General Terms and Conditions of Use and Sale – Carform.io

Effective date: March 1, 2022

Carform, a simplified joint-stock company (SAS) with a capital of €30,000, registered with the Grasse Trade and Companies Register under number 901 823 617, and headquartered at 535 Route des Lucioles, Les Aqueducs – 06560 Valbonne (hereinafter referred to as “CARFORM“), operates the CARFORM.IO platform (the “Platform“).

These General Terms and Conditions of Use and Sale (hereinafter “GTC“) define the terms under which CARFORM provides its services (the “Services“) to clients (the “Client“) and their users (the “Users“) on the CARFORM Platform (alternatively the “Platform“), accessible online at https://app.carform.io/.

PREAMBLE

The CARFORM.IO Platform is an online software solution designed to connect and facilitate exchanges between automotive and vehicle repair professionals, service providers, and end customers, while also enabling the management and tracking of repair missions and services.

It is specifically designed for automotive and vehicle repair professionals, allowing them to efficiently manage workshops, monitor tasks, and communicate with various Platform users.

CARFORM is not a party to any contractual relationships between Clients, Users, or their end customers in any form or capacity.

Clients and Users can access the Platform using any internet browser or operating system, though Google Chrome is the recommended browser. Clients are responsible for ensuring internet access and necessary equipment to use the Services. Depending on the subscribed Services, CARFORM may provide various types of terminals (“Equipment”) under the terms set forth in these GTC.

To become a Client under these terms, an individual must be a business entity or an independent professional acting within their usual and principal professional activity.

If the Client is a legal entity, the individual accepting these GTC on its behalf must be authorized to bind the Client to these terms.

The Client guarantees compliance with the Platform’s terms of use by its Users and remains fully responsible for their actions.

The Client acknowledges that they are solely responsible for processing all data transferred or communicated via the Platform while using the Services (“Client Data”).

The Services are subject to change, and CARFORM may modify, remove, or introduce new services integrated into the Platform, which may be subject to additional terms and conditions. The available Services and subscription plans are detailed on the CARFORM.IO website (www.carform.io).

By accessing or using the Platform, the Client fully and unreservedly accepts the latest version of these GTC, which override any previous conditions, including any general purchasing terms set by the Client.

In the event of a conflict between these GTC and any other Client-imposed conditions, these GTC shall prevail.

If any provision of the GTC is found to be illegal, invalid, or unenforceable, the remaining provisions shall continue to apply.

Failure by CARFORM to enforce any provision of these GTC at any time shall not constitute a waiver of its right to enforce them in the future.

2. DEFINITIONS

“User” – Refers to any individual authorized by the Client to access the Services, regardless of the granted access rights (Administrator or other User). The User is considered an employee, agent, or representative of the Client.

“Administrator Owner” or “Owner” – Refers to any individual duly authorized to manage the Client’s account.

“Client” – Refers to the contracting party of CARFORM under these GTC, acting in a professional capacity.

“GTC” – Refers to these General Terms and Conditions of Use and Sale applicable to Clients for the use of the Platform’s Services.

“Personal Data” – As defined by EU Regulation 2016/679 (General Data Protection Regulation – GDPR), any information related to an identified or identifiable natural person. A person is considered identifiable if they can be identified, directly or indirectly, through an identifier such as a name, identification number, location data, online identifier, or by one or more factors specific to their physical, physiological, genetic, mental, economic, cultural, or social identity.

“Client Data” – Refers to all information, documents, exchanges, and other data communicated or processed by the Client and/or Users on or through the CARFORM.IO Platform.

“CARFORM” – A simplified joint-stock company (SAS) with a capital of €30,000, registered with the Grasse Trade and Companies Register under number 901 823 617, and headquartered at 535 Route des Lucioles, Les Aqueducs – 06560 Valbonne, publisher of the CARFORM.IO Platform.

“Equipment” – Refers to terminals, screens, and other devices provided by CARFORM under the subscribed pricing plans, with availability and usage conditions defined in Article 4.5.

“Services” – Refers to all features and services offered by CARFORM on the Platform. The Services are subject to change.

“Platform” – Refers to the CARFORM.IO online platform, intended for Clients, accessible at https://app.carform.io/ and, where applicable, on other devices or operating systems. The Platform’s use is governed by these GTC. Upon registration, Clients receive a dedicated URL to access the Services.

3. REGISTRATION AND ACCESS TO SERVICES

3.1 Access and Use Conditions of the Platform

The Client is solely responsible for ensuring the proper functioning of their IT equipment and internet access required to use the Platform. The Client is also responsible for maintaining their system to ensure a stable connection with CARFORM Services.

