The OVHcloud Marketplace (the “Marketplace”) is a service for connecting Buyers and professional Vendors. It is offered by OVH, a simplified joint-stock company with a capital of 50,000,000 euros, registered in the Lille Métropole Trade and Companies register under number 424 761 419, whose head office is located at 2 rue Kellermann in Roubaix (59100), France (hereinafter “OVHcloud”).
The purpose of the Marketplace is to connect professional Vendors pre-selected by OVHcloud with professional and non-professional clients via a secure online platform, with the aim of offering different solutions, applications and services for sale. To this end, the Marketplace has several tools that allow Vendors to present and sell their Products and/or Services and allow Buyers to carry out Transactions (as defined below).
The use of the Marketplace by Buyers is subject to prior and unconditional acceptance of these General Terms of Use (GTU). This acceptance can take the form of a confirmation click when signing up to the Marketplace.
By accepting these GTU on behalf of an entity, such as a company and/or an employer, the natural person who has expressed such acceptance is declaring and confirming that they have the legal authority to bind that entity to these GTU
Transactions carried out via the Marketplace between Buyers and Vendors are governed by the general terms of sale of the Vendor’s Service.
The purpose of these GTU is to define the conditions under which OVHcloud makes the Marketplace and its tools available to Buyers in order to the latter to be able to purchase one or more Products and/or Services from Vendors.
Terms beginning with a capital letter are defined below:
Additional OVHcloud Service(s): refers to any of the optional services offered by OVHcloud to Vendors, in return for the remuneration set out in the STCV agreed with the Vendor.
OVHcloud Expert Review(s): means the opinion provided by OVHcloud’s technical experts on certain Vendor Products and/or Services, appearing on the corresponding Product Page, intended for Buyers. These opinions are for informational purposes only and do not hold OVHcloud liable, which does not provide any warranty associated with the Products or Services offered by the Vendors.
Client Account: refers to the space reserved for the Buyer on the Marketplace that allows them to access the Vendors offers and place orders.
General Terms of Use or GTU: this document.
Commercial Disputes: means disputes in which the Buyer, the payment method holder, does not dispute that they have carried out the Transaction, but has raised a complaint about the Vendor’s performance of its contractual obligations, which includes in particular cases of non-compliance of the Product or Service provided with respect to the specifications that the Vendor has presented to the Buyer, late deliveries, non-delivery, etc. The exercise of the right of withdrawal by the Buyer, the payment method holder, does not constitute a commercial dispute.
Marketplace: refers to the secure platform made available to Vendors and Buyers by OVHcloud, as well as all of its tools, accessible at marketplace.ovhcloud.com, and through which Vendors sell their Products and/or Services to Buyers.
Party/Parties: refers to the Vendor and/or OVHcloud, either together or separately, depending on the context.
Vendor Page(s): refers to the web page on the Marketplace intended to present the Vendor and their activity. The Vendor Page is administered by the Vendor.
Product Page: refers to the web page completed by the Vendor that describes the characteristics of a Product or Service offered on the Marketplace. The Product Page allows the Vendor to provide Clients with useful information regarding the essential characteristics of each Product and/or Service offered, its pricing grid, the conditions of sale/use and/or licensing conditions, and more generally any information relating to the Product and/or Service offered for sale on the Marketplace. This is administered by the Vendor.
Partner Portal: a platform integrated into the Marketplace and made available to Vendors to manage the entire relationship between them and OVHcloud, when the former become partners of the latter. This platform also provides access to exclusive content for OVHcloud partners.
Payment Service Provider: the payment service provider in charge of payment transactions carried out via the Marketplace, namely LEMONWAY, a hybrid payment institution established in the form of a simplified joint-stock company under French law, registered in the Paris Trade and Companies Register under number 500 486 915 and authorised by the French Prudential Supervision and Resolution Authority (ACPR) under number 16568, whose registered office is located at 8 rue du Sentier, 75002, Paris, France.
