IT IS PREVIOUSLY EXHIBITED:
- FIDEALIS develops, publishes and markets digital security services, in particular:
- FIDES, a secure dating service for digital creations and files with real-time registration with a bailiff and blockchain. FIDEALIS makes it possible to establish the date of creation with certainty, proving the anteriority and Intellectual Property rights of the creation.
- Signapost, certified electronic secretarial service:
- online contract signing,
- sending of electronic registered mail (LRE) with acknowledgement of receipt, probative and EIDAS-compliant.
- FIDEALIS Software, certified software escrow service and granting of release clauses for customers and users of said software or code or program.
- Web repository, automatic web page capture and storage system for
- Prove the presence or absence of content on web pages
- Capturing search results on Google
- Establish the date of publication of content on Web pages (disclosure)
- Brandslook : search service for copies/counterfeits of products on the Web and e-commerce platforms
Since 2001, the simplicity, speed and efficiency of FIDES proof services have made FIDEALIS a key player in the protection of creations and models in the renewal industries (Fashion, Home, Design, etc.), which have seen their need for protection by certain and certified dating solved by the service offered by FIDEALIS.
As this proof process is relevant regardless of the type of work, it is also used in all sectors and for all kinds of intellectual creations such as:
- models,
- collections,
- logos,
- Web pages (content and design),
- referencing (campaigns, articles, blogs),
- source codes,
- programs,
- accounting seals,
- invoicing electronics,
- brand project,
- business plan,
- concepts,
- packaging,
- videos,
- lyrics, music, scores,
- research and development.
- laboratory notebook
For each registration made, the FIDEALIS system provides the customer with a digitally sealed registration certificate, which includes the customer's contact details, the name of the creation, the registration date, the contact details of the depositary bailiff, and the display of the relevant visual for contentious use.
FIDEALIS deposits are automatically produced in English and French, and optionally in Chinese, Spanish, Italian, Portuguese, Korean, Russian Arabic, German and Japanese.
Since 2010, Fidealis SAS has been developing and marketing essential dematerialized trust services, beyond proof of creation, for companies and entrepreneurs in all business sectors.
2- The partner lawyer works with professional clients who are primarily or secondarily creative, and must therefore protect their intellectual property (communication, logos, originality of their website and its content, brochures, projects, etc.).
By advising his clients to register their creations with FIDEALIS, the partner lawyer solves all their protection problems.
Aware of their common interest in creating a synergy, the parties have come together and agreed on a partnership under the conditions set out below.
IT IS THEREFORE AGREED BETWEEN THE PARTIES:
Article 1:
The partner lawyer may freely offer its customers the services of FIDEALIS in all cases where it considers one of the services offered by FIDEALIS relevant to the customer :
- protection or proof adapted to the problem of defending the client's works, for example models and collections in the clothing and personal and household goods industries, and more broadly for any need to protect creations, brochures, logos, graphic guidelines and/or website content, business plans, videos, source codes, referencing, etc.
- dematerialized trust services (LRE, online contract signature, software escrow, certified captures, etc.)
Article 2: Introduction of the lawyer's clients to FIDEALIS
In the event that the customer is interested in using one of the services of FIDEALIS, the lawyer partner undertakes to introduce his client to FIDEALIS either by a phone call or an email requesting the company FIDEALIS to contact the interested client.
In addition, this contact allows customers of the lawyer partner to obtain from the company FIDEALIS privileged conditions defined below in Article 3.
Article 3: Commitment of FIDEALIS
The company FIDEALIS undertakes to consider each customer referred to it by the Lawyer partner as a privileged customer who will benefit as such from specific treatment in terms of treatment and pricing (see Article 3.2).
3-1: Preferential treatment: application of the PREMIUM service
- Call back of the customer and appointment (by phone or at the customer's premises) with a sales representative to assess the customer's needs and the most suitable package,
- Management of a partner's requests by a dedicated contact
- A direct line, a dedicated e-mail
- Assistance in making deposits,
- Processing of deposits,
- Rapid contact, keeping of appointments, and execution of services.
3-2: Preferential financial conditions: commercial discount granted to clients
A commercial discount will be granted to clients referred by the partner lawyer.
During the first year of collaboration, which ends with the calendar year in which the contract was signed, FIDEALIS will grant a 5% discount to all clients referred by the partner lawyer.
In subsequent years, the discount will be calculated on the basis of the sales achieved by FIDEALIS through the partner lawyer in the previous year (year n-1), the reference year being the calendar year. The reference year is the calendar year.
Discounts are set as follows:
Sales / YEAR (year N-1)
|
Discount for your customers the following year (year N)
|
0
|
5%
|
1€ => 5.000€
|
-7%
|
5,000 => €15,000
|
-9%
|
+ More than €15,000
|
-11%
|
Customers are subject to the Fidealis terms and conditions appended to this contract.