All costs incurred by the Client and their Users to access the Platform—including internet connection fees, equipment acquisition, or renewal costs—are the Client’s sole responsibility. Specific conditions regarding Equipment are detailed in Article 4.5.

CARFORM shall not be held liable for any damage to the Client’s or Users’ IT equipment due to malware, interruptions, or failures in the Client’s internet connection.

3.2 Creation of a Client Account

In addition to accepting these GTC, access to the Platform and Services requires the creation of a Client account via the designated registration form.

The Client must provide all necessary information requested by CARFORM to set up the account. The account administration is handled by a designated administrator (“Owner”), who must be a natural person.

The Owner is authorized to grant permissions and usage rights to any User (Administrator or other Users) they invite to connect to the Platform on behalf of the Client.

The Client agrees to:

a) Provide accurate, up-to-date, and complete information as requested during registration.
b) Maintain and promptly update all relevant information to ensure accuracy.

CARFORM reserves the right to update the list of required information for account creation and maintenance at any time.

3.3 User Authorization and Registration Process

The Client is responsible for defining the access rights and usage scope of the Platform for its Users.

All future Users must create a profile in accordance with these GTC and CARFORM’s registration requirements. Users must provide all requested information via the designated forms. Failure to provide required information will prevent registration on the Platform.

The list of required information for registration and access is defined in CARFORM’s Privacy Policy and may be updated to ensure optimal Platform operation.

Users must:

a) Provide accurate, up-to-date, and complete information during registration.
b) Maintain and promptly update all relevant details to ensure accuracy.

The Client can invite Users via email to create their profiles. The Client may also create User profiles without an email address and guarantees they have the necessary rights and authorizations to manage User account creation and administration.

CARFORM reserves the right to update the list of required information for creating and maintaining User accounts at any time.

3.4 General Provisions

If the Client and/or its Users provide false, inappropriate, outdated, or incomplete information, or if CARFORM has valid reasons to suspect that the provided information is inaccurate, CARFORM reserves the right to delete the Client’s or any User’s account and deny any current or future access to the Services.

Clients and Users are responsible for ensuring that their personal data used for account creation is accurate and complete and for selecting a strong and secure password.

Since CARFORM cannot verify the identity or legitimacy of Clients and Users, it cannot be held liable in case of identity theft or fraudulent account registration. In any such case, the affected individual must immediately contact CARFORM at contact@carform.io so that appropriate investigations and actions can be taken.

Access to the Client’s personal account is strictly personal and non-transferable. Any use of a Client or User’s login credentials on the Platform will be presumed as authorized access. The Client and Users are solely responsible for:

  • The use of their login credentials (username and password).
  • Any information transmitted via the Platform.
  • Any use of the Platform’s Services.

Clients and Users must keep their passwords confidential and must not share or disclose them to third parties. CARFORM shall not be held liable for the loss of a login credential and/or password.

If a password’s confidentiality is compromised, the Client must immediately notify CARFORM to receive a new one. The Client remains responsible for all activity on their account until CARFORM is informed of a potential security breach.

The Client is liable for any use of their account or their Users’ accounts unless they report misuse or identity theft as outlined above.

4. CARFORM SERVICES

4.1 Platform Services

The available Services and their pricing conditions are communicated to the Client and are detailed on the CARFORM.IO website.

CARFORM offers various subscription plans that are clearly defined on the CARFORM.IO website.

Clients can subscribe to a paid plan on a monthly or annual basis, with automatic renewal unless canceled.

Unless the Client cancels their subscription, it will be automatically renewed for an identical period, as specified in Article 6.

The subscription terms are outlined in Article 5 of these GTC.

4.2 Trial Period

The Client and its Users may be granted free access to the Platform for a limited period, starting from the creation of an account. The trial duration is specified on the CARFORM.IO website.

Before the trial period expires, the Client will receive a notification inviting them to subscribe to a paid plan.

During the trial period, the Client remains subject to these GTC and guarantees that all Users comply with them.

4.3 Rules for Using the Services

The Platform offers various features, including:

  • Management dashboard for tracking missions, vehicles, and teams.
  • Dedicated URL for each Client.
  • Appointment scheduling platform for Client Users.
  • Real-time notifications for case tracking and document exchange.

Additionally, the Platform provides configuration and SMS notification services for vehicle repair tracking. These SMS services are offered by TWILIO, and its terms and conditions are available on the provider’s website.

The Services are subject to change and are provided according to the pricing plans subscribed to by the Client.

The Client is solely responsible for all Client Data processed and shared through the Platform and Services, including data handled by its Users.

The Client assigns authorized Users to access various Services, and all these individuals act under the Client’s sole responsibility.

