Growster SAS
RCS n°882 838 295
17, Allée des Gassets 77 700 – Serris
Contact: [email protected]
1. What do we propose?
We offer you a software-as-a-service product to help you reach your sales objectives by providing a range of features designed to streamline LinkedIn prospecting, enhance CRM integration and build and enrich lists of relevant prospects and companies. (the “Services”) through our Platform (the “Platform”) and Chrome Extension (the “Chrome Extension”) which together define our “Solution”, accessible at the address https://www.surfe.com/ (the “Website”) that you must connect to your CRM system.
2. What do you need to know about our Terms and Conditions?
What are our Terms and Conditions for?
Our terms and conditions (the “Terms and Conditions”) are the sole document governing our contractual relationship and define:
– the terms and conditions of use of our Solution and our Services,
– our obligations and yours.
Where can you find our Terms and Conditions?
You can find them via a direct link at the bottom of the Website page.
How to accept our Terms and Conditions?
You agree to the Terms and Conditions by checking a box in the registration form. If you do not agree to all of our Terms and Conditions, you may not access the Solution and the Services.
They may be supplemented by special conditions which, in the event of contradiction, shall prevail over the Terms and Conditions.
3. What are the conditions for accessing our Services?
(i) You are :
- a natural person with full legal capacity,
- or a legal person acting through a natural person who has the power or authority to enter into a contract in your name and on your behalf.
(ii) You are professional, understood as any natural or legal person acting for purposes relating to his commercial, industrial, handmade, liberal or agricultural activity, including when acting in the name of or on behalf of another professional.
4. How to subscribe to our Services?
You can login via your Google email account, or be registered on one of the third-party CRM systems supported by the Solution and authorize the Solution to access your CRM instance. You expressly authorize us to access your Account data on the relevant third-party CRM site.
5. How can your users use our Services?
Registration automatically opens a “Company” account in your name (the “Company Account”) linked to the CRM instance you connected the Website with. It also creates an account in your name (the “Account”) which allows you to install our Solution and to use our Services.
You will receive an email containing a secure “magic link” that allows you to connect to the Solution and access the Company Account and its dashboard.
Once your Account has been created, you may freely create accesses for users (“Users”) up to the number provided for in the subscribed Services.
You are solely responsible for creating access for Users, and for their personal use of the Solution.
6. How to access our Solution?
You can access our Solution by going directly to the Platform on which our Solution operates as well as using our Chrome Extension.
The link to the Solution and the related integration documentation are provided on the Website.
7. Which Services do we offer?
7.1. Our Services
The Services you have subscribed to are described on the Website.
You recognize:
- that you are aware of the characteristics and constraints of our Services, in particular the technical ones and,
- that the implementation of the Solution requires a connection to the Internet and that the quality of the Services depends on this connection, for which we are not responsible.
We reserve the right to offer any other Service.
Any request to modify the subscribed Services must be the subject of a new subscription.
7.2. Our additional services
Maintenance
For the duration of the Services, you benefit from maintenance, including corrective and upgrade maintenance. Therefore, the access to the Solution may be limited or suspended for reasons of planned maintenance, which may include corrective and upgrade maintenance.
With respect to corrective maintenance, we make our best efforts to provide you with corrective maintenance to fix any malfunction or bug found on the Solution.
For the duration of the Services, we also provide you with upgrade maintenance which may perform automatically and without prior notice to you, and which includes improvements to the functionality of the Solution and/or technical facilities used in connection with the Solution (such as minor or major extensions).
Hosting
We provide, under the terms of a due care, the hosting of the Solution, on its servers or through a professional hosting provider, and on servers located in a territory of the European Union.
Technical support
In the event of any difficulty encountered while using our Services, you can contact us via the Support chat widget on the Website.
8. How long do you subscribe to our Services for?
You subscribe to our Services on a subscription basis (the “Subscription”).
The Subscription starts on the day of its subscription for a monthly or yearly period and is tacitly renewed, for successive periods of same duration (together with the initial period, the “Periods”), from date to date, unless the Subscription is terminated under the conditions of the article “How to terminate our Services”.
9. What are our financial conditions?
9.1. What are the prices of our Services?
The prices of the Services are indicated on the Website. They are indicated in EUR or USD and without tax.
