GENERAL TERMS AND CONDITIONS OF USE

Effective date: 10/03/2021

Between:

Native Spirit	THE USER
The Native Spirit brand belongs to Kariban France, LLC, listed in the Toulouse Trade and Companies Register under number 421 346 461, represented by Laurent Marti, manager.	The natural or legal person using the Native Spirit Platform.
Jointly, the “Parties”.	Jointly, the “Parties”.

PREAMBLE

Native Spirit (“us”) runs a Platform accessible at: www.nativespirit-ns.com.

With this Platform, Native Spirit provides Users with an interface, allowing them to view their products for the brands it manages (hereafter, the “Platform”).

Opening an Account and/or using all or part of the Platform imply the full and complete acceptance by the User (“you”) of these General Terms and Conditions of Use as well as the Native Spirit Privacy Policy. Native Spirit reserves the right to amend them at any time, in which case you will be notified of the amendment and asked to accept them once again.

The User pledges to carefully read these GTCU before using the Platform.

The User may contact Native Spirit with any questions about how the Platform works, including their Account, or to flag up any technical issues they encounter while browsing and/or using the Platform, by describing the issue in question and sending it to the following address: Native Spirit – 10 avenue du Girou – 31620 Villeneuve-lès-Bouloc, France.

1 - DEFINITIONS

Under these General Terms and Conditions of Use, the terms used have the following meanings, whether used in the singular or plural: “GTCU” or “General Terms and Conditions of Use” mean the Platform’s general terms and conditions of use which are intended to contractually regulate how Users make use of the Platform provided to them by Native Spirit; “Account” means the personal account created by a User. The Account gives the User access to their personal space from the Platform via a unique login/password combination;

“Personal Data” or “Data” mean any information relating to an identified or identifiable natural person. An identifiable natural person is deemed to be a person who can be directly or indirectly identified, namely through an identifying factor, such as a name, an identification number, location data, an online username or any information specific to their physical, physiological, genetic, psychological, cultural or social identity;

“Personal Space” means the space provided to the Account-holding User, giving access to specific functions;

“Privacy Policy” means Native Spirit’s personal data protection policy, intended for Platform Users;

“Platform” means the platform accessible at NATIVESPIRIT-NS.COM;

“User” means the person who accesses the Platform.

2 - PURPOSE

The purpose of these GTCU is to set out the rights and obligations of the Parties while browsing the Platform.

3 -Acceptance and enforceability

The User acknowledges that they have received all the necessary information on the use of the Platform from Native Spirit and fully endorses these GTCU.

They acknowledge that they:

Are aware of the conditions under which the Platform operates; Have all of the necessary technical skills to access and use the Platform normally in compliance with the GTCU.

The User accepts the GTCU by ticking a box on the Platform.

They must accept these GTCU to open an Account. The GTCU take effect and are enforceable once they are accepted by the User who must adhere to them while using Platform services.

4 –Accessing the platform

The Platform is accessible to any internet user wishing to use the proposed services, at the following URL: WWW.NATIVESPIRIT-NS.COM. Some functions may be restricted depending on the settings of the Account in question.

The Platform is accessible 24 hours a day, 7 days a week, subject to a case of force majeure, any malfunctioning and/or maintenance work necessary to the proper functioning of the Platform.

5 - Terms and conditions of use for the Platform

5.1. PREREQUISITES FOR USING THE PLATFORM

To use the Platform (and all related services), the User must: Have a high-speed internet connection (mobile or Wi-Fi network);

To make use of the services available in the Customer Space, open an Account under the terms set out in Article 6.

We recommend the latest version of a popular browser (Google Chrome, Mozilla Firefox or Safari) for an optimum experience.

5.2. PLATFORM FUNCTIONS

You generally recognise that the Platform is constantly evolving and its form and nature may undergo ad hoc changes without warning. You may not therefore make any complaints in this regard.

The Platform allows you to:

Create lists of products that you wish to set aside and send to Native Spirit to be connected to a retailer;
Manage your personal information;
Manage your email subscriptions;
and Manage your privacy settings.

6 - Opening an account and terms and conditions of use

6.1. OPENING AN ACCOUNT

To access your Customer Space, you must open an Account.

To open your Account, enter and approve all the compulsory information as well as any optional information that you wish to tell us on the registration page.

The selected password must meet the standards set by Native Spirit.

Once this information is approved, you must tick the box to accept the GTCU before you can use your Account to log in to your Customer Space.

6.2. LOGGING INTO THE CUSTOMER SPACE

Enter your username/password to log in to your Customer Space. If the combination is correct, you will be logged in to your Customer Space.

If you have entered an incorrect username or password, the login window will display an error message. At this point you can:

Re-enter your username/password; or
Generate a new password via an email that we will send out.

6.3. ACCOUNT SECURITY AND RESPONSIBILITY

Your Account is strictly personal. Do not disclose your username or password to others.

You are responsible for keeping your username and password private, for restricting access to your login tools and for any activity in your Account or via your username and password. We strongly recommend that you do not use your Account password for other applications.

If you discover or have reason to believe that your password has become known by a third party or has been or is likely to be used in an unauthorised manner (and, more generally, that your Account is being used fraudulently or your identity has been compromised), you must complete one or both of the following steps without delay:

Change your password; and
Inform Native Spirit by sending an email to the following address: [[email protected]]

Native Spirit shall under no circumstances be held liable in the event that the User’s Customer Space is used by unauthorised persons or by anyone other than the User to whom the Account belongs.