The Client agrees not to resell the Services or use them for any purpose outside the scope defined in these GTC. If this obligation is violated, CARFORM may immediately suspend the Services, close the Client’s account, and terminate the contract.

CARFORM is not a party to any contracts, agreements, or business relationships between the Client, its Users, Partner Users, or Client Users.

4.4 Additional Services and Service Modifications

The Platform and Services are subject to ongoing development.

CARFORM may introduce new services or features that enhance the existing Services.

Such additions may be subject to separate, supplementary, or modified terms and conditions.

Similarly, CARFORM reserves the right to modify or remove any Service or feature at its sole discretion. In case of removal or modification, CARFORM will notify the Client in advance whenever possible.

4.5 Provision and Use of Equipment

4.5.1 Equipment Delivery and Condition

The Equipment, along with all necessary accessories, is provided to the Client and its Users in good working condition.

If the Equipment is loaned as part of a subscribed plan, the Client is responsible for receiving and installing it.

  • The Equipment is delivered by a carrier designated by CARFORM.
  • Transport costs are borne by the Client and communicated at the time of order.
  • Delivery is made either by direct handover to the Client or via a notice of availability.

Delivery times are indicative and depend on stock availability and carrier schedules. Delays shall not justify:

  • Compensation or penalties,
  • Refusal of the Equipment,
  • Cancellation of the order, unless contractually agreed otherwise.

If damaged or missing items are detected upon delivery, the Client must:

  1. Inspect the Equipment immediately upon receipt.
  2. Report any issues in writing (by registered letter with acknowledgment of receipt) to the carrier within 3 days of delivery.

CARFORM will not accept any claims beyond this period.

Returns are not accepted without CARFORM’s prior written approval, which may be obtained via email or registered letter.

  • If an issue is confirmed, CARFORM will send a replacement at no additional cost.
  • If no defect is found, return and delivery costs will be charged to the Client.
  • Acceptance of the Equipment without reservations covers any apparent defects or missing items.

Claims do not suspend or exempt the Client from paying subscription fees.

CARFORM shall not be liable for damages occurring during transport, including loss, theft, or destruction, even if CARFORM selected the carrier.

4.5.2 Client Responsibility for Equipment

Upon receipt, the Client assumes full legal responsibility for the Equipment and its use for the entire loan period.

The Client is responsible for:

  • Regular maintenance, cleaning, and inspections.
  • Ensuring the Equipment is insured against potential risks (recommended via the Client’s own insurance policy).

The Client may only use the Equipment within the scope of the Platform and Services. Any misuse or deviation from the intended purpose is strictly prohibited. The Client must comply with:

  • Usage, safety, and maintenance guidelines provided by CARFORM and/or the manufacturer.
  • Applicable legal and regulatory requirements.
  • Ensuring Users comply with these obligations.

At the end of the contract, the Client must return the Equipment in working condition.

  • Return shipping costs are covered by CARFORM.
  • An inspection may be carried out upon removal.
  • If the Equipment is damaged beyond normal wear and tear, replacement costs will be charged to the Client.

4.5.3 Damage, Loss, or Equipment Malfunctions

If the Equipment experiences failure or damage, the Client must inform CARFORM immediately.

  • If the damage results from misuse, vandalism, or improper handling, the Client bears full replacement and shipping costs.
  • If the issue falls under the manufacturer’s warranty, CARFORM will arrange for its replacement at no cost.
  • Any non-warranty replacement costs shall be charged to the Client.

5. FINANCIAL TERMS

5.1 Pricing and Subscription Terms

The applicable pricing and subscription terms for the Services are communicated by CARFORM and are available on the CARFORM.IO website.

The Client may modify their order and correct any errors before confirming the subscription.

Upon acceptance of these GTC and confirmation of the subscribed Services, a legally binding contract is formed between CARFORM and the Client.

Service prices are those in effect on the subscription date. Prices are listed in euros (€) and exclusive of tax. As a result, VAT, other applicable taxes, and additional fees will be added based on the rates in force at the time of subscription.

CARFORM reserves the right to change its pricing at any time, provided that the Client is notified at least two (2) months in advance. Unless the Client explicitly refuses the changes, the new pricing will be automatically applied and considered accepted.

Pricing adjustments may also occur due to legislative or regulatory changes, such as:

  • Modification of VAT rates
  • Introduction of new taxes
  • Changes to existing tax rates

The prices provided include any discounts or rebates that CARFORM may apply.

5.2 Payment Terms

CARFORM invoices must be paid within thirty (30) days of issuance, with no discount for early payment.

For subscriptions including Equipment, the contract is annual, although payments may be made monthly. Subscription and Service pricing details are outlined on the CARFORM.IO website and summarized in the Client’s order.

CARFORM invoices are issued in euros (€).

