General Terms and Conditions of Sale
Applicable and last modified on January 1, 2023 and subject to change without notice.
The purpose of these General Terms and Conditions of Sale is to regulate the terms and conditions under which SAS RiseVerse (hereinafter, the PROVIDER) provides its services to its customers. The present General Terms and Conditions of Sale prevail over those of https://riseverse.com/ commercial information displayed, which may be modified at any time without notice, or before any other terms contained in any other document.
0) Who we are
The address of our website is: https://riseverse.com. This site is the property of RiseVerse, operating as a SAS (simplified joint stock company) with its registered office at 60 RUE François 1er - 75008 Paris, registered with the Paris Trade and Companies Register under SIRET number: 921 885 083 00011.
VAT (value added tax) number: FR88921885083
1) Definitions of terms below
“PROVIDER” means by SAS RiseVerse, SIRET 921 885 083 00011, whose registered office is located at 60 RUE François 1er - 75008 Paris.
“CUSTOMER” means any natural person or legal entity of legal age requesting the services of the PROVIDER. The person or company that signs these General Terms and Conditions of Sale (signature accompanied by the words GOOD FOR AGREEMENT on the quotation) guarantees payment of the invoice, even if it is to be in the name of a third party.
2) Purpose and Scope
The PROVIDER offers website creation, website redesign, interventions on the Webflow CMS (Webflow installation, website configuration and optimization), website maintenance and SEO services.
The CLIENT will be informed of the assessment of the General Terms and Conditions of Sale directly on the quotation and will be able to access them at any time on the SERVICE SUPPLIER's website at https://www.riseverse.com/legal/notice. Consequently, any order placed by the CLIENT on behalf of the SERVICE SUPPLIER implies unreserved acceptance of these General Terms and Conditions of Sale.
3) Hosting and Domain Names
As part of the website creation or redesign services, the purchase of a domain name and hosting is excluded, which is the responsibility of the CLIENT. The SERVICE SUPPLIER may propose to the CLIENT the conclusion of a contract with the SERVICE SUPPLIER, but the CLIENT may freely choose its supplier.
4) Right of “publicity”
The CLIENT authorizes the SERVICE SUPPLIER to provide its name and company name, as well as its URL, the images of its Internet sites, as a reference for their prominence on the SERVICE SUPPLIER's site.
The CLIENT is informed that a link will be created from the SERVICE SUPPLIER's site. This has the consequence of increasing visibility in search engines. The CLIENT may object to this measure simply by writing to the SERVICE SUPPLIER.
4.2. Footer mention
The CLIENT undertakes to discreetly mention "by RiseVerse" at the bottom of each page of its website, with a link to https://riseverse.com/.
5) Specifications and Quotation
The CUSTOMER is advised to provide the SERVICE SUPPLIER with the most detailed specifications possible for the website he wishes to create and complete. Once approved by both parties, these specifications can no longer be modified and serve as the basis for the SERVICE SUPPLIER's creation of the site or any other service.
5.2. Quotations "Website design or redesign"
The PROVIDER may provide free quotations according to specifications provided by the customer or by communication between the customer and the service provider, and assumes no responsibility for the CUSTOMER, unless mentioned in written form to be sent to the customer by e-mail in certain circumstances, in particular when the quotation involves research.
The quotation is sent by e-mail to the CUSTOMER in PDF format. Acceptance of the quotation implies full understanding of this document by the CLIENT.
The quotation is valid for one (1) month from the date of publication and will not be binding until the CLIENT confirms that he/she has accepted the proposed quotation. After this period, the service provider is authorized to modify the price. Prices agreed orally or published on https://riseverse.com/ are only binding on the SERVICE SUPPLIER if they have been confirmed by a written quotation by PDF or e-mail.
In the event of acceptance, the customer must print out the PDF quotation, sign it, paste the date and the handwritten note "GOOD FOR AGREEMENT". Any quotation signed by the customer is equivalent to the order. The signed quotation must be sent by e-mail from the SERVICE SUPPLIER and a deposit must be paid by bank transfer, amounting to 60% of the total sum, unless other conditions are mentioned in the quotation.
The quotation accepted and signed by the CUSTOMER is binding on both parties.
The SERVICE SUPPLIER reserves the right to refuse any order with a customer for whom there is a dispute from a previous order.
6) Commitment by the Customer
6.1. Provision of access codes
The CUSTOMER undertakes to provide the SERVICE SUPPLIER with all the information necessary to guarantee the performance of the services provided for in this contract, namely the access codes to the hosting server and CMS (WordPress, Shopify or Webflow), so that the SERVICE SUPPLIER can proceed with the installation of the site and intervene in the maintenance of this site.
