GLOSSARY: In the context of these General Conditions of Sale, the following terms mean:
“Advertiser” The person on whose behalf the advertising message is broadcast; In these Conditions of Sale, an "Advertiser" is an entity whose Messages (whether created by itself or on its behalf by a third party) are placed by the buyer via a campaign.
"Agent" Any natural or legal person acting on behalf of the advertiser.
"The buyer or the User or the Company" Natural or legal person who may be the "advertiser" or his "agent" as well as any other person with the power and authorization to place an order and who fulfills the conditions of access to the Médiabuy Africa platform, in particular, for natural persons, being at least 18 years old.
"Account or Customer Account" means a virtual account created on the Mediabuy Africa platform which allows you to perform and record any action on the Mediabuy Africa platform and in particular to buy advertising space. The account is created by the buyer on the Médiabuy Africa platform by completing the online form and ticking the boxes of acceptance of the General Conditions of Sale as well as the General Conditions of Use.
"Provisional Quote or Proposal" Document that will result from requests made by the Buyer on the Mediabuy Africa platform. This document will list all these requests and estimate the total cost. This document does not constitute a final offer, it constitutes a simulation which must be validated by Quazar and its Mediabuy Africa platform.
"Advertising Order" or "Order" the agreement for the dissemination of an advertising message, relating to purchases made by the Advertiser.
“Support or media” The channel through which the advertising messages will be broadcast: Press, Television, Radio, Public Display, websites;
“Campaigns” Marketing operation intended to promote a brand, product, service, message, etc. To ensure its success, the advertising campaign relies on communication media or media to spread its message.
"Space purchase" Is the process of buying, negotiating and booking advertising space that is carried out by the Mediabuy Africa platform on behalf of the buyer.
"Global Media Plan" Complete summary of all reservations made by the buyer on the Mediabuy Africa platform.
"Drawings or Dissemination Reports" Scoring of all the broadcasts actually carried out
"Messages or advertising messages" or even visuals or insertions or advertisements or spots or creations, are: The texts, images, music, sounds and voices, composing the advertising element (collectively Advertisements) intended to be broadcast in the supports or media. These messages are provided by the buyer to the Médiabuy Africa platform on electronic files: Image file for the press, websites and public display, sound file for radio, video file for television.
“Currency Exchange Rate” means the rate we use to convert currency as a guideline; this is currently the WM/Refinitiv Closing Spot Rate, but this may change.
“Taxes” refers to all import taxes, customs fees and value added taxes, all taxes specific to advertising depending on the country in which the messages are broadcast.
"Platform or Service" Is the Mediabuy Africa website.
"Third Party Content" refers to any services accessible by any means or contacts via the Mediabuy Africa platform.
“Cookie” includes computer files allowing information relating to the user’s browsing to be recorded, but also tags, pixels or any other tracer or means of recovering information via a technical tool including in particular the “fingerprinting” method.
"General Conditions of Sale as well as the General Conditions of Use or Conditions" These General Conditions of Sale as well as the General Conditions of Use.
PREAMBLE :
MEDIABUY AFRICA, is a trade name belonging to the TOTEM registered trademark.
TOTEM delegates the marketing of the purchase and sale operations of the products or services offered on the MEDIABUY AFRICA platform to the company QUAZAR SARL.
AGREEMENT BETWEEN THE PARTIES:
These General Conditions of Sale as well as the General Conditions of Use, are agreed between QUAZAR SARL with a capital of 1,000,000 FCFA, having its registered office in Ouagadougou, 143, rue 5.45, RC BF OUA 2016 B 5958 – Ouagadougou Burkina Faso , manager of the Mediabuy Africa platform.
And
the buyer, whose name or company name as well as the required information have been provided by him in the account opening form of the Mediabuy Africa platform, thus confirming the electronic acceptance of the General Conditionss of Sale as well as the General Conditions of Use.
These General Terms and Conditions of Sale and the General Terms and Conditions of Use govern the advertising services of QUAZAR sarl and its Mediabuy Africa platform.
They are accessible via the "customer account(s)" granted to the buyer on the Mediabuy Africa platform within the framework or which incorporate by reference these General Conditions of Sale and the General Conditions of Use.
Considering the foregoing, the parties agree as follows and that this constitutes a legal agreement and creates a binding contract between the buyer and QUAZAR SARL.
By accessing, downloading, using or clicking on "I accept" to accept any service from QUAZAR SARL and its Mediabuy Africa platform (as defined below), the Buyer acknowledges having read, understood and accepted all the terms of the general conditions of sale and General Conditions of Use stipulated herein.
These General Terms and Conditions of Sale are applicable to all Advertising Orders that have been purchased on the Médiabuy Africa platform.
QUAZAR sarl reserves the right to modify at any time the stipulations of these General Conditions of Sale, it being specified that the modifications will only be applicable as from their publication on the website of the Médiabuy Africa platform. In the event of modification of the General Conditions of Sale, the Orders validly concluded before the said modifications will continue to produce their effects until their term. Where applicable, commercial offers may provide for provisions derogating from these General Terms and Conditions of Sale.
Thank you to the Buyer to read the conditions carefully as they govern the use of the services of the Mediabuy Africa platform. These Terms contain important provisions, including a provision that requires all claims to be resolved amicably and eventually by arbitration.
By accessing, using or attempting to use the services of the Mediabuy Africa platform in any capacity whatsoever, the buyer acknowledges that he agrees to be bound by these general conditions of sale and General Conditions of Use .
IF THE BUYER DOES NOT AGREE, THEY SHOULD NOT ACCESS THE MEDIABUY AFRICA PLATFORM AND NOT USE THE SERVICES OF THE MEDIABUY AFRICA PLATFORM.
