Terms of use

Preamble

The service is published by CoderKaine SAS, a French simplified joint-stock company with a share capital of €16,000.00, registered with the Montpellier trade and companies register under number 841 341 407, whose registered office is at 5 allée du Merlot, 34570 Saussan, France (hereinafter “CoderKaine”, “we”).

These terms of use (the “Agreement”) are a legal agreement between you and CoderKaine. You declare that you have read and accepted them when creating your account, or on your first sign-in in the case of an invited Member.

If you accept the Agreement on behalf of a company or another entity, you must have the authority to bind it; “you” then means that entity and the Members it authorises.

1. Agreement

The Agreement sets out the conditions for using the Services defined in Article 3. It incorporates by reference:

• the privacy policy, which describes the processing of personal data;
• the GDPR page, which allocates the controller and processor roles;
• the cookies page, which lists what the Services keep on devices;
• the prices published on the Trame, Gouvernail and Pilote pages on the day you subscribe;
• each product's technical documentation, including the Trame documentation.

In case of conflict, the Agreement prevails over the documents it incorporates, except for the processing of personal data, where the privacy policy prevails.

2. Representations

You acknowledge, represent and warrant that:

• you have capacity to contract with CoderKaine;
• you will comply with the Agreement and all applicable laws and regulations;
• you have been informed of the purpose and features of the Services, which meet your needs;
• you have the technical skills needed to use them, in particular to place a <script> tag on your site;
• you subscribed to the Services for your own professional needs.

3. Services

3.1. Description

CoderKaine provides the dismoi suite as SaaS, along with its maintenance and support (the “Services”). It comprises three products, usable separately or together, and a shared account area:

• Trame, collecting your users' feedback: a widget to place on your site and an application to handle it;
• Gouvernail, live guidance: your agent sees the page of a visitor who accepted and points at it to guide them; the agent does not act in the page;
• Pilote, an AI agent that acts in your application at your users' request;
• the account area, where you manage your organisation, its members, enabled products, subscriptions, payment methods and invoices.

3.2. The widgets and your visitors

Each widget is meant for your site's visitors, who have no account to create. You alone decide to install it, on which pages and with which settings. This creates two obligations for you: informing your visitors of the widget and of what it processes, and having a legal basis for that processing. The GDPR page details this split.

3.3. Support

You can report an Anomaly through the Trame widget on this site and in the applications, or by email to contact@coderkaine.com, at any time. Chat through the widget is staffed Monday to Friday, 9 am to 5 pm, on working days.

An “Anomaly” means any reproducible malfunction that prevents all or part of the Services from working normally, or produces an incorrect result, while they are used for their intended purpose. A report states your identity, the date, the context and steps to reproduce. We use our best efforts to resolve Anomalies but cannot guarantee resolution, which may consist of a configuration change, a fix or a workaround.

We may decline support where the Anomaly results from a change to a widget made without our consent, from third-party software built into your site, from abnormal use of the Services, or from the intervention of an unauthorised third party.

3.4. Use of the Services

You undertake not to use, or let a third party or a Member use, the Services in a way that breaches applicable law or the Agreement, and in particular not to:

• install a widget on a domain you do not control, or give an unauthorised third party access to the Services;
• reproduce, modify, adapt, translate, sell, rent or resell the Services, in whole or in part, or merge them into another program to create a competing service;
• decompile, disassemble or reverse-engineer the Services, except within the limits allowed by law;
• remove or hide any proprietary, trademark or copyright notice attached to the Services;
• misuse an API, in particular to push data unrelated to the service into it or to get around rate limits and quotas.

3.5. Updates

Since the widgets and applications are served from our servers, updates apply without any action on your part. You agree to receive them.

3.6. Availability

All reasonable means are used to keep the Services available at all times. We cannot, however, be held liable for any suspension or restriction of access, in particular for maintenance, updates, outages or network-related technical constraints, nor in the event of force majeure within the meaning of Article 1218 of the French Civil Code. YOU EXPRESSLY ACKNOWLEDGE THAT OUR OBLIGATIONS REGARDING THE AVAILABILITY AND PROPER FUNCTIONING OF THE SERVICES ARE A MERE OBLIGATION OF MEANS.

3.7. Intellectual property

The Services are protected by copyright and other intellectual property laws. As long as you meet your obligations, CoderKaine grants you a personal, limited, non-exclusive and non-transferable right to use them for their intended purpose. CoderKaine reserves all other rights. Each product's embed tag, for its part, is meant to be copied into your site.

4. Providers

Some functions rely on providers: hosting, sending emails, collecting payments, issuing invoices and, for Pilote, the language model. They are named, with their role, in the privacy policy. A limited amount of your data is passed to them, under contract, only as needed for their task.

5. Account, organisation and Members

5.1. One account for the whole suite

One account opens all three products and the account area. You sign up from the product you are interested in; the others are then enabled from the account area, without signing up again.

