The company Wilout, SAS registered with the Antibes Trade and Companies Register under number 820 656 346, whose head office is located 14 rue Jean Raymond Giacosa 06800 Cagnes-sur-Mer (hereinafter “Wilout”) offers its users, event organizers (hereinafter “the Organizers”), a dematerialized payment solution allowing participants of an event to make purchases within the venue of this event via electronic payment instruments which belongs to them (bank card, mobile phone...) and/or via a support equipped with an NFC chip made available by Wilout.
It is specified that these payment solutions are neither a payment service, nor a service for issuing or distributing electronic money. These General Terms and Conditions of Sale and Use (“CGVU”) detail the conditions under which Wilout offers access to its services to Organizers.
Any Organizer wishing to use the services offered by Wilout acknowledges having read, understood and accepted all of these Terms and Conditions without reservation.
Les services disponible sur https://wilout-pay.com sont hébergés par la société Scaleway, située en France.
In addition to the terms defined in the body of the CGVU:
Apps : refers to Wilout Applications and Banking Applications.
Wilout apps : refers to the applications and/or electronic tools published by Wilout and made available to the Organizer as part of the Services.
Banking applications : refers to the applications and/or electronic tools published by the Payment Providers to which the Organizer has access and uses as part of the Services.
Cashless : refers to the solution that allows Event Participants to pay and make purchases at the Event Venue, from the Organizer and its partners operating points of sale, via a Support made available to them by Wilout.
Framework contract : refers to the framework contract that can be concluded between the Organizer and Wilout to define the terms of their contractual relationships.
Credits : refers to the units of value loaded by the Participants on their Support.
Devis: refers to the estimate signed by the Organizer prior to any Event, specifying the special conditions of the Services applicable to said Event.
Enclosure: refers to the enclosure of an Event.
Event : refers to the event organized by an Organizer in whose Venue the Services are offered.
Guichet : refers to the counters dedicated to Cashless Services set up by the Organizer in the Venue allowing Participants to obtain Support and/or acquire Credits.
Nocash : refers to the solution that allows Event Participants to pay and make purchases within the Event Venue, from the Organizer and its partners operating points of sale, on a Payment Terminal directly via an electronic payment instrument that belongs to them (bank card, mobile phone, etc.).
Cashless payment : refers to any Cashless payment made by a Participant using their Support.
NoCash payment : refers to any NoCash payment made by a Participant.
Participant : refers to any natural person participating in an Event.
Payment provider : refers to the banking service provider who provides Wilout with the Banking Applications and, where applicable.
Services: refers to the Cashless and No Cash solutions offered by Wilout under these Terms and Conditions.
Support: refers to the hardware support, generally consisting of a bracelet equipped with an NFC chip or a plastic card, made available by Wilout as part of Cashless services and used by Participants to make a Cashless payment in the Venue.
Terminals : refers indistinctly to the Payment Terminals and Cashless Terminals made available to the Organizer by Wilout.
Cashless terminals : refers to the terminals for reading the Supports made available to the Organizer by Wilout as part of the Cashless Services.
Payment Terminals : refers to the electronic payment terminals made available to the Organizer as part of the NoCash Services.
Wilout offers Organizers Cashless and/or NoCash Services.
Wilout provides Organizers with a Cashless Payment solution allowing Event Participants to access the following functionalities (hereinafter “the Cashless Features”):
- Load and recharge Credits on their Support in order to make purchases within the Event Venue, both from the Organizer and from its partners operating points of sale within the Venue;
- Track your Credit balance;
- Access the history of your Cashless Payments;
- Remotely deactivate its Support in case of loss, theft or damage;
- Request the reimbursement of Credits not consumed at the end of the Event. Cashless Services are accessible through a Wilout module integrated into the Organiser's website or any other communication medium chosen by the Organiser. The Cashless payment system works thanks to Supports equipped with an NFC chip, which constitute the payment method for Participants, and Cashless Terminals made available to the Organizer allowing to communicate with the Supports and to record Cashless Payments.
Wilout also offers Organizers a NoCash Payment solution that allows Participants to pay on a Payment Terminal via an electronic payment instrument that belongs to them (bank card, mobile phone, etc.).
