Terms and Conditions of Use and Services .
Last update : August 2024
Preamble
Indies Capital (a company in the process of being formed) (“Indies Capital”) is in the business of presenting the activities and/or brands of companies specializing in the creation, development and sale of products and/or services in the field of beauty, cosmetics, fashion, luxury goods and design to Members who have joined the Platform because of their good knowledge of this sector.
Indies Capital intends that this website (the “Site”) will enable a Company to apply for the Services.
The purpose of these general conditions of use and services (the “GCS”) is to define the conditions of use of the Site and the terms of access to the Service.
Capitalized terms used in the present preamble are defined in article 1 of the GCS.
1. Definitions
Terms beginning with a capital letter, used in the singular or plural, in this document will always have the following meaning:
- Contents: refers to photographs, textual elements or videos supplied by the Company to Indies Capital for the purpose of presenting its brand.
- Information: means all information of any kind whatsoever (commercial, financial, communication, etc.), including Content, provided by the Company to Indies Capital as part of the Company Questionnaire.
- Brand: means the products, services and brands that the Companies wish to present and develop.
- Member: means any natural or legal person who, after having had their knowledge of the cosmetics and luxury goods sector and/or investment in companies in this sector verified, registered on the Platform and accepted the Platform's general terms and conditions of use, has opened an account on the Platform to access information about the Companies.
- Platform: means the closed platform on which the Companies selected by Indies Capital are listed. The Platform is only accessible to Members.
- Company questionnaire: means the questionnaire to be completed by a Company wishing to use the Services and access the Site.
- Service: designates the service for presenting Companies and their Brands to Members in order to enable Companies (i) to be listed on the Platform for the purpose of collecting and measuring Members' interest in their Brands and (ii) to benefit from support and/or assistance from Members, with a view to preparing a growth project.
- Company: means any company meeting the criteria set out in article 3.1 of the GCS and wishing to apply for the Services.
- User: means any individual or legal entity accessing and browsing the Site, including the Companies.
2. Acceptance of GCS
Use of the Site and access to the Services imply express acceptance of and compliance with the GCS.
By connecting to the Site, the User is deemed to have read the GCS, to have fully understood them and to accept all their provisions without restriction or reservation. The GCS are applicable upon acceptance.
Indies Capital may at any time modify the terms of the GCS. These modifications are binding on the User as soon as they are posted online. The User is therefore advised to consult the GST regularly to take note of any changes.
3. Services
3.1 Conditions of access to Company Services
By accessing the Services, the Company guarantees that it complies with the following conditions:
- She has accepted the present GCS without reservation;
- It is a duly incorporated company with a registration number;
- She works in the cosmetics and luxury sector;
- She answered all the questions on the Company Questionnaire seriously and fairly.
3.2 Information obligations
To access the Services, the Company must apply by completing the Company Questionnaire and providing the Information.
The Company guarantees (i) that it holds all intellectual property rights to the Content and (ii) that the Information complies with applicable laws and regulations.
In this respect, the Company undertakes not to provide Indies Capital with any Information :
- illegal, misleading, discriminatory or fraudulent;
- is hateful, incites violence or criminal behavior, or endangers personal safety;
- offensive, defamatory, abusive, obscene, political, racist, xenophobic, terrorist, sexual, pornographic and/or child pornographic;
- infringes the rights of others, including intellectual property rights (such as copyright or trademark law).
Indies Capital reserves the right to reject or delete any application for which the Information provided is contrary to the present article.
3.3 Referencing on the Platform
3.3.1 Company application
The Company may apply for access to the Services by answering the Company Questionnaire, whose information will be kept strictly confidential and may be used under the conditions set out in article 7.2 below.
The Company warrants that all information provided in the Company Questionnaire is accurate and up to date. Failing this, Indies Capital reserves the right to reject the Company’s application. Indies Capital will not be responsible for the consequences of any inaccurate Information provided by the Company in the Questionnaire.
3.3.2 Referencing procedures
Indies Capital only lists on the Platform companies that it has selected in advance. The Information provided by the Companies in the Questionnaire may be made available to Members on the Platform.
Companies will not have access to the Platform.
The order in which companies appear on the Platform is defined by default according to their date of arrival on the Platform.
