Last update: 24 March 2024
The following definitions are applicable to the entire General Terms and Conditions:
Unless circumstances request otherwise, definitions in the singular include the plural and vice versa.
Unlockt is a technological service that enables an Uploader to upload Files and make them accessible to third parties via a URL hyperlink and in return for payment. The license to use the Solution is detailed in Appendix 1.
The purpose of the General Terms and Conditions is to govern the conditions under which Files are uploaded and downloaded, as well as to provide a general legal framework to all Users. In particular, specific terms related to the Application are detailed in Appendix 2 and specific terms related to the Download Pages are detailed inAppendix 3.
The relationship between Unlockt and the User is governed by the General Terms and Conditions.
Should there be any contradiction between the different contractual documents, they will prevail on one another according to the following hierarchy: (1) the Appendix and (2) the General Terms and Conditions. If the Parties wish to include other documents within the scope of the General Terms and Conditions, they shall draw up a written agreement specifying their relationship with the existing documents.
Access to and use of the Solution are subject to express prior agreement to the General Terms and Conditions(i) by Uploaders when they create an Account on the Application and (ii) by Downloaders when they access aDownload Page. If a User refuses to agree with the General Terms and Conditions, she/he shall not access and/or use the Solution.
Unlockt reserves the right to make the General Terms and Conditions as well as the Solution evolve in particular for legal or technological reasons, as its sole discretion, in order to create new features or improve existing features.
Unlockt shall notify the Uploader in writing about any significant change to the General Terms and Conditions.Unless there is a legal or regulatory obligation or unforeseen or imminent danger, the proposed changes are not applicable before the expiration of a fifteen (15) days period. Within fifteen (15) days from the notification, Uploaders may terminate the General Terms and Conditions by written notice upon a reasonable notice period. In the absence of termination, Uploaders acknowledge to be bound by the change. Unless Unlockt must respect a legal or regulatory obligation, or if changes benefit the Uploaders, modifications do not apply retroactively.
1.Undertakings of Unlockt
Unlockt undertakes to make the Solution available to Users.
1.1 Provision of the Solution
The User acknowledges that the Solution is protected under the relevant provisions of the French IntellectualProperty Code and that Unlockt is the sole owner of these rights. The terms of the license to use the Solution are detailed in Appendix 1. The User understands and accepts that Unlockt has put in place measures to control its use of the Solution, as well as its compliance with the terms of the license.
Unlockt undertakes to have the Solution available twenty-four hours a day (24 hours a day), seven days a week(7 days a week), except in case of force majeure, unforeseeable and unavoidable behavior of a third party, and except for possible breakdowns and/or maintenance operations necessary to ensure the proper provision of theSolution.
The Application is only available on smartphones operating on Android or iOS. The Download Pages are available on any web browser. The User acknowledges and agrees that due to Internet network specificities, the technologies used and telecom networks, Unlockt cannot guarantee a permanent availability of the Solution. In the event of any malfunction or defect, Unlockt will make reasonable efforts to restore the situation as soon as possible and, if necessary, suspend the Solution and/or remove any manifestly illegal content that Unlockt is aware of and/or make updates.
1.2. Support and maintenance of the Solution Unlockt shall maintain the Solution.
In the event of a malfunction and/or maintenance of the Application for more than 12 hours, Unlockt shall notify Uploaders to the email address specified in their Account as soon as possible when there is a malfunction or an unforeseen event. Uploaders are also notified of the availability of updates and the consequences of notimplementing them. Suggested updates are offered at no additional cost for Users.
In the event of a malfunction and/or maintenance of the Download Pages for more than 48 hours, Unlockt shall notify the Downloaders with a message on Unlockt’s website.
Support requests regarding the Solution shall be sent to Unlockt client support, which may be contacted atsupport@unlockt.me.