The Organiser is fully informed that the Cashless and NoCash Services are only accessible provided that the Terminals located in the Venue have access to a stable and functional internet connection during the Event (hereinafter the “Internet Connection”).
The precise scope of the Services provided to the Participants of an Event is the sole choice of options subscribed to by the Organizer, as described in the Quotation.
Wilout provides the Organizer with Cashless Terminals and Supports (hereinafter “the Equipment”) in perfect working condition and takes care of their packaging and then their delivery to the date and place desired by the Organizer.
A deposit check may be requested from the Organizer, which will be returned at the end of the Event, subject to the return of all Equipment in good working condition.
Unless otherwise agreed, the delivery of the Equipment takes place:
- via a carrier no later than 72 hours before the start of the Event.
- directly by the Wilout teams no later than the day before the start of the Event.
Upon receipt of the Equipment, the Organizer must:
- immediately report to Wilout any reservation relating to the condition of the Equipment received,
- install and test the Equipment and in particular the Cashless Terminals no later than 48 hours before the start of the Event and report any malfunction to Wilout without delay. This test phase is not mandatory when the Equipment has been delivered and installed directly by Wilout.
In the absence of a reservation expressed by the Organiser within 24 hours of receipt of the Equipment, the Equipment is deemed to have been delivered in perfect working condition.
The Equipment remains the full and entire property of Wilout in all circumstances and must, unless otherwise indicated by Wilout, be returned to Wilout at the end of the Event, unless otherwise agreed.
The type and number of Equipment made available depends on the needs expressed by the Organizer and is specified on the Quotation.
The Organizer is solely responsible for setting up Cashless Terminals via access to the back-office interface of the Cashless Services made available to him, this configuration including in particular the provision of the following information:
- the name of the items and services sold in the Enclosure,
- their selling prices and the applicable VAT rate, the Organizer being solely responsible for the compliance of the VAT rates applied with the regulations in force and Wilout cannot be held liable in this respect,
- the translation of sales prices into consumer units (Credits).
The Organiser is solely responsible for setting up the Payment Terminals made available to it, unless otherwise agreed on the Quotation.
The Organizer is responsible for providing the Materials to the Participants before or during the Event.
The Organizer must ensure that it communicates to the Participants in good time the conditions of use and instructions relating to the operation of the Supports.
The Organizer must also inform the Participants that they are solely responsible for the proper preservation of their Support.
The Terminals operate on battery and must be charged by the Organiser prior to the Event. To do this, they must be connected to a secure electrical network that complies with the regulations in force under the full responsibility of the Organizer.
Charging and recharging the batteries of the Terminals before and during the Event is the sole responsibility of the Organiser.
Wilout provides the Organizer with the instructions for using the Terminals and is available to the Organizer for any question relating to their operation.
The Organizer undertakes to scrupulously respect the said instructions for use and to entrust the Terminals only to persons in a position to apply the instructions for use.
When the Features selected by the Organizer require an Internet Connection, the Organizer is solely responsible for the quality and stability of said Internet Connection.
The Organiser is responsible for the Terminals for the duration of the Event.
The Organizer is responsible for any damage caused to the Terminals that would result from use that is not in accordance with the instructions for use or that is different from that for which it is intended. The same applies in the event of damage caused by a defect in the electrical network.
In the event of loss, theft or damage to a Terminal, the Organizer must bear the cost of replacing said Terminal with new condition.
The Banking Applications made available to the Organizer are subject to the general conditions of use of their publishers, which the Organizer undertakes to accept without reservation and to respect scrupulously.
Wilout cannot under any circumstances be held liable in the event of the Organizer's failure to comply with these conditions and, more generally, as a result of their implementation.
Article 4: Responsibilities
The Organizer undertakes to send to Wilout prior to the development and especially the signing of the Quotation all the information relating to its needs and in particular to the Event (nature, date (s), schedules, existence of an Internet Connection, existence of an Internet Connection, expected number of Participants, expected number of Participants, plan of location of the Enclosure, etc.).
The Organizer is solely responsible for the timely communication, completeness and accuracy of the information provided to Wilout in order to define its needs and to set up the Services ordered.
In the event of an error or omission in the information provided, Wilout will endeavour to adapt the Services to the Organizer's real needs, possibly at an additional cost borne by the latter, but cannot be held liable for the possible unadaptation of the Services to the Organizer's real needs as a result of this error or omission.
