Terms and Conditions
Modified on: 17.09.2024
1. Scope
The website https://www.thirdgate.io (the “Site”) is published by Dondy SAS (“Dondy”). Dondy offers a Site on which users can create an account to access discount offers (the “Offers”), either via free plans or paid plans (hereinafter the “Plan(s)”), that can be used on products (“Merchant Products”) sold by third-party affiliates (the “Partners”) - (altogether the “Service(s)”). This Service is subject to the terms and conditions (the “Terms and Conditions”) set forth herein. The Service offered on the Site is accessible only to legal entities or individuals, public or private, who are acting within the scope of their commercial, industrial, artisanal, self-employed or agricultural activity, and who can form legally binding contracts under applicable law (the “Users”). These Terms and Conditions apply to the provision of the Service and shall govern the contractual relationship between the User and Dondy in this respect. The Terms and Conditions prevail over any other document regarding their subject matter. The parties expressly declare that the Terms and Conditions express their entire agreement with respect to their subject matter. No general or specific conditions communicated by the User may be included into the Terms and Conditions or added to them. The applicable Terms and Conditions are those in force on the date of the registration on the Site. Dondy reserves the right to amend these Terms and Conditions and/or the Service from time to time and will provide the User with notice of any material amendment. Dondy shall provide the User with 30 days’ notice in advance of such material amendment coming into effect and the User may terminate these Terms & Conditions by notifying Dondy via email before the amendment comes into effect. Unless the User terminates the Terms and Conditions as set forth above, the amendments will come into effect at the end of the above-mentioned notice period. In the event of termination by the User of a subscription to a Paid Plan (as defined below) following a material amendment to the Terms and Conditions, Dondy will refund to the User any pre-paid sums not used as of the termination date, on a prorata temporis basis.
2. Description of the Service
The Site allows Users to register by creating an account and then access Offers that can be used on Partners’ websites to buy a specific Merchant Product, being understood that some Offers may be accessible freely via a free plan (the “Free Plan”) and some Offers may be accessible only to Users who pay an annual subscription on the Site (the “Paid Plan(s)”). Several categories of Paid Plans may be offered on the Site and each of them may provide access to different Offers. The following information is provided to Users on the Site: The main features of each Plan including their duration (in particular the duration of the subscription to Paid Plans), the Offers available through each Plan and the additional services provided (e.g. private community slack access, priority support); The applicable prices for each Paid Plan; The description of each Offer, including the description of the Merchant Product concerned by that Offer, the category of Plan to which that Offer belongs and the potential eligibility conditions to access such Offer; How the User can use each Offer with the Partner concerned, i.e. the actions to be taken in practice. The User is expressly informed that, regardless of the Plan involved, certain Offers are subject to eligibility conditions by the Partner concerned and that the User will therefore not be able to benefit from them if the User does not meet said conditions. These Offers are identified as such on the Site and the conditions of eligibility are clearly described. The User undertakes to check the eligibility conditions of the Offers it is interested in before subscribing to a Paid Plan and/or choosing an Offer. The User undertakes to choose an Offer subject to eligibility conditions only if the User meets the said conditions. The User is informed that Dondy may verify, before giving the User access to an Offer subject to eligibility conditions, that the said conditions are met (in particular by means of a questionnaire sent by Dondy and to be completed by the User – the User must complete the questionnaire truthfully and accurately). Dondy cannot be held responsible if the access to an Offer is refused by Dondy or by a Partner because the User does not fulfill the conditions of eligibility imposed and Tech Lab will not proceed to any refund in this context. To obtain additional information on the Service, the User can contact Dondy via the information contact provided on the Site. Tech Lab only provides the Service and is not a reseller of the Merchant Products sold by its Partners on their own website and for which Offers are available on the Site. These Terms and Conditions do not govern the relationship between the User and the Partners. Merchant Products may be subject to terms and conditions as specified on Partners’ websites. Transactions relating to Merchant Products are carried out directly between the User and the Partner concerned. Tech Lab is not a party to such transactions, does not market the Merchant Products, and cannot be held liable in the event of (i) refusal to supply the Merchant Products by a Partner, or (ii) the provision of non-conforming Merchant Products or Merchant Products that do not comply with their description or with the User's expectations. More generally, Tech Lab is not liable for the conformity of the Merchant Products or their sale and/or provision. The User is solely liable for its choice of a Plan and of an Offer and its suitability for its needs. Dondy cannot be held liable in this respect. It is expressly agreed that any registration on the Site and any subscription to a Plan is personal and may under no circumstances be transferred, in whole or in part, to a third party. Dondy makes its best efforts to ensure that the Offers’ descriptions and other information on the Service are as accurate as possible. However, Dondy does not warrant or represent that any information on the Service is accurate, complete, or error-free. Dondy may at any time change the Offers’ descriptions, or other information on the Service, and/or any aspect of the Service. In case of material change, prior notice will be provided to the User as provided above in section 1.
