Terms of Sale

Terms of Sale

  1. Last update: 14/11/2023

      1. General Provisions

    These Terms of Sale (“TOS”) are issued by MediaConnect, a simplified joint-stock company (SAS) with a share capital of 421,100 euros, with its principal place of business located at 11-13-15 place de la Bourse, 75002 Paris, France, registered with the Paris Trade and Companies Register under number 897 596 201, hereinafter “MediaConnect”. MediaConnect is a company jointly created by Agence France-Presse and Epresspack to operate a platform which (i) for a fee, collects, press releases and corporate communications issued by companies and institutions and (ii) distributes them to the Beneficiaries.

    By purchasing a subscription to MediaConnect Services, the Client agrees to be bound, without reserves nor conditions, by these TOS, which shall govern the relationship between the Client and MediaConnect, to the exclusion of any other document (such as proposals or commercial offers, brochures or catalogues of MediaConnect, which are for information purposes only).

    The conditions specified in these TOS may only be superseded by provisions set forth in the Quotation. Any condition that is contrary to the provisions of the Quotation or the TOS will not be binding on MediaConnect, unless it has been expressly approved, regardless of the timing of its submission to MediaConnect.

    These TOS shall govern the relationship between the Client and MediaConnect for the provision of the Services purchased as part of a subscription, it being understood that the specific terms for implementing the Services may be set out in the Quotation.

    The Client and MediaConnect are individually referred to as a “Party” and collectively as the “Parties”.

     

    1. Definitions

    The following terms, whether used in the singular or plural, shall have the following meaning in the TOS as well as in the Quotation and/or on the MediaConnect Platform and more generally in the contractual relationship between the Parties:

    Account: means all the computer resources allocated to one or several Users, allowing access to the Platform and which can be used with a dedicated user ID and password.

    Agenda: means the agenda listing the Client’s events.

    Agreement: means the documentation governing the relationship of the Parties, including the signed Quotation, the TOS and including the Data Processing Agreement attached as an Exhibit to these TOS.

    Beneficiary(ies): means on the one hand (i) journalists, media professionals and influencers who subscribe to the Platform and thus benefit from special features such as personalized alert functions, definition of bookmarks, access to streaming programs and facilitated technical access for accreditation to press conferences via the Agenda ; and on the other hand, (ii) the public.

    Client:  means the individual or legal entity acting as a professional, which has signed the Quotation.

    Contact Data: means data and/or information regarding journalists, media professionals and influencers, used to benefit from certain Services.

    Contact Import Service: means the service allowing the Client to import its own contacts into its Digital Space to benefit from the Mail Distribution Service.

    Content: means all communication content owned by the Client, as set forth in the Quotation and the TOS, that may be uploaded to the Client's Digital Space and/or posted on social media networks as part of the Social Media Network Distribution Service and/or on the AFP News and AFP Forum platforms, if Client has subscribed to the Distribution on the AFP News and AFP Forum Option.

    Digital Space: means the space gathering all the Client’s Content which is uploaded to the Platform.

    Distribution on the AFP News and AFP Forum Option: means a fee-based Service, enabling the Client to republish the Content that has already been published on the Platform, on the AFP News and AFP Forum platforms.

    Duration: means the duration of the Agreement, as set forth in the Quotation.

    Event Invitation Service: means the service that can announce events and invite journalists, media professionals and influencers from the Media Contact Database Service via registrations to press conferences, private events or live polls, within the limit of a quota of events provided for in the subscription purchased.

    Mail Distribution Service: means the service that can send a certain number of emails to journalists, media professionals and influencers, whether or not they have subscribed to the Platform, within the volume limitation of the corresponding subscription.

    Media Contact Database Service: means a database including journalists, media professionals and influencers, whether or not they have subscribed to the Platform, and are located in France for the “Pack France” Subscription, in Europe for the “Premium Europe” Subscription and worldwide for the “Premium World” Subscription.

    “Pack France” Subscription:  refers to MediaConnect’s commercial offer giving access to the Services listed in the Quotation.

    Platform: means the MediaConnect remote server which allows Clients to upload their Content for use by the Beneficiaries and is accessible under the name "MediaConnect" athttps://www.mediaconnect.com.

    “Premium Europe” Subscription: refers to MediaConnect’s commercial offer giving access to the Services listed in the Quotation.