Price: refers to the selling price of a Product and/or Service set freely by the Vendor and payable by the Buyer during a Transaction.
Product(s): means the software or hardware product(s), including any SaaS solution, sold by the Vendor on the Marketplace to Buyers, under the sole responsibility of the Vendor.
Applicable regulations regarding the protection of personal data: refers to French Law No. 78-17 of 6 January 1978 relating to IT, files and freedoms (known as the “Law on Computer Technology and Freedoms”) in its latest version in force, and the General Data Protection Regulation (EU) 2016/679 (“GDPR”). The terms “personal data”, “processing”, “data controller” and other terms used in article 18 have the meaning given to them in the applicable data protection regulation.
Service(s): refers to the service(s) sold by the Vendor on the Marketplace, under their sole responsibility. Some services cannot be offered on the Marketplace.
Additional OVHcloud Service(s): refers to any of the optional services offered by OVHcloud to Vendors, in return for the remuneration set out in the STCV agreed with the Vendor.
Marketplace Website: the Marketplace website accessible at the following URL: https://marketplace.ovhcloud.com
OVHcloud Website: the OVHcloud website accessible at the following URL: https://www.ovhcloud.com
Transaction: refers to an order for paid Product(s) and/or Service(s) made by a Buyer from a Vendor and accepted by the latter.
Vendor(s): means one or more professional vendors whose application has been previously validated by OVHcloud following the Selection Process described in article 2 hereof, authorised to sell Products and/or Services on the Marketplace.
The Marketplace is a secure online platform for Buyers to connect with Vendors and place orders for Products, pay for Products, confirm receipt of Products and communicate with each other using a messaging tool provided to them.
OVHcloud acts exclusively as an intermediary between the Vendor and the Buyer, and cannot under any circumstances be considered a vendor, reseller, or partner of the Vendor, broker, or any other qualification other than that of intermediary. As such, the Buyer is informed that their right of withdrawal is exercised directly with the Vendor, who will offer a standard form of withdrawal to the Buyer and will carry out refunds for the Buyer through the Payment Service Provider.
OVHcloud does not interfere in any way in the contractual relationship between the Vendor and the Buyer, and cannot be held liable for any damage relating to the validity, performance, interpretation, or termination of the contract agreed between them, to which OVHcloud is not party. Payments for Transactions are processed by the Payment Service Provider.
In the event of non-compliance with these General Terms of Use, OVHcloud reserves the right to temporarily or permanently suspend the Buyer’s access to the Marketplace.
2.2 AccessIn addition to accepting these GTU, the access to the Marketplace is subject to the creation of an account on the Marketplace Website. To do this, the Buyer must provide the required identification data. When creating this account, the Buyer agrees to only provide accurate information, then to immediately inform OVHcloud of any relevant changes by updating their data directly in the management interface provided to them as part of the Marketplace.
To use the Marketplace, The Buyer shall use the login and password entered when creating their account. The Buyer agrees to keep them secret and not to disclose them to any third party. As such, the Buyer is solely responsible for accessing the Marketplace using their username and password, unless there is evidence of fraudulent use for which they are not responsible
In the event of loss, misuse or fraudulent use of their username and/or password, the Buyer agrees to notify OVHcloud immediately.
2.3 Billing and taxesThe calculation, application, validation, collection and payment of any taxes, duties and fees on the Transactions, and on their respective payment, are solely the responsibility of the Vendor. In this context, the Vendor is also solely responsible for invoicing or any other tax obligation relating to a Transaction. Any requests for information or documentation in this regard should be directed to the Vendor.
The Buyer declares that they are a tax resident of a member state of the European Union or of the United Kingdom. As a result, the Buyer warrants and agrees to hold OVHcloud harmless at all times from any actions or measures taken by tax authorities against OVHcloud in connection with Transactions and arising from a false declaration related to this article
The creation of an account and the use of the Marketplace are free (excluding any internet connection costs, the price of which depends on your service provider), with no obligation to purchase on the Marketplace. Only the purchase of Products or Services from Vendors is payable, under the conditions set out in the Vendors’ general and/or specific conditions.
