Gdium.com which main web address is http://www.gdium.com (hereinafter the "Website") is a convivial Website that offers to its members the possibility to create and to manage their personnel digital space (blog, notes, agenda, friends, groups, internal messages), to have access to educational resources and knowledge proposed by the Website, by the partners or by other users, and to join or create their own school, university, organization or social network to which they belong (hereinafter the “Service”).
The hereby document outlines the terms and conditions of the Website and of the Service (hereinafter the “Terms and Conditions”). If you are under 16 years old, it is preferable that you check with your parents or guardians any terms or conditions in this document you might not understand and get their approval before agreeing to the Terms and Conditions. You can contact us by e-mail and transmit to us any questions which you might have related to the Website, the Service and the Terms and Conditions.
By using the Website Service, users give their consent to the following conditions (including those available by hypertext links) and on the Gdium principles.
The Terms and Conditions are concluded with Gdium S.A., incorporated under the laws of Luxembourg, with its registered office at 2 A, rue des Capucins L-1313 Luxembourg, and registered under the number B 90235 (hereinafter "Gdium S.A." or "we" or “us”).
Before being a member of the Website, you must read and accept all the Terms and Conditions, the Charter on the Protection of Personnel Data, as the terms and conditions related to it. If you do not accept the Terms and Conditions, you are not allowed to use the Website or the Services. Those conditions will enter into force on June 16th, 2009.
Considering the protection of Personnel Data, this Website has been notified to the CNIL in France under the number of 1346347.
1. USE OF THE WEBSITE
1.1. You (hereinafter the "User") are given the permission by Gdium S.A. to access and use the Website “Gdium.com” located at http://www.gdium.com and any extension or other replacement website provided you respect all the Terms and Conditions. Gdium S.A. shall have the right to update these Terms and Conditions at any time. In such event, you will be notified on the home page of the Website.
1.2. To use the functionalities accessible on the Website, you are required to register as an authorized user. In order to allow your registration, you shall provide us with accurate, sincere and complete registration information about yourself. You shall inform us by e-mail of any possible changes or by modifying such information directly on the Website.
1.3. Your user name and password are personnel and remain under your own liability. You are liable for the security and the risk of loss of your user name and your password. Therefore, you shall take all necessary steps to ensure they are kept confidential, secure, used properly and not disclosed to unauthorized people. You are solely liable for the use by any other person, of your user name and password, in particular of all activities which have been done trough the account you created to use the Website. You shall inform us immediately of any non authorized use of your account or password, as well as any situation known by you and which may result in such unauthorized use.
1.4 If you forget or lose a password or user name you must contact us and follow the rules of the security control that we might determine. We reserve the right to suspend your user name and password if at any time we deem that there is, or is likely to be a breach of the security rules of a part or of the entire Website. We reserve the right, at our discretion, to require from you to change your password or user name which you use to get connected to the Website. We have no obligation to control or to be vigilant regarding the use of your user name and password, and we cannot be hold liable for any harmful consequences or damages resulting from the access to the Website and the use of the Service by a person which has used your user name and/or password without obtaining the prior authorization to do so.
1.5 The Service does not include the provision of a computer or any other equipment. To use the Service you need to have appropriate telecommunication materials, access to Internet and to the appropriate phone network. You shall accomplish all the necessary steps in order to obtain these materials as their functioning permitting you to have access to the Website and to use the Website. You are solely and exclusively liable for the use of these materials. We shall not be hold liable for any expenses related to the use of these materials, such as Internet connections or subscription costs invoiced by an Internet supplier or a telecommunication operator.
1.6 The Website is exclusively for personal and non-commercial use. You shall use the Website in accordance with all applicable laws and regulations of the country where the Website is used.
1.7 We and our suppliers keep all the intellectual property rights on all the accessible materials (i) on the Website and (ii) in the frame of the Service. You shall respect strictly these rights. You shall not modify, copy, distribute, transmit, diffuse, display, reproduce, publish, concede a license, create derivative works, transfer or sell any information or services obtained from the Website and which might be protected by intellectual property rights or be part of our know-how or of our suppliers or partners.