    “Premium World” Subscription: refers to MediaConnect’s commercial offer giving access to the Services listed in the Quotation.

    Quotation: means the document submitted by MediaConnect and signed by the Client, setting forth the type of subscription, the corresponding Services, financial conditions and Duration.

    Services: means the Services associated with the subscription purchased by the Client as listed in the Quotation.

    Social Media Network Distribution Service: means the service that can integrate automated feeds to social media networks: LinkedIn, X (formerly Twitter), Facebook.

    Statistical Content Visibility Service: means the services that allow the Client to access performance indicators, traffic analysis, media downloads and email campaigns, depending on the subscription (including Google analytics or another service similar to Google Analytics).

    Territory: means Worldwide.

    User(s): means the individual(s) benefiting from the Services subscribed to by the Client. If the Client is not the User, the Client shall be responsible for the use of the Services and the Platform by the User in compliance with the Quotation, the TOS and the terms of use of the Platform.

    1. Ownership of the Platform and the Services

    The Platform and all the Services accessible via the Platform are the exclusive property of MediaConnect and/or its affiliates and partners and are protected by intellectual property laws.

    Any use of the Platform and the Services, for any other purpose than using the Services as authorized in the Agreement is strictly prohibited.

    1. Access to the Platform

    The Client will be given a user ID in order to activate its Account to access the Client’s Digital Space on the Platform.

    To activate the Client’s multiple authorized accesses Account, the Client is required to choose personal and confidential access codes for each User. The Client is solely responsible for making sure such access codes are kept confidential by each User.

    The Client is responsible for the use of its Account. Any logins or data transmission made using the Client’s Account will be deemed to have been made under the Client’s exclusive responsibility, unless proven otherwise.

    The Client is responsible for all User’s use of the Services and the Platform. The Client undertakes to inform MediaConnect, without delay, of any unauthorized use of its Digital Space and/or of any loss or theft of User access codes so that MediaConnect can immediately take all appropriate measures to rectify the situation.

    Unless the Client expressly objects, the Client is informed that certain authorized MediaConnect employees may log in to the Account for technical support purposes. In this respect, the MediaConnect employee may simply read the Content as it appears on the Account or exceptionally act in “act as” mode which allows the employee to perform the same User actions as the Client.

    1. Use of the Services

    The Services and types of subscriptions are set forth in the Quotation.

    For the purposes of the Services described in the Agreement, MediaConnect hereby grants the Client a non-exclusive, non-transferable and non-sublicensable right for the Duration of the Agreement, to access and distribute the Client’s Content on the Platform and to take advantage of the Services provided in the Client’s Quotation, under the conditions provided for in the Agreement.

    The User may upload press releases directly to the Client’s Digital Space, and import “rich media” content including photos, videos, documents in PDF format, streaming programs, live event programs, and an Agenda listing the Client’s events in the formats required by the Platform, within the storage space provided for in the Client’s subscription.

    Beneficiaries subscribing to the Platform may access press conferences as well as programs streamed by the Client on the Platform.

    The Client does not acquire any property rights to the Contact Data from the Media Contact Database Service, nor  its delivery medium whatsoever (API or other) and Client expressly undertakes not to use this Contact Data outside of the Services provided  in the Client’s subscription and, in particular, not to: copy, edit, extract, distribute, export, or market this Contact Data, which shall remain the sole and exclusive property of MediaConnect and/or, where applicable, its suppliers, with the exception of the Contact Import Service, of which the Client shall remain the sole rights owner.

    The Client hereby grants MediaConnect for the Duration as set forth in the Agreement (subject to the provisions of article 11.3 below) and in the Territory a non-exclusive, transferable and sublicensable license to use the Content which allows MediaConnect to:

    • Archive, host, adapt, exploit, reproduce and represent the Content to make it available on the Platform, and
    • distribute such Content under the conditions and within the limits provided for in the Agreement, in order to make it available to the Beneficiaries, by all means or distribution channels necessary for the performance of the Services.

    The Client recognizes and agrees that nothing contained in these TOS shall be construed as granting or conferring any intellectual property rights other than those abovementioned. The Client retains full and complete ownership of the Content made available on its Digital Space, which is distributed under its full responsibility.