The Organizer certifies that, throughout the duration of the Event, he has civil liability insurance covering damage caused by his act to Wilout, to the Equipment, to a Participant or to a third party.
The Event takes place under the sole responsibility of the Organizer.
The Organizer certifies that it has all the rights and authorizations required for the organization of the Event and that it complies with all the regulations applicable to it (in particular safety standards, regulations on drinking establishments, provisions of the Labor Code), Wilout cannot be held responsible in this respect.
The Organizer is solely responsible for communicating to the Participants the conditions of access to the Event and the Services.
With regard to Cashless Services, the Organizer is in particular responsible for communicating to Participants:
- Cashless Features offered on the Event,
- its commercial policy, for example in terms of the reimbursement of Credits not consumed at the end of the Event or in the event of cancellation or delay of an Event.
The Organizer undertakes to make fair use of the Services and to scrupulously respect the instructions for using the Equipment provided to him by Wilout.
The Organizer undertakes to inform Wilout without delay if it should notice a malfunction in the Services or Equipment.
The Organizer wishing to provide Support with Credits offered to its collaborators working on the event (hereinafter the “Supports Staff”) is solely responsible for the management and loading, at the counter, of these Staff Supports.
The Organizer acknowledges that the proper functioning of the Services necessarily requires a perfectly functional Internet Connection within the Enclosure.
It is the sole responsibility of the Organizer to check the quality of the Internet Connection prior to the Event and to ensure its stability throughout the Event.
In the event of an interruption or malfunction of the Internet Connection, access to the Services cannot be guaranteed. In this case, Wilout may possibly offer the Organizer “degraded” access to the Services, i.e. reduced to certain functionalities.
Wilout cannot under any circumstances be held responsible for the consequences of an absence or insufficient Internet Connection and/or any malfunction in the implementation of “degraded” access to the Services (complete interruption of the Services, impossibility of recharging and/or payment, absence of synchronization of Terminals, etc.).
The Applications are made available to the Organizer in their latest version.
It is the responsibility of the Organizer to install any new update published after the availability of these Applications; Wilout cannot under any circumstances be held liable in this respect.
In view of the information previously sent to it by the Organizer under the conditions of article 5.1.1, Wilout makes recommendations on the sizing of the Services to be set up, i.e. it suggests:
- the scope of the Services to be set up as part of the Event, in particular according to the state of the electrical network and internet infrastructures,
- the number of Cashless Terminals, Payment Terminals and Supports to be made available.
These elements are indicated on the Quotation given to the Organizer, whose signature by the latter implies full information and acceptance by the latter of the sizing of the Services to be set up for the Event.
Wilout cannot be held responsible in the event of a downward revision, by the Organizer, of the sizing recommendations initially formulated by Wilout.
The Organizer undertakes to inform Wilout without delay of any possible failure affecting one or more Equipment (s).
Wilout will then make its best efforts to repair or replace the Equipment (s) concerned as soon as possible, Wilout being bound by an obligation of means in this respect.
In the event of a failure independent of the Organizer's control, the maintenance operation will be free of charge subject to strict compliance with the terms of use of the Equipment communicated to the Organizer in accordance with the provisions of article 4.4.
In the event of a failure due to negligence on the part of the Organizer or in the event of non-compliance with the terms of use of the Equipment communicated to him, the maintenance operation will be invoiced on the basis of an estimate previously established by Wilout and accepted by the Organizer. If the Organiser does not accept the repair estimate, the Organiser will be required to compensate Wilout for the deterioration of the Equipment.
Under these T&Cs, each party is required to comply with all obligations relating to the protection of personal data including, without limitation, the General Data Protection Regulation (“GDPR”), as well as any national law applicable to the collection of personal data.
Under these Terms and Conditions, the parties acknowledge that they act as joint data controllers for the processing operations of personal data necessary for the provision of the Services, in accordance with the RGPD.
The parties thus agree to be jointly and severally liable for any damage suffered by a Participant resulting from a violation of any law or regulation applicable to the collection of their personal data.
