These general conditions of use (hereinafter “ CGU ") are concluded between the Service Provider, on the one hand, and the User, on the other hand, as defined in the article " Definitions» of the T&Cs (hereinafter collectively referred to as the “ Parties »or individually the “ Part »).

1. Definitions

The terms below starting with a capital letter in the CGU will have the following definition, whether they are used in the singular or plural:

Application : designates the tool in SaaS mode allowing the creation of Early Payment Offers between the User and the Supplier with the aim of obtaining agreements on the discount terms and early payment dates in order to settle the Invoice(s) concerned before the due date(s) initially planned in return for a reduction thereon.

Client orUser : the Kresus client who wishes to offer Early Payment Offers to its Suppliers.

Bill : designates the B2B invoice issued by a Supplier corresponding to the marketing of goods and/or services to the Customer and incorporating all the mandatory information and legal notices.

Supplier :means a supplier of goods and/or services to the Customer.

Cressus : designates the entity owning the Application, the company Kresus TechnologiesSAS with capital of €12,532.50, registered in the Lyon Trade and Companies Register under number 882 884 554 whose head office is located at 20 boulevard Eugène Deruelle, 69432 Lyon Cedex 03.

Takeover bid or Early Payment Offer : designates Early Payment offers concerning Invoices.

Early Payment :means an Invoice payment which occurs between the date of issue of the Invoice and at least one day before its scheduled due date. Early Payment entitles you to a reduction on the amount of the Invoice.  

Provider :points to Kresus.

Service :the service offered by Kresus allowing the User, via the Application, to propose takeover bids.

2. General provisions

2.1 Purpose of the Conditions

The use of the Service by any User is subject to these T&Cs and our Confidentiality Policy The conditions for subscribing to a Subscription are defined in the General Conditions of Sale (together forming the “Contract”). The User undertakes to read the terms of the T&Cs and to ensure their understanding before any use of the Service. Any User who disagrees with all or part of the T&Cs is required not to use the Service. Use of the Application entails tacit recognition of the T&Cs.

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2.2 Acceptance

Any natural person who accepts the T&Cs in the name and on behalf of a legal entity acknowledges having the power to act in the name of the latter and to bind it hereunder. The T&Cs apply exclusively to “professionals” within the meaning of Directive No. 2011/83 of October 25, 2011. A professional is a natural or legal person or a partnership with legal capacity which acts for purposes which fall within the framework of its commercial, industrial, artisanal or liberal activity. t.

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2.3 Modification

Given the innovative nature of the Service covered by these Conditions, the Service Provider reserves the right to modify these Conditions at any time, in particular due to changes in the legal context, technical or subsequent developments, gaps in the T&Cs, changes in market conditions or for any other equivalent reason, and in compliance with the rights of Users. Any modification of the T&Cs will be communicated to the User before its entry into force, by e-mail or directly on the Application. Use of the Application following the modifications results in tacit recognition of the proposed modifications. If the User objects to his modifications, he will be unable to use the Application.

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3. Use of the Service

Use of the Service is subject to the creation of a user account. The Application offers a range of subscriptions and roles, some are available free of charge, others require payment. Each User invites the commercial relations (Supplier) with whom they wish to exchange takeover bids to create an account and connect to the Application. Invited Suppliers will receive by email an account creation link allowing the Supplier free access to the essential functionalities of the Application: consultation and acceptance of takeover bids. [AM1] 

4.Account

The User may access and use the Service as made available to him, as long as he complies with this Contract and applicable French and European regulations.

4.1 User Account

Once registration is completed, the Service Provider will provide the User with access to the Application, via an active “User account”. Once this step is completed, the User will be able to access the Service, under the conditions of their subscription.

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4.2 Account suspension and termination

4.2.1 Termination by the User

The use of a free or paid subscription is governed by a fixed-term contract and can be terminated at any time and will take effect at the end of the processing of the last accepted takeover bid.

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4.2.2 Termination by the service provider

The Service Provider reserves the right to block an account or terminate a subscription without notice, in the event that a User attached to this account or this subscription fails to fulfill its obligations or if there are indications that third parties have unauthorized access to the Application, via the identified account. The Service Provider will take the User's legitimate interests into account when deciding whether or not to block their account. The User will receive a reasoned notification of the suspension from the Service Provider by electronic mail to the contact address provided, unless the latter considers that such notification would violate the law or endanger other Users or the operation of the Application.