1/ DESCRIPTION:
1.1/ the company QUAZAR sarl provides buyers with access to a platform called Médiabuy Africa accessible at the following address: https://www.mediabuy.africa
This Mediabuy Africa platform allows buyers to directly carry out their media plan and to access several functionalities including in particular the simulation of purchases of advertising space, the result of which will be proposed in the form of a provisional quote or proposal, with the aim of launching their advertising campaigns on several supports or media. This provisional estimate does not constitute a firm and final offer because it must be validated after checking the availability of the requested content. The buyer will receive a final estimate including our acceptance or our amendments, this final estimate can now be accepted by the user or rejected.
It is specified that QUAZAR sarl, reserves the right to modify at any time the functionalities and/or the content of the Médiabuy Africa platform, as well as to temporarily or definitively suspend the provision of this tool, which the buyer acknowledges and expressly accept.
1.2/ The buyer, if he has valid access to the Médiabuy Africa platform, may carry out a simulation of purchases of advertising space or a purchase of these spaces by selecting the following criteria:
The scope of dissemination;
Type of support ;
The broadcast period;
The number of broadcasts;
The budget ;
The user will be able to see a summary of their Global Media Plan as well as their budget.
He can modify it at any time to adjust it.
1.3/ The Mediabuy Africa platform does not constitute a recommendation or an endorsement of any support or media of their products, services, information, etc. In order to avoid any form of doubt, QUAZAR SARL and its Médiabuy Africa platform does not provide any communication consulting service, the information contained in the Médiabuy Africa platform is only indicative, it is not intended to influence the decisions of the 'Buyer. QUAZAR SARL and its Médiabuy Africa platform can provide elements which may include, in a non-exclusive manner, information
on its platform and the products in order to allow users to better know the services. This information may include, but is not limited to, links to third party content, news feeds, tutorials and videos. The information providedies on the Mediabuy Africa platform or the sites of any third party cannot be considered as communication advice, financial advice, commercial advice or any other type of advice and the buyer should not consider any element of the Mediabuy Africa platform or any third party sites as such. QUAZAR SARL and its Médiabuy Africa platform cannot be held responsible for the decisions that the buyer will make on the basis of the information provided by QUAZAR SARL and its Médiabuy Africa platform.
1.4/ Even if QUAZAR SARL and its Mediabuy Africa platform try to provide accurate and up-to-date information on their Website (including and without limitation, the Content), it may not always be entirely accurate, complete or up-to-date and may also include technical inaccuracies or typographical errors. In the effort of QUAZAR SARL and its Médiabuy Africa platform to provide the Buyer with information that is as complete and accurate as possible, the information may be modified or updated from time to time without prior notice, including, without proprietary, information about its policies, products and Services. Consequently, any decision based on the information present on the Website of QUAZAR SARL and its Mediabuy Africa platform is under the full responsibility of the Buyer and QUAZAR SARL and its Mediabuy Africa platform cannot be held responsible for such decisions. The information provided by a third party is published for informational purposes, QUAZAR SARL and its Mediabuy Africa platform make no representation or guarantee as to their accuracy. Links to third-party content (including, without limitation, websites) may be provided for convenience but are beyond the control of QUAZAR SARL and its Mediabuy Africa platform.
1.5/ The Médiabuy Africa platform has the specificity of presenting several media and supports offering specific categories of offers in a fixed geographical area, and their own criteria (deadline, price), the information contained in the platform comes from the part of the supports or media. Therefore, the buyer is fully informed that no responsibility of QUAZAR Sarl and its Mediabuy Africa platform can be engaged, directly or indirectly, due to the modification or unavailability of the offers of the supports or media, the Mediabuy Africa platform cannot guarantee that all the information it contains is accurate, contains errors, interruptions or missing information although QUAZAR Sarl and its Mediabuy Africa platform do everything possible to correct/repair them as soon as possible. Similarly, it is expressly agreed that QUAZAR Sarl and its Mediabuy Africa platform cannot be called upon as a guarantee by the buyer due to any breaches by the media or media of their contractual, legal or ethical obligations. The buyer is informed and acknowledges that the information accessible via the Mediabuy Africa platform is given for information only and can in no way constitute a firm and final offer.
the Buyer acknowledges and accepts that QUAZAR SARL and its Médiabuy Africa platform are not responsible for any aspect of the information, content or services present in any material or third-party website accessible directly by links via the QUAZAR Website SARL and its Mediabuy Africa platform.
No indemnity, compensation or price reduction may be requested by the buyer on the basis of these heads.
The buyer will carry out his space purchase simulations himself, on the Médiabuy Africa platform, which is available 24 hours a day, 7 days a week, the sales department is available from 8:00 a.m. to 8:00 p.m. UTC 6/7 Monday Saturday.
1.6/ NOTE CONCERNING MEDIA OR MEDIA:
The framework of this commercial agreement resulting from the General Conditions of Sale does not include agreements with the media or supports.
Mediabuy Africa quotes media or media on its platform in order to inform advertisers of their existence in the media landscape in Africa.
All information on the media or supports comes from sources legally obtained either by their dissemination and already freely accessible on the web, or by direct transmission from the media or support to our services.
In the event that a media or medium refuses to appear, all they have to do is send an email to our sales department to have their presence removed from the platform.
In the event that a media or support would like to update the information disseminated about itself, it can in the same way send an email for rectification of information.
2/ CUSTOMER ACCOUNT AND REGISTRATION
All users must create an account on the platformMediabuy Africa before using its services. See the General Conditions of Use and accept them before any use at the following address https://www.mediabuy.africa/cgu
By these General Conditions of Sale and the General Conditions of Use, the buyer accepts and acknowledges that he has reached the legal age in his jurisdiction to accept this Agreement, and that he has not previously made the object of a suspension or prohibition of use of the Services of Médiabuy Africa.
QUAZAR Sarl and its Mediabuy Africa platform may refuse, at their discretion, to open a customer account for the Buyer.
