This translation is only a rough translation; to consult the original texts of laws, refer you to the French version.
Art 1 - Miscellaneous
Terms and Conditions
entered on the Lille Métropole Trade and Companies
Register under number 792 147 530,
registered office at 75bis boulevard d'Armentières,
in the creation, hosting and promotion of online radio stations. It
additionally develops bespoke mobile apps and websites.
services are outlined in detail on the following websites: www.icreo.fr and www.radioking.com. The present general terms and conditions
of sale govern the contractual terms and conditions between SAS ICREO and its
Client, with both parties unreservedly accepting these.
general terms and conditions of sale will prevail over all other terms and
conditions appearing in any other document.
past subscription by the Client, via the websites www.icreo.fr or www.radioking.com implies full and entire acceptance of the
present general terms and conditions.
ICREO hereby reserves the right to amend these at any time and without notice,
with it being indicated that the terms and conditions applicable will be those
in force as at the date of subscription on the SAS ICREO websites.
Client hereby acknowledges to have read the general terms and conditions of
sale and unreservedly accepts these prior to any subscription on said Websites.
Client hereby confirms to be a capable adult or to hold a written legal
authorisation, dated and signed, so as to allow for such a subscription.
incumbent upon the latter to commit to pay for an order by using a bank account
holding sufficient funds.
shall refrain, notwithstanding prior express consent from SAS ICREO, from any
purchase for resale as defined under article L110-1 of the Commercial Code.
Art 2 - Definitions
Client: refers to the natural person or legal entity
placing an order on the Websites.
Websites: refers to Websites accessible at
the addresses www.icreo.fr and www.radioking.fr published by ICREO.
Account: refers to the personal space reserved for
the Client, accessible using the login and password from which the Services are
Content: All information published online by
the Client via use of the Services.
Data: All information stored by the Client in his
Server: refers to hosting allowing radio stations
to broadcast online
Service: refers to functions and services, in
whole or in part, proposed by ICREO / RADIOKING.
Company: ICREO, SAS, owner and operator of the
Websites. In these presents, the Company may indifferently be called ICREO or
Radio or Netradio: refers to a radio station broadcast
online thanks to continuous streaming technology.
Art 3 – Description of
proposed by SAS ICREO is described in detail on the Website along with the
Offers may be subscribed for a term of 1
to 12 months, with payment being made in line with the selected frequency
(monthly, six monthly, annually), once due, aside for any direct debit, with an
invoice corresponding to the next due date being issued by ICREO seven days
prior to the due date sent to the Client by email.
It is incumbent upon the Client to make
the corresponding payment, by the latest on the due date of the subscription.
Payment may be made, depending on the payment method selected, via the client
Special subscription offers, also known as
welcome offers, may be implemented at the discretion of ICREO for a given term,
in an ad hoc and random manner.
Any Client subscribing to such a welcome
offer will benefit over a given period (indicated on Websites) to free access
to Services, upon the expiry of which access to Services will stop, aside for
any commitment by the Client towards any new Offer.
Certain welcome offers may also consist of
a reduction of the total amount of the first due amount for the corresponding
Offer, for a given term.
hereby reserves the right to change, at any time, its offers (prices and
services offered), with it being indicated that only those Offers proposed
online at the date of subscription or renewal by the Client are accessible to
ICREO offers subscription, via its Websites, to the following offers:
"Radio Server" offer
a tool available in SAAS mode allowing the Client to create his Online radio
station thanks to online administration.
to the choice made by the Client, the Company hereby reserves the right of
publishing on the Websites, the radio station administered by the Client
integrated into the classification of radio stations undertaken by the Company,
in line with its own algorithm and for which it reserves the freedom to amend
at any time.
"Radio Website" offer
a service which allows the Client to promote his radio station on a radio
station website which can be administered online.
an option paid for by the Client, this Offer may be subscribed by the Client as
a white label brand.
option, the Client may also opt for a "lifetime licence" (Cf. article
entitled intellectual property). In this instance, when the Client wants the
"Radio Website" to be hosted on a separate server to that proposed by
the Company, it should make an express request to the latter. In this instance,
it will be billed by the Company for installation of the "Radio Website"
on the appointed server, in line with the hourly price list applied by ICREO.
