General Terms of Use

Version dated 8 October 2026.

1. Definitions

Terms: means these general terms of use, in their version dated 8 October 2026.
Youdji Credits: means the prepaid balance purchased by an Organization from Youdji, or credited back following a cancellation, which may be used exclusively to pay for eligible Orders on the Platform under the conditions set out in Article 5.6.
Credit Wallet: means the Organization's account area in which its Youdji Credits and transactions relating to purchases, use, credits returned and expiration are recorded. It is separate from the payment service provider's system for processing funds.
UGC Content: means content (video, image, audio, text) created by a UGC Creator on behalf of an Organization, where the UGC Creator and the Organization are connected through the Platform's Service, for distribution by the Organization.
Order: means the Creative Service or Creative Services ordered by an Organization from a UGC Creator through the Service offered by the Platform.
Service Agreement: means the agreement entered into between a UGC Creator and an Organization through the Platform in connection with an Order.
UGC Creator: means any natural person or legal entity domiciled in one of the countries available on the Platform (it being understood that Youdji reserves the right to change the list of countries concerned at any time), who independently carries out audiovisual content creation activities and offers their services to an Organization.
Secure Chat: means the instant messaging service provided on the Platform that allows an Organization and a UGC Creator to communicate for the purpose of fulfilling an Order.
Deliverables: means the content (video, image, audio, text) created and to be delivered by the UGC Creator as part of an Order, as identified in the Order or, where applicable, in the Service Agreement or any other agreement entered into by the UGC Creator and the Organization.
Organization: means any natural person or legal entity using the Service for strictly professional purposes to contact or be connected with one or more UGC Creators for the purpose of placing an Order.
Parties: means Youdji and any User.
Platform: means the website "youdji.com", on which UGC Creators can sell UGC Content to Organizations through the Service offered by Youdji.
Creative Service: means the creation and delivery of one or more items of UGC Content by a UGC Creator on behalf of an Organization as part of an Order.
Services: means the services offered on the Platform, as described in these Terms.
Users: means persons accessing the Platform through the website https://youdji.com, including UGC Creators and Organizations.
Youdji: means the operator of the Platform – Youdji (Finller), a French simplified joint-stock company with share capital of €1,500, registered with the Paris Trade and Companies Register under number 897 962 361, whose registered office is at 40 rue Damremont, 75018 Paris.

2. Description of the Platform's services

The Platform is a B2B marketplace connecting UGC Creators (sellers) with Organizations (buyers).

The Platform therefore provides UGC Creators and Organizations with a matching Service that allows any UGC Creator registered on the Platform to offer UGC Content creation services for sale, with a view to the distribution of that UGC Content by Organizations.

3. Acceptance of the Terms

These Terms set out the conditions for using the Platform made available to Users by Youdji.

Any User accessing and browsing the Platform declares that they have read these Terms and expressly accept them without any reservation and/or modification of any kind.

These Terms are therefore fully binding on Users.

When registering on the Platform, Users indicate their acceptance of these Terms by checking a box.

Acceptance must be full and unconditional, without any modification of any kind. Any acceptance subject to reservations is considered null and void.

4. Services offered by the Platform

4.1 Platform functionality

The Platform is accessible to any User. Users who do not have an "Organization" or "Creator" account can access a preview of UGC Creators' profiles on the Platform.

4.2 Services offered by the Platform

4.2.1 Registration

4.2.1.1 Conditions applicable to all Users

The Services offered on the Platform are accessible through the website youdji.com to any User who has duly registered as an Organization or Creator under the conditions detailed below.

When registering, the User undertakes to provide all information marked as mandatory, including their first name, last name, email address, company name (where applicable) and country of establishment. The User must also choose a password containing at least eight (8) characters, including numbers and lowercase and uppercase letters. Incomplete registrations will not be approved.

The Services are available only to natural persons who have the legal capacity to enter into contracts and are at least eighteen (18) years old, and to duly incorporated legal entities represented by a natural person with the legal capacity to enter into contracts in the name and on behalf of the legal entity.

Under no circumstances may the User ask an intermediary or recruitment professional to act on their behalf. Registration must be completed by the User personally if they are a natural person, or by a legal representative or authorized employee of the User if it is a legal entity.

The User acknowledges and certifies that the information provided is true, accurate, up to date and complete, and corresponds to the information requested in the form.

In particular, the User undertakes not to create a false identity that could be misleading, and not to impersonate another legal entity or natural person.

The User undertakes to keep the information provided when registering regularly updated whenever it changes.

Youdji reserves the right to verify the information provided by the User at any time, by any means it considers appropriate.

4.2.1.2 Conditions applicable to UGC Creators

When registering, the UGC Creator must provide the information required to issue invoices, according to their place of establishment.

When registering, the UGC Creator may customize their "Profile" page by adding:

A photograph that allows them to be identified, provided that it meets standards of decency and does not infringe the rights of others, including any third party's image rights and intellectual property rights
A banner
A description
Their gender
Their age
The type of camera they have
Their UGC portfolio
Their indicative rates
Their approximate location
An FAQ
Their availability status
The logos of brands they have previously worked with

The UGC Creator is authorized to create one or more hyperlinks pointing, for example, to the Platform's homepage or to their profile page.

If the UGC Creator includes hyperlinks on their profile to websites published by third parties, Youdji accepts no responsibility for the content of those third-party websites or for any content to which those websites may link. In all cases, the UGC Creator must not include on their profile any links to websites that do not comply with applicable law or that could harm the Platform's interests, reputation and/or image.

