Partner program terms

1.1 HARMONIA. HARMONIA SAS, a société par actions simplifiée (simplified joint-stock company) with share capital of €5,000, trade name Klaveta, whose registered office is at Village by CA, 20 rue Maxime Rivière, 97490 Saint-Denis, La Réunion, France, registered with the Trade and Companies Register of Saint-Denis de La Réunion under number 102 533 932. It publishes the Klaveta service. Contact: hello@klaveta.ai.

1.2 You. The professional who signs up for the program. These terms call you "you" or "the partner."

1.3 Purpose. These terms govern the Klaveta partner program: how you recommend Klaveta, how a company is assigned to you, your commission, your access to the platform, and how the platform is protected.

1.4 Between professionals. You sign up for the needs of your professional activity. These terms are not intended for consumers.

Platform: the Klaveta online service, with its software, screens, databases and documentation.

Content: what the Platform contains: journeys, training courses and lessons, questionnaires, templates for charters, information notices and governance documents, the vendor library, the risk analysis method and grids, texts, videos and visuals.

Partner Materials: what HARMONIA gives you for the program: training videos, a template message, presentation materials.

Partner Space: your partner account, with your code, your link, your dashboard and your commissions.

Assigned Company: a Klaveta client company attached to your account under article 5.

Owner: the person who represents a client company and makes the decisions in its space.

Competing Service: defined in article 13.

Confidential Information: defined in article 14.

Serious Breach: defined in article 19.

3.1 A registered professional (company, sole proprietorship or micro-enterprise) that advises or supports companies can become a partner.

3.2 You sign up online. You give your legal business name and your SIRET number. You declare that this information is accurate and that you have the authority to bind your business.

3.3 By signing up, you accept these terms, including the non-compete commitment in article 13 and the jurisdiction rule in article 23.

3.4 Signing up is free. Your Partner Space opens as soon as you sign up when your SIRET number is valid. Without a SIRET number, it opens after verification by HARMONIA.

3.5 The ability to prepare a client's space from your account is activated after an onboarding session with HARMONIA.

3.6 HARMONIA may refuse a sign-up. It may suspend an account under the conditions set out in article 18.

3.7 The version of the terms that you accept is recorded with your account, along with its date.

4.1 You run your business in full independence. You organize your work freely. HARMONIA sets you no target and no volume.

4.2 These terms do not create an employment contract, a joint venture or an agency relationship. You sign nothing and you collect no money on behalf of HARMONIA. You do not negotiate Klaveta's prices or terms. You are not a commercial agent.

4.3 Neither side owes the other any exclusivity, subject to article 13. HARMONIA remains free to bring in other partners and to sell Klaveta directly.

4.4 You follow the rules of your profession. You pay your own taxes and social security contributions.

5.1 By your code. The company goes to you if its owner enters your code before its first payment, either when creating the account (your sign-up link fills it in for them) or at the time of payment. The first code entered is the one that counts. There is no time limit.

5.2 By preparing its space. A company whose space you prepare from your account goes to you.

5.3 A company that you run is never assigned to you.

5.4 A company is assigned to only one partner. A company that has already paid for Klaveta can no longer be assigned by a code. HARMONIA may correct a missed assignment, after verification.

5.5 HARMONIA may review an assignment obtained through a false statement.

5.6 No company is assigned after the partnership ends.

6.1 Your commission is 20% of the amounts, excluding VAT, that the Assigned Company pays HARMONIA for Klaveta, for as long as it remains subscribed.

6.2 It is owed during the partnership. After the partnership ends, it continues under the conditions set out in article 18. It stops for payments made after the partnership has been ended for Serious Breach (article 19).

6.3 If HARMONIA refunds the company, or if its bank disputes a direct debit, the corresponding commission is canceled in proportion to the amount returned, including when it has already been paid out to you. It is then deducted from your next payouts. If there are none, HARMONIA asks you to repay it.

6.4 If the rules of your profession do not allow you to receive a commission, write to hello@klaveta.ai. Your account is opened without commission, with the same dashboard.

6.5 HARMONIA is free to set its plans and its public prices. It does not promise you any level of income. The simulator on the website gives a rough estimate.

6.6 The rate applied to an already Assigned Company does not go down without your consent.

7.1 A commission becomes available 60 days after the company's payment, the time needed for a direct debit to no longer be open to dispute.

7.2 As soon as your available commissions reach €100 excluding VAT, you send HARMONIA an invoice for that amount, at hello@klaveta.ai. Below that amount, they add up until the next payout.