"Mobile App Radio" Offer
This is a Service which allows the Client to
create a Mobile App for his radio station thanks to online administration.
Once completed, said App is proposed for
publication to Apple and Google by ICREO.
The Client is expressly notified and accepts
the generally accepted deadline (by way of a guide between 48 hours and 10
days) for the corresponding publication, without being entitled to request or
claim any reimbursement whatsoever for the period during which the App is
The Client is entitled to amend, at any time
and free of charge, the Content of the App, with the exception of publication
information which may be amended after actual publication. This is notably the
App icon, name, description, key words and the loading page.
In such instance as the Client wishes to amend
its information, it should return to seek the intervention of ICREO under terms
and conditions for its intervention and at its usual billing rate.
are published on a developer account belonging to ICREO. The Client hereby
recognises and accepts, finally, that the publicity Content may be temporarily
displayed on the App whilst awaiting publication thereof.
an option paid for by the Client, this Offer may be subscribed by the Client as
a white label brand.
"Radio Player" Offer
This is a
Radio Player hosted by RADIOKING and which may be integrated (via an iFrame) on the Facebook social network.
service is integrated into the Radio Server Offer and is also accessible in the
form of a separate offer.
hereby reserves the right to change, at any time, its offers (prices and
services provided), with it being indicated that only Offers proposed online at
the date of subscription or renewal by the Client, are accessible by the
offers the Client, after issue of an estimate, the performance of bespoke
services governed by special contractual terms and conditions which will be
sent to the Client by SAS ICREO at the same time as the aforementioned
Client is committed insofar as the estimate sent by ICREO is signed.
order for which an estimate is issued should clearly outline the services
concerned, their price and deadline for performance.
Art 4 - Technical media
offers its clients technical support which is accessible online and intended to
provide the Client with all necessary assistance for use of the Services.
use all best efforts in order to ensure a quality service, without however
taking any commitment in terms of results or deadlines as to responses provided
by the Client by said technical support.
Art 5 - Prices
of offers outlined under article 3 as displayed on the Websites is given in
euros, dollars or pounds sterling including VAT; any changes in the legal rate,
notably of VAT, will be offset over the price of said offers.
At the time
of subscription, the full price including VAT is payable by the Client.
indicated are subject to change, without notice, by SAS ICREO at any time, with
it being understood that the prices presented on the Websites as at the date of
order will be the only prices applicable to the Client.
be made for the order by those payment means indicated under article 7 of the
present general terms and conditions of sale.
showing VAT will be sent to the Client by email.
Art 6 - Subscription
process and deadlines
subscription to an offer undertaken on the Websites, outside of those Offers
indicates as such, the Client should create a personal Account including his
login (email address) and password.
6.1 - Subscription
ensuring compliance thereof with its requirements and the associated price, the
Client should select the Offer(s) on the Websites.
Offers are then accessible in the Client basket.
Client is committed insofar as he confirms his basked and pays all
corresponding amounts (aside for payment by cheque or secure bank transfer).
of subscription will be sent to the client by email immediately once the basket
Client will additionally receive, for each payment made, a receipt for payment
received accordingly by email or letter.
Delivery lead times
and conditions for accessing the Services corresponding to the Offer subscribed
by the Client, are outlined in detail in the description attached to Offers
concerned as proposed on the Websites.
in particular, the "Mobile App Radio" Offer, the deadlines for
submission by ICREO of the Mobile App created by the Client are also indicated
in the descriptions.
short deadline is 15 days.
Art 7 - Price, payment
price of Offers is that indicated on Websites
7.2 Payment methods
payment methods proposed are as follows:
solely for subscriptions of at least twelve (12) months
Cheque (made payable to the indication on the estimate or invoice),
transfer (bank details indicate on the estimate or invoice)
the Services is activated immediately following receipt of the corresponding
payment by ICREO.
any type of subscription
card (secure online payment)
made automatically on each due date, insofar as the contract is active.
payment is made on each due date. The Client may, however, choose to pay the
total in one instalment.