1.8 You shall not seek to obtain unauthorized access to our information systems or our database records or use our computer material.
1.9 You shall indemnify us and hold us harmless (including reasonable attorney fees) as our board members, directors, agents, affiliate and associated companies, employees, commercial partners and our salaried personnel (hereinafter the “Indemnified Third Parties”) from all damage that we and the Indemnified Third Parties might suffer regarding a claim or procedure intended by a third party arising out of your breach of the hereby Terms and Conditions and/or of any document build into by reference, or a breach by you of any law or third party right. In this regard, you shall indemnify us of the financial consequences of any transaction concluded with a third party, of any fees related to that claim or procedure, of any fines and other penalties that might be pronounced against us by a competent authority as a consequence of your use of the Service. Your commitment considering the present terms constitute a third party beneficiary in the benefit of the Indemnified Third Parties which permit them to suit you citing the present terms.
2. USE OF THE SERVICE
2.1 The Website is a collection of private and public groups which each owner manage the way he wants. The Users can interact among each other if they are members of the same group. You commit to use the Website and the Service only with the purpose to put on line, send and receive appropriate messages and contents which comply with the requirements of the Website and which are related to the Web Site. When you use the Service, your are prohibited to : (a) use the Website in connection with investigations, contests, pyramid sales or any other similar operations, chain letters, junk email, spams or any advertisement or other unsolicited commercial material ; (b) abuse, harass, threaten, use defamatory, obscene or racist words, or otherwise infringe the legal rights of others (in particular rights of privacy and publicity) or using the Service in an aggressive or improper manner, or by any other manner related to pornography ; (c) put on line, display, download, distribute or diffuse any inappropriate, defamatory, obscene, indecent or illegal information ; (d) download files to the Website which contain softwares or any other material protected by intellectual property rights or by rights of privacy or publicity, unless you own or control any of these related rights or have received all necessary authorization to do so ; (e) download files to the Website which contain viruses, Trojan horses, worms, time bombs, corrupted files, or any other similar software or code that may damage the computer or property of others ; (f) advertise or encourage people to buy or sell any goods or services in a commercial purpose ; (g) download from a discussion group or discussion forums any file put on line by another user and you know, or reasonably should know, that the file cannot be legally distributed in such manner ; (h) falsify or delete any author attributions, any legal mention, any proprietary right or labels showing the origin of a software or any other material contained in a file downloaded to the Website ; (i) restrain or prevent the use of the Service by any other user: (j) infringe rules of good conduct, in particular the rules of Netiquette ; (k) harvest/collect Personal Data (as defined hereinafter in article 6), including email addresses ; (l) breach any applicable law or regulation, or any third party intellectual property right ; (m) tempting to lead astray other users by creating a false identity, or usurping somebody's name ; (n) manipulate headings or any other identification in order to hide the origin of any material transmitted via the Service ; (o) use, or download from the Website or by any other manner reproduce or furnish to anyone (free of charge or against payment) any user book of the Website or any other information related to the users of the Website or to the use of Website.
2.2 Subject to the applicable imperative legal provisions, we shall not control the content, the messages and any other information that are made available by users on the Website. Also, we do not guarantee those contents, messages and information and therefore we will not be hold liable for the consequences of your use of the Service.
2.3 Without prejudice of the provisions of the article 2.2, we reserve us the right to control the put on line materials and to withdraw at our sole discretion, any material available trough the Service. We can, automatically and at any time, end and impede your access to the Service.
2.4 We reserve the right at our sole discretion to (i) disclose any information at any time in order to respect any applicable regulation or at the request of a competent authority, (ii) to change, refuse to put on line, or remove any information or materials available on the Website.
2.5 Materials downloaded from the Website may be subject to limitations regarding the extent of their use, their reproduction and/or distribution. If you download such materials, you shall respect all applicable limitations.
2.6 We can change, interrupt or stop, at any time, part of or all the Service, and we shall not be liable for such actions. We will make our best efforts to inform you beforehand on the home page of the Website, in particular in the case of an important change or suspension of the Service.
