General Terms of Use (GTU) of the Genii solution

License of Use

Last updated: July 23, 2026

These general terms of use (the “GTU”) are published by THE CHATBOT FACTORY, a simplified joint-stock company (société par actions simplifiée) with a share capital of €9,600, whose registered office is located at 16, Villa des Nymphéas – 75020 Paris, registered with the Paris Trade and Companies Register under number 789 487 121 (“THE CHATBOT FACTORY”). tolk.ai is a registered trademark and trade name belonging to THE CHATBOT FACTORY.

Article 1 – Definitions

Terms and expressions identified by a capital letter, whether singular or plural, have the following meaning:

  • “CGV” : THE CHATBOT FACTORY’s general terms and conditions of sale applicable to intermediated distribution channels, accessible at https://www.tolk.ai/en/legal/cgv-genii, which govern the commercial terms for subscribing to the Service;
  • “Client”: the professional who benefits from the Service, whether they subscribed to it directly (in particular via a Distribution Platform or by quote) or benefit from it through a reseller, an integrator, or a purchasing group;
  • “Collaborator”: any individual authorized by the Client to use the Platform on its behalf;
  • “Account”: the Client’s space on the Platform, accessible by means of login credentials;
  • “Conversation”: a set of messages exchanged, through the Solution, between a User and the artificial intelligence used for customer relationship purposes; a Conversation begins with the first request or message sent by the User and ends fifteen (15) minutes after the last message sent by the User;
  • “DPA”: the personal data processing agreement entered into between THE CHATBOT FACTORY and the Client, accessible at https://www.tolk.ai/legal/dpa, which forms an integral part of these Terms;
  • “Platform”: the SaaS platform of THE CHATBOT FACTORY from which the Client configures the Solution, uploads Documentary Resources where applicable, and consults its data;
  • “Distribution Platform”: any marketplace, application store, or third-party platform through which the Service may be subscribed to, billed, or installed;
  • “Responses”: the content generated by the Solution for Users or Collaborators;
  • “Documentary Resources”: the information, data, and content provided by the Client for the purpose of enriching the Solution in order to make it more relevant and adapted to its needs;
  • “Service”: the provision, in SaaS mode, of the Solution and the Platform, under the terms of these Terms;
  • “Solution”: the customer relationship service based on artificial intelligence, published by THE CHATBOT FACTORY under the name “Genii”, intended to be deployed by the Client to its Users, in particular in the form of a conversation module integrated into its interfaces;
  • “Trust Center”: THE CHATBOT FACTORY’s security and compliance documentation space, accessible at https://helpcenter.tolk.ai/trust-center;
  • “User”: the users and/or visitors of the Client who use the Solution deployed by the Client.

Article 2 – Purpose, Scope, and Acceptance

2.1. These Terms define the conditions under which the Client and its Collaborators access and use the Service. They apply regardless of the channel through which the Client acquired the right to use the Service: subscription via a Distribution Platform, order by quote, or provision through a reseller, an integrator, or a purchasing group.

2.2. These Terms are accepted upon installation or activation of the Service, upon creation of the Account, or, at the latest, upon first use of the Service, which constitutes unreserved acceptance. Where the Client benefits from the Service through a third party, that third party has undertaken to have the Client accept these Terms prior to any use.

2.3. The commercial terms (plans, pricing, billing, term, termination) are governed by the GTC or, as applicable, by the quote, purchase order, or contract entered into with the third party that provided access to the Service. These Terms do not contain any pricing provisions. Where a master agreement or any other specific contract has been signed between THE CHATBOT FACTORY and the Client, that contract shall prevail over these Terms.

2.4. The Service is intended for professionals, for the needs of their professional activity. The Client warrants that its Collaborators are made aware of these Terms and guarantees their compliance therewith.

Article 3 – License

3.1. Subject to compliance with these Terms and, where applicable, payment of the price of the Service, THE CHATBOT FACTORY grants the Client, for the duration of its subscription, a non-exclusive, non-assignable, and non-transferable license to access and use the Solution and the Platform, solely for use in accordance with their intended purpose: the deployment of the Solution to the Client’s Users and the related configuration by its Collaborators.

3.2. This license does not entail any transfer of intellectual property rights to the Client. Any use not expressly authorized is prohibited.

