1. Preliminary provisions

1.1 The MECENUS solution is a web platform accessible at the URL www.mecenus.com published by the company MESCENES PRODUCTIONS (hereafter " MESCENES PRODUCTIONS "), enabling structures eligible for sponsorship to be put in contact with sponsors acting in a professional or private capacity.

1.2 These general terms and conditions of subscription (hereinafter the " CGA ) apply in their entirety and constitute the essential and determining conditions of any subscription to the solution by any structure eligible for sponsorship within the meaning of the provisions of articles 200 and 238 bis of the French General Tax Code (hereinafter the "Structure"). structure ), with a view to receiving donations from sponsors (hereinafter referred to as the "Sponsors").Sponsors") for the solution.

1.3 The fact of accepting to use the solution, implies the acceptance without reserve of the CGA which prevail on all conditions and stipulations of the Structure, even communicated subsequently to the CGA, not expressly accepted in writing by the company MESCENES PRODUCTIONS.

1.4 If one of the clauses of the CGA is null or void, for any reason whatsoever, the other clauses of the CGA will continue to apply and the parties undertake to negotiate in good faith to replace or modify the void clause. The fact that MESCENES PRODUCTIONS does not avail itself at a given time of any clause of the GTC shall not be construed as a waiver of its right to avail itself subsequently of the GTC or of the said clause.

1.5 The applicable GTC are those in force at the time of signing the Quotation. MESCENES PRODUCTIONS reserves the right to modify the CGA at any time and to inform the Structure as soon as possible before their application. Any new version of the CGA will automatically replace the previous version. In addition, MESCENES PRODUCTIONS reserves the right to make any modification to the solution, without the Structure being able to invoke any right to compensation.

2. Definitions

For the purposes of these GCP, the words and expressions hereinafter defined shall have the meanings set out below when spelt with a first capital letter, whether used in the singular or plural.

Subscription	designates the offer subscribed to by the Structure for the use of the Solution. The Subscription includes the right to use the Solution and the provision of Services by MESCENES PRODUCTIONS.
Donation(s)	refers to donations to the Structure made by Patrons of the Solution.
Contract	means all the contractual documents referred to in Article 3 of these General Terms and Conditions. The Contract and any appendices thereto may only be modified by means of an amendment signed by the Parties. In the event of contradiction between the body of the Contract and the appendices, the body of the present Contract shall prevail.
Data	means the Structure's data of any kind whatsoever, processed by the Structure via the Solution and hosted by MESCENES PRODUCTIONS or the service provider of its choice, including Personal Data.
Project(s)	designates the Structures' project(s) presented on the Solution and to which Patrons can contribute in the form of Donations.
Solution	refers to the MECENUS solution accessible online or via cell phone.
Users	refers to the employees of the Structure who may benefit from access to the Solution. Use of the Solution requires acceptance of the Solution's General Terms of Use and of the Solution's Privacy Policy.

3. Subscription

3.1 In order to use the Solution, the legal representative or sponsorship referent of the Organization (hereinafter the " Sponsorship Representative ") must create a personal account on the Solution. The Patronage Representative's account is strictly personal and the Subscription is linked to the Organization. Each establishment in the Structure must have a Subscription and a customer account (for public structures, each project must be the subject of a separate Subscription). For any request to open an account for several establishments, the Structure must contact MESCENES PRODUCTIONS for a personalized quote. The legal representative guarantees that he/she is legally authorized to bind the Organization to the Subscription.

3.2 The Sponsorship Representative must then continue the registration process by filling in the information concerning the Organization (articles of incorporation, receipt of initial declaration to the Prefecture, etc.). Subscription is reserved exclusively for Structures eligible for sponsorship under the French General Tax Code. The Sponsorship Representative therefore guarantees that the Structure complies with these eligibility criteria for the entire duration of the Subscription. In addition, the Sponsorship Representative guarantees that the information he/she provides in the Solution about the Structure (benefit of a sponsorship tax ruling, identification and contact details, etc.) is accurate and up to date.

