Terms of Use

SalesCrew, a simplified joint-stock company operating under the commercial name “Qobra”, is a software publisher specialized in the conception of digital tools allowing to better manage variable compensation of sales representatives. The Terms of Use concern natural persons linked to the Client (employees or service providers) wishing to use the Software.

1. Definitions

The following definitions are applicable to the entire Terms of Use: 

• “Account”: refers to the personal account allowing any User to access the Software. 
• “Administrator”: refers, among users, to any natural person who is an employee of the Client and/or any third party expressly authorized by the Client to manage the variable compensation of the Client’s sales representatives. 
• “Client Content”: refers to data, including personal data, information, texts, images, video and content in any format provided by the Client or Users when installing and using the Software. 
• “Client Data”: refers to the personal data of any natural persons in relation to the Client, collected by SalesCrew through customer relations, commercial prospecting, and assistance in using the Software.
• “Client”: refers to the legal entity, acting as an employer or co-contracting party of the Users, that has concluded a service agreement with SalesCrew.
• “Functionality”: refers to services provided to the Users, according to their status and made available within the Software.
• “Party”: refers individually to SalesCrew, a User or the Client. 
• “Personal Data Regulation”: refers to regulations on personal data, in particular the regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with tregard to the processing of personal data and on the free movement of such data, as well as the French Law No. 78-17 of 6 January 1978 (Loi relative à l’informatique, aux fichiers et aux libertés) in its latest version in force. 
• “Personal Data”: refers to any information relative to an identified or identifiable natural person in reference to the Personal Data Regulation. 
• “SalesCrew”: refers to the simplified joint-stock company (société par action simplifiée) SalesCrew, registered at the trade law company register of Evry under the number 855 069 039, with its head office located at 3 rue Jules Guesde in Ris-Orangis (91130). 
• “Software”: refers to the Software called Qobra, published by SalesCrew and available at https://app.qobra.co.
• “Terms of Use”: refers to the present Terms of Use and its Annexes. 
• Users”: refers to any natural person using the Software as an employee or service provider of the ClientSalesCrew, a simplified joint-stock company operating under the commercial name “Qobra”, is a software publisher specialized in the conception of digital tools allowing to better manage variable compensation of sales representatives. The Terms of Use concern natural persons linked to the Client (employees or service providers) wishing to use the Software.

Unless circumstances request otherwise, definitions in the singular include the plural and vice versa.

2. Purpose and scope of the terms

The purpose of the Terms of Use is to govern (i) the conditions under which a User can access and use the Software and (ii) the conditions under which an Administrator can create Accounts and use the Software. 

3. Acceptance of the terms of use

At the creation of the Account, the User reads and accepts the Terms of Use. 

The User’s acceptance of the Terms of Use is materialized by checking the corresponding box in the Software at the subscription request. Once the Terms of Use are accepted, the User receives a confirmation by email, as well as a PDF version of the Terms of Use. 

More generally, any access or use of the Software implies express and unconditional acceptance of the Terms of Use by the User.

4. Modification of the terms of use and evolution of the software

SalesCrew may make the characteristics of the Software evolve to improve its operation and quality. SalesCrew may unilaterally modify the provisions of the Terms of Use relating to technical aspects of the Software and its Functionalities provided that there is no price increase nor alteration of the quality or characteristics of the Software. 

In the event of modification of the Terms of Use, SalesCrew undertakes to inform the User by email within a period of 15 calendar days before the new Terms of Use enter in force. If the User is opposed to the modifications, they shall expressly write to the Administrator who informs SalesCrew without delay. In the absence of objections by the User within the said period, the modifications would be taken as acknowledged and accepted. If the opposition or refusal by the User is duly formalized by the Administrator and notified to SalesCrew, it shall result in the termination of the Terms of Use and the User shall cease using the Software. 

5. Creation and operation of the account

5.1 Administrator Account

a. Conditions of creation of an Administrator account

Any person designated by the Client and with relevant authorizations and skills to manage the variable compensation of employees or subcontractors of the Client can create an Administrator account. 