Article 4 – Account and Access

4.1. Access to the Platform is granted by means of login credentials assigned to the Collaborators designated by the Client. The credentials are personal and confidential. The Client is responsible for their safekeeping, their use, and the management of its Collaborators’ access rights; it shall promptly notify THE CHATBOT FACTORY of any suspected compromise.

4.2. The Client warrants the accuracy of the information provided when creating the Account and undertakes to keep it up to date.

Article 5 – Terms of Use

5.1. The Client undertakes to use the Service in accordance with these Terms, applicable regulations, and the intended purpose of the Service, and not to upload to the Platform, or disseminate through the Solution, any content that is malicious, disparaging, obscene, defamatory, intentionally misleading, unlawful, or contrary to public decency.

5.2. The Client undertakes to ensure that Users of the Solution: (i) do not enter messages, information, or data that are malicious, disparaging, obscene, defamatory, intentionally misleading, unlawful, or contrary to public decency; (ii) do not infringe the rights and interests of third parties, in particular their intellectual property or personality rights.

5.3. The Client is solely responsible for the deployment of the Solution on its interfaces, its configuration, and compliance with the regulations applicable to its own activity and its relationship with its Users.

Article 6 – Prohibited Uses

6.1. The Client undertakes not to carry out all or part of the following actions:

  • modify, adapt, translate, decompile, or disassemble the computer code of the Platform and/or the Solution, reverse engineer it, or attempt to obtain its code, in whole or in part, subject to mandatory legal exceptions, in particular those set out in Article L. 122-6-1 of the French Intellectual Property Code; where the law authorizes such acts for interoperability purposes, the Client undertakes to first request from THE CHATBOT FACTORY the information necessary for interoperability, which THE CHATBOT FACTORY shall provide under the legal conditions;
  • copy the computer code of the Platform and/or the Solution or create a derivative work from such code;
  • rent, sublicense, sell, lend, or transfer, including free of charge, its access to the Platform as well as to the information and data it contains, except within the scope of a resale expressly authorized by the GTC;
  • interrupt, suspend, slow down, or prevent access to and/or the operation of the Platform and/or the Solution;
  • gain or attempt to gain unauthorized access to THE CHATBOT FACTORY’s systems, or compromise the security and authentication measures it has implemented;
  • subject the Solution to automated, massive, or diverted requests inconsistent with its intended purpose, or use it to develop a competing product or service;
  • divert the Platform and/or the Solution for purposes other than those for which they were designed and are provided.

6.2. The Client guarantees compliance with the aforementioned prohibitions by its Collaborators.

Article 7 – Documentary Resources and Client Content

7.1. The Documentary Resources remain, at all times, the exclusive property of the Client. The Client grants THE CHATBOT FACTORY, for the duration of its subscription, a free license to use the Documentary Resources solely for the purpose of enriching the Solution made available to it, to the exclusion of any other use. The Documentary Resources are never used for other clients of THE CHATBOT FACTORY, nor for the purpose of training the technologies developed or used by THE CHATBOT FACTORY.

7.2. The Client represents and warrants that it holds all rights and authorizations necessary for the Documentary Resources and content it uploads to the Platform, in particular with respect to intellectual property, personality rights, and applicable regulations on personal data. As the Service is provided on a self-service basis, THE CHATBOT FACTORY exercises no prior control over the Documentary Resources.

7.3. Accordingly, the Client indemnifies THE CHATBOT FACTORY against any damages, claims, actions, judgments, fines, costs, and expenses, including reasonable defense costs, arising from any claim by a third party or an authority alleging that the Documentary Resources, their use to enrich the Solution, or the content disseminated by the Client through the Solution infringe any rights or violate any applicable regulation.

Article 8 – Specific Provisions for Artificial Intelligence Services

8.1. Nature of the Responses

The Responses are automatically generated by artificial intelligence technologies of a probabilistic nature. The Client acknowledges that, given the current state of the art, such technologies may produce Responses containing inaccuracies, approximations, omissions, or errors, including plausible but incorrect content. The quality and relevance of the Responses also depend directly on the Documentary Resources, settings, and instructions provided by the Client.

Accordingly, THE CHATBOT FACTORY, being subject to a best-efforts obligation, does not guarantee the accuracy, completeness, or relevance of the Responses, and assumes no editorial responsibility for the generated content. The Responses do not, under any circumstances, constitute professional advice or a commitment on the part of THE CHATBOT FACTORY.