2.1/ Verification of the user's identity
The registration of an account by the buyer on the Mediabuy Africa platform will be considered as his agreement to provide the personal information required for the verification of his identity. This information will be used to verify the identity of Users.
2.2/ To use the Services of the Médiabuy Africa platform, the Buyer may have to fulfill certain legal obligations of his country and/or State of residence. By accepting the terms of this Agreement, the Buyer confirms that it has consulted the laws and regulations, that it is aware of any such obligation and that it complies with them.
2.3/ After registration, the buyer must ensure that the information is true, complete and updated in a timely manner when it has changed. if there is reason to believe that any information it has provided is incorrect, false, obsolete or incomplete, Mediabuy Africa reserves the right to send a notice to the buyer to request correction, if necessary , terminate all or part of the services that Médiabuy Africa provides to the buyer. If Mediabuy Africa cannot contact the buyer with the contact details he has provided, the buyer will be fully responsible for any loss or expense caused to Mediabuy Africa while using the Mediabuy Africa services. The buyer acknowledges and accepts by these General Conditions of Sale and the General Conditions of Use that he has the obligation to update all information in the event of a change.
3/ CAMPAIGNS AND SPACE PURCHASES.
The buyer declares having power and being authorized, himself or the company or the advertiser he represents either as an employee, agent, intermediary, beneficiary or any other function which would authorize him to place orders with of QUAZAR sarl and its Mediabuy platform.
The declaring buyer being the beneficiary or agent of the beneficiaries of the artistic, intellectual and copyright property on the messages, orders and authorizes QUAZAR sarl and its Mediabuy Africa platform and any entity, media or media to, from time to time, place its messages advertising, in any form (Audiovisual, Publishing, multimedia, collectively, "Messages") on any support or media that the buyer has selected.
Buyer is solely responsible for all Messages, geographic targeting decisions, and distribution and selection of recipients to whom Messages are directed. Any claim by a third party on the use of the messages and the rights arising therefrom cannot be aimed at or engage the responsibility of QUAZAR sarl or Médiabuy Africa. Third-party claimants cannot claim any compensation or indemnity from QUAZAR sarl or Médiabuy Africa for any reason whatsoever.
The buyer, in order to enable us to execute his campaigns, will send us electronic files containing creations, images, films, voices, soundtracks or montages (collectively advertising messages) for the purposes of broadcasting on the media or supports that the buyer will have selected.
By uploading these messages on our Platform, the buyer confirms that they comply with our criteria and undertakes to respect the following:
They are authentic and the buyer owns the rights
They do not contain any viruses;
the buyer is authorized to share it on our platform;
QUAZAR sarl and its Médiabuy Africa platform are authorized to transmit it to the various
media chosen by the buyer,
the buyer accepts full responsibility for any legal claim against QUAZAR SARL and its Mediabuy Africa platform relating to the content or dissemination of these messages
For clarity: QUAZAR SARL and its Mediabuy Africa platform are not responsible for images uploaded to our Platform. They are authorized to delete any message at our discretion (e.g. if we detect that a message does not meet the criteria above).
QUAZAR SARL and its Mediabuy Africa platform declines all responsibility for the future of messages once they have been transmitted to the media or media, excluding broadcast operations according to the buyer's order.The conclusion of an Advertising Order by the Buyer implies acceptance of these General Conditions of Sale, the uses of the regulations relating to advertising, the rules of advertising ethics applicable in the area where the media are broadcast. It is specified that any other document whatsoever, addressed to QUAZAR sarl or Médiabuy Africa by the buyer, referring to its own commercial conditions, has only an indicative value and does not imply any acceptance of the said conditions. by QUAZAR sarl or Médiabuy Africa which are unenforceable against it.
Advertising Orders may be entered into through an intermediary. In this case, these General Conditions of Sale will be applicable to the agent as well as to the principal "the advertiser" and any other person who has fulfilled the conditions of access to the Médiabuy Africa platform.
QUAZAR sarl and its Médiabuy Africa platform as well as the media are free to refuse the execution of an Order and/or to cancel it at any time, without payment of compensation, in particular:
When a message is likely to harm their image or their commercial, ethical or editorial interests;
When a message is likely to engage their responsibility;
When a message is likely to offend the sensibilities of the public;
When a message does not comply with the regulations or laws in force in the country of distribution of the media.
Due to the public service missions of the media.
Due to a technical support problem or its partial or total unavailability.
In general, the Buyer will abstain:
To promote substances, services, products or media that contravene the laws and regulations applicable in any country in which its Messages are broadcast, placed or otherwise made available.
Engage in any other illegal or fraudulent business practice under the laws of any state or country in which its Messages are made available to the public.
Will not deliver Messages that contain or connect to malicious software or code, spyware or unwanted software, violate or knowingly circumvent any security measures of a Program.
Orders not executed in this respect will not be invoiced to the buyer, the latter not being able to claim any compensation or indemnity for any reason whatsoever.
The media reserve the right to limit, in whole or in part and at any time, access to their advertising spaces to certain categories of Advertisers, taking into account:
Their legal or regulatory obligations;
For reasons of image or ethics;
Depending on the availability of the spaces requested to date.
In connection with these Terms and Conditions and to the fullest extent permitted by law, no condition, warranty or other implied term applies (including any implied term of satisfactory quality, fitness for purpose or compliance with the description) to Campaigns and Purchases of space provided by Quazar SARL and its Mediabuy Africa platform. Neither Quazar SARL and its Mediabuy Africa platform, nor the supports or media, grant any guarantee concerning the Buyer's Campaigns or their results. To the fullest extent permitted by law, Quazar sarl and its Mediabuy Africa platform, do not promise to inform buyers of defects or errors made by them in the development of their campaigns, media plan and space purchases.