7.3 HARMONIA pays your invoice by bank transfer within 30 days of receiving it.

7.4 The commission is stated excluding VAT. VAT is added on top, according to the rules that apply to you.

7.5 Your Partner Space shows your pending, available and paid-out commissions.

8.1 Your clients subscribe to Klaveta and pay HARMONIA, at the public price. Their owner personally accepts Klaveta's terms of sale, terms of use and data processing agreement. You cannot accept them on the owner's behalf.

8.2 You remain free to bill your clients for your own support services. Your services are your own. HARMONIA is not a party to them.

8.3 You tell your clients that you are a Klaveta partner and that HARMONIA pays you a commission. When you recommend Klaveta in public (post, video, newsletter), you state that it is a paid partnership (French Law No. 2023-451 of June 9, 2023 on commercial influence).

8.4 When your engagement with a client ends, the client keeps its space. You keep your commission for as long as the client remains subscribed.

9.1 In your Partner Space, you see the names of the companies assigned to you, the date, their plan, the status of their subscription and your commissions.

9.2 Your dashboard shows the progress of only those companies for which you are the external advisor: those whose space you prepared, and those whose owner has designated you.

9.3 You follow and prepare their approach with their owner. The owner decides. The owner may remove you from their team at any time. Some actions are reserved for the owner, such as paying, accepting the contractual documents or sending the invitations to the company's employees.

9.4 Your access is personal. You do not share your login details.

9.5 HARMONIA supports you: an onboarding session, video training, a point of contact and a webinar for each new feature.

10.1 You present Klaveta for what it is: a tool that helps a company organize and document its approach to the AI Act.

10.2 You do not promise any result on behalf of HARMONIA. You do not present Klaveta or its label as an official approval.

10.3 You do not present yourself as Klaveta. You do not buy advertising on the Klaveta name. You do not send bulk messages to people who have not asked for them.

11.1 What belongs to HARMONIA. The Platform, the Content, the Partner Materials and the "Use AI • Stay Human" label belong to HARMONIA: the software and its code, the architecture, the screens and their graphic design, the databases, the journeys, the training courses, the charter and document templates, the vendor library, the analysis engine and method, the documentation and the know-how. They are protected by copyright, by the database maker's right and by trade secret protection.

11.2 The Klaveta trademark. The "Klaveta" trademark is filed in the name of HARMONIA's chief executive. HARMONIA uses it with her consent. The use of the Klaveta name that this article allows you is granted with that same consent.

11.3 Nothing is transferred to you. These terms do not transfer any ownership right to you.

11.4 What you can do. During the partnership, HARMONIA grants you a personal, non-exclusive and non-transferable right of use, with no right to sublicense it to a third party. This right serves two purposes only: presenting and recommending Klaveta; and supporting, in their space, the companies for which you are the external advisor.

11.5 The Klaveta name. You may say that you are a "Klaveta partner" and use the brand assets that HARMONIA gives you, without changing them. You do not file or register any trademark, domain name or social media account that uses the Klaveta name or the name of the label.

11.6 The label. The "Use AI • Stay Human" label is awarded by HARMONIA to client companies that meet its conditions. You do not award it. You do not use it for yourself or for a client that has not obtained it.

11.7 What is yours. Your methods, your materials and your deliverables remain yours. If you suggest an improvement to Klaveta, HARMONIA may use it freely.

11.8 Your clients' documents. A client company's data and the documents produced for it in its space are for that company's use.

12.1 Without HARMONIA's written consent, you agree not to:

a) reproduce, copy, translate or adapt all or part of the Platform, the Content or the Partner Materials, or have a third party do so;

b) extract or reuse a substantial part of them, including by automated scraping, serial screenshots or bulk export;

c) decompile the Platform, try to reconstruct its code or bypass its technical protections;

d) use your Partner Space, or your access to a company's space, to design, develop or have developed a product or service that reuses Klaveta's structure, screens, sequence of steps, texts, document templates or analysis method;

e) use the Content to train or feed an artificial intelligence system designed to produce similar content or a similar service;

f) reuse the documents produced in a company's space as templates for clients that are not subscribed to Klaveta;

g) give a third party access to your account, or send them screenshots or exports, for any of these uses.

12.2 What remains free. The text of the AI Act and public sources belong to everyone. Your knowledge, your experience and your own methods remain yours. A creation that you develop independently, without borrowing anything from Klaveta, is not covered by this article.

12.3 Legal limit. These prohibitions apply within the limits of the law. They do not take away the rights that Article L. 122-6-1 of the French Intellectual Property Code gives to a person who has the right to use software.

