Terms of sale

Article 1 : Purpose and scope

These terms of sale apply, without restriction or reservation, to all web development services (marketing websites, web applications, maintenance) offered by ZKYSolutions (WIPIER Ludovic), sole trader (micro-enterprise scheme), SIRET 884 525 726 00029, to its business and/or private clients (hereinafter "the Client").

Article 2 : Quotes and orders

Every service is subject to a prior quote detailing the nature, scope and price of the work. The order is deemed final once the Client has accepted the quote in writing (signature, online approval or written agreement) and, where applicable, paid the agreed deposit.

Article 3 : Prices and payment terms

Prices are expressed in euros. Payment terms (any deposit, schedule, balance) are set out in the quote accepted by the Client. Under the French VAT exemption scheme (Article 293 B of the General Tax Code), VAT is not applicable unless the status of the business changes.

Article 4 : Delivery times

Completion times are given for guidance in the quotation and may vary depending on the Client's responsiveness (supply of content, approvals) and the complexity of the project.

By way of exception, ZKYSolutions gives a firm undertaking on the free mockup: it is delivered within seven calendar days of receipt of a complete brief. That period does not begin to run until the material needed to produce it has been received.

The period is suspended in the event of force majeure within the meaning of article 1218 of the French Civil Code, of unavailability on health grounds, or of any other event beyond the reasonable control of ZKYSolutions. The Client is informed without delay and given a new date.

Article 5 : Right of withdrawal

Professional Clients have no right of withdrawal: services are contracted at a distance, and the extension provided for in article L.221-3 of the French Consumer Code applies only to off-premises contracts.

Consumer Clients have fourteen days from acceptance of the quotation in which to exercise their right of withdrawal (article L.221-18 of the French Consumer Code). That right cannot be waived in advance: any clause to that effect is deemed unwritten (article L.221-29).

A consumer Client who wishes work to start immediately makes an express request to that effect when accepting the quotation, by means of a separate tick box that is not pre-ticked (article L.221-25). If they subsequently withdraw, they remain liable for an amount in proportion to the service already supplied at the date of withdrawal.

By a second box, separate from the first, the consumer Client acknowledges that they will lose their right of withdrawal as soon as the service has been fully performed before the fourteen-day period expires (article L.221-28, 1°). That acknowledgement takes effect only upon full performance.

The date, time, author of the action and version of these terms are recorded separately for each of those two boxes.

Article 6: Ownership and transfer of rights

Content supplied or entered by the Client (text, images, data) remains its full and entire property. The domain name is registered in the Client's name and administered by ZKYSolutions for the term of the contract. At the Client's request, ZKYSolutions provides the authorisation code allowing the domain name to be transferred to the registrar of its choice.

The free mockup, together with any study, proposal or development not covered by a paid and approved order, remains the exclusive property of ZKYSolutions. A Client who does not proceed has no right to use, reproduce or adapt those items, in whole or in part.

The website created for the Client becomes its property once it has been paid for in full, approved by the Client and put into production. ZKYSolutions then provides, at any time, on request and free of charge, a .zip archive containing the code of the Client's site, the technical foundation it is built on, its content and an export of its database.

The creation price transfers to the Client, on a non-exclusive and permanent basis and for the whole world, the rights of reproduction, representation, adaptation and modification of that code, including the foundation, for the legal term of protection. The Client may develop it further itself, entrust it to the provider of its choice and host it wherever it wishes, without authorisation or royalty.

As that transfer is not exclusive, ZKYSolutions retains ownership of the technical foundation together with the right to exploit it, develop it and reuse it for its other clients. The Client may not commercialise the foundation as such, nor assign, distribute or make it available to third parties otherwise than for the operation of its own site.

ZKYSolutions retains the right to mention the project in its portfolio, unless the Client requests otherwise in writing.

Article 7 : Liability and warranty

ZKYSolutions undertakes to perform the services with care and diligence. It cannot be held liable for indirect damage, data loss attributable to the Client, or misuse of the deliverables.

Article 8 : Complaints and mediation

For any complaint, the Client may contact contact@zkysolutions.com. In accordance with Articles L.616-1 et seq. of the French Consumer Code, private clients may use a consumer mediator free of charge; the mediator's details will be provided before any online sales system actually goes live.

Article 9 : Governing law and disputes

These terms of sale are governed by French law. Failing an amicable settlement, the French courts shall have sole jurisdiction, subject to the mandatory rules applicable to consumers.

Article 10 : Subscription, term and termination

Publication and continued operation of the site are covered by a monthly subscription, the packages and prices of which are published on the Pricing page of the site. The subscription starts on delivery of the site; its first month is invoiced with a 100% discount, i.e. zero euros. For a professional Client, the subscription is taken out for an initial term of twelve months, then continues with no commitment, terminable at any time with one month's notice. For a consumer Client, the subscription is monthly and without commitment from the outset. In the event of non-payment, ZKYSolutions issues a reminder and, failing settlement within thirty days, suspends publication of the site; the Client's content is retained for ninety days before permanent deletion and is handed over on request during that period.

Article 11 : Visual identity and Client-supplied content

ZKYSolutions is a development provider and offers no graphic design services: no logo, no brand guidelines, no art direction. The Client supplies their existing visual identity or engages a professional of their choosing, whose work ZKYSolutions integrates. Failing that, the site is built from one of the foundation's themes. The Client warrants that they hold the rights to all content they supply or enter (text, images, trade marks) and remains solely responsible for its lawfulness.