Thales Digital Factory a “Société par Actions Simplifiée” company with a capital of 40 125 000 euros and whose registered office is located 33, rue la Fayette, 75009, Paris, France, registered with the Nanterre Trade and Companies Register under number 518 928 973.
Within the framework of the Marketplace, and as operator of the platform and the service, Thales will act as an intermediary and trusted third party.
The Marketplace is published by Thales Digital Factory a “Société par Actions Simplifiée” company, with a capital of 40 125 000 euros and whose registered office is located 33, rue la Fayette, 75009, Paris, France, registered with the Nanterre Trade and Companies Register under number 518 928 973, which can be reached at +33 (0) 1 57 77 80 00 (hereinafter "Thales").
The Director of Publication is Amélie Ravier
The Marketplace is hosted by COCOLABS, a “Société par Actions Simplifiée” company, whose registered office 12 Rue du Helder 75009 Paris, France, identified under the number 890 713 910 RCS Paris which can be reached at 01 76 35 06 87.
Article 1 - Definition
- "Back Office Producer": means the online service for Producers, in which the Producers can propose their offers and follow up on the requests submitted by consumers.
- "Consumer": means a user who can access the content of the Producer on the Marketplace and request additional information relating to these digital services and products.
- "Customer Services" or “Services”: means the service offered to Users by the Operator.
- "Digital Products ": means cloud-based digital services secured and operated by the producers and delivered to several consumers through The Marketplace.
- "Export Control Regulation": means all normative rules, whether French, European or international, which concern export control. In particular, the French law n°2011-702 of June 22nd, 2011, the ITAR regulation (International Traffic in Arms Regulation), Council Regulation (EC) n° 428/2009 of 5 May 2009 are concerned.
- "Force Majeure" means any event beyond the reasonable control of the Seller such as, but not limited to, government action, war (declared or undeclared), hostilities, insurrection, act of terrorism, sabotage, fire, flood, explosion, epidemic, quarantine restrictions, supply disruption, strikes, factory closures and labour disputes, embargoes, earthquakes.
- "Front Office Consumer": means the online service through which Consumers can access the Producer's offers.
- "Offer": means the digital Services and Products offer.
- "Operator": means Thales in its missions of management of The Marketplace.
- "Producer": means the company using the Marketplace services in order to promote its Digital Products and Services.
- "Site": means Internet site www.marketplace.thalesgroup.com dedicated to TT.
- "Thales": means Thales Digital Factory S.A.S
- "T&Cs": means the present terms and conditions of use the Marketplace.
- "User": means the Consumer and the Producer using the Thales TrustNest Marketplace in accordance with the T&Cs.
Article 2 - Purpose
2.1 The purpose of the present T&Cs is to describe the terms of access and the conditions of use under which the Operator makes available to Consumers and Producers the Service of the Marketplace, by means of a set of technological tools, as well as the conditions under which Producers can promote their Digital Products and Services to Consumers, and under which Consumers can find out and request additional information about the Producers' Digital Products and Services.
2.2 The use of and access to the Thales TrustNest Marketplace are subject to compliance with these T&Cs, which all Users acknowledge that they accept without reserve by the sole fact of their access and use of the Marketplace. If the User does not wish to be bound by these T&Cs, it must immediately renounce to access and to use the Marketplace.
2.3 The Producer acknowledges that the acceptance of the T&Cs and the use of the Marketplace Services does not oblige the Producer to any exclusivity.
2.4 The T&Cs, at the Operator’s discretion, can be modified at any time. In this case, the Operator undertakes to communicate the new T&Cs to the Users at least thirty (30) days before their entry into force.
Article 3 - Marketplace Services
3.1 Access to the Service
3.1.1 In addition to acceptance of these T&Cs, access to the Service is subject to:
- the creation of a Producer account on the Marketplace Site,
- validation by the Operator of the Producer account.
The fulfilment of these conditions will enable the activation of the Producer account, which allows the Producer to benefit from the Marketplace Services.
3.1.2 Validation of the Producer by the Operator may give rise to due diligence by the Operator or one of its service providers.
3.1.3 Once the Producer account is validated, the login and password chosen by the Producer will be activated by the Operator allowing him to access the Back office Producer, which will be under its sole and entire responsibility. The Producer remains solely responsible for the damaging consequences of the loss or misappropriation of the identifiers and passwords created for these accounts.
3.2 Description of the Service
3.2.1 The Service consists of a set of tools enabling Consumers to contact Producers in order to access their Digital Products and Services.
3.2.2 The Service provides the following main functions for Producers:
- Producer account creation and management function,
- Creation and management of Digital Products and Services listings,
- Consumer request management function,
- Visibility access function on KPI Dashboards,
3.2.3 The Service provides the following main functions for Consumers:
- Advanced single or multiple search function on all Digital Products and Services available on the Marketplace.
- Request for information, demonstration or quotes on all Digital Products and Services available on the Marketplace.
