Terms of Sale - Individual

These General Terms of Sale (hereinafter "Terms of Sale") govern the contractual relationship between Stokode SARL (hereinafter "the Seller") and any natural person acting as a consumer (hereinafter "the Customer"), that is to say any natural person acting for purposes that do not fall within the scope of their commercial, industrial, craft, liberal-profession or agricultural activity, wishing to take out a subscription to the StoFlow service.

Any subscription to a plan implies unreserved acceptance of these Terms of Sale, which prevail over any other document.

1.3 Amendment of the Terms of Sale
The Seller may amend these Terms of Sale to take account of legal, regulatory or technical developments, or to develop the Service. Any substantial amendment is notified to the Customer by email at least thirty (30) days before it enters into force. A Customer who refuses the new Terms of Sale may terminate their subscription without charge or penalty before they enter into force, and obtain a pro rata refund for the unused period. Failing termination within that period, the new Terms of Sale are deemed accepted. Purely formal amendments or amendments favourable to the Customer (editorial corrections, price reductions, addition of free features) take effect immediately.

1bis.1 Declaration of status
The Customer declares, when subscribing, that they act as a consumer (a natural person acting for purposes that do not fall within the scope of their commercial, industrial, craft, liberal-profession or agricultural activity). These Terms of Sale apply in accordance with the protective regime of consumer law.

2.1 Description of plans
The Seller offers various subscription plans for the StoFlow service. The details of the features and prices of each plan are available on the pricing page of the website.

2.2 Prices
Prices are stated in euros, all taxes included (TTC). The prices in force at the time of subscription apply for the entire duration of the current subscription period. Any price change takes effect only from the next renewal and is notified to the Customer by email at least thirty (30) days before that renewal. The Customer may then terminate without charge before the renewal date, in accordance with Article 6.1.

2.3 AI credits
Certain plans include Artificial Intelligence (AI) credits for using the automatic optimisation features. These credits are renewed monthly and cannot be carried over from one month to the next.

3.1 Ordering process
To take out a subscription, the Customer must:

1. Create a user account or log in to their existing account
2. Choose the desired subscription plan (monthly or annual)
3. Enter billing information
4. Accept these Terms of Sale and the Privacy Policy
5. Proceed to payment

The order is final once payment has been validated. A confirmation email is sent to the Customer.

3.2 Payment methods
Payment is made by bank card through the secure Stripe platform. The Customer's banking data is transmitted directly to Stripe and is never stored by the Seller.

3.3 Payment security
Stripe is PCI-DSS Level 1 certified, guaranteeing the highest level of security for bank card transactions.

3.4 Invoicing
An invoice is issued and sent by email to the Customer after each payment. Invoices are also available in the Customer area.

4.1 Withdrawal period
In accordance with Articles L221-18 et seq. of the French Consumer Code, the consumer Customer has a period of fourteen (14) days from the subscription to the plan to exercise their right of withdrawal, without having to give any reason or pay any penalty. This right may be exercised once per account under the conditions set out in Article 4.6.

4.2 Exercising the right of withdrawal
To exercise their right of withdrawal, the Customer may:

• Use the "Withdraw from contract here" button available in their Customer area (Subscription and Settings sections) during the 14 days following their subscription
• Send an unequivocal statement by email to contact@stoflow.com
• Use the withdrawal form below

4.3 Refund
In the event of withdrawal, the Seller refunds the Customer the full amount paid, no later than fourteen (14) days following receipt of the withdrawal request.

The refund is made using the same payment method as that used for the initial transaction, unless the Customer expressly agrees to another method.

4.5 Subscriptions taken out from the mobile app
Where the subscription is taken out from the iOS or Android app, payment is collected by Apple or by Google, which acts as the seller of the transaction. The fourteen (14) day period provided for in Article 4.1 remains vested in the Customer, but the withdrawal request is made to the platform concerned, according to its procedure: from iOS Settings, your Apple ID, then Subscriptions for the App Store; from Google Play, then Subscriptions for Google Play. The arrangements provided for in Articles 4.2 and 4.3, in particular the "Withdraw from contract here" button and the form below, apply only to subscriptions taken out on the website.

