Preamble
The purpose of these General Terms and Conditions of Sale is to govern the contract concluded between Bprod Agency (Bprod Agency LTD, whose registered office is 71-75, Shelton Street, Covent Garden, London, WC2H 9JQ, registered at United Kigdom under the number 14083338) and the Customer designated by the quote or the commercial proposal and any addendum(s) attached. The signing of the estimate or the commercial proposal with mention of agreement, implies unreserved acceptance of these General Conditions of Sale which apply regardless of the options, the modules subscribed and the terms of the work to be carried out. Any special conditions appearing on the quote take precedence over these General Conditions of Sale.
Article 1: General
The Customer using the services of Bprod Agency acknowledges having read and unreservedly accepted the following General Conditions of Sale.
Article 2: Purpose / Deadlines
The purpose of this contract is to define the terms and conditions under which Bprod Agency makes its services, and those that it could develop in the future, available to its Clients. The execution times, indicated in working days, are fixed upon receipt and acceptance of the estimate or the commercial proposal.
Article 3: Commitment of the parties
Each of the parties undertakes to collaborate actively for the smooth running of the contract and to communicate to guarantee the progress of the project and the outcome of the mission. The Client undertakes to provide Bprod Agency with a detailed specification or brief, which will not be modified once approved by both parties. If necessary, a new quote may be offered to the Customer.
The client also undertakes to provide the service provider with all the documentary, graphic and textual elements necessary for the performance of the service.
Article 4: Validation of the quote and start of work
The quote and the General Terms and Conditions of Sale signed by the Customer are exclusively valid together for acceptance of the latter and act as an order form. No work will begin without these conditions being fulfilled (estimate and GCS signed).
Article 5: Payment and late penalties
The payment will be claimed once the project has been validated by you. Unless an additional payment period has been clearly agreed, payment of the invoice is due a maximum of 10 days after its issue. Payment is made to the order indicated on the invoice.
Any incident and/or late payment on the due date could automatically lead to the application of late payment penalties of 10% of the total amount including tax of the invoice. Any dispute relating to an invoice must be communicated to Bprod Agency by registered letter within 5 days of the date of the said invoice, failing which the Customer will no longer be admissible to formulate any grievances regarding the mentions appearing therein.
Article 6: Presentation and validation of the project
The current project, Bprod Agency offers the Client a first version of the work that he is free to validate or not. Bprod Agency undertakes to carry out a general or partial correction of the project so that it meets the Client’s expectations. The project can only be subject to three successive correction sessions. Corrections should be compiled in detail and emailed to the Project Manager in one shipment.
Once the finished product has been delivered, no modification will be possible or, if necessary, a new estimate will be established.
Article 7: Cancellation of the order
The Customer must notify the service provider in writing of his wish to cancel his order. If the project is completed, the order will be invoiced in full. If the project is in progress, the invoicing will be made of 50% of the total amount. In addition, any breach by either party of its obligations may result in the automatic termination of this contract.
Article 8: Rights on the work carried out
It is recalled here for information purposes that the moral right of a creation (including right of disclosure, right to respect for the work and right to withdrawal) is attached to its creator in a perpetual and imprescriptible manner.
Finally, it is recalled that any representation or reproduction in whole or in part made without the consent of the author or his successors in title is unlawful and punishable under the laws relating to the offense of counterfeiting. The same applies to translation, adaptation or transformation, arrangement or reproduction by any art or process whatsoever.
Article 9: Ownership of the work carried out
All of the production and related rights, subject of the order, remain the full and exclusive property of Bprod Agency as long as the invoices issued by it are not paid in full by the Customer, up to the total amount of the order and any amendments concluded during the service. As a corollary, the Customer will become the de facto owner of the production and the rights transferred from the final payment and settlement of all the invoices issued by Bprod Agency within the framework of the order.
Article 10: Regulations
The Client must only use the services of Bprod Agency for the pursuit of legal purposes. The Customer undertakes to comply with all the regulations applicable to the distribution of information and services on the Internet or on any other medium. This includes, for example, respect for copyright, the prohibition of documents of an obscene nature and/or contrary to public order, pornography, documents of a racist nature, and this, so that the responsibility of Bprod Agency cannot be searched for under any circumstances.
Article 11: Liability
The Customer assumes full responsibility for his choices in terms of textual and iconographic content appearing in the work delivered by the service provider. Its total responsibility is also engaged regarding the use that will be made of it, and in particular its compliance with the regulations in force. The Client assures that he is the owner of the rights necessary for the exploitation of all the creative textual and iconographic elements provided by it to the service provider as part of its mission. It guarantees the Customer against any complaint from a third party relating to the violation of the rights of these elements. The Customer agrees that, whatever the grounds for his complaint, and the procedure followed to implement it, the possible liability of the service provider will be limited exclusively to the amount of the work paid by the Customer, for the services provided by the service provider. In addition, the Client waives the liability of the service provider in the event of damage occurring to the files, or any document that he may have entrusted to him. The service provider disclaims all liability with regard to material damage that may affect the buildings, installations, equipment, furniture of the Customer. The Client agrees that the service provider is in no way responsible for any loss of profits, commercial trouble, requests that the Client would suffer, requests or claims made against the Client and emanating from any third party. The service provider disclaims all liability with regard to material damage that may affect the buildings, installations, equipment, furniture of the Customer. The Client agrees that the service provider is in no way responsible for any loss of profits, commercial trouble, requests that the Client would suffer, requests or claims made against the Client and emanating from any third party. The service provider disclaims all liability with regard to material damage that may affect the buildings, installations, equipment, furniture of the Customer. The Client agrees that the service provider is in no way responsible for any loss of profits, commercial trouble, requests that the Client would suffer, requests or claims made against the Client and emanating from any third party.
