Conditions générales de vente

General Terms and Conditions of Sale

Updated on April 15, 2024

APPLICATION OF GENERAL TERMS AND CONDITIONS

These General Terms and Conditions of Sale apply to contracts for the creation and reproduction of graphic, multimedia, and audiovisual works.

Certain creations requiring more precise and detailed legal framework may be subject to a specific contract.

DEFINITIONS

  • Web ex Machina: Our company, a producer of graphic, audiovisual, and multimedia works.
  • Client: You, the customer of Web ex Machina.
  • Parties: Web ex Machina and the client.
  • Service Provider: A third-party entrepreneur appointed by the client or by Web ex Machina to manufacture the media for the creation or to put the product online.
  • Creation: Original work created for the client by Web ex Machina.

CONTRACT

The quote constitutes a firm offer to contract, valid for 1 month.

The client's acceptance, by signing the quote without reservation, constitutes consent to contract. The service contract is therefore formed upon receipt by Web ex Machina of this acceptance.

PRICE

The prices communicated in the quote are indicated in euros, inclusive of all taxes.

The prices announced for renewable offers are indicative, and Web ex Machina reserves the right to modify them upon contract renewal.

VALIDITY OF THE OFFER

This price proposal is valid on the date of issue by Web ex Machina and provided that the client's signature, preceded by a handwritten mention, occurs within a maximum period of 1 month from this date. Beyond this period, Web ex Machina reserves the right either to maintain its initial offer or to present a new proposal. Any request for modification of the offer by the client is subject to the acceptance of Web ex Machina. If the client, having signed the quote, reverses their decision, the deposit provided for in the quote will be fully due.

PAYMENT

Regarding the payment of the price, Web ex Machina's payment terms are as follows:

  • 25% deposit upon order, the deposit remaining with Web ex Machina in case of cancellation of the order by the client, as compensation.
  • The balance, or installments, are payable no later than the 30th day following the date of invoicing.

The client may pay:

  • Either by check drawn on a French bank, denominated in euros, made out to "SARL Web ex Machina," sent to the company's headquarters as indicated on the front of the invoice.
  • Or by bank transfer to the account mentioned on the front of the invoice.

No discount or rebate for cash payment.

LATE PENALTIES

Any late payment occurring more than 30 days after the invoice date, without exceeding 60 days, will automatically and without prior notice result in the application of a late penalty equal to one and a half times the legal interest rate for the current year.

Beyond 60 days after the invoice date, in accordance with Article 21 of the Law for the Modernization of the Economy of August 4, 2008, a late penalty equal to three times the legal interest rate for the current year will be applied to the outstanding amounts and until full payment.

DELIVERY

Delivery consists of handing over the creation to the client, on the medium and in the format specified in the quote. Intermediate validations of the progress of the work, by validation of the client, may be provided for in the contract. Any modification subsequent to the client's agreement on an intermediate or final delivery will be the subject of new contracts and invoicing.

MANAGEMENT OF DOMAIN NAMES, HOSTING, BACKUP, AND RESTORATION OF THE SITE

The management and purchase of domain names as well as the hosting of the site may be entrusted to the company Web ex Machina. This service will be the subject of a specific contract renewable each year. Otherwise, the information necessary for the execution of the contract must be provided to Web ex Machina.

The implementation of a site restoration falls within the scope of the contract mentioned above. The company Web ex Machina cannot be held responsible if the date of restoration of the site to a requested date is prior to that of the oldest available backup.

DELAYS IN EXECUTION DUE TO THE CLIENT

Any delay on the part of the client due to inaccurate or incomplete information, the absence of implementation of the means necessary for the finalization of the project; delays in the approval of documents; author corrections requested by the client; deadlines for proofreading documents by the client or non-compliance with a contractual clause releases Web ex Machina from any commitment to execution deadlines.

In the event of a delay of more than 90 days due to the client, Web ex Machina is entitled to demand payment of the entire signed quote.

In the event of exceeding the initially quoted hours, Web ex Machina is entitled to demand payment of all additional hours worked based on the daily rates applied to the signed quote.

LIABILITY

Web ex Machina cannot be held responsible for spelling, grammar, or syntax errors in the texts provided by the client and reproduced by Web ex Machina in the creation.

In the case of hosting applications (websites, extranet, intranet), Web ex Machina undertakes to do everything possible to ensure the permanence, continuity, and quality of the services it offers. Web ex Machina reserves the right to exceptionally and briefly suspend accessibility to the servers for any maintenance or improvement interventions to ensure the proper functioning of its services.

Web ex Machina provides the client with technical assistance by email and telephone during the opening hours of its offices. It undertakes to intervene as soon as possible without, however, being able to guarantee deadlines.