The full refund commitment made in Article 4.4 remains vested in the Customer regardless of the subscription channel. If the platform refuses the request, or refunds only part of the sums paid although withdrawal was requested within the fourteen (14) day period, the Customer writes to contact@stoflow.com and Stokode pays the Customer the difference.

4.6 One withdrawal per account
The right of withdrawal provided for in this Article may be exercised once for a single Customer account. Where a Customer has already obtained a refund of a subscription under their right of withdrawal, taking out a new subscription to the same service does not open a new withdrawal period. The right becomes exercisable again twelve (12) months after the date of the last refunded withdrawal.

This provision is consistent with the case law of the Court of Justice of the European Union (judgment of 5 October 2023, Case C-565/22), according to which the right of withdrawal relating to a subscription contract concluded at a distance is in principle guaranteed only once. The Customer in any event retains the option to terminate their subscription at any time under the conditions of Article 6, with effect at the end of the current period.

5.1 Term of the subscription
The subscription is taken out for a period of one (1) month or one (1) year, depending on the plan chosen by the Customer.

5.2 Automatic renewal
The subscription is renewed automatically at each due date for an identical period, unless the Customer terminates it before the renewal date.

The Customer will be informed by email of the due date of their subscription at least seven (7) days before the renewal date.

6.1 Termination by the Customer
The Customer may terminate their subscription at any time from their Customer area or by contacting support at contact@stoflow.com.

Termination takes effect at the end of the current subscription period. The Customer retains access to the service until that date. No pro rata refund is made.

6.2 Termination by the Seller
The Seller may terminate the Customer's subscription as of right, after formal notice sent by email has remained without effect for fifteen (15) days, in the event of:

• non-payment of an instalment;
• serious and established breach of the Terms of Use;
• clear breach of the marketplace best practices (Article 6 bis);
• infringement of third-party rights or use contrary to public order;
• decision of a judicial or administrative authority.

The Seller may terminate without prior formal notice in the event of:

• established fraud or clearly fraudulent use of the Service;
• imminent and proven risk to the security of the Service, of other users or of data;
• order of a public authority requiring immediate cessation.

In the event of termination for the Customer's fault, no refund is due, even pro rata temporis. The Customer remains liable for payment of any sums that may remain due on the date of termination.

6.3 Consequences of termination
On the date of termination, the Customer's account is deactivated and their data is processed in accordance with our Privacy Policy.

6bis.1 Independence of the Service from third-party marketplaces
The Service allows the Customer to interact with third-party marketplaces (Vinted, eBay, Etsy, Leboncoin, Vestiaire Collective and others) whose general terms apply exclusively between the Customer and those marketplaces. The Seller is neither a party to, nor a guarantor of, nor an agent in these contractual relationships.

6bis.2 Customer's commitment to comply with best practices
The Customer undertakes to comply with the marketplace best practices published by the Seller at stoflow.com/docs/marketplaces/marketplace-best-practices, which the Customer acknowledges having read at the time of subscription and undertakes to consult regularly.

6bis.3 Consequences of non-compliance
The Customer's failure to comply with the recommended best practices releases the Seller from all liability for the resulting consequences, in particular any suspension, restriction, archiving, delisting or closure of the Customer's account by a third-party marketplace, as well as any loss of revenue or listings that would result.

7.1 Definitions
Referrer: Customer holding an active StoFlow account who shares their personal referral link.
Referred User: person who creates a new StoFlow account through the Referrer's referral link.
Referral link: unique URL generated by StoFlow for each Customer, accessible from the Subscription area.
Validated referral: referral that has satisfied all the conditions of Article 7.3.
Referral credit: credit in euros applied to the Referrer's Stripe account, automatically deducted from their next invoices.

