1. These terms of use
A. Scope
These terms of use (hereinafter "TOU") set out the terms and conditions for accessing and using the SaaS solution known as "Kiflo" (hereinafter "Solution"), developed and published by KIFLO, a limited liability company with a capital of € 1,000.00, registered in the Trade and Companies Register under number 847 670 262 (Paris), with its registered office located at 39 rue de la Gare de Reuilly – 75012 PARIS (France), ("KIFLO"), as well as the rights and obligations of the Partner in this context.
Ther term « User » means any individual belonging to KIFLO’s client entity, registered on the Solution and authorized to use its services.
The term « Partner » means any individual registered on the Solution and authorized to use its services, in accordance with the rights granted to it by the User.
B. Acceptance
The Terms of Use constitute a contract between the Partner, and KIFLO. Any access to and use of the Services offered on the Solution is subject to acceptance of and compliance with all provisions of these Terms of Use without restriction or reservation. Failure to accept the Terms of Use will result in the Partner being unable to access and use the Solution. Acceptance of the TOU is made, as applicable, when creating a Partner account or when logging into that account for the first time.
KIFLO reserves the right to modify and/or update the TOU, in line with technical developments to the Solution or changes in legislation, at any time. The Partner will be informed in advance by email 15 days before the new TOU come into force. Access to and use of the Solution will be subject to the new TOU in force.
C. Term - Termination
The Partner is bound by these Terms of Use from the moment he/she registers for the Solution until the closure of his/her user account by the User.
In the event of a breach by the Partner of any of the obligations set out in these TOU, KIFLO shall be entitled to terminate, automatically and without the need for any legal formalities or formal notice, their contractual relationship, with the effect of suspending or closing the account and making it impossible for the Partner to access the services of the Solution.
In the event of deactivation of the Partner account, personal data may be archived in a secure environment for the legal period of limitation for the purposes of evidence for the establishment, exercise or defence of a right in court, in accordance with the regulations applicable to the protection of personal data.
D. Applicable law
These TOU are governed by French law.
2. Access to and use of the Solution
A. Creating an account
The User will send to the Partner a single-use login link. After clicking on this link, the Partner will be able to create a password, whose number and type of characters must comply with the rules indicated on the platform.
B. Access to the Solution
The Partner can access its account via the dedicated URL by logging in to the Solution using his login details.
From this area, the Partner can access the following features, depending on the rights granted to it by the User :
- Lead submission
- Deal registration
- Deal tracking
- Asset library
- Rewards & Payouts tracking
- Team user management.
C. Confidentiality of login details
Each login is personal and confidential. The Partner must keep it secure and undertake not to disclose it to third parties for any reason, in any manner or in any form whatsoever. The Partner also undertakes to ensure that he/she logs out properly at the end of each session of use of the Solution.
In the event of loss, forgetfulness or theft of his/her authentication details, the Partner must change his/her password as soon as possible by clicking on the corresponding button located below the login details entry form. He/she will then be asked to create a new password.
Under no circumstances shall KIFLO be held liable for the loss, theft or forgetting of the Partner’s login details or their fraudulent use. The Partner is solely responsible for accessing and using the Solution with her/his login details.
D. Availability of the Solution
The Solution is accessible 24 hours a day, 7 days a week, subject to the occurrence of a case of force majeure or an event beyond KIFLO's control and except for interruptions, suspensions or limitations in the context of maintenance operations and/or updates necessary for the proper functioning of the Solution.
KIFLO is only bound by an obligation of means regarding the accessibility, operation and availability of the Solution or its content. KIFLO reserves the right to interrupt, suspend or limit access to all or part of the Solution, in particular due to legal or technical constraints.
3. Data and content
A. Messaging and content sharing
The Partner is solely responsible for any data or information (hereinafter the "Content") he/she imports onto on the Solution or share via messaging. He/she undertakes to comply with basic rules of courtesy and politeness and to ensure that all Content imported on the Solution complies with applicable law, in particular that it does not infringe the rights of third parties, violate privacy or image rights, or contain any content that is abusive, defamatory, obscene or offensive in nature; that he/she does not disseminate any manifestly illegal content, content that condones crimes against humanity, incites racial hatred, hatred towards persons on the grounds of their gender, sexual orientation or identity or disability, or content that constitutes child pornography, incites violence or violates human dignity.