The Administrator is invited by the Client during the installation or later configuration of the Software to create an Account. To this aim, the Administrator follows the link received by email and provides all the requested information (language choice, password complying with SalesCrew security recommendations as applicable, a photo as the case may be). 

b. Functionality of the Administrator account

The Administrator is the sole person in charge of Accounts and Users’ management. He can in particular: 

• Invite a person to create a User Account: the Administrator chooses the person to invite directly in the Software and complete if necessary the information on this person (name, first name, position, team, plan, professional email address of the Users). An email is sent to the address listed by the Administrator. 
• Adjust the number of active Accounts: the Administrator can modify the number of active Accounts (number of Accounts activated by the persons who received an invitation and created their Accounts). In certain cases, the increase in the number of Accounts or the modification of the Software’s parameters would be of such importance that it would require a maintenance or an intervention from SalesCrew. In such case, SalesCrew shall inform about the period within which the maintenance or modification may be operated. The period shall not exceed 10 (ten) days.
• Suspend or deny access to User Accounts: the Administrator can suspend or deny access to User Accounts at their discretion.
• Modify the Functionalities and status of Users: the Client chooses the status and Functionalities of each User Account among those set up by default in the Software. In the event of a premium subscription, the Administrator may create other status and edit the Functionalities provided by default. 
• Add, modify, delete data from Users: the Administrator fills in and sets up the last names, first names, email addresses, positions, teams, goals to achieve by the Users. To this end, the Administrator may set up and synchronize the Software with the Client’s CRM softwares.
• Moderate Client Content and report technical incidents in using the Software: the Administrator can delete at their discretion any Client Content that they consider as inappropriate in the Software. In addition, the Administrator reports all incidents, bugs, technical problems encountered in the Software by informing in writing SalesCrew’s Client service either by email or via Intercom if the Client has access to this tool. The Administrator also reports any security incident, loss or theft of Users’ smartphones.
• Modify the calculation parameters of the compensation: The Administrator can modify the calculation parameters of the compensation and the validation process of statements, with the technical assistance of SalesCrew if necessary. 

5.2 User Account (other than Administrator)

a. Creation of a User Account

Any use of the Software requires the creation of a User Account. 

Only a User invited by the Administrator can create an Account. To this end, the User clicks on the link he receives and provides all the requested information (language choice, passwords complying with SalesCrew security recommendations as applicable, a photo as the case may be). Depending on the Functionalities of the Account, a User may be requested to provide other mandatory information. 

The User guarantees that the provided information is accurate, complete, honest and without any ambiguity. The User undertakes to immediately update the information displayed on the Account if any modification is to occur.

b. Operation of the User Account

Depending on their status, the User has access to different Functionalities, which could be set up by the Administrator. By default, the status and provided Functionalities are as following:

• Sales Rep – consultation and validation of their personal statements without modification rights, with the authorization to comment on the statements;
• Sales Ops – integration of the CRMs, integration of variable compensation plans, modification of the goals to achieve, of the Users and their team’s statements;
• Manager – consultation and validation of their team’s statements without modification rights, with the authorization to comment on the statements;
• Finance & HR – consultation and validation of all Client’s statements without modification rights, with the authorization to comment on the statements;

In case of uncertainties on their status and Account’s Functionalities, the User can check the parameters, in the “Role” section. 

6. Access, use and security of the account

The access and use of the Account is exclusively restricted to Users. The Users acknowledge and accept that they are liable for the access and use of the Software, and that they should maintain a strictly personal use. Except in the event of technical failure imputable to SalesCrew or in case of “force majeure” (as understood under French law), the User is liable for the confidentiality and security of their connection data as well as the data filled in the Software. It is highly recommended to the Users to change their password at regular interval via their Account, using a secure password and avoiding any easily identifiable combinations. SalesCrew can enforce an expiration date for the password, beyond which point the User may be invited to change their password. 

If they have any reason to believe that their connection data has been lost, stolen, diverted or compromised in any manner, or in the event of non-authorized use of their Account, the User shall inform the Administrator. The Administrator shall contact SalesCrew client service by email at support@qobra.co. The Administrator may also submit a receipt of the Client’s complaint in the event of loss or theft of their smartphone. Without such information and until reception of evidence to the contrary, any use of the Account is imputable to the User. 

In such event and/or in presence of a potential or proven threat to the security or confidentiality of the Account and Personal Data of the User associated to the Account, the User authorizes SalesCrew to take all appropriate measure to prevent any non-authorized access to the Account (for example, by reinitializing the password and ID or by suspending the access to the Account).