7.2 Eligibility conditions
The programme is open to any Customer with an active StoFlow account. The Referred User must create a new StoFlow account through the Referrer's link and subscribe to a paid plan (Starter, Pro or Business). Self-referral (the creation by the Referrer of a second account in their own name) is prohibited.

7.3 Reward mechanism
For the Referred User:

• Monthly subscription: -50% on the first month billed.
• Annual subscription: one month free (deducted from the first annual invoice).

The Referred User discount applies to the first invoice issued at the time of subscription.

For the Referrer, the credit granted depends on the plan chosen by the Referred User and on the billing frequency:

7.4 Validation and release
The Referrer's credit is released 14 calendar days after the Referred User's first actual payment (that is, on expiry of the latter's withdrawal period). During that period, the Referred User's subscription must remain active and paid. The credit is then applied automatically to the Referrer's Stripe account and deducted from the next invoice issued.

7.5 Limits
A single Referrer may not generate more than 20 validated referrals over a rolling 12-month period (the last 365 days, UTC time zone) nor more than 5 validated referrals over a rolling 30-day period. Any referral that exceeds either of these limits is rejected; the Referred User keeps normal use of their subscription, but no credit is granted to the Referrer.

7.6 Use of credits
Credits are denominated in euros and automatically deducted by Stripe from the Referrer's next invoices. They are non-transferable, non-assignable, not convertible into cash and cannot be combined with a refund request.

7.7 Loss of credits
If the Referrer's account is terminated, credits not yet applied to an invoice are permanently lost.

7.8 Fraud and abuse
The Seller reserves the right to retroactively cancel a validated referral and to withdraw the corresponding credit in the event of:

• termination of the Referred User's subscription before the 14-day period has expired;
• payment dispute (chargeback) or refund request by the Referred User;
• detection of a shared identity between Referrer and Referred User (identical technical session identifier, IP address or payment method);
• any clear pattern of abuse of the programme or reasoned decision of the StoFlow administration.

Referral between members of the same household is permitted. The creation by a single Customer of several accounts with a view to generating referrals for their own benefit constitutes fraudulent use within the meaning of this Article.

7.9 Amendment of the programme
The Seller may amend or suspend the referral programme at any time, subject to 30 days' notice published on the Subscription page. Referrals already validated on the date of amendment remain vested according to the rules in force at the time of their validation.

7.10 Personal data
The processing of the data necessary for the operation of the programme (attribution cookie kept for 60 days, technical session identifier, IP address) is carried out in accordance with the Privacy Policy.

The consumer Customer benefits from the legal guarantees provided for by the French Consumer Code, in particular:

8.1 Legal guarantee of conformity (Articles L217-4 to L217-14)
The Seller is required to deliver a service that conforms to the contract and is liable for any lack of conformity existing at the time of delivery.

8.2 Guarantee against hidden defects (Articles 1641 to 1649 of the French Civil Code)
The Seller is bound by the guarantee in respect of hidden defects in the service sold which make it unfit for the use for which it is intended.

9.1 Nature of recoverable damage

Compensation is governed by the applicable general law. No automatic exclusion of indirect damage is enforced against the consumer.

9.2 Limit of liability

The Seller's liability is governed by the general law. No limit is enforced against the consumer in the event of direct damage resulting from a fault of the Seller.

9.3 Common exclusions:
These provisions do not apply in the event of gross negligence, fraud, infringement of the mandatory legal guarantees, or bodily injury.

9.4 Force majeure
The Seller cannot be held liable for failure to perform its obligations in the event of force majeure as defined by Article 1218 of the French Civil Code and French case law.

The Seller is bound by an enhanced obligation of means in respect of the Service. This means that:

• the Seller implements all reasonable technical, human and organisational means to ensure the proper functioning of the Service;
• the Seller actively monitors the availability of the Service and intervenes diligently in the event of a detected incident;
• the Seller does not, however, guarantee uninterrupted availability of the Service, the absence of bugs, or the conformity of the Service with specific commercial objectives of the Customer.