As KIFLO is only a host for third-party content, it does not moderate Content published on the Solution in advance and does not exercise general control over Content published by users.
If abusive Content is reported on the Solution, KIFLO reserves the right to modify, delete or remove all or part of the Content in question.
In the event of any Content that is manifestly unlawful within the meaning of article 3.h) of Regulation (EU) 2022/2065 on a single market for digital services ("DSA"), the Partner can notify KIFLO of his request for removal in accordance with the procedure set out in article 16 of the DSA, by using the dedicated feature of the Solution or by email at the following address: help@kiflo.com.
Prior to removing the Content, KIFLO teams may inform the Partner who created the Content.
The Partner also acknowledges that KIFLO reserves the right, in the event that an excessive amount of illegal or abusive Content originates from the same source, to immediately delete the Partner account in question, or to suspend his access to the Solution, or to terminate the contract.
B. Intellectual property
Intellectual property rights in the Solution
The Solution, including its source codes and architecture, and each of its components, including text, images, visuals, videos, sounds, logos, names and signs published by KIFLO (hereinafter the "Protected Elements") are protected by intellectual property rights (including, without limitation, all copyrights, patent rights, trademarks, database producer rights, and any other existing or future intellectual property rights, both French and international) and belong to KIFLO or to third parties who have authorised KIFLO to use them.
The use of the Solution and its services does not in any way confer on the Partner any right of ownership and/or intellectual property right over the Protected Elements, with the exception of a personal right of access, which is non-exclusive and limited exclusively to the use of the Solution in accordance with its purpose and in compliance with KIFLO T&Cs.
Any representation and/or reproduction and/or partial or total exploitation of these elements without the prior written authorisation of KIFLO is strictly prohibited.
The Partner strictly refrains from any act of copying, reproduction, assembly, adaptation, modification, deletion, translation, arrangement, distribution, decompilation or making available to third parties of all or part of the Protected Elements, without this list being exhaustive.
Failure to comply with the provisions of this article constitutes a violation of the intellectual property rights of KIFLO and/or third-party licensors and may result in civil and criminal prosecution.
License granted to the Partner
KIFLO grants the Partner, for the duration of use of the Solution, a wordlwide non-exclusive, non-transferable and non-assignable right to use the Solution, in strict compliance with the following provisions:
This License is expressly limited to acts exclusively necessary for the use of the Solution for the Partner’s personal needs, to the exclusion of any other purpose.
This Licence is strictly personal and the Partner may not assign, transfer or delegate the rights or obligations they hold under this licence without the prior written consent of KIFLO.
For information purposes, KIFLO prohibits the Partner, without his/her written authorisation, from performing any of the following operations:
- making any copy of all or part of the software solutions comprising the Solution;
- permanently or temporarily reproduce the Solution made available, in whole or in part, by any means and in any form, including during the loading, display, execution or storage of the software;
- reverse engineer, decompile or disassemble the Solution, the computer program(s) and software solution(s), except as expressly permitted by applicable law;
- modify, alter, adapt or make any changes of any kind whatsoever to the presentation and content of the Solution, the computer program(s) and software solution(s), trademark, trade name, logos, etc. affixed to the Solution, their presentation, or remove the identification and ownership notices of the Solution;
- translate, adapt, arrange or modify all or part of the Solution, export it or merge it with other computer applications;
- Remove or alter the computer program(s) and software solution(s) as they appear in the presentations or content of the Solution;
- rent, lend or use the computer program(s) and software solution(s) for the purpose of sharing them or making them available to third parties ;
- publish any performance tests or analyses or evaluations relating to the Solution without the prior written consent of KIFLO.
C. Personal data
KIFLO is committed to protecting the personal data of users of the Solution and undertakes to protect it in accordance with applicable regulations, in particular Regulation (EU) No. 2016/679 of 27 April 2016 known as the ‘GDPR’ and Law No. 78-17 of 6 January 1978, as amended, known as the ‘Data Protection Act’.
For more information on personal data protection rules, the Partner is invited to refer to KIFLO's Data Privacy Policy, available at https://www.kiflo.com/legal/privacy-policy.
4. Risk prevention and litigation
A. Warranty
KIFLO guarantees the confidentiality and security of the Content. However, KIFLO cannot guarantee the accuracy, completeness, timeliness or other qualities of the Content integrated and distributed by the Partner on the Solution.