8.2. Client Obligations

The Client undertakes to: (i) configure and test the Solution prior to its deployment to its Users, and thereafter regularly monitor its operation; (ii) maintain accurate and up-to-date Documentary Resources; (iii) put in place appropriate arrangements for human handling of requests that the nature of its business renders sensitive; (iv) be solely responsible for the use it, or its Users, makes of the Responses.

8.3. User Information & Essential Obligation

As an essential obligation, the Client undertakes to inform its Users, clearly, in advance, and on an ongoing basis, that they are interacting with an artificial intelligence system, in accordance with applicable regulations, in particular Article 50 of Regulation (EU) 2024/1689 laying down harmonized rules on artificial intelligence, and not to remove, hide, or alter any information notices that may be integrated into the Solution. The Client indemnifies THE CHATBOT FACTORY against any damaging consequences of a breach of its own regulatory obligations towards its Users, including any resulting penalty, judgment, or claim.

8.4. Excluded Use Cases

Unless otherwise agreed in writing and in advance by THE CHATBOT FACTORY, the Client shall not use the Solution: (i) for a use case classified as high-risk within the meaning of the European regulations applicable to artificial intelligence systems; (ii) to make, in a fully automated manner, decisions producing significant legal effects on natural persons; (iii) in any context where a failure of the Solution could adversely affect the health, safety, or fundamental rights of individuals.

8.5. THE CHATBOT FACTORY’s Compliance

THE CHATBOT FACTORY implements the obligations incumbent upon it, in its capacity, under the regulations applicable to artificial intelligence systems, without such compliance being deemed an essential and determining condition of the Client’s consent. The data of the Client and its Users is not used to train artificial intelligence models, under the conditions set out in Article 9.4.

Article 9 – Personal Data

9.1. Roles and Framework

For the processing of personal data carried out through the Service on behalf of the Client (in particular the data of Users processed in Conversations), the Client acts as data controller and THE CHATBOT FACTORY as data processor, within the meaning of Article 28 of Regulation (EU) 2016/679 (the “GDPR”). Such processing is governed by the DPA, which forms an integral part of these Terms; in the event of any contradiction on these matters, the DPA shall prevail.

THE CHATBOT FACTORY processes data only on the Client’s documented instructions, as set out in the Contract and the Service configuration, and solely to the extent necessary for the provision of the Service.

The retention period for Conversations and the data associated therewith can be configured by the Client from the Platform; in the absence of such configuration, it is set at a rolling period of twelve (12) months, after which the relevant data is deleted.

9.2. Location and Security

Data is hosted in France or, on a transitional basis and where applicable, within the European Union, on the infrastructure described in the Trust Center, which also sets out the certifications and qualifications of the hosting providers used. No transfer of personal data outside the European Union is carried out without prior notice to the Client and without the implementation of the appropriate safeguards required by Chapter V of the GDPR.

9.3. Sub-processors

The Client generally authorizes THE CHATBOT FACTORY’s use of sub-processors for the provision of the Service. The up-to-date list of sub-processors is continuously published on the Trust Center, which shall be authoritative. THE CHATBOT FACTORY shall notify the Client of any addition or replacement of a sub-processor at least thirty (30) days before it takes effect; the Client may raise legitimate objections within that period and, failing an acceptable solution, terminate its subscription under the conditions set out in the GTC or the applicable quote. THE CHATBOT FACTORY imposes on its sub-processors obligations equivalent to those set out in the DPA and remains fully liable to the Client for their performance.

9.4. No Training or Sharing

The data of the Client and its Users, including the Documentary Resources and the content of Conversations: (i) are not used to train, fine-tune, or improve artificial intelligence models, whether by THE CHATBOT FACTORY or by its sub-processors, THE CHATBOT FACTORY contractually imposing this prohibition on the latter; (ii) are not disclosed to any third party or any other client, except solely to the sub-processors necessary for the provision of the Service, as referred to in Article 9.3, and in cases where the law so requires.

THE CHATBOT FACTORY may compile and use, for its exclusively internal purposes of operating, securing, and improving the Service, statistics and aggregated data rendered anonymous, meaning that they no longer allow, by any reasonable means, the direct or indirect identification of a natural person or the re-identification of the Client. Such statistics are not subject to any publication, disclosure, or commercialization.

9.5. Data Breach

THE CHATBOT FACTORY shall notify the Client of any personal data breach concerning it without undue delay and no later than forty-eight (48) hours after becoming aware of it, under the conditions specified in the DPA, in order to enable the Client to comply with its own notification obligations.