This characterisation reflects the very nature of the Service, whose performance depends on factors external to the Seller: the technical availability and commercial policy of third-party marketplaces, the quality of the Customer's Internet connection, the Customer's compliance with the recommended best practices (Article 6 bis) and the technical characteristics of the equipment used by the Customer.

The following are treated as a case of force majeure within the meaning of Article 9.4, without this list being exhaustive:

• the total or partial unavailability of the APIs or interfaces of third-party marketplaces;
• unilateral changes to these APIs or to the conditions of use that would restrict access to them;
• decisions of third-party marketplaces to suspend, limit or terminate the Customer's access to their services;
• blocks, rate limits or access restrictions imposed by these marketplaces.

The Seller undertakes to inform the Customer at the earliest opportunity of any major unavailability and to restore nominal operation of the Service as soon as technically possible. No compensation is due in respect of these events beyond the Seller's control.

The Seller undertakes to protect the Customer's personal data in accordance with the General Data Protection Regulation (GDPR) and the French "Informatique et Libertés" law.

For more information on the processing of your personal data, see our Privacy Policy.

11.1 Prior complaint
In the event of a dispute, the Customer is invited to first contact the Seller's customer service at contact@stoflow.com.

11.2 Consumer mediation
In accordance with Articles L611-1 and R612-2 of the French Consumer Code, the consumer Customer may use the consumer mediation service free of charge. The Seller is a member of the following mediation service: [Being designated, contact details to be communicated shortly]. Pending finalisation of this membership, the Customer may send their complaint to contact@stoflow.com.

11.3 European online dispute resolution platform
The Customer may use the Online Dispute Resolution (ODR) platform set up by the European Commission: https://ec.europa.eu/consumers/odr

These Terms of Sale are governed by French law.

In the event of a dispute, and after any attempt to find an amicable solution has failed, the French courts shall have sole jurisdiction to hear the dispute.

For consumers residing in the European Union, the mandatory provisions of the law of the consumer's country of residence apply if they are more protective.

In accordance with Article 1366 of the French Civil Code, the log files kept by the Seller constitute admissible evidence that may be relied on against the Customer, subject to their technical integrity. These include in particular:

• the timestamps of sign-up and of acceptance of the Terms of Sale/Terms of Use;
• the user identifier and the IP address used;
• the actions carried out on the Service (publication, deletion, modification);
• the exact version of the Terms of Sale/Terms of Use accepted and its digital fingerprint (hash);
• email communications between the Customer and the Seller.

The Customer expressly acknowledges the evidential value of these records and waives the right to contest their admissibility solely on the ground that they are kept in electronic form.

The Seller may freely assign, transfer or contribute this contract to any third party, in particular in the context of a merger, acquisition, asset sale, internal reorganisation or any other comparable operation.

The Customer is informed of any assignment by email at least thirty (30) days before the assignment takes effect. If the Customer does not accept the acquirer, they may terminate their subscription without charge before the effective date of the assignment and obtain a pro rata refund for the unused period.

The Customer may not, without the prior written agreement of the Seller, assign or transfer to a third party the rights and obligations they hold under these Terms of Sale.

15.1 Severability
If one or more provisions of these Terms of Sale are held invalid, unlawful or unenforceable by a competent court, the other provisions remain fully in force. The parties undertake to replace the invalidated provision with a valid stipulation producing effects as close as possible to their original intention.

15.2 Non-waiver
The Seller's failure, at any given time, to rely on any of the provisions of these Terms of Sale shall not be construed as a waiver of the right to rely on it later. No tolerance and no delay in enforcement creates a vested right in favour of the Customer.

In accordance with Article 1104 of the French Civil Code, the parties undertake to perform these Terms of Sale in good faith.

Before any legal action, the parties shall make it a priority to seek an amicable solution. The Customer undertakes to contact the Seller's support service at contact@stoflow.com and to allow the Seller a reasonable period to respond to the complaint before bringing any matter before a court.

This stipulation does not prevent the consumer Customer from using, free of charge, the consumer mediation provided for in Article 11.2.