3.3 Accessibility and Availability of the Marketplace
3.3.1 The Marketplace is accessible 24 hours a day and 7 days a week, it being extended that the accessibility of the Service, consists of the possibility for the Producer to access the Back Office Producer and to be able to use the functions as defined herein.
3.3.2 Notwithstanding the foregoing, the Operator does not guarantee total continuity in the Service, in particular due to bugs, errors, failure or delay of the Services.
The Operator reserves the right to suspend or alter access to the Marketplace and its Services, in whole or in part, without prior notice to the Producers, and for the purpose of maintaining, controlling or testing the Marketplace.
Such suspension will not give rise to any rights or compensation from the Operator to the Producer.
3.4 Networking and intermediation
- The Operator has an intermediation role
- The Operator supervises and evaluates the overall performance of each Producer.
- The Operator guarantees the integrity and confidentiality of the data exchanged through the Service, using advanced security technologies. However, the Operator shall not liable for any damages, loss caused by the loss of data, leakage of confidential information which are attributable to the Producer’s failure to keep his account identifier and password confidential and/ or to his disclosure to any third party, any violation of this T&Cs.
Article 4 - Conditions of use
In the event of non-compliance with the conditions listed above, the Operator reserves the right to temporarily or permanently interrupt access to the Producer's Service and suspending its rights of access to the Marketplace.
The Producer is solely responsible for the integration on and from the Marketplace of an inappropriate level of sensitivity of the data, such as non-disclosure, national security or export control requirements.
The Producer authorizes Thales to retain and store all or part of the data concerning it.
Article 5 - Offers & products
5.1 The Producer acknowledges that the Operator is an intermediary, enabling the establishment of the relationship, but is not a party to any transactions that may be carried out.
5.2 The information provided by the Producer in their offers, is the responsibility of the Producer. Under no circumstances the Producer can engage the responsibility of the Operator in the event of an error in any of this information. Any false, inaccurate or incomplete information, as well as information that does not comply with regulations, is understood as an error of information.
Article 6 - Export control
6.1 Products for military use, subject to one or more international regulations export control of war materials or Dual-use goods and technologies, civil or military (and in particular French law n°2011-702 of June 22nd, 2011 or the ITAR "International Traffic in Arms "Regulation) are strictly forbidden to buy on the Marketplace.
6.2 The producer declares that it is aware of and complies with the applicable regulations to export control.
6.3 The Producer undertakes not to place on the Marketplace any information, data or documents that are subject to export control regulations. In the event of failure to comply with this obligation, the Producer shall be solely liable and Thales reserves the right to temporarily or permanently revoke the Producer's access to the Marketplace without notice, in which case the Producer shall not be entitled to claim any compensation from Thales.
Article 7 - Messaging of the marketplace
The Consumer may contact the Producer directly, by means of a form, to obtain additional information, such as:
- for more information
- to request a demonstration
- to request a quote
- to download additional information
Article 8 - Liability
8.1 The Producer acknowledges that it is solely responsible for its use of the Marketplace and the Services provided to it.
8.2 The Operator shall not be held liable for any indirect damage, in particular for any loss of profit, profit, loss of turnover or orders, damage to the image of the Producer, loss or alteration of data…
In particular, the Operator shall not be liable:
- in the event of a cyber-attack or unlawful intrusion into an automated data processing system even if the Operator has conducted all the necessary and reasonable security measures to protect the systems and related database,
- in the event of temporary inability to access the Marketplace for technical maintenance operations or content updates,
- in the event of interruptions or malfunctions in the communication networks,
- any foreign cause not attributable to the Operator,
- in the event of damage resulting from improper use of the Marketplace by the Producer or faulty use of the Service,
- the content of third-party websites to which hyperlinks on the Marketplace refer.
The User acknowledges that the Operator acts as a host within the meaning of Article 6 I 2 of the French law of June, 21,2004 Law on Confidence in the Digital Economy ("LCEN").
Consequently, the Operator reserves the right to withdraw any content reported to it and which it considers to be clearly illicit within the meaning of Article 6 I 2° of the LCEN.
Notification of manifestly illicit content by a User or any other third party must be made in accordance with the stipulations of article 6 I 5° of the LCEN by e-mail to the following address: email@example.com by registered letter with acknowledgement of receipt to Thales Digital Factory 33, rue la Fayette, 75009, Paris.
Article 9 - Intellectual property
9.1 With the exception of the content published by the Producers, the trademarks, logos, photographs, videos, documents and any other intellectual property owned by the Operator ("TDM Content"), are and remain the property of the Operator.
9.2 The Operator expressly prohibits the reproduction, extraction, use, adaptation, representation of all or part of the Marketplace Content, by whatever means and in whatever form, without its express consent.
9.3 The content of the Producer's Offers, such as photographs, trademarks, logos, drawings and models and any other intellectual property of the Producer ("Producer Content") is the property of the Producer who published it.