Client's attention is drawn to the fact that Paypal
automatically debits the contract from the Offer subscribed and that it is
incumbent thereupon, consequently, when intending to terminate the offer
subscribed, to also ensure that the Paypal
subscription is ended.
this, debits will continue to be made in line with the terms and conditions set
forth herein without any prejudice being claimed by the Client or any liability
being sought from ICREO.
to the Services is activated immediately following receipt by ICREO of the
amount due. The Company hereby reserves the right to refuse or suspend access
to the Services in the event of any refused authorisation for payment by bank
card by officially accredited bodies or in the event of any total or partial
default in payment.
Company hereby reserves the right to refuse approval of any subscription request
made by a Client who has failed to may total payment for any previous
subscription or with whom there is a pending payment dispute.
hereby reserves the right to request proof of ID and address, in the event of
any suspected fraud, or to refuse the subscription if any information provided
at the time of order have already been used for one or more fraudulent
subscriptions. Additional services which may be requested by the Client (for
instance: installation of the "Radio Station Website" on the Client
server) are invoiced in line with the hourly rate of ICREO accessible on the
Client is entitled to request termination of the current contract at least
seven days prior to expiry thereof.
request may be made by recorded delivery letter with acknowledgement of
receipt, sent to the Company or via the client account, or via an online medium
proposed by ICREO on the Websites. Access to the Services will be stopped upon
the expiry date of the Offer subscribed and in force as at the date of receipt
by the Company of the termination request.
It is, however, reiterated that, for a
Client having paid the subscription via Paypal, ICREO
is independent from Paypal, meaning that termination
of a contract with ICREO will not automatically lead to suspension of debits.
Consequently, once termination has been requested with ICREO and approved by
the latter, the Client should contact the payment service concerned, in order
to suspend debits made from his account via https://cms.paypal.com/fr/cgi-bin/marketingweb?cmd=_render-content&content_ID=ua/Legal_Hub_full&locale.x=fr_FR
will only become effective upon expiry of the period initially subscribed by
the Client. Any suspension of payments due over a pending subscription will
lead to the balance falling due and application of the corresponding penalties.
7.4 Unpaid amounts and
late payment penalties (LME Act of 4 August 2008)
payment by the Client at the due date for which provision is made for the Offer
subscribed, ICREO will apply on the Client, in addition to amount due, a
penalty clause of 10% of the total amount due.
penalties are due without any prior notice being required.
pursuant to article L441-6 of the Commercial Code, a fixed-rate compensation of
40 euros for recovery fees is due at the date of payment, in all instances
where the Client is a professional.
fees may also, in this instance, be claimed directly from the debtor Client
upon presentation of proof in such instance as ICREO should use any outsourced
instances, ICREO hereby reserves the right to suspend access to Services, and
failing which, in the event of any payment delay by the Client.
Art 8 - Cancellation -
right of retraction can be undertaken upon each subscription of an Offer
proposed by ICREO, as well as upon renewal, where applicable.
to article L 121-20 of the Consumer Code, a Client having the capacity of
consumer has a right of retraction which may be exercised within fourteen (14)
clear days following the date from which he actually has access to the
right of retraction should be exercised by recorded delivery letter with
acknowledgement of receipt on ICREO at the address indicated at the top of
Art 9 - Obligations of the
9.1 Obligations of the
Client hereby undertakes to make payment, within the terms and conditions of
sale, of all amounts corresponding to the Offers subscribed.
Client hereby undertakes to provide ICREO, where applicable, with all
documents, information and other elements so as to allow it to provide the
Obligations of ICREO
hereby undertakes to provide the Services with the greatest level of accuracy
and in rules of the trade. Consequently, ICREO hereby confirms to have taken
out professional indemnity insurance covering it for all activities.