In general, the parties must take all appropriate technical and organizational measures in order to guarantee the confidentiality of personal data and to protect them against any accidental or unlawful destruction, accidental loss, deterioration, distribution or unauthorized access, in particular during the process of transmitting data on a network, and against any unlawful treatment. In particular, the parties undertake that persons authorized to process personal data undertake to respect confidentiality or are subject to an appropriate legal obligation of confidentiality.
Each party must also respond, within reasonable time and as far as possible, to requests for information from the supervisory authority relating to the processing of relevant personal data and to any request from the Participant concerned regarding the processing of its personal data.
If a party wishes to use the personal data collected under these Terms and Conditions for purposes other than those communicated during the initial collection of data from the Participants, it must do so in accordance with the applicable regulations, which may if necessary involve the communication of additional information or the collection of specific consent. The responsibility for these additional formalities will fall exclusively on the party wishing to use the personal data for collection purposes other than the purpose of these Terms and Conditions.
Wilout cannot in any way be held responsible for:
• A malfunction in access to the Services or a temporary impossibility to access them due to:
◦ a failure or a slowdown in the infrastructures of the Enclosure and in particular of the Internet Connection,
◦ any other failure or reason that was not due to Wilout's negligence;
• Poor or lack of communication by the Organizer about the functioning of the Services and the options selected, in particular in terms of the refund policy for Cashless Services (no refund, refund deadlines, etc.);
• An inability of the Organizer to process any reimbursements due to Participants under the Cashless Services, the Participants not benefiting from any direct right to recovery against Wilout;
• The smooth running of the Event and the proper execution of the Organizer's obligations, in particular with respect to the Participants;
• A cancellation, a delay or a substantial modification of the Event, such decisions being the responsibility and choice of the Organizer;
• The consequences of the use of a Participant's Support by an unauthorized third party,
• The consequences of the unauthorized use by a third party of a payment method belonging to a Participant on a Payment Terminal,
• The consequences of the loss, theft, degradation or lack of battery of one (or more) Terminal (s) during the Event;
• A breach by the Payment Service Provider of any of its commitments and/or guarantees.
Wilout cannot be held responsible for any immaterial and/or indirect damage by the Organizer such as, in particular, loss of market, loss of customers, loss of profit, damage to brand image, action by third parties, operating loss.
In the event of direct damage, Wilout's liability will be limited to half of the remuneration due by the Organizer to Wilout for Services related to the Event during which the incident or difficulty occurred that caused Wilout to be held liable.
Wilout cannot be held responsible for a breach of any of its obligations under these Terms and Conditions if this breach was caused by an event of a force majeure nature within the meaning of French case law.
Subject to Internet Connection, Participants have the option of acquiring Credits online through the personal Cashless account that they have previously created. When purchasing Credits online, the funds may be collected directly by the Organizer, on a bank account opened in his name, under his full responsibility.
Otherwise, the Participants will contract with Wilout. In this case, Wilout will transfer its status as a contractor to the Organizer as soon as the Participant enters the Venue, under the conditions provided for in article 1216 of the Civil Code. Participants will thus be informed that by purchasing Credits online, Wilout is only temporarily acquiring the status of contractor but is in no way intended to provide goods or services directly to the Participant in the Event Venue.
Subject to Internet Connection, Participants have the possibility of acquiring Credits via a payment made at a counter. The funds are then collected directly by the Organizer, under the full responsibility of the Organizer.
The NoCash Services allow Participants to pay on Payment Terminals via an electronic payment instrument that belongs to them (bank card, mobile phone, etc.).
The funds thus collected are paid into a bank account opened in the name of the Organizer, under his full responsibility. In the event of a material difficulty or impossibility preventing the Organizer from opening such an account in good time before the Event is held, the funds may exceptionally be transferred to a bank account opened by Wilout on behalf of the Organizer and specifically dedicated to the collection of funds from the NoCash Payments for this Event.
Any funds paid by the Participants and collected on a bank account opened by Wilout (hereinafter “the Funds”) are deposited into an account opened by the latter with a banking institution authorized to receive them (hereinafter “the Wilout Account”).
The Wilout Account is only intended to collect Funds, so Wilout undertakes not to change this account as part of any other transaction.