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4.3 Consequences of termination

In the event of termination, the User will be deprived of access to the functionalities of the Application, and will only benefit from the so-called “free” functionalities associated with the role of Guest User. In the event of a manifest violation of these terms, the User also risks having access to so-called “free” functionalities withdrawn. Any User who is convinced that his or her account has been terminated in error may contact the Service Provider to contest this decision.

Contact: France :

E-mail: support@kresus.com

Phone: +334 85 80 02 49

Address:  Kresus Technologies SAS 20 Boulevard EugèneDeruelle, 69432 Lyon Cedex 03

4.4 Connection to the Application

The User's account is protected by a username and password (hereinafter referred to as "connection data"), which are defined by the User during registration.

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5. Description of the Service

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5.1 Features

Use of the Service and the range of features offered to Users is based on the Plan or type of subscription activated. As detailed in article 3, certain features are available free of charge, while others are only available subject to subscription to paid Services. Free and unrestricted use of the Application allows the User to:

•Consult Early Payment Offers in the Collect and Pay tabs,

•Accept Early Payment Offers in the Collect and Pay tabs,

•Initiate transfers to its suppliers when it accepts Early Payment Offers in the Collect and Pay tabs,

•View the history of your payments issued and received in the History tab,

•Download the discount certificates generated during successful Early Payments in the History tab,

•View connections made with other Users in the Contact tab,

•Manage your profile and connection information in the Settings tab

•Subscribe to a paid subscription

It is not possible for the User of a free account to:

•Create and save your Discount Policies and associate them with your commercial relationships,

•Add invoices in order to issue Early Payment Offers,

•Invite your business relations to create a free UserGuest account.

•Use the Suppliers' payment service with deferred debit virtual card technology issued by our banking partner(s).

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5.2 Email notifications and alerts

The Service Provider offers the implementation of an e-mail notification system to inform the User about the status of the documents submitted. More specifically, the Service Provider sends the following warnings to the User:

▻ Individual email notifications based on events occurring on the Application 

•When an Early Payment Opportunity is sent to you

•When one of the relationships invited by the User activates their Guest user account

•When the User modifies their bank details

• When the User changes their login password

•When the User resets their login password

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6. User Obligations

Each User is solely responsible for the use he makes of the Application, but also for the use made of it from his account. The User undertakes to use the Services under reasonable conditions and not to hinder the use of other Users.

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6.1 Obligations regarding recorded data

The information and data provided by the User for the operation of the Application must be provided completely and truthfully. The information must always be up to date in order to best reflect the situation of the Organization and the User, to date.

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6.2 Obligations of the User concerning the data and content deposited

The User is required to verify the accuracy, completeness and validity of the information, data and content provided on the Application, in particular the documents submitted.

By using the Application, the User guarantees to other users and to the Service Provider that the information entered is true and compliant, and that the documents filed, if applicable, are true and compliant at the time of filing.

The User is solely responsible for all damage suffered by the Service Provider due to non-compliance with these conditions. The checks carried out by the Service Provider do not in any way release or limit the User from the responsibilities defined above.

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6.3 Obligation to cooperate and mandatory information

The User must check the validity date and the updating of the information entered and documents submitted, if applicable, as well as read the notifications issued by Kresus. Each User undertakes to immediately notify the Service Provider of any error, omission or anomaly noted in the information entered and the documents submitted.

Recommendation concerning the mention of the practice of discounting:

The Service Provider recommends that each User include the following notice in their general conditions of sale and sales contracts: “As part of the de-globalized and non-binding discount policy of {User Company}, {Supplier Name} may be offered commercial discounts at fixed or dynamic rates upon receipt of each invoice. As such, {User Company} provides its supplier free of charge with an access portal to the secure Kresus platform. {Name of Supplier] will be notified by email of Early Payment Offers, which {Name of Supplier] may, if it wishes, consult and accept on its portal.”

The User can contact the Service Provider by chat or email:

Contact: France :

Email: support@kresus.com

Address: Kresus Technologies SAS 20 Boulevard Eugène Deruelle, 69432 Lyon Cedex 03

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6.4 Declaration obligation

The User undertakes to immediately inform the Service Provider of any disruption in the use of the Application, by chat, by e-mail or by telephone; reported disruptions will be dealt with by the Service Provider as quickly as possible. The time required to correct the defect depends on the severity of the problem.

