Terms and Conditions of Sale – Enterprise

Legal information – Folkyn SAS

The publisher’s and host’s full details are set out in the site’s legal notices (link in the website footer). Official extracts (Kbis, RNE, etc.) may be requested from Folkyn.

Glossary of definitions

This glossary clarifies the meaning of terms used in these TCS. It is intended to avoid ambiguity (scope of the Software, contracting Client entity, distinction between “company” accounts and freelancer accounts, nature of data, and the notion of a “mission” in the product) and to provide a consistent reading of obligations, including in Section 5.

“TCS”: these Terms and Conditions of Sale.

“Client”: the legal entity that subscribes to the Software with Folkyn SAS (in particular when creating an account, accepting the TCS, and paying via Stripe), and is named as the subscription holder. Unless expressly stated in a written attachment or communication (group framework, named subsidiaries, identified entity scope, etc.), the Client is that single identified entity; parent companies, subsidiaries, or other group entities are not parties to these TCS unless named or contractually attached in writing.

“Activity report”: the document or entry by which a freelancer reports activity over a given period in the Software.

“Data”: any informational content processed via the Software, including (a) personal data and professional information of the Client’s Users, (b) personal data and documents of freelancers entered into the Software, (c) operational data relating to missions, contracts, activity reports, invoicing, and equipment, and (d) technical data (logs, security traces, metadata required for operation, hosting, and administration of the service), within the scope of the Software.

“Personal data”: any information relating to an identified or identifiable natural person, within the meaning of Regulation (EU) 2016/679 (the “GDPR”).

“Folkyn” or “Folkyn SAS”: Folkyn SAS, publisher of the Software, as identified in the site’s legal notices (link in the website footer).

“Freelancer”: the independent contractor invited by the Client on the platform in the context of missions managed through the Software. A freelancer is not a “User” within the meaning of this glossary when these TCS address obligations attached to the Client’s accounts.

“Active freelancer”: any freelancer who has submitted at least one activity report during a given calendar month, within the meaning of the pricing section (Section 3.2).

“Software”: the functional whole published by Folkyn SAS and made available to the Client, including in particular (i) the web application accessed via a browser, (ii) APIs and other programming interfaces actually subscribed to or enabled for the Client, (iii) templates, models, and documents made available in the interface (including contract templates in the formats available in the Software, such as DOCX or PDF depending on features), (iv) the features described on the website or service documentation, and (v) modules or connectors to third-party services when enabled for the Client’s workspace (for example: integration with an accounting tool such as Pennylane, where offered). Software used by the Client or freelancers outside this scope (local email, non-integrated storage, etc.) is not part of the “Software”.

“Mission”: the record or mission folder created and managed in the Software by the Client or its Users to organise a service with a freelancer (mission information, attachments, workflow, contracts, and activity reports linked to that record). For the purposes of these TCS, a mission exists within the scope of the Software from the time it is created in the product; the absence of a signed contract, the absence or delay of an activity report, or workflow status (draft, in progress, closed, etc.) may affect rights and obligations between the Client and the freelancer under their agreements, without, unless the record is deleted in the Software, meaning there is “no” mission within the meaning of this glossary.

“Commercial partners”: third-party companies with which Folkyn offers offers, integrations, or commercial programmes (for example: Orus, Indy, and Alan), where the Client or a User consents to or activates an associated service, as further described in the privacy policy.

“Payment service provider”: Stripe, Inc., the exclusive channel for subscription payments within the meaning of Section 3.3.

“Electronic signature provider”: Yousign, responsible for simple-level electronic signature operations within the meaning of eIDAS (Regulation (EU) No 910/2014).

“Services”: making the Software available and related subscription services (excluding services performed by the Client and freelancers between themselves).

“Beta version”: any feature or component of the Services offered on an experimental basis, governed by the “Beta features” section (Section 9) of these TCS.

“User”: any natural person with a collaborator account attached to the Client in the Software (in particular team administrator, team member). The word “user” in everyday language does not refer to a freelancer when these TCS govern obligations relating to “company” accounts; freelancers are governed by the Freelancer ToU where applicable.