5.2. Organisation

Products, subscriptions and the invoice belong to an organisation, not to a person. The person who creates an organisation becomes its owner. Members are the people under your responsibility (employees, contractors, representatives) who are invited to it; the Agreement applies to them and you guarantee their compliance with it.

5.3. Roles

Owner

All of the administrator's rights; the only one who can appoint or demote an owner, and delete the organisation. The personal organisation cannot be deleted.

Administrator

Renames the organisation, invites and removes Members and changes the role of those who are not owners, enables products, subscribes to, changes or cancels subscriptions and manages payment methods.

Member

Uses the products enabled for the organisation, without being able to commit any spending.

The number of Members does not enter into the price of any plan. Keeping their list under control is your responsibility: if you remove a Member or delete an organisation, the corresponding access ends.

5.4. Credentials and second factor

Credentials are strictly personal. You, and each Member, undertake to keep them secret; entering them is presumed to be a sign-in by their holder. A second factor by time-based code (TOTP) is available: we recommend turning it on for every owner and administrator. You must inform us without delay of any compromised credential.

5.5. Widget keys

A widget key is public by design: it appears in your page's code. Its protection rests on being bound to the domain you declared. It is up to you to only declare domains you control. The same goes for the Pilote key, bound to the origins you allow.

6. Plans and quotas

6.1. Entry plan

Each product has a free entry plan, with no credit card: Discovery for Trame and Gouvernail, Trial for Pilote. It applies to any organisation without a paid subscription to that product. The Pilote trial quota applies for the whole life of the organisation; it does not renew. We may refuse or end a free plan in case of manifest misuse, in particular creating multiple accounts to get around a quota.

6.2. Quotas

Each plan carries quotas (widgets, storage and history for Trame, sites and sessions for Gouvernail, tokens for Pilote), shown on the product page on the day you subscribe. When a quota is reached, the product refuses whatever would exceed it: nothing that already exists is deleted as a result.

Some paid plans offer an overage option (extended storage for Trame, token overage for Pilote): the overage measured is then billed monthly, at the published unit price. For Pilote it remains capped, beyond which the service stops until the following month.

6.3. Trame history

A Trame feedback item and its files are purged when it has had no activity for longer than its project's history period, within the limit of the plan's. The period runs from when the feedback was submitted or, for a conversation, from its last message; email replies and internal notes do not extend it. It is up to you to export what you want to keep.

6.4. Beta features

A beta feature is provided as is and may contain errors causing failures or data loss.

7. Prices and payment

7.1. Prices

The applicable prices are those published on each product's page on the day you subscribe. They are stated excluding tax; VAT, at the rate of 20%, is added. A paid plan is subscribed monthly or yearly; Trame's Enterprise plan is sold yearly only, on quotation.

7.2. One invoice for the organisation

An organisation's subscriptions share one billing date and one invoice. The first subscription is invoiced immediately and sets the billing date. A product subscribed during a period joins the next billing date, with a pro rata charge from the day it was subscribed. Overage options are billed monthly, on the overage measured.

7.3. Changing plan

A change of plan or billing period takes effect at the next billing date: the current period, already invoiced, is neither refunded nor invoiced a second time. Adding or removing an option takes effect immediately.

7.4. Payment

• Amounts due are invoiced in euros at each billing date and charged to the payment method saved in the account area (bank card, or SEPA direct debit where we accept it), through our provider Stripe. Invoices are issued by Pennylane.
• Your bank may ask you to confirm a payment: confirmation can be resumed from the billing page of the account area.
• Payments are only final once actually collected. Any period that has begun is due in full.

7.5. Unpaid invoices

An invoice whose payment fails remains due. If a billing date still could not be invoiced seven days after it fell due, for lack of a saved payment method, the options of each of the organisation's paid products are removed and each of these subscriptions is cancelled: each product returns to its entry plan at the end of its period.

In case of late payment, penalties accrue automatically, without prior formal notice, at the rate of 15 % of the sums due, together with the fixed recovery fee of 40 euros provided for by Article L. 441-10 of the French Commercial Code. Late payment makes all sums due immediately payable, and we reserve the right to suspend or terminate the Services.

7.6. Discounts

No discount is given for early payment. No rebate, reduction or refund is granted, except under specific terms negotiated in a quotation.

8. Personal data

CoderKaine is the controller of the processing that concerns you as an account holder, Member or invoiced customer, as described in the privacy policy.

For what your visitors submit or show through a widget, you are the controller and we are your processor. We only process that data on your instruction, for the sole purposes of the service, never on our own behalf. It is up to you to inform your visitors, to have a legal basis and to answer their requests; we assist you within our technical means.

9. Content

You are responsible for all information transmitted, stored or shown when using the Services (the “Content”), including what your visitors submit or show through a widget you installed. You undertake not to use the Services to transmit or store Content that is unlawful, fraudulent, defamatory, hateful or infringes the rights of others, or malicious software.

You acknowledge that transmissions over the internet are only relatively reliable. The masking of secrets by the widgets is a precaution, not a guarantee: it does not replace turning off Trame's network capture or blocking sensitive areas for Gouvernail on pages that handle sensitive data.