Accepted payment methods:

  • Credit card (Visa, Mastercard, Carte Bleue)
  • Bank transfer (details provided by CARFORM)

The Client must pay the full invoice amount, including all applicable taxes, without applying any offsets or deductions. Payment conditions are defined by CARFORM and are subject to change.

The Client agrees to cover all applicable taxes, government fees, transfer fees, and currency exchange fees associated with their payments.

CARFORM may use a third-party payment provider, in which case the provider’s terms and conditions will be made available to the Client.

The Client must pay all invoices upon receipt, without any withholding.

In the event of late payment, penalties equal to three (3) times the legal interest rate will automatically apply starting the day after the due date, without the need for a formal notice. These penalties are calculated based on the total amount due, including taxes.

Additionally, a fixed recovery fee of €40 will be charged for late payments. If collection costs exceed this amount, the Client must pay the full actual recovery costs upon presentation of supporting documents.

If payment is not received, CARFORM reserves the right to:

  • Suspend access to all or part of the Platform.
  • Terminate the contract with the Client immediately, without further notice.

If a Client disputes an invoice, payment must still be made in full. If the dispute is resolved in favor of the Client, CARFORM will issue a credit note as appropriate.

The Client agrees to fulfill all payment obligations and acknowledges that CARFORM will retain payment information in accordance with legal retention periods.

Failure to make payment will result in the automatic termination of these GTC.

The Client also acknowledges that:

  • Depending on the transaction location, exchange rate fees or pricing variations may apply.
  • The Client will be billed at the beginning of each subscription period for the applicable fees and taxes.

6. TERM – WITHDRAWAL – TERMINATION – EFFECTS OF TERMINATION

6.1 Term

The contract between the Parties, governed by these GTC, becomes effective on the Client’s registration date for using the Platform. It is automatically renewed for successive periods of one (1) month or one (1) year, depending on the chosen subscription plan.

For subscriptions including Equipment, the contract is automatically renewed annually, with payments possible on a monthly basis, as specified in Article 5.

Unless the Client cancels their subscription before the renewal date, the Services will automatically renew under the same conditions. Similarly, CARFORM may terminate the contract under the conditions described below.

If the Client cancels their subscription, the termination will take effect at the end of the current billing period, with no renewal.

6.2 Withdrawal

Since the Client is a professional purchasing the Services for their primary business activity, no right of withdrawal applies.

However, if the contract is concluded off-premises, does not fall within the Client’s primary business scope, and the Client has fewer than five (5) employees, they benefit from a 14-day withdrawal period from the contract’s conclusion date.

To exercise this right, the Client must send an unambiguous withdrawal request via registered mail with acknowledgment of receipt, with the postmark serving as proof.

6.3 Termination

6.3.1 Suspension of Services – Termination by CARFORM

CARFORM may terminate the contract immediately for any legitimate reason at any time, by simple notification (temporary or permanent), including account deletion for the Client and/or its Users.

This includes cases where the Client or any User violates these GTC.

CARFORM may also proceed with permanent account termination for any justified reason, particularly in case of breach of contract by the Client or its Users. This termination is without prejudice to CARFORM’s rights, including the ability to seek damages and compensation.

6.3.2 Termination by the Client

If the Client cancels their subscription, it will remain active until the end of the billing period, after which no renewal will occur.

6.4 Effects of Termination

Once the account is closed, the Client and its Users will have the opportunity to download their available data from the Platform for personal archiving.

No refunds will be provided for any subscription fees already paid, and all outstanding subscription fees for the remaining contract term will become immediately due.

7. NON-EXCLUSIVITY

The Client acknowledges that CARFORM has no exclusivity obligation. Therefore, CARFORM is free to provide Services to other clients, including the Client’s competitors.

8. PLATFORM AVAILABILITY

The Platform is generally accessible 24/7, except in cases of planned or unplanned interruptions for maintenance or due to force majeure.

CARFORM is committed to resolving recurring bugs and defects reported by the Client as quickly as possible.

Whenever possible, CARFORM will notify the Client in advance about scheduled maintenance or updates.

CARFORM will make every effort to ensure continuous access to the Platform. In the event of service interruption, regardless of the cause, CARFORM will work to restore the Platform as soon as possible.

CARFORM is dedicated to regularly updating the Platform to maintain compliance with industry standards and meet Client expectations.

CARFORM will take all necessary security measures to protect the Platform and Services against intrusions, malware, and data corruption.

CARFORM reserves the right to interrupt Services or restrict access to the Platform if its security is threatened (e.g., security breaches, intrusions, malware, or data corruption).

Scheduled service interruptions may occur partially or fully, mainly for maintenance or updates. Whenever possible, these will be scheduled during low-traffic periods, and CARFORM will attempt to notify the Client in advance.