6.4. UPDATING ACCOUNT INFORMATION

Please note that you are also responsible for keeping your information accurate and up to date. To keep your Customer Space in good working order, you must immediately update your information following any change and/or respond without delay to any request from Native Spirit to confirm the validity and authenticity of your Data. You can access your information at any time and amend it in your Customer Space.

6.5. WHO CAN OPEN AN ACCOUNT?

Any natural person of legal age can open an Account free of charge.

6.6. ACCOUNT CLOSURE CONDITIONS

Once opened, your Account shall remain active for an unlimited period and may be closed at any time.

CLOSURE ON YOUR INITIATIVE:

We will close your Account as soon as possible once your request is received and, where necessary, your identity is confirmed.

CLOSURE ON OUR INITIATIVE:

Please note that we reserve the right to suspend or close your Account at any time in the event of:

Non-compliance with these GTCU;
A court injunction and/or a legal and/or regulatory obligation falling to us;
A breach, suspicion or attempted security breach on your Account.

6.7. CONSEQUENCES OF CLOSING AN ACCOUNT

Closing an Account means it will be deleted. This is final and irreversible and associated Data will be automatically deleted and non-recoverable.

Deleting an Account does not prevent you from opening another Account in the future.

7 -Amending the GTCU

The GTCU may be regularly updated. You will be advised of these updates when you log in to your Account. To continue accessing your Customer Space, you must first read and accept the new GTCU.

If you do not accept them, you will be unable to access your Customer Space.

8 - Unavailability of the platform

8.1. UNAVAILABILITY DUE TO NATIVE SPIRIT

We reserve the right to shut down all or part of the Platform at any time, with or without notice, particularly in the interests of corrective maintenance or upgrading to improve the content or presentation.

Where possible, we will inform you in advance of any corrective maintenance or upgrading.

8.2. UNAVAILABILITY INDEPENDENT OF NATIVE SPIRIT

You recognise that the Platform may be shut down for reasons beyond our control and that we cannot therefore guarantee continuous access.

9 - Force majeure

Cases of force majeure will initially suspend the enforcement of the GTCU.

If cases of force majeure last for longer than two (2) months, the GTCU will be automatically terminated, unless otherwise agreed by the Parties.

In express terms, cases deemed to constitute force majeure or fortuitous events are those typically upheld by the case law of French courts.

10 - Product information

In general terms, all product information on the Platform is provided for information purposes only (e.g. retail prices, colours or product arrival dates). Native Spirit shall not be contractually bound by the provision of this information.

Prices are indicated without VAT.

11 - Liability

Native Spirit shall not be held liable towards the User for any direct or indirect damage of any kind, resulting from the use of the Platform or the inability to access the Platform for any reason whatsoever.

In any event, the User recognises that Native Spirit reserves the right to amend or temporarily or permanently shut down access to the Platform, in part or in full, including the Customer Space.

Native Spirit shall not be held liable in the event that the Platform becomes temporarily, partially or totally unavailable, particularly due to maintenance, a technical incident or, more generally, an external event beyond its control.

Equally, Native Spirit may not be held liable for any consequences of using the Platform in the event of data/information or settings errors.

12 - Hypertext links

The existence of a hypertext link from the site www.nativespirit-ns.com to another site does not constitute a recommendation or a validation of this site or its contents.

Consequently, Kariban cannot be held liable for the information, opinions and recommendations provided by these third parties.

Native Spirit allows the free creation of links to the homepage of its site.

However, for so-called “deep” links to another site page, a written request must be sent to the head office, at the following address: Native Spirit, 10 avenue du Girou 31620 Villeneuve-lès-Bouloc, France

13 - Rights and individual property

The general structure of the Platform as well as the text, still or moving images, sound and photos are the property of Native Spirit.

Consulting and using the Platform do not grant any licence or any transfer of the rights pertaining to these elements of the Platform, unless expressly stated.

These elements are subject to the provisions of the Intellectual Property Code: any unauthorised (according to law or the GTCU) use may therefore result in legal action.

Thus, without the prior consent of Native Spirit or the holder of the rights pertaining to the element in question, it is forbidden to copy, reproduce, depict, adapt, modify or distribute any of the Platform’s elements, in part or in full, or all or part of its content, through any process whatsoever, or on any medium whatsoever.

In general terms, any unauthorised use of the Platform’s content or information may result in legal action by the holders of the rights in question, who reserve the right to claim damages.

14 - Severability of clauses

If one or more stipulations of the GTCU are found to be invalid or declared as such under legislation, a regulation or following a final decision by a competent court, the other stipulations shall retain their full force and scope and remain valid and applicable. The same principles shall apply in the event of incomplete provisions.

15 - Waiver

That Native Spirit does not avail itself, at a given moment, of any of the provisions of the GTCU may not be interpreted as waiving the right to subsequently avail itself of any of these terms and conditions.

16 - Personal data protection

Native Spirit is likely to process personal data while responding to customer/prospect requests, sending communications on products and collections or improving service quality. For all information on the management of their data and their associated rights, Users can visit our “privacy policy” page at the following address: HTTPS://NATIVESPIRIT-NS.COM/POLITIQUE-DE-CONFIDENTIALITE-PROTECTION-DES-DONNEES.HTML

17 - Applicable law and assigning jurisdiction

The validity, interpretation and performance of the Contract and the resolution of any related disputes are governed and interpreted according to French law.

The Parties shall strive to amicably settle any dispute arising from the interpretation or performance of these GTCU.

If they are unable to reach an agreement and the dispute persists, they hereby agree to submit it to the competent court within the jurisdiction of the Montauban Court of Appeal.