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NEXX360 LEGAL NOTICE

The website, nexx360.io (the ‘Platform’) is published by NEXX360, société par actions simplifiée [simplified joint stock company] registered with the Trade and Companies Registry under number 891 857 674.

The publishing director of the Platform is Mr Andre BADEN SEMPER, the President of Nexx360.

The Platform is hosted by OVH, société par actions simplifiée [simplified joint stock company] whose registered office is located at 2 rue Kellermann, 59100 Roubaix – France.

TERMS AND CONDITIONS OF SALE

This document constitutes the Terms and Conditions of Sale for the site nexx360.io, and the service (the ‘Service(s)’) it provides. 

These terms and conditions of sale may be modified at any time, we would therefore recommend that you check them regularly.

BY COMPLETING THE REGISTRATION PROCESS AND CLICKING ON ‘I ACCEPT THE TERMS AND CONDITIONS OF SALE OF NEXX360’ YOU STATE THAT:
(1) YOU HAVE READ, UNDERSTOOD AND AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS OF SALE;
(2) YOU HAVE THE LEGAL AGE TO ENTER INTO AN AGREEMENT WITH NEXX 360, AND (3) YOU ARE ENTITLED TO MAKE A COMMITMENT PERSONALLY, OR ON BEHALF OF THE COMPANY YOU MENTIONED ON REGISTERING.
IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS OF SALE, YOU MAY NOT USE THE SERVICE.

Definitions:

 ‘Platform’ or ‘Site’ means the solution and the www.nexx360.io website

‘Services’ means all the features provided by Nexx360 for its clients on the Platform.

‘Account’ means an account created by a Client in order to use the services of Nexx360.

‘Client(s)’ means companies marketing their advertising space through the Nexx360 solution. 

‘Client’s Clients’ means the users and visitors to the Client’s websites.

‘User’ means any employee or agent of a Client, designated by that Client as a user, who has created an Account on the Platform. 

‘Intermediary(ies) means the Client’s service providers, whose business is to create competition amongst programmatic buyers (also called SSP for ‘Sell Side Platform’)

‘Terms and conditions of Sale’ or ‘T&Cs’: means this document.

Article 1 – PURPOSE OF THE SERVICE

Nexx360 provides a Service enabling its Clients (publishers, advertising agencies, e-commerce or other sites) to optimise revenue opportunities from their visitor traffic and their advertising space, either by increasing the competitive bidding of the different market players, or by displaying monetizable formats in spaces that may be under-valued or have even remained unused.

Clients will have a dashboard on the platform which, depending on their subscribed service level, lets them view the real-time performance of the Service, the number of requests passing through and more generally, the monthly cost for the service provided. This data may expand as the platform’s technical developments increase.

Advertising revenues generated through the services will be settled directly by the Intermediaries. Nexx360 is a third party to the existing contractual relationships between the Intermediaries and its Clients.  

Article 2 – CREATING AN ACCOUNT

In order to use the Service, Clients must first create an account on the website, www.nexx360.io, provide certain information relating to their identity and their company and accept these T&Cs.

Article 3 – SERVICE FEE AND PAYMENT TERMS

3.1 Service fee

The Service is invoiced at the price of 0.10 euro cents per ‘request.’

As a Client, you may check the number of requests which have passed through the Service at any time on your dashboard, and suspend the Service, if you wish.

3.2       Payment terms for the Services

At the end of the month, Nexx360 sends its Clients an invoice for the requests which have passed through its Service.

Nexx360’s invoices are payable on receipt.
Failure to pay the sums due within thirty (30) days shall automatically result in monthly interest of 5 basis points above the legal interest rate being applied without prior notice. 

Any sum that is unpaid on the due date shall in addition be automatically subject to a lump sum compensation of 40 euros for debt collection costs. 

In accordance with Article L 441-6 of the French Commercial Code, when the collection costs incurred are higher than this lump sum compensation, Nexx 360 may ask a debtor Client to pay an additional compensation, after providing substantiating documents.

ARTICLE 4 – AGREEMENT TERM– SUSPENSION/TERMINATION

4 1. On the initiative of Nexx360

In the event of non-payment, Nexx360 reserves the right to suspend access to the Platform until the sums due are settled, or terminate the agreement.

In general, if a Client is in breach of the obligations contained in these T&Cs, Nexx360 reserves the right to suspend or delete, automatically and without any legal formality, the associated accounts, after formal notice sent by post or email remained unheeded for a period of eight (8) calendar days following its receipt.

4.2. On the initiative of Client

If the Client no longer wishes to use the Service, they may suspend it directly from their dashboard. 

