::Definitions::

The generic terms, which are written in upper case in the present text, are defined below.

EDITOR :
Marc Dorcel S.A.
Capital : 150.000€
Legal form: Limited company with a board of directors
Registered address: 25 Rue Plumet 75015 PARIS 15, France
SIRET: 31638830500047
RCS Paris B 316 388 305
Telephone: 01 4567 9320 in France and +33 1 4567 9320 from abroad
Fax: 01 4567 0204 in France and +33 1 4567 0204 from abroad

CLIENT :
The internet user who, having opted to connect to the address of the present site, and having been duly warned about the specificities of the said site, navigates from link to link and requests the enjoyment of the online services or goods offered on the said site; from this request onward, a contract of a commercial nature is concluded between the internet user, who has become a CLIENT, and the EDITOR. This contract includes the obligation to deliver as regards the EDITOR, and the obligation to pay or to have paid as regards the CLIENT.

The CONTRACT :
From the time of the CLIENT's request for services onward, the present text becomes a contract between the CLIENT and the EDITOR, and defines as necessary the rights and obligations of the parties, the modes of administration of these rights, and the responsibilities of each of the parties.

::The site::

Nature :

Intellectual property, rights of reproduction and secondary rights, image rights : The objects and the components of this site, as well as its engine and software elements, images, photos and graphic materials, are marked and registered: this site is the property of its authors and all its elements are placed under the protection of the laws of the French Republic and International Agreements on Copyrights. Any utilization which infringes these laws and professional usages shall be the object of legal proceedings without any form of notification required other than the present mention. The Code of the intellectual property applies in all its aspects; any mention, wheresoever it may be and on any document whatever, unless otherwise accepted in writing by the contractual parties, aiming at diverting the intention of the legislator and/or avoiding an obligation or ban, is reckoned to be not in writing, and cannot therefore apply to the relations resulting from the contract. The publicity rights are the property of those who are represented therein, and are administered by the beneficiaries whom they have assigned. No utilization of these images, of any nature whatever, may be completed in violation of these rights. The authorization to utilize them, if applicable, must be explicit, and made out in a document, enforceable against third parties, and attached to the image utilized.

::Reminder of the penal dispositions applicable::

Access and operation :
The access to the site includes two levels: one part is accessed free of charge, and the other is subjected to the payment of a right of access, on a pay-per-view basis or on subscription. The access to the site is a voluntary act of the CLIENT. The EDITOR, who declares that he enjoys the full right of ownerships and authorization to use the texts, sounds, videos and images put forward, authorizes the access subsequently to checking, by means of a code system or access authorization control following payment, the identity of the CLIENT; he shall then authorize the consultation, for the personal needs of the CLIENT, of the texts, sounds, videos and images put forward on the system of the CLIENT.

Code of Intellectual Property :

· Art L. 335-2. In France , copyright infringement of works published in France or abroad is punishable with two years' imprisonment and a €150,000 fine.

· Art. L. 335-3. Any reproduction, representation or distribution, by any means whatever, of an intellectual work in violation of copyrights of the author, as they are defined and regulated by the law, is also an offence of copyright infringement.
The violation of one of the software copyrights as defined in Article L.122-6 is also an offence of copyright infringement

· Art. L. 335-4. Any recording, reproduction, communication or availability to the public, with or without consideration, or any broadcasting of a service, a sound recording, a video recording or a program, made without the authorization, when it is required, of the performer, producer of sound recordings or video recordings or of the audiovisual communication company is punishable with two years' imprisonment and a €150,000 fine.
Any import or export of sound recordings or video recordings made without the authorization of the producer or the performer, when it is required, is punishable with the same sentences.
A failure to pay the due remuneration to the author, performer or producer of sound recordings or video recordings for the private copy or public communication as well as the broadcast of sound recordings is punishable by the fine provided for in the first paragraph.