If the Buyer has subscribed to a Service and/or Product, the Price will be paid by the Buyer according to the agreed schedule.
Buyers complaints should be directed to the Vendor.
The Vendor is solely responsible for the management of Commercial Disputes and complaints between the Vendor and the Buyer.
It should be noted that the Payment Service Provider may initiate an internal procedure for the settlement of Commercial Disputes arising between the Vendor and the Buyer in the event of a complaint. In such an event, the Vendor shall provide the Payment Service Provider with the elements in their possession (proof of deposit, proof of delivery, etc.) in order to enable it to terminate the claim or the Commercial Dispute.
OVHcloud may only be held liable towards the Buyer for acts which are directly attributable to it and in accordance with the conditions of the law, solely for direct, personal and certain damages that immediately resulted from the non-performance of its own obligations, in accordance with the provisions of articles 1231 et seq. of the French Civil Code.
OVHcloud shall not be held liable for any indirect damages as defined by the case law of the French courts.
Any action directed against the Vendor by the Buyer (or against the Buyer by the Vendor) or a third party constitutes indirect damage and therefore does not qualify for compensation. Buyers’ claims must be made directly to the Vendor, who alone assumes full responsibility for them.
In addition, in accordance with article 6-I, 2 and 3 of Law No. 2004-575 of 21 June 2004 for trust in the digital economy, OVHcloud cannot be held liable for the content made available on the Marketplace by Vendors, particularly in terms of the description of the Products or the reviews made by the Buyers of the Vendors, unless OVHcloud does not make them promptly inaccessible after having been informed of their unlawfulness under the conditions set out by such law. OVHcloud Expert Reviews are for informational purposes only and do not hold OVHcloud liable, which does not provide any warranty associated with the Products or Services offered by Vendors.
The right of withdrawal in favour of the Buyers who are consumers must be exercised by them directly with the Vendors
The Marketplace and each of its elements, including but not limited to the brands, logos, icons, infographics and photographs that comprise it, are protected under international legislation for intellectual property. The content appearing on the Marketplace Website and on the OVHcloud Website is the property of OVHcloud or of other companies (e.g. Vendors).
Any use, reproduction or representation of all and/or part of these websites and their components, of any kind or in any format, is unauthorised without express permission from OVHcloud or the rights holders.
As part of the Marketplace management, OVHcloud collects personal data relating to the Buyer on behalf of the Vendors: (i) Buyer identification data (surname, first name, postal address, email address, telephone number, OVHcloud client ID or “NIC Handle”), (ii) messages intended for the Vendors, (iii) commercial, accounting and financial data (order history, invoices, credit note, payment method used, including the payment method holder).
In this regard, the Vendors are data controllers, with OVHcloud acting as a data processor.
To make payments, a Payment Service Provider is used, which receives data relating to the Transactions made and the payment method used. This data is used to pay for the Services and/or for the Products and is stored by the Payment Service Provider for 5 years in accordance with the regulations in force.
8.2. Processing carried out by OVHcloud as a data controllerAs part of managing the Marketplace, OVHcloud collects personal data on its own behalf relating to the Buyer: (i) identification data from the Buyer (surname, first name, postal address, email address, telephone number, OVHcloud client ID or “NIC Handle”), (ii) interactions with the Buyer, (iii) order histories, and (iv) technical data relating to the use of the Marketplace (login credentials, Marketplace usage and login history, etc.).