3.3 The Sponsorship Representative can then subscribe to a Subscription on the Solution. To finalize the Subscription, the Organization must pay for the first Subscription period via the STRIPE payment solution. In the case of public Structures, the Structure may contact MESCENES PRODUCTIONS to request a quote, which will be sent to the Structure by email for validation.

3.4 The subscription to the Subscription (hereinafter the "Subscription") is firm and definitive for the Structure and for the company MESCENES PRODUCTIONS from the date of confirmation sent to the Structure by the company MESCENES PRODUCTIONS, by email.

4. Contract duration

The Contract comes into force on the Subscription date unless a later Effective Date has been expressly agreed in writing between the Parties. The Subscription is concluded for an initial period of one (1) year from this date (hereinafter the " Initial Period ").

At the end of the Initial Period, the Subscription is automatically renewed for successive periods of one (1) year, unless terminated by the User. The User may object to automatic renewal by selecting the "I do not wish to renew my subscription" option via a button or checkbox accessible from his or her user space, no later than sixty (60) days before the current Subscription expires.

5. Publication of projects

5.1 Publication of events

The Structure is free to present and write the events on the Solution (hereafter the "Events"). MESCENES PRODUCTIONS may assist the Structure in defining its needs and in writing the description of the Project. The Structure undertakes to fill in the data on the Project publication form on the Solution (hereinafter the " Data "). Once validated, Events are published for a period of three (3) months.

5.2 Event publication rules

The Structure is solely responsible for the Events and Data published on the Solution. It undertakes to :

• Only publish events that meet the criteria for sponsorship as set out in the French General Tax Code; 
• Respect the conditions of publication of the Events mentioned below;

In particular, it is forbidden to publish on the Solution any content that is obscene, political, racist, religious, discriminatory, defamatory, denigrating or inciting to hatred, as well as any contribution that infringes on the rights of third parties or personal rights, and in particular :

• Any contribution reproducing without authorization a work protected by intellectual property rights (trademarks, copyrights, etc.);
• Any contribution infringing the image rights and/or privacy rights of a third party (children, legal representatives, employees or volunteers of the Structure, etc.);
• Any contribution that violates the privacy of a third party;
• Any contribution disparaging third parties, other users or the company MESCENES PRODUCTIONS.

In the event of diffusion by the Structure of Events and/or Data infringing the rights of third parties or other users of the Solution, the company MESCENES PRODUCTIONS reserves the right to institute criminal and/or civil proceedings against the Structure having diffused such contents. Consequently, the Structure guarantees the company MESCENES PRODUCTIONS against any claim, from a third party of any nature, in the event of non-respect of its own obligations under the CGA.

The Structure thus undertakes to guarantee the company MESCENES PRODUCTIONS against all condemnations (civil, administrative or penal) which would be pronounced against it within the framework of legal actions or controls of an administrative authority, having for cause or object all actions relating to the obligations which fall to it under the GTC, including in particular the expenses of lawyer and expertise, and the expenses and losses which could result from it for the company MESCENES PRODUCTIONS (in particular in term of economic repercussions, because of the prejudice of image undergone).

In the event of non-compliance with these provisions by The Structure, the company MESCENES PRODUCTIONS reserves the right to suspend or delete the publication of Events on the Solution or even to temporarily or permanently deactivate the Structure's account.

5.3 Hosting status

The company MESCENES PRODUCTIONS acts as a host for the Data and Events published by the Structure on the Solution and retains only a purely technical role of making the Solution available, within the meaning of the Law of June 21, 2004 for Confidence in the Digital Economy (known as the "LCEN" law), and may not be held liable, except in the event that MESCENES PRODUCTIONS has expressly refused to remove illegal content, brought to its attention by written notification under the conditions provided for in article 6, I, 5° of the LCEN. In particular, the fact that the company MESCENES PRODUCTIONS does not remove a content reported, by a user or a third party, can not be analyzed as an agreement of the company MESCENES PRODUCTIONS
on its content.