If an exchange rate is applicable, you will be responsible for any exchange charges applicable at the time of payment of the price. If applicable, you are solely responsible for the payment of all bank charges related to the payment of the prices, except for our bank’s charges.
Any Period started is due in its entirety.
We are free to offer promotional offers or price reductions.
Our prices can be revised at any time under the conditions of the article “How can we modify our Terms and Conditions?”
9.2. What are our billing and payment terms?
We will send you an invoice per Period by any useful means.
Payment for the Subscription is made by credit card or SEPA transfer through the secure online payment service specified on our Website.
You guarantee that you have the necessary authorizations to use your payment method.
9.3. What are the consequences of late or non-payment?
In the event of default or delay in payment, we reserve the right, from the day after the due date shown on the invoice, to:
- Declare all sums owed by you to us to be in arrears and immediately payable,
- Immediately suspend the Services in progress until full payment of the amounts due,
- Invoice for our benefit an interest on arrears equal to 3 times the legal interest rate, based on the amount of the sums not paid on the due date and a fixed indemnity of 40 euros for collection costs, without prejudice to additional compensation if the collection costs actually incurred exceed this amount.
10. What are our respective intellectual property rights?
10.1. Intellectual property rights on the Solution
The Website and the Solution are our property, as are the software, infrastructures, databases and content of any kind (texts, images, visuals, music, logos, brands, etc.) that we use. They are protected by all intellectual property rights or database producers’ rights in force.
The license we grant you does not entail any transfer of ownership.
You and the Users benefit from a non-exclusive and non-transferable license to use the Solution in SaaS mode for the period set out in the article “For how long do you subscribe to our Services?”
As an exception to this section, we both may use our respective names, trademarks and logos and refer to our respective platforms as commercial references for the duration of our contractual relationship and 3 years thereafter.
10.2. Intellectual property rights on the Solution
By subscribing to our Services, you acknowledge that the content of any kind that you publish on the Solution (the “Content”) is broadcasted in a spirit of community exchange.
You may also provide testimonials regarding your use of the Services.
Therefore, you agree that we may:
- broadcast the Content and testimonials free of charge on the Solution and on any other French or foreign websites, published by any companies with which we have agreements, by any means and on any medium, for the purpose of promoting the Solution,
- translate the Content and testimonials into any language,
- modify (in particular the framing, format and colors) and/or adapt the Content and testimonies (in particular to the technical constraints of the Solution (alterations or degradations in their quality)).
11. What are your obligations and what are you responsible for?
11.1. Concerning the provision of information
You agree to provide us with all information necessary to subscribe to the Services and use the Solution.
11.2. Concerning your Account
You :
- guarantee that the information provided is accurate and undertake to keep it up to date,
- acknowledge that this information is proof of your identity and is binding on you as soon as it is validated
- are responsible for maintaining the confidentiality and security of your email inbox, used to send you “Magic links” to login the Solution. Any access to the Solution using your email is deemed to be made by you.
You must contact us immediately using the contact details set out in the heading page hereof if you become aware that your Account has been used without your knowledge. You acknowledge that we shall have the right to take any appropriate action in such a case.
11.3. Concerning the use of the Solution
You are responsible for your use of the Solution and the Services and any information you share in connection therewith. You are also responsible for the use of the Solution and any information shared by Users.
You agree that the Solution will be used exclusively by you and/or Users, who are subject to the same obligations as you in their use of the Solution.
You expressly authorize us to access your company’s LinkedIn account and other data and to perform any operation on such data that is necessary to implement the Solution, including merging the data.
You agree to take all necessary steps and to provide us with all information required to do so.
Especially, you recognize that the Solution is not a LinkedIn product. Like any third-party software or tools, LinkedIn Corporation and any Sales Navigators don’t endorse the use of the Solution nor does LinkedIn Corporation and any Sales Navigators have any association with us.
As such, you are solely responsible for compliance with the terms and conditions of LinkedIn, Sales Navigators and CRM tools. Surfe will not be responsible for any dispute arising from your relationship with respect to compliance with the terms and conditions of these tools.
