You are solely responsible for the use You make of the Services and for the decisions You take following, in particular, the notifications sent to You.

  1. The provider shall not be held responsible for the results and performance of your portfolios as a result of the use of the Services. You shall not be entitled to claim damages in the event of financial loss.

  1. Insurance

  1. The provider has not taken out any insurance policy in respect of the business.

  1. Ownership

    1. Reservation of title

  1. The provider RETAINS OWNERSHIP OF THE TANGIBLE OR INTANGIBLE GOODS SUPPLIED UNTIL FULL PAYMENT OF THE SALES PRICE. These provisions do not prevent the transfer to the Customer, upon delivery, of the risks of loss or deterioration of the goods subject to reservation of title as well as any damage that may be caused by them. The mere issuance of commercial papers or other trade bills creating an obligation to pay shall not constitute payment.

  1. Therefore, in case of non-payment, the provider will be entitled to take back the goods or have the goods taken back at your own expense. With regard to protected works within the meaning of applicable laws (including without limitation article L.112-2 of the French Intellectual Property Code where applicable to French users), such as software, only the property in the physical items containing a copy thereof is transferred, meaning as far as software is concerned the copy of computer programs. The price due by the Customer includes the economic value of the right to use the relevant physical item or the copy of the computer program, but excludes the literary and artistic property, which is never transferred.

  1. The Customer may not transfer goods of which the Customer is not yet the full owner, and shall inform third parties, in particular in the event of collective proceedings, of the existence of this clause.

    1. Intellectual property

  1. The elements belonging to the provider, including, but not limited to trademarks, designs, models, images, texts, photos, logos, graphical charters, software, search engines, databases are the exclusive property of the provider or its partners or its third party licensors and are in particular protected by intellectual property rights that are or will be granted to them under the laws in force.

  1. Nothing in these terms of sale shall be construed as transferring any other intellectual property rights in all or part of the elements owned by the provider or its partners or third party licensors.

  1. Any total or partial reproduction or representation of any of those elements without the provider’s express authorisation is forbidden and will constitute infringement punished by applicable laws (including without limitation Articles L. 335-2 et seq. of the French Intellectual Property Code where applicable to French users).

  1. You must not act or otherwise conduct in any manner that may directly or indirectly infringe the intellectual property rights of the provider.

  1. You must not delete, remove or hide in any manner whatsoever the provider’s or its licensors’ proprietary notices on the product, or prominently include said proprietary notices, labels or brands on copies of the product.

  1. It is forbidden to amend, copy, reproduce, download, disseminate, transmit, commercially exploit and/or distribute in any way whatsoever the Services, the website pages, or the computer codes of the elements composing the Services and the platform.

  1. Distinctive signs of the provider and its partners, such as domain names, trademarks, names and logos appearing on the platform are protected by applicable laws (including without limitation the French Intellectual Property Code where applicable to French users). Any total or partial reproduction of such distinctive signs made from the platform elements without the provider’s express authorisation is therefore prohibited.

  1. The platform may only be used in accordance with its intended purpose.

  1. Any other uses without the express prior written permission of the provider are prohibited and shall constitute infringement.

  1. Subcontractors

  1. You authorize the provider to use any subcontractor of its choice for the performance of the terms of sale and the Services. You agree that the provider may disclose to its subcontractors the information necessary for the performance of these terms of sale.

  1. Rescission-Termination

  1. If either party breaches any of the material obligations stated in this contract, such as to make it unnecessary or impossible to continue the performance of a subscription, and fails to remedy such breach within thirty (30) days of the sending of a registered letter with acknowledgement of receipt notifying the breach in question, the other party shall be entitled as of right to rescind the subscription which is subject to the order concerned without prejudice to any damages it may be entitled to claim hereunder.

  1. The rescission shall take effect at the end of the period allowed by the other party to remedy the breach, if the breach has not been remedied.

  1. Force majeure

  1. In case of a force majeure event, the performance of the contract will at first be suspended.

  1. If a force majeure event lasts for more than two months, the contract will be automatically terminated, unless otherwise agreed by the parties.