2.7 We reserve the right to establish conduct rules and impose limitations regarding the use of the Service. We can, for example fix : (a) a maximum amount of days during which the messages and any other material downloaded from the Website will be conserved in the framework of the Service ; (b) a maximum number or size of messages which can be send or received on an open account on the Service ; (c) a maximum storage capacity which shall be granted by our servers to your account ; (d) a maximum number of times you can have access to the Service and a maximum duration of each access during a given period.
3. EXCLUSION OF WARRANTIES AND LIMITATION OF LIABILITY
3.1 The following articles list a certain number of cases in which we limit or exclude our liability for certain damages that may arise in the framework of the use of the Service. The exclusions and limitations hereinafter, and those mentioned in other articles of the hereby Terms and Conditions, have as purpose to enable you to measure the risks related to use of the Service. They are explained in particular by the fact that a major part of the Service to which you have access is supplied free of charge, and the parts of the Service which are not free of charge represent for us a limited financial value.
3.2 In the framework of the supplied Service, we shall not be deemed to be liable except for (i) liabilities expressly stated in the Terms and Conditions (ii) and liabilities arising from imperative applicable legal provisions.
3.3 To our knowledge, the information made available on our Website derive from reliable sources. However, we exclude any guarantee related to the accuracy of such information.
3.4 You will assume the risks related to your use of the Web Site. You shall proceed, in particular, to any download of materials from the Website at your own risk. Gdium S.A shall exclude any warranties related to the Website or to the information which it contains: the Website, in particular the Services and the software provided to you "as is" and being accessible according to their availability. In particular, we exclude any warranty regarding : (a) the fact the Website and other services available from this Website are free of any error, viruses or any other code able to lead to contamination, the loss of information or the destruction of information systems, as well as malfunction or interruption of the Service, taking into consideration that we will make the best efforts to limit these errors, viruses, codes, defaults and malfunctions ; (b) the quality, the exactitude, the effectiveness, the sufficiency and the performances of the Website or the adequacy of this latter to a specific need. Therefore, we shall not be liable in the above-mentioned cases.
3.5 We will not be liable for (i) any damage which you might suffer and qualified as the loss of a chance and (ii) the loss of data, business opportunities, profits and any other economical damages. We also exclude our liability for any indirect damage, may it be material or immaterial, foreseeable or unforeseeable.
3.6 Subject to the above-mentioned provisions, if our liability is involved in the frame of your use of the Website, the amount of the indemnification requested by you is limited to the amount that you have paid, in that event, to access the Website.
3.7 In case of litigation with one or more Users, you shall hold us harmless of any liability (and our board members, managers, agents, affiliate companies and partnerships, joint-ventures and employees) of any claim and any damage (present or future) of any nature whatsoever, known or unknown, arising directly or indirectly from those litigations.
4. LINKS TO WEBSITES OPERATED BY THIRD PARTIES
4.1 You acknowledge and accept that certain links on the Website lead to resources located on servers operated by independent third parties on which Gdium S.A. has no control and which activities are not endorsed by Gdium S.A. Therefore, Gdium S.A. will not be liable regarding the availability and the content of the resources and the websites available through these servers. You are solely liable for the evaluation of the goods and services we propose to you or which are proposed by the aforementioned third parties via the Website. We will not be a part of and will not be liable for the transaction you may conclude with third parties.
4.2 By using the links to other websites available on the Website you may receive "cookies" and your Personnel Data (as defined hereinafter in article 6) might be solicited or collected. We exclude any liability to this extent considering that we have no control over these websites.
4.3 We will make our best efforts to assure that advertisements and any other material related to advertisement appearing on the Website that we put on line or that are put on line by third parties are appropriate for minors. However, the aforementioned third parties are solely liable of the compliance of their advertisements and materials with applicable legal requirements and we exclude any liability to this extent.
5. SERVICES SUBJECT TO A CHARGE
5.1 We may offer in the future premium services (hereinafter the "Premium Services') which will be subject to a fee payment.
5.2 We shall determine the method of payment for the Enhanced Services and such method may be changed from time to time.
5.3 It is of your responsibility to pay all applicable taxes and costs related to the use of our Websites and/or Services within time and by a valid payment mean.
