1 — Purpose
These terms of service (hereafter the "Terms") govern all services provided by IBIFACE (the "Provider") to its clients (the "Client") in the fields of artificial intelligence, web development and cloud infrastructure. Any order implies unreserved acceptance of these Terms. Any special conditions negotiated and accepted in writing shall prevail for the specific engagement concerned.
2 — Parties
- Provider: IBIFACE, [legal form to be completed], SIRET [to be completed], commercial register [to be completed].
- Client: any legal or natural person having accepted a quote or purchase order issued by the Provider.
3 — Services
The Provider delivers consulting, design, development, deployment and operations on:
- AI platforms (LLM, machine learning, vision)
- Web applications and high-traffic interfaces
- Cloud (AWS, Azure, Google Cloud) and on-premise infrastructure
- Operations and maintenance under service contract
- Associated documentation and training
4 — Quotes and orders
Each engagement is the subject of a nominal quote, valid for 30 days unless otherwise specified. Signing the quote or issuing a referenced purchase order constitutes a firm order. Any modification of scope during execution is the subject of a priced amendment signed by both parties.
5 — Pricing and invoicing
Services are invoiced on a fixed-price,controlled time-and-materials (daily rate by profile) or service contract (monthly fee) basis. Prices are expressed exclusive of tax, plus applicable VAT.
Unless otherwise stipulated, invoices are issued as follows:
- Fixed price: 30% upon order, balance on delivery
- Time-and-materials: monthly in arrears, on validated timesheet
- Service contract: monthly in advance
Payment is by bank transfer upon receipt of invoice, at 30 days end-of-month. Late payment triggers penalties at three times the legal interest rate, plus a flat recovery-cost indemnity of €40 per invoice (French Commercial Code, Art. L.441-10).
6 — Delivery timelines
Timelines are set in the quote, based on the scope as expressed by the Client. They constitute a firm obligation of means and may be adjusted in the event of scope change, delay in delivering Client inputs or force majeure.
7 — Intellectual property
Deliverables specifically developed for the Client (application source code, configurations, documentation) are subject to a transfer of economic rights to the Client upon full payment of the corresponding invoices.
The Provider retains ownership of its methods, internal tools, generic software building blocks and prior know-how. The Client receives, where applicable, a non-exclusive, non-transferable licence within the scope of the engagement.
8 — Confidentiality
Each party undertakes to treat as confidential all information exchanged during the engagement, not to disclose it to third parties without prior written authorisation, and to implement appropriate technical and organisational measures to preserve its confidentiality. This obligation remains in force throughout the engagement and for the five years following its end.
9 — Data protection
Where the engagement involves the processing of personal data on behalf of the Client, the Provider acts as aprocessor within the meaning of the GDPR. A Data Processing Agreement (DPA) is then concluded, specifying purposes, categories of data, security measures and mutual obligations. The Provider guarantees that its own processing is compliant with itsprivacy policy.
10 — Liability
The Provider is bound by an obligation of means, not of result. Its liability can only be engaged in the event of proven fault and within the limits defined below.
The Provider's total liability for an engagement is capped at the amount of sums actually received in the twelve months preceding the occurrence of the damage, all damages combined.
The Provider cannot be held liable for indirect damages, data loss not associated with its exclusive fault, loss of revenue, loss of earnings or image damage.
11 — Force majeure
No party can be held liable for failure to perform its obligations resulting from a force majeure event within the meaning of Article 1218 of the French Civil Code.
12 — Termination
In the event of a material breach by either party, the other party may terminate the contract after a formal notice that has remained ineffective for 30 days. Termination entails payment of services already performed or committed.
13 — Governing law and jurisdiction
These Terms are governed by French law. Any dispute relating to their interpretation or execution falls, in the absence of amicable agreement, within the exclusive jurisdiction of the courts of [city to be completed].
14 — Contact
For any question regarding these Terms, please write to[email protected].