6.2. Provision of content
The CLIENT undertakes to provide all textual, image, video and sound elements necessary for the execution of the contract and to collaborate with the SERVICE SUPPLIER by providing all documents or information requested by the SERVICE SUPPLIER.
All textual and multimedia content must be available in its entirety by the CLIENT before work begins.
6.3. Deadline for supply of content
The CLIENT undertakes to supply the SERVICE SUPPLIER, within one (1) month of the date of acceptance of the offer, with all the elements necessary for the execution of the accepted budget. After this period, the final invoice will increase by a further 5% of its total amount in increments of the last three (3) months. For example, if the CLIENT provides its elements four (4) months after the date of signature of the budget, the final invoice will be increased by 10%.
6.4. Intellectual property
The CLIENT must ensure that it holds all intellectual property rights relating to these elements as well as to other documents of any kind present on its website, and that the resources made available cannot infringe the rights of third parties.
The CLIENT is informed that the publications constitute in particular works of the mind protected by copyright within the meaning of article L 112-2 1º and 2º of the French Intellectual Property Code. Consequently, the CLIENT undertakes to include on the pages of its website the identity and address of the owner or author of the texts and/or images included and to make all necessary requests, in accordance with current French law.
The CLIENT undertakes to provide the SERVICE SUPPLIER only with genuine documents representative of its company and not with resources from competitors.
6.5. Active cooperation
The CLIENT undertakes to actively cooperate with the SERVICE SUPPLIER by providing the information and documents necessary for the proper and timely performance of the contract. The SERVICE SUPPLIER shall not be liable for any delays in the performance of the work due to a failure by the CLIENT to meet this obligation.
6.6. Content backup
The CLIENT undertakes to keep all originals of all resources made available to the SERVICE SUPPLIER, who shall not be held liable in the event of loss when the site is modified by the SERVICE SUPPLIER or by any other person.
6.7. Data processing and liberties
The CLIENT undertakes to comply with the provisions relating to the compulsory legal notices to be inserted on its website due to the amended law of September 30, 1986, as well as the provisions relating to data processing, files and liberties, in particular with those concerning the automated processing of declarations of nominative information to the "Commission nationale de l'informatique et des libertés" (CNIL).
The CLIENT undertakes to pay the sums due within the deadlines defined in the order.
7) Undertaking on the part of the SERVICE SUPPLIER
In the context of an obligation of means in the performance of the contract, the SERVICE SUPPLIER undertakes to:
- Design and put the website online in accordance with the offer accepted by the CLIENT;
- Take all necessary care to set up a quality service;
- Regularly inform the CLIENT of the performance of the contract;
- Preserve the confidentiality of all information and documents found as a result of the performance of this contract;
- Ensure the confidentiality of hosted information and not disclose it to third parties, even in the event of expiry or termination of the contract.
8.1. Conclusion of the contract
The CLIENT acknowledges having received from the SERVICE SUPPLIER all the information and advice necessary for the termination of the contract. Consequently, the choices made by the CUSTOMER at the time of his order or afterwards remain under his entire responsibility.
The contract is considered concluded after receipt of the quotation signed by the CUSTOMER with the handwritten mention "GOOD FOR AGREEMENT" and the deposit. Work will not begin until the deposit has been received.
8.2. Choice of theme (graphic appearance of the site)
As soon as the order has been placed by the CUSTOMER, the SERVICE SUPPLIER proposes a choice of subjects corresponding to the specifications or project specified by the CUSTOMER in consultation with the SERVICE SUPPLIER. The choice of topic is made in consultation with the CLIENT. Additional time may be allocated to researching and modifying content already integrated for subsequent modifications. The position of the various elements depends on the characteristics of the theme chosen by the CLIENT, who must ensure that it meets his current and future need.
8.3. Installation on the hosting server
he SERVICE SUPPLIER installs the Webflow database on the CUSTOMER's hosting or, in the case of a website redesign, on a temporary server when the website is created and, subsequently, on the CUSTOMER's server.
8.4. Content integration
The SERVICE SUPPLIER installs the theme, sets up the tree structure and integrates the texts, images, videos, etc. supplied by the CUSTOMER.
8.4.1. The CLIENT must read its texts very carefully before sending them to the SERVICE SUPPLIER (spelling, capitalization, singular/plural, turns of phrase, etc. ). Upon delivery of the site, if the modifications requested by the CLIENT in the texts prove significant, the SERVICE SUPPLIER reserves the right to invoice a supplement proportional to the additional hours invested, prior notification to the CLIENT by email.