    1. Copyright / Trademarks

    The Client shall ensure that the appropriate copyright and/or credit mentions are indicated on each Content in accordance with intellectual property law. Each Party shall remain the sole owner of the rights to their name, trademarks and logos.

    The Client grants MediaConnect a license to use its trademark for the lifetime of the Client’s Digital Space.

    1. Intellectual property and warranties

    The Client warrants that it is the sole owner of all intellectual property rights in the Content or has obtained all rights to make it available as set forth in this Agreement.

    The Client warrants that the Content will not contain any embargoed material, or any information restricted by law or contractual obligation, nor will it contain any copyrighted material owned by third parties for which the Client does not own the rights.

    The Client shall be responsible for obtaining all authorizations and payments to be made to third parties or collecting societies and to any collective management organization that may consider that it has rights to assert as a result of the Content distribution as set forth in the Agreement.

    The Client warrants that the Content does not contain any information that may violate any legal or regulatory provisions. In particular, the Client undertakes to ensure that the Content does not contain:

    • any elements that may infringe intellectual property rights or personality rights (e.g. content that reproduces, either entirely or partially, without authorization of the authors and/or producers or persons represented, cinematographic or audiovisual works, video clips or representations of a person in a context of their private life or that may infringe their image rights);
    • statements and/or images likely to undermine public order, good moral standards, respect for the human person or its honor, equality between women and men, the protection of children and adolescents (pedophilia);
    • statements and/or images encouraging perpetration of crimes and offences or trade and consumption of prohibited substances, prostitution, terrorism, sexual assaults, theft, suicide, violence, voluntary damage and any other acts dangerous to people;
    • statements and/or images that glorify, deny or call into question war crimes and/or crimes against humanity;
    • statements and/or images encouraging, containing or causing discrimination, offense, hatred or violence towards a person or a group of persons, in particular due to their origin, their affiliation or non-affiliation to a specific ethnic group, nationality, race or religion, their disability, their political or sexual preferences or any other differences ;
    • statements and/or images that are impolite, insulting or slanderous towards others, in particular because of their origin, their affiliation or non-affiliation to a specific ethnic group, nationality, race or religion, their disability, their political or sexual preferences or any other differences; or that may damage the image or reputation of a brand or any other natural or legal person, in any way whatsoever ;
    • statements and/or images of a pornographic nature or which encourage trading, selling or purchasing pornographic and/or illegal materials, including but not limited to photographs, films, videos, graphics, drawings and any other realistic or unrealistic images;
    • false information or statements, allegations, montages, words and/or images that would be deemed inaccurate, misleading, manipulative or coercive, and in particular, any information likely to be assimilated to false advertising within the meaning of Articles L. 121-1 and L. 121-2 of the French Consumer Code or to comparative advertising that does not comply with Articles L. 122-1 and L. 122-4 of the French Consumer Code. The Client shall be solely responsible in verifying the reliability of its sources as well as the accuracy and genuineness of the Content.

    The Client undertakes that the Client and all of its affiliates, managers, employees, representatives, subcontractors and agents shall comply with the regulations that apply to the Client in terms of transparency and corruption prevention (in particular Law No. 2016-1691 of December 9th, 2016 on transparency, combating corruption and modernization of economic life) and shall refrain from any act punishable by Articles 435-2 to 435-6-2 of the French Penal Code, relating to  corruption offenses and influence peddling. The Client undertakes to keep accurate records where all financial flows generated by this Agreement are recorded and in accordance with generally accepted accounting principles in its country.

    In the event that MediaConnect is informed that all or part of the Content infringes a third party right, and/or violates any legal or regulatory provisions, MediaConnect may immediately cease uploading all or part of the disputed Content and the Client undertakes to resolve the situation immediately. In particular, the Client shall modify, at its own expense and without delay, all or part of the unauthorized Content in order to make this Content available again if it is lawful to do so, or in the alternative, Client shall permanently remove the Content from the Platform.

    In the event of any claim, demand, action, or proceeding against MediaConnect (i) in relation to the  Content, and in particular on the basis of a copyright infringement, a violation of an intellectual property right or any other property right of a third party, parasitism or unfair competition, and more generally, any event affecting the quiet enjoyment of the Content, or (ii) on the basis of a violation or alleged violation by the Client of its representations and warranties in this Agreement, the Client will defend, indemnify and hold harmless MediaConnect, from and against all expenses (including attorneys’ fees and litigation expenses), costs, losses, disbursements, damages and liabilities, arising out of or in connection therewith.

