Version 2.2 of October 22, 2026, in force on November 6, 2026, replaces version 2.1 of October 14, 2026. English translation provided for convenience; only the French version is authoritative.

Preamble

These Terms of Sale govern the contractual relationship between LBDC Organisation, a French simplified joint-stock company registered with the Annecy Trade and Companies Register under number 839 338 514, with its registered office at 5 rue de l'Industrie, 74000 Annecy ("Smatchy"), and any User or Organizer (the "Client") using the paid services of the Smatchy platform (the "Platform"). Smatchy acts as a technical intermediary for matchmaking and for collecting funds on behalf of third parties through its payment service provider; it is neither a provider of sports services, nor an employer, nor a supplier of the Activities.

Article 1. Definitions

"Platform": the Smatchy mobile application, available on the Apple App Store and Google Play Store, and any update or subsequent version.
"Client": any natural person of legal age (18 or older) or legal entity using the paid services of the Platform, whether as a User (taking part in an Activity) or an Organizer (offering a paid Activity).
"Organizer": Certified coach (natural person holding a recognized diploma or professional card and valid professional liability insurance); Club/Association (registered legal entity, Kbis or RNA, with valid professional liability insurance); Professional athlete (natural person holding a professional federal licence, offering exclusively "fan experiences" without coaching); Company (registered legal entity with valid professional liability insurance).
"Activity": any sports service, paid or free, organized through the Platform.
"Activity price": the price displayed by the Organizer for taking part in an Activity, excluding service fees.
"Service fee": the fee defined in Article 4.3, payable by the participating Client in addition to the Activity price.
"Credit": a balance usable on the Platform to pay for an Activity, credited in particular under the conditions of Article 5.3.
"Wallet": the virtual account built into the Platform through which Organizers receive Client payments.
"PSP": the payment service provider (Stripe), responsible for processing financial transactions.

Article 2. Purpose, scope and acceptance

2.1. Smatchy's role. Smatchy's role is limited to connecting Clients and Organizers and to collecting and paying out funds through the PSP. Each Organizer remains solely responsible for the quality, safety and legality of the Activities they offer, as set out in Article 3.

2.2. Acceptance and modification. Access to paid services is subject to express acceptance of these Terms. Any substantial change to these Terms is brought to Clients' attention and submitted for their express acceptance through a validation pop-up displayed in the Application when the Terms are updated. For professional Organizers, any change affecting their business conditions is additionally notified at least 15 days before it takes effect. A Client who declines the new Terms may stop using the paid services; pending transactions remain governed by the version accepted at the time of the order.

Article 3. Organizer obligations

3.1. Documents and legal compliance. Any Organizer wishing to offer paid Activities must provide, failing which their account may be suspended: for certified coaches, a copy of a valid diploma or professional card, a valid professional liability insurance certificate renewed annually, and proof of legal status (SIRET or equivalent); for clubs and associations, a Kbis extract or RNA receipt and a valid professional liability insurance certificate; for professional athletes, a copy of a valid professional federal licence and a SIRET number for invoicing, athletes may only offer "fan experiences" (meetings, exchanges), to the exclusion of any coaching, of which participants are informed; for companies, a Kbis extract and a valid professional liability insurance certificate.

3.2. Annual renewal. Organizers undertake to renew the above documents annually. Failing this, Smatchy will block payments to their Wallet 10 days after the documents expire. Automatic reminder notifications are sent.

3.3. Organizer liability. Organizers are solely responsible for the legal compliance of their business, the safety and quality of the Activities offered, any damage caused to participants during Activities, and the correct configuration of their Stripe account.

Article 4. Payments, fees, Wallet and commission

4.1. Payment methods. Bank cards (Visa, Mastercard, etc.), Apple Pay, Google Pay, PayPal, and where applicable the Client's Credit under the conditions of Article 5.3.

