Terms of Sale

1. Purpose and scope

These Terms and Conditions of Sale ("Terms of Sale") govern purchases of paid Kwoji plans by professional organizations ("the Client") from Kwoji ("the Publisher"). They supplement the Terms of Use, which remain applicable to the use of the Platform. Subscribing constitutes acceptance without reservation of the Terms of Sale in force on the day of the order. These plans are available exclusively to professional customers.

2. Offers and prices

Prices are denominated in euros or in United States dollars. The applicable currency is determined by the location of the Client's organization, as it results from the time zone set in its administration area: the euro for organizations located in the eurozone, the United States dollar for all others. For organizations whose local currency appears on the price list published by the Publisher, prices are denominated in that currency, derived from the United States dollar price by a conversion set by the Publisher and revised periodically; failing that, prices in United States dollars apply. The currency so determined applies to the whole subscription and cannot be changed during the subscription; changing currency requires canceling and then subscribing again. Annual billing of the Unlimited tier amounts to €4,788 excl. tax or $7,188 excl. tax per year depending on the applicable currency. Prices are exclusive of tax, VAT or any applicable sales tax in addition at the applicable rate. The number of members billed corresponds to the active profiles of the organization. Each organization may activate, only once and from its administration area, a full 30-day trial of the Standard tier, without commitment and without a payment card. The trial starts upon activation; upon expiry, the organization automatically falls back to the Free tier if no paid plan has been purchased, with no account interruption and no billing. If, upon that return to the Free tier, the number of active profiles exceeds that tier's cap, the profiles remain active and access to the games is maintained, but score recording is suspended for as long as the headcount is not brought back under the cap or the organization subscribes to an appropriate plan.

3. Order

Online subscription (Standard and Unlimited tiers). The owner of the organization subscribes directly from the administration area of the Platform, "Subscription" section, and pays by card through our payment provider Stripe. The Standard plan can be billed at the chosen interval: monthly or annual; the Unlimited plan is available with annual billing only. The order is firm upon validation of the payment; the selected plan is activated as soon as the provider confirms it.

Moving from the Standard tier to the Unlimited tier. The owner of an organization already subscribed to the Standard tier upgrades the current subscription from that same "Subscription" section, without taking out a second subscription. The price difference is billed pro rata for the current period, on the payment method on file, and the Unlimited tier takes effect as soon as the payment is accepted. If the organization is still within its free trial, no amount is charged before that trial ends; the new price applies from that date. Moving back from the Unlimited tier to the Standard tier is not automated: it is obtained by written request under the conditions below.

Subscription on request (quote, invoice and bank transfer). For any tier, payment by invoice and bank transfer, as well as any need for a prior quote, is available by written request to [email protected]: the Publisher draws up a quote specifying the tier, the number of members, the period and the price, then sets up the corresponding subscription, invoiced with a 30-day due date. The order is firm upon the Client's written acceptance of the quote (signature or agreement by email), and activation of the tier takes place upon receipt of that agreement, without waiting for payment of the first invoice.

4. Billing and payment

Card payment (online subscription).

• Payment is processed by Stripe Payments Europe, Ltd., payment provider. Card details are entered on that provider's secure pages: the Publisher neither sees nor stores the Client's card number.
• Charged upon subscription, then at each due date (monthly or annual depending on the option chosen). The subscription renews automatically as long as it is not terminated (see article 6). Each invoice is made available to the Client by email and from the billing portal.
• The number of billed seats follows the number of active profiles of the organization, checked daily. Seats added during a period are billed pro rata at the next due date; seats removed reduce the billing of subsequent periods and do not give rise to a credit note for the current period.
• If a charge fails, access to the subscribed tier is maintained during the retry attempts carried out by the payment provider. Once those attempts are over, if the situation has not been settled, the subscription is terminated and the organization falls back to the Free tier, without indemnity on either side.

Payment by bank transfer (invoice).

• Billing upon subscription and then at each due date, by invoice sent by email, payable by bank transfer within 30 days of the invoice date.
• Any late payment automatically entails, without prior formal notice: late-payment penalties at the rate of the European Central Bank increased by 10 points, as well as the fixed €40 debt-recovery fee per invoice (art. L441-10 and D441-5 of the Commercial Code). These provisions are specific to payment by invoice; they do not apply to card payment, whose failure is dealt with in the previous paragraph.
• In the event of persistent non-payment after reminder, the Publisher may bring the organization back to the Free tier until the situation is settled, without indemnity.

5. Change in the number of members

For an online subscription, the adjustment is automatic and described in article 4: nothing needs to be requested. For a subscription paid by invoice, if the number of active profiles durably exceeds the subscribed volume, the Publisher and the Client adjust the subscription at the next due date — or during the period by mutual agreement, on a pro rata basis. Moving to a higher or lower tier is done under the same conditions.

6. Term, renewal, termination

The subscription runs for the chosen period (month or year) and renews automatically for an identical duration.

Online subscription: the Client terminates at any time, without notice period or justification, from the billing portal available in the administration area. Termination takes effect at the end of the current period — the service remains open until then, and amounts already paid for that period are not refunded on a pro rata basis.

Subscription paid by invoice: termination is notified in writing, by either party, at the latest 15 days before the due date.

In both cases, upon termination, the organization falls back to the Free tier: accounts, profiles and histories are retained, only the paid features are deactivated. If the number of active profiles then exceeds the Free tier's cap, no profile is deactivated automatically and access to the games is maintained, but score recording is suspended for as long as the headcount is not brought back under the cap or the organization subscribes to an appropriate plan. The amounts billed for the current period remain due.

7. Right of withdrawal

Since the offers are reserved for professionals and the free 30-day trial, which any organization may activate before ordering, allows the service to be tested before any order, the consumers' right of withdrawal does not apply.

8. Liability

The Publisher provides the Platform on a reasonable-efforts basis, under the availability conditions described in the Terms of Use. Its liability, all causes combined, is limited to direct damages and capped at the amounts actually paid by the Client over the last 12 months.

9. Personal data

The Publisher processes the data of the Client's members under the conditions of the Privacy Policy, as data controller for the operation of the Platform.

10. Governing law and jurisdiction

The Terms of Sale are subject to French law. Failing an amicable resolution, any dispute between professionals falls within the jurisdiction of the courts of the Publisher's registered office.