    The Client agrees to keep MediaConnect informed of any action or claim brought by third parties.

    1. Personal Data

    The Parties undertake to comply with the provisions of the national and international regulations in force relating to the protection of personal data that may be applicable and, in particular, the French Data Protection Act and Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data (the « GDPR » or the « Regulations »).

    The Parties agree as follows:

    • In the context of (i) the hosting and display of personal data that may be included by the Client in the Content, (ii) the use of the Contact Import Service by the Client and (iii) the opening of Accounts to access the Platform by the Client, the Client acts as the data controller and MediaConnect acts as the data processor within the meaning of the GDPR. These processing operations are governed by the Data Processing Agreement in Exhibit 1 attached to these TOS.
    • In the context of its contractual relationship with the Client, MediaConnect may also act as a data controller in the processing of personal data of the Client for the following purposes:

    - carry out operations relating to the management, the follow-up and the verification of the performance of the Agreement: Processing relating to the Client’s orders, the distribution of the Content, invoicing and accounting procedures and the management of the Account(s), etc.;

    - carry out operations relating to its commercial relationship with the Client: To offer Client opportunities to attend or participate in all types of events; to connect the Client with other clients or Beneficiaries; to carry out satisfaction surveys; to manage complaints; to carry out opinion surveys or other studies, polls and product tests; to carry out commercial statistics;

    - verify compliance with applicable contractual obligations;

    - manage unpaid invoices and disputes;

    - respond to requests from public authorities;

    - fight against any fraud including money laundering or terrorism financing;

    - enable the data subjects to exercise their rights as described below.

    MediaConnect undertakes to keep the Personal Data it collects only for the time strictly necessary to achieve the purposes of the processing, in accordance with the Regulations. The data collected and processed by MediaConnect in the context of the Agreement may be transferred to MediaConnect affiliated companies as well as to its subcontractors, partners and suppliers. The persons concerned by the processing have several rights regarding the protection of personal data (in particular the rights of access, rectification and erasure) which can be exercised by e-mail to the following address: privacy@mediaconnect.com or by post to the attention of: MediaConnect, 11-15, place de la Bourse 75002 Paris - along with any supporting documents.

    For more information on the processing of personal data by MediaConnect, the Client is invited to regularly consult the Privacy policy, accessible at the following address: https://mediaconnect.com/en/privacy-policy/?lang=en.

    1. Statistical Content Visibility Service (Google analytics or other similar service)

    MediaConnect may use Google Analytics, or any other similar service, in order to provide the Client with a statistical report on Content visibility on the Platform. It is specified that most of these services leave cookies or other tracers on visitor’s terminals in order to conduct such analytic operations, which requires the visitor consent. If the service chosen by MediaConnect requires such consent to the leave cookies or tracers, the Client acknowledges and accepts that the statistics delivered to the Client will be limited to those relating to visitors who have given their prior consent.

    1. Prices and payment

    10.1 All fees, excluding all taxes and duties, due by the Client for the Services provided by MediaConnect as well as the terms of payment are indicated in the Quotation.

    10.2 The fees shall be subject to an annual increase as of January 1 of each year in line with the Client’s local Consumer Price Index applicable in the Client’s territory of incorporation. In the event of an automatic renewal of the Agreement, such increased fees shall hence automatically be substituted to the fees as practiced the year immediately preceding.

    10.3 In the event any payment due is not made by the due date, MediaConnect reserves the right:

    - to suspend all or part of the Services, upon seven (7) calendar days’ written notice from the date of delivery of a registered letter with acknowledgement of receipt, with no further formality required;

    and/or

    - to claim from the Client (i) a single lump sum of forty (40) euros as compensation for recovery costs as indicated in Article D-441-5 of the French Commercial Code) as well as (ii) a late payment penalty, equal to one point five per cent (1.5%) per month of delay, applied to the amounts due as indicated on the invoice. These penalties shall be payable as of the first day of arrears, following the payment date indicated on the invoice, without any reminder, and shall not be subject to any cap.