The Partner is solely responsible for the integrity, accuracy and quality of the Content he/she integrates and distributes on the Solution. The Partner also ensures that the Content they integrate and distribute on the Solution is free of viruses or any other component that could cause damage to the Solution.
KIFLO makes no other express or implied warranties, including, but not limited to, the continuity, performance and/or durability of the Solution and/or its suitability for a particular purpose or the suitability of the Solution for the Partner’s needs, nor guarantees that it is free from anomalies, errors or bugs, or that it will operate without failure or interruption. The Solution is provided ‘as is’ and according to its availability.
Access to the Solution implies knowledge and acceptance of the characteristics and limitations of the Internet, in particular with regard to technical performance, response times for consulting, querying or transferring information, risks of interruption, and more generally, the risks inherent in any connection and transmission over the Internet, the lack of protection of certain data against possible misuse and the risks of contamination by any viruses circulating on the network.
KIFLO does not guarantee that the Solution or its servers will be free of viruses, worms, Trojan horses or any other component that may cause damage at any time. It is the Partner’s responsibility to take all appropriate measures to protect their own equipment, data and/or software stored on their computer equipment against any damage.
B. Liability
Access to and use of the Solution are entirely the responsibility of the Partner. The Partner is solely responsible for the proper use, with discernment and common sense, of the Solution and the Content that they integrate and disseminate on it.
The Partner is responsible for installing anti-virus software and other security measures on their computer system.
To the fullest extent permitted by applicable law, KIFLO expressly excludes its liability for any indirect damage resulting from or in connection with access to the Solution, its use, malfunction or unavailability, regardless of the nature and duration thereof.
KIFLO is only liable for direct damage that may be caused to the Partner as a result of the poor performance and/or non-performance of its obligations under the T&Cs.
The Partner acknowledges that KIFLO remains free to correct and/or modify the Solution at any time and without notice, without such correction and/or modification giving rise to any right of recourse on their part.
KIFLO shall not be held liable, in general, in any case where the non-performance or poor performance of the TOU results from a case of force majeure or unforeseeable circumstances beyond its control.
C. Violation of the TOU
It is strictly prohibited to use the Solution for the following purposes:
- the exercise of illegal, discriminatory, fraudulent or harmful actions against the rights or safety of third parties,
- the violation of public order or the violation of laws and regulations in force,
- aiding or inciting, in any form or in any manner whatsoever, one or more illegal acts,
- and more generally, any practice that diverts the Solution from the purposes for which it was designed.
In the event of a breach by the Partner of any of the provisions of these Terms of Use, KIFLO reserves the right to close the Partner’s account, without prejudice to any compensation that may be claimed.
D. Force majeure
The Parties may not be held liable if the non-performance or delay in the performance of any of their obligations, as described herein, is the result of a case of force majeure, within the meaning of article 1218 of the French Civil Code.
Are considered as cases of force majeure with respect to the obligations of the Parties, events that are beyond their control and that they could not reasonably be required to foresee, insofar as their occurrence makes the performance of their obligations more difficult or costlier. This shall be the case in particular, without this list being exhaustive, of the cases usually retained by the case-law of the courts, of cases of war, riots, natural disasters, embargoes, epidemics, disruption of means of transport or communication channels, acts of government, changes in the regulations applicable to these T&Cs or to the Solution, internal or external strikes, internal or external failures or breakdowns, failure of the Internet network and, in general, any event that does not allow the proper performance of the contractual obligations.
The Party observing the event must immediately inform the other Party of its inability to perform its service and justify this to the latter. The suspension of obligations shall under no circumstances be a cause of liability for non-performance of the obligation in question, nor lead to the payment of damages or late penalties.
Performance of the obligation is suspended for the duration of the force majeure if it is temporary and does not exceed 30 days. Consequently, as soon as the cause of the suspension of their mutual obligations disappears, the Parties will make every effort to resume normal performance of their contractual obligations as soon as possible. To this end, the Party prevented will notify the other of the resumption of its obligation by registered letter with acknowledgement of receipt. If the impediment is definitive or exceeds a period of 30 days, the present Agreement will be terminated ipso jure.
E. Disputes
In the event of a dispute, the Partner is invited to contact KIFLO’s customer service department in the first instance, by email at help@kiflo.com.
In the event of a persistent disagreement, the dispute will be brought before the competent courts.