February 24th, 2020
The Gimbl Platform (the “Platform”) is made available by Smart Blockchain Innovation, a French company registered associétépar actions simplifiées, with a share capital of 201 000 euros, having its registered office at 10, rue de Penthièvre - 75008 Paris, registered with the Trade and Companies Register under the RCS number 840 254 148, telephone no. +33 1 75 85 02 15 and with VAT no. FR79840254148 (the “Company”).
The Company may use a sub-contractor whose activity has been authorized by the French Bank and Insurance Authority (ACPR), under the reference Stripe. The Company may change of sub-contractor at its sole discretion.
The Platform is hosted by Amazon Web Services EMEA SARL with a share capital of 25 000 euros, having its registered office at 38, avenue John Fitzgerald Kennedy L1855 99137 LUXEMBOURG, registered with the Trade and Companies Register under the RCS number 83100133400018.
The publication manager for the Platform is Dan Biton, CEO of Smart Blockchain Innovation.
In these General Terms and Conditions, all words capitalized shall have the meanings set out below in article 1 or in the rest of the text, whether used in the singular or plural form:
“Agreement”means the agreement, agreed by and between the Company and the User in the course of the use of the Platform, that consists in the General Terms and Conditions;
“Challenge”means the Additional Service by which a Viewer takes part in a challenge predefined by the Platform and which may result, in the event the challenge is completed by the Streamer (“Completed Challenged”), in a transfer of money from the Viewer to the Streamer;
“Company”means Smart Blockchain Innovation as defined in the recitals;
“Device”means the technical equipment(s) used to access and use the Platform;
“Donation” means the Additional Service by which a Viewer transfers money to a Streamer;
“Game” means the video game played by a Streamer and broadcasted by a Streamer in a Stream on Third Party’s website;
“General Terms and Conditions” means these general terms and conditions as detailed below, including the recitals;
“Parties” means the Company on the one hand and the User on the other hand;
“Platform” is as defined in the recitals;
“Remuneration” means the payment received by the Company when Additional Services, under certain circumstances described below, are rendered;
“Service(s)” means the services rendered by the Company to the Users through the Platform (“Basic Service”), being specified that additional services (“Additional Service”) can be rendered by the Company to the Users;
“Session” means the session opened by a Streamer on the Platform from the Stream;
“Streamer” means any User who use the Platform to multiply his interactions with the Viewers;
“Stream” means the stream opened on Third Party’s website by a Streamer and used to open a Session on the Platform;
“Third Party” means any natural person or legal entity other than a User or the Company;
“User” means any natural person accessing the Platform through a User Account and using the Services offered thereby, on a personal or professional basis;
“User Account” means the personal and non-transferable account opened by the User on the Platform, enabling the User to use the Services rendered on the Platform;
“User Wallet” means the personal wallet linked to the User Account, enabling the User to use Additional Services;
“Viewer”: means any User accessing the Platform through a User Account;
The purpose of these General Terms and Conditions is to define:
The terms and conditions governing access to and the use of the Platform by Users;
The terms and conditions governing the provision of the Services by the Company to Users via the Platform.
The body of the General Terms and Conditions constitutes the sole Agreement between the Parties
Appendix(s) to this Agreement can provide information on the conditions under which the Services are rendered.
Use of the Platform is limited to Users who have fully read, accepted and abide by the General Terms and Conditions.
The Agreement shall be formed on the date on which User accepts such General Terms and Conditions.
The Company may modify the General Terms and Conditions at any time and without notice. In the event of the modification of the General Terms and Conditions, the Company shall indicate on the Platform the date of the most recent update to the General Terms and Conditions.
Any material modification made to the General Terms and Conditions shall be notified to the User pursuant to article 13.1 of such General Terms and Conditions. The User may then choose to accept the new version of the General Terms and Conditions or to stop using the Platform.
Access to the Platform is subject to the creation by the User of a User Account. The User has full liability for the consequences of the actions taken from his User Account, notably, for any damages caused by negligence or a breach of applicable and regulation, of the rights of any Third Party, of any other User and/or of the Agreement. The User shall be responsible for informing the Company immediately about any unauthorized use, proven or suspected, of his User Account.