8.4.2. If the modifications, alterations and other services provided for in the budget generate excessive production time compared with the time normally required, for example the use of files and documents supplied by the CUSTOMER, an increase in the hourly rate will be applied pro rata to the time spent.
8.5. Extensions and plugins
The SERVICE SUPPLIER integrates the tools, plugins and supplements required according to the specifications (forms, slideshows, preparation for referencing...). Some pay-per-use license add-ons may be used and are included in the budget. The versions of installed plugins, components and modules are recent.
8.6. Delivery and completion of work
The service provider will inform the customer by e-mail that the website is online. The opening of this e-mail will indicate that the work is complete.
For fifteen (15) days after the launch of the site, the customer may request minor modifications to the site content, i.e. minor changes to the text (spelling errors, changes to words or phrases, etc.). Major modifications (such as the addition of entire paragraphs) will be invoiced again.
9) Withdrawal period
9.1. Professional customers
The withdrawal period does not apply between professionals.
9.2. Individual customers
The withdrawal period applies to so-called "individual" customers, persons who do not have a SIREN/SIRET number and who call the SERVICE SUPPLIER personally.
In this case, the CLIENT has a withdrawal period of fourteen (14) working days from acceptance of the offer. The day, which serves as the starting point, does not count. Where the period expires on a Saturday, Sunday or public holiday, it is extended until the next working day.
This right of withdrawal is exercised by letter addressed to the SERVICE SUPPLIER by registered letter with acknowledgement of receipt and entitles the CLIENT to reimbursement of the sums already paid within fourteen (14) days of receipt of the communication.
After this withdrawal period, the order can no longer be cancelled and the sum is automatically due, bearing interest at the legal rate in force.
10) Modification or cancellation of the order
Any modification or cancellation of the service by the CLIENT will result in a confirmation e-mail from the PROVIDER.
The service includes only those services specified in the budget and approved by the CLIENT. No budget may be modified without the express consent of both parties. Subsequent modifications or additions to the initial estimate will be the subject of a new estimate and/or invoice.
Any modification to the budget requested by the CLIENT and approved by the SERVICE SUPPLIER may result in additional delivery times.
10.2. Cancellation (excluding maintenance service)
In the event of cancellation of the SERVICE SUPPLIER's services by the CUSTOMER after signature and receipt of the quotation/order form and prior to commencement of the work, a percentage of 30% of the total invoice amount will be retained as damages and compensation for services rendered.
In the event of cancellation of the SERVICE SUPPLIER's services by the CLIENT during the course of the work, the SERVICE SUPPLIER reserves the right to retain a sum proportional to the work performed.
If cancellation of an order or breach of contract is due to the SERVICE SUPPLIER and is not the result of force majeure (interruption of the Internet network, hacking of the SERVICE SUPPLIER's system, disability, serious illness, etc. ) and if the reasons for the cancellation are not binding on the CLIENT (unlawful behavior, non-payment, etc. ), the SERVICE SUPPLIER undertakes to reimburse the CLIENT for all sums received within fourteen (14) days of the declaration of cancellation or termination.
10.3. Termination of service
The contract may not be terminated before the site goes online, at the initiative of one of the parties, without the consent of the other, except in cases of force majeure. In the event of mutual consent to termination of the contract, the CLIENT may not claim reimbursement by the SERVICE SUPPLIER of sums already paid.
10.3.1. Force majeure
In the event of force majeure under the conditions set out in article 19 of these General Terms and Conditions of Sale, either party may terminate the care contract ipso jure without compensation.
10.3.2. Non-compliance with the CLIENT's obligations
The CLIENT's failure to meet its responsibilities as stipulated in article 6 of these General Terms and Conditions of Sale will result in the SERVICE SUPPLIER's right to interrupt the CLIENT's services without delay and without prior formal notice and to terminate the contract immediately, without prejudice to the right to damages that the SERVICE SUPPLIER may claim. In such cases, the CLIENT may not claim reimbursement by the SERVICE SUPPLIER of any sums already paid.
10.3.3. At the SERVICE SUPPLIER's initiative
The SERVICE SUPPLIER may terminate the expired contract by registered mail with acknowledgement of receipt, without justification and without request for compensation. The CLIENT may not request reimbursement of sums already paid.
If the SERVICE SUPPLIER terminates the contract due to the CLIENT's failure to perform its duties and assigns, the SERVICE SUPPLIER reserves the right to sue the CLIENT for full reparation of this damage and, in particular, compensation for the damage. Penalties, costs, fees of the SERVICE SUPPLIER.
10.4. Updating personal data
The CLIENT undertakes to inform the SERVICE SUPPLIER at the latest one month after this change of any change in its situation (particularly of address, by electronic means or not, 48 hours after their use.