2. Guarantees of Unlockt
Unlockt guarantees that it holds all the rights and authorisations allowing it to enter into the General Terms andConditions, and in particular (i) to hold all the intellectual property rights on the Solution and (ii) to hold all the rights allowing the User to use the Solution.
In this respect, Unlockt guarantees the User against any action, claim, demand or opposition from any personinvoking an intellectual property right which has been infringed by the use of the Solution. In such a situation,the User undertakes to inform Unlockt within a period of 7 days from its knowledge of the action and tocommunicate to Unlockt the documents supporting the action, the User remaining free to take all the measures itdeems appropriate to ensure its defense.
Unlockt undertakes to bear the financial burden of all damages and interest to which the User could becondemned by a court decision which has become final and which is exclusively based on the violation of anintellectual property right linked to the Solution, excluding the costs incurred by the User in order to ensure itsdefense. However, the present warranty is only applicable if (i) the existence of the claim, as well as thedocuments supporting it, is notified in writing to Unlockt within 7 days of its knowledge by the User and (ii) theaction brought by the third party against the User does not arise from the User’s fault, of a violation of the termsof the license provided for in Appendix 1 or of the terms and conditions the Solution.
Users based in France benefit from a legal guarantee of conformity that covers the digital services provided byUnlockt. In accordance with this guarantee, Unlockt shall be liable for any lack of conformity discovered byUsers within a two-year period from provision of digital services. To benefit from this guarantee, Users maycontact Unlockt at the contact details mentioned in Article 14.
National laws of Users may provide for additional and/or longer guarantees. However, in accordance with French law, Unlockt does not provide for a legal guarantee against hidden defects nor any additional commercial guarantee.
Users acknowledge that the guarantees specified therein do not cover the File, its content and its integrity, for which the Uploader is sole responsible. In case of a request regarding the legal, technological or commercial guarantee on the File, Unlockt has no liability whatsoever and encourages Downloaders to get in touch with Uploaders directly.
1. Users’ undertakings
Users understand and accept that the Solution is provided as is and for its personal needs only. In particular, eachUser undertakes:
2. Users’ guarantees
Users are informed that are strictly prohibited:
Users are informed that any illegal content that Unlockt is made aware of may be reported to the competent authorities, including, but not limited to, the Federal Bureau of Investigation (“FBI”), the International Criminal Police Organization (“Interpol”) and/or the French “PHAROS” platform.
Regarding the Files, each User guarantees that it holds all rights and permissions to use the Files and to communicate it through the Solution. In this respect, the User undertakes to indemnify Unlockt against any action, claim, demand or opposition from a third party which is based, directly or indirectly, on the violation of any applicable rule in relation to the Files, in particular (i) a personal right, (ii) a right related to personal data,(iii) an intellectual property right (including the violation of the regulations applicable to databases) or (iv) aright of a contractual nature concerning them. The User undertakes to bear the financial burden of dealing with any claim made by a third party as well as to bear the financial burden of any damages or compensation of any kind that should be paid to it, by any court decision or settlement, by guaranteeing Unlockt against any payment in this respect and by holding it harmless from any sanction or conviction
1. Liability of Unlockt
Users agree that Unlockt’s role is that of a technical service supplier and a digital service supplier, which entails that its responsibility is limited to the provision of the technological services provided for in the General Terms and Conditions.
Users acknowledge and agree that the Solution is a digital connected service, meaning that its functioning maybe altered or interrupted due to (i) technical malfunctions beyond Unlockt’s control, (ii) for maintenance operations or (iii) in the event of requests from the competent administrative or judicial authorities or notification of manifestly illegal content.