CARFORM will restore access to Services and the Platform as quickly as possible.

The Client waives any right to hold CARFORM liable for the operation and performance of the Platform and Services.

CARFORM operates under a best-effort obligation and cannot be held liable for any direct or indirect damages suffered by the Client due to Platform unavailability. Similarly, CARFORM shall not be liable for any malfunctions, access issues, or poor Platform performance resulting from:

  • Incompatible Client hardware or equipment,
  • Client’s internet service provider (ISP) issues,
  • Internet network congestion,
  • Any external factor beyond CARFORM’s control.

No refunds, credits, or compensation will be issued for service interruptions under this article.

9. PERSONAL DATA PROTECTION

9.1 Compliance with Applicable Regulations

CARFORM complies with all applicable laws regarding the use and protection of personal data, including:

  • EU Regulation 2016/679 of April 27, 2016 (General Data Protection Regulation – GDPR).
  • The French Data Protection Act of January 6, 1978, as amended (LIL).

CARFORM’s Privacy Policy is available on the company’s website.

9.2 Roles and Responsibilities in Data Processing

Under these GTC, CARFORM acts as a data processor, while the Client is the data controller in accordance with applicable regulations.

As the data controller, the Client is responsible for informing its Users about how their personal data is processed when it is collected. The Client must ensure compliance with data protection regulations.

CARFORM is not a party to the relationship between the Client and its Users regarding data processing. Therefore, Users should contact the Client directly for any personal data concerns.

This section defines the conditions under which CARFORM processes personal data on behalf of the Client, including the nature, purpose, types of data, and categories of individuals concerned.

9.2.1 Description of Data Processing

CARFORM may collect, store, process, transfer, modify, and delete personal data solely for the execution of Services as described in these GTC.

Personal data processed includes:

  • First name
  • Last name
  • Email address
  • Phone number

CARFORM may also process Users’ on-site work schedules.

For end customers, the following data may also be processed:

  • Names, addresses, and phone numbers
  • Vehicle license plate numbers (for SMS notifications provided by TWILIO, a third-party service provider)

Categories of individuals concerned:

  • Users (as defined in these GTC).
  • End customers (whose data is processed by the Client).

The Client must provide CARFORM with all necessary information to perform the Services.

9.2.2 Duration and Termination

CARFORM will comply with these data processing commitments for as long as the contract remains in effect.

If either Party violates these terms, the other Party may terminate the contract immediately by registered letter with acknowledgment of receipt.

9.2.3 CARFORM’s Obligations as Data Processor

CARFORM commits to:

  1. Processing personal data only for the specific purposes outlined in these GTC.
  2. Following documented instructions from the Client.
    • If CARFORM believes an instruction violates GDPR or other laws, it must notify the Client immediately.
    • If CARFORM is legally required to transfer data to a third country or international organization, it must inform the Client unless prohibited for legal reasons.
  3. Ensuring data confidentiality.
  4. Training its personnel on data protection compliance.
  5. Implementing privacy by design and default.
Use of Subcontractors

CARFORM may use sub-processors for specific processing tasks. In this case:

  • The Client will be notified in advance of any new or replacement subcontractors.
  • The notification will include:
    • The processing activities involved
    • The identity and contact details of the subcontractor
    • The contract start date
  • The Client has 30 days to raise objections. If no objection is raised, the subcontracting will proceed.

CARFORM ensures that any subcontractor follows the same data protection obligations. If the subcontractor fails to comply, CARFORM remains fully liable.

Data Subject Rights

The Client is responsible for informing Users and end customers about their data protection rights, including:

  • Access, rectification, erasure, and objection rights.
  • Data portability.
  • Restriction of processing.
  • The right not to be subject to automated decision-making, including profiling.

If a User or customer requests to exercise their rights, CARFORM must forward the request to the Client as soon as possible.

Data Breach Notification

CARFORM must notify the Client of any personal data breach within 48 hours of becoming aware of it.

This notification must include all necessary details for the Client to comply with legal obligations, including reporting to data protection authorities if required.

Assistance with Compliance

CARFORM assists the Client in:

  • Conducting data protection impact assessments (DPIA).
  • Consulting with data protection authorities when required.
Security Measures

CARFORM implements appropriate technical and organizational measures to ensure data security, including:

  • Pseudonymization and encryption of personal data.
  • Ensuring ongoing confidentiality, integrity, and availability of processing systems.
  • Restoring access to personal data in a timely manner in case of an incident.
  • Regular security testing and monitoring.

The Client may define additional security measures, which will be documented in an addendum to these GTC.