3. Registration Process
In order to access the Service, the User must first register by creating an account. When creating an account on the Site, the User acknowledges that it is aware of and fully agrees with these Terms and Conditions and that all transactions conducted with Tech Lab will be subject to these Terms and Conditions only. The acceptance of these Terms and Conditions is made by means of a checkbox containing a hypertext link to these Terms and Conditions. To register on the Site, the User must fill in the form provided with several mandatory information that are requested from the User in order to enable the User to create an account. If the User comes from a third party (such as a start-up incubator) with which Dondy has a partnership, the User must enter the code communicated by the third-party partner at the time of its account creation; this will allow the User to have access to Offers included in the category of Plan negotiated by the third-party partner with Dondy. The information provided by the User during the registration process must be complete, accurate and up to date. Tech Lab may, if necessary, ask the User to confirm (by any means) the information provided. Dondy cannot be held responsible for erroneous or incomplete information transmitted by the User during the registration process. Dondy reserves the right to reject any account registration and also the right to terminate any account and any subscription to a Plan at its sole discretion in the event of legitimate reasons, and in particular in case of dispute with a User. In the event of termination of a subscription to a Paid Plan by Dondy for legitimate reasons, Dondy will refund to the User any pre-paid sums not used as of the termination date, on a prorata temporis basis. The User is required to choose a sufficiently secure password and keep it secret. As soon as the User becomes aware or should have been aware that access to its password has been obtained by a third party, the User must change the password immediately. The User agrees not to create or use, under its own identity or that of a third party, accounts other than the one initially created. The User may not allow third parties to use its account. The User may not assign or, in any event, transfer its account to any other entity. Once the User has finalized the registration process on the Site as described above, the User will receive a confirmation email. Once the User is registered, the User may be able to access some free Offers available via the Service. The User will also be able to subscribe to a Paid Plan.
4. Duration
All subscriptions to Paid Plans are concluded for an initial term of one year starting on the subscription date (“Initial Term”). At the end of the Initial Term, the subscription will automatically renew for successive extension terms of one-year (each an “Extension Term”), unless terminated earlier by either party with not less than one (1) day’s written notice before the end of the Initial Term or the Extension Term, as the case may be. In such a case, termination will take effect on the last day of the Initial Term or the Extension Term, as the case may be. Termination of a Paid Plan does not entail the termination of the User’s account which can be closed as provided in section 4.2. below.The registration on the Site may give access to free Offers for a period of time specified on the Site. In addition, without prejudice to any other rights and/or remedies of the non-breaching party, either party reserves the right to terminate subscription to a Plan if the other Party is in breach of its obligations hereunder and has not remedied such breach within 30 days of written notice of the non-breaching party.
5. Prices and Payment
The price of each subscription to a Paid Plan is mentioned on the Site (including the price for the Initial Term of the subscription and for each Extension Term). The prices displayed on the Site are expressed in dollars and do not include applicable taxes. Such taxes are displayed at the time of the payment (including VAT when applicable). The exchanges fees must be paid by the User and the conversion rate is the one applicable by the User’s bank on the day the purchase is made. Dondy reserves the right to change Paid Plans by offering new services for additional fees and adding or amending the prices of existing Paid Plans indicated on the Site, at any time and in its sole discretion. In this case, prior notice will be provided to the User as provided above in section 1. Any change to a Paid Plan’s pricing or payment terms will become effective in the billing cycle following the end of the notice-period provided above in section 1. The payment of the subscription to a Paid Plan is made by Paypal or credit card (Visa, Mastercard, American Express). The amount of the subscription for the Initial Term is debited in full at the time of the validation of the subscription by the User. The amount of the subscription for each Extension Term will be automatically debited on the first day of each Extension Term, using the same payment method as the one provided at the time of the subscription, except in the case of termination under the conditions described in Article 4 above. Dondy shall use reasonable endeavors to provide secure online transactions for the User. The User shall ensure that the credit card used is valid. After the payment of the subscription has been validated, an e-mail will be sent to the User in order to confirm the transaction. An electronic invoice will then be sent to the User by e-mail. Dondy reserves the right to suspend the provision of the Service in case the corresponding payment is not received by Dondy in due time.
