- The terms and conditions of use applicable to the user (the “User”, “you” or “your”), when using our website located at https://crisp.chat/ (the “Site”);
- The terms and conditions applicable to the use of Crisp software and any other features and/or tools, offered from time to time on the Site, including through the License (the “Features”);
2. ACCEPTANCE OF TERMS – CHANGE OF TERMS
Before using any of the Features, you must first agree to these Terms. By accessing the Features or by otherwise using them, you expressly confirm that you fully and irrevocably agree to these Terms.
We reserve the right, at our sole discretion, to modify or replace the Terms at any time. The most current version of these Terms will be posted on the Site. You shall be responsible for reviewing and becoming familiar with any such modifications.
You will be deemed to have accepted all modifications and revisions of the Terms by continuing to use all or part of the Features.
3. PROVISIONS OF AND ACCESS TO FEATURES
Unless specified otherwise in these Terms or on the Site, the Site is operated, the License is granted and the Features are offered by Crisp IM, a French limited liability company (société à responsabilité limitée) having its registered office at 2 boulevard de Launay in Nantes (44100), registered with the Nantes trade and companies’ registry under number 833 085 806 (“Crisp”, “we”, “us” or “our”).
3.2. User’s eligibility
You hereby represent and warrant that you are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations and warranties set forth in these Terms and to abide by and comply with these Terms.
Subject to the exception mentioned hereinafter, access to the Features is open exclusively to legal entities. Therefore, you represent and warrant that you have the necessary powers to contract in the name and on behalf of the legal entity that you represent. In the case of a trial membership or the “Basic” offer - the only cases where subscription is open to natural persons - you represent that you have reached the age of majority required in your jurisdiction to access such Features and to enter into any obligations required by the Features.
The Features are exclusively reserved for persons who qualify as professionals within the meaning of the preliminary Article of the Consumer Code, i.e. any natural or legal person, public or private, who is acting for purposes within the scope of his or her commercial activity, including when acting in the name or on behalf of another professional. Therefore, you acknowledge that you qualify as a professional within the meaning of the said Article. You acknowledge that, as a professional, you do not benefit from the protections granted to the consumer by the Consumer Code, including a right of withdrawal.
You also represent and warrant that you are legally authorized in your jurisdiction to use the Features and to interact with the Features in any way. Finally, you represent and warrant that you are solely responsible for compliance with all applicable laws in your jurisdiction, and release Crisp from any liability in this regard.
The User has access to the Features described on the Site, in the form and according to the technical means and functionalities that Crisp deems most appropriate.
The main Features offered by Crisp are the following:
- “Livechat” allowing the use of a chat dedicated to customer relations.
- “CRM” dedicated to the unification of customer data and the automation of repetitive tasks.
- “Ticketing” to ensure a human and personalized management of the after-sales service.
- “Knowledge”, an optimized knowledge management system that empowers customers.
- “Chatbot” to generate automatic responses to customer queries across different channels via a single software.
- “Inbox”, a real messaging system in order to respond to customers.
- “Campaigns”, a marketing automation tool that strengthens customer loyalty.
- “Status page” allowing customers to check the functionality of the systems, detect faults or imperfections and ensuring a quick resolution of these faults.
- “Integrations” allowing the integration of the Features on external platforms such as Facebook Messenger.
The accessible Features vary according to the selected subscription, namely basic, pro or unlimited, or any other subscription offered and detailed on the Site.
3.4. Fees – Pricing
You are required to pay the fees for the use of the Features (and thus including the License) as indicated on the Site. The fees vary according to the subscription you have selected.
The fees for the use of the Features are paid on the fourth (4th) day of each month or for a period of twelve (12) months in the case of an option for annual payment. By way of exception, following the expiry of the trial period, the fees are paid on the termination date on a prorata basis based on the number of days between the termination date and the fourth (4th) day of the next month.
Crisp does not refund the fees for the use of the Features, whether paid on an annual or monthly basis. In particular, the lack of use of the Features following payment, the deactivation of the account or the transmission of a termination request does not entitle to a refund of the payments made to Crisp.
Your invoices are available on the Site. We reserve the right to change the fees or billing terms from time to time in accordance with the Terms.
The payment methods accepted are those listed on the Site at the time of payment. By adding a payment method to the Site, you agree to be charged for any unpaid, current or expired subscription periods.
3.5. Registration and User Account
To use the Features, you must first register with Crisp by creating a user account (“User Account” or “account”). You may enter payment details when registering but these are not required to qualify for a free trial period or access to the “Basic” offer.