· Art L. 335-5. In the case of a conviction for one of the offences defined in the [...] previous articles, the court may order the total or partial, definitive or temporary closure for a period of five years maximum, of the establishment which has been used to commit the offence. ……

· Art. L. 335-6. In all cases provided for by the four preceding articles, the court may pronounce the seizure of all or part of the monies obtained through the offence as well as the seizure of all audio recordings, video recordings, objects and infringing or illegal copies and of the material specially installed with a view to committing the offence.
The court may also order, at the expense of the convicted person, the posting of the judgement pronouncing the conviction within the conditions and sentences provided for in Article 131-35 of the penal code, as well as its full publication or by excerpts in the newspapers as designated by the court, although the costs of such publication cannot exceed the maximum amount of the fine incurred

· Art. L. 335-8. The legal entities may be declared legally liable within the conditions provided for in Article 121-2 of the penal code of the offences defined in articles L. 335-2 to L. 335-4 of the present code.
The sentences incurred by the legal entities are:
1° The fine, according to the modalities provided for in Article 131-8;
2° The sentences mentioned in Article 131-39. The ban mentioned in 2° of Article 131-39 concern the activity within whose performance or on the occasion of whose performance the offence was committed.

· Art. L. 335-9. In the event that the offences defined in articles L. 335-2 to L. 335-4 are committed twice or in the event that the delinquent is or has been associated contractually with the injured party, the incurred sentences are doubled.

::The rights of the parties::

Rights of the CLIENT :
>Right of utilization
From the elements set out in the preceding paragraph, there arises a non-exclusive right of utilization of the material put forward for the CLIENT, subject to the payment of the rights in accordance with the forms defined online on the site (subscription or pay-per-view).

>Right of reproduction
However, the viewed content may not be recorded, or communicated, duplicated or transferred with or without consideration to anyone, at the risk of having to pay damages.
The CLIENT owns neither the pecuniary rights or secondary rights associated with the works of all kinds presented or utilized on the site, nor any rights to the devices utilized for its operation.

>Right of protection through excellent confidentiality
CNIL : You have a right of access, modification, correction and deletion of the data which concern you (art. 34 of the French law on data protection: "Informatique et Libertés"). To use this right, please contact the EDITOR. Your personal data are protected, CNIL declaration n° 842672. The EDITOR shall neither rent nor sale to anyone the names, address, email address, credit card number or personal information of the CLIENTS.

>Right of protection against credit card fraud
In order to comply with the intention of the legislator who was deliberating at the time the present text was drawn up, the EDITOR, with the CLIENT's agreement, shall keep for one year the trace of all connections and IP addresses of internet users-clients, and in order to be able to answer any legal queries made under the future law; this shall also assist in reducing the level of credit card fraud through the systematic lodging of complaints with the criminal courts regarding any confirmed attempt of characterized fraud.

>Right to information
Frequently Asked Questions (FAQ) are published online and form a whole with the present text, of which they are a precise illustration.

Rights of the EDITOR :
In return for his duties and obligations to supply the requested services within the civil and penal conditions proper to the limitations which French law imposes on works of an erotic or pornographic character, it is the right of the EDITOR to receive PRIOR TO the service the monies representative of the implemented rights and costs that are to passed on; the control of the reality of the payment of these monies is the assurance for the EDITOR of the real intention and the identity of the person requesting the service who becomes the CLIENT. Failure to pay the subscription by any means whatever will terminate the contract and all obligations for the EDITOR.

::Liabilities::

Penal :
The particular character of the content of the site and services provided on it, most of which are provided against payment, results as regards the CLIENT in a liability which may be penal in the event that utilization of the site and services constitutes an offence against the laws of the place where the consultation occurs. As regards the EDITOR, since he cannot locate the place where the consultation occurs, he can only be held liable in connection with the laws applicable at the place where the data on the server of the site are stored, and/or of the registered address of the EDITOR. No chain of liability of any nature whatever may be the result of the nature of the contract between the CLIENT and the EDITOR.