Once all information has been entered, the UGC Creator's profile appears in the Platform's search engine if it meets the Platform's requirements (relating in particular to profile completeness, the provision of billing information and the quality of the videos submitted when creating the profile).

The UGC Creator acknowledges that Youdji has sole discretion over the listing of the UGC Creator's profile on the Platform. They further acknowledge that Youdji may at any time delist a profile that no longer meets the requirements or that has received negative reviews from Organizations (although delisting may not affect any ongoing Order).

4.2.2 Use of the Platform

4.2.2.1 For Organizations

The Services offered by the Platform to the Organization include:

The ability for the Organization to create one or more accounts on the Platform free of charge.
The ability for a duly registered Organization to invite any unregistered User to access its Organization account through the dedicated feature offered on the Platform.
Access to a directory of UGC Creators registered on the Platform, enabling the Organization to select a suitable UGC Creator to perform a Creative Service.
Connecting the Organization with UGC Creators through Secure Chat, allowing the Organization and UGC Creators to negotiate the terms of their collaboration (rates, UGC Content) and track its progress until the Creative Service is completed.
The provision of secure payment methods for paying for a Creative Service.

They also include ancillary paid services:

In return for payment by bank card directly on the Platform, at the price indicated on the Platform: the ability for the Organization to publish campaigns for UGC Creators on the Platform.
This service can be described as follows:

The subscription provides access to a feature called "Campaign".
The Organization can publish a campaign on the Platform by entering a brief, its rates, its criteria and personas.
Before publication on the Platform, Youdji reviews the campaign's content for moderation purposes. The Platform reserves the right to reject a campaign whose content is inappropriate.
Once approved, the campaign is sent to UGC Creators by email so that they can apply.
The Organization can then view, manage and contact the UGC Creators who have applied to the campaign.

The subscription runs for one month, one quarter or one year, at the Organization's choice according to the option selected on the Platform, and automatically renews for an equal period unless canceled by the Organization before the end of the relevant period.
When the subscription is purchased and on each renewal, an invoice is emailed to the Organization and is also available to download on the Platform.
Under no circumstances may the Organization cancel its subscription and request a refund of all or part of the price paid before the end of the current period, for any reason whatsoever, including where one or more campaigns are rejected by the Platform during its preliminary reviews.

4.2.2.2 For UGC Creators

The Services offered by the Platform to the UGC Creator include:

The ability for the UGC Creator to create an account on the Platform free of charge.
Connecting the UGC Creator with one or more Organizations interested in their profile through Secure Chat, allowing the Organization and UGC Creators to negotiate the terms of their collaboration (rates, UGC Content) and track its progress until the Creative Service is completed.
The provision of secure payment methods for paying for a Creative Service.
The establishment of an invoicing mandate for each Order.
The collection and provision on the Platform of the documents required from Users under due diligence obligations, as well as the collection of any other documents evidencing the validity of their legal status.

4.2.3 Order process

The Organization contacts the UGC Creator through Secure Chat.
The Organization and the UGC Creator discuss the terms of the Creative Service through Secure Chat (expected UGC Content, price, schedule, delivery arrangements for the UGC Content, media on which the UGC Content may be used, duration of use of the UGC Content, commercial messages to be included in the UGC Content, etc.).
If the Organization and the UGC Creator agree on the terms of the Creative Services, the Organization must enter its instructions for the Order using the form provided by the Platform, so that those instructions can be sent to the UGC Creator and the Order can be confirmed.
When confirming the Order, the Organization pays for the Creative Service on the Platform, and the UGC Creator is notified that the Order has been paid for.
Payment is processed through the Platform's payment system. When an Order is paid for using Youdji Credits, the Credit Wallet is debited in accordance with Article 5.6.
The UGC Creator and the Organization are then invited to execute the Service Agreement covering the Creative Services, or to sign an agreement drawn up by the UGC Creator or the Organization.
The UGC Creator is required to provide only the Creative Services clearly specified in the Order and, where applicable, in the Service Agreement. Any Creative Service not mentioned will require an additional Order.
The Creator will begin performing the Creative Service once the Service Agreement has been signed or, if no Service Agreement is signed, once the Order has been confirmed and, where applicable, the products to be used for the Creative Services have been received.
The Platform will pay the amount of the Creative Service, less the commission payable to the Platform by the UGC Creator, after the Organization confirms receipt of the Deliverables or, if no confirmation is given, within 14 days of the Organization's receipt of the Deliverables, unless the Organization has expressly indicated through the Platform, before the end of that period, that it wishes to reject the Creative Service.

4.2.4 Agreement relating to the Order

Where available for the Creative Services concerned, the Platform provides Organizations and UGC Creators with a prefilled Service Agreement template, including contractual provisions relating in particular to the assignment of intellectual property rights attached to the Creative Services and Deliverables. The parties can sign this template directly on the Platform, facilitating the contracting process.

If the Service Agreement does not cover the UGC Creator's and the Organization's specific needs in relation to the Creative Service, the UGC Creator and the Organization are free to determine their own contractual arrangements. The Organization or the UGC Creator may send their own agreement to the other, using only the tools offered by the Platform.

If no agreement is signed between the UGC Creator and the Organization, these Terms and the conditions set out in the relevant Order apply.
Under no circumstances may Youdji be held liable for the UGC Creator's and the Organization's failure to sign an agreement, or for the consequences for either party, who assume full responsibility for any loss arising from the absence of a contractual agreement between them.

4.2.5 Delivery of the Order

The delivery timeframe for the Deliverables is always specified when placing the Order on the Platform.

This timeframe is the period required for the UGC Creator to perform the Creative Services and begins on the date when the UGC Creator confirms on the Platform that they have all the information, materials and, where applicable, products needed to perform the Creative Services.