Acceptance of the TCS and evidence

The Client acknowledges that it has read these TCS before creating its account on the Folkyn platform (accessible via the Software). Acceptance of the TCS is given by the Client when creating its account by ticking the acceptance box provided for that purpose and confirming registration. That acceptance, time-stamped and retained by Folkyn, constitutes an electronic signature within the meaning of Article 1367 of the French Civil Code and binds the Client firmly and irrevocably. Substantial amendments to the TCS, termination without charge in the event of refusal, and deemed acceptance of the new TCS are governed by Section 15 (Amendment of the TCS).

1. Purpose

These Terms and Conditions of Sale (hereinafter "TCS") define the terms of access to and use of the SaaS software published by Folkyn SAS, designed to enable businesses to manage their pool of freelancers.

This software (hereinafter the "Software") notably enables:

identity verification of freelancers (KYC),
creation and assignment of missions,
electronic signing of contracts,
mission tracking via activity reports,
generation of invoices or expense reports,
tracking of IT tools and access provided to freelancers,
an activity reporting tool.

2. Service Description

The Software is accessible via a secure online platform. It offers two types of access:

Team Administrator: user with full rights (user management, configuration, access to global data, full reporting),
Team Member: user with restricted rights (viewing, mission management within authorized scope).

Each subscription entitles you to a determined number of users, as stated at subscription or in the customer subscription area.

Electronic signature (Yousign)

Electronic signing of contracts available from the Software is performed through the provider Yousign, at the simple electronic signature level within the meaning of Regulation (EU) No 910/2014 (“eIDAS”). Yousign is responsible for generating signature evidence, retaining it, and providing the assurances associated with this level of service, in compliance with that regulation and applicable French law on trust service providers.

Technical and evidentiary records within the meaning of those rules are held and retained by Yousign, in accordance with its contractual commitments and documentation. The Client may refer to Yousign’s terms for retention periods and how to access evidence.

3. Subscription Terms

3.1 Duration and Renewal

The subscription is entered into on a monthly basis, with no minimum commitment. It renews tacitly from month to month. Either party may terminate the subscription subject to thirty (30) days' notice.

3.2 Pricing

The service price is the price shown at subscription or in the subscription area (Stripe), according to the plan and options chosen by the Client at checkout. It may include:

a fixed monthly or annual fee for access to the platform;
a variable fee calculated based on the number of active freelancers during the relevant period;
possible installation or configuration fees;
additional services (advanced support, training, etc.).

An "active freelancer" is any freelancer who has submitted at least one activity report during a given calendar month.

3.3 Payment Terms

Subscription payments are made exclusively through Stripe, Inc., payment service provider, in accordance with Stripe’s general terms and applicable contractual documents available in particular at https://stripe.com/legal (as well as the terms relating to the payment method chosen by the Client in the Stripe interface).

Provision of the Services within the meaning of these TCS is conditional on actual receipt of payments due for the subscription.

In the event of a failed direct debit or non-payment, Folkyn reserves the right to suspend access to the Service after expiry of a period of fifteen (15) days following formal notice sent by email to the team administrator designated in the Software, without prejudice to the right to terminate for breach.

Any late payment of undisputed sums due may further give rise to penalties calculated at the statutory rate in force, where applicable after formal notice has remained without effect.

4. Client Obligations

The Client agrees to:

provide accurate and up-to-date information;
use the Software in accordance with the documentation provided;
ensure the confidentiality of login credentials and not share administrator access with unauthorized persons; each person with access to the enterprise account must use their own credentials where the Software provides for it;
respect copyright and intellectual property rights relating to the Software and not reverse engineer, decompile, disassemble, or circumvent technical protection measures, except where such activity is expressly permitted by mandatory applicable law;
use the Software only for lawful purposes and in accordance with these TCS, without infringing third-party rights or sector-specific rules applicable to the Client;
not compromise the integrity or proper functioning of the platform (including by introducing malicious code, abusively overloading the infrastructure, or breaching service security).