Art 10 - Liability of the
10.1 Customer liability
is not liable for content administered and provided by the Client via Offers
subscribed with ICREO. The client should seek information itself about rights
of use concerning images which it provides and the due and proper operation and
listing of the website. Under no circumstances whatsoever, aside for any
additional estimate for this service, must ICREO offer guidance or advice over
the visual of the website provided by the client.
may not be held liable for modifications provided by the Client to the website
once delivered nor any complications or defaults in operation of the internet
network, the server of the client or poor listing.
Client is solely and exclusively liable for Content published on the Services.
ensures, consequently, its compliance with legislation and regulation in force,
rights and interests of third parties, public law and order and proper customs.
10.2 Liability of ICREO
provides the Services pursuant to the rules of the Trade in respect of an
obligation of means.
strives to maintain the best level of availability possible for Services
proposed, but may not guarantee permanent availability without any default given
the specificities and uncertainties of the Internet as well as technical
requirements (maintenance, updates, etc.). No liability may be incurred for any
damages resulting from temporary or definitive lack of availability or
incomplete availability of the Services, and in particular for damages, loss or
deletion of date or Content of the Client due to technical issues, delays,
viruses or other similar reasons.
is only liable for damages resulting from intentional fault or serious
negligence committed by ICREO or if any fundamental contractual obligation
incumbent thereupon has not been respected.
fundamental obligation is any obligation of particular importance for
performance or proper operation of the service.
may not be held liable for any unauthorised or abusive use made by any third
party or loss, destruction or alteration of data and Content of the Client, in
all instances where it has not been demonstrated that these facts result from
any serious default by ICREO in its obligation to secure its own
ICREO hosts Offers subscribed by the Client, it does not provide any general
supervision of the Content broadcast by the Client and accepts no liability as
to the legality thereof or the non infringement of rights and interests of
pursuant to the law on Confidence in the Digital Economy of 21 June 2004, where
it is notified or informed of any Content which is clearly illegal as
distributed by the Client, ICREO will remove this immediately, without the
Client being able to request or claim any compensation whatsoever.
event of repetition of any notice, ICREO hereby reserves the right to suspend
access, by the Client, to its Services, without any possible compensation of
instances, ICREO remains free to organize its own infrastructure and, notably,
to migrate Client Services to other servers at its own discretion, subject that
such migration does not lead to any disproportionate alteration to the quality
expressly indicated that the "Facebook Player" Service is provided in
its current form by ICREO without the latter contracting any obligation
whatsoever, nor guaranteeing suitability or compatibility of the Player with
the IT environment of the Client.
may not, moreover, be held liable for any damages pertaining to use and/or to
reproduction of the Player by the Client.
may not be held liable, due to requirements which may be imposed by the
Facebook social networking site, during performance of the contract binding the
Client to ICREO, the risk of default of the Player, which the Client expressly
recognises and accepts.
same manner, operation of the Services, in the framework of the
"Website" Offer, requires use of external API (such as LastFM, Facebook, Twitter, etc.).
may not, consequently, be held liable for any potential defective operation in
the Services in the event of any change in external APIs.
the liability of ICREO may not be incurred by the Client due to any refusal, by
Apple or Google, of the Mobile App proposed by publication by ICREO, as many
times as such refusal is not directly and exclusively attributable to any error
Art 11 - Intellectual
11.1 For ICREO
hereby grants to the Client, at the time of subscription of its Offers, subject
to full payment by the Client of amounts due, a personal and non exclusive
licence over software programmes developed by ICREO and accessible in SAAS mode
for a term related to that of the contract between the Company and the Client.
is however entitled to subscribe a paying option known as a
"lifelong" licence in which it obtains a right of use of said
software programmes for the entire term of protection of the corresponding
intellectual property rights.
of a "lifetime" licence does not allow the Client to benefit from
free updates of Services.