In the event of loss or if they forgot the password, the User can make a request on the access page to his Account by clicking on “Forgot your password?”. They may receive a link to reinitialize their password at the email account provided at the creation of the Account. 

7. Undertakings of Salescrew

7.1 Hosting of the Accounts

SalesCrew undertakes to ensure the hosting of Accounts and all Client Content on its own servers or those of a professional hosting service provider. This obligation is for SalesCrew to provide reasonable efforts (“obligation de moyens” as understood under French law). 

SalesCrew undertakes to implement all necessary technical means to ensure security and access to the Software, either through the protection and surveillance of the infrastructures, the control of physical and/or immaterial access to said infrastructures, as well as the implementation of measures of detection, prevention and recovery to protect the servers against malicious acts. 

7.2 Availability of the Software and Services

SalesCrew undertakes to provide the Software and ensure its proper functioning.

SalesCrew ensures that the Software would be available twenty-four (24) hours a day, seven (7) days a week, excepting the event of “force majeure” (as understood under French law) and eventual periods of test phases, installation, failure, repair and/or maintenance intervention. 

The Client understands and accepts that the slowdowns, disturbance or interruptions in access to the Software (and in consequence, the Services) may be the result of technical hazards of the internet, telecommunications networks and the innovative character of the Software. 

7.3 Maintenance of the Software

SalesCrew ensures the maintenance of the Software and makes its best efforts to resolve the eventual incidents which may affect it. Thus, the access to the Software may be momentarily interrupted for reasons of necessity related to the functioning, to the security and to the operations of maintenance. 

In the event of maintenance of the Software, SalesCrew undertakes to inform the Client by email via the contact address registered at the creation of the Account at least fourty-eight (48) hours in advance or as soon as possible in case of technical breach seriously compromising the security of the Software and the Client Content. Excepting the event of “force majeure” (as understood under French law) and important security breach, SalesCrew undertakes to carry out its maintenance activity resulting in an interruption of the Software and/or the Services outside the following days and hours: Monday to Friday, except French public holidays, from 9:30 a.m. to 5:30 a.m. (Paris time).

7.4 Assistance in the use of the Software

The Users undertake to inform the Administrators without delay in case of difficulty in using the Software. Only the Administrators have the authorization to contact SalesCrew by email or via the dedicated section in the Software: 

• support@qobra.co; or
• with the dedicated Intercom chat if the Client has this tool. 

All requests formulated outside these communication tools or directly operated by another person than an Administrator may be considered as null and void. Requests for assistance shall be made from Monday to Friday, excepting public holidays, from 9:30 a.m. to 5:30 p.m. (Paris time).

SalesCrew notifies to the Administrator a receipt and undertakes to make its best efforts to resolve any incident that may affect the proper functioning of the Software and the Functionalities at the earliest convenience. 

8. Undertakings of the users and the administrators

8.1 Undertakings of the Users

The User expressly undertakes to:

• respect the laws and regulations applicable in the country where they are established and refrain from infringing public order, good morals or third-party’s rights, and any legal or regulatory provision, including the obligations of declaration and payment of tax and social costs;
• respect the present Terms of Use; 
• use the Software only for its purpose and object and respect the terms of the license of use defined by article 11.2; 
• use the Account for their own use and not use the Software under a false identity or by providing inexact identification information;
• implement all measures aimed at ensuring the security and confidentiality of the connection data; 
• inform the Administrator in case of problem, bug, or any other complication encountered in using the Software;
• use the Software in a loyal manner and refrain from any attempt to fraud or overload SalesCrew information systems in any manner. 

The User understands and accepts that it is strictly forbidden: (i) to display any behavior likely to interrupt, suspend, slow down or disrupt the continuity of the Software (and in consequence, the Functionalities), (ii) to integrate illegal Client Content (for example, pornographic content or violation of copyrights), (iii) to operate any intrusion or attempt to intrude into SalesCrew’s information systems, (iv) to undertake any action likely to generate a disproportionate burden on SalesCrew’s digital infrastructures, (v) to engage any attempt to the security and authentication measures, (vi) to initiate any harmful act against the financial, commercial or moral rights and interests, the reputation or image of SalesCrew, (vii) to produce any copy or diversion of the Software and/or the digital infrastructure of SalesCrew and (viii) more generally, to undertake any practice that diverts the Software for other purposes than those for which it was conceived.

