The Site offers a service of online networking between professionals on the Internet. It connects businesses and profiles of independent sales agents through consultation and filling announcements, but also by consulting a database of profiles (when available in the related country) submitted by independent sales candidates, directory sales agents and independent distributors.
The Services offered are destined exclusively to professionals. Site’s Services must not be used by Consumers within the meaning of Article 2 of Directive 2000/31/EC of the European Parliament and of the Council on electronic commerce.
The following terms or their grammatical variations shall, unless the context otherwise requires, have the following meanings:
AGENT & CO ®: AGENT & CO ® is a limited liability company that has its registered office at 55 rue de la libération, Dudelange, L-3511 LUXEMBOURG and which is registered at the Luxembourg chamber of commerce under n° B 180533
Agent: any independent and professional agent (from distributors to sales experts), whose profile is registered in the Directory.
Client: any Member who subscribed to any of the paid Service(s) offered by this Site.
Directory: means the database of independent agents looking for new products and services to put into their portfolio.
Member(s): Any individual or entity registered in the Site and using any Service(s) offered by AGENT & CO ®.
Newsletter(s): Periodic information sent by AGENT & CO ® to the Members.
Service(s): Professional services provided by the Site aimed toward Members.
Site: The website(s) provided by AGENT & CO ® and made available at the following address: http://www.upinsales.com and/or any other address that may be added, redirected to, or substituted for the same.
Subscription: One of the subscriptions chosen by the Member in the list of Services that vary with the number of countries covered and any additional services.
- Standard advert service - Subscription Term: 2 months without any tacit renewal.
Tailor-made Service: Upon the request of a Member, the Site may use its own resources, its database and other means to ensure the recruitment of Agent(s).
User(s): Members and Visitors altogether.
Visitor(s): Any person who visits the Site occasionally, without being registered with the Site.
3. DESCRIPTION OF THE AGENT & CO ® SERVICES
The Site aims to assist the Members in improving and developing their sales volume through an interconnection between the Agents and the Clients.
Indeed, in order to assist its Members, AGENT & CO ® provides two different solutions: through adverts and through tailor made solutions to connect Members.
The Site only hosts content from ads posted by corporate Members (text, photos, etc.).
In order to access the Services, Visitors must become Members and register by creating an account, with a login and a password, and provide other required data in the registration form.
Registration to the Site is free of charge.
Registered Members undertake to provide accurate and complete information and to update it regularly, and are solely responsible for updating their profiles.
Members shall be solely liable for the use, the security and the confidentiality of their email address and password. The Member has to inform AGENT & CO ® as soon as he notices a misuse of his account or a breach in the security system. Therefore, AGENT & CO ® shall be not held liable for any misappropriation or misuse of Member’s login credentials by third parties.
At the time of the registration, the Members may provide their consent for receiving information from AGENT & CO ®, including but not limited to, the Newsletter. Members may opt-out at any time by selecting the related option in their personal area.
5. FEE-BASED SERVICES
Clients shall pay fee-based Services via specific digital payment services (Paypall and Ogone), which are only accessible to Members of the Site.
AGENT & CO ® provides to corporate Members access to its Directory to find interesting Agents’ profiles (subject to the availability of the service).
Because the costs of setting up and managing these files are unequal, AGENT & CO ® offers various tariffs or free access for certain categories of Members - based on the difficulty and costs of setting up and managing files of persons needed by some particular categories.
A tailor-made offer will be issued further to a specific request.
AGENT & CO ® reserves the right to verify all content of the Site from time to time and remove (without notice) any content which, in its sole opinion, constitutes offensive content (i.e. harmful, shocking, in breach of another person’s rights, unlawful, or in breach of any relevant regulations).
Members are required to report any content they deem offensive by informing AGENT & CO ® through the contact form.
AGENT & CO ® uses its best efforts to find and to remove offensive content. However, AGENT & CO ® shall not be deemed liable to have cleared any content or assume liability for content submitted by a Member, should AGENT & CO ® at any time, on a discretionary basis, decide to monitor content appearing on the Site.