CoderKaine may, without being obliged to, review Content, and remove or refuse any Content presumed to breach the Agreement, or disclose any information needed to meet its legal obligations.

10. Warranties

CoderKaine warrants that it holds the intellectual property rights needed to provide the Services, and indemnifies you against any third-party infringement claim arising from their compliant use, provided that you notify us immediately in writing and give us the assistance needed for our defence, which we keep control of.

Subject to this, the Services are provided “as is”. To the extent permitted by law, CoderKaine disclaims any warranty of fitness for a particular purpose and does not warrant that the Services are free from errors or interruptions. CoderKaine gives no legal advice, and in particular providing a widget is not advice on your GDPR compliance.

Pilote acts in your application on your users' instructions, based on what a language model suggests, and the model can be wrong. The actions it performs are your responsibility: it is up to you to limit the pages where it is present and to check sensitive operations.

11. Liability

Subject to mandatory provisions, CoderKaine cannot be held liable for damage linked to a failure of telecommunications or the internet, fraudulent intrusion by a third party, your equipment or that of your Members and visitors, abnormal use of the Services, the nature of the Content, the malfunction of a third-party service or temporary unavailability.

IN NO EVENT SHALL CODERKAINE BE LIABLE FOR INDIRECT LOSS, SUCH AS LOSS OF BUSINESS, LOST PROFIT, COMMERCIAL LOSS, DAMAGE TO REPUTATION, LOSS OF CUSTOMERS OR LOSS OF DATA. IN ANY EVENT, THE TOTAL AMOUNT OF ANY COMPENSATION OWED BY CODERKAINE SHALL NOT EXCEED TEN THOUSAND (10 000) EUROS, ALL LOSSES AND CAUSES COMBINED; IT IS NIL FOR A FREE PLAN.

12. Changes

We may change the Agreement and the Services after notifying you fifteen (15) days before the changes take effect. You may refuse them by notifying us before that date, which terminates the Agreement at no cost. A change required by law applies as soon as it takes effect; you are informed of it.

13. Term

The Agreement is entered into for an indefinite term, from the creation of your account, including on a free plan.

14. Termination

14.1. Cancelling a subscription

Each subscription is cancelled separately, from the account area. Cancellation takes effect at the end of the current period: the product keeps being served until then, then returns to its entry plan. Cancellation deletes nothing immediately; the quotas and history period of the entry plan then apply to your data, and whatever exceeds them may then be erased (on Trame Discovery, feedback with no activity for more than 7 days). Until that end is reached, the cancellation can be withdrawn. Any period that has begun is due in full, and a yearly period gives rise to no pro rata refund.

Removing the organisation's last payment method cancels all its paid subscriptions at the end of their period.

14.2. Ending the Agreement

You may end the Agreement at any time by deleting your account, after confirming with a code received by email. Remember to export beforehand what you want to keep.

CoderKaine may terminate the Agreement, without prejudice to any damages, if you breach your obligations, after a formal notice that remains without effect fifteen (15) days after receipt. In case of a manifest threat to the security or integrity of the service, suspension may be immediate. Termination in no way limits our right to receive payments due. Articles 10, 11, 16, 19, 20 and 21 survive the end of the Agreement.

15. Assignment

Since the Services are granted to you intuitu personae, you may not assign the Agreement without our prior written consent. Any change affecting your entity (merger, demerger, sale) is notified to us and entitles us to terminate the Agreement. CoderKaine may assign the Agreement without your consent.

16. Confidentiality

Each party undertakes, during the Agreement and for five (5) years after it ends, not to disclose the other's confidential information it has had access to, unless it has entered the public domain or its disclosure is required by law or a court order. You guarantee that your Members and managers comply with this undertaking.

17. Reference

You authorise us to name you as a user of the Services, with your company name and logo, for promotional purposes. You may withdraw this authorisation at any time by a written request to contact@coderkaine.com.

18. Force majeure

Our obligations are suspended in the event of an external event preventing normal performance of the Agreement, in particular natural disaster, strike, network blockage, infrastructure provider outage, cyberattack, war or health crisis. Payment obligations cannot be suspended. If the impediment lasts more than one (1) month and no agreement is reached within the following fifteen (15) days, either party may end the Agreement without compensation.

19. Governing law and jurisdiction

The Agreement is governed by French law. In case of dispute, we will first seek an amicable solution. FAILING AGREEMENT WITHIN THIRTY (30) DAYS, THE COURTS OF MONTPELLIER HAVE SOLE JURISDICTION, SUBJECT TO ANY MANDATORY STATUTORY PROVISIONS TO THE CONTRARY.

20. Language

In case of discrepancy between the French version of the Agreement and a translation, the French version prevails.

21. General provisions

The Agreement constitutes the entire agreement between you and CoderKaine on its subject. A clause declared invalid is deemed unwritten without affecting the rest. Not relying on a clause does not amount to a waiver. Notifications are made by email or by registered letter with acknowledgement of receipt, to your account's address and to our registered office.