The User is not authorized to extract, reuse, integrate in another website, link and/or connect to all or part of the Software’s content by any means. The use of programs and techniques of data mining, robots, scraping and/or gathering and extraction of similar data is expressly forbidden by SalesCrew, in its capacity of database producer.

8.2 Undertakings of the Administrators

The Administrator expressly undertakes to:

• be expressly authorized by the Client to manage the variable compensation of the Client’s sales representatives;
• only invite Users who are contractually linked to the Client (either by an employment contract or by a service agreement);
• understand that an increase in the number of active Accounts may lead to an increase in the price paid by the Client for the Software;
• have the authorization to financially and legally engage the Client and to keep themselves informed about the billing conditions applicable to the Client regarding the Software; 
• provide only updated and complete information relating to compensation plans;
• notify SalesCrew of all necessary information about the functioning of the Software, especially by reporting any problem, incident, bug encountered by the Users in writing to SalesCrew’s client service of by Intercom.

9. Liability 

9.1 Liability of SalesCrew

The User understands and accepts that the Software and the Functionalities are digital services, meaning that their functioning may be altered or interrupted due to (i) technical malfunctions beyond SalesCrew’s control, (ii) for the implementation of maintenance operations or (iii) in the event of requests from the competent administrative or judiciary authorities. 

In addition, the User understands that SalesCrew cannot be held liable for Client Content and the Users’ operation of the Software. SalesCrew cannot be held liable for external or extraneous reasons, including:

• In the event of inaccurate information given by the User on their Account or illegal Client Content is loaded, processed or used;
• In the event of difficult access and use of the Software due to elements beyond its control such as, for instance, internet networks disturbance, failures of information tools belonging to the Client or the Users. 
• In the event of accidental or involuntary destruction of Client Content by a User; 
• In the event of Account suspension or deletion unilaterally decided by an Administrator;
• In the event of impossibility to access the Services in reason of a failure from the Client’s smartphone or internet networks.
• In the event of “force majeure” (understood under French law). 

SalesCrew cannot be held liable on any ground regarding direct or indirect damages incurred by the User while using the Software or Services. 

9.2 Liability of the Users

The Users are liable for damages caused to any person or good by their use of the Software. 

Any failure to comply with the User’s obligations set by the Terms of Use may lead to the suspension of their Account and, in certain cases, to the deletion of their Account either decided by the Administrator or by SalesCrew. SalesCrew reserves the right to refuse the creation of a new Account for a previously banned User.

This provision does not exclude any action SalesCrew may have against the Client to whom the relevant User is linked.

10. Duration, Suspension and Termination

10.1 Duration 

From the date of their acceptance, the Terms of Use are applicable for an indefinite period and as long as the Client decides. The termination of the contract between the Client and SalesCrew leads to the termination of the Terms of Use for all the Accounts linked to the Client.

10.2 Suspension of Account 

All Accounts may be suspended in case of an exceptional event such as a material damage, a technical failure, a security problem as well as a breach or serious suspicion of breach of the present Terms of Use by the User or by the Client. 

Any breach of the Terms of Use may immediately lead to the suspension of access to the relevant Account by SalesCrew or by an Administrator, without previous notification or information. In particular, SalesCrew may, depending on the situation and its own appreciation:

• limit the use or access to all or part of the Functionalities;
• suspend the Account;
• delete any content related to the related breach or infringement, in total or partially;
• take any appropriate measure and engage any legal action;
• notify if necessary the competent authorities, cooperate with them and provide them with all useful information to investigate and sanction illegal or illicit activities. 

This provision does not exclude any action SalesCrew could have against the Client to whom the relevant User is linked.