The company MESCENES PRODUCTIONS reserves the right, without having to justify its decision, to delete from the Solution any Data and more generally any Project which does not respect the rules of publication envisaged in the present article. The company MESCENES PRODUCTIONS may, at its discretion and insofar as possible, amicably contact the Sponsorship Representative having published the content or being concerned by what has been deleted, in order to explain the reason.

5.4 Referencing events

The Events of the Structure are published in ante-chronological order and the Patron can choose filters to select among all the Events of the Structures of the Solution:

• Events closest to home; 
• Events proposed according to specific criteria such as the Structure's field of activity or geographical location.

5.5 Payment of donations and tax receipts

As soon as the Donations are paid and made by the Patron, they are immediately and fully transferred to the Structure via the STRIPE payment solution. Receipt of the Donation triggers the issue to the Patron of a tax receipt as provided for by the French General Tax Code, entitling the Patron to a tax reduction. The tax receipt is issued via the Solution in the name and on behalf of the Structure, which expressly mandates MESCENES PRODUCTIONS to issue these receipts. Tax receipts issued in the name and on behalf of the Organization can be downloaded by the Sponsorship Representative in his or her account on the Solution. The Organization is solely responsible for keeping these tax receipts and related elements as proof, particularly in the event of a request from the tax authorities. The Organization remains solely responsible for complying with its tax obligations and is informed of the need to obtain information on the specific tax aspects of its activity.

6. Subscription price and payment

6.1 The price of the Subscription chosen by the Structure is indicated on the Solution when the Subscription is taken out.

6.2 The Subscription is invoiced annually, on each anniversary date, and is payable by direct debit via the STRIPE solution (fees linked to the use of the STRIPE solution may apply). In the event of termination of the Subscription, any contractual year started is due in full.

6.3 In the event of a payment incident such as late payment or partial payment, the company MESCENES PRODUCTIONS reserves the right to suspend the Structure's access to the Solution without prejudice to other remedies.

Any payment incident will, in addition, automatically and without prior formal notice, lead to the application of a fixed indemnity of 40 euros for collection costs, the forfeiture of the term of all the Structure's debts to the company MESCENES PRODUCTIONS and the payment of late payment penalties at the rate of three (3) times the legal interest rate, without prejudice to any additional compensation that the company MESCENES PRODUCTIONS may claim on proof. No payment can be the subject of a compensation, a reduction (by application of penalties for example) or a refusal at the initiative of the Structure, in particular in the event of allegation of non-conformity or bad execution, without the prior written agreement of the company MESCENES PRODUCTIONS, and without the company MESCENES PRODUCTIONS having been able to check the reality of the alleged grievance.

7. Contract termination and intuitu personae

7.1 In addition to the right of either party to terminate the Subscription at the end of each Subscription period as provided for in article 3, the Subscription may be terminated automatically, without compensation, by either party in the event of :

• Failure by the other party to meet one of its obligations under the Subscription, if the defaulting party has not remedied the breach within thirty (30) calendar days of formal notice sent by the party initiating the termination, by registered letter with acknowledgement of receipt;
• Safeguard, reorganization or judicial liquidation and more generally the conclusion of any amicable or judicial plan with the creditors of the other party, or the cessation of activity, dissolution or amicable liquidation of the other party;
• Force majeure, in accordance with article 8.

7.2 Upon termination of the Subscription for any reason whatsoever :

• All the rights and obligations of the parties will lapse ipso jure. The provisions of articles 6 to 11 shall survive;
• The Structure undertakes to pay MESCENES PRODUCTIONS any sum that may still be owed to it;
• The Structure is informed that the Solution will no longer be accessible to it; 
• The Structure may request, by email, the extraction of data from its account no later than fifteen (15) days before the effective termination of the Subscription.

In general, the exercise of this right of termination does not exempt the parties from fulfilling the obligations contracted up to the effective date of termination. The Subscription is concluded intuitu personae by the company MESCENES PRODUCTIONS and may not be assigned or transferred in any way whatsoever to a third party, without the prior written agreement of the company MESCENES PRODUCTIONS.