6. Personal Data
Dondy processes user data in accordance with the Privacy Policy.
7. Force Majeure
In case of a force majeure event, as defined by Article 1218 of the French Civil Code and French case law, preventing one of the parties from performing its obligations hereunder, the respective obligations of the parties will be suspended and no party will incur any liability as a result. The party affected by a force majeure event shall notify the other party of the force majeure event as soon as possible after its occurrence. If the force majeure event continues for more than thirty (30) consecutive days, and/or if, as soon as it occurs, it definitely prevents the affected party from performing its obligations, then either party shall be entitled to terminate these Terms & Conditions, by written notice to the other party by registered letter with acknowledgement of receipt. Termination shall take effect upon receipt of said registered letter without either party incurring any liability as a result. In the event of termination by Dondy due to a force majeure event, Dondy will refund to the User any pre-paid sums not used as of the termination date, on a prorata temporis basis.
8. Intellectual Property
The Thirdgate brand, and all trademarks, whether figurative or not, and in general, any other distinctive signs featured on the Site, whether registered or not (the “Trademarks”) are and shall remain the exclusive property of Dondy or are under license to Dondy. The Site and all graphics, texts, visuals, and photographs featured therein, including any illustrations, images, designs, pictures, characters, written materials, décors, databases or other organization of data, or other components of the Site (hereinafter the “Content”) are and shall remain the exclusive property of Dondy or are under license to Dondy and are protected by intellectual property rights. Under no circumstances whatsoever may the Trademarks, the Site and/or the Content be modified, reproduced, performed, transmitted, distributed, displayed, sold, or incorporated into a derivative or other work, in whole or in part, in any medium whatsoever. More generally, the Trademarks, the Site and its Content are provided for the User’s internal business purposes only, excluding any commercial use. Any use of all or part of the Trademarks, the Site and/or the Content, in particular by downloading, reproduction, transmission, performance or display for any purposes other than those contemplated in these Terms and Conditions is strictly prohibited. Subject to compliance with these Terms & Conditions, Dondy grants Users, for the duration of the Terms and Conditions, a personal, non-exclusive and non-transferrable right to access and use the Site, the Content and/or the Trademarks solely and exclusively for Users’ internal business purposes only, excluding any commercial use. Accordingly, it is strictly prohibited to:
- copy, reproduce, perform/display, disseminate, distribute and/or publish, on a permanent or temporary basis, the Site and/or the Content and/or the Trademarks, in whole or in part, by any means or process (including caching, framing, etc.) and on any medium currently known or unknown;
- create derivative works based on the Site and/or the Content and/or the Trademarks; modify, translate, adapt or arrange, in whole or in part, the Site and/or the Content and/or the Trademarks;
- disassemble, decompile or reverse engineer the Site and/or the Content;
- distribute, transmit, retransmit, broadcast, sell, rent, license or operate, in any way whatsoever, the Site and/or the Content and/or the Trademarks, in whole or in part.
9. Liability
The parties shall only be liable for damages that are a direct and foreseeable consequence of their breach of these Terms and Conditions. Dondy cannot be held liable: for any loss relating to any activity carried out by the User including (but not limited to) loss of data, loss of chance, profits, income or revenue, business, opportunity or customers, damage to reputation or business interruption and any indirect loss suffered by the User; or in the event of a breach of its obligations under these Terms and Conditions, caused by any act or omission on the part of the User (or any person acting in its and on its behalf) or a third party. In all cases, in the event of a breach by Dondy of its obligations under these Terms and Conditions, Tech Lab's liability to the User shall be limited to the sums paid by the User and collected by Dondy for the subscription concerned by the breach for the twelve (12) months preceding the claim.
10. Governing Law and Dispute Resolution
These Terms and Conditions are governed by and interpreted in accordance with French law. Any complaint or dispute relating to these Terms and Conditions and/or the Services which cannot be resolved amicably by the parties shall be subject to the exclusive jurisdiction of the competent courts of Paris.