    1. Termination

    11.1. Should either Party default in the performance of any provision contained in the TOS, and should such default not be cured within fifteen (15) days upon receipt of written notice thereof, the non-breaching Party may then give further written notice to such breaching Party terminating the Agreement, in which event the Agreement shall terminate on the date specified in such further termination notice without prejudice to additional damages.

    Should the Client default repeatedly in the performance of any provision contained in the Agreement,  MediaConnect reserves the right to immediately suspend all or part of the Services and access to the Platform and/or to immediately terminate the subscription, without any formality other than informing the Client by written notice with acknowledgment of receipt.

    In the event of termination due to a breach by the Client, MediaConnect shall not grant the Client a refund on any payment already made by the Client.

    11.2. In the event that any agreements of which MediaConnect is a party are terminated due to an external cause beyond its control, MediaConnect may terminate this Agreement without delay by means of a registered letter with acknowledgement of receipt, if the agreement is necessary for the operation of the Platform and/or the implementation of the Services. In such case, this being an external cause, MediaConnect and the Client agree that no compensation can be claimed.

    11.3. In the event of expiration or termination of the Agreement for any reason whatsoever:

    - MediaConnect shall not be obligated to return the Content under any circumstances. The Client shall be solely responsible for any backup of the Content that it wishes to make prior to the termination of its Account.

    - The subscription, as well as the license granted to the Client, will end on the expiration date or termination date (as applicable) and as from this date, the Client shall cease using the Platform as well as the Services and the Contact Data associated with it, except for the Data which is its property.

    - Unless the Client objects by sending a notice one (1) month in advance, the Content may remain online in the form of a publicly accessible archive as uploaded in its original form and context, for the lifetime of the Platform.

    1. 12. Limitation and disclaimers on liability

    12.1. THE PLATFORM (INCLUDING ALL ITS SERVICES AND FEATURES) IS PROVIDED "AS IS" AND MEDIACONNECT DISCLAIMS, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ANY AND ALL LIABILITY AND WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF QUIET ENJOYMENT.THE ACCESS TO OR THE AVAILABILITY OF ALL OR PART OF THE PLATFORM, ITS FEATURES AND THE CONTENT MAY BE INTERRUPTED OR SLOWED DOWN. MEDIACONNECT CANNOT GUARANTEE THAT THE PLATFORM, ITS FEATURES AND THE CONTENT ARE PROVIDED FREE FROM ERRORS OR ANY BREACH OF SECURITY DUE TO HACKINGS, SECURITY INTRUSIONS, BUGS, VIRUSES, MALWARES, ETC., THAT MAY AFFECT ITS HARDWARE, SOFTWARE OR DATA. IN NO EVENT SHALL MEDIACONNECT (INCLUDING ITS MANAGERS AND EMPLOYEES) AND ITS PARTNERS BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, BUT NOT LIMITED TO, MATERIAL DAMAGE, PHYSICAL INJURY, INTANGIBLE DAMAGE, DIRECT OR INDIRECT DAMAGE, CONSEQUENTIAL OR PUNITIVE DAMAGES, LOSS OF PROFITS OR DATA) AND ON ANY BASIS WHATSOEVER (WHETHER IT BE ON THE BASIS OF THE AGREEMENT, TORT LAW, OR OTHERWISE) ARISING OUT OF ANY ACCESS TO USE THE PLATFORM, OR INABILITY TO ACCESS OR USE THE PLATFORM. REFERENCES MADE TO THIRD PARTY WEBSITES ON THE PLATFORM SHALL IN NO WAY BE CONSTRUED AS AN ENDORSEMENT BY MEDIACONNECT OF SUCH WEBSITES OR THEIR CONTENT.

    12.2. IN ADDITION TO THE PROVISIONS OF ARTICLE 7 AND SUBJECT TO THE PROVISIONS OF ARTICLE 12.1, EACH PARTY AGREES TO INDEMNIFY AND HOLD THE OTHER HARMLESS FROM ANY AND ALL LIABILITIES, LOSSES, CLAIMS, DEMANDS, ACTIONS, PROCEEDINGS, DAMAGES, COSTS, AND EXPENSES INCLUDING, BUT NOT LIMITED TO REASONABLE LEGAL FEES AND EXPENSES ARISING OUT OF OR IN CONNECTION WITH ANY THIRD PARTY’S FINALLY ADJUDICATED CLAIM OR SUIT BASED UPON AN ACTUAL BREACH OF THE INDEMNIFYING PARTY’S OBLIGATIONS AND/OR WARRANTIES UNDER THIS AGREEMENT.