In the event of valid notification of offensive content or otherwise inappropriate content, AGENT & CO ® will use its best endeavours to remove such content.
AGENT & CO ® reserves the right to report any illicit activities or content to the competent authorities.
7. LIMITATION OF LIABILITY
AGENT & CO ® has no control over transactions between Members and no control of announcements and/or general information provided by the Users. As a result, AGENT & CO ® cannot be held liable on issues regarding safety, adequacy or accuracy of the posted announcements, as well as the ability of advertisers to provide and effectively run missions or the ability of independent commercial applicants to respond to those online commercial offers.
AGENT & CO ® will have no civil nor criminal liability towards the acts committed by the Users and reserves all rights to damages further to wrongful use of its website.
Users must have the necessary hardware equipment and software and the necessary parameters required to properly use the Services.
AGENT & CO ® cannot be held responsible for the Site’s ill-functioning, unavailability or adverse conditions, resulting from User's hardware, Internet service provider, network congestion, errors or any other reasons falling outside the influence of AGENT & CO ®.
AGENT & CO ® does not guarantee that the Services shall function without interruptions or errors. In particular, the use of this Site may be interrupted at any time for maintenance purposes, updates or technical improvements.
AGENT & CO ® cannot be held liable for (and the consequences of) the accuracy or inaccuracy of the information and content provided by other Users.
AGENT & CO ® can only be held responsible by a User where certain and definitive proof is adduced before judiciary courts demonstrating a wrongful and deliberate act committed by AGENT & CO ® having caused damage to that User.
AGENT & CO ® shall in no circumstances be liable for direct or indirect damage to the Member where the User's behaviour contributed to the occurrence of the damage he/she claims to have suffered.
AGENT & CO ® does not endorse any liability regarding the content of third party advertisements on the Site.
8. INTELLECTUAL PROPERTY
All rights related to the Site, concepts and Services, tools, content that do not belong to Users, including but not limited to ; texts, graphic or audio-visual creations, software developments (including HTML developments) and other creations, and generally any other intellectual creation that can be protected by Intellectual Property Rights such as pictures, logos, setup, graphical layout, structure, ergonomics, colours codes, typography, fonts, graphical elements of the database, graphical structure of screens, page setup, page footers and broadly the visual identity of the Site, sound elements and/or any trademarks, are, without limitation, the exclusive property of AGENT & CO ® or its associates.
The Site and all of its elements, as well as the Services, are protected by the laws of intellectual property, in particular the Luxembourg law of 18 April 2001 on copyright, neighbouring rights and data bases, and the Benelux Convention on intellectual property.
9. HYPERTEXT LINKS AND LINKED SITES
Except to prior written, direct and explicit authorisation, AGENT & CO ® will not tolerate that the Site, or its elements, be integrated, or reproduced into another website, through whatsoever manner, as for example through integration techniques (framing) or through insertion through hypertext links (in lining).
AGENT & CO ® does not make any warranties, representations or undertakings about the content of any other website which may be referred to or accessed by hypertext link with the Site, and AGENT & CO ® does not endorse or approve the content of such third party websites.
AGENT & CO ® has the right to remove or to refuse to use any Hypertext Link in the event that such a link transfers to an illicit activity and/or strongly violate Users’ rights.
10. PERSONAL DATA
11. AMENDMENTS TO THE SPECIFIC CONDITIONS
The Terms and Conditions applicable are then those in force on the Site on the date of Subscription or of its renewal.
The effective date of the latest modifications to the Terms and Conditions is March 10, 2020.
12. APPLICABLE LAW AND JURISDICTION
Any dispute relating to the use of the Site or Services shall, to the extent permitted by law, be governed by the law of the Grand Duchy of Luxembourg and the competent courts of the city of Luxembourg shall have exclusive jurisdiction for the resolution of any such disputes.