9.6. Distribution Platform Requirements

Where the Service has been installed via a Distribution Platform, the Client is informed that the operator of such platform may impose on THE CHATBOT FACTORY data deletion procedures, in particular following the uninstallation of the Service or an erasure request from a data subject. THE CHATBOT FACTORY complies with such requests within the timeframes imposed by the operator, which the Client acknowledges and accepts. The consequences on reversibility are specified in Article 16.

9.7. Processing for Which THE CHATBOT FACTORY Is Responsible

For data relating to Collaborators (creation and management of Accounts, credentials, login logs), as well as to the business relationship and billing, THE CHATBOT FACTORY acts as data controller. Such processing is described in its privacy policy, accessible at https://www.tolk.ai/legal/politique-de-confidentialite.

Article 10 – Security

THE CHATBOT FACTORY implements appropriate technical and organizational measures to ensure the security, integrity, and confidentiality of the data processed through the Service, in accordance with Article 32 of the GDPR and the DPA. A description of its security measures, its certifications, and those of its hosting providers is kept up to date on the Trust Center.

Article 11 – Availability, Maintenance, and Service Level

11.1. Service Level Objective. For paid subscriptions, THE CHATBOT FACTORY endeavors to maintain the Platform available to a target of ninety-nine point five percent (99.5%) per calendar month, twenty-four hours a day, seven days a week. This target constitutes a service level objective and not a guarantee of results; it does not give rise to any penalty.

11.2. The following are not taken into account in calculating availability: (i) scheduled maintenance interventions, notified to the Client at least seventy-two (72) hours in advance and scheduled, as far as possible, outside periods of high activity; (ii) cases of force majeure; (iii) failures or delays of internet service providers, denial-of-service attacks, and any event beyond the reasonable control of THE CHATBOT FACTORY; (iv) acts of the Client, its Collaborators, its tools, or its service providers; (v) failures attributable to the operator of a Distribution Platform.

11.3. Remedy. In the event of monthly availability falling below ninety-five percent (95%) over two (2) consecutive calendar months, or a continuous interruption of the Service attributable to THE CHATBOT FACTORY exceeding seventy-two (72) hours, the Client may terminate its subscription as of right, at no cost, by written notice; amounts paid in advance for the unexpired period shall then be refunded on a pro rata temporis basis. This remedy is exclusive of any other compensation with respect to availability, subject to the Liability article of the GTC.

11.4. The free plan is provided without any commitment or availability target.

11.5. THE CHATBOT FACTORY corrects anomalies affecting the Platform within reasonable timeframes given their severity, and may evolve the Service, its features, and its ergonomics, provided that it does not substantially degrade the essential features during the subscription.

Article 12 – Support

For paid subscriptions, THE CHATBOT FACTORY provides functional assistance accessible from the Platform, via the contact form or the conversational agent integrated into the interface, Monday to Friday from 10:00 a.m. to 5:00 p.m. (Paris time), excluding public holidays in France. Support is provided on a best-efforts basis, with no commitment as to resolution time. The Free Plan provides access to the online documentation and the same channels, without any guarantee of individualized handling. Enhanced support levels may be specified in the quote.

Article 13 – Intellectual Property

13.1. All rights, title, and interest in and to the Solution, the Platform, and the Service, including all elements comprising them or contributing to their provision (information, algorithms, code, text, graphic elements, trademarks, logos, know-how, as well as the applications and programs used in connection with the Solution and/or the Platform), remain the exclusive property of THE CHATBOT FACTORY or its licensors, and may not be reproduced, imitated, or adapted without its prior written authorization.

13.2. Garantie d’éviction. THE CHATBOT FACTORY garantit le Client contre toute action, réclamation ou revendication d’un tiers invoquant un droit de propriété intellectuelle sur la Solution et/ou la Plateforme. Cette garantie ne s’applique pas lorsque l’action en cause résulte d’une utilisation de la Solution et/ou de la Plateforme non conforme aux présentes ou aux recommandations de THE CHATBOT FACTORY, ni lorsque le Client négocie une solution amiable sans y avoir préalablement associé THE CHATBOT FACTORY et recueilli son accord.

13.3. THE CHATBOT FACTORY is solely responsible for the training of its technologies prior to their provision and for the datasets used for this purpose; it indemnifies the Client against any claims relating to such training.

