MOARTY is specialized in the development of web solutions for professionals, dedicated to create shortened hyperlinks, publish contents on social networks, display personalized content to users and get statistics on use of such shortened hyperlinks.
These Terms set out respective duties and liabilities of MOARTY and Publishers for the use of NON.LI website and Services provided by MOARTY.
You acknowledge that these Terms constitute a binding and enforceable agreement, and you accept to comply with these Terms.
Article 1 – DEFINITIONS
The words used both in the plural the singular with a capital letter in these Terms shall have the following meaning:
Dashboard: pages of the Website accessible after agreeing these Terms, enabling Publisher to use the Services.
MOARTY: simplified Stock Company named MOARTY with a share capital of 100,800 euros, registered under number 799 004 361 at the Commercial and Companies Registry of Marseille, with head office at 45, rue Frédéric Joliot Curie – 13013 Marseille, and represented by its current president, Moïse Morard.
NON.LI Link: hyperlink which is a shortened URL, using “NON.LI” or Publisher’s domain (as chosen by the Publisher), created by Publisher on the Website and targeting to a Target URL chosen by Publisher.
Publisher: any person or entity, acting for professional purposes, operating one or more websites and related pages on social networks, wishing to use the Services, in particular to display recommended content to users.
Publisher Content: content, information or data (such as texts, images, photographs, videos, audio, hyperlinks, visual identity, scripts, software, etc.), whatever their form or media, displayed or made accessible through the Target URL, including this Target URL.
Results: all information and statistics resulting from use of the Services provided by MOARTY to Publisher.
Services: services offered to Publisher on the Website, i.e. creation of NON.LI Links, services enabling to publish NON.LI Links on pages of social networks, and getting statistics related to the use of these NON.LI Links created by Publisher, as described in Articles 3 and 4 and provided compliance with these Terms.
Target URL: web page selected by Publisher, accessible when clicking the related NON.LI Link created by Publisher.
Terms or Agreement: these terms and conditions accepted by Publisher, and any attached document.
User: any web user who surfs the Internet and clicks a NON.LI Link.
Website: infrastructure accessible at https://app.nonli.com developed and operated by MOARTY.
Article 2 – PURPOSE
These Terms govern conditions, restrictions and duties agreed by Publisher for using the Services.
Publisher acknowledges that these Terms prevail on any other documents from MOARTY provided for information purposes.
Publisher agrees with these Terms without limitation by clicking on the relating which is deemed as a written signature.
Article 3 – SERVICES
3.1. Description of Services :
Through the Website, MOARTY offers the following Services to Publisher:
• creating NON.LI Links, with a shortened number of characters and targeting to the Target URL selected by Publisher;
• publishing one or more NON.LI Links on all or part of social network pages provided by Publisher on the Dashboard;
• getting information and statistics (Results), including:
– the number of NON.LI Links created by Publisher, the list of these NON.LI Links and related Target URL,
– the number of clicks made on NON.LI Links and where (Facebook, Twitter, LinkedIn, others),
– profiling data related to Users established by MOARTY,
Results may be sampled or limited above a specified number of Users or visits per month.
Results provided to Publisher on the Dashboard are collected by MOARTY through cookies, as mentioned in Article 9. They are provided to Publisher on an indicative basis only.
3.2. Orders and payment:
In consideration of the Services, Publisher shall pay to MOARTY the price agreed in the order, as provided on the Website. Unless otherwise agreed, payment will be made by card, wire transfer or SEPA mandate.
Price is payable in advance, upon agreement of these Terms. MOARTY may not perform the Services or give access to the Dashboard if payment has not been received.
MOARTY may, at its own choice and discretion, offer a free trial period (term to be specified). In such case, payment shall be made upon expiration of this free trial, unless Agreement is terminated by either Party.
Price depends on the number of Users and is provided for one User. Adding one or more Users will result in the billing of the corresponding price at the end of the current period, pro rata.
Unless otherwise agreed, when price is not paid on due date, Publisher shall pay all costs of collection of unpaid amounts, which shall be no less than 40 euros. Moreover, outstanding invoices will automatically be subject, without notice, to an interest charge equal to three times the legal interest rate and MOARTY may suspend access to Services and terminate this Agreement as provided in Article 8.
Article 4 – USE OF THE DASHBOARD
Dashboard enables Publisher to access the Services and Results, and to information relating to his own account.
Publisher can access the Dashboard with his log in and password provided by MOARTY. Such login (email address) and password are strictly personal and confidential. Publisher shall not disclose them to third parties. MOARTY may provide several admin or user access codes on Publisher’s request.
MOARTY shall not be liable, for any reason, for Publisher’s identity fraud, as MOARTY does not have technical means to systematically check identity of people logging in on the Website.
Publisher shall provide true and accurate information. MOARTY shall not be liable for any damages or breach of its obligations due to the provision of false information by Publisher.