Client's attention is particularly drawn to the fact that the rights of
distribution of Content (copyright and similar rights) are not included within
the Offers proposed by ICREO.
consequently, incumbent upon the Client to personally obtain said rights and
intellectual property rights protecting the "Radio Station Website"
which fall within the "Radio Station Website" offer, in the same
manner, are governed by a personal and non exclusive licence, subject to full
payment by the Client of amounts due to ICREO, for the entire term of the
contract and across the whole world.
or default in payment of amounts due in the framework of the "Radio
Station Website" offer leads to the entitlement for ICREO to resume free
exploitation of intellectual property rights attached to the Client "Radio
other use of the aforementioned software programmes, in particular
reproduction, broadcast and decompilation thereof, is
prohibited, without the express authorisation of ICREO.
to the Intellectual Property Code (articles L. 121-1 through L. 121-9), the
moral copyright over a creation is attached to the creator in a continuous and imprescribable manner.
to article L. 122-4 of the Intellectual Property Code, any representation or
reproduction, in whole or in part, undertaken without the consent of the author
or heirs is illegal and may be punished in line with counterfeit legislation.
This is additionally the case for any translation, adaptation or
transformation, arrangement or reproduction by any art or process whatsoever.
to article L342-1 of the Intellectual Property Code, ICREO prohibits the
download or consultation, in any quantitatively substantial whole or part, of
these databases. It is also strictly prohibited to reproduce or copy any image
belonging to ICREO websites without the prior express request of the Company.
other rights attached to elements and content of ICREO are retained by ICREO
and/or by other holders of rights or over elements and content. These should be
governed by distinct licence agreements conferred by ICREO and/or by holders of
11.2 For the Client
Client hereby guarantees to hold all rights and authorisations required for
publication of Content broadcast via the Services, as well as their storage
and/or reproduction by ICREO in its capacity as technical service provider.
instance as, in contradiction with this guarantee, the Client does not hold
these rights or authorisations, it hereby undertakes to guarantee and hold
harmless ICREO against any legal action initiated by third parties and based on
any infringement of rights and to protect ICREO against any sentence which may
be handed down against it.
the Client hereby agrees to confer to ICREO, for the purposes of supply by the
latter of the Services, a non exclusive licence limited to the term of the
contract binding ICREO to the Client and concerning said Content for the whole
Art 12 - Publicity
hereby reserves the right to indicate the name of the Client in its commercial
references and to indicate/broadcast its creations for the Client on all types
of media, supports, for all commercial and publicity purposes, without any
limitation in term and without ICREO having to request prior consent of the
Art 13 - Sub-contracting
may confer any third party the performance in whole or in part of its
contractual obligations as resulting from these presents without it being
necessary to notify the Client.
Art 14 - Force Majeure
Party will be held liable towards the other in the event of default in performance
or delay in performance of any obligation in these presents which is due to the
occurrence of any case of force majeure.
event of any case of force majeure, the obligations resulting from these
presents are suspended for the entire term of said event. However, in such
instance as the case of force majeure continues for beyond a period of 30
consecutive days, either party may terminate the contract after issue of an
email to the other party notifying this decision.
Art 15 - Partial invalidity
instance as one or more stipulations outlined herein should be held as invalid,
all other stipulations will retain their force and scope and may not lead to
annulment of all other stipulations.
Art 16 - Legislation and
present General Terms and Conditions of sale are governed by French law.
In such instance as any dispute should arise between the parties due to
performance of interpretation of the present agreement, the Parties hereby
undertake to refer the matter for amicable proceedings as defined hereunder,
prior to referring the matter to the Court holding jurisdictional competence.
With a view to seeking a solution to any dispute which arises in
performance of the present Agreement, the contracting parties hereby agree to
meet within fifteen days following receipt of a recorded delivery letter with
acknowledgement of receipt, served by either party, or an email signed
If, following a term of thirty days, the Parties do not manage to reach
agreement as to any compromise or solution, any dispute with a Client who does
not have the capacity of a consumer will then be referred before the Courts in
This jurisdictional clause is additionally applicable in summary
instance as it is not possible to reach any compromise, any dispute with the
Client will fall within the sole and exclusive jurisdiction of the Lille