The UGC Creator must deliver the Deliverables through the form provided for this purpose on the Platform. Youdji cannot be held liable for any consequences of the UGC Creator delivering the Deliverables outside the Platform.

Under no circumstances may Youdji be held liable for any claims by UGC Creators, Organizations or third parties concerning the use of the Deliverables by UGC Creators, Organizations or any third party.

4.2.6 Revisions to the Deliverables

The number of revisions to the Deliverables that the Organization may request from the UGC Creator is limited to the number jointly agreed by the Organization and the UGC Creator as part of the Order.

Revision requests must be limited to targeted adjustments, whether to the script, editing or visuals. A complete rewrite of the script or a major change is not a simple revision, but a new Creative Service.

4.2.7 Cancellation of the Order

The Organization must notify the UGC Creator through Secure Chat that it wishes to cancel the Order.

The Platform reserves the right to require a full or partial refund of the Order following a cancellation request by the Organization if any of the following conditions is met:

The Deliverables are unusable: for example, the sound is missing or inaudible, or the video quality is severely degraded.
The Deliverables have not been delivered, or delivery was significantly delayed, making use of the content concerned outdated or inappropriate.
The Deliverables do not comply with the instructions specified by the Organization in the Order or in the Service Agreement (for example, failure to follow the technical specifications or script).

A cancellation request based on any other grounds, including purely subjective feedback on the UGC Creator's creative style or artistic approach, will be refused.

Refunds for Orders paid for using Youdji Credits are governed by Article 5.6.5.

If the Order is canceled, mock-ups and any other original works, including rejected drafts, remain the property of the UGC Creator and must be returned to them on request, provided they do not incorporate or reproduce any materials or data belonging to, supplied by or developed by the Organization.

4.2.8 Delivery of products/services

Where the Creative Services require the UGC Creator to use certain products/services, the Organization is responsible for sending, shipping and ensuring receipt of those products/services by the UGC Creators.

All costs of sending products/services (and, where applicable, forwarding them) will be borne by the Organization.

Youdji cannot be held liable if an Organization sends a product/service (physical or digital) to a UGC Creator who then stops communicating and keeps the product without providing the agreed Creative Services.

4.2.9 Mediation

In the event of a dispute between the Organization and the UGC Creator, in particular concerning the performance of the Creative Services, the delivery of the Deliverables or the cancellation of an Order, Youdji will rely on all data and information made available to it on the Platform (chat exchanges, files, invoice, order, agreement signed between the Organization and the UGC Creator, etc.) to make an informed decision on how to proceed with the dispute.

After reviewing the above information, Youdji may cancel and fully or partially refund the Order involved in the dispute, in accordance with Article 5.6.5 for payments made using Youdji Credits.

Under no circumstances may the Organization or the UGC Creator hold Youdji liable for any decision taken.

4.2.10 Reviews

Following confirmation of an Order, the Organization and the UGC Creator may leave a review about their collaboration.

The UGC Creator may reply to the review left by the Organization.

5. FINANCIAL TERMS

5.1 Placing an Order

The UGC Creator's prices are displayed on their "Profile" page.

The Organization may propose a different price to the UGC Creator through Secure Chat.

If the Organization and the UGC Creator agree on the terms of the Creative Services, including the price, the Organization must enter its instructions for the Order using the form provided by the Platform, so that those instructions can be sent to the UGC Creator and the Order can be confirmed.

5.2 Financial intermediation by the Platform

The Platform provides a secure payment service as a trusted intermediary for the purchase of any UGC Content between a UGC Creator and the Organization.

5.3 Invoicing for the Order

The Platform is authorized to issue invoices on behalf of the UGC Creator registered on the Platform.

For this purpose, the UGC Creator provided the information required to issue invoices when registering, according to their place of establishment.

Similarly, the Organization provided the information required to issue invoices when placing the Order, according to its place of establishment.

When an invoice is issued to the Organization or the UGC Creator, it is sent to them by email and can also be downloaded directly from the Platform.

For the Organization, the invoice is issued after payment for the Order where payment is made by a method other than Youdji Credits. The specific arrangements for Youdji Credits are set out in Articles 5.6.2 and 5.6.3.

For the UGC Creator, the invoice is made available when the Platform releases payment for the Order. The Platform's commission is invoiced to the UGC Creator at the same time.

Invoices issued by the Platform display the 'Youdji' logo in the top right-hand corner to indicate that the invoice was created by the Platform on behalf of the UGC Creator.

5.4 Payment by the Organization

When confirming the Order, the Organization pays for the Creative Service on the Platform by bank card, bank transfer or, where this option is offered, using Youdji Credits in accordance with Article 5.6, and the UGC Creator is notified that the Order has been paid for.

The Organization undertakes not to ask its financial institution to reverse its payment solely to circumvent the cancellation or dispute resolution procedure while the Order is being fulfilled. This provision does not limit mandatory rights to dispute an unauthorized, fraudulent or incorrectly executed transaction.

5.5 Payout for the Order

From receipt of the Deliverables specified in the Order, the Organization has 14 days to approve them as having been produced in accordance with the instructions provided to the UGC Creator.

Once the Organization gives its approval or, if no approval is given, upon expiry of that period (unless the Organization has expressly indicated through the Platform, before the end of that period, that it wishes to reject the Creative Service), the Platform will release payment for the Order, transferring the amount to the UGC Creator's account.

The Organization thereby irrevocably waives any claim or recourse against the Platform in respect of the payment already made.

External payment transactions are processed through the integrated Stripe payment system, in accordance with the provider's applicable terms.