5. Folkyn SAS Obligations

What Folkyn commits to

Folkyn SAS agrees to:

In this context, Folkyn SAS undertakes an obligation of means (not of result) to make the Software accessible over the Internet through a secure SSL connection (HTTPS) and a dedicated URL, with the aim of availability on a continuous 24/7 basis. Occasional interruptions, errors, or unavailability may occur; they do not constitute a breach where Folkyn applies reasonable efforts to prevent incidents, notify the Client where practicable, and restore the service or correct anomalies within timeframes consistent with a SaaS offering.

However, access by the Client and users to the Software may be suspended in the event of:

maintenance of the services (including as provided for in the contract or these terms),
suspension of an account or access (see the applicable provisions in the event of breach or security issues),
unavailability due to circumstances beyond Folkyn SAS's reasonable control, including in particular cases of force majeure, failures or delays by Internet access providers, or the Client's IT equipment.

Where reasonably practicable, users will be informed of interruptions.

Furthermore, Folkyn SAS does not warrant fitness for a particular purpose of the Software for business needs, industries, or compliance levels not described in the product documentation, the interface, or the contractual documents; the Client remains responsible for ensuring its use of the Software complies with its legal and contractual obligations.

Subject to the caps and exclusions in Section 8, Folkyn SAS undertakes in particular to:

ensure the security, confidentiality and backup of processed data,
correct as soon as possible any blocking malfunction reported by the Client.

What Folkyn does not commit to

Content made available by Folkyn (documents, templates, information) does not constitute legal, tax, or regulatory advice and does not create an attorney-client relationship between Folkyn and the user under any circumstances.

The user acknowledges that they are solely responsible for the use of the services, information, and documents provided by Folkyn, as well as for ensuring their compliance with the laws and regulations applicable to their specific situation. The user is expressly encouraged to seek independent and qualified legal advice prior to any use or implementation.

Folkyn SAS’s liability in connection with use of the services and content is governed exclusively by Section 8 of these TCS (including the limitations and exclusions set out there).

Verification of freelancers' legal documents

Folkyn SAS collects, reviews, validates, and tracks the legal documents of freelancers listed on the platform.

Folkyn SAS is responsible for document verification operations carried out via the platform and implements the due diligence necessary to verify compliance and validity and to monitor the documents required in the context of the services relationship.

Folkyn SAS notably:

verifies mandatory documents;
checks validity dates and renewals;
detects missing or expired documents;
ensures traceability of verification operations carried out via the platform.

If non-compliance is identified, Folkyn SAS may suspend the relevant freelancer's access to the platform or to associated missions.

6. Intellectual Property

The Software and all associated elements (source code, interfaces, documentation, etc.) are the exclusive property of Folkyn SAS and are protected by applicable laws. No transfer of rights is made under this contract.

7. Personal Data

In the context of using the Software, personal data may be processed on behalf of the Client. Folkyn SAS acts as a data processor within the meaning of the GDPR.

8. Liability

Folkyn SAS cannot be held liable for:

indirect damages (loss of business, loss of revenue),
non-compliant use of the Software by users,
interruptions related to the Internet network or external causes (force majeure).

Folkyn SAS's liability is in any case capped at the total amount paid by the Client over the last 12 months.

The limitations and cap above do not apply in the event of wilful misconduct or gross negligence on the part of Folkyn SAS, in the event of personal injury, or where applicable law prohibits any limitation or exclusion of liability (including in respect of liability under the GDPR or personal data protection, within the limits set by mandatory law).

9. Beta features

Where Folkyn SAS makes features or any other component of the Services available in beta or experimental form, the following applies:

Folkyn SAS may, in its sole discretion, invite the Client or any voluntary User attached to the Client’s account to participate free of charge in testing beta versions.