Article 3: Loyalty
During the existence of this Contract, the PARTIES undertake to behave towards each other at all times as loyal partners acting in good faith, and in particular to inform each other of any difficulties they may encounter in the performance of this Contract.
Article 4: Entry into force and duration
The Agreement comes into force on the date of signature by the last of the two PARTIES for an initial term of one (1) year (hereinafter "the Initial Term").
At the end of the Initial Term, the Agreement will be tacitly renewed for successive periods of one (1) year each, unless terminated by either of the Parties with three (3) months' notice.
Article 5: Confidentiality
Each of the PARTIES is bound by confidentiality for all confidential information, in particular technical, commercial, know-how or other information specific to the products and services of the Parties, exchanged relating to the performance of this Contract, in particular :
- keep them strictly confidential and protect them in appropriate conditions
- not to disclose them to a third party, except with the express prior consent of the other PARTY
- disclose them only to those to whom such disclosure will be strictly necessary for the performance of the Contract, provided that they have signed a confidentiality undertaking or at least a written request (e-mail) allowing disclosure of information.
- not to use, copy or reproduce, in whole or in part, the information communicated by the other PARTY for the sole purpose of fulfilling the Contract
- to cease immediately, at the request of the other PARTY, any use of the information communicated by the other PARTY.
It is expressly agreed between the PARTIES that the obligation of confidentiality will be maintained for a period of three (3) years from the last date of expiry of the present Contract, for whatever reason.
Unless otherwise requested in writing by the other PARTY, each PARTY undertakes to destroy all copies of confidential information and to provide proof of such destruction.
Article 6: Non-solicitation of customers
In order to perform the Contract in a framework of loyalty and trust, the Partner agrees not to solicit, by any means whatsoever, customers for the field of activity of FIDEALIS or to divert these customers to competitors of FIDEALIS . The Partner acknowledges that any such solicitation would be seriously prejudicial to FIDEALIS.
Throughout the term of the Contract, the PARTIES undertake not to compete, directly or indirectly, with Customers in whole or in part by creating similar or partially similar services.
This non-solicitation undertaking is valid for the duration of the present Contract and until 2 years after its expiry, for whatever reason.
Unless prior authorization from FIDEALIS, the Partner agrees not to enter into other partnerships with companies likely to compete directly or indirectly FIDEALIS.
The Partner acknowledges that this clause in no way prevents it from finding other assignments.
Article 7: Modification
Any modification of the Contract must be the subject of an amendment signed by the representatives of the PARTIES duly authorized for this purpose.
Article 8: Non-transferability of the contract
As the present contract is concluded intuitu personae, it is expressly agreed by the parties that it may not be transferred or assigned in any way.
Article 9: Mutual independence
The PARTIES declare and acknowledge that they are and will remain, for the duration of this Contract, independent commercial and professional partners, each insuring the risks of its own activity. The costs of the Partner and FIDEALIS are entirely at their respective expense.
Article 10: intellectual property
FIDEALIS owns the rights to its brand and company name, and its products. This partnership shall not have the effect of conferring any right whatsoever to the Partner on the intellectual property rights of FIDEALIS, apart from the simple right to be cited, in accordance herewith.
FIDEALIS reserves the right to report on the partnership and this by all means, whether it is a question in particular of Internet media, paper, plastic, audio-visual, television ... The Partner authorizes FIDEALIS to distribute its logo and/or brand name or any non-confidential information enabling it to be identified to the public.
Article 11: Personal data
The PARTIES agree to comply with the provisions of Law No. 78-17 of January 6, 1978 amended relating to data, files and freedoms.
As such, FIDEALIS collects data from its partners to monitor its contracts and relationships with them. These data are necessary for this follow-up and are not communicated to unauthorized third parties. In accordance with the amended Data Protection Act, the Partner and its employees may consult, rectify or delete information about them, by sending their request by mail to the headquarters of FIDEALIS accompanied by a copy of their identity card.
Article 12: Independence of the parties
The PARTIES acknowledge that they each act on their own behalf as legally independent entities and will not be considered as agents of each other. This Agreement does not constitute an association, a franchise or a mandate given by one of the PARTIES to the other. Neither PARTY may make any commitment in the name and on behalf of the other PARTY. The PARTIES shall make all tax and social security declarations required in connection with their respective activities, and undertake to comply with current legislation. The Partner warrants to FIDEALIS that it has all rights to enter into this Agreement and that this Agreement does not infringe the rights of any third party.
Signed in Paris in two copies
The partner lawyer
Philippe OBADIA