Please note that certain products and services may not be available in certain jurisdictions or regions or for certain users. Mediabuy Africa reserves the right to change, modify or impose additional restrictions at its discretion and at any time.
3/ PURCHASING PROCEDURES
3.1/ Quazar sarl offers each buyer the following commercial procedures:
A provisional quote for the sale of advertising space directly on the customer account created by the buyer via the Mediabuy Africa purchasing platform. Prior to any reservation request, the buyer must create a customer account in accordance with the General Conditions of Use available by clicking on the following link: https://www.mediabuy.africa/cgu
A quote for the sale of advertising space from the Mediabuy Africa sales department.
In this case the General Conditions of Sale of Quazar sarl will apply in the same way as on the Médiabuy Africa platform. The buyer may also benefit from special conditions negotiated directly with the Sales Department.
3.2/ PURCHASE PROCEDURE VIA THE MEDIABUY AFRICA PLATFORM
The buyer, directly via the Médiabuy Africa platform, will proceed to the validation of his choices by a click which will be worth acceptance of these General Conditions of Sale of QUAZAR sarl and will constitute a provisional estimate of sale of emadvertising placement, subject to:
The eligibility of the product or service, the campaign and the buyer;
The availability of media or supports;
Modification of prices by the chosen media/support.
The provisions of these General Conditions of Sale.
In the event that the advertising spaces offered by the media or supports are not available on certain dates defined by the buyer at the time of his order, then the Mediabuy Africa sales department will propose a new Global Media Plan that is as close as possible to Buyer's initial order.
The buyer may:
I - Either accept it or amend it and a new availability check will be carried out,
II - Either cancel his order. In the event of a cancellation by the buyer, QUAZAR sarl will reimburse the sums collected as soon as possible, no indemnity, compensation or price reduction may be requested by the buyer on the basis of these heads.
In the event of the ineligibility of the Buyer or the campaign, or the product or service, the sale not having been formed, QUAZAR sarl will reimburse the sums unduly received as soon as possible without the user may claim interest or any other indemnity.
In order to proceed with the creation of a provisional estimate, the buyer must complete a form including the following information: billing address, trade register number, tax identification number, telephone number, email address, any information allowing it to be identified.
The Mediabuy Africa platform communicates to the buyer a Global Media Plan as well as the detailed budget of all its purchases of space. These documents are visible and downloadable on the Mediabuy Africa platform.
The provisional quote created on the Mediabuy Africa platform will then be checked for the availability of the media and their prices.
A validation of the provisional estimate or amendments to the provisional estimate will be sent to the buyer.
Once the buyer agrees with the final quote, he will send a purchase order and make payment.
The buyer is informed that his campaign can only be broadcast after a minimum period of 30 working days from the date of receipt of the funds by QUAZAR SARL.
The buyer accepts the commercial procedure with QUAZAR sarl as defined above.
QUAZAR sarl and its Mediabuy Africa platform cannot be held responsible for any fraudulent or malicious action carried out on the computer or telephone network used.
3.3/ MODIFICATION, CANCELLATION OF ORDERS
Any cancellation of an Order by the buyer must be sent via the Mediabuy Africa platform no later than 48 working hours after the purchase of the Order by the buyer.
4/ RATES, PRICES AND RATE CHANGES
Provisions relating to tariffs, prices and tariff changes.
4.1/ The prices indicated are made up of:
The unit prices including all taxes of the price lists of the supports or media.
However, any specific taxation may be applied depending on the countries concerned by the execution of the campaigns;
A commission of 15% excluding taxes applied to the total amount of the budget constituting the service provided by the Mediabuy Africa platform;
A possible discount can be negotiated directly with the Mediabuy Africa sales department.
If QUAZAR sarl and Médiabuy Africa platform are obliged to collect or pay Taxes, they will be invoiced to the buyer, unless the latter provides QUAZAR sarl, in due time, with a valid tax exemption certificate issued by the competent tax authority. Buyer will pay all invoiced amounts without deducting or withholding any Taxes.
If QUAZAR sarl and Médiabuy Africa platform are obliged to collect or pay Taxes, they will be invoiced to the buyer, unless the latter provides QUAZAR sarl, in due time, with a valid tax exemption certificate issued by the competent tax authority. Buyer will pay all invoiced amounts without deducting or withholding any Taxes.
4.2/ The prices indicated on the Médiabuy Africa platform are expressed as an indication, in the event that the pricing conditions of the media have changed before, at the time, or after the date of the final order by the buyer, then Médiabuy Africa will inform the buyer who will be free to confirm, modify or cancel all or part of his order at no cost to him. The buyer cannot claim any compensation or indemnity for any reason whatsoever. In the event of a total or partial cancellation or modification of the order giving rise to a credit, then the buyer may request a credit note or a refund of this credit as soon as possible.
4.3 / The buyer acceptsNote that QUAZAR SARL and its Médiabuy Africa platform are not responsible for any fluctuation in the prices of the supports or media.
4.4/ The “last minute service” is intended to allow the buyer to make major last minute changes. The buyer's requests will be subject to these General Conditions of Sale and negotiated directly with the Sales Department.
5/ INVOICING AND PAYMENT CONDITIONS
5.1/ Invoices and credit notes are established electronically, by QUAZAR sarl in the name of the buyer. The buyer is always the debtor of the payment of the Advertising Order.
An option allows the buyer to view prices in various currencies.
The currency exchange rate that we use to convert a currency is indexed to the daily rate, it is given to the buyer for information only.
The rates and total amounts on the invoice will be expressed in CFA Francs (XOF) and/or in Euros.
The total amount of the invoice, all taxes included, will be the amount that Quazar sarl will have to collect from the buyer, without this amount being burdened with bank transfer fees, exchange fees, tax deductions or any other fees.