All the information that we request you to provide in connection with the registration must be true, accurate and complete. If we have any reason to believe that such information is not true, accurate or complete, we may refuse your access to the Site, or any of its functionalities, and deny, terminate or suspend your account.
You may only have one User Account at a time. You may not use the Features or create an account on behalf of someone other than yourself. You may not act as a broker, agent or intermediary of any kind.
You are responsible for keeping your account password and login information secret. You agree to keep your secret information and password confidential and to not share them with anyone else and to immediately notify Crisp of any unauthorized use of your Account or breach of security. Crisp cannot and will not be liable for any loss or damage arising from your failure to comply with this section.
You must not provide any misleading or fraudulent information. Providing false information on your account is strictly prohibited and will lead to termination or suspension of your account.
In order to ensure Crisp remains a safe platform for all of our users, and for us to comply with applicable laws which we are subjected to, we may have to verify your identity to access the Features we offer.
3.6. Duration of of access to the License
Termination by Crisp
Crisp may at any time and without liability, terminate, suspend, or limit your use of the Features, in the event that: (a) you fail to pay the fees for the use of the Features; (b) we reasonably suspect you of acting in breach of these Terms and/or all other applicable provision; (c) we are required to do so by applicable law, regulation or any court or other authority to which we are subject to in any jurisdiction; (d) we have concerns about the security of your account or we suspect the Features are being used in a fraudulent or unauthorised manner; (e) we reasonably believe that we need to do so in order to protect our reputation.
You shall not be entitled to any payment, compensation or damages whatsoever from Crisp in relation to any suspension, limitation or termination of your use of the Features due to a breach of the Terms.
Our rights of suspension, limitation and termination under these Terms shall be without prejudice to any other rights or remedies which we may have (whether under the Terms or applicable law and regulations).
Termination by User
You have the right to terminate your subscription to the Features under different conditions depending on whether your subscription was made on a monthly or annual basis.
Monthly subscription: if the fees for the use of the Features are paid on a monthly basis, the termination will become effective from the first day following the monthly period during which the termination was notified on the Site. For example, in the case of a subscription taken out on April 10 and termination notified on May 15, the termination will become effective on June 10.
Annual subscription: if the fees for the use of the Features are paid on an annual basis, the termination will become effective from the first day following the relevant annual period. For example, in the case of a subscription taken out on January 1, 2021 and termination notified on August 15, 2021, termination will become effective on January 1, 2022.
Access to the Features and the License remains in effect until the effective date of termination. As the adherence to the Terms is made for a fixed period, on a monthly or annual basis, no refund of the fees for the use of the Features, whether paid on an annual or monthly basis, shall be granted.
You are not entitled to invoke your own breach of the Terms, and in particular the inaccuracy of one or more of your statements, to request early termination of the Features.
Consequences of Termination
You will no longer be entitled nor able to use the Features and benefit from the License, and you will be required to pay the fees for the use of the Features in the event that the fees have not been paid in full for the period prior to the termination taking effect.
Upon the effective date of termination, (a) all License rights granted under the Terms prior to termination shall immediately terminate and you shall immediately cease all use of the Crisp Software; (b) you shall be required to delete all copies of the Crisp Software from your computers and return any Confidential Information obtained in the course of performing the Features.
4. DISCLAIMER OF WARRANTIES – LIABILITY
4.1. Disclaimer of Warranties – Risks
You expressly acknowledge and agree that your use of the Services is at your sole risk. The Features and the access to the Site are provided on an “as is” and “as available” basis, without warranties of any kind, either express or implied, including, without limitation, any warranty of fitness for your purposes, needs, changes in your business or its particularities. You acknowledge and expressly agree that we have no control over, and no duty to take any action regarding: which users gain access to or use the Features; what effects the content of the Site may have on your business; how you may use the content of the Site and the Features; or what actions you may take, in particular with regard to your customers, as a result of having been exposed to the content of the Site.
We do not warrant that access to the Site and the Features will be continuous, uninterrupted, timely or secure. You acknowledge and expressly accept that the Site and the Features (a) may contain bugs, errors and defects, (b) may function improperly or be subject to periods of downtime and unavailability, (c) may result in total or partial loss or corruption of data and (d) may be modified at any time, including through the release of subsequent versions, all with or without notice to the User. You acknowledge and expressly agree that Crisp shall in no event be liable for any loss or damage resulting from your failure to comply with your obligations hereunder.
