Terms of sale

1. Scope

Marketplace Factory is a service reserved for professionals: by ordering, you declare that you are acting for the purposes of your commercial, industrial, craft, professional or non-profit activity. The provisions of the French Consumer Code that apply to consumers, including the right of withdrawal, therefore do not apply.

Any order constitutes acceptance of these terms, of the terms of use and of the data processing agreement described in article 13. They prevail over your own purchasing terms, unless otherwise agreed in writing.

2. The service and the plans

Marketplace Factory lets you generate, edit and publish a marketplace comprising a public site, a customer area, a seller area and a back office (the “Marketplace”). The studio is free; going live requires one of the following plans, whose detailed content is set out on the pricing page on the day of the order:

• Launch: your marketplace online, online payment included, at an address ending in .marketplacefactory.app, with 2 administrators. €79 excl. VAT per month, or €790 excl. VAT per year, plus 2% of sales paid online.
• Pro: your marketplace on your own domain name (up to three), with your emails sent from that domain, 10 administrators and the feeds described in the “Feeds and integrations” article. €199 excl. VAT per month, or €1,990 excl. VAT per year, plus 1.5% of sales paid online.
• Dedicated: your very own installation, fully isolated. From €990 excl. VAT per month, billed quarterly (€2,970 excl. VAT), or €11,880 excl. VAT per year, plus 1% of sales paid online.

Each plan includes a number of administrators, AI credits and feeds and integrations, shown on the pricing page; monthly add-ons can be added without changing plans. Listings, photos and emails are unlimited, within fair use. The service never deletes data because of a limit.

Custom development is subject to a quote and a separate contract, which prevail over these terms for their subject matter. The Dedicated plan is subject to a purchase order that specifies its service commitments. On request, we can grant you a license to the source code of your Marketplace: the code that runs it, with the features of its business type, for that Marketplace only, excluding the studio, the generator and the other business types. Its price equals thirty-six months of the Dedicated subscription, paid in advance; optional maintenance (updates and fixes) can be added for 20% of that price per year, with no commitment. The scope of the rights and the delivery are set out in a separate contract.

3. Fair use

The listings, photos and emails of your Marketplace are not limited in number, within fair use: that of an active marketplace, whose listings are published and kept up to date by you and your sellers, and whose emails accompany its users’ activity.

The following, in particular, are not fair use:

• massive, automated imports of listings unrelated to the Marketplace’s actual activity;
• a very high-volume directory with no matchmaking, booking or sales activity;
• mass publication of automatically generated content;
• sending unsolicited emails.

If your Marketplace’s use clearly falls outside this scope, we first contact you to discuss it and, where appropriate, offer you the Dedicated plan. We only limit or suspend the service on this ground after at least thirty days’ written notice, and never delete any data.

Above 40,000 emails sent per month from your Marketplace, on the Launch and Pro plans, sending continues without interruption: additional emails are billed per block of 1,000, at the current rate shown in your account, on the monthly service fee invoice. Confirmation emails and login codes are always sent.

4. Feeds and integrations

Import. On every plan, you can import your listings by uploading a file (CSV or Excel) in the back office. On the Pro plan, 1,000 listings kept up to date from your software are included, through a feed we read every hour or through the Marketplace Factory endpoint; a tier of 10,000 listings is available as an add-on.

Syndicate. On every plan, your listings can be syndicated to Google, Facebook, Instagram and Google for Jobs. On the Pro plan, 1,000 listings can also be syndicated to listing portals, 10,000 as an add-on. Any subscriptions with portals and gateways remain your responsibility.

Get notified. On the Pro plan, 10,000 messages per month to your tools are included, 100,000 as an add-on. The Dedicated plan includes the highest tier of each of the three services. Add-on prices are those on the pricing page.

The endpoint is a secure address to which your software, or the provider you appoint, sends your listings. It is open to any plan that includes an import tier and is described in public documentation. Access is through a key specific to your Marketplace, which you keep confidential, within rate limits designed to protect the service; you are responsible for the data sent with this key.

Software on the list of supported software is connected free of charge; very common software not yet on it is added for free, as a priority. Connecting other market software is billed €490 excl. VAT once and is reserved for customers committed for one year (Pro plan billed yearly, Dedicated plan); the software then joins the list. Software requested by three customers is connected for free for everyone. A link with software specific to your company goes through the endpoint or, beyond it, through custom development.

We only import your own data and the data your sellers entrust to you; we never retrieve the listings of a portal or a third-party site.

5. Orders and account

Orders are placed online, from the studio, when you go live. They require an account with accurate, up-to-date information, including your company name, your address and, where applicable, your VAT number. You are responsible for keeping your login details confidential and for any action taken from your account. The order becomes firm once the first payment is confirmed, which we send you by email together with the invoice.