All of these payment methods involve the use of secure connections with banks or companies that have developed payment solutions. Quazar sarl declines all responsibility resulting from the malfunction or failure of connections or sites developed by third parties in order to proceed with payment, as well as from the fraudulent use of the user's means of payment which could result therefrom.
5.2/ COMPLIANCE WITH LOCAL LAWS
It is the responsibility of users to comply with local laws relating to the legal use of Mediabuy Africa services in their local jurisdiction as well as other laws and regulations applicable to users. Users should also consider, to the extent of their local laws, all aspects of taxation, withholding, collection, reporting and remittance to their competent tax authorities. All users of Mediabuy Africa services acknowledge and declare that their funds come from legitimate sources and do not come from illegal activities; users agree that Mediabuy Africa will require them to provide or otherwise collect information and documents necessary under relevant laws or government orders to verify the legality of the sources and use of their funds. Mediabuy Africa maintains a cooperative stance with law enforcement authorities around the world and will not hesitate to seize, freeze, terminate user accounts and funds reported or under investigation by legal mandate.
6/ "PIGES" DIFFUSION REPORTS
The broadcast reports will be made available on the Mediabuy Africa platform, as proof of the execution of the purchases of spaces ordered and detailed in the Global Media Plan. They will be available within approximately 30 days after the end of their campaign. The buyer will be informed of the availability of downloadable broadcast reports on the Mediabuy Africa platform. This delivery time, the duration of which is given as an indication, is approximate and subject to the responsiveness of the media, Quazar sarl and Médiabuy Africa cannot be held responsible for the delivery time of these reports, which the buyer expressly acknowledges and accepts. .
Dissemination reports will be presented as follows:
Press: Electronic file containing scans of the pages where the visuals and/or messages are printed on the media where the inserts have been ordered.
Radio: Electronic file containing the scan of the document emanating from the medium presenting the actual broadcast grid for the commercials. This document will detail the days, hours and number of broadcasts carried out.
Television: Same as Radio
Urban Display: Electronic file containing the photos of all the billboards where the visual and/or the messages have been placed.
Websites: File containing the screenshots of the pages of the websites where the visuals and/or the messages were broadcast.
7/ DISTRIBUTION CONDITIONS
7.1/ AUTHORIZATIONS
For all advertising messages intended to be broadcast and in certain countries indicated on the Mediabuy Africa platform, the buyer's messages will have to obtain the broadcasting agreement from the local advertising management authority. Médiabuy Africa may intervene in the follow-up of this broadcasting agreement, the specific duties and taxes as well as the amount of this additional service will be transmitted to the buyer for agreement and invoiced in addition.
7.2/ BROADCASTING INCIDENTS
The broadcast dates of the messages are given as an indication and without guarantee.
In case of force majeure, strike, pandemic events, war, technical problems, internet network problems or exceptional events disrupting the broadcast of advertising messages and attributable to the medium(s) or to QUAZAR sarl and the Médiabuy Africa platform, the buyer or third parties cannot claim any hypothesis to any compensation, indemnity claim or request for damages in this respect from QUAZAR sarl or its Mediabuy Africa platform. The messages will be postponed to the best date depending on the resolution of the problem or put in credit or refunded.
8/ WARRANTY, RIGHTS AND OBLIGATIONS
8.1/ Each party warrants to the other that it will use its reasonable care and skill to comply with its obligations under these General Terms and Conditions of Sale.
the buyer warrants that he:
8.1.1/ Holds, and grants to QUAZAR SARL and its Mediabuy Africa platform, as well as to the media carriers mentioned on the Mediabuy Africa platform, the rights relating to the Advertisements, destinations and targets within the framework of campaigns and purchases of spaces ordered.
8.1.2/ That all the information and authorizations provided for the opening of the Customer Account are complete, correct, up to date.
8.1.3/ Will refrain from:
Violate or encourage the violation of any professional code, law or regulation applicable in any jurisdiction of the countries in which the messages are disseminated as well as the jurisdictions of its own country of residence or registration and the jurisdiction of the headquarters of Quazar sarl.
Violate the intellectual property rights of any third party and/or contain any material that may be harmful, abusive, obscene, threatening or defamatory.
8.2/ EXCLUSION OF WARRANTY, LIMITATION OF LIABILITY AND ACCEPTANCE OF RISKS
To the maximum extent permitted by applicable law, the Mediabuy Africa Services, Mediabuy Africa Materials and any product, service or other item provided by or on behalf of Mediabuy Africa are offered on an "as is" and "as available" basis, and Mediabuy Africa expressly disclaims, and the user waives, all other warranties of any kind, express or implied, including, without limitation, warranties of merchantability, fitness for a particular purpose, commercial use. Without limiting the foregoing, Mediabuy Africa does not represent or warrant that the Site, the Mediabuy Africa Services or the Mediabuy Africa Materials are accurate, complete, reliable, current, error-free, or free of viruses or other harmful components. Mediabuy Africa does not guarantee that any order will be executed or accepted.
Except for the express statements, agreements and rules set forth in these Terms, User hereby acknowledges and agrees that it is not bound by any other statement or agreement, whether written or oral, regarding its use and access to Mediabuy Africa services. without limiting the foregoing, the user hereby understands and agrees that Mediabuy Africa shall not be liable for any loss or damage resulting from or relating to:
Any inaccuracies, defects or omissions in the price data,
Any error or delay in data transmission,
Interruption of this data,
Regular or unscheduled maintenance carried out by Mediabuy Africa and interruption of service and change resulting from this maintenance,
Any damage suffered by the actions, omissions of other users or violation of these conditions,
Any damage caused by illegal actions of other third parties or actions without the authorization of Mediabuy Africa,
Other exemptions mentioned in disclaimers and platform rules issued by Mediabuy Africa.