4.2. Limited Liability
You acknowledge and expressly agree that you assume full responsibility for your use of the Site and the Features. You acknowledge and expressly agree that any information you send or receive during your use of the Site and the Features may not be secure and may be intercepted or acquired by unauthorized parties. You acknowledge and expressly agree that your use of the Site and the Features is at your sole risk, and that the Crisp Software may prove to be defective or vulnerable, thus exposing your information systems to the risk of intrusion or corruption. You agree to ensure the security of the systems, programs and data, and you acknowledge that you are solely responsible for the configuration of your computer hardware, programs and platforms used to access the Features. You acknowledge that you are solely responsible for the use of the Features, including any statements or information communicated via the Crisp Software in breach of applicable laws or regulations.
In particular, you agree not to (a) use the Features for any purpose other than for your own business (b) use or attempt to use the Crisp Software and/or the Features in an offensive, abusive or unlawful manner or purpose, in particular by publishing or using terms that may be offensive or inappropriate; (c) transmit or attempt to transmit copyrighted material without the prior express consent of the copyright owner; (d) use or attempt to use any automated program (including, but not limited to, a robot, spider or other automated means or interface to access the Crisp Software and/or Features; (e) interfere or attempt to interfere with the proper functioning of the Crisp Software and/or Features in a manner that could damage, disable, overload or alter the Crisp Software, in particular, hack or attempt to circumvent any content filtering techniques that Crisp reserves the right to use; (f) copy, modify, merge, sell, redistribute, assign, transfer the software or the source code of the Crisp Software or any part thereof, as well as reverse engineer, decompile, disassemble, translate, decrypt or otherwise attempt to discover the source code used for the Crisp Software; (g) infringe or attempt to infringe any patent, trademark, trade secret, copyright held by Crisp; (h) introduce or attempt to introduce viruses, Trojan horses or other malicious or technologically harmful hardware.
Finally, you understand and agree that neither Crisp nor its suppliers or licensors shall be liable to you for any direct, indirect damages of any kind, including but not limited to, damages for loss of property, profits, goodwill, use, data or other tangible or any other damages based on contract, tort, or otherwise (even if Crisp has been advised of the possibility of such damages), resulting from: the Site or Features; the use or the inability to use the Site or Crisp Software; unauthorized access to or alteration of your transmissions or data; statements or conduct of any third party on the Site or the Features; any actions we take or fail to take as a result of communications you send to us; human errors; technical malfunctions; failures; omissions, interruptions, latency, deletions or defects of any device or network, providers, or software (including, but not limited to, those that do not permit participation in the Features); any injury or damage to computer equipment; inability to fully access the Site, the Features or any other website; theft, tampering, destruction, or unauthorized access to, images or other content of any kind; data that is processed late or incorrectly or is incomplete or lost; typographical, printing or other errors, or any combination thereof; or any other matter relating to the Site or any other aspect of the Features.
If despite the above Crisp is found liable by a court for any reason whatsoever, you expressly agree that its aggregate liability will be strictly limited to the fees for the access to the Features charged to you during the last twelve (12) months prior to the date of the document instituting the proceedings.
You expressly agree to indemnify and hold Crisp and third party service providers, and each of their officers, directors, agents, joint venture entities, employees and representatives, harmless from any claim or demand (including attorneys' fees and any fines, fees or penalties imposed by any regulatory authority) arising out of or related to (a) your breach of any of these Terms; (b) your use of the Features; and (c) your violation of any law or regulation of any jurisdiction, or the rights of any third party.
Crisp grants you a limited, non-exclusive, non-transferable, non-sublicensable license for the duration of your commitment to the CRM chatbot software developed by Crisp (the “Crisp Software”) and its updates (the “License”) in order to use, install and run the Crisp Software licensed hereunder solely for your own business purposes.
The License is conditional upon the regular payment of the fees for the access to the Features, as referred to in Article 3.4.
You acknowledge and agree that the Crisp Software, including its sequence, structure, organization and source code, constitutes valuable intellectual property rights, including copyrights, trademarks, service marks, trade secrets, patents, patent applications, contractual rights of confidentiality, or any other intellectual property or exclusive rights, which are owned by Crisp or its suppliers. The Crisp Software is licensed, not sold to you, and no title or ownership of the Crisp Software or any related intellectual property rights are being transferred under the Terms or any other agreement. The Crisp Software shall remain the sole property of Crisp and all related rights, titles and interests not expressly granted to the Customer by the Terms is reserved to Crisp.
Nothing in these Terms shall be deemed to grant, on any basis, a license under any existing or future patents. You acknowledge and agree that in the course of providing the Features, Crisp may create other software and other intellectual works that are wholly owned by Crisp.