Web ex Machina cannot be held responsible for the inadequacy of the services it provides to the particular objectives that the client may envisage or pursue. In no case can Web ex Machina be held liable following any action or claim by third parties, in particular due to:

  • Information, images, sounds, texts, videos contrary to current legislation and regulations, contained and/or disseminated on the client's site(s).
  • Violation of intellectual property rights relating to works disseminated, in whole or in part, on the client's site(s) without the express agreement of their author.
  • Suspension and/or termination of accounts, in particular following non-payment of sums due under this contract, and more generally due to non-compliance with any of the client's obligations as set out herein.

The client must guarantee the host against any potential conviction in this regard. Furthermore, due to the characteristics and limitations of the Internet, which the client declares to be fully aware of, Web ex Machina cannot be held liable for, in particular:

  • Difficulties in accessing the hosted site due to network saturation at certain times.
  • Contamination by viruses of the client's data and/or software, the protection of which is the responsibility of the latter.
  • Malicious intrusions by third parties on the client's site, despite the reasonable security measures put in place.
  • Damage that may be suffered by equipment connected to the Server Center, these being under the sole responsibility of the client.
  • Any misappropriation of passwords, confidential codes, and more generally any sensitive information for the client.

CONFIDENTIALITY

Each of the parties undertakes to implement appropriate means to keep secret the information and documents designated as confidential by the other party and to which it would have access on the occasion of this service. Each of the parties undertakes to ensure that this obligation is respected by its employees, subcontractors, or any service providers.

PRIVACY POLICY (GDPR)

The information collected about the client is subject to computer processing carried out by the company Web ex Machina and is essential for the processing of their contract. This information and personal data are also kept for security purposes, in order to comply with legal and regulatory obligations. They will be kept for as long as necessary for the execution of the contract and for the fulfillment of a legal obligation, such as any guarantees that may apply at the end of the commissioned work or the exercise of a legal prerogative.

The data controller is the company Web ex Machina / 40 rue de Bruxelles 69100 VILLEURBANNE / email: contact@webexmachina.fr.

Access to personal data will be strictly limited to employees of the data controller authorized to process them due to their functions.

The information collected may eventually be communicated to third parties linked to the company by contract for the execution of subcontracted tasks, without the need for the client's authorization.

In accordance with Law No. 78-17 of January 6, 1978, relating to information technology, files, and freedoms, as amended by Law No. 2004-801 of August 6, 2004, and by European Regulation No. 2016/679, the client has the right to access, rectify, erase, and port their data, as well as the right to object to processing for legitimate reasons, rights which they can exercise by contacting the data controller at the postal or email address mentioned above, enclosing proof of identity.

In case of a complaint, the client can contact the Commission Nationale de l'Informatique et des Libertés (CNIL).

TERMINATION

In the event of non-fulfillment of its obligations by one of the parties, the contract will be automatically terminated in favor of the other party without prejudice to any damages that may be claimed by the defaulting party. The termination will take effect 8 days after the sending of the formal notice.

In the case of a hosting service, the contract is concluded for an indefinite period and for a minimum of one year. In the event of termination of the contract, a request by registered letter with acknowledgment of receipt must be sent to the agency with a notice period of 3 months. Any quarter started is due. Non-payment of the hosting will result in the temporary (until payment is regularized) or permanent unavailability of the website consultation.

This contract may be terminated by either party in the following cases:

  • If one of the parties seriously breaches one of its substantial contractual obligations and does not remedy such breach within thirty days from the notification by the other party of such breach.
  • In case of inability to pay what is due, after a formal notice has remained unsuccessful for a period of thirty days.

The termination of this contract will result in the unavailability of the website consultation.

TAX CREDIT

The client will handle any tax declaration aimed at obtaining a reduction or tax credit, if applicable.

FORCE MAJEURE

Web ex Machina will not be held responsible for any delay or non-performance of the contract if the cause of the delay or non-performance is due to the occurrence of a case of force majeure or an unforeseen event habitually recognized by case law (climatic events, riots, generalized strikes, etc.). Such a case suspends the obligations arising from the service contract binding Web ex Machina to its client for the entire duration of its existence.

MODIFICATION OF THE GENERAL TERMS AND CONDITIONS OF SALE

Web ex Machina reserves the right to modify at any time these General Terms and Conditions of Sale. These modified conditions, whose new version will be communicated to the client for acceptance, will apply to all new orders placed after the date of modification.

APPLICABLE LAW - JURISDICTION

The parties undertake, in the event of a dispute, to first attempt to find an amicable agreement. Failing this, French law will apply, and the dispute will fall under the jurisdiction of the commercial court of Lyon.