Data Retention and Deletion

At the end of the service contract:

  • CARFORM will delete all personal data unless otherwise agreed.
  • If requested, CARFORM may return all personal data in a commonly used format before deletion.
  • CARFORM will provide written proof of deletion.
Data Protection Officer (DPO)

If CARFORM has appointed a DPO, their contact details will be shared with the Client.

Record of Processing Activities

CARFORM maintains a written record of processing activities, including:

  • The name and contact details of the data controller (Client), sub-processors, and DPO (if applicable).
  • Categories of processing activities.
  • Details of data transfers outside the EU, if applicable.
  • A description of security measures in place.
Audit and Compliance Documentation

CARFORM provides the Client with documentation demonstrating compliance with GDPR, including:

  • Audit reports.
  • Security policies.
  • Technical and organizational measures taken.

9.2.4 Client’s Obligations as Data Controller

The Client agrees to:

  1. Provide CARFORM with the necessary personal data for processing.
  2. Document all processing instructions in writing.
  3. Ensure CARFORM’s compliance with GDPR throughout the contract.
  4. Supervise processing activities, including conducting audits and inspections.

10. INTELLECTUAL PROPERTY

10.1 License to Use

CARFORM grants the Client a personal, non-transferable, non-exclusive, and non-sublicensable license to access and use the Platform solely for the purpose of utilizing the Services, as defined in these GTC. This license is granted exclusively for the Client’s needs, and the Client may not allow third parties to access or use the Platform.

If CARFORM provides an API or access to third-party software related to the CARFORM Platform (the “Additional Software”), CARFORM grants the Client a limited, non-exclusive, non-transferable right to use such software only in connection with the Platform.

When using Additional Software, the Client and its Users must comply with CARFORM’s development guidelines. CARFORM reserves the right to modify or discontinue access to any Additional Software at any time, with or without notice. The Client is solely responsible for the use of such software and for ensuring compliance by its Users.

10.2 CARFORM’s Intellectual Property

The CARFORM.IO Platform, including all interfaces and applications developed by CARFORM for accessing its services—present and future—across all operating systems and platforms, along with all brand-related assets (such as trademarks, logos, designs, images, and other intellectual property), remains the exclusive property of CARFORM.

Nothing in these GTC grants the Client or its Users the right to use the CARFORM name, trademarks, logos, domain names, or other brand identifiers. All rights, title, and interest in the Platform and Services remain exclusively owned by CARFORM.

All content and data (excluding Client Data) accessible on or through the Platform—including but not limited to texts, graphics, logos, names, brand identifiers, tabs, functionalities, images, sounds, photos, and software—are protected by intellectual property laws and remain the exclusive property of CARFORM.

These elements must not be downloaded, copied, altered, modified, deleted, distributed, transmitted, sold, leased, sublicensed, or exploited in any way without CARFORM’s prior written consent. The Client agrees not to use these elements for any purpose other than those outlined in these GTC.

Unless required by mandatory legal provisions, the Client is not authorized to:

  • Modify, enhance, edit, translate, decompile, disassemble, or create derivative works from any part of the Platform.

CARFORM may use open-source software and make it available to the Client and its Users under the respective open-source licenses. The Client and its Users must comply with these open-source license terms when using such software.

The Client guarantees compliance with these provisions by its Users.

10.3 Intellectual Property Warranty

CARFORM declares that it holds all intellectual property rights related to the Platform.

Specifically, CARFORM guarantees that:

  • The Platform does not infringe on any pre-existing works.
  • CARFORM has respected and will continue to respect third-party intellectual property rights, including copyrights, design rights, patents, and trademarks.

In the event of any third-party claim alleging intellectual property infringement or unfair competition, CARFORM indemnifies the Client.

Conversely, the Client agrees to immediately inform CARFORM of any potential infringement of the Platform’s intellectual property rights. CARFORM retains full discretion to take any necessary action to protect its rights.

11.2 Data Ownership and Usage Rights

The Client retains full ownership of all data processed within the Services.

For the purpose of providing the Services, the Client grants CARFORM and its subcontractors a non-exclusive, worldwide, royalty-free, and non-transferable license to:

  • Host, cache, copy, and display the Client Data solely for the execution of the Services.

This license will automatically terminate upon the end of the contractual relationship between the Parties, unless continued hosting and processing are necessary for service completion.

Data Hosting: The Platform and all related data, including Client Data, are hosted and stored by Google Cloud Platform.

11.3 Client Responsibilities and Warranties

The Client declares and guarantees that:

  • It holds all necessary rights and authorizations to use its data within the Services.
  • Granting a license to CARFORM does not infringe on any third-party rights.
  • Its data does not contain any content that would require CARFORM to comply with additional laws or regulations beyond those expressly stated in these GTC.