Unlockt cannot be held liable for external or extraneous reasons, including:
As a digital service supplier, Unlockt acts as a host of the File uploaded by Uploaders, therefore Unlockt doesnot examine every content published by Uploaders, and Unlockt cannot be held liable for any manifestly illegalcontent unless it has obtained knowledge or awareness of such content under the conditions provided by the French law n°2004-575 of 21 June 2004 (LCEN) or any equivalent law, specified in Article 5 “Notification ofunlawful content” in Appendix 3. This includes any dangerous, forbidden or illegal File and any offensive,defamatory, slanderous, calumnious, immoral, counterfeiting content, or content infringing public order or rightsof third parties, likely to infringe rights, reputation or image of another User or third party and any behavior thatmay directly or indirectly encourage hatred and violence.
Users are hereby expressly informed that Unlockt uses automatic detections tools provided by a third party toidentify and filter out illicit content. As such, all Files are transmitted to third party service providers for thepurpose of unlawful content detection.
2. Liability of the User
Each User is exclusively responsible for the damages, direct or indirect, caused by its use of the Solution,including the damage to its information systems, the loss of its data, the non-compliance with the rules onpersonal data, the non-compliance with the rules on intellectual property or the violation of contractual rights ofany nature.
The Uploader understands and accepts that she/he is the sole responsible for any damage, direct or indirect,caused by its use of the Files or their content. All consequences will be of the Uploader’s sole liability.
Payment processing services are provided by Stripe, a third party payment solution acting under its own liability,and are subject to the following terms and conditions: https://stripe.com/fr/legal/ssa. By agreeing to the GeneralTerms and Conditions, Uploaders agree to be subject to Stripe’s terms: https://stripe.com/en-fr/legal/connect-account.
Users are informed that (i) payments made from Unlockt.me SAS, a French registered company with registrationnumber 922 040 647 RCS of Paris and having its head office located at 14 rue Charles V in Paris (75004).
Users must provide Unlockt with accurate and complete payment information. Users authorize Unlockt to sharesaid relevant information with Stripe and any relevant transaction information related to the payout with Stripe.
Once the payment is received, Unlockt will issue a receipt to the User.
1. Unlockt’s Intellectual Property Rights
The Application, the Download Pages and all their components including but not limited to software, structures,infrastructure, database and content of any kind (texts, images, visuals, logos, trademarks...) used by Unlockt areprotected by Intellectual Property Rights. A license on the Solution is granted by Unlockt to the Users. The termsand conditions of this license is detailed in Appendix 1.
With respect to the Files, Unlockt acknowledges and explicitly concedes that it possesses no Intellectual PropertyRights whatsoever, except for the license granted solely for the purpose of the Solution's operation.
2. Uploader’s Intellectual Property Rights
2.1. Rights granted to Unlockt
The Uploader guarantees that it holds all the rights and authorizations enabling her/him to upload and share theFile, and that the File does not infringe nor will infringe third party’s Intellectual Property Rights.
The Uploader guarantees Unlockt against any financial consequences of claims or actions by third parties forsuch infringements, regardless of the legal ground for such claim (including counterfeiting action, unfaircompetition action or free-riding). This guarantee covers any amount that Unlockt may be liable for at the pre-litigation stage (amount paid in the context of an amicable settlement of disputes) or at the litigation stage (anyamount paid in the context of a court decision, whether final or not) without prejudice to any damages thatUnlockt may claim.
As an exception, for the purpose of the Solution's operation, the Uploader grants Unlockt a licence for the solepurpose of operating, enabling and improving the Solution, to create the Download Pages and to enable the Filesto be downloaded by the Downloaders. This right is granted for the duration of the existence of the Uploader’sAccount, for the whole world and include:
2.2 Rights granted to the Downloader
The Downloader acknowledges that the File and its content is the Uploader’s exclusive property. Subject to thelimited license allowing the Downloader to use the File for his/her personal use, nothing in these General Termsand Conditions transfers or assigns to the Downloader any of the Uploader’s Intellectual Property Rights, inparticular the right to sublicence, lend, rent, distribute, commercialize or sell the File in any manner.
1. Duration
From the date of their acceptance, the General Terms and Conditions are applicable for the following durations:
2. Suspension
Access to the Solution may be suspended for the time necessary in case of an exceptional event such as amaterial damage, a technical failure, a security problem or in case of a breach or serious suspicion of breach ofthe General Terms and Conditions by Users.