Civil :
The civil liability of the users of the site and paying beneficiaries of the services (CLIENTS) may be sought and compensation or damages claimed in the event of violation of the rights of any nature associated with the material made available: the CLIENT, who only has a right of consultation, does not own any pecuniary rights or related rights associated with the works of any nature presented or utilized on the site, or any rights to the devices used for its operation.

Force majeure :
Neither the EDITOR nor the CLIENT may be held liable for the conditions of this contract, in the event that their failure is due to circumstances of acts of God and of force majeure. This also applies in the event of intervention of the legal or executive authorities of the places of action of the EDITOR or of the CLIENT.

::What the EDITOR does not do::

-Technical assistance relating to the operation of the navigation software on the Internet .

- Accepting financial responsibility for connection costs

-Guaranteeing the permanence and performance of the connection to his server
Due to the chain of means, most of which are out of his control, implemented on the Internet.

- Guaranteeing the persistence of the documents present on the site or of the services delivered
As the quality of a site or services depends upon editorial work, its development and the update of the site may modify the addresses, or even the existence of documents which have been replaced or which have become obsolete, or whose rights of utilization or edition have expired.

- Accepting the consequence of the turpitude of the CLIENT
Such as for example the loss by the CLIENT of the identifiers, password and subscription references delivered only once to the CLIENT

- Seeking the reality of the identity of the CLIENT
As soon as the name and identifiers delivered contractually have been supplied.

::Mode of payment::

Credit card subscription :
The CLIENT authorizes the EDITOR to debit his credit card with the amounts corresponding to his purchases of the services object of the present contract. The debits are completed under the name VMD 75 Paris 15.
The respective costs of the various types of access are indicated on the SITE and on the secured payment form. Their modification is, as mutually agreed, sufficiently notified by their being displayed on the site. Any modification shall apply at the time of the nearest due date of the subscription which follows the end of the month during which the new conditions were posted.
Subscription fees are automatically renewed at the end of the initial subscription period for an equivalent period, barring so-called “test or discovery” subscriptions which are renewed through another subscription whose duration and price are specified on the secured payment form. Any period of subscription commenced by the CLIENT is due.
The subscriber may cancel the automatic renewal of his subscription by going in the member zone after mentioning the user name and password which he was provided with at the time of his initial subscription.

::Data protection law; confidentiality::

All data concerning the personal details of the CLIENT shall be processed in accordance with the French data protection law: “Informatique et liberté”. The CLIENT has free right of access to and modification of the data which concern him.
In all cases, his details and the content of the records which concern him shall neither be revealed, nor transferred, sold, rented to any third-party company, nor communicated to anyone barring legal action conducted according to the rules of French proceedings. The confidentiality of the transactions is guaranteed by the EDITOR in all the circumstances under his control. He agrees to implement all necessary reasonable procedures to protect the conditions of such confidentiality of transactions and identities of the CLIENTS.

::Resolutive Clause::

The EDITOR reserves the right to refuse the opening of an access to the content of his site without having to justify such action. Any account which is thought to be used in an aim contrary to the rights of utilizations or copyrights and more generally in breach of the elements described or evoked in the present text shall be closed. The EDITOR reserves the right to claim compensation for the prejudice suffered. Similarly, the utilization by several persons of a single subscription is an abuse for which compensation may be claimed. The CLIENT accepts the full responsibility for the usage which may be made of the personal information which his account constitutes.

::Arbitration and jurisdiction::

In the case of a dispute, the parties agree to select jointly any suitable arbitrator and to accept his ruling as final. In the event that the parties cannot find a single common arbitrator, the French commercial jurisdiction is the only competent jurisdiction whatever the circumstances and place of the disputes. Similarly, criminal cases shall exclusively fall within the jurisdiction of the French justice and law, or such additional European directives as may be applicable.

::Drawing up date::

february, 28th 2006.