11) Delivery time
The duration of the service will be evaluated during the preliminary study, if possible with a schedule agreed by the parties during the specifications preparation phase.
Any modification by the CLIENT made after the signature of the budget and resulting in additional costs and an extension of the initially planned deadline will be subject to a re-evaluation of the delivery times.
The delivery times indicated on the https://riseverse.com/ website are given as an indication and based on experience. The SERVICE SUPPLIER undertakes to adhere as far as possible to the stated deadline and to periodically inform the CLIENT of the progress of the work.
11.2. Delay in delivery
Delivery deadlines do not depend exclusively on the SERVICE SUPPLIER but also on the CLIENT, who is required to provide the elements necessary for completion of the work (documents, access codes to the hosting server, etc. ). The SERVICE SUPPLIER declines all responsibility in the event of delay caused by the CLIENT following insufficient or late transmission of these elements.
The SERVICE SUPPLIER reserves the right to suspend any order pending the appearance of the CLIENT's content within the framework thereof, without prejudice or economic consideration and without this constituting grounds for termination of the order. If the customer takes a long time to provide the elements necessary for the proper execution of the contract, the service provider reserves the right to issue a provisional invoice for work already carried out.
Delays in delivery cannot justify the cancellation of the CLIENT's order will not result in the payment of damages, indemnities or penalties.
11.3 Update quotation
As part of the last quotation requested by the customer, such as the addition of text, pages or articles, the service provider will intervene within five (5) working days of receipt of the element, unless it is sent to the customer by e-mail. All updates must be paid for before work begins, and the invoice release is paid when the work is completed.
12) RiseVerse warranty
The warranty is linked solely to the services described in the contract/quote signed and accepted by the customer.
12.1. Verification of the order
The CLIENT must verify the proper functioning of its website as soon as it is officially put online and notify the SERVICE SUPPLIER of any malfunctions detected.
The SERVICE SUPPLIER undertakes to resolve all functional problems resulting from an error in the design or execution of its services. The SERVICE SUPPLIER's warranty obligation is excluded in cases where the following defects have been discovered:
- due to misuse by the CUSTOMER;
- after intervention by the CUSTOMER or a third party other than the SERVICE SUPPLIER;
- accept a disclaimer in these conditions of sale;
- after negligence, lack of management or maintenance by the CUSTOMER;
12.2. Warranty period
The CUSTOMER has thirty (30) days from the official launch of its website and/or the provision of an ancillary service to invoke this warranty in the event of a detected malfunction.
13) RiseVerse Maintenance warranty
The CLIENT acknowledges that it has checked the suitability of the service for its needs and that it has received from the SERVICE SUPPLIER all the information and advice that was necessary for it to sign this commitment to maintain its website with full knowledge of the facts.
Maintenance involves only updates to installed products and affects only the website whose domain names are specified in the contract. Maintenance includes (for (1) year):
- periodic updating of the WordPress CMS, theme used and extensions to the latest version ;
- basic site speed optimization (only during website creation) ;
- page and database backup (weekly update - within the limit of costs for the SERVICE SUPPLIER) ;
- minor modifications (supplied by the customer) to texts present on the website etc.... the resolution of problems resulting from improper handling by the CLIENT (within the limits of what is possible and the time involved) ;
- the resolution of problems following the addition of extensions by the CLIENT (within the limits of what is possible and the time involved) ;
- preventive measures that appear necessary to the SERVICE SUPPLIER, to guarantee the stability, coherence and security of the site without having to obtain the CLIENT's prior agreement.
Maintenance does not include:
- optimizing the image bank: the CUSTOMER must delete files present in multiple copies that he has added himself and check that he has correctly named each file (without accents, keyword, alt text...);
- resolving security problems such as malicious intrusions by third parties, theft and possible misappropriation of passwords, the site hacked or hijacked, etc.
Disclaimer: Internet security is an important issue even for the biggest companies on the planet, but no one can guarantee that the measures that have been put in place to limit the risk are 100% effective.
13.2. Intervention procedures
If the maintenance contract is signed by the CUSTOMER, the SERVICE SUPPLIER will visit the administrative area of his website at least once (1) a month (depending on the package chosen) to carry out preventive checks. Updates included in the maintenance will be carried out at the most appropriate time, which will be assessed by the SERVICE SUPPLIER and in the interest of the CLIENT's website.
13.3. Contract duration and renewel
The maintenance contract included in the creation of your site is concluded for a duration of one (1) month and may, under your request, be automatically extended after its expiration. At the end of the contract, the SERVICE SUPPLIER reserves the right to propose a new offer at a new price, or not to extend the contract. The CLIENT is not obliged to extend a maintenance contract with the SERVICE SUPPLIER.