You shall not misuse the Solution for purposes other than those for which they were designed, and in particular for:
- practice illegal or fraudulent activity,
- harm public order and morality,
- infringe on third parties or their rights in any way whatsoever,
- violate any contractual, legislative or regulatory provision,
- carrying out any activity that may interfere with a third party’s computer system, in particular for the purpose of violating its integrity or security,
- carry out any operation aimed at promoting your services and/or sites or those of a third party,
- assist or incite a third party to commit one or more of the acts or activities listed above.
You will also not:
- Copy, modify or misappropriate any of our property or concepts used by us in connection with the Services
- Adopt any conduct that interferes with or hijacks our computer systems or breaches our computer security measures,
- infringe our financial, commercial or moral rights and interests,
- market, transfer or otherwise provide access to the Solution, the information hosted on the Website or any of our property.
You are responsible for Content of any kind that you post as part of the Services.
You shall not distribute any Content (this list is not exhaustive):
- infringing public order and morality (pornographic, obscene, indecent, shocking or unsuitable for a family audience, defamatory, insulting, violent, racist, xenophobic or revisionist),
- infringing the rights of third parties (infringing content, infringing personality rights, etc.) and more generally violating a contractual, legislative or regulatory provision,
- prejudicial to third parties in any way whatsoever,
- misleading, deceptive or proposing or promoting illegal, fraudulent or deceptive activities,
- harmful to the computer systems of third parties.
You will indemnify us against any claim and/or action that may be brought against us as a result of a breach of any of your obligations. You will indemnify us for any loss suffered and reimburse us for any sums we may have to bear as a result.
12. What are our obligations and what are we responsible for?
We undertake to provide the Services with due diligence, it being understood that we are bound by due care.
We undertake to comply with the regulations in force.
Any delay attributable to you will result in a corresponding delay in the agreed delivery time.
12.1. Concerning the use of the Solution
We make every effort to provide you with quality Services. For this purpose, we carry out regular checks to verify the functioning and accessibility of our Solution and may carry out scheduled maintenance under the conditions specified in the “Maintenance” section.
However, we are not responsible for any difficulties or temporary impossibility of access to our Solution and the Services due to:
- circumstances outside our network (including partial or total failure of your servers)
- the failure of equipment, cabling, services or networks not included in our Services, or which are not under our responsibility,
- interruption of the Services by telecom operators or internet service providers,
- your intervention, in particular through an incorrect configuration applied to the Services,
- force majeure.
We are responsible for the operation of our servers, the outer limits of which are the connection points.
Furthermore, we do not guarantee that the Services:
- subject to constant research to improve its performance and progress, will be completely free of errors, defects or faults,
- being standard and not offered according to your own personal constraints, will specifically meet your needs and expectations.
12.2. Solution availability
We make every effort to maintain 24/7 access to the Solution except in the event of scheduled maintenance as defined in the “Maintenance” section or force majeure.
12.3. Concerning security
We do our best efforts to ensure data security by implementing measures to protect the infrastructure and the Solution, to detect and prevent malicious acts and to recover data.
12.4. Concerning the advertising we provide
We may publish and/or send you any advertising or promotional messages, including links to third party platforms.
However, we are not responsible for:
- the technical availability and content, products and/or services of these platforms
- your relationships established through these platforms.
12.5. Concerning the use of subcontracting and the transfer of our rights and obligations
We may use subcontractors in the performance of the Services, who are subject to the same obligations as we are in the performance of their work. However, we shall remain solely responsible to you for the proper performance of the Services.
We may substitute any person who will be subrogated to all our rights and obligations under our contractual relationship. We will inform you of any such substitution by any written means.
13. Within what limits can we be held liable?
Our liability is limited to proven direct damages that you suffer as a result of using our Services.
With the exception of physical injury, death and serious misconduct, and subject to having made a claim by registered letter with acknowledgement of receipt, within a period of one month following the occurrence of the damage, our liability shall not be engaged for an amount exceeding the amounts we have received during the 12 months preceding the event giving rise to liability or the period of provision of our Services, if this period is shorter.
14. What types of evidence are accepted between us?
Evidence can be established by any means.
You are informed that the messages exchanged through our Solution as well as the data collected on the Solution and our computer equipment constitute the main mode of proof admitted, in particular to demonstrate the reality of the Services performed and the calculation of their price.