10.3 Termination of the Terms of Use and closure of the Account

The termination of the Terms of Use could result from:

1. the termination of the contract between the Client and SalesCrew: in this case, the Users understand that the end of the contract leads to ending the access to the Software by the Users and the closing of their Account;
2. the suppression of the access to a User Account unilaterally decided by the Administrator: the User understands that the Administrator has the authorization to remove access to a User Account at their discretion and SalesCrew’s liability may not be held;
3.  the unilateral termination at the request of the User: the User can terminate the Terms of Use at any time without notice by sending a letter to the Administrator of their Account who shall transfer the request to SalesCrew;
4.  the unilateral termination at SalesCrew’s initiative for serious breach by a User: in the event of serious breach to the obligations of the Terms of Use, SalesCrew can terminate the Terms of Use without notice nor delay by sending an email to the User and the Client. 

The termination of the Terms of Use takes effect immediately and leads to ending the license to use the Software as well as access to the Software and Functionalities by the User. The Accounts are archived and remain available for consultation only for the Administrators during the length of the contract between the Client and SalesCrew. 

11. Intellectual property

11.1 Property of the Software

The Software and all its components, including but not limited to softwares, structures, infrastructures, databases and content of any kind (texts, images, visuals, logos, trademarks…) used by SalesCrew may be protected by Intellectual Property Rights belonging to SalesCrew as the rightsholder. 

11.2 License to use the Software

SalesCrew grants the User a strictly personal, non-exclusive, non-assignable and non-transferable right to use of the Software. This license is granted from the date of creation of the Account and for the entire duration of the Terms of Use, worldwide and for the Functionalities corresponding to the User’s status for strictly professional activities. All rights not expressly granted by the Terms of Use are not part of the rights granted and therefore are for SalesCrew’s exclusive use.

Without prior written authorization from SalesCrew, the User shall not allow a third party to access or use the Software, sublicense, distribute, lend, modify, reproduce, transcode all or part of the Software, proceed to reverse engineering, decompile, identify the source code, circumvent the Software’s protection mechanisms besides the exceptions stated by the applicable laws and regulations. In addition, the User undertakes to refrain from developing a product or a service competing with the Software or the Functionalities. 

12. Personal Data 

12.1 Client Data

SalesCrew undertakes to respect the Personal Data Regulation. 

Regarding the Users’ Personal Data processed as part of customer relation management, satisfactory survey proceedings, commercial prospection, assistance requests within the use of the Software and Accounts’ creation, SalesCrew is a controller as understood by the Personal Data Regulation.

The principles regarding Personal Data processing in the Software are detailed in SalesCrew’s privacy policy, available at this address: https://bit.ly/privacypolicy-qobra.

12.2 Client Content

Regarding Users’ Personal Data transferred by the Client or the Users to the Software and during the installation of the Software, the Client is controller of the User’s Personal Data processing and SalesCrew is data processor as understood by the Personal Data Regulation. 

These Personal Data are processed by the Client in compliance with his Personal Data Regulation policy. The User can contact the person in charge of Personal Data for the Client for all questions related to this topic. 

13. Miscellaneous

13.1 Assignment of the Terms of Use

The User shall not assign or transfer their rights and obligations arising from the Terms of Use to a third party, without prior written consent of SalesCrew. In the event of (i) a merger by formation of a new company, contribution, partial contribution of assets, merger by acquisition, asset spin-off, or any other operation entailing a universal transfer of SalesCrew’s assets or (ii) any operation entailing a direct or indirect change of control affecting SalesCrew, the contractual relations will persist without being necessary to inform or obtain the consent of the Users.

13.2 Non-renunciation

The failure of either Party to demand strict performance of any of the terms, permanently or temporarily, may not be understood as a renunciation of the right to enforce any of such terms.

13.3 Severability

If any provision of the Terms of Use is held invalid or void by a modification of legislation, regulation or by a court decision, the remainder of this Agreement will not be affected thereby as well as the duty to comply with the Agreement.

14. Dispute resolution and governing law

14.1 Governing law

The Terms of Use are governed by and interpreted according to French laws. Consumers usually residing in another country of the European Union also benefit from rights that protect them according to mandatory provisions of the applicable law in their country of residence.

14.2 Amicable dispute resolution and mediation 

In the event of dispute, the Parties may look for an amicable dispute resolution before any referral. For any complaint, SalesCrew may be contacted at legal@qobra.co.

14.3 Competent court

Any dispute or contestation concerning the validity, interpretation, performance and/or breach of the Terms of Use shall be submitted to the exclusive jurisdiction of the Paris Commercial Court (Tribunal de commerce de Paris).