    1. Confidentiality

    The Parties shall keep strictly confidential all information which relates to the business affairs products, invoices, non-public information concerning the other Party, trade secrets, tariffs and payments, including the terms and conditions of this Agreement, except for any information which is required to be disclosed by applicable law or by order of a court of competent jurisdiction, or if a Party needs to use such information to defend itself against a claim from the other Party or a third-party.

    Each Party commits to ensuring its personnel or authorized representatives respect this non-disclosure undertaking.

    This non-disclosure undertaking shall survive termination of the Agreement for a period of three (3) years.

    The Parties may disclose the existence of this Agreement for communication and marketing purposes in accordance with generally accepted industry standards.

    1. Governing law and jurisdiction

    Any dispute arising out of or in connection with this Agreement shall be governed by and construed in accordance with French law and the Parties consent to jurisdiction of the competent Paris Courts, even in case of multiple defendants.

    1. Severability

    If one or more provisions of these TOS are held to be invalid, illegal or unenforceable under any applicable law or rule, or declared invalid, illegal or unenforceable by a court of competent jurisdiction, such invalidity, illegality or unenforceability shall not affect any other provision of these TOS, which shall remain in full force and effect.

    1. Miscellaneous

    16.1 Entire Agreement/ Severability/ Amendments.

    This Agreement constitutes the entire agreement of the Parties relating to the subject matter and supersedes all prior communications, understandings and agreements, oral or written, made prior to the Effective Date of the Agreement.

    The Agreement may only be amended by a written agreement signed by authorized representatives or agents with authority of both Parties.

    16.2 Assignment

    This Agreement will be binding upon and inure to the benefit of (including the obligations set forth herein) the Parties hereto, their respective heirs, personal representatives, successors and assigns. Neither Party may assign the Agreement in whole or in part without the prior written consent of the other Party.

    16.3 Survival Clause

    Any expiration or termination of the Agreement for any reason whatsoever shall not prejudice the provisions which by their nature must be deemed to survive the Duration of the Agreement, in particular the sections 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14 and 16.3.

     

    Exhibit 1 DATA PROCESSING AGREEMENT

    This Data processing agreement ("DPA") defines the respective obligations of the Parties in the context of the processing of Personal Data relating to the Services provided under the Agreement signed by the Parties in accordance with the regulations under the French Data Protection Act and Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data (the « GDPR » or the « Regulations »).

    ARTICLE 1.     DEFINITIONS

    Any terms used herein not defined in the Agreement are defined in Section 4 - "Definitions" of the GDPR.

    The other capitalized terms are defined in the Agreement signed by the Parties.

    ARTICLE 2.     PURPOSE

    The purpose of this DPA is to define the conditions under which MediaConnect (as Data Processor) carries out, on behalf of the Client (as Data Controller), the Personal Data Processing operations defined below, in the context of the Services defined in the Agreement signed by the Parties.

    This DPA forms an integral part of the Agreement concluded between the Parties and shall remain in force until its termination and/or expiration.

    ARTICLE 3.     PROCESSING OPERATIONS

    MediaConnect undertakes to process Personal Data solely within the framework of the Services defined in the Agreement and according to the terms and conditions defined below. The Parties acknowledge these processes may be completed and updated throughout the entire duration of the Agreement and this DPA, with any modification to be subject to the written agreement of both the Parties.

    Processing operation n°1: Hosting and display of Personal Data that may be included by the Client into the Content.

    Purpose: to provide the hosting and distribution services as provided for in the Agreement.

    Categories of Data Subjects: any person who may be named and/or represented (photo/video) by the Client in the Content.

    Personal Data processed: any data that may be included by the Client in the Content.

    Retention period: this data is stored without any time limit, unless otherwise requested by the Client.

    Processing operation n°2: Accounts management

    Purpose: management of the Client’s Accounts at the request of the Client.

    Categories of Data Subjects: employees of the Data Controller authorized to use the Platform.

    Personal data processed: surname, first name, email address, company title / position, telephone number, rights granted.