To renew the contract, the SERVICE SUPPLIER will notify the CLIENT by email according to the anniversary date of the renewal and according to the following schedule:
- 1st reminder: D - 15 days
- 2ᵉ reminder and maintenance stop: D day
- Maintenance stop: D + 15 days
This notification will be made by email only and will be sent to the billing contact (updated email address, under the CLIENT's responsibility). It is the CLIENT's responsibility to request renewal in sufficient time for the SERVICE SUPPLIER to receive payment before the previous maintenance contract expires.
13.4. Termination of the maintenance service
The maintenance contract may not be terminated before expiry of the term, on the initiative of one of the parties, without the consent of the other, except in the event of force majeure. In the event of mutual consent to termination of the contract, the CLIENT shall not be entitled to reimbursement by the SERVICE SUPPLIER of any sums already paid.
13.4.1. Failure to pay
Failing full payment of the renewal price set out in the tariff, the SERVICE SUPPLIER will not be able to carry out the renewal requested by the CLIENT. The CLIENT will receive notification by e-mail of the termination of maintenance on the maintenance anniversary date. The final cessation of maintenance will take place on D + 15 days according to the renewal anniversary date, and the CLIENT will receive an e-mail to inform him of the interruption of maintenance for non-payment.
If the CLIENT wishes to reactivate maintenance after D + 15 days, a surcharge will be applied for the interruption of service. The maintenance contract will be reactivated once all sums have been received by the SERVICE SUPPLIER (maintenance contract price plus the service interruption surcharge).
13.4.2. Force majeure
In the event of force majeure under the conditions set out in article 19 of these General Terms and Conditions of Sale, either party may terminate the care contract ipso jure without compensation.
13.4.3. Non-compliance with the CLIENT's obligations
The CLIENT's failure to meet its responsibilities as stipulated in article 17 of these General Terms and Conditions of Sale will entitle the SERVICE SUPPLIER to interrupt the CLIENT's services without delay and without prior formal notice, and to immediately terminate the maintenance contract, without prejudice to any right to damages that the SERVICE SUPPLIER may claim. In such cases, the CLIENT may not claim reimbursement by the SERVICE SUPPLIER of sums already paid.
13.4.4. At the SERVICE SUPPLIER's initiative
The SERVICE SUPPLIER may terminate the expired contract by registered mail with acknowledgement of receipt with a notice period of two (2) months prior to the anniversary, without justification and without request for compensation. The CLIENT may not request reimbursement of sums already paid.
If the SERVICE SUPPLIER terminates the contract due to the CLIENT's failure to perform its duties and assigns, the SERVICE SUPPLIER reserves the right to sue the CLIENT for full compensation for this damage and, in particular, compensation for the damage. Penalties, costs, fees of the SERVICE SUPPLIER.
13.5. Updating of personal data
The CLIENT undertakes to inform the SERVICE SUPPLIER no later than one month after such change of any change in its situation (particularly of address, by electronic means or otherwise, 48 hours after their use.
14) Non-Subscription to the Maintenance Service
If the CLIENT does not enter into or renew a maintenance contract, the SERVICE SUPPLIER's responsibility for the CLIENT's website is totally null and void.
Updates to the Webflow CMS, theme and all modules installed on the website are the CLIENT's responsibility. As the CUSTOMER becomes the sole administrator of his website and may make mistakes, it is not possible to guarantee the stability of the website over time.
14.2. Premium licenses
The CUSTOMER may be required to purchase premium licenses for the theme and plugins used to make their updates on the one hand and, on the other, to ensure the compatibility of the theme used with the latest versions of Webflow.
Once the contract has been concluded and the site has gone online, and only in the case where a maintenance contract has not been stipulated, the CLIENT is advised to change the passwords giving access to its site. The SERVICE SUPPLIER declines all responsibility in the event of damage suffered if the CLIENT has not changed his access codes.
14.4. Intervention following a technical problem
If the CLIENT has not signed a maintenance contract and in the event of a subsequent technical problem or if the site has to be reinstalled on the hosting server, the SERVICE SUPPLIER will create a new estimate in order to resolve the problem and observe it. The CLIENT is free to accept this offer or to choose another provider.
15) Site management by the customer
15.1 Basic training
At the CLIENT's request, the SERVICE SUPPLIER may offer basic training in the administration of its website. This training must enable the CLIENT to modify articles, pages and/or text, add/remove photos, etc. on their website. In any case, this training is not intended to be a complete training in the creation and administration of websites in WordPress or programming languages.