When the user registers and logs in to the Platform, he may do so providing a valid email address or using Third-Party identification services rendered available by the Company to access the Platform. In any event, the User undertakes to provide accurate information in order to register to the Platform. The Company has no power to verify the truthfulness of the information provided by the User and cannot be held liable for any misrepresentation or any identity theft perpetrated by the User.
When the user registers and logs in to the Platform through a valid email address, he must complete all of the mandatory fields and select a password which meets the security standards applicable to the Platform. The user name and password must be kept strictly personal and confidential. The User shall use his account for his own requirements and shall not allow any other person to do so. The password must be secure and compliant with the requirements imposed by the Platform at the moment of creation of the User Account or when updated.
When the user registers and logs in to the Platform using Third-Party identification services, the User guarantees to the Platform that the means used to log in to the Platform are sufficiently secure. The User will not be able to hold the Platform responsible in case of unwanted access to his account. The User keeps the user name he uses via the Third Party Identification service.
When the user registers and logs in to the Platform using Third-Party identification services that consist of Twitch or of YouTube (provided that his YouTube credentials are associated with a YouTube channel), the User uses the Platform under the name he has on such service. When the user registers and logs in to the Platform using any other means, the User is assigned by the Company with a user name.
By default, a User Account is a Viewer account. In order to use the Platform as a Streamer, the User must apply for a Streamer Account and demonstrate to the Company that he uses:
a Third Party’s website compatible with the Platform; and
a Device on which the GSH (Gimbl Streamer Helper) software and the GSO (Gimbl Streamer Overlay) solutions are regularly installed and updated when necessary.
Upon request submitted to the Company by the User and once the Company has verified that such request meets the applicable conditions, the User Account of the Viewer is enhanced with a Streamer space. In order to maintain the Streamer space of this User Account, the Streamer is required to comply at all times during the Agreement with the specific obligations applicable to Streamers referred to in this article. Failure to comply with these obligations may result in the penalties laid down in article 6 and/or in the closure of the Streamer space.
A Streamer cannot simultaneously use the Platform as a Viewer and a Streamer.
In order to register on the Platform and to create a User Account, the User must:
Be a natural person, acting on his own behalf or on behalf of another natural person, and in a position to contract in accordance with the legal provisions applicable to it on the date of registration and must have full legal rights;
Be a natural person, acting on behalf of a company or an organization, authorized to act as a representative of such company or organization and in a position to contract in accordance with the legal provisions applicable to it on the date of registration and must have full legal rights;
Be connected to the Internet [and have a minimal configuration in terms of Devices:indicate here any technical constraints]. The User has sole responsibility for the configuration and functioning of his Devices. All costs incurred by the User in accessing the service (Devices, software, Internet connection, etc.) or in having recourse to the service providers or suppliers necessary for this access and use of the Platform, shall be paid by the User only;
In order to benefit from Additional Services, provide valid payment information as set out in article 5.5 to allow payment for Donations or Completed Challenges to be processed.
Users can access and log in to the Platform without paying any fees.
Only Additional Services can, under certain circumstances, give rise to a payment from one User to another User and to the payment of a Remuneration to the Platform.
In view of the free-of-charge nature of the Platform, the Company, to the extent possible, does not provide any warranty of availability of the Platform.
The availability of the Platform may be interrupted for any reason either within or beyond the control of the Company, including any event of force majeure, maintenance, updates or technical improvements, or to update content and/or the Platform.
The Company reserves the right, without notice, to suspend access to the Platform notably to carry out maintenance work.
The Company shall make modifications to the Services of the Platform, as well as all modifications necessary as a result of changes to the applicable legislation or regulation.
Updates of this kind may lead to an interruption of service in relation to the Platform, the Company rejecting all liability on this basis.
