Preamble and Definitions

 

The present general conditions apply to all consulting, creation, communication, event organization and advertising services provided by AUTOUR DE L'IMAGE SAS. The order of a service implies the complete and unreserved adherence of the Client to the present General Conditions.

Is called AUTOUR DE L'IMAGE or AGENCY, SAS AUTOUR DE L'IMAGE.

A CUSTOMER is the natural or legal person who has signed the order form or the estimate or who has notified his order in writing.

The list of work requested from AUTOUR DE L'IMAGE SAS by the Client prior to any work carried out is called the LOAD BOOK.

Is called SERVICES, all the services made available to the Client by the agency, namely :

  • Studies and advice
  • Realization of communication campaigns
  • Written communication
  • Interactive communication
  • Audiovisual communication
  • Event communication
  • And generally speaking, any services requested by the client having been the subject of a formal proposal from the agency.

 

Article 1 - Acknowledgement and acceptance of the GTCs

 

The present general terms and conditions of sale can be consulted on www.autourdeliamge.com/conditions-generales-de-vente. Consequently, the Client who contacts the agency is deemed to have read and accepted these general terms and conditions of sale. The quotes include a link to consult the general terms and conditions of sale on the agency's website. The general terms and conditions of sale constitute the legal basis of all our contracts. They override any clauses to the contrary, whether printed or not, proposed by the Client or taken as the basis for drafting his order, if they have not been explicitly accepted by the agency. By signing a quote, signing a contract, using a service, the Client declares that he has read these general and special terms and conditions, where applicable, and accepts all the provisions and rules established without any reservation or guarantee other than those stipulated above.

 

Article 2 - Order taking

 

Unless there is a special agreement, AUTOUR DE L'IMAGE SAS is only bound by its Clients' orders subject to the payment of a deposit of 50% of the total amount of the estimate that will have been established. Orders will only be taken into account upon return of the "Order Form" or quote and the corresponding specifications, dated, signed and respectively preceded by the mention "Good for agreement" and, or "read and approved" by the Client, the signatures entailing acceptance of the terms of the quote and validation of the specifications. All raw materials and documents entrusted by the Client, as well as the work or services carried out by AUTOUR DE L'IMAGE SAS constitute a pledge assigned to payment. In any event, these elements may be subject to retention or suspension in the event of non-compliance with an obligation by the Client. The benefit of the order is personal to the Client and cannot be transferred to a third party without the authorisation of AUTOUR DE L'IMAGE SAS.

 

Article 3 - Modification of the order

 

Any modification of an order must be made in the same forms as the initial order. Any cancellation of the order will entitle AUTOUR DE L'IMAGE SAS to the deposit attached to it without prejudice to any additional compensation that the agency may claim before the courts as a result of this cancellation.

 

Article 4 - Subcontracting

 

AUTOUR DE L'IMAGE SAS is authorised, without written instructions to the contrary from the client, to subcontract all or part of the work ordered by the client.

 

Article 5 - Prices

 

The sales price is expressed in euros excluding taxes.

 

Article 6 - Payment of benefits

 

Invoices are payable on receipt, unless otherwise agreed. In the absence of payment by the due date. AUTOUR DE L'IMAGE SAS reserves the right to put the buyer on notice to pay the invoiced amount and to apply the current legal interest rate in addition. Any sum not paid on time, any late payment, or any unpaid (in the event of the bank returning the payment vouchers for unpaid) sum due by the Customer, will lead to the immediate suspension of services, pending the regularisation of the situation. This suspension cannot constitute a cause of liability for AUTOUR DE L'IMAGE SAS. The company AUTOUR DE L'IMAGE SAS reserves all intellectual and property rights on its production until full payment of the invoices. Payment is made on effective collection of the price; the handing over of a draft or any other document creating an obligation to pay does not constitute payment in full discharge. Failing this, all documents must be returned to the company without delay or will be deleted from public or private servers connected to the Internet. In the event that the delay in payment exceeds two months, AUTOUR DE L'IMAGE SAS reserves the right to take legal action. The Client will not be able to claim compensation from AUTOUR DE L'IMAGE SAS due to the suspension of its services following a payment incident.

 

Article 7 - Case of unsuccessful proposals

 

The estimates of the company AUTOUR DE L'IMAGE SAS are free, the projects presented must be returned to us in their entirety (digital documents and papers) if they are not retained and remain the property of the company AUTOUR DE L'IMAGE SAS.

 

Article 8 - Confidentiality

 

Autour de l'Image SAS undertakes, for the duration of the execution of the order, as defined by the order form or the signed quote, not to divulge any information of a confidential nature communicated to it by the Client.

 

Article 9 - Intellectual property

 