Any basic training provided in the initial budget must be carried out by the CLIENT within three (3) months of website delivery. At the CUSTOMER's request, the SERVICE SUPPLIER may offer additional training courses following an estimate.
15.2. Limits of liability
The SERVICE SUPPLIER is not obliged to monitor changes made to the website by the CLIENT or any other person not working for the SERVICE SUPPLIER.
The CLIENT or the person appointed by the CLIENT who manages the site by adding pages, articles and media are obliged to maintain the media library in good condition. In particular, the CLIENT must exclude images in multiple copies or unused. In order to guarantee the stability of the site's backups, the CUSTOMER must take particular care not to name images with accents. The CUSTOMER is responsible for verifying any modifications made to the site. The SERVICE SUPPLIER is in no way responsible for loss of data due to the CLIENT's negligence.
In the event of malfunctioning of the Website due to improper handling by the CLIENT, the SERVICE SUPPLIER will automatically invoice the CLIENT for the hours of maintenance required to restore the proper functioning of the site.
The SERVICE SUPPLIER declines all responsibility for the proper maintenance of the Website if the CLIENT updates WordPress, the theme used and/or the add-ons used. If the site suffers damage after the CLIENT's intervention, the SERVICE SUPPLIER will issue an invoice corresponding to the work required for the proper restoration of the site.
The CLIENT who intervenes in the source code does so at his or her own risk, and the SERVICE SUPPLIER is not responsible for the failure of the site.
The SERVICE SUPPLIER declines all responsibility in the event that maintenance proves impossible due to the seriousness of the damage caused by the modifications made by the CLIENT on the site.
16) Rates and payment
Declared under the SAS system, the SERVICE SUPPLIER's services are subject to VAT. Quotations and invoices issued by the SERVICE SUPPLIER are therefore exclusive of tax and a tax is added to their amount.
In exchange for the services mentioned in the quotation accepted by the CLIENT, the latter undertakes to pay the SERVICE SUPPLIER the amount of the rates indicated in the quotation. The CLIENT is solely responsible for payment of all sums due under the SERVICE SUPPLIER contract.
The prices of services may change at any time with the exception of quotations accepted and returned to the SERVICE SUPPLIER. Prices used as a basis for invoicing are unit prices.
For annual maintenance contracts, the CLIENT is informed of the new price in the first renewal notification email, sent thirty (30) days before the anniversary date. The CLIENT will be free to renew the contract or not.
16.3. Methods of payment
The professional or non-professional CLIENT must pay the price into the SERVICE SUPPLIER's account in accordance with the specifications given in the budget.
Disputes or reservations relating to an invoice must be communicated to the SERVICE SUPPLIER within five (5) days of receipt at the latest. Failing this, the invoice will be considered definitively accepted by the CLIENT and the corresponding claim indisputable.
16.4. Terms of payment
The offer establishes the following terms of payment:
16.4.1. website creation or redesign
When accepting the services, the CUSTOMER will complete and sign the offer, which acts as an order. The terms of payment are as follows:
- Deposit of 50% at time of order
- Remaining amount when site goes online must be paid on day
Payment before the expiry of the previous maintenance contract;
It is the CLIENT's responsibility to request renewal of the maintenance of its website with sufficient lead time for payment to actually reach the SERVICE SUPPLIER before the end of the previous maintenance. Any incident and/or delay in payment on the due date will result in suspension of services after reminder from the PROVIDER.
16.4.3. Ancillary services, "update" estimates
Payment when the order is placed, prior to budgeting for the work.
16.5. Transfer of ownership
The work carried out remains the property of the SERVICE SUPPLIER as a whole until the corresponding invoice has been paid in full. The transfer of ownership from the SERVICE SUPPLIER to the CUSTOMER takes place after payment of the balance due by the CUSTOMER.
16.6. Late payment
Any delay in payment beyond ten (10) days from the invoice issue date will automatically, by law, incur late payment penalties equal to 12% of the invoice amount.
The starting point for late payment penalties is the day after the due date.
The last point for penalty calculation is the invoice payment date. The CLIENT must pay late penalties at the same time as it pays its invoice. Late payment penalties are due and payable as soon as the CLIENT has not paid the invoice by the due date. The SERVICE SUPPLIER is not obliged to inform the CLIENT of the application and liability of late payment penalties, as these are applicable by law.
Each professional CLIENT in a situation of late payment is liable to the SERVICE SUPPLIER for a fixed indemnity for collection costs of 40 euros in addition to the late payment penalties. In the event that the collection costs incurred exceed the amount of the fixed penalty, the SERVICE SUPPLIER may request an additional indemnity upon justification.
The SERVICE SUPPLIER automatically reserves the right to suspend work in progress until full payment of the unpaid invoice without this failure being attributable to it.