6. Prices, invoicing and payment

Prices are stated in euros, excluding taxes. VAT at the applicable rate is added; for a customer established in another EU member state with a valid VAT number, the reverse charge applies. The yearly subscription to the Launch and Pro plans is billed twelve months for the price of ten. The Dedicated plan is billed quarterly, three months in advance, or yearly at the price of twelve months, with no discount.

Service fees are added to the subscription on the sales paid online on your Marketplace, at your plan’s rate on the day of each sale (the one on the pricing page, or the one set by the purchase order of the Dedicated plan), with no cap. They apply to the amounts paid online by buyers, excluding delivery fees, minus refunds and lost disputes; an amount in another currency is converted into euros at the European Central Bank reference rate of the last day of the month. They do not apply to requests or to payments received offline. They are calculated per calendar month, then invoiced at the start of the following month on an invoice separate from the subscription, charged to the registered payment method; a total below €0.50, or a balance in your favor, is carried over to the following month and never gives rise to a payout. Each month’s statement (period, sales, refunds, rate and amount) can be viewed in your account. They are due from the first day of the month in which Marketplace Factory opens to the public; as long as payments are in test mode, no service fees are billed.

The subscription is payable in advance, at the start of each monthly, quarterly (Dedicated plan) or yearly period, by card or SEPA direct debit, through our payment provider Stripe. Add-ons are billed monthly, with the subscription. You authorize us to charge the registered payment method on each due date.

Any late payment automatically incurs penalties equal to three times the legal interest rate and a fixed recovery fee of 40 euros (article L. 441-10 of the French Commercial Code). If a reminder remains unanswered for fifteen days, we may suspend the publication of your Marketplace until payment, without deleting your data.

We may change our prices. A new price applies from the next period, after at least thirty days’ notice by email; you may cancel before it takes effect.

7. AI credits

Artificial intelligence features (ideas, relaunches, edits by the assistant, photos, copy, translations…) are paid in credits. The price of each action in credits is shown on the pricing page and before it runs; an action that fails or does not change your site is not counted. Two ideas and ten edits are given to every new account, once. Each plan includes a number of credits per month, shown on the pricing page; unused included credits remain valid the following month, then expire.

Additional credits can be purchased at any time (100 credits for €10 excl. VAT, 500 credits for €45 excl. VAT, 2,000 credits for €160 excl. VAT). Purchased credits remain valid for as long as your account is open, with no time limit; they lapse when it is closed. Credits have no monetary value: they are not refundable, transferable or convertible.

To protect the service, usage caps per account and per day apply; they are shown in the studio.

8. Term, renewal and cancellation

The monthly subscription renews every month; the yearly subscription, every year. You may cancel it at any time from your account: cancellation takes effect at the end of the current, already paid period, with no refund for the period started. The Dedicated plan is taken out for a fixed term of one year, billed quarterly or yearly; it then continues and may be canceled at any time with three months’ notice, in writing from the Contact page or by email.

You may upgrade at any time: the difference is billed pro rata for the remaining period. Downgrading takes effect at the end of the paid period, the month or the year depending on your subscription; before you confirm it, your account shows you what changes and on what date. When moving from the Pro plan to the Launch plan, your domain name redirects for thirty days to your address ending in .marketplacefactory.app, then it is detached; administrators beyond the limit lose their access but remain listed, and get it back if you return to the Pro plan; feeds are paused and emails are sent from our address. No data is deleted. Changing or canceling the Dedicated plan is done by writing to us.

If your Launch or Pro subscription is paid monthly, you may pause your Marketplace from your account, for up to six months in any twelve-month period, for €29 excl. VAT per month instead of the subscription. During the pause, your site shows a pause page with your message and no longer takes sales, bookings, sign-ups or contact requests; it sends no more emails, no AI credits are included and no service fees are due. Your data, photos and domain name are kept; the back office remains viewable and the export open. You reopen your Marketplace in one click, and the regular subscription resumes.

Either party may terminate the subscription in the event of a serious breach by the other, thirty days after a formal notice that has remained unanswered, without prejudice to damages.

When the subscription ends, your Marketplace is taken offline. You keep your project in the studio, and your data remains recoverable for thirty days, on a self-service basis from your account (“Export my data”: listings, orders, customers, payments and messages as spreadsheets, photos in an archive); it is then deleted, unless a legal retention obligation applies.

9. Our commitments

We provide the service diligently and in line with industry best practice, under a best-efforts obligation. We take care of its hosting, maintenance, updates, daily backups kept for thirty days and state-of-the-art security measures.

Support is provided on the Launch and Pro plans by ticket from your account, with a first reply within 48 business hours (Monday to Friday), and on the Dedicated plan on WhatsApp and by ticket, 7 days a week from 9 am to 8 pm (Paris time), with a first reply within 4 hours during those hours; a blocking outage is handled as a priority from 9 am.

The service may be interrupted for maintenance; we make sure these interruptions are short and, when planned, announced. Quantified availability commitments are reserved for the Dedicated plan and are set out in its purchase order.