8. Responsibility of MESCENES PRODUCTIONS

MESCENES PRODUCTIONS is not a party to the contractual relationship between the Organization and the Sponsor. The Organization remains solely responsible for fulfilling its contractual and fiscal obligations to the Sponsor with regard to Donations and tax receipts. In addition, the Structure is informed of the need to make an administrative declaration of appeal to public generosity in order to use the Solution, and is solely responsible for complying with these obligations.

The company MESCENES PRODUCTIONS is only held to an obligation of means in the execution of the services proposed on the Solution. The company MESCENES PRODUCTIONS undertakes to make its best efforts to secure access to and use of the Solution and is free to choose the most appropriate form and technical means to make available to the Structure all the functionalities of the Solution.
The Solution may be temporarily unavailable during maintenance operations, curative or evolutionary, necessary for the proper functioning of the Solution and in the event of the occurrence of an event beyond the control of the company MESCENES PRODUCTIONS (such as in particular a decision of the host of the Solution, independent of the will of the company MESCENES PRODUCTIONS). Maintenance operations will take place at the discretion of the company MESCENES PRODUCTIONS, the company MESCENES PRODUCTIONS will nevertheless endeavour to inform the Structure.

In the event of a technical failure affecting the operation of the Solution, the company MESCENES PRODUCTIONS undertakes to make its best efforts to restore the operation of the Solution as soon as possible. The company MESCENES PRODUCTIONS cannot be held responsible for the non-performance of any of its obligations towards the Structure in the event of force majeure, meaning in particular any event such as hacking of the Solution, interruption or breakdown of the telecommunication systems of the MESCENES PRODUCTIONS company's Service Providers, in particular the hosts (fire, flood, etc.).

The company MESCENES PRODUCTIONS cannot be held responsible for external intrusions, the presence of computer viruses in the computer system of the Structure, the possible consequences of an alteration, total or partial, of the functioning of the Solution having for origin a misuse of the Solution, the non-functioning or the slowness of the telecommunication network of the Structure. The responsibility of the company MESCENES PRODUCTIONS is excluded for any defect or any inexecution not resulting exclusively from its fact, in particular in the event of inexecution of its obligations by the Structure. In particular, the company MESCENES PRODUCTIONS cannot be held responsible for data entered or imported by the Structure into the Solution or for access rights granted by the Structure to third parties. The Structure guarantees the company MESCENES PRODUCTIONS against any condemnation or transaction (civil, administrative or penal) which would be pronounced against it within the framework of legal actions having as cause or object any actions relating to the Data informed or imported by the Structure in the Solution (texts, images, ...), including in particular the lawyer's fees and expertise and the expenses and losses which could result from it for the company MESCENES PRODUCTIONS.

In any event, the liability of MESCENES PRODUCTIONS excludes in particular any indirect, consequential or immaterial damage, and including in particular any lost profit, loss, commercial prejudice, loss of sales, loss of clientele, loss of chance, and is, in any event, limited to the amount paid by the Structure during the current contractual year.

9. Personal data

The parties undertake to process personal data in accordance with the regulations applicable to the protection of personal data, and in particular Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of individuals with regard to the processing of personal data and on the free movement of such data, which came into force on 25 May 2018 (the "RGPD"). They undertake to comply with all the obligations incumbent on them respectively in their capacity as data controllers. For the purposes of concluding, managing and executing the Subscription and monitoring the contractual relationship, each party processes the personal data of its natural person contacts, employees or managers of the other party (hereinafter the "Contacts").

The processing of the personal data (such as surnames, first names, contact email addresses) of these Contact Persons is necessary for each of the parties to execute, invoice and renew the Subscription.