Only the CUSTOMER is said to be "responsible" for its website, and this from the moment it goes online. Consequently, the PROVIDER's responsibility will be totally exonerated from the delivery of the site.
The CUSTOMER is the owner of the site and is free to manage and administer the content.
The CUSTOMER declares that he accepts the characteristics and limits of the Internet and recognizes in particular the following points: data circulating on the Internet are not protected, namely against possible derogations. The SERVICE SUPPLIER is in no way responsible for problems related to hosting, reference, reliability of data transmission, access times, site loading speed.
The SERVICE SUPPLIER will perform its services in accordance with the rules of art in force in the profession. It is expressly specified that the SERVICE SUPPLIER is not bound by an obligation of results, but by a commitment of means.
17.2. Website content
The CLIENT is only responsible for the words and content of its website, all information communicated, its use and updating, as well as all files, particularly address files. Consequently, the SERVICE SUPPLIER is not responsible for the content of information transmitted, disseminated or collected, its use and updating, as well as any files, particularly address files, for any reason whatsoever.
Before delivering a graphic or textual element to the SERVICE SUPPLIER for the proper performance of the contract, the CLIENT must ensure that it has all rights to reproduce and use this element. The CLIENT alone is liable in this respect.
The CLIENT is civilly and criminally liable for morality, compliance with laws and regulations, particularly with regard to the protection of minors and respect for the person, as well as their personal data and the rights of third parties. This counts. possession, as well as all data communicated. The CUSTOMER undertakes to respect the universal principles of Internet use.
The CUSTOMER undertakes not to offer pages, texts, images, sounds, videos or other animations that do not comply with French law. The CLIENT undertakes not to use hypertext links pointing to websites or pages that infringe French or international law or that could damage the image of the SERVICE SUPPLIER.
The CLIENT must under no circumstances, for example through advertising banners, infringe the law, public order, good morals and/or the rights of third parties (trademark law, copyright, protection of minors, protection of databases, etc. ). ). The Customer is particularly anxious not to offer pornographic content, nor to offer or allow to be offered commercial services of a pornographic and/or erotic nature, or clearly illegal or offensive to public order (violence, incitement to racial hatred, supply of products or services strictly forbidden in the territory, etc.). ).
The PROVIDER disclaims all legal and moral liability if the CLIENT has misled the PROVIDER about future website content contrary to good moral or illegal content, whether during the assignment or thereafter. If a CLIENT orders such a service without the PROVIDER's knowledge, the PROVIDER reserves the right to disclose any information to the police and the courts. The CLIENT shall immediately pay a contractual penalty of 3. 800 EUR (three thousand eight hundred) for any breach found, such payment not being exclusively an action for damages. It is specified that the CLIENT must pay the penalty as many times as the number of possible breaches found. The CLIENT will remove any reference to the SERVICE SUPPLIER on its website as soon as possible.
17.4. Indirect damages
Under no circumstances shall the SERVICE SUPPLIER be held liable for indirect damages, such as financial or commercial damages, loss of orders, loss of data, loss of profit, damage to brand image, loss of profits or customers (for example, inappropriate disclosure, confidential information concerning them following a system malfunction or hacking).
The SERVICE SUPPLIER shall not be held liable for any operational losses resulting from the temporary or definitive, partial or total unavailability of an e-commerce store.
17.5 Legal information
The SERVICE SUPPLIER's liability shall in no way be engaged in the event of the CLIENT's failure to comply with legal and regulatory authorizations, particularly with regard to data processing.
The drafting of "legal notices", "conditions of use", "general terms and conditions of sale" (...), in the same way as any content does not fall within the scope of the contract. Under no circumstances may the SERVICE SUPPLIER be held liable for any failure or omission on the part of the CLIENT to put content of a contractual nature online.
17.6. Data protection
The SERVICE SUPPLIER declines all responsibility in the event of malicious interference by third parties on the site and/or in the CLIENT's e-mail boxes. Theft and possible misuse of passwords, confidential codes and general sensitive information for the CLIENT;contamination of the CLIENT's data and/or software by viruses (please note that the protection of this data is the CLIENT's responsibility);
damage to the CLIENT's equipment on which the SERVICE SUPPLIER must not carry out any work.
17.7. Interruption for maintenance
In the context of maintenance, the SERVICE SUPPLIER reserves the right to temporarily interrupt access to the Site without any compensation. However, the PROVIDER will use all available resources to minimize this type of disruption. The PROVIDER shall not be liable for any loss of revenue due to interruption or failure of the service.