4.2. Prices and commission. Activity prices are displayed in euros, inclusive of all taxes. Smatchy charges a commission of 10% of the Activity price on each transaction. A different rate may be agreed with an Organizer under a specific agreement; that rate is then communicated to them in writing and accepted by them before it takes effect. The rate applicable to an Activity is the one in force for the Organizer on the date that Activity was created. Smatchy reports Organizers' income to the tax administration in accordance with the regulations applicable to platform operators and sends them the annual statement required by those regulations.

4.3. Service fees. Every booking of a paid Activity carries a service fee of 1.4% of the Activity price plus 0.50 euro. This fee is shown to the Client before they confirm their order and is added to the Activity price. It covers the handling of the booking and the payment, including the fees charged by the PSP. It is retained by Smatchy where the Client cancels their participation or does not attend. It is, by contrast, refunded in full to the Client where the cancellation is the act of the Organizer or of Smatchy, under the conditions of Article 5.2.

4.4. Wallet and withdrawals. Funds are credited to the Organizer's Wallet 10 days after the Activity takes place. The minimum withdrawal threshold is €100. Withdrawals are made exclusively through the Organizer's Stripe account.

4.5. Stripe account. Organizers are solely responsible for the configuration and validity of their Stripe account. Smatchy shall not be liable for configuration errors, transfer delays or technical incidents attributable to the PSP.

Article 5. Cancellations and refunds

5.1. Cancellation by the participating Client. The percentages below apply to the Activity price. Service fees are not refunded.

More than 48 hours before the Activity starts: 100% of the Activity price is refunded.
Between 48 and 24 hours before the Activity starts: 70% of the Activity price is refunded. Of the 30% retained, two thirds go to the Organizer, that is 20% of the Activity price, and one third to Smatchy, that is 10%.
Less than 24 hours before the Activity starts, or where the Client does not attend: no refund. The Activity price is shared as if the Activity had taken place, that is 90% to the Organizer and 10% to Smatchy.

In other words, on an Activity priced at 100 euros cancelled between 48 and 24 hours, the Client gets 70 euros back, the Organizer receives 20 euros for the slot they had reserved, and Smatchy 10 euros.

5.2. Cancellation by the Organizer or by Smatchy. Full refund of Clients, Activity price and service fees included, whatever the notice. A penalty of 20% of the total of the Activity prices actually paid as at the date of cancellation applies to the Organizer if cancellation occurs less than 48 hours before the Activity starts.

5.3. How refunds are made. Refunds are made to the payment method used by the Client. Smatchy may also offer the Client, at their choice, a refund in the form of a Credit usable on the Platform, increased where applicable; the Client always retains the option of a refund to their payment method. A Credit arising from a refund does not expire. A share granted by Smatchy as a commercial gesture may, by contrast, carry a period of validity, communicated to the Client when it is granted. Credits can in no case be converted into cash or transferred to a bank account. An Activity paid for with a Credit and giving rise to a refund is credited back to the Credit, including the service fees where those are refunded.

5.4. Off-Platform payments. Paying outside the Platform for an Activity initiated through it is prohibited. In the event of proven circumvention, Smatchy may: (i) suspend and then terminate the Organizer's account; (ii) invoice the evaded commissions on the transactions concerned, increased by a fixed penalty of 20% of those commissions; (iii) set these amounts off against the Wallet balance, the remaining balance being paid out to the Organizer within 60 days.

Article 6. Right of withdrawal

In accordance with Article L221-28, 12° of the French Consumer Code, the right of withdrawal does not apply to leisure activity services to be provided on a specific date or period, which is the case for Activities booked through the Platform. The Client instead benefits from the cancellation conditions of Article 5, which allow a refund depending on the cancellation notice. For any other distance service not covered by this exception, the Client has 14 days to withdraw under Articles L221-18 et seq. of the French Consumer Code.

Article 7. Promotional codes

Promotional codes are managed by Organizers under their responsibility. Smatchy may, subject to a specific agreement, issue promotional codes in collaboration with certain Organizers; the conditions of use of such codes (duration, amount, eligibility) are defined in that agreement.