8.3/ DISCLAIMER OF QUAZAR SARL AND ITS MEDIAABUY AFRICA PLATFORM
Notwithstanding the foregoing, in no event shall the liability of Mediabuy Africa, its affiliates and their shareholders, members, directors, officers, employees, attorneys, agents, representatives, suppliers or contractors arising from the services offered by or on behalf of Mediabuy Africa and its affiliates, any performance or non-performance of the Mediabuy Africa services, or any other product, service or other item, cannot be held liable.
No responsibility of Quazar sarl can be engaged, directly or indirectly, because of the contractual relationship born between the user and the support or media selected thanks to the service of Médiabuy Africa. Similarly, it is expressly agreed that Quazar sarl and its Médiabuy Africa platform cannot be called upon as a guarantee by the user due to any breaches by the medium or media selected of its contractual obligations. No indemnity, compensation or price reduction may be requested by the user under these headings.
8.4/ COMPENSATION
the user agrees to indemnify and hold harmless the operators Quazar sarl, Médiabuy Africa, their affiliatesies, contractors, licensor and their respective directors, officers, employees and agents, carriers or media and each of their respective members, directors, employees, agents and representatives, of any complaint or claim, action, proceeding, investigation , demand, suit, cost, expense and damages (including attorneys' fees, fines or penalties imposed by any regulatory authority) which may arise as a result of or be related to any violation by the user of these Terms and Conditions or any law, rule or regulation or the rights of any third party.
9/ SUSPENSION OR TERMINATION OF SERVICES AND ACCOUNTS
9.1/ QUAZAR SARL and its Médiabuy Africa platform will have the right to terminate these General Conditions of Sale and the General Conditions of Use, at their sole and absolute discretion, immediately and without prior notice to cancel, suspend, restrict, close your access to all or part of the Services and your Mediabuy Africa account. Mediabuy Africa, will have the right but not the obligation to permanently freeze (cancel) the authorizations of your Mediabuy Africa account. In the event of one of the following events:
Are compelled by applicable law, a subpoena, court order, or enforceable order from a presumptively valid governmental authority;
Have good reason to suspect that the Buyer has acted or may act in violation of these General Conditions of Sale;
The use of the Buyer's account is subject to pending litigation, investigation or government proceedings and/or QUAZAR SARL and its Mediabuy Africa platform, perceive a high risk of legal or regulatory non-compliance in connection with the account activity;
The media or supports offered by our service are not able to support the requests of the Buyer;
The buyer takes any measure that QUAZAR SARL and its Médiabuy Africa platform deems intended to circumvent its procedures and controls or that QUAZAR SARL and its Médiabuy Africa platform believe it is necessary to do so to protect itself, protect its users, or the carriers or media or its employees, from danger or loss. In the event that QUAZAR SARL and its Médiabuy Africa platform exercises this right to limit or refuse access to its Services, they shall not be liable for any consequence of this refusal to access its Services, including any delay, damage or inconvenience that the Buyer may suffer as a result.
after Mediabuy Africa has terminated its services; the user registers or re-registers on behalf of another person as a user of Mediabuy Africa, directly or indirectly;
the information that the user has provided is misleading, inaccurate, outdated or incomplete;
when these Conditions are modified, the user declares your refusal to accept the modified Conditions by requesting the cancellation of your Mediabuy Africa account or by other means;
the user requests that the Mediabuy Africa services be terminated;
any other circumstance in which Mediabuy Africa deems it necessary to terminate the Mediabuy Africa services.
The buyer or the User or the agent or the advertiser, are included in a list of trade embargoes or economic sanctions (such as the list of sanctions of the United Nations Security Council),
9.2/ If buyer's account is terminated, account and transaction information that meets data retention standards will be stored securely for 5 years. Additionally, if a transaction is not completed during the account termination process, Mediabuy Africa shall have the right to notify your counterparty of the situation at that time.
9.3/ If Mediabuy Africa is informed by legal or tax services or any other public authority body that assets held in your Mediabuy Africa account come from an illegal source, Mediabuy Africa may, but has no obligation to, place a administrative withholding on the assets concerned. If Mediabuy Africa imposes an administrative hold on all or part of your assets, Mediabuy Africa may maintain this hold until the dispute is resolved and proof of resolution acceptable to Mediabuy Africa has been provided. Mediabuy Africa will not get involved in such litigation or in the resolution thereof. The user accepts that Médiabuy Africa will have no responsibility for a suspension of execution of transactions during the period of the resolution of the dispute.
9.4/ If QUAZAR SARL and its Médiabuy Africa platform suspend or close the Buyer's Account, close the use of its Services for any reason, QUAZAR SARL and its Médiabuy Africa platform will try to inform the Buyer of its actions, unless an ordercourt or other legal process prohibits us from providing such information to Buyer. the Buyer acknowledges that the decision of QUAZAR SARL and its Médiabuy Africa platform to take certain measures, including limiting access, suspending or closing the Buyer's account, may be based on confidential criteria which are essential to the management risk and security protocols. the Buyer agrees that QUAZAR SARL and its Mediabuy Africa platform are not subject to any user obligation to reveal the details of its risk management and security procedures. In the event that QUAZAR SARL and its Médiabuy Africa platform suspend the Buyer's Account, they will end this suspension as soon as possible when the reasons for the said suspension cease to exist. However, QUAZAR SARL and its Médiabuy Africa platform are under no obligation to inform of the deadline (if any) at which the suspension would be terminated.
10/ INTELLECTUAL PROPERTY RIGHTS
QUAZAR SARL and its Médiabuy Africa platform grant the buyer non-exclusive and non-transferable access to the use of its Services, their Website and any related content, material, information (collectively the "Content") in the only purposes approved by the general conditions of sale stipulated in this Agreement. Any other use of the Website or the Content is expressly prohibited. Buyer agrees not to copy, transmit, distribute, sell, license, reverse engineer, modify, publish, or otherwise participate in the transfer or sale of, create derivative works from, or otherwise exploit any all or part of the Content in any other way without the prior written consent of QUAZAR SARL and its Mediabuy Africa platform. The buyer must not copy, imitate or use any of the registered trademarks, trademarks, logos of QUAZAR SARL and its Médiabuy Africa platform or any other intellectual property without the prior written consent of QUAZAR SARL and its Médiabuy Africa platform.