17.8. Limits of liability: theme and plugins
17.8.1. The SERVICE PROVIDER declines all liability in the event of the use of a premium or free theme that is no longer developed and has become incompatible with the latest version of WordPress. In this specific case, the SERVICE SUPPLIER will no longer be able to take charge of the subject, without any right to compensation. In all cases, the SERVICE SUPPLIER may offer the CLIENT a new evaluation for the installation of something else.
17. 8.2. The PROVIDER's implementations use programs developed by third parties, such as Webflow, plugins, free or high-quality themes. In all cases, the PROVIDER is not responsible for any anomalies, breakdowns or malfunctions of these tools, which would be the responsibility of their authors, nor of the associated services (social networks, etc. ). The updating of Webflow and its modules is the responsibility of the CUSTOMER, unless the CUSTOMER has signed a maintenance contract.
17.8.3. SERVICE PROVIDER assumes the initial costs inherent in the subject and higher plugins under paid license. Renewal of these licenses is generally included as part of an annual nursing contract, except for subsequent changes in the terms and conditions of sale of the provider of the issue or supplement, resulting in an excessive increase in the annual subscription fee. Under these conditions, the SERVICE PROVIDER will not renew the corresponding license and will not be liable. The CLIENT, notified by the SERVICE SUPPLIER of changes in the supplier's sales, will be solely responsible for renewing the license(s) at any price. In all cases, the SERVICE SUPPLIER may offer the CLIENT a new note for the installation of another theme or add-on module.
17.9. Limits of liability: Internet and ISP
The SERVICE SUPPLIER is not liable for loss of data on hosting servers. However, the SERVICE SUPPLIER undertakes to make every effort to secure the CLIENT's data within the limits of its perimeter. This is an obligation of means and not of results.
The SERVICE SUPPLIER is not liable for the CLIENT's total or partial failure to fulfill an obligation and/or for the failure of operators of transport networks to the Internet world and in particular its access providers. In this respect, the SERVICE SUPPLIER informs the CLIENT that its services are independent of other technical operators and that it cannot be held responsible for their failure.
The CLIENT undertakes to assume all claims and/or proceedings, whatever their form, matter or nature, which are raised against the SERVICE SUPPLIER and which relate to the obligations imposed on the CLIENT under this contract.
In all cases, the amount of damages that could be billed to the SERVICE SUPPLIER if its liability arose is limited to the amount that the CLIENT actually paid to the SERVICE SUPPLIER for the period considered or for the period billed to the CLIENT by the SERVICE. The liability of the CLIENT shall be limited to the amount actually paid by the CLIENT to the SERVICE SUPPLIER or the amount corresponding to the price of the service for the part of the service for which the SERVICE SUPPLIER has been held liable. The smaller of these values will be taken into account.
18) Incapacity for work
The SERVICE SUPPLIER must inform the CLIENT from the first working day of its incapacity.
In the event of incapacity for work, due to illness or accident, the SERVICE SUPPLIER reserves the right to terminate current contracts and/or modify the current schedule without the CLIENT being able to demand payment.
19) Force Majeure
Any circumstances beyond the control of the parties, preventing the performance under normal conditions of their obligations, are considered as causes of exoneration of the obligations of the parties and entail their suspension. The party invoking the circumstances referred to above must immediately notify the other party of their occurrence, as well as of their disappearance.
19.2. Force majeure and liability
None of the parties will be liable to the other party for ineffectiveness or delay in the performance of the duty under the contract to which the other party would be entitled by reason of the occasion. This is generally a case of strong commander recognized by French jurisprudence and courts.
Under no circumstances shall the PROVIDER be held liable for a case of force majeure usually recognized by French law and courts, as well as events or occurrences beyond the PROVIDER's control.
Any incident beyond the control, unavoidable and beyond the control of the parties, including blockage of transport or electrical services, earthquakes, fire, storms, floods, lightning, power cuts, etc.. Constitutes a case of large powerful telecommunications networks or difficulties specific to telecommunications networks outside the CUSTOMER.
Each party undertakes to keep confidential, during the term of the contract and after its expiry, all information, documents, know-how, database, passwords and confidential codes of the other party, including those which may have come to the knowledge during the performance of the contract, and you shall not disclose them to any third party, nor use them outside the needs of the contract.
21) Intellectual property
Intellectual property of creations made by the SERVICE SUPPLIER is transferred to the CLIENT once full and effective payment for the service has been received and collected.
22) Applicable law and jurisdiction
French law is the only law applicable to these general terms and conditions of sale. In the event of any dispute arising under the contract, any difference as to its interpretation, performance or validity, and possibly after an attempt to find an amicable solution, will be subject to the exclusive jurisdiction of the Versailles Commercial Court.
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