12.4 Duration. These prohibitions apply during the partnership and after it ends, for as long as HARMONIA's intellectual property rights last. For anything not protected by such a right, the prohibition in point d) of article 12.1 lasts 5 years after the partnership ends.

12.5 If you learn that a third party is copying Klaveta, you report it to HARMONIA.

13.1 Competing Service. A Competing Service is software or an online platform, offered to companies or other organizations, that meets two conditions. Its main function is to organize and document their approach to governing the use of artificial intelligence with regard to Regulation (EU) 2024/1689 on artificial intelligence. It combines at least three of the following five functions: an inventory of AI tools and uses; an analysis of the risk level of those uses; an AI training journey for employees, with its tracking; the production of an AI use charter or governance documents; a dashboard showing the progress of that approach.

13.2 Your commitment. You agree not to design, develop, have developed or publish a Competing Service, yourself or through a company that you control.

13.3 What remains free. Your profession remains free: consulting, audits, in-person or online training, support, drafting charters and documents for your clients. You remain free to use, recommend or resell other tools, including tools that compete with Klaveta.

13.4 Duration. The commitment applies during the partnership, then for 12 months after it ends. It does not apply after the end when HARMONIA ends the partnership without any breach on your part (article 18.3), or in the case covered by article 18.7.

13.5 Territory. The commitment covers Competing Services offered to companies established in France, both mainland and overseas.

13.6 Reason and what you get in return. This commitment protects the know-how and the Content that the partnership gives you access to. In return, you get that access, HARMONIA's support and your commissions, which continue after the partnership ends.

13.7 HARMONIA may release you from this commitment in writing, at any time.

14.1 Confidential Information means non-public information that one party receives from the other or discovers through the partnership. For HARMONIA: the inner workings of the Platform, non-public Content, projects and developments, non-public prices, and information about its clients and its other partners. For you: your client list, your commissions and your methods.

14.2 Each party uses this information only for the partnership. It shares it only with the members of its team who need it and who are bound to keep it secret. It protects it as it protects its own.

14.3 Information is not confidential if it is already public, already known to the party receiving it, received from a third party that was entitled to give it, or found independently. A party may disclose information when the law or a judge requires it to.

14.4 This commitment lasts during the partnership, then for 5 years after it ends. Information that qualifies as a trade secret remains protected for as long as it remains secret.

14.5 When the partnership ends, each party stops using the other's Confidential Information and deletes its copies on request.

14.6 Personal data is covered by article 16. The professional secrecy that binds you is not changed.

15.1 Your clients remain your clients. These terms do not stop you from continuing to advise them, during and after the partnership, even if they leave Klaveta.

15.2 You do not use your access to a company's space, or the information in your Partner Space, to lead it to leave Klaveta for a Competing Service that you publish.

16.1 Your data. To run the program (sign-up, assignment, commissions, invoices, communications with you), HARMONIA processes your contact and billing data. It is the data controller for that data. Its privacy policy applies.

16.2 Data in client spaces. In a client company's space, that company is the data controller. HARMONIA is its data processor, under Klaveta's data processing agreement. You have access to it because its owner has designated you as external advisor, or because you prepared its space and the owner approved it.

16.3 Your role. You process data there only on your client's instructions and to support your client. You and your client settle between yourselves the framework for your work on its data, through your engagement letter or a contract. HARMONIA is not a party to that framework.

16.4 Your commitments. You commit to:

a) viewing only the spaces to which an owner has given you access;

b) not reusing this data for your own needs: prospecting, comparisons, statistics, training an artificial intelligence system;

c) extracting from it only what is necessary for your engagement;

d) keeping it confidential and protecting your login details and your devices;

e) notifying HARMONIA without delay, and within 24 hours at the latest, at hello@klaveta.ai, if your account may have been used by a third party or if data may have been disclosed.

16.5 When you prepare a client's space. You enter the company's name and its owner's contact details. You declare that the owner has been informed of this and agrees to receive the invitation.

16.6 What you do not see. Employees' individual answers and results are hidden, for you as well as for the owner.

16.7 End of access. Your access to a client's space ends when its owner removes you, and in the cases provided for in article 19. You then delete any personal data of that client that you may have extracted, unless the law requires you to keep it.

17.1 HARMONIA takes care in providing the Partner Space. It does not promise uninterrupted availability.

17.2 Klaveta is a support tool. Its analyses and documents are indicative. They do not replace legal advice.

17.3 You are responsible for your advice, your services and what you say about Klaveta. If a third party makes a claim against HARMONIA because of a promise you made on its behalf, or because of a breach of these terms on your part, you bear the consequences.