    Retention period: period during which each employee has access to the Platform.

    It is acknowledged that MediaConnect may also act as a Data Controller in the context of the management of user Accounts and, in this respect, the retention periods may differ. These retention periods are specified in MediaConnect Privacy Policy.

    Processing operation n°3: The Client’s contacts in the context of the Contact Import Service

    Purpose: to enable the Client to build its own contact database on the Platform in order to distribute the Content.

    Categories of Data Subjects: journalists/freelancers/bloggers/influencers

    Personal data processed: email address

    Retention period: deletion by the Client at any time or at the end of the Agreement.

    ARTICLE 4.     OBLIGATIONS

    4.1       Obligations of the Data Controller

    1. The Data Controller remains the sole Party responsible for the Data Processing operations, insofar as it determines the purposes for, and the means by which Personal Data is processed. MediaConnect shall act only as a Data Processor within the meaning of the Regulations, with the exception of Processing operation n°2 (as listed in Article 3 above) in the context of management of User Accounts only.
    2. The Data Controller shall be responsible for any compulsory formalities relating to the Processing of Personal Data under this DPA. MediaConnect shall have no liability in this respect.
    3. It is the responsibility of the Data Controller to provide, prior to the collection of Personal Data, information to the Data Subjects regarding the Processing operations carried out under this DPA and, where applicable, to obtain their consent, in accordance with the GDPR.
    4. The Data Controller undertakes to provide MediaConnect with accurate guidelines and procedures with respect to the Processing to be carried out by MediaConnect on its behalf. Any Processing or terms and conditions additional to those set forth in this DPA shall be clear, understandable, documented and in compliance with the Regulations. They shall also be the subject of a written agreement between the Parties.
    5. The Data Controller shall grant MediaConnect a reasonable period of time to comply with a request for a new Processing or new Processing methods and shall assist MediaConnect as necessary in their implementation.
    6. The Data Controller shall respond to any request or claim from any third party, including any individual affected by a Processing operation, the Supervisory Authority or any other competent authority. MediaConnect shall, if necessary, assist the Controller in responding to such requests.

    4.2       Obligations of MediaConnect

    1. MediaConnect undertakes to process Personal Data solely within the framework of the Services and in accordance with the documented modalities defined in this DPA.
    2. MediaConnect shall answer to reasonable and justified requests from the Data Controller regarding compliance with the Regulations.
    3. MediaConnect guarantees the confidentiality of the Personal Data processed under this DPA. In this respect, MediaConnect employees shall be subject to an obligation of confidentiality.
    4. MediaConnect undertakes to implement technical and organizational measures in accordance with market standards, in order to guarantee a level of security adapted to the risks relating to the Processing of Personal Data carried out in the context of the Services.
    5. MediaConnect undertakes to communicate to the Data Controller the name and contact details of its Data Protection Officer, if it has appointed one in accordance with the Regulations in force.
    6. In the event of termination of the contractual relationship for any reason, MediaConnect undertakes, at the request of the Data Controller, to return the Personal Data processed, in a standard format, within a maximum period of one (1) month from the date of the request, provided that the request of the Data Controller is made at the latest within a period of fifteen (15) days following the termination of the Agreement. MediaConnect may invoice these services to the Data Controller in the event that it calls upon a third-party service provider for these services, and/or invoice them on a time basis in the event that the recovery of the Personal Data involves a substantial workload for its own employees.

    At the end of this period, MediaConnect will destroy the Personal Data hosted, as well as all existing copies of such Personal Data. Once destroyed, MediaConnect shall confirm this destruction in writing in the event of a request to this effect from the Data Controller.

    MediaConnect undertakes to implement the appropriate means for total reversibility, whether for the benefit of the Data Controller or any other service provider who replaces the Data Controller. The Data Controller will actively collaborate with MediaConnect to this end.

    As the services relating to reversibility may be provided after the termination of the contractual relationship, the Parties agree that this clause shall survive the termination of the Agreement for any reason.

    ARTICLE 5.     DATA TRANSFER

    MediaConnect may transfer Personal Data processed as part of the Services to countries within the European Union without the prior consent of the Data Controller.

    MediaConnect may also transfer Personal Data processed as part of the Services to countries outside the European Union without the prior consent of the Data Controller provided that appropriate safeguards are implemented such as the conclusion of the European Commission's standard contractual clauses.