With regard to the payment system, Organizations enter into an agreement directly with Stripe and declare that they have accepted Stripe's terms and conditions in advance: https://stripe.com/fr/legal/consumer.

Stripe is responsible for storing credit or debit card information. Under no circumstances is the Platform responsible for Users' banking data.

The right to use the Stripe solution is granted solely in connection with Orders and the purchase of Youdji Credits. Organizations are not authorized to resell use of the Stripe solution, or to engage or authorize third parties to use it to receive payment for their services in connection with use of the Platform. Furthermore, Users are not authorized to use Stripe for services other than those offered by the Platform.

5.6 Youdji Credits and Credit Wallet

5.6.1 Purpose, beneficiary and restrictions on use

The Organization may purchase Youdji Credits to fund its collaborations in advance. The credits belong to the Organization that holds the wallet; the User purchasing them on its behalf must be authorized to bind the Organization and use its budget.

Youdji Credits are reserved for strictly professional use and for eligible Orders placed on the Platform with UGC Creators established in the European Union. Eligibility and the amount to be debited are displayed before payment is confirmed. Credits may not be used outside the Platform or for a subscription, unless expressly offered otherwise.

Credits are not an investment and do not earn interest. They may not be assigned, resold, exchanged, transferred to another Organization or withdrawn as cash or to a bank account, subject to Article 5.6.6.

5.6.2 Purchase, price and availability

Before any purchase, the Organization receives a summary specifying the quantity of credits, their spending value and currency, the price excluding tax, applicable taxes, the total amount payable, any fees and purchase limits. Taxes and purchase fees do not constitute spendable credits unless expressly stated in this summary. Any fees charged by the Organization's bank remain payable by the Organization.

The purchase is made by bank transfer in accordance with the payment provider's instructions displayed on the Platform. Once the bank transfer is received, the purchase invoice is issued and the credits are added to the Organization's wallet. Proof of a bank transfer does not constitute receipt of the funds. The Organization must use the required payment references and provide accurate billing information.

Before confirming the purchase, the Organization must be able to review and retain the applicable terms and expressly accept them, including expiration due to inactivity and the absence of refunds for convenience. Tax treatment and invoicing comply with applicable regulations.

5.6.3 Payment for collaborations

Purchasing credits does not constitute an Order and does not guarantee any rate or availability. Each collaboration remains subject to its Order, its Service Agreement and these Terms.

To pay using credits, the Organization must have an available, unexpired balance sufficient to cover the full amount to be debited as displayed at checkout. Otherwise, it must purchase additional credits or choose another available payment method. No negative balance or split payment is permitted unless expressly offered as an option by the Platform.

Payment deducts the corresponding credits from the wallet, without issuing a new invoice or billing the Organization again. If the Order's currency differs from the wallet's currency, the exchange rate, any fees and the amount to be debited are disclosed before confirmation. The UGC Creator receives monetary payment in accordance with Article 5.5.

5.6.4 Expiration after two years of wallet inactivity

The entire credit balance expires only after two (2) consecutive years without a transaction on the wallet. This period runs from the last recorded transaction; credits do not expire individually based on their purchase date.

A transaction means any credit or debit actually recorded on the wallet, including a purchase, payment or credit returned following a cancellation. Each transaction restarts the period of two (2) years for the entire unexpired balance. Logging in, viewing the wallet, chat exchanges, pending transactions and entries recording expiration do not restart this period.

Expired credits are removed from the available balance and cannot be used, refunded, converted into money or replaced solely because they have expired, subject to Article 5.6.6. A subsequent transaction does not reactivate them. Expiration does not affect Orders that have already been paid for. The Organization monitors its wallet activity through its transaction history; any reminder is not a prerequisite for expiration.

5.6.5 Cancellation and return of credits to the wallet

The cancellation and dispute resolution conditions set out in Articles 4.2.7 and 4.2.9 apply to Orders paid for using credits. Any approved refund is made in Youdji Credits to the wallet used for payment, for the refundable amount, subject to Article 5.6.6. A full refund restores all credits debited for the Order; a partial refund restores only the approved portion. Credits are returned after confirmation of the necessary refund transactions.

The return of credits is subject to the inactivity rule in Article 5.6.4. The credits remain due even if the wallet balance has expired in the meantime. Payments made by another method are not converted into credits without the Organization's express consent, unless otherwise required by law.

5.6.6 No refunds for convenience and mandatory rights

Purchased credits are not refundable for reasons of personal or business convenience, including changes in budget or strategy, non-use, cessation of business or voluntary account closure.

These provisions do not exclude any refund legally due as a result of a breach by Youdji, the correction of a duplicate payment, an incorrect debit or an unauthorized transaction, or mandatory rights of withdrawal or reimbursement, including in relation to electronic money, where applicable. Neither the declared professional status nor the purchase or use of credits constitutes a waiver of these protections.

The name of the scheme and its restrictions on use do not determine its regulatory classification. Mandatory rules, particularly those relating to payment services and electronic money, take precedence over these Terms and the payment provider's terms.

5.6.7 Security, suspension and closure

The Organization manages its Users' authorizations and must promptly report any suspicious access or unauthorized transaction to support@youdji.com. Youdji may request the necessary evidence of identity, authorization and payment, in compliance with applicable regulations and personal data provisions.

Where there are reasonable grounds to suspect fraud, an unconfirmed or disputed payment or unlawful use, or where required by law, Youdji may restrict the transactions concerned while checks are carried out. These measures are proportionate and notified with the reasons for them, unless prohibited by law or liable to compromise security. An accounting error or unpaid credit may be corrected, with notice to the Organization; suspension does not amount to automatic forfeiture of credits validly acquired.