  1. It is expressly agreed that force majeure events, acts of God or fortuitous events will be those usually accepted under the case law of relevant courts and tribunals, as well as the events below:

  • war, riot, state of emergency of any kind, including health or environmental emergencies, fire, pandemics, internal or external strikes, lock out, occupation of the premises, bad weather, earthquake, flood, water damage, chemical explosion and severely polluted air situation endangering people and animals, statutory or governmental restrictions, statutory or regulatory modifications of the means of marketing, accidents of any nature, epidemic, pandemic, illness affecting more than 10% of employees in a period of two consecutive months, absence of energy supply, partial or total failure of the Internet network, encryption of data resulting from computer fraud, any type of computer fraud preventing the use of computer and telecommunications systems and more generally of the private or public telecommunications networks, road blockage and impossibility to obtain supplies and any other event beyond the reasonable control of the parties preventing the normal performance of this contract.

  1. Miscellaneous

    1. Waiver

  1. The parties mutually agree that any tolerance of a situation by a party shall not grant the other party any rights in that respect.

  1. Moreover, such a tolerance shall not be construed as a waiver of the rights in question.

    1. Sincerity

  1. The parties represent that the commitments made herein are sincere.

  1. Each party thus represents that it does not know any elements which, had it been disclosed, would have modified the consent of the other party.

    1. Independent contractors

  1. The parties acknowledge that they are each acting on their own behalf as parties independent of each other and expressly represent that they are and will remain, for the duration of this contract, independent professionals.

  1. Nothing in this contract is intended to constitute an association, a franchise, or a mandate given by one of the parties to the other party and shall in no way be interpreted as a commercial agency or representation contract of any kind.

  1. Neither party may contract for and on behalf of the other party.

  1. Each party remains solely responsible for its own actions, assertions, commitments, services, products and personnel.

    1. Headings

  1. In the case of a difficulty of interpretation between one or more of the headings at the beginning of the clauses and the content of any of the clauses, the headings shall be declared non-existent.

    1. Severability

  1. If one or several provisions of these terms of sale were to be held invalid or so declared by a law, a regulation or a final decision having res judicata effect delivered by a court having proper jurisdiction, the other provisions shall remain in full force and effect.

    1. Entire agreement

  1. These terms of sale, together with the documents in section “Documents” constitute the entire agreement between the parties.

  1. This contract may not be assigned by one of the parties, in whole or in part, whether or not for consideration, without the prior written consent of the other party.

    1. Language

  1. The general and special terms have been drafted in English and French.

  1. If the terms of sale are translated into a foreign language, the English language version shall prevail over any translated version in case of dispute, litigation, difficulty of interpretation or performance and more generally in respect of the relationship between the provider and the Customer.

    1. Governing law

  1. These general terms of sale and the special terms and the contract entered into between the provider and the Customer shall be governed by the laws of Panama.

  1. Panamanian law shall apply to both form and substance, notwithstanding the place of performance of the essential or ancillary obligations.

    1. Dispute settlement

  1. Any controversy or dispute which arises out of or is related to this contract, and interpretation, application, performance or termination thereof, must be decided by arbitration, following an attempt at Conciliation, administered by Panama Conciliation and Arbitration Centre in accordance with its procedural rules for the time being in force. The tribunal shall consist of 1 arbitrator, who shall have exclusive authority to decide all issues relating to the interpretation, applicability, enforceability and scope of this arbitration agreement. The language used in the arbitral proceedings shall be English.

    1. Jurisdiction

  1. In case of dispute in connection with the construction or performance of these terms of sale, the competent court shall be determined under the provisions of ordinary law governing the relations between a consumer and a trader.

    1. Rules of evidence

  1. The electronic acceptance of the terms of sale will have, for the parties, the same probative value as an acceptance on a paper document.

  1. The information required by law, professional rules and practices, or the state of the art for the conclusion of these terms of sale may be transmitted between the parties by electronic means.

  1. The same applies to letters sent under these terms of sale.

  1. The computer logs kept in the provider’s information systems in reasonable security conditions will be considered as proof of the communications, orders and payments between the parties. They shall constitute evidence until proven otherwise.

  1. The archiving of the registration and information forms must be made on a reliable and durable medium.

  1. Each of the parties expressly agrees to the use of this means in accordance with all applicable laws (including Article 1126 of the French Civil Code where applicable to French users).

  1. List of annexes

  1. The following annexes are attached to these terms of sale:

  • Annex 1: Withdrawal Form.

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