Article 5 – PUBLISHER’S OBLIGATIONS
5.1. Use of the Website ans Services:
Publisher shall have skills and equipment (hardware, software, means of telecommunications, etc.) to access the Website and Services, which are under the responsibility of Publisher, as any cost relating to telecommunication incurred by their use.
Publisher shall not use the Services for unlawful purposes or in breach with these Terms. In particular, Publisher shall not use the Services in a way likely to damage the Website, its infrastructure or servers of MOARTY or its providers, or likely to interfere with the good operation of the Website.
5.2. Publisher Content:
Publisher shall not use Services in relation with unlawful contents or likely to infringe third party’s rights or to harm MOARTY’s image and reputation. Publisher shall not use contents, nor create NON.LI Links in relation with contents such as (but not limited to):
– contrary to morality and public order, inappropriate, defamatory, libelous, pornographic or pedophile, obscene, violent, provocative, or racially discriminatory, making the apology for war crimes, crimes against humanity or terrorism;
– infringing third party rights such as right to privacy, to his/her reputation, to his/her image or to intellectual property rights, or which can contain viruses or equivalent.
Publisher warrants it has all necessary rights on Publisher Contents for the use of the Services, acknowledges it is solely liable for the lawfulness of Publisher Contents and warrants MOARTY for any related damage, as provided in Article 7.
5.3. Results :
Publisher shall keep the Results, especially the profiling data of the Users, in safe conditions and shall not disclose or use them in breach with applicable regulations (such as personal data regulations), and shall hold MOARTY harmless for any related claim.
Article 6 – INTELLECTUAL PROPERTY
6.1. MOARTY’s rights:
MOARTY holds and/or legally use all intellectual property rights relating to the Website and Services. Publisher acknowledges that intellectual and industrial property rights relating to the Website and Services, including any modifications, translations, corrections, updates, new versions or derivative works, are and remain reserved at any time to MOARTY.
Publisher shall not infringe in any way MOARTY’s property rights or the Website.
6.2. License granted to Publisher:
Publisher acknowledges that the NON.LI Links and Results are MOARTY’s property and remain reserved at any time to MOARTY.
For the use of Services, subject to compliance with these Terms, MOARTY grants Publisher a personal, limited, temporary, non-transferable, non-exclusive right to reproduce NON.LI Links (including the term “NON.LI”) only as a hyperlink, on any media. MOARTY also authorizes Publisher to use the Results related to NON.LI Links Publisher created.
6.3. License granted to MOARTY on Publisher Content
Publisher acknowledges and grants MOARTY required rights to provide the Services, including the right to access, to reproduce, to display, to operate, to host, to save, to reference the Target URL and the Publisher Contents, in order to make them accessible through the NON.LI Link. Publisher also grants MOARTY the right to analyze Publisher Content and website(s), in aggregated and anonymized form (for example, by assigning keywords or by associating a type of business or a given profile), for its business purposes. The metadata extracted from Publisher Content or website(s) will belong exclusively to MOARTY who may use them freely. Publisher acknowledges that it may use the Services only in connection with Publisher Content and website(s) for which it has all the rights referred in this Section.
6.4. Business references :
Publisher authorizes MOARTY to mention it in its business references, and on all media for information or promotion purposes. Publisher may ask MOARTY in writing to stop any communication non-compliant to Publisher’s policy.
Article 7 – WARRANTIES AND LIABILITIES
7.1. Warranties and liabilities of MOARTY:
MOARTY will make its best efforts to enable continuous access to the Website and Services, diligently and in accordance with the rules of art, except interruption required under maintenance, possible failures, or for technical or legal reasons.
Publisher acknowledges and accepts that no one can guarantee the correct operation of the Internet as a whole and that it cannot ask for damages if Services are not accessible.
The Website and Services belong to a particularly complex area of computer technology and based on current knowledge, it cannot be tested for all possible uses. MOARTY does not make any other warranties than those expressly stated in these Terms. In particular, MOARTY does not guarantee adequacy of the Services to all needs and requirements of Publisher, which shall be assessed only by Publisher, nor operation of the Website or Services without errors or damages. Services are provided on an “as is” basis, without express or implicit warranty regarding their quality, performance or results.
MOARTY is bound only within the limits of due care for the provision of the Services. Accordingly, MOARTY shall only be held liable for foreseeable harm resulting from a proven failure to comply with its obligations. MOARTY will not be held liable for operational defects of the Website or Services as such.
MOARTY shall not be held liable for any damage having its origin in the use of the Services that do not comply with these Terms.
MOARTY cannot guarantee a permanent, unlimited and perpetual access to Publisher’s Contents through NON.LI Links, which depend on the validity of the Target URL provided by Publisher.
MOARTY only have a passive and technical role for reproducing and displaying Publisher Content via the NON.LI Link. It does have knowledge or control on them, and does not personally share such Publisher Content.
MOARTY is not responsible for Publisher Content, of their accuracy, quality, lawfulness or decency. MOARTY has no knowledge of Publisher Content and does not control them. Publisher Content are under responsibility of Publisher.