Users may choose to use Basic Services that consists in:
The viewing of the Session of their choice;
For Streamers only, the creation of a Session;
Users may choose to use one or several of the following Additional Services provided by the Company on the Platform:
Make a Donation: the Donation is the Service by which a Viewer transfers money to a Streamer without such transfer being subject to conditions;
Make a Challenge: the Challenge is the Service by which a Viewer takes part in a Challenge predefined by the Platform and which may result, in the event of a Completed Challenge, in a transfer of money from the Viewer to the Streamer.
Subject to the provisions set out in this article on the cancellation right held by the User, all Donations and Challenges made by the User are final and definitive once confirmed by the Company as set out in this article.
When a user clicks on the Donation button, a pop-up window is displayed on which the User indicates the amount he wishes to donate and on which is summarized the details of the Donation. Once these details have all been reviewed, the User must click on “Donate” to effectively confirm the Donation or the Challenge.
When a user clicks on the Challenge button, a pop-up window is displayed on which is summarized the details of the Challenge. Once these details have all been reviewed, the User must click on “Challenge” to effectively confirm the Challenge.
Once the Donation or the Challenge has been confirmed by the User, the Company confirms receipt of such Donation or Challenge and notify the User notably with a summary of the Donation or Challenge.
In accordance with the provisions of article L. 221-18 of the French Consumer Code, the User that falls under the definition of a consumer has fourteen (14) calendar days starting from the date of the Donation or of the Challenge, may use his cancellation right towards the Company, with no obligation to pay any costs other than those stipulated in articles L. 221-23 to L. 221-25 of the French Consumer Code.
The User may use his cancellation right by sending via email to this email address:[email protected], one of the following two documents, duly completed: the cancellation form available from the Platform via this linkhttps://www.gimbl.gg/contact/or an unambiguous declaration of cancellation.
The Company shall send the User, a confirmation of receipt in relation to the cancellation.
The Company shall refund to the User all payments received thereby, without excessive delay and, in any case, within fourteen (14) days following the day on which the Company has been informed of the User’s decision to cancel. The Company will refund the User by using the same payment method as the one used by the User for the Challenge or the Donation.
In order to reward a Streamer, a Viewer can decide to provide a Donation to a Streamer. In such a case, the User chooses the Streamer to who he addresses the Donation and the amount of money (the “Defined Amount for Donation”) he intends to pay to the Streamer.
Payment shall be made in accordance with the conditions laid down in article 5.5. The User is charged by the Company with the Defined Amount for Donation whereas the Streamer is charged by the Company with a fee corresponding to the Remuneration by way of compensation on the Defined Amount for Donation.
In order to stimulate a Streamer, a Viewer can decide to Challenge a Streamer. In such a case, the Viewer chooses:
The Streamer to whom he addresses the Challenge;
The Challenge of his choice among the Challenges predefined by the Platform;
The amount of money (the “Defined Amount for Challenge”) he intends to pay to the Streamer in case of Completed Challenge;
A Challenge is deemed a Completed Challenge
If the Challenge is completed, payment shall be made in accordance with the conditions laid down in article 5.5. The User is charged by the Company with the Defined Amount for Challenge whereas the Streamer is charged by the Company with a fee corresponding to the Remuneration by way of compensation.
If the Challenge is not completed by the Streamer, the User is not charged with the Defined Amount for Challenge and the Streamer does not receive the Defined Amount.
If the Challenge had to be interrupted before it was possible to assess whether it is a Completed Challenge or not, the User is not charged and the Streamer does not receive the Defined Amount.
Users can make payments on the Platform and pay the Defined Amount for Donation or the Defined Amount for Challenge (together, the “Defined Amount”) to a Streamer, subject to conditions these General Terms and Conditions notably articles 5.2, 5.3 and 5.4.
The transfer of the Defined Amount by the Company to Streamer, after deduction of the Remuneration, takes place at the end of the 14-day period referred to in article 5.2 and starting from the date of the Donation or of the Challenge.
Payment of Defined Amount by User can be made through an internal User Wallet (the “Internal User Wallet”) or an External User Wallet (the “External User Wallet”).
Internal User Wallet
The user can pay the Defined Amount through his Internal User Wallet either by credit card or by cryptocurrencies.