15. How is personal data processed in the context of the Services?
15.1. How do we process personal data as a data controller?
As part of our contractual relations, we shall undertake to comply with the applicable regulations on personal data processing and, in particular, the General Data Protection Regulation (regulation EU 2016/679 of the European Parliament and of the Council of 27 April 2016) and to the French Data Protection Act of 6 January 1978 in its latest version (hereinafter referred together as the “Applicable Regulation”).
In the execution of the Terms and Conditions, we process the personal data of your interlocutors as data controller within the meaning of the Applicable Regulations on the following processing operations:
- Management of the contractual relationship with you
- Creation of the Account on the Website
To learn more about the processing of personal data, please refer to our Privacy Policy.
15.2. How do we process personal data processed as a data processor?
Purpose
The purpose of this clause is to define the conditions under which we undertake to carry out, on your behalf, the personal data processing operations defined below.
Description of the processing we carry out
As part of the Services, we process personal data in your name and on your behalf as a data processor, while you act as a data controller within the meaning of the Applicable Regulation.
The characteristics of the processing are described in our Privacy Policy.
Our obligations as data processor:
- Data processing: We undertake to process the personal data only for the purposes listed in our Privacy Policy and in accordance with your documented instructions, including with regard to transfers of data outside the European Union. Where we consider that an instruction infringes the Applicable Regulation, we shall immediately inform you thereof. Moreover, if we shall process personal data and transfer them to a third country or an international organization, according to the applicable legislation of this Agreement, we shall inform you of that legal requirement before processing, unless that law prohibits such information on important grounds of public interest.
- Security and data confidentiality: We undertake to implement the appropriate technical and organizational measures stated in our Data Protection Agreement to ensure the security and integrity of personal data, their backup and the restoration of their availability in the event of a physical or technical incident. We ensure that the persons authorized to process the personal data hereunder have committed themselves to confidentiality or are under an appropriate statutory obligation of confidentiality.
- Sub-processors: You authorize us to work with the sub-processors (the “the Sub-Processor”) listed in Data Protection Agreement to carry out specific processing activities. We shall inform you, in writing beforehand, of any intended changes concerning the addition or replacement of Sub-Processors as listed. This information must clearly indicate which processing activities are concerned, the name and contact details of the Sub-Processor. You have a period of 15 calendar days from the date of receipt of this information to submit its legitimate and justifiable objections. In the absence of notification of objections after this period, you shall be deemed to have authorized the relevant Sub-Processor. The Sub-Processor shall comply with the obligations hereunder on behalf of and in accordance with your instructions. We shall ensure that the Sub-Processor provides the same sufficient warranties regarding the implementation of appropriate technical and organizational measures so that the processing meets the requirements of the Applicable Regulation. If the Sub-Processor fails to fulfill its data protection obligations, we remain fully liable for the Sub-Processor’s performance of its obligations.
- Transfer of personal data outside the European Union: We are authorized to transfer personal data processed as part of this Agreement to countries located outside the European Union, if appropriate safeguards have been implemented as defined under Chapter V of GDPR.
- Assistance and provision of information: We undertake to assist you and to respond without undue delay to any request for information you sent to us, whether in the context of a request for the exercise of their rights by data subjects or, if applicable, a privacy impact assessment or a request made by a supervisory authority or your data protection officer.
- Notification of personal data breach: We shall notify you of any personal data breach without undue delay after becoming aware of it and to provide you with all relevant information and documentation relating to such personal data breach.
- Fate of the data: At the termination of the Terms and Conditions, we undertake, at our choice, to delete or return personal data and not to keep a copy unless Union or Member State law requires storage of the personal data.
- Documentation: We shall make you available, at your request, all information and documents necessary to demonstrate compliance with our obligations and allow for audits. You may carry out audits once a year, at your own expense to verify our compliance with the obligations set forth in this article. You have to inform us of the audit at least 2 weeks before. We may refuse the identity of the auditor if it belongs to a competing company. The audit shall be conducted during work hours and with the least possible disturbance for our activity. The audit shall not threaten (i) technical and organizational security measures implemented by us, (ii) security and confidentiality of data of our other customers, (iii) the proper functioning and organization of our structure. When possible, parties will agree beforehand on the scope of the audit. The audit report will be sent to us as so to submit comments, which will be attached to the final version of the audit report. Each audit report will be considered confidential information.