The Client and relevant Users accept that beta versions may contain known or unknown bugs; that data entered or synchronized through those versions may be deleted and/or reset at any time; and that, depending on the case, use of beta features may affect the user’s equipment or technical environment (hardware, configuration, browser). The Client acknowledges that it bears sole responsibility for consequences and risks of any kind related to use of beta versions, Folkyn SAS providing such features on an experimental basis only and with no warranty other than as set out in this section.

10. Force majeure

The parties shall not be liable for losses, damages, delays, non-performance, or partial performance resulting directly or indirectly from an event of force majeure, within the meaning of case law of the French Cour de cassation (hereinafter a “force majeure event”).

Each party shall promptly notify the other in writing of the occurrence of a force majeure event.

The obligations of the party affected by the force majeure event, including in particular time limits for performing its obligations, shall be suspended; the affected party shall not be liable for delays, non-performance, or partial performance resulting directly or indirectly therefrom. The parties shall endeavour, where reasonably possible, to mitigate the effects of the force majeure event.

11. Termination

Either party may terminate the contract in the event of a serious breach not remedied within thirty (30) days from the written notification of the breach.

12. Reversibility and return of data

Upon expiry or termination of the contract, for any reason whatsoever, Folkyn SAS will cooperate with the Client to enable the return or export of data that the Client or its users have entered into the Software (operational data, missions, documents and related metadata, to the extent technically exportable from the platform).

The Client may request such return within thirty (30) days from the effective end of access to the Software or from contract termination, using the export features offered in the Software or, failing that, by written request to the address communicated by Folkyn.

After this period, and subject to legal or regulatory retention obligations applicable to Folkyn SAS, the relevant data may be deleted or anonymized in accordance with the privacy policy and applicable regulations.

This reversibility obligation relates to the Client's data. It does not grant any rights over the Software, underlying infrastructure, or Folkyn SAS intellectual property.

13. Confidentiality

The parties agree to keep strictly confidential all information exchanged in the course of performing the contract, for its entire duration and five (5) years after its termination.

14. Applicable Law – Jurisdiction

These TCS are governed by French law. In the event of a dispute, the parties will endeavour to resolve their disagreement amicably. Failing that, the courts of Bordeaux shall have jurisdiction.

15. Amendment of the TCS

Folkyn SAS reserves the right to amend these TCS at any time.

Substantial amendments: any substantial amendment to the TCS will be notified to the Client (i) by email to the account administrator’s address (primary administrator profile attached to the Client in the Software) and (ii) by notification within the platform (administrator account interface), at least thirty (30) days before the new TCS take effect.

During that period, the Client may terminate its subscription free of charge and without penalty if it refuses the new TCS, using the self-service termination path available in the Software (or any channel indicated in the notification).

Failing termination within that period, the new TCS are deemed accepted upon expiry of the period; continued use of the Services thereafter applies the version in force.

Non-substantial changes (formal corrections, contact updates, or clarifications without material impact on the Client’s economic rights and obligations) may be brought to the Client’s attention by any appropriate means (including notification in the platform), without prejudice to applicable legal requirements.

16. Assignment

Folkyn SAS may assign this agreement or the rights and obligations arising from it, in particular as part of a merger, acquisition, asset sale, or reorganization, subject to reasonable prior notice to the Client in writing within a timeframe compatible with confidentiality of the relevant transaction.

The Client may not assign its rights and obligations under these TCS without Folkyn SAS’s prior written consent, except for an intra-group reorganization affecting the entity holding the account, subject to prior notification to Folkyn and continuity of the subscription on the terms communicated by Folkyn.

17. Anti-bribery

The Client declares that it complies with applicable laws and regulations on anti-bribery, influence peddling, and, where relevant, anti-money laundering and counter-terrorist financing. The Client warrants in particular that no unlawful benefit has been or will be granted to Folkyn SAS or its officers, employees, or agents in connection with the commercial relationship.

Folkyn SAS reserves the right to suspend or terminate access to the Software in the event of a proven breach or serious indications of a breach of this section, without prejudice to remedies or penalties provided by law.