Before requesting closure, the Organization must review its balance and the consequences of closure. Rights relating to ongoing Orders, refunds due and the remedies provided for in Article 5.6.6 survive closure.

If Youdji permanently discontinues the scheme or an Organization's access to it for a reason not attributable to that Organization, Youdji will give prior notice where possible and allow the Organization to use its unexpired credits under equivalent conditions that comply with the inactivity expiration rule in Article 5.6.4 or, if this is impossible, refund the portion of the price paid corresponding to unused and unexpired credits. Statutory freezing obligations and insolvency proceedings remain applicable.

5.6.8 Transaction monitoring and complaints

The balance and transaction history are available on the Platform. Requests for transaction details or the inactivity expiration date, and complaints, must be sent to support@youdji.com, identifying the Organization and, if possible, the reference and date of the disputed transaction. Data held by the Platform and the payment provider constitute evidence that may be challenged by any admissible means; they do not restrict rights of recourse or statutory limitation periods. Article 15 applies subject to mandatory rules on jurisdiction and dispute resolution.

6. LIABILITY

6.1 Responsibilities of all Users

Users undertake to provide accurate and truthful information and to notify the Platform of any changes to the information provided.

Users are solely responsible for their login credentials. They therefore undertake to keep them secure and not to disclose them in any form whatsoever.

If any of their login credentials are lost or disclosed, Users undertake to notify the Platform without delay, which will then immediately cancel and/or update the credentials concerned.

Users are solely responsible for the use of their login credentials. Any access to or use of the Services, and any transmission of data using Users' login credentials, will be deemed to have been carried out by those Users.

Users are solely responsible for any loss, misappropriation or unauthorized use of their login credentials and the consequences thereof.

Users must not monetize, sell, license, exchange or, more generally, trade all or part of their access to the Services, or the information and/or text, images and other content on the Platform in connection with their use of the Services.

6.2 Responsibilities of the Organization

6.2.1 Conduct of the collaboration

The Organization is solely responsible for the information and instructions provided to UGC Creators for the performance of the Creative Services, as the Platform does not intervene in commercial exchanges between the Organization and the Creator.

The Organization undertakes to use the Creative Services in accordance with the conditions set out in the Order or, where applicable, in the Service Agreement or any other agreement entered into with the UGC Creator, and in compliance with applicable laws and regulations, including French Law No. 2023-451 of 9 June 2023 regulating commercial influencing activities and French Law No. 2020-1266 of 19 October 2020 regulating the commercial use of the image of children under the age of 16 on audiovisual content-sharing platforms.

The Organization undertakes to respond within a reasonable time to any request from the Platform and/or the UGC Creator to ensure effective collaboration and the smooth progress of the project.

6.2.2 Product compliance

Products/services whose promotion the Organization entrusts to a Creator as part of a Creative Service must comply with applicable national regulations relating to design, import, distribution, advertising, marketing, use and reprocessing.

The Organization must ensure that UGC Creators have the information necessary to carry out testing safely.

At the UGC Creator's request, the Organization must provide any technical documentation demonstrating that all products/services comply with national legislation.

The Organization warrants that, on the date of signing these Terms, the products/services whose promotion it entrusts to the UGC Creator are not subject to any investigation or sanction by the French Directorate-General for Competition, Consumer Affairs and Fraud Control (DGCCRF) or any other supervisory body.

6.3 Responsibilities of the UGC Creator

6.3.1 Conduct of the collaboration

The UGC Creator is solely responsible for the information provided to Organizations in connection with the performance of the Creative Services, as the Platform does not intervene in commercial exchanges between the Organization and the UGC Creator.

The Creator warrants that:

They are not bound by, and will not enter into, any commitment to a third party that could interfere with or prevent the performance of the Creative Services;
They will perform the Creative Services in accordance with the conditions set out in the Order or, where applicable, in the Service Agreement or any other agreement entered into with the Organization, and in compliance with applicable laws and regulations, including French Law No. 2023-451 of 9 June 2023 regulating commercial influencing activities and French Law No. 2020-1266 of 19 October 2020 regulating the commercial use of the image of children under the age of 16 on audiovisual content-sharing platforms;
The Creative Services and Deliverables do not infringe any third-party rights, including intellectual property rights, personality rights or any other rights of any person or entity.
They will not include in the Deliverables any music, logo, trademark, photograph, image, video, text, creative work, idea, concept, document, study, report, invention, product, confidential information, AI-generated content or any other material that they do not own or for which they do not hold the necessary rights and permissions.

The UGC Creator undertakes to respond within a reasonable time to any request from the Platform and/or the Organization to ensure effective collaboration and the smooth progress of the project.

6.3.2 Product compliance

The Platform allows the UGC Creator to test products or services on behalf of Organizations.

The UGC Creator undertakes to carry out testing in accordance with the instructions and protocols provided by the Organizations and to report any potential problems or non-compliance to them.

In the event of a dispute or complaint concerning the compliance or safety of the products or services tested, the Organizations and UGC Creators are responsible for resolving those issues and taking all necessary steps to remedy the situation.

Under no circumstances will the Platform be held liable for any damage, loss or harm resulting from the use of products or services tested by UGC Creators as part of the Creative Services.