Members can use filters pre-set by Indies Capital according to objective criteria (company rating order, product category offered by the company, etc.).
Members can vote for the Companies of their choice based on their interest in their Brands.
The Company will regularly receive by e-mail a summary of the Members who have given it their vote.
In this context, it is reminded that Indies Capital does not enter into any legal act in the name and on behalf of any Member, who remains free to vote for the Companies of his or her choice. Indies Capital does not influence the Member in any way whatsoever in the presentation of the Companies.
It is also reminded that Indies Capital is in no way the representative or agent in any capacity whatsoever of the Companies and cannot in any way bind them or act in their name and on their behalf with regard to the Members or any third party.
3.4 Distribution of discount coupons
The Company may provide Members with discount vouchers enabling them to test the Company’s products at a preferential price.
The Company is solely responsible for the supply of said coupons and products ordered by Members on the Company’s website in accordance with the Company’s general terms and conditions of sale. Indies Capital is a third party to this transaction.
No orders for products may be placed via the Site or Platform.
4. Use of the Site
4.1 Technical requirements
Access to the Site requires a stable Internet connection and a browser compatible with the Site.
The User is solely responsible in the event of failure of his Internet connection or incompatibility of his browser, to the exclusion of any liability on the part of Indies Capital.
4.2 Obligations of the User
The User undertakes to use the Site in accordance with the laws and regulations in force, as well as with the GCS.
Furthermore, the User is prohibited from :
- divert the Site from its normal use;
- infringe the rights of third parties with regard to the information provided to Indies Capital in response to the Questionnaire;
- infect the Site with a virus;
- make any modification to the Site;
- unauthorized access to all or part of the Site and Platform;
- use the Site for illegal or fraudulent purposes and/or act for illegal or prohibited purposes;
- use manual or automated software or devices, robots or other means to access, explore, extract or index all or part of the Site;
- instruct, solicit, induce or permit any person to violate any of the foregoing prohibitions.
5. Site Availability – Security – Support
Indies Capital will use its best efforts to make the Site and the Platform available on a continuous basis, except (i) in the event of maintenance operations; (ii) in the event of updates; or (iii) following events beyond its control that may create total or partial interruptions of services, or more or less significant disruptions.
In such cases, Indies Capital will take reasonable steps available to it to deal with such interruptions or disruptions.
Similarly, Indies Capital will do everything in its power to ensure the security and confidentiality of the Information transmitted to it by the Company.
In the event of difficulties in using the Site, the User may contact the Indies Capital help desk by e-mail at: contact@indiescapital.co.
6. Responsibility
Indies Capital is bound by an obligation of means in providing the Services.
The User acknowledges and agrees that Indies Capital shall not be held liable in any way:
- damage caused by the User and/or a third party and/or force majeure, as defined in article 1218 of the French Civil Code;
- any inaccuracy or omission concerning the information available on the Site;
- more generally, any indirect damage, whatever the cause, origin, nature or consequences, including in particular loss of profits, customers, data or any other loss of intangible assets that may arise as a result of anyone's access to the Site or inability to access it or credit given to any information coming directly or indirectly from the Site.
Furthermore, Indies Capital assumes no liability or responsibility whatsoever with respect to :
- the consequences of interruption or failure of the Internet and/or Internet access services;
- the consequences of non-compliance with the GCS by the User;
- the consequences of any failure and/or security breach of the User's equipment (computer, telephone, etc.);
- negligence in the use of the Site by the User.
Finally, Indies Capital does not grant any express or implicit guarantee, without this list being limitative, as to the non-violation of the rights of a third party, the continuity, performance and/or durability of the Site and/or as to the adaptation and/or conformity of any of the elements of the Site to a particular use or to the needs of the User.
7. Intellectual Property
All intellectual property rights, whatever their nature, attached to the Site as a whole and to all elements appearing on the Website (in particular, the Questionnaire, texts, logos, brands, graphics, images, photos, videos, animations, names and any other element) are and remain the exclusive
property of Indies Capital.
Nothing in the GCS shall be construed as granting the User any rights whatsoever over the trademarks and any intellectual property rights attached thereto and other distinctive signs of Indies Capital.
