Terms and Conditions of Sale

This English version is provided for information only. The French version is the legally binding text under French law.

These Terms and Conditions of Sale (hereinafter the "T&Cs") govern all contractual relationships between Sagitech and its clients in connection with the IT and digital services offered. Any order implies full and unreserved acceptance of these T&Cs.

Article 1: Identity of the Provider

The provider designated in these T&Cs is:

• Business name: Sagitech
• Legal form: Micro-entreprise (French sole trader)
• Owner: Mr Anthony JOLY
• Trade Register (RCS): 539 302 075
• Registered office: Charente, France
• Telephone: +33 6 70 48 63 26
• E-mail: contact@sagitech.fr
• Website: www.sagitech.fr

VAT not applicable: VAT exemption under Article 293 B of the French General Tax Code. The wording "TVA non applicable - art. 293 B du CGI" appears on all invoices issued by Sagitech.

Hereinafter referred to as "the Provider".

Article 2: Purpose and Scope

The purpose of these T&Cs is to define the rights and obligations of the parties in the context of the sale of IT and digital services provided by the Provider to any business or individual client (hereinafter "the Client").

They apply automatically to any order placed with Sagitech, whether formalised by a signed quote, by e-mail exchange or by payment of a deposit. Placing an order constitutes unreserved and unrestricted acceptance of these T&Cs, which prevail over any other document issued by the Client, in particular over the Client's own general purchasing conditions.

Sagitech reserves the right to amend these T&Cs at any time. The applicable version is the one in force on the date the order is placed.

Article 3: Description of Services

Sagitech offers in particular, without this list being exhaustive:

• IT troubleshooting: diagnosis and repair of hardware (PCs, Macs, servers, peripherals, networks), on-site intervention in Charente or remotely across France, Switzerland, Belgium and Luxembourg.
• Website creation: design and development of showcase websites, e-commerce stores (WooCommerce, Shopify), landing pages and microsites, with basic SEO included.
• WordPress maintenance: management of updates (core, themes, plugins), automated backups, uptime monitoring and performance reports.
• Technical assistance and support: remote helpdesk (TeamViewer, AnyDesk) or on-site support, access management, configuration of business email accounts.
• Web performance optimisation: audit and improvement of Core Web Vitals, loading speed, Lighthouse and PageSpeed scores.
• Cybersecurity: security audits, implementation of two-factor authentication, GDPR compliance, team awareness training.
• Digital consulting: online presence strategy, Google Business Profile, selection and deployment of SaaS tools, training on digital tools.
• IT training: training sessions on site or remotely, with teaching materials included.

Sagitech reserves the right to expand, modify or discontinue certain services without notice, provided this does not call into question commitments already entered into.

Article 4: Quotes and Formation of the Contract

4.1 Preparation of the quote

Every service is subject to a free, detailed and personalised quote, prepared after analysis of the Client's requirements. The quote specifies the nature and scope of the services, the estimated delivery times, the payment terms and the total amount in euros (inclusive of tax).

4.2 Validity of the quote

The quote is valid for 30 calendar days from its date of issue, unless otherwise expressly stated. After this period, the Provider reserves the right to revise its rates.

4.3 Acceptance and formation of the contract

The contract is deemed formed upon receipt by the Provider of any of the following:

• the quote dated and signed by the Client, together with the handwritten or electronic wording "Bon pour accord" (agreed);
• an e-mail from the Client expressly confirming agreement to the terms of the quote;
• payment of all or part of the deposit mentioned in the quote.

Any change in scope requested after acceptance of the quote may result in a written amendment or in a new quote being drawn up. No change will be taken into account without the formal agreement of both parties.

4.4 Emergency services

For one-off urgent interventions (troubleshooting, immediate assistance), the order may be formalised by a simple written exchange (e-mail, SMS, messaging). These T&Cs nevertheless apply in their entirety.

Article 5: Pricing

All prices are expressed in euros, inclusive of all taxes. VAT not applicable under Article 293 B of the French General Tax Code.