7. OBLIGATIONS OF THE PARTIES

7.1 USER OBLIGATIONS

7.1.1 Obligations of the Organization

The Organization undertakes to:

Use the Platform exclusively in connection with activities that comply with applicable laws and regulations and that may lawfully be promoted through UGC creators or influencers.
Contact UGC Creators solely for the purpose of carrying out Creative Services covered by the Platform's matching Service. Contacting UGC Creators for any purpose other than the intended use of the Platform is prohibited.
Provide the UGC Creator, within the required deadlines, with all information necessary to properly understand the Organization's needs and perform the Creative Services, and all documents, graphics and text needed for the UGC Creator to properly perform the Creative Services.
Hold all rights, including intellectual property rights, to the materials provided to the UGC Creator for the performance of the Creative Services.
Enter into a Service Agreement or any other collaboration agreement with the UGC Creator before the Creative Services are performed, and comply with its provisions.
Pay the full remuneration agreed to by the UGC Creator through the secure payment service provided by the Platform, including through Stripe or by using Youdji Credits in accordance with Article 5.6.
Not disclose any personal information obtained through Secure Chat or any information relating to the terms of the Order.
Not extract, directly or indirectly, by any means, data relating to UGC Creators on the Platform.
Not collaborate outside the Platform, directly or indirectly, with a UGC Creator to offer them one or more assignments similar to the Order, during the performance of the Order and for 3 months following acceptance of the Deliverables, within the territory covered by the Order.

This obligation is justified by Youdji's legitimate interest in protecting its business model, which is based on connecting Organizations and UGC Creators and securing transactions between them, as well as the investments made to identify, select and assess UGC Creators. It also aims to prevent any circumvention of the Platform and to ensure the continuity and quality of its Services.

In the event of a breach of this Article, the Platform may charge the Organization a fixed compensation payment of €500 excluding tax, intended to compensate for the loss resulting from circumvention of the Platform. This compensation becomes payable automatically as soon as the breach is established, without prior formal notice, and must be paid within eight (8) days of the Platform's demand.

If the actual loss suffered by the Platform exceeds this amount, in particular due to the scale of the transactions carried out in breach of this Article or any other separate loss, the Platform reserves the right to seek additional compensation corresponding to the loss actually suffered, in accordance with applicable law.

7.1.2 Obligations of the UGC Creator

The UGC Creator undertakes to:

Enter into a Service Agreement or any other collaboration agreement with the Organization before the Creative Services are performed, and comply with its provisions.
Actively contribute to the project's success by delivering to the Organization any Order placed through the Platform within the required deadlines and under the agreed conditions.
Communicate with Organizations solely for the purpose of carrying out Creative Services covered by the Platform's matching Service. Contacting Organizations for any purpose other than the intended use of the Platform is prohibited.
Not disclose any personal information obtained through Secure Chat or any information relating to the terms of the Order.
Not extract, directly or indirectly, by any means, data relating to Organizations on the Platform.
Respect the intellectual property rights, personality rights and any other rights of third parties when performing the Creative Services, by providing Deliverables that are their own, original and creative work.
Not collaborate outside the Platform, directly or indirectly, with an Organization to offer it one or more assignments similar to the Order, during the performance of the Order and for 3 months following acceptance of the Deliverables, within the territory covered by the Order.

This obligation is justified by Youdji's legitimate interest in protecting its business model, which is based on connecting Organizations and UGC Creators and securing transactions between them, as well as the investments made to identify, select and assess UGC Creators. It also aims to prevent any circumvention of the Platform and to ensure the continuity and quality of its Services.

In the event of a breach of this Article, the Platform may charge the UGC Creator a fixed compensation payment of €500 excluding tax, intended to compensate for the loss resulting from circumvention of the Platform. This compensation becomes payable automatically as soon as the breach is established, without prior formal notice, and must be paid within eight (8) days of the Platform's demand.

If the actual loss suffered by the Platform exceeds this amount, in particular due to the scale of the transactions carried out in breach of this Article or any other separate loss, the Platform reserves the right to seek additional compensation corresponding to the loss actually suffered, in accordance with applicable law.
Warrant that they are a real natural person. AI-generated creator profiles (avatars, virtual influencers, etc.) are strictly prohibited on the Platform.

7.1.3 Consequences of breaches

In the event of a breach of any of the above provisions or, more generally, of these Terms, or for any other legitimate reason communicated to the User concerned, the Platform reserves the right, without prior formal notice, to:

Temporarily or permanently suspend the User's access to the Services.
Remove all or part of any content connected with the breach or offense concerned.
Delete the User's account.
Take any appropriate steps to protect its rights, including bringing legal proceedings or reporting to the competent authorities any offense committed through the Services offered by the Platform.

Youdji may ask the User responsible for the breach to remedy it. Once the breach has been remedied, the User's access to the Services may be restored.

7.2 Obligations of Youdji

Youdji undertakes to:

Make every effort to connect Users according to their respective skills and needs.
Keep all documents and information of any kind relating to Users confidential, and apply to all such confidential information at least the same precautions against public disclosure as it applies to its own confidential information, but in no case less than reasonable protective measures.
Maintain consistent, continuous and quality access to the services offered, insofar as they are available. The Platform will endeavor to provide access to the Platform 24 hours a day, 7 days a week. However, the Platform reserves the right to temporarily restrict or suspend access to the Platform to carry out maintenance and/or improvements, and cannot be held liable for interruptions, unavailability or unreliability of the Internet that limit or prevent access to the Platform.

However:

The User acknowledges that the Platform's role is limited to that of an intermediary and technical service provider connecting Users for the performance of Creative Services.
Under no circumstances may Youdji be held liable for fraudulent use of the Service by any User, or for any acts carried out by Users outside the Platform (including exchanges, transfers of materials and payments).
Under no circumstances may Youdji be held liable for any loss, cost, liability, claim, damage, expense or judgment related to or arising from a claim by a party or third party concerning the Creative Services or Deliverables or, more generally, any commitment made by an Organization or a UGC Creator in connection with an Order or, where applicable, a Service Agreement or any other agreement entered into between them.