- Your obligations as a data controller:
You undertake to:
- provide us with the personal data mentioned in our Privacy Policy, except any improper, disproportionate or unnecessary personal data, and except any “particular” personal data within the meaning of the Applicable Regulation, except if the processing activities justify it. In this case, you will have to document these justifications and to take all measures, notably of prior information, to collect appropriate consent and appropriate security measures, appropriate for such particular data;
- collect under its liability, lawfully, fairly and in a transparent manner the personal data provided to us, for the performance of its services, and in particular, to ensure the lawfulness of processing and the information due to data subjects;
- ensure that data subjects received the appropriate information;
- maintain a record of processing activities carried out and more generally, comply with the principles of the Applicable Regulation;
- ensure, before and throughout the processing, compliance with the obligations set out in the Applicable Regulation.
16. What are our respective obligations regarding confidentiality?
We undertake respectively to keep confidential, for the duration of our contractual relationship and 3 years thereafter, all information relating to or held by the other party of which we become aware on the occasion of the conclusion and performance of our contractual relationship.
This obligation does not extend to information:
- of which the receiving party was already aware
- already public at the time of their communication or which would become public without violation of this clause
- which have been lawfully received from a third party
- whose communication would be required by the judicial authorities, in application of laws and regulations or in order to establish the rights of a party in the context of our contractual relationship.
Confidential information may be passed on to our respective employees, collaborators, trainees, agents and contractors, on condition that they are subject to the same obligation of confidentiality.
17. Force majeure
We shall not be liable for any failure or delay in the performance of our respective contractual obligations due to force majeure occurring during our relationship. Force majeure includes:
- any case meeting the conditions of Article 1218 of the French Civil Code and recognised by case law
- strikes, terrorist activities, riots, insurrections, wars, government actions, epidemics, natural disasters or failure of a third-party telecommunications provider
If one of us is prevented from performing its obligations due to force majeure, it must inform the other party by registered letter with acknowledgement of receipt. The obligations shall be suspended upon receipt of the letter and shall be resumed within a reasonable period of time after the force majeure has ceased.
We shall nevertheless remain liable for the performance of our respective obligations that are not affected by force majeure and for any payment obligations.
18. How to terminate our Services?
The Subscription must be denounced at the latest 1 day before the end of the current Period, by
- You, by sending us a request through your Account or an email to [email protected],
- Us, by sending you an email.
You no longer have access to your Account once the Services have ended.
Any Period started is due in its entirety.
19. What are the penalties for failing to meet your obligations?
The payment of the price of the Services as well as the obligations set out in the article “What are your obligations and what are you responsible for” are essential obligations.
In the event of a breach of these obligations, we may:
- suspend or terminate your access to the Services,
- send you a registered letter with acknowledgement of receipt to
- terminate our contractual relationship, the termination taking effect on the day of receipt or first presentation of this letter
- or to ask you to remedy the breach within a maximum of 7 calendar days. Termination will take effect at the end of this period if the breach is not remedied.
Termination will result in the deletion of your Account,
- notify and cooperate with any competent authority and provide it with any information relevant to the investigation and prosecution of illegal or unlawful activities,
- initiate any legal action.
These sanctions are without prejudice to any damages we may claim from you.
20. How can we modify our Terms and Conditions?
We may modify our Terms and Conditions at any time and will notify you in writing (including by email) at least 15 calendar days before they come into effect.
The modified Terms and Conditions are applicable when you renew your Subscription.
If you do not accept these modifications, you must terminate your Subscription in accordance with the Terms and Conditions set out in the article “How to terminate our Services?”.
If you use our Services after our amended Terms and Conditions come into effect, we will assume that you have accepted them.
21. Which language prevails in case of disputes on the interpretation of the Terms and Conditions?
The English language shall prevail in the event of any inconsistency or dispute as to the meaning of any term or provision.
22. Applicable law and jurisdiction
Our Terms and Conditions are governed by French law.
In the event of a dispute between us, and in the absence of an amicable settlement within 2 months of the first notification, the dispute shall be submitted to the exclusive jurisdiction of the courts of Paris (France), unless otherwise provided for by mandatory provisions.