The indicative prices published on the sagitech.fr website may change at any time and without notice. The contractually binding prices are exclusively those mentioned in the quote accepted by the Client.

Any service not provided for in the initial quote and carried out at the express request of the Client will be the subject of a pricing amendment subject to acceptance before any work is undertaken.

Travel costs are explicitly mentioned in the quote. For on-site interventions in Charente, travel is included in the standard hourly rate. For neighbouring departments, a mileage allowance of 0.40 EUR/km (round trip) may apply subject to prior agreement. Remote interventions incur no travel costs.

Article 6: Payment Terms

6.1 General terms

Unless otherwise stated in the quote, the following payment terms apply:

• For any service of an amount equal to or greater than 500 EUR: a deposit of 30% to 50% is payable on signature of the quote;
• The balance is due on delivery or at go-live, depending on the nature of the service;
• For recurring packages (maintenance, support): monthly invoicing, payable on receipt of invoice, no later than the due date indicated.

6.2 Means of payment

Payments are made by bank transfer, cheque or any other means agreed between the parties. The Provider does not accept cash payments above the legal threshold.

6.3 Payment conditions

Invoices are due 30 days from the date of issue, unless a different period is stated on the invoice. No discount is granted for early payment, unless expressly agreed by the Provider.

6.4 Retention of title

The deliverables created by the Provider (source code, designs, files) remain its exclusive property until full payment of the sums due. The transfer of rights to the Client is conditional upon full payment of the corresponding invoice.

Article 7: Late-Payment Interest and Compensation

Pursuant to Articles L.441-10 et seq. of the French Commercial Code, any late payment automatically results, without prior formal notice, in:

• late-payment interest calculated at a rate of three (3) times the statutory interest rate in force, applied to the tax-inclusive amount of the sums due;
• a fixed recovery indemnity of 40 EUR (forty euros), in accordance with Article D.441-5 of the French Commercial Code. Where recovery costs incurred exceed this fixed amount, the Provider reserves the right to claim additional compensation on production of supporting documents.

The Provider reserves the right to suspend all ongoing services in the event of a payment delay exceeding 15 calendar days, after formal notice has remained without effect for 48 hours. Such suspension does not entitle the Client to any compensation.

Article 8: Delivery Times

The timeframes indicated in quotes are provided for guidance only and do not constitute firm contractual deadlines, unless expressly stated otherwise in the quote or in a signed amendment.

Timeframes run from the time the following cumulative conditions are met: receipt of all the items, access and information required from the Client and, where applicable, receipt of the agreed deposit.

Any delay resulting from the Client's unavailability, from a failure or delay in transmitting the expected items, from a change in scope during execution, or from any force majeure event cannot be attributed to the Provider. These situations may give rise to an adjustment of timeframes and, where applicable, to a revision of pricing.

The Provider undertakes to inform the Client within a reasonable time of any risk of significant overrun of the estimated timeframes.

Article 9: Client's Obligations

To enable the proper performance of the services, the Client undertakes to:

• provide, within the agreed timeframes, all the items, information, content and access required to carry out the services (credentials, hosting access, editorial content, visuals, etc.);
• appoint a single point of contact, available and with the necessary authority to take decisions relating to the service;
• review, test and validate the deliverables supplied by the Provider within 7 working days of their being made available, unless a different timeframe is specified in the quote;
• guarantee the lawfulness and legitimacy of all content, trademarks, images and information submitted to the Provider, and assume full responsibility for them;
• carry out full backups of its systems and data before any intervention by the Provider, who cannot under any circumstances be held liable for data loss in the absence of a prior backup;
• notify the Provider without delay of any element likely to affect the performance of the service.

Failing feedback or validation by the Client within the allotted time, the deliverables are deemed tacitly accepted in their delivered state, which triggers invoicing of the corresponding balance.