10. Your commitments as an operator

You are the publisher and the operator of your Marketplace. As such, you are solely responsible for its content, its listings, its terms of use and sale, your relationships with your sellers and buyers, and compliance with the obligations that apply to online platforms, in particular:

• fair information for users on how the platform works and how offers are ranked (articles L. 111-7 et seq. of the French Consumer Code);
• the EU Digital Services Act (DSA): point of contact, handling of notices, statement of reasons for moderation decisions;
• the tax and reporting obligations of platform operators, including reporting sellers’ income (DAC7 directive);
• the protection of your users’ personal data, for which you are the data controller.

On every plan, your Marketplace’s payments go through your own Stripe account, opened in your name and connected from your account by pasting its secret key. In Stripe’s eyes, you are then the payment platform of your Marketplace: you accept Stripe’s terms, including those of Stripe Connect, and you are the merchant shown on the buyer’s statement. Your sellers open accounts with Stripe linked to yours, and Stripe verifies their identity.

You are liable to your sellers and buyers for the obligations attached to this role, in particular reporting their income (DAC7 directive), invoicing your commission, refunds and disputes, as well as for the fees Stripe charges you. Marketplace Factory provides the software: we never hold funds on your behalf, are not a party to payments, and our service fees are never deducted from your buyers’ payments.

We store your key encrypted, use it only to run your Marketplace’s payments (payment sessions, your sellers’ accounts, refunds, event endpoints) and never display it. You can disconnect it at any time from your account, or revoke it in Stripe; your Marketplace then switches back to request mode. If your subscription no longer includes online payments, they are suspended and the key is erased thirty days later.

Restricted activities that require a license or an authorization, such as gambling and betting, are only open on the Dedicated plan, after our team has verified the license and our payment provider has given its written approval; online payment remains switched off as long as that approval is missing. The compliance costs specific to these activities (verification, payment approvals, dedicated email service, legal review, enhanced monitoring) are added to the subscription, by quote.

You undertake not to use the service for unlawful trade, and in particular for the goods and services prohibited by the terms of use.

11. Content generated by artificial intelligence

The copy, photos and layouts suggested by the studio are generated automatically. They may contain errors or claims that need checking: you review them before publishing them and are responsible for them once published. To the extent permitted by law, the content generated for your Marketplace belongs to you; a coincidental resemblance to content generated for other customers cannot be ruled out.

12. Intellectual property

The software, studio, templates, blocks and engine of Marketplace Factory remain our property. For the duration of the subscription, we grant you a personal, non-exclusive and non-transferable right to use the service to operate your Marketplace. No subscription, including the Dedicated plan, gives access to the source code: only the license provided for in article 2 does, for a single Marketplace, and neither the studio nor the generator is ever part of it.

You remain the owner of the content and data you provide. You authorize us to host, reproduce and display them only to the extent necessary for the service. With the Launch plan, your Marketplace displays the “Powered by Marketplace Factory” badge.

13. Personal data

For the data of your account and your invoicing, we act as data controller, in accordance with our privacy policy.

For the data of your Marketplace’s users, you are the data controller and we act as processor, within the meaning of article 28 of the General Data Protection Regulation (GDPR). We process this data only on your instructions, to provide the service; we ensure its confidentiality and security; we use the sub-processors listed in the privacy policy and inform you of any changes; we help you respond to requests to exercise rights and notify you of any data breach without undue delay; at the end of the contract, we return and then delete this data. The details are set out in the data processing agreement, available on request at contact@marketplacefactory.com, which forms part of the contract.

14. Liability

We can only be held liable in the event of proven fault and for direct damage only. Our liability is limited, for all causes combined, to the amounts you paid us over the twelve months preceding the event giving rise to it. Indirect damage is excluded, in particular loss of revenue, customers, data or reputation.

These limits do not apply in the event of gross negligence or willful misconduct, nor to personal injury. Neither party is liable for a failure caused by force majeure within the meaning of article 1218 of the French Civil Code.

15. Suspension

We may suspend all or part of the service, after informing you where possible, in the event of non-payment, reported content that is manifestly unlawful, a risk to the security of the service or its users, or use contrary to these terms. The suspension is lifted as soon as its cause has been removed.

16. General provisions

We may amend these terms; the new version applies from the following period, after thirty days’ notice by email, unless the change is required by law. If you do not accept it, you may cancel before it takes effect.

We may mention your name and logo as a business reference, unless you object at contact@marketplacefactory.com. If a clause is declared void, the others remain in force. Failure to invoke a breach does not constitute a waiver.

17. Governing law and disputes

These terms are governed by French law. In the event of a dispute, the parties will first seek an amicable solution. Failing that, exclusive jurisdiction is conferred on the tribunal des activités économiques de Paris, including for summary proceedings and where there are several defendants.