The Client agrees to indemnify CARFORM against any financial consequences resulting from a breach of these warranties.

11.4 Data Access and Legal Requests

Access to Client Data is strictly limited to the Client and its authorized Users.

However, CARFORM may access the data only when necessary for the proper provision of the Services. The data retention period will not exceed the legally required duration.

CARFORM may be legally required to disclose Client Data to administrative or judicial authorities. In such cases:

  • CARFORM will comply with applicable regulations.
  • Unless legally prohibited, CARFORM will notify the Client about any such data request.

11.5 Liability for Data Usage and Transmission

The Client is solely responsible for:

  • Creating, selecting, and using its data within the Services.
  • Ensuring compliance with all applicable data protection regulations when processing Personal Data.
  • Obtaining necessary legal authorizations for any data it collects and processes.

CARFORM has no control over data transfers via public telecommunication networks (e.g., the Internet). The Client acknowledges that CARFORM cannot guarantee the confidentiality of Client Data during its transfer over such networks.

As a result, CARFORM cannot be held liable for:

  • Data interception, corruption, or loss occurring during transmission.
  • Any unauthorized third-party access to Client Data over public networks.

12. LIABILITY

12.1 CARFORM’s Liability

CARFORM declines all liability regarding the results obtained from the use of the Platform and Services by the Client and its Users.

  • The Client is solely responsible for the use and interpretation of the results provided by the Services.
  • The Platform is a standard software solution designed to meet the needs of a broad range of clients. CARFORM does not guarantee its suitability for the Client’s specific requirements.

CARFORM makes no express or implied warranties regarding the Services, including but not limited to:

  • Implied warranties of quality or fitness for a particular purpose.
  • Guaranteed outcomes from using the Services.
  • Satisfaction of all Client requirements with the Service’s functionalities.

The Parties acknowledge that software may contain errors, and not all errors are economically feasible or necessary to fix. Consequently, CARFORM does not guarantee that all issues or errors in the Platform will be corrected.

The Client assumes full responsibility for using the Platform and interpreting its results. CARFORM cannot be held liable for any errors, regardless of their cause, in the results generated by the Platform. The Client and its Users must verify all results themselves.

Additionally, CARFORM is not liable for accidental deletion of Client Data or User data. The Client is solely responsible for maintaining backup copies of its data.

12.2 Scope of CARFORM’s Liability

To avoid any doubt, CARFORM is not a party to contracts between the Client, its customers, and its partners. CARFORM does not intervene, directly or indirectly, in the execution of these contracts. The Client is solely responsible for managing its contractual obligations, and CARFORM cannot be held liable for any failure by the Client in this regard.

Additionally, CARFORM does not provide any legal, tax, or accounting advice in relation to the Services.

CARFORM’s responsibility for providing Services and access to the Platform is an obligation of means and not an obligation of result.

12.3 Limitation of Liability

CARFORM cannot be held responsible for indirect damages suffered by the Client in connection with the execution of the contract. Indirect damages include but are not limited to:

  • Loss of profits or revenue
  • Loss of data
  • Loss of business opportunities
  • Commercial damages
  • Complaints or claims by third parties against the Client

Since CARFORM is only bound by an obligation of means, it will not be liable for damages resulting from:

  • Platform unavailability
  • Loss of data (including backups or records)
  • Loss of revenue due to service disruptions

CARFORM is not responsible for any damages resulting from the use of Client Data provided by the Client or its Users.

Additionally, CARFORM is not required to compensate for damages resulting from errors made by the Client, its Users, or third parties. Under no circumstances will CARFORM be liable for:

  • Business interruption losses
  • Loss of profits, opportunities, or commercial damages

In any event, CARFORM’s financial liability cannot exceed the amounts paid by the Client for the specific Services that caused the liability. CARFORM is not responsible for system contamination due to viruses, cyberattacks, or third-party malware.

CARFORM will not be liable in the following cases (non-exhaustive list):

  • Use of Services in a way not explicitly authorized
  • Modifications to the Platform made by anyone other than CARFORM
  • Use of Services despite CARFORM advising suspension due to issues
  • Use of Services in an unsupported technical environment
  • Loss of Client Data due to interventions where the Client did not properly back up its data
  • Negligence or errors on the part of the Client
  • Use of unapproved third-party software affecting the Services

12.5 Use of Services

The Client agrees to the following:

  1. Do not bypass Platform security features.
  2. Do not disrupt or overload the Platform (e.g., spam, DDoS attacks, viruses).
  3. Do not reverse-engineer, decompile, or attempt to access the source code.
  4. Do not manipulate credentials to disguise identities.
  5. Do not use automated tools (bots, scrapers) to access Platform data.