Article 10: Right of Refusal and Service Suspension

The Provider reserves the right to refuse, suspend or interrupt any service, without compensation to the Client, in the following situations:

• non-payment of an invoice which has fallen due, following unsuccessful formal notice;
• requests relating to content or activities contrary to French law, public morals or the rights of third parties;
• defamatory or hateful content, content infringing privacy or constituting counterfeiting;
• manifestly disrespectful, aggressive or harassing behaviour towards the Provider or its staff;
• technical, legal, deontological or ethical inability to perform the service satisfactorily;
• any situation likely to engage the Provider's criminal or civil liability.

In the event of suspension or interruption on any of the above grounds, sums already paid in respect of work performed remain definitively acquired by the Provider.

Article 11: Intellectual Property

11.1 Deliverables created by the Provider

All creations made specifically for the Client (source code, designs, mock-ups, visuals, editorial content) remain the exclusive property of the Provider until full payment of all sums due. Upon full payment, the Provider assigns to the Client the rights to use the deliverables under the terms defined in the quote (scope, territory, duration). In the absence of specification, such assignment is limited to use within the scope of the commissioned project.

11.2 Third-party tools, methods and components

The tools, frameworks, open-source libraries, methods, templates and know-how used by the Provider in performing the services remain the exclusive property of the Provider or of their respective authors. Their use within the deliverables is subject to the applicable licences, with which the Provider ensures compatibility for the Client's use.

11.3 Commercial reference

Unless expressly opposed in writing by the Client within 30 days following delivery, the Provider is authorised to mention the project as a commercial reference on its website, its communication materials and in its commercial proposals (mention of the client's name, description of the service, screenshot or link to the project).

11.4 Warranty against eviction

The Client warrants the Provider against any third-party claim relating to the intellectual property of the items (texts, images, trademarks, logos, music) which it has submitted. Should the Provider be challenged, the Client shall bear all costs, indemnities and financial consequences resulting from such claim.

Article 12: Confidentiality

Each party undertakes to maintain strictly confidential any information, document or data of a confidential nature of which it may become aware in connection with the service, whether of a technical, commercial, financial or strategic nature.

The Provider undertakes not to disclose the Client's sensitive information to third parties, except where required by law, regulation or a binding court decision.

This confidentiality commitment applies throughout the duration of the contractual relationship and for a period of five (5) years from the end of the service concerned.

Article 13: Limitation of Liability

The Provider's liability is expressly limited to proven direct damage only, and may in no event exceed the total tax-inclusive amount of the sums actually paid by the Client in respect of the service in question.

The Provider cannot in any event be held liable for:

• indirect, intangible or consequential damage, or loss of business, revenue, customers or data suffered by the Client or a third party;
• damage resulting from incorrect use by the Client of the deliverables, systems or software supplied;
• failures, interruptions or degradations of third-party services (hosts, DNS providers, software publishers, telecom operators) independent of the Provider's intervention;
• data loss resulting from the absence of backup by the Client, despite the recommendations and best practices communicated by the Provider;
• the consequences of an external cyber attack, of a third-party software vulnerability, or of a security incident not directly attributable to the Provider;
• modifications made by the Client or a third party to the deliverables, systems or source code after their delivery.

It is the Client's responsibility to take all necessary measures to protect its equipment and data against the risks associated with the use of IT. The Provider cannot substitute itself for this responsibility.

Article 14: Force Majeure

The parties cannot be held liable for non-performance or delay in performing their contractual obligations resulting from an event of force majeure within the meaning of Article 1218 of the French Civil Code, i.e. an unforeseeable, irresistible event beyond the parties' control.

The following, in particular, are considered cases of force majeure: pandemic, epidemic, natural disaster, fire, flood, general strike, armed conflict, state-sponsored cyber attack, failure of internet access infrastructure or any event presenting the legal characteristics of force majeure.

The party affected by such an event shall inform the other by any means as soon as possible, specifying the nature and foreseeable duration of the impediment. The affected obligations are suspended for the duration of the event. If the impediment lasts more than 60 consecutive days, each party shall be entitled to terminate the contract without compensation.