For payment by credit card, it is specified and User agrees that:
User must hold a valid and personal credit card which lead to a request for authorization to the User’s bank in order to verify to the credit card can be used;
Payments can be made in the currencies specified here: Euro (EUR); British pound (GBP), U.S dollar (USD);
Confirmation by the User of an Additional Service leads to a request for authorization to the User's bank, being specified that this request corresponds to the Defined Amount of the Additional Service. Such authorization is not equivalent to a debit but constitutes a reserve for subsequent payment intervening at the end of the fourteen (14) calendar days starting either from the date of the Donation or of the Challenge provided for in article 5.2.
For payment by cryptocurrencies, it is specified and User agrees that:
The following services (the "Digital Currency Services") may be provided to you: one or more hosted digital currency wallets enabling you to store, track, transfer, and manage your balances of GIM Token (GIM) or Ethereum (ETH) (the "Digital Currency Wallet" and "Digital Currency" respectively); and
Payments can be made in the cryptocurrencies specified here: Gim token (GIM), Ether (ETH).
We process Digital Currency Transactions in accordance with the instructions we receive from you. You should verify all transaction information prior to submitting instructions to us. We do not guarantee the identity of any user, receiver, requestee or other third party and we will have no liability or responsibility for ensuring that the information you provide is accurate and complete.
Digital Currency Transactions cannot be reversed once they have been broadcast to the relevant Digital Currency network.
We may charge network fees ("miner fees") to process a Digital Currency Transaction on your behalf. We will calculate the miner fees at our discretion. Miner fees are estimated on the basis of the Ethereum protocol. When you or a third party sends Digital Currency to a wallet from an external wallet not hosted on Gimbl, the person initiating the transaction is solely responsible for executing the transaction properly, which may include, among other things, payment of miner’s fees in order for the transaction to be successful. Non-payment of miner fees may cause your transaction to remain in a pending state outside of Gimbl control and we are not responsible for delays or loss incurred as a result of an error in the initiation of the transaction and have no obligation to assist in the remediation of such transactions.
Once submitted to a Digital Currency network, a Digital Currency Transaction will be unconfirmed for a period of time pending sufficient confirmation of the transaction by the Digital Currency network. A Digital Currency Transaction is not complete while it is in a pending state. Digital Currency associated with Digital Currency Transactions that are in a pending state will be designated accordingly and will not be included in your Digital Currency Wallet balance or be available to conduct Digital Currency Transactions until confirmed by the network.
Under no circumstances should you attempt to use your Digital Currency Wallet to store, send, request, or receive digital currencies in any form that we do not support (although we will use reasonable efforts to help you move Digital Currency that we do no support). We assume no responsibility or liability in connection with any attempt to use your Digital Currency Wallet for digital currencies that we do not support.
Gimbl securely stores Digital Currency private keys, which are the means by which you can securely approve a Digital Currency Transaction. As a result of our security protocols, we do not have any way of accessing your private keys without your credentials or your initial recovery email. You should keep those credentials and your initial recovery email safe as they are the only way of accessing your Digital Currency Wallet.
We cannot restore encrypted private keys or otherwise recover private keys. If you are a user of the Digital Currency wallets, you acknowledge that we are not responsible for safeguarding, or maintaining credentials and/or Digital Currency associated with the relevant wallet.
We assume no responsibility for the operation of the underlying protocols and we are not able to guarantee their functionality, security, or availability. You acknowledge and accept the risk that underlying software protocols relating to any Digital Currency you store in your Digital Currency Wallet may change.
External User Wallet
It is expressly agreed that the use of the External User Wallet is governed by the general terms and conditions of use available here (https://metamask.io/terms.html) and applied by Metamask. The acceptance by the Users of the General Terms of Conditions includes acceptance by the User of the general terms and conditions of use applied by Metamask.
The Defined Amount includes the Remuneration of the Platform.
The user agrees that any costs corresponding to the Remuneration of the Platform for Additional Services paid by the Streamer by way of compensation.