Article 8. Invoicing and billing mandate

8.1. Mandate. The Organizer authorises Smatchy to draw up and issue, in the Organizer's name and on their behalf, the invoices for the paid Activities sold through the Platform, in accordance with Article 289, I-2 of the French General Tax Code. This mandate is given in writing, before any invoice is issued: it takes effect when the Organizer accepts it in the Application, the date of acceptance being kept, and remains in force for as long as the Organizer uses the paid services.

8.2. Issuance. Smatchy issues one invoice each month, for the Activities of the previous month. It bears the words "Autofacturation" (self-billing) and states that it is issued by Smatchy in the name and on behalf of the Organizer. It is numbered in a chronological and continuous series specific to the Organizer, and made available to them in the Application.

8.3. VAT status. The Organizer declares their VAT status in the Application: VAT-registered, covered by the small-business exemption of Article 293 B of the French General Tax Code, or association not subject to VAT. If VAT-registered, the Organizer provides their EU VAT number and the rate that applies to their Activities. The Organizer keeps this information up to date without delay; a change applies to the invoices issued afterwards. The Organizer remains solely responsible for its accuracy, and for declaring and paying the VAT due on the invoices issued in their name.

8.4. Disputes. The Organizer has fifteen days from the date an invoice is made available to dispute it by writing to support@smatchy.app. After that period, the invoice is deemed accepted. An invoice rightly disputed is cancelled by a corrective invoice, then replaced.

8.5. Payouts on hold. As long as the VAT status has not been declared or the mandate has not been accepted, the sums owed to the Organizer remain theirs, but payouts from the Wallet are suspended.

8.6. Withdrawing the mandate. The Organizer may withdraw this mandate at any time by writing to support@smatchy.app. The withdrawal applies to the following months; payouts are then suspended until the Organizer provides their own invoices, on terms agreed with Smatchy.

8.7. Tax and social obligations. Each Organizer remains solely responsible for their tax and social obligations.

Article 9. Suspension and termination

Smatchy may suspend an Organizer account in the event of a breach of these Terms (fraud or attempted circumvention of commissions, inappropriate or illegal behaviour, non-compliance with legal obligations such as expired professional liability insurance), communicating the reasons for the decision. Termination of a professional Organizer's account is notified with 30 days' notice and a statement of reasons, except in the event of a serious or repeated breach, a legal obligation or a risk to User safety, in which case it may be immediate. The Organizer may contest the decision at support@smatchy.app.

Article 10. Mediation

In accordance with Articles L612-1 et seq. of the French Consumer Code, consumer Clients may have free recourse to a mediator for the amicable resolution of any dispute with Smatchy, after first writing to support@smatchy.app. Designated mediator: the mediator attached to the Annecy commercial court, 19 avenue du Parmelan, 74007 Annecy, France.

Article 11. Complaints, governing law and disputes

Complaints may be sent to support@smatchy.app; Smatchy endeavours to respond within 30 days, without this step depriving the Client of any right to take action. These Terms are governed by French law. For consumer Clients, disputes fall within the jurisdiction of the competent courts under ordinary law; consumers may also bring proceedings before the court of the place where they resided when the contract was concluded. For professional Organizers, any dispute falls within the exclusive jurisdiction of the Annecy economic activities court.

Article 12. Miscellaneous

Smatchy's failure to rely on a right under these Terms does not constitute a waiver of that right. If any clause is declared void or unenforceable, the remaining clauses retain their full force and effect. These Terms constitute the entire agreement between the parties and supersede any prior agreement on their subject matter. Only the French version is authoritative; the English version is provided for convenience.

Smatchy, 5 rue de l'Industrie, 74000 Annecy, France, support@smatchy.app

Version 2.2 of October 22, 2026, in force on November 6, 2026.

GENERAL CONDITIONS OF SALE (GCS)