11/ MODIFICATIONS TO THESE GENERAL CONDITIONS OF SALE
QUAZAR SARL and its Mediabuy Africa platform reserve the right to change or modify these Conditions at its discretion at any time. QUAZAR SARL and its Mediabuy Africa platform will notify these changes by updating the terms on its website and changing the [Last revised] date displayed on this page. Any modification or change to these Terms will be effective when posted on the Website or communicated to Users. therefore, the continued use of the services of QUAZAR SARL and its Mediabuy Africa platform is considered as acceptance of the modified agreement and rules. if the user does not accept the modifications made to these conditions, the user must stop using the services of QUAZAR SARL and its Médiabuy Africa platform immediately. It is recommended to consult these conditions frequently to ensure that the user understands the general conditions that apply to access and use of the services of QUAZAR SARL and its Médiabuy Africa platform.
12/ MISCELLANEOUS
12.1/ Independent parties. Mediabuy Africa is an independent contractor but not an agent of the user in the execution of these Conditions. These Terms should not be construed as fact or evidence of any association, joint venture, partnership or franchise between the parties.
12.2/ Entire agreement. The General Conditions of Sale and the General Conditions of Use constitute the entire agreement between the parties concerning the use of the Mediabuy Africa services and replace all prior written or oral agreements between the parties. No usage of the trade or other regular practice or method of negotiation between the parties shall be relied upon to modify, interpret, supplement or alter these Terms.
12.3/ Interpretation and revision. Mediabuy Africa reserves the right to alter, revise, modify and/or change these Terms at any time. All changes will take effect immediately upon posting on the Mediabuy Africa websites. It is the buyer's responsibility to regularly check the relevant pages of the Mediabuy Africa websites/applications to confirm the latest version of these Terms. If the user does not accept these changes, his only recourse is to end his use of the Mediabuy Africa services and delete his account. User agrees that, except as expressly provided otherwise in these Terms, Mediabuy Africa shall not be liable for any modification or termination of the Mediabuy Africa Services by the User or a third party, or for the suspension or termination of its access to Mediabuy Africa Services.
12.4/ Force MajeureD. Mediabuy Africa shall not be liable for any delay or failure to perform as required by these Terms due to any cause or condition beyond Mediabuy Africa's reasonable control.
12.5/ Severability. If any part of these Terms is held invalid or unenforceable, such invalidity or enforceability will not affect the other provisions of these Terms, which will remain in full force and effect, and the invalid or unenforceable part will be enforced to the fullest extent possible. .
12.6/ Allocation. The user may not assign or transfer any right to use the services of Mediabuy Africa or any of its rights or obligations under these Terms without the prior written consent of Mediabuy Africa, including any right or obligation related to the law enforcement or change of control. Mediabuy Africa may assign or transfer any or all of its rights or obligations under these Terms, in whole or in part, without notice or obtaining your consent or approval.
12.7/ Waiver. A party's failure to enforce performance of any provision shall not affect that party's right to enforce performance at any time thereafter. At the same time, a party's waiver to seek relief for the other party's breach of these Terms or any provision of the applicable Terms shall not constitute a waiver by that party of any breach or subsequent breach by the other part or the provision itself.
12.8/ Third Party Website Disclaimer. Any link to third-party websites of Mediabuy Africa services does not imply endorsement by Mediabuy Africa of any product, service, information or disclaimer presented there, nor does Mediabuy Africa guarantee the accuracy information they contain. If the user suffers a loss while using these third-party products and services, Mediabuy Africa will not be responsible for this loss. In addition, since Mediabuy Africa has no control over the terms of use or privacy policies of third-party websites, the user should read and understand these policies carefully.
12.9/ Contact details. For more information about Mediabuy Africa, the user can refer to the company information on the Mediabuy Africa website. If the user has any questions regarding these Terms, please do not hesitate to contact Mediabuy Africa for clarification via our customer support team.
13/ DISPUTES
Dispute Resolution: Arbitration, Class Action Waiver
PLEASE READ THIS SECTION CAREFULLY BECAUSE IT IMPLIES A WAIVER OF CERTAIN RIGHTS TO BRING LEGAL PROCEEDINGS, INCLUDING AS A CLASS ACTION.
13.1/ Notice of Claim and Dispute Resolution Period.
The term “you” refers to the user or the buyer or his representatives:
Please contact Mediabuy Africa first. Mediabuy Africa wishes to address your concerns without resorting to formal legal proceedings, if possible. If the user has a dispute with Mediabuy Africa, the user must contact Mediabuy Africa. Mediabuy Africa will attempt to resolve your dispute internally as soon as possible. The parties agree to negotiate in good faith to resolve the dispute (discussions of which will remain confidential and will be subject to applicable rules protecting settlement discussions from use as evidence in any legal proceedings).
In the event that the dispute cannot be satisfactorily resolved and the user wishes to assert a legal claim against Mediabuy Africa, the user agrees to set forth the basis of such claim in writing in a "Notice of Claim". , as a form of prior notification to Mediabuy Africa.
The notice of claim must
1) describe the nature and basis of the claim or dispute,
2) state the specific remedy sought,
3) Notice of claim must be sent to an email address or hyperlink provided in your correspondence with Mediabuy Africa. Once the User has provided Mediabuy Africa with the Notice of Claim, the dispute referred to in the Notice of Claim may be submitted by Mediabuy Africa or the User to arbitration in accordance with paragraph 13 of this Section. , below. For the avoidance of doubt, submission of a dispute to Mediabuy Africa for internal resolution and delivery of a notice of claim to Mediabuy Africa are prerequisites to initiating arbitration (or any other judiciary process). During arbitration, the amount of any settlement offer made by the user or Mediabuy Africa will not be disclosed to the arbitrator.