Autour de l'Image SAS remains the sole owner of the copyright resulting from its services. The exploitation of the creations and services is carried out in accordance with the provisions of the order placed and the legal and regulatory provisions in force at the time of the signature of the contract. Any use of the creation, not provided for in this contract, must be subject to express prior authorisation and remuneration to be agreed. In addition, technical costs inherent to the delivery of source material may be applied. The identification elements of the company, in particular the logo, the acronym, the brand name, the packaging must be the subject of a separate agreement providing for the terms of transfer of rights and remuneration. With regard to the rights of third parties (copyright, neighbouring rights), these rights are negotiated by Autour de l'Image SAS in agreement with the Client according to the needs of the services provided, and invoiced to the Client. In the event that it is envisaged to proceed with uses other than those initially planned, Autour de l'Image SAS will endeavour to negotiate with the third party with a view to acquiring the rights necessary for these uses. In return, the Customer undertakes to inform Autour de l'Image SAS of any use not initially foreseen in the order. The transfer granted above does not cover the rights of individuals (image rights, personality rights linked to individuals or legal entities, for the occasional creation of specific contributions such as photography, illustration, video). These rights are negotiated by Autour de l'Image SAS in agreement with the Customer according to the needs of the services provided and invoiced to the Customer. Autour de l'Image SAS shall indicate to the Customer the amount and limits of the rights acquired. The Client guarantees that any document communicated to AUTOUR DE L'IMAGE SAS, by him, his auxiliaries and/or his representatives is free of any copyright, belonging to a third party, which would prohibit the performance of the services promised by AUTOUR DE L'IMAGE SAS. The Client irrevocably undertakes to pay, in his capacity as guarantor, all damages and interest that may be claimed from AUTOUR DE L'IMAGE SAS, for the violation of a third party's copyright, as a result of the execution of the services or benefits accepted by the client. The client expressly authorises AUTOUR DE L'IMAGE SAS to notably rework, retouch and modify all documents provided by the client, as well as to make reproductions for the needs of the execution of the order. The Client undertakes to inform AUTOUR DE L'IMAGE SAS, as soon as they are noticed, of any violation of the aforementioned copyrights.

 

Article 10 - Archiving

 

Unless otherwise agreed in writing, AUTOUR DE L'IMAGE SAS is not obliged to keep working documents, whatever the medium (in particular, data, negatives, models, texts, translations, films, compositions, proofs and material used for the execution of the work). For technical security reasons, this release only takes effect 10 days after delivery of the goods. In the event of an agreement on storage, the costs of archiving, further processing, formatting and editing shall be borne by the customer. However, due to the fragility of certain documents, for example negatives, AUTOUR DE L'IMAGE SAS will not be held responsible for any damage to them.

 

Article 11 - References

 

The Customer expressly authorises AUTOUR DE L'IMAGE SAS to use his name and the products or services developed on his behalf for commercial purposes.

 

Article 12 - Customer's liability

 

The Customer shall make available to Autour de l'Image SAS, on a confidential basis, all the elements that it will be possible to provide to the latter and which are necessary for the knowledge of the products and services that are the object of the order and for the knowledge of their markets. The Customer guarantees Autour de l'Image SAS for all the consequences of an action which would find its source in the information provided by him/her on his/her products or services. He is therefore responsible for the information he sends to Autour de l'Image SAS concerning in particular the name, composition, qualities and performance of the product or service that is the subject of the order. It is also responsible for compliance with the legislation specific to its activity. Consequently, Autour de l'Image SAS may under no circumstances be held responsible for projects that it has submitted to the Customer and for which it has obtained the Customer's agreement, particularly in the event of liability claims. The Client guarantees AUTOUR DE L'IMAGE SAS and will take its place in the event of legal action and/or a conviction that the latter would have to bear due to a failure by the Client to comply with these various obligations to declare, notwithstanding compensation for the entire prejudice suffered by AUTOUR DE L'IMAGE SAS.

 

Article 13 - Responsibility of the Autour de l'Image SAS agency

 

Autour de l'Image SAS must not fail in its obligation to provide advice. Autour de l'Image SAS shall ensure, as far as it is concerned, compliance with advertising regulations within the framework of the campaigns and media that it designs and distributes on behalf of the Customer. Autour de l'Image SAS shall not be held liable for any decision taken by the Customer or any third party designated by the Customer. AUTOUR DE L'IMAGE SAS undertakes to carry out the obligations at its charge with all the care customary in its profession and to comply with the rules of art in force. The Client may only seek the liability of AUTOUR DE L'IMAGE SAS by proving faulty behaviour, it being understood that this liability is expressly limited to foreseeable and direct damage and may not exceed the total cost of the service which is at the origin of the damage caused. The action for compensation must be brought within 15 days of the damaging event. AUTOUR DE L'IMAGE SAS cannot be held liable in cases of force majeure.

 

Article 14 - Force Majeure

 

The Customer may not hold AUTOUR DE L'IMAGE SAS liable or break its commitment in the event of a case of force majeure. A case of force majeure is understood to be any event making it either impossible or manifestly more difficult to fulfil an obligation due to the unforeseeable or irresistible or external nature of this event, these three criteria being alternative such as strikes, interruptions in energy supply, blocking of telecommunications and computer networks (including the connected networks of telecommunications operators), breaking of the specialised link, ...

 

Article 15 - Tolerance and Integrity

 

The fact that one of the parties has not required the application of all or part of the commitments provided for in these conditions, whether permanently or temporarily, shall not be deemed to constitute a modification of these conditions or to establish any right whatsoever over the other party. If one or any of the stipulations of the present conditions were to be recognised as being null and void with regard to a rule of law, a law in force or a court decision, it would be deemed to be unwritten and would not lead to the nullity of the contract.

 

Article 16 - Applicable law and jurisdiction

 

This contract is governed by French Law. The parties will seek, prior to any litigation procedure, an amicable solution to any disputes that may arise. In the absence of an amicable solution, any dispute arising from the execution or breach of this contract will be subject to the sole jurisdiction of the courts of Paris. This clause applies even in the case of summary proceedings, incidental claims or multiple defendants and regardless of the method and terms of payment.

 

Paris, June 18, 2018 - © Autour de l'Image SAS

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