However, it is expected and accepted by the Organizer that at the end of the Event, Wilout:
- will be authorized to deduct from the Wilout Account the amount of his remuneration possibly remaining due by the Organizer,
- will be required, as part of the Cashless Services, to reimburse Participants of unused Credits from the Wilout Account, provided that the Organizer's commercial policy provides for the possibility of such reimbursement.
The Organizer is informed that in the event of cancellation of an Event prior to its holding, the Credits acquired by the Participants on the day of cancellation will be automatically reimbursed to them by Wilout, without the Organizer being able to oppose it.
The Quotation specifies the specific conditions for the provision of the Services and in particular the terms and deadlines for Wilout remuneration.
All Wilout invoices are due by the due date mentioned on the invoice.
Any invoice not paid by its due date leads to the application of late penalties calculated by applying the legal interest rate of the European Central Bank in force increased by 10 points on the amount of the said invoice, starting from the first day of delay. An allowance of €40 will be due for recovery costs for each unpaid invoice.
Unless otherwise agreed, any Funds collected on the Wilout Account for the Services are paid to the Organizer at the end of the Event, minus the amount of remuneration remaining due to Wilout and any refunds made under the conditions defined in article 7.3.
Where applicable, the transfer of Funds to the Organizer is made within a maximum period of 30 days from the end of the Refund Period defined in article 7.3.
As part of the Cashless Services, the reimbursement to Participants of Credits not consumed at the end of the Event is the responsibility of the Organizer. However, the Organizer has the option of opting for Wilout to take charge, by Wilout, of the management of reimbursements to Participants, this option appearing where applicable on a quote specifically dedicated to this purpose.
Where applicable, the reimbursement of Participants by Wilout may only take place within a period defined by the Organizer and communicated to the Participants by the latter, during which the Participants will be required to make their request for reimbursement (hereinafter “the Refund Period”).
Requests for refunds submitted in due time will be processed and made by Wilout, subject to the transfer by the Organizer and prior receipt by Wilout of funds corresponding to the total amount of these refunds that would not already be in its possession on the Wilout Account.
All elements, including applications, software and programs, brands, designs and models, brands, designs and models, images, designs and models, images, texts, photos, logos, graphics, database structures, sounds, videos, domain names, designs and any other content made available to the Organizer as part of the Services are the exclusive property of Wilout and are protected by the provisions of copyright, trademark law, patent law and any other content made available to the Organizer as part of the Services are the exclusive property of Wilout and are protected by the provisions of copyright, trademark law, patent law and any other content made available to the Organizer as part of the Services. other intellectual or industrial property right in force.
Any reproduction and/or representation, total or partial, of one of these rights without the express authorization of Wilout is formally prohibited and would constitute an infringement punishable under articles L. 335-2 and following of the intellectual property code.
These T&Cs, the Quotation and, where applicable, the Framework Agreement, constitute the entire contract agreed between Wilout and the Organizer under the Services set up as part of the Event concerned and replace any previous agreement, written or oral, relating to the subject matter hereof.
If one or more clauses of these Terms and Conditions were held to be invalid pursuant to a law, regulation or following a court decision that has become final, the other clauses will remain in full force and scope.
The Organizer authorizes Wilout to mention its name on its website and its commercial documentation, as a reference. This authorization applies to all commercial communications from Wilout regardless of the medium. The Organizer may request the removal of identifying references in these communications at any time and Wilout will then make the requested changes as soon as possible.
Writing in electronic form will be an admissible method of proof of the rights and/or obligations of the parties to these Terms and Conditions.
The computerized records, kept in Wilout's computer systems under reasonable security conditions, are considered as proof of communications, orders and payments made under the Services set up.
In the event of a discrepancy between the information (whether a payment was accepted or refused, the balance of the amounts collected during the Event...) appearing or appearing on the Wilout Applications and that appearing on the Banking Applications, the latter will take precedence.
Wilout and the Organiser declare that they are completely independent of each other, each assuming the risks of its services and obligations.
No provision of these Terms of Use may be analyzed in the sense of the existence of any relationship of subordination between Wilout and an Organizer or a de facto or joint venture company.
These CGU are governed by French law.
Any dispute resulting from the formation, interpretation or execution of these T&Cs will be under the exclusive jurisdiction of the courts of Nice, notwithstanding multiple defendants or warranty claims.
Last updated: July 2024