The User can contact the Service Provider by chat, by telephone or by email:

Contact: France :

E-mail: support@kresus.com

Address: Kresus Technologies SAS20 Boulevard Eugène Deruelle,69432 Lyon Cedex 03

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6.5 Legal obligations

By using the Application, each User acknowledges having full knowledge of their obligations with regard to the provisions relating to the fight against illegal work, the civil and criminal consequences of any violation thereof, the consequences of the absence of compulsory insurance and, more generally, all the legal obligations which apply to them. Use of the Application Services does not release the User from liability in accordance with the legal provisions applicable to them.

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7. Security and level of service

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7.1 Technical equipment

The User is responsible for configuring his computer equipment and in particular security settings to protect his system against computer viruses, worms, Trojan horses or similar malicious software.

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7.2 Processing of connection data

In order to protect their account, the User is required to keep their Application identifiers secret and protect them against unauthorized access by third parties. Connection data must not be made accessible or transmitted to third parties. The User is solely responsible in the event of misuse. In the event of loss of connection data or suspicion that a third party has knowledge of it or is using the User's account, the latter is required to immediately inform the Service Provider and modify their connection data.

Contact: France :

E-mail: support@kresus.com

Address:  Kresus Technologies SAS 20 Boulevard EugèneDeruelle, 69432 Lyon Cedex 03

As indicated in paragraph 4.2.2.2, the Service Provider may terminate the subscription or suspend an account in the event of violation of this confidentiality obligation.

7.3 Availability of the Application

Access to the Application is possible 24 hours a day, 7 days a week. The Service Provider is committed to a minimum availability rate of 95% (excluding planned maintenance) from Monday to Friday from 8:30 a.m. to 6:00 p.m. excluding public holidays.

Unavailability due to maintenance work as well as restrictions or failures of the Application due to circumstances beyond the control of the Service Provider (case of force majeure, fault of third parties, disruption of telecommunications lines, etc.), cannot be held responsible for the Service Provider. The Service Provider will do everything reasonably possible to ensure that these interruptions are as short as possible and occur exceptionally. Where possible, routine maintenance work must be carried out outside the main opening hours of the Application, as specified previously. The Service Provider will make every effort to notify Users in advance of maintenance work expected to last more than 6 working hours.

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7.4 Power to make changes

The Service Provider is authorized to modify the Application, in particular to carry out other technical developments in order to improve the overall functioning of the Application and, more particularly, the security or stability of the Service.

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8. Right of use

‍8.1Reserves

Any rights not expressly granted to the User herein remain the property of the Service Provider. Use of the Service does not confer any intellectual property rights over the content of the Application. Authorization to use the Application within the limits granted by these conditions does not constitute a waiver of the Service Provider's property rights. The rights relating to the content offered belong exclusively to the Service Provider or its licensors. The content can only be used within the framework of the use of the Application, as specified in these conditions. In addition, the contents offered, texts, graphics and photographs cannot be processed, downloaded, reproduced, rented, lent, rented, sold, made accessible to the public or distributed in any other way without the explicit consent of OFA. In addition, the User has no rights over the design or development of a specific functionality on the Application. The Service Provider reserves the right to modify the Application or certain functionalities at its sole discretion with the effect for the future of suspending them, in whole or in part, definitively or temporarily.

8.2 Grant of rights

The User grants the Service Provider a non-exclusive, temporally and locally unlimited right of use on the Early Payment Offers created. The Service Provider has the right to use all or part of the content at any time in order to achieve the objective of its Service and the Contract. The Service Provider has the right to display and make available to other Users the content posted on the Application. Access to documents submitted by Users is granted for the entire duration of posting and archiving. The User authorizes the Service Provider to share all archived documents during the entire archiving period with connected Users who have obtained access to these documents.

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8.3 Guarantee of ownership of rights

The User acknowledges that he is able to use the Services as described in article 6 without any restriction. The User guarantees that the use of the content posted on the Application is not in violation of the rights of any third party.

8.4 Authorization of use

The Service Provider authorizes the User to use the “Kresus” brand on its own website and in its own commercial documents in order to draw attention to the Early Payment experience and the means implemented.

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9. Liability

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9.1 Authorization for use

As part of the execution of the Services, the Service Provider is only bound by a general obligation of means. The Service Provider is only liable for damage resulting from a violation of an essential contractual obligation (so-called cardinal obligations within the meaning of case law). Essential contractual obligations are those whose execution is essential to the proper execution of these T&Cs and on which the contractual partner relies and can regularly rely. The Service Provider will implement secure technical means to ensure the availability of data on the Application, the traceability of connections made to the site and the identification of Users, as well as the quality control of documents submitted by Users, functionalities linked to the management of sharing and confidentiality zones and alerts. Nothing in this Agreement is intended to exclude or limit any party's liability for death or personal injury, fraud, fraudulent misrepresentation, or any liability which cannot be excluded or limited by law.