If the Client wishes to definitively terminate the agreement, they must send an email, requesting the termination of the agreement to the following email address: contact@nexx360.io, or if they prefer, send a registered letter to: 

Nexx 360 – 8 Rue de l’Hotel de Ville – 92200 Neuilly-sur-Seine.

4.3       Effects of termination

Termination immediately leads to the Client Account being deleted and the Client is not entitled to make any claim in that respect.

Notwithstanding this termination, the provisions of these T&Cs shall continue to apply for the period prior to such termination.

Article 5 – Intellectual Property

The Nexx360 trademark, all the trademarks whether or not they are figurative, all the other marks, illustrations, images, texts, comments and logos appearing on the Site, whether or not they are registered, the general structure of the Site, as well as the software text, animated or still images, its know-how, designs, illustrations, database and any other element of the Site are and shall remain the exclusive property of Nexx360.

The same applies to any copyrights, designs, models or patents owned by Nexx360. Any total or partial reproduction, modification, extraction or use, for any reason whatsoever and on any medium whatsoever, without the express prior consent of Nexx360, is strictly prohibited.

Article 6 – Liability

Under no circumstances does Nexx360 guarantee the successful completion of the requests transiting through its Service. Its role is limited to ensuring that such transit occurs. 

Any discussion between Intermediaries and Clients falls under their sole liability and Nexx360 accepts no liability in that respect. In particular, as Nexx 360 is a third party to the contractual relationships between the Intermediaries and its Clients, it may not be held liable for any failure of an Intermediary to pay the advertising revenues owed to the Clients and/or for the Clients’ failure to pay any amount owed to the Intermediary.

More generally, Nexx360 may not be held liable for any direct or indirect damage resulting from any communications, interactions, relations, agreements or disputes between Clients and Intermediaries.

Article 7 – Service Availability – Force majeure 

7.1       For any reason whatsoever, and notably due to difficulties and/or technical and/or IT and/or telecommunications and/or maintenance constraints, or force majeure events, Nexx360 reserves the right to interrupt access to the Site at any time, and if applicable without notice, and to terminate or modify the viewing characteristics of the Site. Nexx360 may not be held liable for the consequences of such interruptions or modifications.

More generally, Nexx360 reserves the right to make changes of any kind whatsoever to the content on the Site. 

7.2       Nexx360 may not be held liable in any case if the breach of one or more or all of its obligations provided for under these T&Cs is due to a force majeure event.

For the purposes of these T&Cs, force majeure is defined as an unforeseeable and/or unavoidable event which is beyond the control of Nexx360 (such as a failure of the web host), and more generally, any situation falling under the definition provided for in Article 1218 of the French Civil Code.

If Nexx360 is prevented, restricted or disturbed from performing any obligation under these T&Cs due to a force majeure event, Nexx360 shall then be released from fulfilling the relevant contractual obligations.

Article 14 – Personal data protection

8.1       General provisions

Nexx 360 undertakes to collect and use the Personal Data of the Client and of the Client’s Clients in strict compliance with French data protection laws, in particular the provisions of the French Data Protection Law and those of the EU General Data Protection Regulation (hereinafter, the ‘GDPR’).

Nexx 360 therefore undertakes to act solely for the purposes defined in the T&Cs, to implement the physical and logical measures and take the useful precautions to ensure that the personal data is secure and prevent it from being distorted, damaged or disclosed to unauthorised persons.

8.2       Status of Nexx 360 in personal data processing operations

8.2.1.   Nexx 360 as the controller

Nexx 360 is the controller with respect to its Clients’ data that is notably used for opening accounts and invoicing.

Any information about how such data is managed can be viewed here : Privacy policy.

8.2.1 Nexx 360 as a processor

Nexx 360 acts as a Processor for the personal data of its Client’s Clients collected by or from Clients, in order to implement the Services. This personal data is restricted to the ID and IP address of the Client’s Clients and their approximate location. Clients makes such data available to Nexx 360, and are responsible for obtaining and maintaining the consent of their Clients.

The purpose of the data processing is to ensure that the Client’s Clients data is effectively sent to the Intermediaries, so that they may have access to the information needed to bid in real-time on the Client’s programmatic advertising.

The data subjects are the Client’s Clients.

The type of processing performed on this data is:

  • Sending the data to Intermediaries;
  • Analysing the data to determine if some of it are from ‘bots,’ in order to delete them before sending them to Intermediaries.

Nexx 360 will process the data as long as the agreement with its Client remains in effect.