17.4 Each party is liable for the direct and foreseeable damage it causes to the other. HARMONIA is not liable for a drop in your commissions due to changes in its plans or prices, or to a company's decision to leave Klaveta.

17.5 Neither party is liable for a force majeure event within the meaning of Article 1218 of the French Civil Code.

18.1 The partnership starts when you sign up. It is entered into for an indefinite period.

18.2 You may end it at any time, without giving a reason or notice, by email to hello@klaveta.ai.

18.3 HARMONIA may end it without giving a reason, by email, with 30 days' notice. This notice is 90 days when the partnership has lasted more than two years.

18.4 If you do not follow these terms, HARMONIA asks you by email to fix the problem. If it is not fixed within 15 days, HARMONIA may end the partnership. A Serious Breach is handled under article 19.

18.5 Suspension. If there is a strong suspicion of a Serious Breach, HARMONIA may suspend your account while it checks, for up to 30 days. It tells you the reason. Commissions from that period are not lost: they are paid out to you if the suspicion is cleared.

18.6 After the end, except in the case of a Serious Breach:

a) no more companies are assigned to you: your code and your link no longer attach any new company, and you no longer prepare spaces;

b) your commissions on already Assigned Companies continue, for as long as they remain subscribed and you remain a registered professional able to invoice;

c) your Partner Space stays open in view-only mode: you see your Assigned Companies and your commissions there, and you continue to send your invoices to HARMONIA;

d) the right of use in article 11 ends, except to view your Partner Space and to support a client that keeps you in its space;

e) each owner decides whether to keep you as external advisor in their space.

18.7 If HARMONIA has not paid you commissions that are owed 15 days after your written request, you may end the partnership. Your commissions continue and article 13 stops applying.

18.8 Articles 11 to 17, 19 and 23 continue to apply after the end, for the duration that each one provides.

19.1 The following are Serious Breaches:

a) a violation of articles 11 to 14;

b) unauthorized access to a client's data, or its use outside your engagement (article 16);

c) assignment or commission fraud: a false statement, a company that you run, fake accounts or payments;

d) a breach of article 10 that is repeated after a written request from HARMONIA.

19.2 HARMONIA notifies you of the Serious Breach by email. It sets out the facts and refers to this article. The partnership ends on that date, without notice. Your access to your clients' spaces is closed. You can still view your commissions until the payout of those that remain owed.

19.3 You have 15 days to submit your comments. If HARMONIA was wrong, it restores your account and your commissions.

19.4 Effect on your commissions. Commissions arising from payments made before the notification remain owed. They are paid out to you under article 7, after deducting the amounts you owe HARMONIA under article 6.3. No commission is owed on later payments.

19.5 HARMONIA may go to court to seek compensation for its loss and any appropriate measure to stop the violation.

19.6 HARMONIA may inform the owners concerned that you are no longer a partner, without giving the reason.

White label is covered by a separate contract, entered into after a meeting.

21.1 HARMONIA may change these terms. A new version is presented to you 30 days before it applies.

21.2 It applies to you only if you accept it. If you refuse it, the partnership ends on the date the new version takes effect, without any breach on your part. Article 18.6 then applies.

21.3 The commission rules for an already Assigned Company do not change without your consent.

22.1 Personal nature. You do not transfer your account or your rights to a third party without HARMONIA's written consent. If you transfer your business, HARMONIA does not refuse that consent without a serious reason. If HARMONIA transfers Klaveta to another company, that company takes over the program and your commissions.

22.2 Communications and evidence. Communications take place by email, at the address on your account and at hello@klaveta.ai. The Platform's records (acceptance of the terms, assignments, payments) serve as evidence between the parties, unless proven otherwise.

22.3 Specific agreement. A written agreement signed with HARMONIA takes precedence over these terms.

22.4 Clause set aside. If a judge sets aside a clause, the others continue to apply.

22.5 Language. The French version prevails.

23.1 These terms are governed by French law.

23.2 In the event of a disagreement, the parties first look for an amicable solution.

23.3 Failing that, if you entered into this contract as a merchant (commerçant), the dispute falls under the tribunal mixte de commerce (commercial court) of Saint-Denis de La Réunion.

23.4 If you are not a merchant, the dispute falls under the court designated by law.

23.5 In all cases, the jurisdiction rules that the law makes mandatory apply, in particular for intellectual property matters.

HARMONIA SAS, Klaveta, Village by CA, 20 rue Maxime Rivière, 97490 Saint-Denis, La Réunion, France. Email: hello@klaveta.ai.