13.2/ Arbitration agreement and applicable law.
The useUser and Mediabuy Africa Operators agree that, subject to paragraph 13 above, any dispute, claim or controversy between the user and Mediabuy Africa (and/or the Mediabuy Africa Operators) arising out of or in any way related to these Terms or your relationship with Mediabuy Africa (and/or Mediabuy Africa Operators) as a user of the Mediabuy Africa Services (whether based on contract, tort, statute, fraud, misrepresentation or any other legal theory, and whether claims arise during or after the termination of these Terms) will be determined by binding, final, and binding individual (not class) arbitration, except as set forth below in the Exceptions to Agreement 'arbitration. The user and the Mediabuy Africa Operators further agree that the arbitrator shall have the exclusive power to rule on its own jurisdiction, including, without limitation, any objection regarding the existence, scope or validity of the agreement. arbitration, or the arbitrability of any claim or counterclaim. Arbitration is more informal than a trial in court.
The arbitration will be subject to the arbitration rules administered by CAMCO in Burkina Faso in effect at the time the Notice of Arbitration is submitted. Regardless of how the arbitration is conducted, the arbitrator must render a reasoned written decision sufficient to explain the material findings and conclusions on which the decision and award, if any, are based. Judgment on any arbitration award may be rendered in the court having jurisdiction over Burkina Faso.
Filing Time: Any arbitration against Mediabuy Africa Operators must be commenced by filing a Demand for Arbitration within one (1) year, after the date on which the party asserting the claim knows or should reasonably know of the act, omission or default giving rise to the claim; and there shall be no right to remedy for any unasserted claims within this period. This one-year limitation period includes the internal dispute resolution procedure set forth in paragraph 1 of this section, above. There shall be no right of recourse for any unasserted claims within this period.
If applicable law prohibits a one-year statute of limitations for asserting claims, any claim must be made within the shortest period permitted by applicable law.
If we seek arbitration against the User, we will notify the User at the email address or mailing address the User provided. User agrees that any notices sent to such email or postal address shall be deemed effective for all purposes, including, without limitation, service adequacy determinations. It is your duty to ensure that the e-mail address and/or postal address registered with Mediabuy Africa is up to date-and accurate. The parties agree that the arbitration shall remain confidential. The existence of the arbitration, any nonpublic information provided in the arbitration, and any submissions, orders, or decisions made in the arbitration (together, the “Confidential Information”) shall not be disclosed to any party other than the tribunal, CAMCO, the parties, their counsel, experts, witnesses, accountants and auditors, insurers and reinsurers, and any other person necessary for the conduct of the arbitration. Notwithstanding the foregoing, a party may disclose Confidential Information to the extent that disclosure may be necessary to fulfill a legal obligation, protect or pursue a legal right, or enforce or challenge a decision in a legal proceeding of sincerity. This confidentiality clause shall survive the termination of these Terms and any arbitration commenced under these Terms. any non-public information provided in the arbitration, and any submissions, orders, or decisions made in the arbitration (together, the “Confidential Information”) shall not be disclosed to any third party, except the court, CAMCO, the parties, their lawyers, experts, witnesses, accountants and auditors, insurers and reinsurers, and any other person necessary for the conduct of the arbitration.
13.3/ Class Action Waiver.
The user and Mediabuy Africa agree that any claim relating to these Terms or your relationship with Mediabuy Africa as a user of the Mediabuy Africa Services (whether based on contract, tort, statute, fraud, misrepresentation or any other legal theory, and whether claims arise during or after the termination of these Terms) will be broughte against the other party in arbitration on an individual basis only and not as a plaintiff or class member in any purported class or representative action. User and Mediabuy Africa further agree to waive any right to have such claims brought, heard, or arbitrated in any class, class, representative, or private action of the Attorney General, to the fullest extent permitted by law. applies. The combination or consolidation of individual arbitrations into a single arbitration is not permitted without the consent of all parties, including Mediabuy Africa.
13.4/ Changes.
Mediabuy Africa reserves the right to update, modify, revise, suspend or make any future changes to paragraph 13 regarding the parties' agreement to arbitrate, subject to applicable law. The user hereby consents and agrees that it is your responsibility as the user to ensure that your understanding of this section is up to date. Subject to applicable law, your continued use of your Mediabuy Africa account will be deemed your acceptance of any amendments to paragraph 13 regarding the parties' arbitration agreement. The user accepts that if he objects to the modifications of paragraph 13, Mediabuy Africa may block access to his account pending the closure of the account. In such circumstances, the pre-modified Terms of Service will remain in full force and effect until your account is terminated.
13.5/ Severability.
If any part of these Terms is held invalid or unenforceable for any reason or to any extent, the remainder of these Terms will remain valid and enforceable and the invalid or unenforceable part will be enforced to the fullest extent permitted by law. pending closure of your account.
14/ APPLICABLE LAW
These General Conditions of Sale as well as the General Conditions of Use are governed by Burkinabe law. This is the case for the rules of substance and the rules of form, notwithstanding the places of performance of the substantial or accessory obligations.
15/ JURISDICTION
AS THE SERVICE IS USED BY COMPANIES THROUGH THEIR USERS AS MERCHANTS, IN THE EVENT OF A DISPUTE CONCERNING ALL RELATIONSHIPS OF A CONTRACTUAL OR EXTRACTRACTUAL NATURE, EXPRESS JURISDICTION SHALL BE GIVEN TO THE COMMERCIAL COURT OF OUAGADOUGOU, NOTWITHSTANDING PLURALITY OF DEFENDANTS OR WARRANTY CALL.