The Remuneration for Challenge and for Donation consists of:
The Remuneration for Donation varies according to the currency used for payment and is detailed in the table below:
€ Euro transactions
$ US Dollar transactions
£ British pound
The Remuneration for Challenges is 18% of the Defined Amount for a completed challenge;
In the event the Defined Amount is not denominated in Euro, the amount of the Remuneration is calculated on the basis of these percentages after conversion into Euro on the day of validation of the transaction.
When using the Platform, the User shall comply with all laws and regulations applicable and shall comply with the rights of the Company, other Users, Third Parties and with the provisions of the Agreement.
The User, in particular, has an obligation:
To use the Platform in accordance with the purpose described in these General Terms and Conditions;
To act with respect towards other Users in all exchanges made via the Platform;
To notify the Company without delay in the event of proven or suspected fraud in connection with his User Account;
To refrain from engaging in any unlawful behavior notably defamation, libel, incitation to commit a crime or an offense, incitation to racial hatred or violence, or which is pornographic.
The Streamer has an obligation:
To play the Game of the Session without cheating, altering the Game, or modifying the Game in any way notably to achieve undue success in a Challenge and/or to receive Donations;
To keep a record of his Stream for a period of 14 days from the broadcast of such Stream and to make such record available at the Company's request, in particular, to enable the Company to ensure that the Streamer complies with his obligations
In the event of any breach of applicable laws or regulations or of non-compliance with the General Terms and Conditions, the Company may, at its sole discretion and at the first breach, close the User Account and/or exclude the User and thus terminates this Agreement.
The Company may also, at its sole discretion, delete content that is violating the General Terms and Conditions or applicable laws or regulations provided that such deletion does not terminate this Agreement.
The Company may transmit, at its sole discretion, any information on a suspected or established illegal activities by a User, to the relevant authorities, without notifying the Member.
All content provided by the Company on the Platform, in particular, all text, look and feel, graphic elements, sounds and music, video and interactive aspects of the Platform, is the property of the Company or has been licensed to the Company.
The Company and Users recognize and acknowledge any Third Party’s intellectual property rights that may exist notably on Game or on any elements potentially incorporated in the Session and on user-generated content as described in article 8.2.
The Company grants the User a free personal, non-exclusive and non-transferable right to access and use the Platform in accordance with its designated purpose only and for the duration of the Agreement.
Any other use is prohibited other than with the express prior written consent of the Company.
The User is solely liable for all content that he published online via the Platform.
The User hereby grants the Company, for free, a worldwide non-exclusive license authorizing the use of the content he published on the Platform. Such a license can be transferred and sub-licensed.
The User hereby warrants to the Company that the content he publishes and/or generates through the Platform does not violate any Third Party’s rights.
The User hereby guarantees to the Company the enjoyment of the content, holding the Company harmless with regard to all disturbances, claims or loss of rights whatsoever, based for example on actions for breach of contract or for intellectual property infringement initiated by another User or a Third Party.
With respect to such content, the Platform acts as a web hosting service within the meaning of the provisions of French law no. 2004-575 of 21 June 2004 on confidence in the digital economy and the Platform’s liability for the publication of such content can only be sought in accordance with these provisions.
The User is not authorized to exceed the uses provided for in the license, and shall notably refrain from:
· publish, sell, grant under license or sub-license, transfer, distribute, assign, or render available to a Third Party or a User, in any other manner, the Platform, in whole or in part (including the source code and object code), in any form whatsoever;
· store, copy, duplicate or reproduce all or part of the Platform, except where such copy or reproduction is required for the proper functioning of the Platform;
· translate, merge, adapt, alter or modify or attempt to do so in any manner whatsoever, all or part of the Platform;
· integrate the Platform, in whole or in part, into any other program;
· make any changes or modifications to the central functionality or source code of the Platform, or otherwise create any work derived in whole or in part from the Platform;
· decompile the Platform or any part whatsoever thereof, or carry out any reverse engineering in relation thereto, other than in those cases expressly authorized by the applicable regulations.