6. CONFIDENTIAL INFORMATION
The term “Confidential Information” means any information disclosed by one party (the “Discloser”) to the other party (the “Recipient”) during the the access to, or the use of, the Features, which is disclosed in writing or orally and which is identified as “Confidential” or which is to be considered in the circumstances of its transmission as confidential by the Recipient. Notwithstanding the foregoing, Crisp’s “Confidential Information” includes any information, in whatever form, disclosed by Crisp which relates to the Crisp Software and which is not publicly known.
Recipient shall treat as confidential any Confidential Information provided by Discloser, shall not use such Confidential Information except with the prior written consent of Discloser, and shall not disclose such Confidential Information to third parties without the prior written consent of Discloser, it being specified that Recipient may disclose such Confidential Information to its employees and contractors for business purposes, provided that such employees and contractors are obligated to the same extent to comply with the confidentiality agreement concluded with Discloser. Recipient shall be responsible for all acts and omissions of its employees and contractors where such act or omission would constitute a breach of the terms as if committed by Recipient.
Notwithstanding the foregoing, the restrictions of this Article shall not apply to information that: (a) was independently developed by Recipient without recourse to Discloser’s Confidential Information; (b) is made known to Recipient, without restriction, by a third party without violating the Terms and which was within the right to disclose; (c) was in the public domain at the time of disclosure or enters the public domain without act or omission of Recipient; (d) was rightfully known by Recipient, without restriction, at the time of disclosure; or (e) is disclosed pursuant to an order or requirement of a court, administrative body, or any other governmental body; provided, however, that Recipient shall immediately notify Discloser and use its best efforts to prevent public disclosure of such information. Recipient shall, upon request by Discloser, return the originals, copies, reproductions and summaries of the Confidential Information and all other tangible materials and devices provided to Recipient as Confidential Information, or, at Discloser’s option, certify that it has destroyed the same.
7. GENERAL PROVISIONS
7.1. Third-Party Links
The Site may provide links to other websites, applications or resources. Because Crisp has no control over such websites, applications and resources, you acknowledge and expressly agree that Crisp is not responsible for the availability of such external sites, applications or resources, and does not endorse and is not responsible or liable for any content, advertising, products or other materials on or available from such sites or resources.
7.2. Transfer, Assignment or Delegation
These Terms, and any rights and obligations and the Licence granted hereunder, are limited, revocable, non-exclusive and personal to you and therefore may not be transferred, assigned or delegated by you to any third-party without our written consent, but may be transferred, assigned or delegated by Crisp without restriction to any third party. Any attempted transfer or assignment in violation hereof shall be null and void.
7.3. Entire Agreement
Except otherwise provided herein, these Terms (as amended from time to time) and any document expressly referred to hereof constitute the entire agreement between the parties and supersedes any prior agreement, promise, assurance, warranty, representation, understanding, undertaking or arrangement between the parties relating to the subject matter of these Terms, whether written or oral.
No oral explanation or oral information given by either of us shall alter the interpretation of these Terms. You confirm that, in agreeing to accept these Terms, you have not relied on any representation or information that is not expressly included herein.
These Terms shall be deemed severable, and the invalidity or unenforceability of any term or provision hereof shall not affect the validity or enforceability of these Terms or of any other term or provision hereof. Furthermore, such invalid or unenforceable term or provision shall be changed and interpreted to accomplish the objectives of the initial provision to the greatest extent possible under any applicable laws.
These Terms are concluded in the French and English language, and all communications including any notices or information being transmitted shall be in English or French.
The delay of enforcement or the non-enforcement of any of the provisions of these Terms by any party shall not be construed as a waiver of any of the other rights of that party under these Terms.
7.7. Notices and Communications
By using the Features, you agree that we may provide you with any notices or other communications, including marketing, relating to your use of the Features: (a) via email (in each case to the address that you provide), SMS message, or telephone call (in each case to the phone number that you provide), or (b) by posting to the Site. For notices made by email, the date of receipt will be deemed the date on which such notice is transmitted. You will always be given the option to unsubscribe from receiving any marketing material from us.
Notices to us should be sent electronically to at: email@example.com
7.8. Section Titles
The section titles and articles in the Terms are for convenience only and have no legal or contractual effect.
7.9. Governing Law and Submission to Jurisdiction
These Terms and the rights and obligations of the parties hereunder or however connected with their execution shall be governed by and construed and interpreted in accordance with the Laws of France.
For any disputes that may arise between the User and Crisp relating to the formation, interpretation and execution of these Terms, the parties shall endeavour to reach an amicable settlement.
In the absence of an amicable settlement, any disputes arising out of or in relation to the Terms shall be submitted to the jurisdiction of the Commercial Court of Nantes.
By using Crisp, you commit to use the service in accordance with these principles. On its side, Crisp IM SAS undertakes to provide a reliable service and comprehensive communication.