Unlockt may immediately suspend the access to the Solution and the execution of the General Terms andConditions in the following cases:
3. Termination
Each User is free to terminate the General Terms and Conditions at any time by sending an email tocontact@unlockt.me by indicating in the subject line “General Terms and Conditions Termination”. Terminationof the General Terms and Conditions by a User is immediate and results in the automatic deletion of the Accountif the User is an Uploader, subject to any commitments made by the latter (e.g., commitment to pay a sum that isalready due to Unlockt).
The Parties undertake to comply with the Personal Data Regulations and to be able to justify their compliance.
Unlockt is the controller, within the meaning of the Personal Data Regulation, of the personal data conveyed to itand available to it in the context of the performance of the General Terms and Conditions. This personal data isprocessed in accordance with the privacy and personal data management policy set out here: https://unlockt.me/privacy-policy/application.
Regarding any personal data that may be, directly or indirectly, incorporated in the Files, Unlockt acts as dataprocessor. As such, its liability and obligations are limited.
1. Severability
If any provision of the General Terms and Conditions is held invalid or void by a modification of legislation,regulation or by a court decision, the remainder of the General Terms and Conditions will not be affected therebyas well as the duty to comply with the General Terms and Conditions.
2. Assignment and change of control
The User may not assign or transfer all or any part of the General Terms and Conditions to a third party withoutthe prior written consent of Unlockt.
In the event of (i) a merger by formation of a new company, contribution, partial contribution of assets, mergerby acquisition, asset spin-off, or any other operation entailing a universal transfer of Unlockt’s assets or (ii) anyoperation entailing a direct or indirect change of control affecting Unlockt, the contractual relations will persistwithout it being necessary to inform or obtain the consent of the Users.
3. Non-renunciatio
The failure of either Party to demand strict performance of any of the terms of the General Terms and Conditions,permanently or temporarily, may not be understood as a renunciation of the right to assert any of such terms.
1. Governing law
The General Terms and Conditions are governed by and interpreted according to French laws.
Users acting as consumers usually residing in another country of the European Union may also benefit from rightsthat protect them according to mandatory provisions of the applicable law in their country of residence.
2. Competent courts
In accordance with article R. 631-3 of the French Consumer Code, Users may bring proceedings, in addition toone of the territorially competent jurisdictions under the French Civil Procedure Code, to the jurisdiction of theplace where the User resided at the time of conclusion of the contract or the jurisdiction of the place where theharmful event occurred.
For any remaining question, Users may contact Unlockt:
1. PURPOSE OF THE APPENDIX
This Appendix defines the terms and conditions according to which Unlockt grants the User, who accepts it, alicense to use the Solution.
2. SCOPE OF THE LICENSE
Unlockt grants the User a personal, non-exclusive, non-assignable and non-transferable right to use the Solution.This license is granted from the date of acceptance of the General Terms and Conditions, for their entire durationand for the whole world.
3. PURPOSE OF THE LICENSE AND LICENSED RIGHTS
All rights which are not expressly granted by the General Terms and Conditions are Unlockt’s exclusiveproperty and not part of the rights granted therein.
For the Uploader, the license is granted for the sole use of the Application, for the sole needs and interests of theUploader, which includes the uploading of Files.
For the Downloader, the license is granted for the sole use of accessing the Download Pages and downloadingFiles.
4. RESTRICTIONS
Without prior written authorisation from Unlockt, the User shall not:
1. PURPOSE
The purpose of this Appendix is to govern the terms and conditions of access and use of the Application.
2. UPLOADER’S ACCOUNT
2.1. Account creation
The Uploader must create an Account in order to upload Files. In the course of creating the Account, an ageverification procedure is implemented.