    ARTICLE 6.     SUBCONTRACTING

    MediaConnect undertakes to seek the prior written and specific agreement of the Data Controller in the event it uses the services of subcontractor (hereinafter referred to as the "Subsequent Subcontractor") whose mission would consist in carrying out all or part of the mission of Data Processor incumbent on MediaConnect.

    As an exception to the above, the Data Controller accepts that MediaConnect subcontracts all or part of the Processing operations listed in this DPA to:

    - its Affiliates (understood as any legal entity that MediaConnect owns, that owns MediaConnect or that is jointly owned with MediaConnect; "Ownership" meaning, for the purposes of this Agreement, a control of more than 50% of the shares of an entity);

    - the company Epresspack which develops and maintains the Platform.

    ARTICLE 7.     AUDITS AND CONTROLS

    MediaConnect shall justify, upon reasonable request of the Data Controller and according to existing practices, the respect of its obligations under this DPA.

    Furthermore, upon written request of the Data Controller and acceptance by MediaConnect, the Data Controller may, at least thirty (30) days after MediaConnect acceptance, carry out or have carried out, at the most once (1) every eighteen (18) months, at its own expense by any trusted third party chosen by mutual agreement, either a dematerialized audit by means of a platform accessible remotely by the Data Controller, or an on-site audit on a date defined by MediaConnect in order to verify compliance with the obligations of MediaConnect under the DPA.

    ARTICLE 8.     RIGHT TO INFORMATION OF THE DATA SUBJECTS

    The Data Controller undertakes, in accordance with the Regulations in force, to inform the Data Subjects of the Processing operations prior to the collection of Personal Data and to obtain, where applicable, their consent.

    ARTICLE 9.     DATA SUBJECTS RIGHTS ENFORCEMENT

    MediaConnect shall make its best efforts to ensure that Data Subjects whose Personal Data is collected in the context of the Services can exercise their rights provided for by the Regulations.

    When Data Subjects make requests to MediaConnect to exercise their rights, MediaConnect will send these requests as soon as possible by e-mail to the Data Controller.

    ARTICLE 10.    NOTIFICATION OF PERSONAL DATA BREACHES AND ASSISTANCE IN THE EVENT OF A COMPLAINT OR INSPECTION

    MediaConnect shall communicate, as soon as possible, to the Data Controller, any security breach having direct or indirect consequences on the Personal Data. MediaConnect shall transmit to the Data Controller, as soon as possible, any request, complaint or other notification addressed to it by any individual or competent authority with regard to a Processing carried out within the framework of this DPA. MediaConnect shall provide the Data Controller with all the elements in its possession to enable it to respond to the request, complaint or notification.

    MediaConnect shall provide the Data Controller with the following information as soon as possible, and within a maximum of 48 hours of becoming aware of the Personal Data breach:

    - The nature of the breach;

    - If possible, the categories and approximate number of records of Personal Data affected;

    - A description of the likely consequences of the Personal Data breach;

    - A description of the steps taken or proposed to be taken by MediaConnect to remedy the Personal Data breach, including, where appropriate, steps to mitigate any negative consequences;

    - The name of the contact person at MediaConnect.

    In the event that it is not possible to provide all information at the same time, the information may be provided in a staggered manner without undue delay.

    Where appropriate, MediaConnect undertakes to cooperate and assist the Data Controller in making notifications of security breaches to the relevant authorities and/or Data Subjects.

    ARTICLE 11.    END OF THE AGREEMENT

    Within two (2) months of the end of the Agreement, MediaConnect shall, depending on the nature of each Processing and in accordance with Article 3, either:

    - Destroy the Personal Data;

    - Transmit the Personal Data to the Data Controller; or

    - Transmit the Personal Data to a third-party processor designated by the Controller.

    The transmission must be accompanied by the destruction of all existing copies of the Personal Data in the information systems of MediaConnect. Once destroyed, MediaConnect must advise ofthe destruction in writing, in the event of a request to this effect from the Data Controller.

    As an exception to the above, the Client’s Content, including any Personal Data that may be included in such Content by the Client, will not be deleted at the end of the Contract and will remain available for an indefinite period of time, unless otherwise requested by the Client.