For any questions in relation to the use of the Platform or of the Services, the Users may:
· consult the FAQ available here;
· contact the Company’s online helpdesk available here.
In view of the free-of-charge nature of the Platform, the Company does not provide any guarantee and does not commit to any obligation with regard to the provision of assistance services.
The Agreement comes into effect as from the creation of the User Account.
The Agreement shall remain in force until terminated under the conditions described below or the closure of the User Account.
The User may delete his User Account by sending an email to[email protected]and thus terminate this Agreement.
Without prejudice regarding the other provisions of the Agreement, if the User is in not complying with any or all or part of this Agreement, the Company reserves the right to suspend or close the User Account, with no requirement for legal formalities or prior notice, and without compensation.
The Agreement shall be deemed as having been terminated on the date of closure of this User Account.
The suspension or closure of the User Account shall be without prejudice as to any damages which may be claimed by the Company as compensation for the prejudice incurred as a result of the breaches in question committed by the User.
The Company reserves the right to modify the functioning of the Platform or to close the Platform at any time, in particular for technical reasons, by informing the Users and by providing them with reasonable notice. During this notice period, Additional Services will no longer be rendered.
The end of this notice period will mark the end of the contract.
The Company shall, in the context of a best efforts obligation, provide access to the Platform with due care and attention. The Company shall make its best efforts to guarantee the proper functioning of the Platform, within the limits imposed by these General Terms and Conditions.
The Company reserves the right to proceed with the momentary interruption of this access.
The Company cannot guarantee that no error or anomaly or interruption or other disturbance will arise during the use of the Platform.
The Company does not warrant that the Platform and/or any content hosted there to fit the purpose of User in particular. The User is informed and accepts that the Platform is provided thereto “as is” and on the basis of availability.
The Company's potential liability pursuant to the Agreement is expressly limited only to any direct, material and foreseeable damage, excluding notable loss of profits, caused to the User and cannot be sought in the event the User has used the Platform in violation of the Agreement or of applicable laws and regulations. In any event, the liability that could be held against the Company could not exceed the amounts of the Remuneration for the Additional Service at stake.
Neither the Company nor the User shall have any liability for any breach of their contractual obligations to the extent that such breach results from an event of force majeure as defined by the French courts.
If a suspension caused by force majeure lasts for more than two (2) months, the Agreement may be terminated upon request of one of the Parties.
Notices are validly given, at the discretion of the Company, via registered letter with acknowledgment of receipt or via notifications made on User Account.
The User hereby acknowledges that the provisions of the General Terms and Conditions constitute the sole and entire agreement entered into by and between him and the Company on the subject of the performance of the purpose hereof and that these General Terms and Conditions supersede any and all stipulations that may have governed the previous relations between the Parties.
Any potential subsequent amendments relating to the purpose hereof shall form an integral part of the Agreement and be subject to all of the provisions applicable thereto.
It cannot be inferred from the fact the User does not require the performance of certain provisions of the Agreement, that the Company abandons its right to require the performance of such provisions.
Should one or several regulations provisions of this Agreement be in whole or in part legally ineffective, the validity of the rest of the Agreement is not thereby affected.
The User and the Company are acting in the capacity of independent Parties and no provision contained in the Agreement must under any circumstances whatsoever be interpreted as conferring upon any one of the Parties the capacity of official, commissioner, distributor, representative or principal or agent of the other (unless otherwise expressly stipulated in the Agreement).
The Agreement is governed by French law.
In the event a dispute were to arise between the Parties, the User could seek the amicable resolution of such dispute with the Company via a mediator pursuant to Articles L. 611-1 an following of the French Consumer Protection Code and/or, subject to certain conditions, use the dispute resolution mechanism implemented by the European Union and accessible at this address: https://ec.europa.eu/consumers/odr.
The parties undertake to make their best efforts to find an amicable settlement to any dispute arising in connection with this agreement.
If no amicable settlement can be reached, and except in case of mandatory rules that would impose another solution, the Paris tribunal shall have sole jurisdiction to rule on any dispute relating to the agreement.