The parties will not transfer any personal data outside the European Union. The data of the Contact Persons of one party may be communicated by the other party to an administrative authority in the event of an inspection (DGCCRF, CNIL, tax authorities, etc.), to an administration or a court in the event of an administrative or judicial decision, or to counsel in the event of a dispute relating to the performance of the Subscription. The disclosing party will immediately inform the other party. Each party undertakes to retain the personal data of the other party's Contact Persons for the duration of the Subscription and for a maximum of three (3) years from the end of the Subscription. Each party undertakes to inform the other party of any updates to the personal data of the Interlocutors concerned. Each party is responsible for informing its Interlocutors of the processing of their personal data by the other party. Each party's Interlocutors have the right to access, rectify, port and delete their data, as well as the right to oppose and limit the processing of data concerning them. They may send their request, together with a copy of their identity document, to the other party's data protection officer or delegate.

The persons concerned have the right to lodge a complaint concerning the processing of their personal data by MESCENES PRODUCTIONS with the CNIL (Commission Nationale Informatique et Libertés) https://www.cnil.fr. Any person whose personal data is collected may define general or specific directives relating to the conservation, deletion and communication of their personal data after their death.

10. Commercial reference

The company MESCENES PRODUCTIONS is expressly authorized to use the name of the Structure or any other distinctive sign belonging to it as a commercial reference, in particular in commercial presentations, for prospects or Customers, in press releases indicating commercial references, on its website, on its company pages in social networks or within the framework of the publication of testimonials.

11. Intellectual property

11.1 Intellectual property rights granted to the Structure

Subject to full compliance with the present CGA and in consideration of payment of the Subscription price for the pro version, the company MESCENES PRODUCTIONS grants to the Structure, for the entire duration of use stipulated in article 3 of the CGA, a personal, non-exclusive, non-transferable, non-transferable and revocable right to use the Solution for the purposes of access by users to the Solution, for the entire territory of the world. The Subscription does not confer on the Structure or on users any title or right of ownership to the Solution.

11.2 Intellectual property rights of the company MESCENES PRODUCTIONS

The Structure is prohibited from copying, reverse engineering, modifying, in particular by decompiling, altering, adapting, in particular by translating, arranging and more generally modifying all or part of the Solution and its constituent elements (tree structure, database, etc.). 

Nor may it permanently or temporarily reproduce the Solution in whole or in part, by any means and in any form. In the absence of prior, express and written agreement from MESCENES PRODUCTIONS, the Structure is not authorized to :

• To extract, transfer in a permanent or temporary way the totality or a qualitatively or quantitatively substantial part of the contents of the Solution and/or the database of the company MESCENES PRODUCTIONS (on another support whatever it is, and this, by any means or under any form that it is, whatever the finality of the extraction or the transfer, except in the hypotheses expressly envisaged by the Subscription;
• Reuse, by making available to the public, all or a qualitatively or quantitatively substantial part of the content of the Solution and/or the database of the company MESCENES PRODUCTIONS (or its partners), whatever the form, the means or the support;
• To use the database of the company MESCENES PRODUCTIONS in an abusive way and creating a prejudice for the company MESCENES PRODUCTIONS;
• Repeatedly and systematically extract or re-use qualitatively or quantitatively insubstantial parts of the content of the Solution and/or the database of the company MESCENES PRODUCTIONS when these operations manifestly exceed the normal conditions of use of the database of the company MESCENES PRODUCTIONS.

The Structure is hereby informed that any violation of the foregoing provisions may result in the termination of the Subscription and, in addition, may be qualified as counterfeiting, subject to civil and criminal prosecution.

11.3 Structure's intellectual property rights

Subject to the rights of third parties, the Structure is the sole owner of the intellectual property rights to the graphic elements and Data imported by it into the Solution.  

12. Applicable law and jurisdiction

The Subscription and, in general, the commercial relations between the parties are governed by French law. Failing amicable resolution of the dispute, any dispute relating to the Contract and to relations between the company MESCENES PRODUCTIONS and the Structure, will be subject to the exclusive jurisdiction of the competent courts within the jurisdiction of the registered office of the company MESCENES PRODUCTIONS, including in the event of summary proceedings, order on petition, multiple defendants, incidental claim or guarantee appeal.