This personal data is processed by OVHcloud in order to (a) manage its relationship with the Buyer (opening of the Marketplace account, information and support, improving the order process, loyalty programme, etc.), (b) make the Marketplace available (maintenance, development, and quality and security management), (c) prevent fraud and Marketplace uses that are not in compliance with the applicable regulations or Terms and Conditions, (d) comply with current regulations (archiving obligation, obligation to retain data such as login and user identification data), and (e) assert its rights. In these cases, OVHcloud shall act as the data controller of these processing operations
These processing operations are carried out in compliance with the regulations in force, in particular the GDPR, and French Law No. 78-17 of 6 January 1978 relating to computing, files and freedoms, as amended by Law No. 2019-828 of 6 August 2019
OVHcloud Affiliates may participate in the aforementioned data processing activities and OVHcloud may utilise third-party providers such as security services, network providers, and other service providers (postal, emailing, surveys, carriers, market analysis, analysis of OVHcloud group website activities, etc.) acting as processors and acting on instructions from OVHcloud. In this case, a contract is established between OVHcloud and the processor, in compliance with the regulations in force, and appropriate technical and organisational measures are put in place, in compliance with articles 28 and 32 of the GDPR.
Where personal data is transferred (including in cases of remote access) to a non-EU country that is not under an adequacy decision within the meaning of the GDPR, appropriate guarantees in accordance with chapter V of the GDPR shall be put in place, including, at OVHcloud’s discretion, a contract in accordance with the standard contractual data protection clauses adopted by a data protection authority and approved by the commission in accordance with the examination procedure set out in article 93(2) of the GDPR, or adopted by the commission in accordance with the examination procedure referred to in that article, or binding company rules approved by the competent supervisory authority.
The conditions for the aforementioned data processing operations are detailed on the OVHcloud Website. OVHcloud regularly updates these conditions, and communicates the content of the updates.
OVHcloud agrees not to use the aforementioned data for purposes incompatible with those mentioned in this article, it being understood however that OVHcloud may have to disclose the aforementioned data in response to requests or decisions from authorities such as judicial or administrative authorities. In this case, OVHcloud agrees to inform the Buyer (unless this is not authorised by law or by the requesting authority), and to limit communication only to the data required.
Notwithstanding the above, OVHcloud reserves the right to anonymise the data that is the subject of this part. This anonymised data is stored and processed in this form for any purpose (including but not limited to statistical purposes, developing and improving the Services, marketing analysis or business development, etc.).
8.3. Rights of data subjectsIn accordance with the GDPR, the user has the right to appeal before the data protection authority. The Buyer also has the right to access the aforementioned personal data concerning them, the right to rectify it, to request its deletion and portability, and the right to limit or oppose to some of its processing.
With regard to the processing operations covered by clause 8.1 above, these rights may be exercised directly with the Vendor responsible for the processing operations in accordance with the terms set out in the contract agreed between the Vendor and the Buyer.
For the processing operations covered by clause 8.2 above, these rights can be exercised using the form provided for this purpose on the OVHcloud Website, or by post to the following address: OVH SAS, Data Protection Officer, 2 rue Kellermann, 59100 Roubaix. Each request must be accompanied by a proof of identity. They will be replied to within thirty (30) days of receipt.
In the event that one or more provisions of these GTU are held to be invalid by the application of a law, regulation or an administrative or judicial decision that has become final, the other provisions will retain their full force and scope.
9.2 Non-waiverOVHcloud’s failure to invoke or delay in invoking a clause of these GTU shall not be construed as a waiver of this clause in the future, unless OVHcloud expressly waives it in writing.
9.3.MediationIn the event that OVHcloud is involved in a mediation procedure requested by a Buyer as the result of an act attributable to the Vendor, the latter will bear the full costs incurred by OVHcloud in connection with this mediation. Any dispute arising from the interpretation, performance or termination of these GTU between a Buyer and OVHcloud will be submitted to one of the following two mediators:
OVHcloud may update and modify these GTU without any formality other than informing the Buyer in advance via a notification on their Account.The new GTU will enter into force immediately upon acceptance by the Buyer or, in the absence of action on the Buyer’s part, within thirty (30) calendar days.
9.5. Applicable law - Competent courtThese GTU are governed by French law.
The Tribunal de Commerce de Paris will have sole jurisdiction to hear any dispute between OVHcloud and the Buyer in relation to these GTU, including precautionary procedures, emergency procedures, or in the event of summary or warranty proceedings, a petition, or multiple defendants.