8.3 Obligations of Nexx 360 as a Processor 

Nexx 360 undertakes to: 

  • process the personal data only for the purposes stated in these T&Cs;
  • process the personal data in accordance with the Client’s documented instructions; If the processor considers that an instruction constitutes a breach of the European General Data Protection Regulation or any other provision in European law or the law of Member States on personal data protection, it must immediately inform the controller. In addition, if the processor is required to transfer data to a third country or an international organisation, under European Union law or under the law of the Member State to which it is subject, it must inform the controller of this legal obligation prior to processing, except if the law in question prohibits such disclosure on the grounds of significant public interest;
  • guarantee the confidentiality of the personal data;

ensure that those people or entities authorised to process personal data under these T&Cs (i) undertake to respect the confidentiality of the data or are subject to an appropriate legal non-disclosure obligation (ii) receive the necessary training on personal data protection. 

  • take into account the principles of data protection by design and data protection by default for its tools, products, applications or services. 

(i) Sub-processing

Nexx 360 is authorised to use the following processors:

OVH, Sellsy, Galaxie Media, Google Analytics, Google Ads, Facebook, Stripe, Cleoma.

Nexx 360 undertakes to inform the Client in advance of any new sub-processor and ensures that such sub-processor provides the same sufficient guarantees with regard to the implementation of the appropriate technical and organisational measures such that the processing complies with GDPR requirements.  

(ii) Data subjects’ right to information  

The Client is responsible for providing data subjects with information about the processing at the time their Personal data is collected.

(iii) Exercising the rights of individuals and informing Clients

Nexx 360 undertakes to conscientiously fulfil written requests for information from the Client in order to permit them to answer requests from the Client’s Clients with regard to exercising their rights.

(iv) Personal Data breach notice 

Nexx 360 shall inform the Client of any personal data breach by email no later than 72 hours after becoming aware of such a breach. This notice will include any relevant documentation to enable the Client to notify, if necessary, such breach to the competent supervisory authority.

(v) Security measures 

Nexx 360 undertakes to implement the following security measures:

  • Resources to ensure at all time the confidentiality (pseudonymisation, encryption of personal data, etc.), integrity, availability and resilience of the processing systems and services;
  • Resources to restore the availability and access to personal data in a timely manner in the event of a physical or technical incident;
  • A procedure for regularly testing, analysing and assessing the effectiveness of the technical and organisational measures to ensure that processing is secure, and provide proof thereof should a Client or the data protection authority so request.
  • Only give access to the Client’s personal data to the personnel of Nexx 360 who have been duly authorised and empowered by virtue of their duties and capacity, strictly limited to what is necessary to carry out their duties.

(vi) What happens to the Personal data after processing

After processing this personal data, Nexx 360 undertakes to return such data to the Client (or send the personal data to the service provider designated by the Client) and destroy any personal data in its possession. Once destroyed, Nexx 360 must provide written proof of such destruction.

(vii) Register of processing activities

Nexx 360 states that it keeps a written register of all the processing activities performed on behalf of the Clients, including:  

  • The name and contact details of the controller on behalf of whom it is acting, any sub-processors and, if applicable, the data protection officer;
  • The categories of processing carried out on behalf of the Client;
  • If applicable, personal data transferred to a third country or an international organisation, including the identity of such third country or such international organisation and, in the case of such transfers, the documents certifying the existence of appropriate guarantees;
  • A general description of the technical and organisational measures, among others, as necessary.
  • Resources to ensure at all time the confidentiality (pseudonymisation, encryption of personal data, etc.), integrity, availability and resilience of the processing systems and services;
  • Resources to restore the availability and access to Personal data in a timely manner in the event of a physical or technical incident;
  • A procedure for regularly testing, analysing and assessing the effectiveness of technical and organisational measures to ensure that processing is secure.

(viii) Documentation and audit

Nexx 360 will provide the Client with the necessary documentation to prove its compliance with all its obligations and to enable audits to be performed, including inspections by the Client or any third party whom the Client may have commissioned to perform the audit.

Article 9– Miscellaneous provisions

If any of the clauses of these T&Cs is declared invalid, this shall not result in the other clauses of these T&Cs becoming invalid, which shall remain in full force and effect between the parties.

The fact that Nexx 360 does not at any time invoke any of the clauses of this Agreement and/or a breach by the User of any of their obligations under the T&Cs, may not be interpreted as Nexx 360 waiving its right to subsequently invoke any one of such contractual clauses or obligations.

Accordingly, no special terms and conditions may prevail over these T&Cs, unless expressly accepted in writing by Nexx 360. Any contrary term invoked by a User shall therefore not be enforceable against Nexx 360 unless expressly accepted, regardless of the moment when it was brought to its attention.

Article 10 – Applicable law/disputes

These Terms and Conditions of Sale are governed by French law.

Any dispute relating to the existence, validity, interpretation or termination of the agreement entered into between Nexx 360 and its Clients shall be subject to the exclusive jurisdiction of the Commercial Court in the place where Nexx 360 has its registered office, notwithstanding multiple defendants, the introduction of third parties or summary proceedings.