The User is granted a personal right of access, free of charge and non-exclusive, limited exclusively to the consultation of the Site and/or the elements found on the Site.
It is therefore strictly forbidden for the User to represent, reproduce and/or exploit the Site or any of its elements (including the Questionnaire), in whole or in part, in any form and by any means whatsoever, without the express prior written consent of Indies Capital. The User agrees not to copy, modify, assemble, decompile, alter, sell, rent, lease, loan, broadcast, distribute or transfer the Site and/or any of its elements, create derivative works therefrom, authorize or permit any third party to do any of the foregoing, without the express prior written consent of Indies Capital.
Any total or partial reproduction or representation of the Site or of any of the elements on the Site without the prior, express and written consent of Indies Capital constitutes an act of counterfeiting, unfair competition or parasitism and is liable, as such, to result in civil and criminal proceedings.
7.1 License to use the Company’s Content
The Company grants Indies Capital, free of charge, a non-exclusive, assignable and transferable right to use, reproduce and represent the Content, for the sole purpose of the Services, for the entire duration of the intellectual property rights under French and foreign legislation and international conventions, current or future, including any extensions that may be made to this duration, and for the entire world.
The Company guarantees Indies Capital against any claim, action or demand on the grounds that all or part of the Content infringes the rights of third parties and/or the laws and regulations in force, including in particular actions for infringement and parasitism.
Under the terms of this guarantee, the Company undertakes to indemnify Indies Capital and to pay all damages, costs, including legal and procedural fees, fines and any other sums Indies Capital may be ordered to pay, or which may result from a settlement or any other alternative dispute resolution method.
7.2 Confidentiality and use of information by Indies Capital
Indies Capital takes all necessary measures to ensure the confidentiality of the Information provided by the Company.
However, the Company authorizes Indies Capital to use the Information provided in the Questionnaire for the purposes of the Services and to communicate it in confidence to the Members.
Indies Capital will be free to use the results of its analyses based on the Company’s Information.
8. Hyperlinks
The Site may include hypertext links to other Internet sites. These third-party sites are not governed by the GCS.
Insofar as these websites are published by independent third-party companies and Indies Capital cannot control their content, Indies Capital declines all responsibility for the content of these websites, which are the sole responsibility of their publishers, and cannot accept any responsibility for the content, advertising, products, services or any other material available on or from these third-party websites.
Indies Capital therefore invites Companies to examine the rules of use applicable to these websites.
9. Personal Data and Cold Calling
Indies Capital may process the User’s personal data for the purposes of these GCS.
Indies Capital publishes a privacy policy relating to the processing of personal data carried out by Indies Capital when the User browses the Site and accesses the Services at the following link: Privacy Policy.
The User also has the option of requesting, free of charge, the registration of his or her telephone number on BLOCTEL’s anti-demarketing list, available at the following address: www.bloctel.gouv.fr.
10. Miscellaneous Provisions
10.1 Tolerance
The fact that one party tolerates a situation does not have the effect of granting the other party acquired rights.
Moreover, such tolerance cannot be interpreted as a waiver of the right to assert the rights in question.
10.2 Independence of the parties
The GCS do not constitute a partnership, a franchise or a mandate given by one party to the other.
Neither party may enter into a commitment in the name and on behalf of the other party.
In addition, each party remains solely responsible for its acts, allegations, commitments, services, products and personnel.
10.3 Subcontracting
The management of the Site may be subcontracted by Indies Capital.
10.4 Title
In the event of any difficulties of interpretation resulting from a contradiction between any of the headings appearing at the head of the articles of the GCS and any of the articles, the headings will be declared non-existent.
10.5 Nullity
If one or more provisions of the GTS are held to be invalid or declared null and void in application of a law, regulation or as a result of a final and binding decision of a competent court, this shall in no way affect the validity and legal force of the remaining provisions of the GCS.
10.6 Complete
The GCS express the entirety of the obligations of the parties.
No general or specific condition appearing in documents sent or delivered by the User may be incorporated herein.
10.7 Applicable law
The GCS are governed exclusively by French law.
Any dispute arising directly or indirectly from the use of the Site and/or access to the Services will be subject to the jurisdiction of the courts of the Paris Court of Appeal.