The Uploader must provide all information required by Stripe to register, including:
Uploader acknowledges that the Account and the Stripe account are distinct, and that Unlockt is not responsiblein any way for the Stripe account.
The Uploader acknowledges that he/she is responsible for providing Unlockt with error-free information andunderstands that wrong information, in particular wrong, expired banking details or false information on theUploader’s country of residence, may postpone or prevent the Uploader’s payment.
2.2. Access, use and safety
Except in a case of technical failure attributable to Unlockt or in case of force majeure, Uploader is responsiblefor the confidentiality and security of his/her login information.
Uploader is strongly advised to change his/her password at regular intervals and to use a secure password,avoiding easily identifiable combinations. Unlockt may impose an expiry date on the Uploader’s password, afterwhich they will be invited to change their password.
If the Uploader has reasons to believe that his/her login information has been lost, stolen, misappropriated orcompromised in any way, or in case of an unauthorized use of the Account, the Uploader must immediatelynotify Unlockt client service at support@unlockt.me. In the event of a loss or theft of his smartphone, theUploader may send a proof of the complaint made to the police station. In the absence of such information anduntil proven otherwise, any use of the Account is deemed to be accomplished by the Uploader.
In such a situation and/or in the presence of a potential or proven threat to the security or confidentiality of thedata of the Solution, the Uploader authorizes Unlockt to take all appropriate measures to prevent anyunauthorized access (e.g, resetting the password and login or suspending access to the Solution).
2.3.Account suspension
Any breach of the Uploader’s obligations under the General Terms and Conditions, in particular the uploading ofa File which does not comply with these Terms, may result in the suspension and/or termination of theUploader’s Account immediately, without prior notification. This provision is without prejudice to any otherremedy Unlockt may have.
2.4. Account deletion
The Uploader can, at any moment, delete its Unlockt Account using the Application.
The Uploader’s Account may also be deleted by Unlockt, on the grounds provided within these General Termsand Conditions. In such case, Unlockt reserves the right to refuse the Uploader from creating any new Accountin the future.
In case an Account is deleted, the Files attached to this account are immediately erased from Unlockt’s servers sothat it cannot be downloaded anymore from any Download Page.
3. UPLOADING A FILE
The Application allows the Uploader to upload Files. Uploading a File generates a link to a Download Page.Each Download Page is unique and can only be accessed with an individual hyperlink.
The Uploader acknowledges and agrees that access to the Download Page is not restricted and allows anyperson having access to the individual hyperlink to access and download the File.
The Download Page will be accessible for the following duration: 3 months
4. PAYMENT
Uploader defines a price to be paid to access and download the File.
In consideration for the provision of the Solution, the Uploader acknowledges that a commission of 25% of the price paid by the Downloader will be deducted, inclusive of VAT calculated in proportion to this percentage. Theprice to be received by the Uploader will be displayed on the Application.
The Uploader acknowledges that in the event incorrect or expired banking details are provided, payment may bedeferred until valid banking details are furnished to Unlockt.
5. APP STORES
5.1. Apple Stores
If the Uploader downloaded the Application from the Apple, Inc (“Apple”) App Store, or uses the Applicationon an iOS device, the Uploader acknowledges that it has read, understood and agrees to the following noticeregarding Apple.