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9.2 Liability based on amount

In the event of violation of a cardinal obligation, liability is always limited to compensation for damage foreseeable and typical at the time of conclusion of the contract, except in cases of willful misconduct or gross negligence.

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9.3 Liability related to documents filed

The data and content, in particular the documents submitted by the Users of the Application, are exclusively created by them or requested and obtained by the Users. Depositing Users are solely responsible for ensuring that the data and content sent to the Service Provider are complete, accurate and valid. The Service Provider assumes no guarantee or responsibility for the content or accuracy of the content and data published on the application or the projects created there. However, the Service Provider is responsible for the flawless execution of the formal examination in accordance with article 5 of these conditions. The Supplier cannot under any circumstances be held responsible for the content, completeness, validity, authenticity or accuracy of the documents posted on the Application, or for the complete or coherent nature of the files created there. The Service Provider is not mandated to validate the content of the documents submitted, the responsibility for this falling solely on the User when submitting a document.

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10. Duration

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10.1 Using a free subscription

The User's rights come into force following the subscription, on their behalf, of a free subscription, then from the activation of their user account. The use of a free subscription is subject to tacit renewal.

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10.2 Use of Paid Services

The User's rights come into force for the Subscriber following the subscription, on his behalf, of a subscription by the Subscriber, then from the activation of his user account. The specific conditions depend on the offer chosen and are governed by the General Conditions of Sale. The use of a paid subscription is subject to tacit renewal.

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11. Data protection and confidentiality

‍11.1 Data protection

Our Privacy Policy explains how we process your personal data and protect your privacy when using the Service. Our Privacy Policy can be viewed at the following link: https://www.kresus.eu/rgpd

11.2Confidentiality

The Parties undertake to process the data recorded for the purposes of the Service offered by the Application. The Service Provider treats users' personal data confidentially and in accordance with the legal provisions on data protection. The Parties undertake to reserve access to confidential data only to employees who need it for the operation of the Application, to inform these people of the confidential nature of the information before their communication, to guarantee that these people respect confidentiality and, in this regard, to find all the necessary means to ensure the physical security and integrity of the confidential information. The obligation of confidentiality continues to apply for a period of five (5) years after the end of the legal relationship between the Parties.

11.3Tiers

In its objective of promoting interoperability with related solutions (Management ERP, Billing Software, Accounting Software, CRM, etc.), KresusTechnologies SAS has entered into partnerships with third-party companies allowing the sharing of certain User data, in particular the status and content of Invoices and Early Payment Offers. The list of partner companies can be provided upon simple request by the User to Kresus Technologies SAS. Contact France:

E-mail: support@kresus.com

Address:Kresus Technologies SAS 20 Boulevard Eugène Deruelle,69432 Lyon Cedex 03

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12. Final legal provisions

12.1 Choice of law - Choice of jurisdiction

The Contract, and your relationship with the Service Provider within the framework of this Contract, are governed by the laws of the country of residence of the entity marketing the Application, i.e. France in the case of KresusTechnologies. Legal proceedings may be initiated before local courts according to these same criteria.

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12.2 Communication

All communications pursuant to these T&Cs are made in a format allowing traceability of receipt by the other party (registered letter with acknowledgment of receipt, fax, e-mail).

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12.3 Consumer law - Disclaimer

Under the law, consumers have certain rights that cannot be excluded or modified by a contract. No provision of these T&Cs is intended to call into question the rights of any “non-professional” User. Except for what is expressly stipulated in the T&Cs or what is required by law, the Service Provider makes no specific promise regarding the Service.

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12.4 Severability of clauses

The nullity or obsolescence of a specific provision of the T&Cs cannot call into question the validity of the other provisions, unless otherwise required by law.

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12.5 Cession

The Service Provider may assign all or part of this contract to an affiliated company or to a third party, as part of a transfer of the company Kresus TechnologiesSAS.

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12.6 No waiver

Non-compliance by the User with a provision hereof without immediate reaction from the Service Provider cannot be interpreted as a waiver of the latter's rights, including the right to take action subsequently.

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