MOARTY can not guarantee that Results are accurate and exhaustive, because they depend on the operation of tracking technologies and on User’s consent.
Publisher fully acknowledges that MOARTY shall not be liable because of Results, as Publisher and Users have a major role for the use of the Services and the Results are obtained with an automated analysis and cannot anticipate Users’ behavior.
MOARTY shall not be liable for acts or omissions of third parties, such as the Users, social networks operators or other website(s) on which NON.LI Links are published.
In no case MOARTY shall be held liable to Publisher, including in case of a claim of a third party, for any damages, costs or claims related to consequential damages, such as but not limited to economic or profit loss, loss of data, records or Publisher Content, interruption of activity or inability to access the Services and Publisher Content, and/or to use them, or due to the inability to use the Services due to the use of inadequate hardware or software.
In any case, the damages and other compensations payable by MOARTY, for any cause, shall be limited and shall not exceed the amount paid by Publisher to MOARTY for the use of the Service the month preceding the damage.
7.2. Warranties and liabilities of Publisher:
Publisher shall have skill, equipment (hardware and software) and habilitations required for the use of Internet and of the Services. Publisher shall comply with these instructions and recommendations, and any update provided later by MOARTY.
Publisher shall ensure lawfulness and conformity of Publisher Content, especially as contents on the Internet can be subject to property rights, can infringe third parties rights or applicable law or contain errors, virus or equivalent.
Publisher is solely liable to MOARTY, Users and third parties, for its use of the Services, of the NON.LI Links and of the Results, and possible resulting damages.
Publisher warrants that its employees or collaborators will comply with these Terms when using the Services.
Publisher is solely responsible for the interactions it may have with Users, such as Users who visit its website(s).
Publisher shall hold MOARTY harmless from any damage related to Publisher Content, and from any claim related to the non-compliance by Publisher to its legal or contractual obligations, including all indemnities, costs and lawyer fees incurred by MOARTY for these reasons.
Article 8 – TERM AND TERMINATION
This Agreement shall come into force upon acceptance by Publisher of these Terms for the Term set in the order (unless otherwise agreed, on a monthly or yearly basis).
Agreement will be automatically continued at its term, for same duration, unless terminated by Publisher or MOARTY before the term by writing notice or, of applicable, on the Website or Dashboard.
The following notice shall be applicable: 1-month notice for Agreements without term; 3-month notice for agreements with an initial term equal to 1 year and 6-month notice for agreements with an initial term equal to 2 years or more
Termination of the Agreement before the term shall not entitle to the refund of the price paid for the said period by Publisher.
Either Party may also terminate automatically and at any time the Agreement in case of breach by other Party to its obligations, by sending a registered letter with acknowledgement of receipt identifying the breach and unremedied after 30 days.
Moreover, should Publisher be in breach with this Agreement, MOARTY may suspend the Services, in particular access to Dashboard after sending a notice to Publisher.
Upon termination, for whatever cause, Publisher shall stop using the Services and, in particular, the NON.LI Links that may be disactivated. MOARTY will disactivate access to the Dashboard 10 days after the date of termination of the Agreement. Publisher shall retrieve its data on the Dashboard, such as the Results, on due time and under its own responsibility.
Provisions of this Agreement supposed to survive to termination, such as Article 7, will continue to be applicable.
Article 9 – PERSONAL DATA AND COOKIES
MOARTY is committed to protecting Users’ privacy and to comply with applicable law, and MOARTY wishes to offer an optimized use of the Website and its Services.
Publisher may of course use its own cookies or similar technologies, and to collect for its own benefit data about Users on its website or landing pages accessible by Users, provided that Publisher ensure compliance with applicable regulations and hold MOARTY harmless of any related claim.
MOARTY will provide, on Publisher’s request, information related to such cookies read and/or stored on Users’ browsers following a visit to Publisher’s website(s).
Publisher acknowledges and accepts that the cookies used by MOARTY do not enable MOARTY or Publisher to collect personal data that could directly or indirectly identify Users, so the regulations on personal data are not applicable with regards to the Users.
Article 10 – GENERAL
10.1. Intuitu personae:
Publisher shall not assign or transfer in any way all or part of its rights and obligations resulting from this Agreement without MOARTY’s written consent.
The failure of either Party to enforce any provision of these Terms or to pursue any breach of these Terms shall not constitute a waiver of such Party’s right to enforce such provision in any other instance.
In the event any covenant of these Terms is found to be invalid, unlawful or unenforceable to any extent by any applicable law or decision of a competent court, the Parties agree that these Terms shall not be affected and remain in full force and effect.
10.4. Applicable law and jurisdiction:
This Agreement shall be governed by French law. In case of dispute, only the French version of these Terms shall be valid. Any dispute relating to its validity, execution or termination shall be submitted to the other Party for amicable settlement, unless urgent matters or legal exceptions.
Failure to amicably resolve the dispute within a month after notice of a Party, disputes shall be submitted to competent courts having jurisdiction at MOARTY’s head office.