This agreement is between Uploader and Unlockt only, not with Apple. Unlockt, not Apple, is responsible for theApplication and the content of it. The license granted to Uploader in this General Terms and Conditions is foruse on any Apple-branded products that Uploader owns or controls and as permitted by the Usage Rules set forthin the Apple Media Services Terms and Conditions, except that the Application may be accessed and used byother accounts associated with Uploader via Family Sharing or volume purchasing. If Uploader needs anysupport with respect to the Application, please contact Unlockt. Apple has no obligation whatsoever to furnishany maintenance and support services with respect to the Application. In the event of any failure of theApplication to conform to any applicable warranty, Uploader may notify Apple, and Apple will refund thepurchase price to Uploader; and, to the maximum extent permitted by applicable law, Apple will have no otherwarranty obligation whatsoever with respect to the Application. Apple is not responsible for addressing anyclaims by Uploader or any third party relating to the Application or possession and/or use of the Application, including: (1) product liability claims; (2)any claim that the Application fails to conform to any applicable legal or regulatory requirement; and (3) claimsarising under consumer protection or similar legislation. Apple is not responsible for the investigation, defense,settlement and discharge of any third-party claim that the Application and/or possession and use of theApplication infringe that third party’s intellectual property rights. Uploader agrees to comply with any applicablethird party terms, when using the Application. Apple, and Apple’s subsidiaries, are third party beneficiaries ofthis agreement, and upon acceptance of this agreement, Apple will have the right (and will be deemed to haveaccepted the right) to enforce this agreement against Uploader as a third party beneficiary of this agreement.
5.2. Google Play Store
If Uploader has downloaded the Application from the Google Play Store, Uploader (1) acknowledges that thisagreement is solely between Uploader and Unlockt only, and not with Google, Inc. (“Google”); (ii) use of theApplication must comply with Google’s then-current Google Play Store Terms of Service; (iii) Google is only aprovider of the Google Play Store where Uploader obtained the Application; (iv) Unlockt, and not Google, isresponsible for its Application; (v) Google has no obligation or liability to Uploader with respect to theApplication or this agreement; and (vi) Uploaderacknowledges and agrees that Google is a third-partybeneficiary to this agreement as it relates tothe Application.
1. PURPOSE
The purpose of this Appendix is to govern the terms and conditions of access and use of the Download Pages.
2. PAYMENT AND ACCESS TO THE FILE
Downloaders may download a File if they have access to a Download Page thanks to an individual hyperlinkshared by the Uploader.
Downloaders are able to access the File after paying the price indicated on the Download Page. The price includes:
3. RIGHT OF WITHDRAWAL
Downloaders are reminded that the sale of the File is the supply of a digital content without the supply of atangible medium. Therefore, in accordance with article L.221-28 13° of the French Consumer Code,Downloaders are hereby informed that by purchasing a File shared via Unlockt by the Uploader, they do notbenefit from a right of withdrawal under French law and may not be refunded by Unlockt.
BY PURCHASING A FILE SHARED VIA UNLOCKT, THE DOWNLOADER EXPRESSLY CONSENTS TOBEGIN THE PERFORMANCE OF THE AGREEMENT BEFORE THE END OF THE WITHDRAWALPERIOD AND ACKNOWLEDGE THAT HE/SHE WILL LOSE HIS/HER RIGHT OF WITHDRAWAL.
4. REFUND IN CASE OF FRAUDULENT PAYMENTS
Unlockt’s teams may detect a fraudulent use of bank cards by a Downloader to purchase a File. In this case,Unlockt shall refund the person whose payment information have been used without his/her consent to download a File on a Download Page.
If your payment information have been used without your consent to purchase a File on Unlockt, please contactUnlockt at support@unlockt.me and send a proof of the complaint made to the police station. In the absence ofsuch proof and until proven otherwise, the use of your payment information is deemed to be accomplished byyou.
5. NOTIFICATION OF UNLAWFUL CONTENT
In case the Downloader downloads a File that includes elements of an illegal nature, the Downloader shall notifyUnlockt with the following information:
6. GUARANTEE OF CONFORMITY REGARDING THE FILE
The Downloader do not benefit from a legal guarantee of conformity on the File towards the Uploader as thelatter is not a professional. However, all the provisions of the French Civil Code relating to the rights ofobligations and civil liability applicable to contractual relationships remain applicable: [link] and [link].
7. UNDERTAKINGS OF THE DOWNLOADER
The Downloader undertakes and warrants:
Any breach of the Downloader’s obligations under the General Terms and Conditions may lead to the blockingof the Downloader’s access to any Download page.