8. RIGHTS AND INTELLECTUAL PROPERTY

8.1 Youdji's rights

Youdji grants the User a personal, non-exclusive and non-transferable right to use the Service and associated software on a smartphone, tablet or computer.

Users are prohibited from copying, modifying, creating derivative works from, reverse engineering or disassembling the associated software, or otherwise attempting to obtain its source code, or from selling, assigning, sublicensing or otherwise transferring any rights relating to the Service or associated software.

The User undertakes not to modify the Service or associated software, or to use modified versions of the associated software or the Service, in particular to obtain unauthorized access to the Service.

The User is informed and acknowledges that the Service and any software used in connection with the Service may contain confidential information or information protected by applicable intellectual property law or any other law.

The Service contains text, images, sounds and videos that are the exclusive property of the Platform or of third parties who have authorized the Platform to use them (the "Intellectual Property Materials").

The Intellectual Property Materials are made available to the User free of charge solely for use of the Service and the normal use of its features, in accordance with these Terms.

This authorization to use the Intellectual Property Materials is personal, non-exclusive and non-transferable. The Platform may revoke this authorization to use the Intellectual Property Materials at any time, without prior justification.

In the event of improper or abusive use of the Intellectual Property Materials, the Platform reserves the right to pursue any legal remedy to stop the infringement of its intellectual property rights, without prejudice to any damages the Platform may be entitled to claim.

These Terms do not assign any intellectual property rights held by the Platform in its distinctive signs, which the User expressly acknowledges.

8.2 The Organization's rights

The Organization holds and retains all intellectual property rights it has in its trademarks, logos, domain names, distinctive signs and any other protected materials (the "Organization Materials").

The Organization grants the Platform a non-exclusive license to the Organization Materials solely to the extent necessary for the Organization to use the Platform in accordance with these Terms.

For clarity, the Platform may not publicly display the Organization Materials, whether on the Platform or elsewhere. Only UGC Creators with whom the Organization communicates about Creative Services may view the Organization Materials on the Platform and use them under the conditions agreed in the Order.

8.3 Creators' rights

The UGC Creator holds and retains all intellectual property rights and personality rights they have in the materials uploaded to the Platform (the "UGC Creator Materials").

For the purposes of these Terms and the proper use of the Service offered by the Platform, Users are reminded that, under Articles L.121-1 to L.121-9 of the French Intellectual Property Code, the moral rights in a creative work (including the right of disclosure, the right to respect for the integrity of the work and the right of withdrawal) are attached to its creator in perpetuity and are not subject to any limitation period.

Users are also reminded that, under Article L. 122-4 of the French Intellectual Property Code, any public performance, communication or reproduction, in whole or in part, without the consent of the author or their successors in title is unlawful and punishable under the laws relating to copyright infringement. The same applies to translation, adaptation or transformation, arrangement or reproduction by any art or process.

Accordingly, the UGC Creator Materials remain the sole and exclusive property of the UGC Creator, subject to the rights granted to the Organization under any Order or, where applicable, any Service Agreement or other agreement entered into between the parties.

Notwithstanding the above, the UGC Creator expressly authorizes Youdji to reproduce, communicate to the public, adapt and, more generally, use the videos and photographs uploaded by the UGC Creator to their profile page in any communications about the Platform, worldwide, for a period of thirty (30) years, renewed automatically unless the UGC Creator objects during the month preceding the renewal date.

9. PRINCIPLES GOVERNING THE ASSIGNMENT OF COPYRIGHT

The Organization and the UGC Creator are responsible for agreeing on the terms (including the territory, duration and media of use) of the assignment of intellectual property rights and personality rights attached to the Deliverables covered by the Order.

Accordingly, the Organization's use of the Deliverables is limited to the use specifically provided for in the Order or, where applicable, in the Service Agreement or any other agreement entered into by the UGC Creator and the Organization. Any subsequent or different use requires a new agreement.

However, the Organization is authorized to modify the Deliverables strictly to the extent necessary for their use in the project covered by the Order.

In this context, the Organization is authorized, in particular, to retouch and crop the Deliverables, change their duration, perform color correction, and add subtitles, text, music or other visual or audio elements, where applicable using editing tools, including AI-based tools, provided that these changes constitute standard post-production work and respect the Creator's image.

Any AI-generated modification intended to or having the effect of altering the Creator's appearance, voice, image or personality, carrying out voice cloning or AI-generated dubbing, or creating new content from the Deliverables requires the Creator's express prior written consent.

Under no circumstances is the Organization authorized to use all or part of the Deliverables (including voice, video footage or images) to train an artificial intelligence system without the Creator's express prior written consent.

Given that (i) due to the promotional purposes of UGC Content, its use will generally not generate revenue that could serve as a basis for calculating proportional remuneration for the UGC Creator (Article L.131-4-1° of the French Intellectual Property Code), or (ii), as applicable, the use of the UGC Content will be incidental to the subject matter being exploited (Article L.131-4-4° of the French Intellectual Property Code), the UGC Creator will receive a fixed fee for the assignment of rights relating to the Deliverables.

10. RIGHT TO USE DELIVERABLES FOR SELF-PROMOTION

The UGC Creator may use Deliverables developed on behalf of Organizations in their external communications and advertising materials (website, portfolio, etc.) and in their commercial prospecting, which the Organization acknowledges and accepts, starting from the date on which the Organization itself begins using the Deliverables concerned.