Section 12: Assistance
Bprod Agency does not support any technical obligation of control, verification, validation of the multimedia component(s) modified by the Client or, in general, by any person not working for Bprod Agency. The modifications of any multimedia component by the Customer require real skills, in particular in Internet protocols and programming languages. In this case, the Customer declares to have the necessary knowledge to create and administer his multimedia component and cannot under any circumstances hold Bprod Agency responsible for the malfunction of the latter. Bprod Agency does not bear the obligation to teach the Client the techniques necessary for the creation and/or administration of its multimedia component. In case of difficulty, The Client may request specific assistance from Bprod Agency, which will then be subject to additional invoicing, and may be deprived of control of its multimedia component and/or its machine and/or its files so that the company Bprod Agency can collect the necessary information and make the repairs and/or corrections necessary to restore the Customer’s service. Bprod Agency will only propose corrections and/or modifications with the express agreement of the Client. The Modifications which could result from it would be the exclusive responsibility of the Customer. and may be deprived of control of its multimedia component and/or its machine and/or its files so that the company Bprod Agency can collect the necessary information and carry out the repairs and/or corrections necessary to restore the Customer’s service. Bprod Agency will only propose corrections and/or modifications with the express agreement of the Client. The Modifications which could result from it would be the exclusive responsibility of the Customer. and may be deprived of control of its multimedia component and/or its machine and/or its files so that the company Bprod Agency can collect the necessary information and carry out the repairs and/or corrections necessary to restore the Customer’s service. Bprod Agency will only propose corrections and/or modifications with the express agreement of the Client. The Modifications which could result from it would be the exclusive responsibility of the Customer.
Section 13: Accessibility
Bprod Agency undertakes to make every effort to ensure the permanence, continuity and quality of the services it offers, subscribes in this respect to an obligation of means and is only liable for its gross negligence. Bprod Agency however reserves the right to temporarily and briefly suspend accessibility to its services or multimedia components for maintenance or improvement work aimed at their proper functioning or restoration, without the right to any compensation.
Article 14: Trademarks, patents and all intellectual and derivative rights
The Customer is solely responsible for the use of trademarks, logos, commercial or non-commercial insignia and/or copyrights present in his multimedia component and deposited by him. Bprod Agency, representative, declines all responsibility for the brand/domain names filed on behalf of its Client, in particular with regard to their availability. It is therefore important for the Customer to carry out the necessary research to ensure that the names and graphic or sound elements are available and that they do not contravene the National and/or International Laws in force, in particular for the protection of trademarks, names and copyrights. In general, the Client expressly guarantees Bprod Agency against any recourse of any kind whatsoever, emanating from any user or third party, and against any action or claim that may be brought against the Customer in respect of the content of the multimedia component developed, its use by itself or by third parties, and more generally in respect of the service, subject of this contract. In the event of litigation related to the service operated by the Customer, Bprod Agency reserves the right to unilaterally suspend this contract until the resolution of the litigation. In addition, due to the characteristics and limits of the Internet and/or the distribution of any medium, which the Client declares to be fully aware of, Bprod Agency cannot be held liable for, among other things, difficulties in accessing the multimedia component virus contamination of the Customer’s data and/or software, the protection of which is the Customer’s responsibility, malicious intrusions by third parties on the Customer’s site, despite the security system implemented on the Web Server. The damage that could be suffered by the equipment connected to the Server is the sole responsibility of the Customer, the possible misappropriation of passwords, confidential codes, and more generally of any information of a sensitive nature as well. As a developer of multimedia services, Bprod Agency is not responsible for problems related to computers that visit the site or other multimedia component as well as their possible misconfiguration. possible misappropriation of passwords, confidential codes, and more generally of any information of a sensitive nature as well. As a developer of multimedia services, Bprod Agency is not responsible for problems related to computers that visit the site or other multimedia component as well as their possible misconfiguration. possible misappropriation of passwords, confidential codes, and more generally of any information of a sensitive nature as well. As a developer of multimedia services, Bprod Agency is not responsible for problems related to computers that visit the site or other multimedia component as well as their possible misconfiguration.
Article 15: Warranties
The technical services sold, in particular the websites, web modules are guaranteed against any operating defect resulting from a design defect. The malfunction must appear within a period of 1 month, according to our guarantee. The warranty is excluded in the event of lack of maintenance, abnormal use of the product taking into account the standards applicable to the technology in question, modification or any intervention by third parties. The guarantee will only apply to the actual product quoted on the order form signed by the customer.
Article 16: Right of publicity
The service provider reserves the right to mention its realization for the Client as a reference within the strict framework of its commercial prospecting, external communication and advertising. Any reservation to the right of publicity of the service provider must be notified and negotiated before the signature of the estimate.
Section 17: Confidentiality
Each of the parties undertake to implement the appropriate means to keep secret the information and documents designated as confidential by the other party, and to which they would have access during this service. Each of the parties undertakes to ensure that this obligation is respected by its collaborators and any subcontractors. The obligation of confidentiality remains throughout the duration of the service and for the 99 years following its completion. It will lapse if the information falls into the public domain without any intervention by the party that received the information.
Article 18: Settlement of disputes
These General Conditions of Sale are subject to English law. A dispute that could not be settled by an amicable agreement between Bprod Agency and the Customer would fall under the exclusive jurisdiction of the Commercial Court of the United Kingdom, depending on the origin of the dispute, and regardless of the location. delivery of works.
