Professional / B2B Terms

Professional Terms — Winstory

ARTICLE 1 — PROFESSIONAL CUSTOMER

These terms apply to the customer who orders a Campaign or a service for the purposes of its business. They do not apply to a consumer, who is governed by the individual terms. The customer states that it has authority to bind the legal person it represents.

ARTICLE 2 — ORDER

The order describes the Campaign, the price, the duration and the deliverables. It is firm when the payment or the accepted purchase order is recorded. An essential change after payment requires written agreement. Winstory may refuse an unlawful or unworkable order.

ARTICLE 3 — PRICE AND TAX

The price is that of the quote or of the order page. Value-added tax is added where it is due. The professional customer bears its own taxes. Winstory does not give tax advice. Card payment runs through Stripe.

ARTICLE 4 — PAYMENT

The price is due on the agreed date. Delay opens interest at the statutory rate between professionals and suspension of a Campaign not yet launched, after notice. Payment of the price does not purchase participants’ rights.

ARTICLE 5 — CONFIGURATION

The customer defines the brief, the criteria, the Reward budget if any, and the territories of exploitation it requests. It is responsible for the accuracy of those instructions. An unlawful instruction is not carried out. Winstory flags an instruction it considers unlawful.

ARTICLE 6 — BRAND ASSETS

The customer grants Winstory, for that Campaign and its term only, the right to use its trade marks, logos and brief materials in order to perform the Campaign. There is no transfer of ownership. Use ends at the end of the Campaign, subject to legal archives and to content already distributed under the licence granted. The customer warrants that it may grant that use.

ARTICLE 7 — PARTICIPANTS’ CONTENT

Payment for a Campaign does not automatically transfer participants’ rights. Commercial reuse depends on the authorisations actually given, described in the UGC Terms. Without a separate authorisation, the customer may not exploit a Contribution beyond what the Campaign displays.

ARTICLE 8 — INSTRUCTIONS AND DATA

Where the customer determines the purposes of processing, it is the controller and the DPA applies to that part. Winstory remains controller for billing, platform security and contractual evidence. The customer does not request processing that it has no right to order.

ARTICLE 9 — PROFESSIONAL AI STUDIO

Generations requested by the customer are charged separately from the Campaign price. The customer warrants the prompts and the media. The result may not be unique and is not guaranteed free of third-party rights. The AI Studio Terms apply.

ARTICLE 10 — CONFIDENTIALITY

Each party keeps confidential the non-public information received for the Campaign, during the Campaign and for three years after, unless the information has become public without fault, the law requires disclosure, or it was already lawfully known. The brief and non-public prices are covered. This obligation survives the end of the contract.

ARTICLE 11 — SECURITY

Winstory applies proportionate measures: access control, encryption in transit where the channel allows it, and logging. The customer protects its access. Neither party promises absolute security. An incident is notified under the DPA where it concerns data processed for the customer.

ARTICLE 12 — AVAILABILITY

The service is provided as the platform stands. There is no numeric availability commitment in these terms. Planned interruption is announced where reasonable. The customer cannot require a named AI model after its provider has withdrawn it.

ARTICLE 13 — THIRD PARTIES

Stripe, the AI providers, the host and, where relevant, the public network are outside Winstory’s exclusive control. Winstory is not their guarantor of availability. It remains bound by its own obligations, in particular to perform the Campaign with the agreed care and not to worsen an incident by negligence.

ARTICLE 14 — FORCE MAJEURE

Only an event that is external, unforeseeable and irresistible suspends the obligation that is prevented. An ordinary outage, a foreseeable capacity shortfall or an avoidable internal defect is not force majeure. Sums already due remain due.

ARTICLE 15 — TERMINATION

Either party may terminate for a serious breach not remedied within fifteen days after notice, or immediately in the event of unlawful content, fraud or a threat to security. Termination does not refund the part of the price corresponding to a service already performed, and does not extinguish a Reward already earned by a good-faith participant.

ARTICLE 16 — LIABILITY

Winstory’s liability to the professional customer, for direct loss, is limited to the fees paid for the Campaign concerned. Indirect loss, loss of profit, loss of opportunity and failure of the Campaign’s commercial performance are excluded, to the extent permitted. Fraud, wilful misconduct, bodily injury and anything the law forbids to cap are not limited. There is no euro cap separate from those fees.

ARTICLE 17 — CUSTOMER INDEMNITY

The customer indemnifies Winstory against third-party claims arising from its trade marks, its brief, its processing instructions, its lack of rights, or unlawful content it imposed, for the direct loss. Winstory notifies without undue delay, may keep control of the defence if it so chooses, and does not settle without the customer where the settlement binds the customer. The customer cooperates and mitigates the loss.

ARTICLE 18 — EVIDENCE

The quote, the Stripe payment, the snapshot of parameters and the recorded instructions are evidence between professionals until proof to the contrary. They are not irrebuttable if the customer shows an alteration.

ARTICLE 19 — NO UNLAWFUL POACHING CLAUSE

These terms do not forbid the customer to hire freely. They forbid use of participants’ data for purposes other than the authorised Campaign.

ARTICLE 20 — CAMPAIGN AUDIT

The customer may request the evidence of performance useful to a claim that has arisen, within a reasonable time, excluding other customers’ secrets and data the law forbids to disclose.

ARTICLE 21 — ASSIGNMENT

The customer does not assign the contract without Winstory’s agreement, except an assignment to a successor to the whole business that assumes the obligations. Winstory may have a provider perform without discharging its own obligation.

ARTICLE 22 — NO WAIVER

A failure to rely on a breach is not a waiver. A waiver is in writing and limited to the event concerned.

ARTICLE 23 — SEVERABILITY

If a clause is void, the rest stands if the contract can survive. The void clause is replaced by the legal rule closest to the parties’ lawful intention.

ARTICLE 24 — LAW AND COURTS

French law applies. The courts of Paris have jurisdiction between professionals, subject to a mandatory rule. A consumer is not subject to this clause.

ARTICLE 25 — ENTIRE AGREEMENT

These terms, the order and the modules cited form the agreement for their subject. The customer’s purchasing terms apply only if Winstory signs them. Commercial advertising is not a guarantee of a Campaign result.

ARTICLE 26 — SURVIVAL

The following survive: payment due, confidentiality for its term, licences for their term, indemnity for claims that have arisen, evidence and taxes. This module does not set the threshold of five Completions as a universal rule for professional Campaigns.