9.4 The Users recognize the Operator's intellectual property rights and undertake to respect them. Any other use of the Marketplace outside the perimeter described in these T&Cs requires prior written authorization from the Operator.
9.5 The Operator grants a non-exclusive and non-transferable license to the Users for the use of the Marketplace, in accordance with the present T&Cs.
9.6 The Operator declares that it holds all the rights necessary for the management and use of the Marketplace.
9.7 The Producer declares that it holds all the rights necessary for the publication and representation of the Producer Content that it publishes.
9.8 Given its simple status of host, the Operator is not liable for unfair competition or an act of infringement of the Producer Content.
9.9 The Consumer does not acquire any rights to the content of the Producers’ Offers and the content of the Marketplace.
Article 10 - Intellectual property
The Operator reserves the right, at any time, to change the publication status of each Producer's offers.
Article 11 - Communication
11.1 The User authorizes the Operator to publish its name, logo and recognize it as its client, user of its Services.
Article 12 - Personal Data
In accordance with the regulations relating to the protection of personal data, the Users are informed that Thales, as data controller, carries out the processing of personal data.
For further information on this processing of personal data and the scope of their rights;
- the Producers are invited to refer to the Thales Personal Data Protection Policy, accessible at the following address: Producer Privacy Notice
- the Consumer are invited to refer to the Thales Personal Data Protection Policy accessible at the following address: Consumer Privacy Notice
Article 13 - Anti-corruption & influence peddling
13.1 The Producer undertakes that its own accounts and the ones of its employees, representatives, affiliates, subcontractors (if applicable), for whom it is responsible, comply with all applicable local legislation and international laws regarding the fights against corruption and particularly, conform to the Law n° 2016-1691 of 9 December 2016 in relation to the transparency, the fight against corruption and the modernisation of the economy, if the Operator is based in France.
13.2 corruption means the act of offering, promising or giving an undue advantage, directly or indirectly to a person, for his own benefit or the benefit of a third party so that person acts or refrains from performing its duties in order to obtain or retain a contract or other undue advantage.
Corruption also means the act of soliciting or accepting, directly or indirectly, an undue advantage for his own benefit or the benefit of a third party in order to obtain or refrain from performing its duties so as to an award or retention of a contract or other undue advantage.
Influence peddling means the act of proposing, offering, directly or indirectly, remuneration to anyone who claims or confirms that he is capable to influence the decision-making of anyone in order to obtain an undue advantage.
13.3 As a result, the Producer must act professionally and ethically in the business relationship, particularly:
- Not to engage in any corruption activity, of any kind (direct or indirect, active or passive, financial or otherwise), influence peddling, extortion, embezzlement or any other conduct sanctioned by-laws;
- Establish and maintain in force the ethics and anti-corruption policies and procedures.
- Provide any necessary assistance to the Operator in order to respond to the request of a competent agency relating to the fight against corruption.
- Comply with the Integrity and Corporate Responsibility Charter which is available via the following: https://www.thalesgroup.com/sites/default/files/database/document/2019-12/102019_-_Charter_Supplier_Final.pdf?_ga=2.261876557.1721249931.1614872688-2143274449.1614872688
13.4 The Producer shall promptly inform in writing the Operator of any event that could result in obtaining an undue, financial advantage or any kind regardless of its value upon using the Marketplace. Any proceedings brought against it, relating to a possible infringement of laws and legislations are herein referred by this article.
13.5 It is understood that in the case where the User fails to comply with the provision of this article, the Operator may suspend the Producer’s access to the Marketplace, then delete his account in accordance with the present T&Cs.
Article 14 - Partial Nullity
If one or more provisions of this present T&Cs are held to be invalid or declared invalid in accordance with an act, regulation, or final decision under a competent jurisdiction, the other provisions shall retain their full force and scope.
Article 15 - Account suspension & deletion
15.1 Suspension of the Producer’s account
15.1.1 The Operator may suspend the access to the Producer’s Marketplace in the events given under this T&Cs and in the case where the Producer infringes its obligations in accordance with this T&Cs.
15.1.2 The Operator shall notify the Producer of the partial or total suspension of its account by email in which the date of reactivation shall be indicated if any.
15.1.3 In case of repeated failure, the Operator may permanently delete the Producer’s account
15.1.4 This suspension shall not grant the Producer any compensation right.
15.2 Deletion of the Producer’s account
15.2.1 The Producer may request for deleting its account at any time.
15.2.2 In case of repeated default by the Producer, the Operator may delete the Producer’s account without any formality other than a written notification.
Article 16 - Jurisdiction & Applicable Laws
16.1 These T&Cs are governed by French laws.
16.2 Any dispute, controversy or claim arising out of or in connection with the present contract shall be submitted to mediation according to the Mediation Rules of the CMAP (Centre for Mediation and Arbitration of Paris) which the parties agree to comply with. The mediation should not exceed a two (2) months period starting from the nomination of the mediator. In case no settlement is reached by mediation, the dispute shall be exclusively brought before the Tribunal de Commerce de Paris.