Article 15: Termination and Cancellation

15.1 Recurring packages

Either party may terminate a recurring services contract (maintenance, support) at any time, subject to 30 calendar days' notice, notified by e-mail with acknowledgement of receipt or by registered letter with acknowledgement of receipt sent to the Provider's address.

15.2 One-off projects

In the event of termination by the Client of a one-off service order (website creation, audit, development) already accepted and in progress:

• the work carried out up to the date of termination will be invoiced in full on a pro rata basis for the time actually spent and the deliverables produced;
• the deposit paid on order remains definitively acquired by the Provider, regardless of the progress of the work;
• if the amount of work carried out exceeds the deposit, the difference is owed by the Client.

15.3 Termination for breach

In the event of a serious breach by one party of any of its contractual obligations, the other party is entitled to terminate the contract automatically, without judicial intervention, after formal notice by registered letter with acknowledgement of receipt has remained unsuccessful for a period of 15 calendar days. Such termination does not exclude any claim for damages.

Article 16: Claims and After-Delivery Service

Any claim relating to a service must be made in writing (e-mail or registered letter) to the Provider's address, within a period of 30 calendar days following delivery or performance of the disputed service.

The Provider undertakes to acknowledge receipt of the claim within 48 working hours and to provide a reasoned reply within 5 working days.

Claims made out of time, or not supported by sufficient evidence, cannot be taken into consideration.

Article 17: Consumer Mediation

In accordance with Articles L.612-1 et seq. of the French Consumer Code, any consumer Client has the right to refer the matter free of charge to a consumer mediator with a view to the amicable resolution of a dispute with the Provider.

Recourse to mediation must take place within one year of the written complaint addressed to the Provider. The contact details of the competent mediator will be communicated to the Client on simple request to contact@sagitech.fr.

Mediation does not apply to business-to-business relationships, for which direct recourse to the competent courts remains the applicable route.

Article 18: Personal Data Protection

Personal data collected in the course of contractual relationships (surname, first name, e-mail, telephone, billing data) are processed in accordance with the General Data Protection Regulation (GDPR, EU Regulation 2016/679) and the French Data Protection Act.

This data is processed solely for the purposes of managing the client relationship, invoicing and performing the services. It is not transferred or sold to third parties.

The Client has rights of access, rectification, erasure, restriction and objection in accordance with Sagitech's Privacy Policy, available on the sagitech.fr website.

Article 19: Governing Law and Jurisdiction

These T&Cs and all contractual relations between Sagitech and its clients are exclusively subject to French law.

In the event of a dispute, the parties undertake to seek an amicable solution before any legal action. Failing an amicable agreement within a reasonable time, and subject to the provisions relating to mediation applicable to consumers:

• For business clients: any dispute relating to the interpretation, performance or termination of these T&Cs shall be submitted to the exclusive jurisdiction of the competent courts of Angoulême (Charente), notwithstanding multiple defendants, third-party claims or emergency proceedings.
• For consumer clients: pursuant to the mandatory rules of consumer law, territorial jurisdiction is determined by the rules applicable to the consumer's place of residence, without prejudice to amicable remedies.

Article 20: Miscellaneous Provisions

20.1 Entire agreement

These T&Cs and the accepted quote constitute the entire agreement between the parties and cancel and replace any prior agreement, proposal, correspondence or undertaking relating to the same subject matter.

20.2 Severability

If any of the provisions of these T&Cs were to be declared void or unenforceable, the remaining provisions would retain their full validity and full effect.

20.3 Non-waiver

The fact that the Provider does not avail itself at any given time of one of the provisions of these T&Cs cannot be interpreted as a definitive waiver of the right to rely on it later.

20.4 Subcontracting

The Provider reserves the right to use subcontractors or partners for all or part of the services, while respecting confidentiality and the expected quality of service. Sagitech remains the Client's sole contractual point of contact.