Any restriction on the UGC Creator's right to use Deliverables for self-promotion must be notified and negotiated before the Order is confirmed.

11. TERMINATION

These Terms may be terminated by either Party in the event of (i) a breach by the other Party of one or more of its contractual obligations or (ii) a force majeure event as defined in Article 12 lasting more than 30 (thirty) calendar days.

Termination will take effect automatically one (1) month after formal notice has been served on the defaulting Party by registered letter with acknowledgment of receipt, if the grounds for termination have not been remedied.

The User may also deregister from the Platform by going to their personal account area and accessing their account settings. To do so, they must click on "delete my account" and enter their login credentials to verify their identity and confirm their full and unconditional intention to deregister from the Platform.

The Parties agree that, in the event of termination by an Organization, invoices relating to any confirmed Order remain payable, and that, in the event of termination by a UGC Creator, Creative Services confirmed by an Order must be delivered under the conditions set out in the Order or, where applicable, in the Service Agreement or any other agreement entered into by the Organization and the UGC Creator.

The consequences of suspension, termination or closure for Youdji Credits are governed by Articles 5.6.6 and 5.6.7.

12. FORCE MAJEURE

The Parties cannot be held liable for any breach of their contractual obligations where the failure to perform their respective obligations is caused by force majeure. These Terms are suspended until the causes giving rise to the force majeure event cease.

Force majeure covers events or circumstances that are unavoidable, external to the Parties, unforeseeable and beyond the Parties' control despite all reasonably possible efforts to prevent them, within the meaning of Article 1218 of the French Civil Code.

Force majeure also includes the shutdown of transport or supply channels, earthquakes, fires, storms, floods, lightning, the shutdown of telecommunications networks, including networks accessible via the Internet, and difficulties specific to telecommunications networks external to the Parties.

The Party affected by force majeure will notify the other within two (2) business days of becoming aware of it. The two Parties will then agree on the conditions under which performance of these Terms will continue.

13. DATA PROTECTION

13.1 Processing conditions

In connection with use of the Service, the Platform may collect personal data relating to Users (hereinafter "User Data").

Processing User Data is necessary to provide the Service on the Platform, in particular to register a User, connect Users, respond to Users' requests and send a newsletter.

As data controller, the Platform undertakes to process all User Data solely for the purposes of performing these Terms, to the exclusion of any other purpose, and in compliance with personal data protection law.

User Data includes the User's last name, first name, email address, postal address, telephone number, date of birth, biographical information, billing information, voice and image.

13.2 Exercising rights of access, rectification, erasure, portability and objection

The User has the right to access, rectify and erase their personal data and, where applicable, the right to data portability and to object to the processing of their personal data.

To exercise these rights, the User must send their request to: support@youdji.com.

13.3 Data recipients – data transfers

Youdji processes User Data directly. It does not disclose any of this data to third parties without the User's express prior consent, other than to its processors (including accounting services) for the proper performance of the Service.

The transfer of User Data to its service providers, who may in turn disclose it to their subprocessors in order to provide their services to Youdji, may involve a transfer of User Data to countries outside the European Union or to international organizations.

These transfers are governed by appropriate safeguards tailored to the level of adequacy of the recipient country's personal data protection standards in relation to European standards, in accordance with Articles 45 et seq. of the GDPR.

13.4 Data retention period

User Data is retained for the duration of use of the Service and then for five (5) years from the User's deregistration. At the end of this period, the data is anonymized.

As an exception to the above, and in accordance with its statutory retention obligations, Youdji retains accounting data for ten (10) years. At the end of this period, the data is anonymized.

13.5 Data security

Youdji ensures the physical, logical and legal security of User Data, including its confidentiality and integrity. To this end, it has implemented all appropriate measures to protect it against alteration, damage or access by unauthorized third parties.

13.6 Changes to processing conditions

Any changes to the processing conditions set out above will be subject to the User's prior consent, where applicable.

14. VALIDITY OF THE TERMS

If any provision of these Terms is held to be void under any applicable law or regulation and/or a final and binding court decision, it will be deemed not to form part of these Terms, without affecting the validity of the other provisions, which will remain fully applicable.

Failure to exercise a right, or the delayed or partial exercise of a right, or a decision not to invoke a breach of the Terms, cannot under any circumstances constitute (i) a waiver of the right to exercise that right or invoke that breach, or (ii) a waiver of the right to exercise a similar right or invoke a similar breach.

Youdji may freely assign or transfer all or part of its rights and/or obligations under these Terms to one or more of its affiliates and/or to any third party without the User's consent.

Youdji reserves the right to amend these Terms at any time, in particular to take account of legal, regulatory, case law and/or technical developments. Youdji undertakes to inform Users of any changes to these Terms at least one (1) month before they take effect. This information will be communicated by any appropriate means, including a notification on the Platform or an email to the address provided by Users. During this period, Users will have the opportunity to review the changes and, where applicable, stop using the Platform if they do not wish to accept the new terms. Access to and/or use of the Platform by any User after the changes take effect constitutes full and unconditional acceptance of the new Terms. The applicable version of the Terms is the version available online at: https://youdji.com/fr/terms.

15. DISPUTE RESOLUTION

The Parties expressly agree that these Terms are governed by French law.

The Parties agree to seek an amicable resolution to any dispute before initiating legal proceedings. The Party that considers itself aggrieved will notify the other Party by registered letter setting out the nature of the dispute. If no amicable resolution is reached, either Party may initiate any appropriate legal proceedings. In that event, jurisdiction is conferred on the competent courts within the jurisdiction of the Paris Court of Appeal.