The Client must report any abuse on the Platform by:

  1. Providing details of any illegal or non-compliant data.
  2. Notifying CARFORM of third-party complaints.
  3. Responding promptly to any CARFORM inquiries.

The Client is responsible for ensuring that its Client Data storage and transmission comply with the following:

  • No dishonest, illegal, or inappropriate content.
  • No breach of confidentiality obligations.
  • No unauthorized transfer of Services to third parties.
  • No use of CARFORM Services for unauthorized reselling.

The Client guarantees that uploaded content does not infringe on:

  • Intellectual property rights (patents, trademarks, copyrights).
  • Privacy rights (unauthorized disclosure of personal data).
  • Public order and moral standards (hate speech, terrorism, child exploitation).

The Client is solely responsible for all communications with its end customers.

13. CONFIDENTIALITY

Both Parties commit to a general obligation of confidentiality regarding any oral or written confidential information, regardless of its form or medium, exchanged before and during the execution of the Services. However, this does not apply to information that:

  • Is publicly known or becomes public knowledge without fault of the Client or its Users.
  • Is obtained from third parties who are not bound by confidentiality obligations.
  • Was independently developed by the receiving Party before disclosure.

Commitments of the Parties

Each Party agrees to:

  • Keep all confidential information strictly secret and not disclose it to anyone without prior written consent.
  • Use confidential information solely for the execution of the Services.
  • Not copy or reproduce confidential information without prior written authorization.
  • Disclose confidential information only when legally required by a competent public authority.

Each Party ensures that its employees, managers, and representatives comply with this confidentiality obligation.

Duration of Confidentiality Obligation

The confidentiality obligation remains in force for three (3) years after the termination of the contractual relationship, for any reason.

Exceptions for Legal and Business Use

  • Each Party may share confidential information with its insurers, auditors, or legal advisors, as well as with administrative or judicial authorities, if legally required.
  • CARFORM is authorized to mention the Client as a reference in its marketing and communications. This includes using the Client’s brand name and logo, only during the contract term, in a cooperative manner and with respect for the Client’s image and reputation. The Client retains full control over its brand image and may approve or refuse specific uses by CARFORM.

14. CHANGES TO SERVICES & MODIFICATIONS OF THE TERMS

Service Modifications

CARFORM may modify the Services at its sole discretion. This includes:

  • Adding or removing features,
  • Temporarily or permanently discontinuing Services,
  • Suspending or terminating Client or User accounts, in accordance with these Terms, without liability to the Client.

CARFORM may also introduce additional services that integrate with the platform and may be subject to separate or supplementary terms and conditions.

Changes to the Terms

CARFORM may update these Terms of Use and Sale (CGU) and other policies at any time.

  • If substantial modifications affect Client rights or obligations, CARFORM will provide at least 15 days’ notice via the Platform or other means.
  • The Client will have the opportunity to review the changes before they take effect.

If the Client does not agree with the new Terms, they may terminate their subscription according to Article 6.

15. LANGUAGE

These T&Cs may be available in different languages. In the event of any conflict or contradiction between the provisions of the various versions, the French version shall prevail.

16. EVIDENCE, STORAGE, AND ARCHIVING

Computerized records stored in CARFORM’s systems in compliance with industry security standards shall be considered proof of communications. Archiving is carried out on a medium that ensures faithful and durable storage as required by applicable legal provisions. In the event of any discrepancy between CARFORM’s computerized records and paper or electronic documents held by the Client, CARFORM’s computerized records shall prevail.

17. FORCE MAJEURE

Neither Party shall be held liable for damages, additional costs, or losses incurred by the other Party due to any failure or delay in performance resulting from a Force Majeure event.

Force Majeure events are defined as external, unforeseeable, and unavoidable events under French case law, including but not limited to declared or undeclared war, terrorism, general labor strikes, riots, epidemics, pandemics, quarantines, fires, exceptional floods, accidents, or other events beyond the Parties’ control.

The above provisions shall not be considered as an exemption from fulfilling obligations under these T&Cs. Once the Force Majeure event ceases, the affected Party shall promptly fulfill its contractual obligations.

18. CONTACTING CARFORM

For any questions regarding these T&Cs, CARFORM can be contacted through the following means:

  • By email at contact@carform.io
  • By registered mail with acknowledgment of receipt sent to:CARFORM
    535 Route des Lucioles
    Les Aqueducs
    06560 Valbonne, France

19. APPLICABLE LAW AND JURISDICTION

These T&Cs are governed by French law.

In the event of a dispute concerning the conclusion, performance, interpretation, or termination of these T&Cs, the Parties shall endeavor in good faith to reach an amicable resolution.

Failing an amicable agreement, exclusive jurisdiction is granted to the competent courts of Paris.

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