6. PROTECTION OF PERSONNEL DATA
The personnel information you provide us with is used in strict accordance with our personnel data protection charter about the protection of personnel data which supplies details especially on your rights related to your personnel data (hereinafter “Personnel Data). This charter is a part of the Terms and Conditions. The words “Personnel Data” are defined in this charter. We invite you to read it carefully before communicating us your Personnel Data. This charter is not applicable to websites operated by third parties.
7. CREATIONS OF USERS
Within the scope of the Website, Users are encouraged to make available on the Website educational resources and/or knowledge and/or any other information (hereinafter “The Creation(s)”).
The Creation made available by the Users on our Website is covered regarding other Users under the LICENSE CREATIVE COMMONS - ATTRIBUTION - NON COMMERCIAL, which link is available on our Website.
The Creation made available by the Users on our Website are covered regarding Gdium S.A by the LICENSE CREATIVE COMMONS - ATTRIBUTION, which link is available on our Website.
Gdium S.A cannot be held liable for the Creations made available on our Website by the Users.
8.RELATIONSHIP BETWEEN GDIUM S.A AND THE USERS
By no means shall a partnership, agency, joint venture, employer-employee or principal and agent relationship be created by the hereby Terms and Conditions.
9. MISCELLANEOUS
9.1 In the event that one of the provisions of the Terms and Conditions should be deemed illegal or inapplicable, the remaining provisions of the hereby Terms and Conditions shall remain in force. We can change these Terms and Conditions, at our sole discretion, in accordance with the term 9.4.
9.2 The caption in the Terms and Conditions are for convenience and reference only and the words contained therein shall in no way be hold to explain the content of the provisions of these Terms and Conditions
9.3 Our failure to react regarding breaches of the hereby Terms and Conditions, by you or a third party, shall not affect our right to react on any future or similar breach. We do no not guarantee that we will take legal actions related to all breaches of the hereby Terms and Conditions.
9.4 We reserve the right, to modify at any time the hereby Terms and Conditions by putting on line the modified terms on the Website. Notwithstanding any other provision, all the modified terms will be effective thirty (30) days after being put on line. Moreover, you will be notified of such modifications trough the Gdium message service. The hereby Terms and Conditions cannot be modified by any other manner, unless by written agreement signed by you and by us.
9.5 The Terms and Conditions constitute the entire agreement concluded between us. After the termination of the Terms and Conditions all the provisions which shall reasonably survive at the end of the contract (in particular but not only “Exclusion of warranties and limitation of liability”, “Resolution of litigations - Applicable law and Competent Jurisdiction”, “Creations of Users”) remain applicable.
9.6 Notwithstanding anything to the contrary, any notification send to Gdium S.A shall be send by registered letter with return receipt requested to Gdium S.A at 2 A, rue des Capucins L-1313 Luxembourg. Any notification which is sent to you shall be done in principle by e-mail at the address that you communicated to Gdium.com at the time of your registration. The notifications are deemed received by you 24 H after the sending of the e-mail, unless the sender has been notified of the incorrectness of the e-mail address. The notifications might also be sent to you by letter at the address communicated at the time of your registration. In this event, the aforementioned time limit is extended to three (3) days after the sending of the letter.
10. REWARD POINTS (G-POINTS)
We created a system of points reward in counterpart of any purchase of our products (in particular but not only the Gdium computer) or of any contribution of Creation made for our Website. This reward system is available on our Website. We reserve the right to change it and to put on line such modifications on the Website. Notwithstanding any other provision, all amended conditions will become effective thirty (30) days after being put on line.
11. RESOLUTION OF LITIGATION - APPLICABLE LAW AND COMPETENT JURISDICTION
In case of a dispute between you and Gdium S.A, we encourage you to contact us, before bringing a legal action, in order to take all measures to resolve the same by way of negotiation. If the dispute has not been resolved by way of negotiation within two (2) months after the Parties met or tempted to meet, any claim concerning the existence, the validity, the interpretation, the execution of the Terms and Conditions (or of any of their provisions) shall be brought before the Courts of Paris (France) notwithstanding any call for guarantee or multiplicity of parties. The Terms and Conditions shall be governed by and construed exclusively in accordance with the laws of France.