Article 14 – Confidentiality

Each party undertakes to maintain the confidentiality of the other party’s non-public information of which it becomes aware in connection with the Contract, to use such information solely for the purposes of the Contract’s performance, and to disclose it only to those of its employees, advisors, and subcontractors who have a need to know and who are bound by confidentiality obligations at least equivalent to those herein. This obligation survives for five (5) years following the termination of the Contract. It does not apply to information that has entered the public domain through no fault of the receiving party, has been independently developed, or is required to be disclosed by law or by an authority-subject to prior notification of the other party where permitted.

Article 15 – Suspension

THE CHATBOT FACTORY may suspend all or part of the Service, subject to prior notice (except in cases of emergency): (i) in the event of a serious breach by the Client of these terms, particularly Articles 5, 6, 7, and 8; (ii) in the event of non-payment, as determined directly or by the Distribution Platform operator; (iii) in the event of a proven risk to the security, integrity, or availability of the Service or data; (iv) in the event of the Client’s deployment being manifestly non-compliant with its regulatory obligations, particularly the information obligation set forth in Article 8.3; (v) upon the order of a competent authority. Suspension does not affect the obligation to pay amounts due and does not entitle the Client to any compensation where the suspension is justified. THE CHATBOT FACTORY shall restore the Service without undue delay once the cause of the suspension has been resolved.

Article 16 – Termination of use and reversibility

16.1. Upon termination of the subscription, for any reason, the right to use the Service ceases. For a period of sixty (60) days following the effective end of the subscription (the “Reversibility Period”), the Client may: (i) export its Document Resources and Conversation history itself where the functionality is available in a standard, commonly readable format; (ii) request that THE CHATBOT FACTORY return such data in a standard format, free of charge.

16.2. In accordance with the DPA, the Client chooses between the return and the deletion of personal data processed on its behalf. In the absence of instructions following the Reversibility Period, THE CHATBOT FACTORY shall delete the Client’s data, subject to data whose retention is required by law (notably for accounting and evidentiary purposes), which shall be retained solely for the statutory periods.

By way of exception, regarding the Free Plan, the Client’s data are deleted within fifteen (15) days following the end of the trial period, without notice, in accordance with the General Terms and Conditions of Sale; the Client is advised to export their data before this deadline.

16.4. Caveat — Distribution Platforms. Where the Service has been installed via a Distribution Platform, the deletion procedures imposed by the operator (particularly following uninstallation) take precedence over the Reversibility Period and may shorten it, especially regarding personal data. Consequently, the Client is advised to export their data prior to any uninstallation.

Article 17 – Modification of the Terms of Use

17.1. THE CHATBOT FACTORY may modify these Terms of Use. Any modification shall be notified to the Client at least thirty (30) days prior to its effective date, by any means (including email or notification within the Service), and the new, timestamped version shall be made available on this page. Continued use of the Service after the effective date constitutes acceptance. In the event of a modification that is substantially detrimental, the Client may terminate their subscription without charge prior to the effective date, in accordance with the terms set forth in the General Terms and Conditions of Sale or the applicable quote.

17.2. When the subscription is based on a signed quote, the version of the General Terms and Conditions of Use (GTCU) referenced in the quote remains applicable to the current order; modifications apply to subsequent orders and renewals.

Article 18 – Miscellaneous Provisions

18.1. A party’s failure to assert a breach by the other party does not constitute a waiver. If any provision hereof were declared void or deemed unwritten, the remaining provisions would retain their full force and effect.

18.2. These Terms of Use are a translation of the French version; this translation is provided for convenience only, and the French version shall prevail.

18.3. The Service’s technical records (connection logs, acceptance timestamps, counters) shall constitute proof as between the parties, barring evidence to the contrary.

18.4. Public procurement. Where the use of the Service forms part of the performance of a public contract, the mandatory provisions of the contract documents applicable to THE CHATBOT FACTORY shall prevail, to that extent only, over any conflicting provisions herein.

Article 19 – Applicable law and jurisdiction

These Terms of Use are governed by French law. The parties shall endeavor to resolve amicably any dispute relating to their formation, performance, interpretation, or termination.

Failing an amicable settlement within one (1) month following written notification of the dispute by one party to the other, any dispute shall be subject to the exclusive jurisdiction of the competent courts of Paris, notwithstanding any application for summary proceedings, incidental claims, or third-party claims involving multiple defendants.