1 – PARTS OF THE CONTRACT
The term « Client » refers to any legal or natural person, having required the professional skills of Josepha Fanny as an independent Graphic Designer. The term « Third Party » means any natural or legal person who is not a party to the contract. The term « Graphic Designer » refers to the sole proprietorship Josepha Fanny whose head office is 1 place du Houblon, Melun 77000 registered with the URSSAF under the siret number: 90848428000015.
2 – GENERAL
The purpose of these general conditions of sale is to define the rights and obligations of the parties during all orders placed by a Customer with the sole proprietorship Josepha Fanny in the context of its commercial activity of creation and graphic design, and this by all the means at its disposal (mail, fax, telephone, email, etc.). The Graphic Designer reserves the right to modify its general conditions of sale, its formulas and its prices at any time and without notice. These changes will have no impact on current orders.
The Customer using the services of Josepha Fanny acknowledges having read the artistic and technical capacities of the Graphic Designer before requesting his intervention and accepts without reservation the following general conditions of sale, as well as the warnings set out in the Extract from the law n° 57-298 of March 11, 1957 on artistic property (OJ of March 14, 1957) of the rights of authors concerning the laws of intellectual property. To do this, the Customer will affix his signature when ordering, preceded by the handwritten words « read and approved » at the bottom of this document. Any order or quote signed entails full and unreserved acceptance by the Customer of these general conditions of sale as well as the specifications (attached to the quote if applicable).
The service includes everything that is explicitly listed in the “Nature of the service” field. As a corollary, it does not understand what is not explained in this same field.
3 – CUSTOMER RESPONSIBILITY
In order to allow these achievements in the best conditions, the Client undertakes to provide fair and sincere information and undertakes to notify the Graphic Designer of any change concerning the data provided and will be solely responsible for any malfunctions which may result from information erroneous. Customer must maintain a valid email address and mailing address.
4 – COMMITMENTS OF THE PARTIES
In general, the Client and the Graphic Designer undertake to collaborate actively in order to ensure the proper performance of the contract. Each undertakes to communicate any difficulties of which it becomes aware as the project progresses, to enable the other party to take the necessary measures.
A/ THE CUSTOMER
To enable the Graphic Designer to carry out his mission, the Client undertakes to:
- Establish the most precise possible specifications detailing the nature and environment of the order to be made, and which will not be subject to any further modification, except with the agreement of the parties, after having been approved by the Graphic Designer.
- Give the Graphic Designer the order form/quote (dated, signed and approved the T&Cs)
- Provide all the documentary, graphic and textual elements necessary for the proper performance of the contract, (in particular in the correct usable formats depending on the media targeted) and all the legal information to be added to the documents. The Client accepts responsibility for providing the content of the documents he publishes.
- Be the holder of the necessary intellectual property rights relating to all of the above elements transmitted to the Graphic Designer. The search for anteriority of names and creations is the responsibility of the Customer and remains his responsibility. Only the responsibility of the sponsor can be engaged in this respect.
- Actively collaborate in the success of the project by providing the Graphic Designer in a timely manner with all the information and documents necessary for the proper understanding of the needs and the proper performance of the services.
- Strictly comply with the technical and creative recommendations made by the Graphic Designer.
- Guarantee the Graphic Designer against any action that may be brought against him due to the nature of the data or information (texts, images, sounds) that may have been provided or chosen by the Client.
- Settle the sums due to the Graphic Designer within the specific deadlines.
- Inform the Graphic Designer of any competition with other Graphic Designers.
B/ THE GRAPHIC DESIGNER
- If necessary, the Graphic Designer may intervene in the development of the specifications, jointly with the Client.
- The Graphic Designer guarantees that the creations are legally available and are not encumbered with the rights of third parties, employees or not of the Graphic Designer, for the uses provided for under the contract.
- The Graphic Designer undertakes to regularly and effectively inform the Client of the progress of the project, in particular through validations submitted to the Client.
- For the purposes of confidentiality and for the duration of these presents and even after their termination for any reason whatsoever, the Graphic Designer undertakes to keep strictly confidential all information and documents of any kind whatsoever relating to the Client. , to which he could have had access in particular within the framework of the execution of this mission.
5 – ATTACHED COSTS
The technical costs and various elements possibly necessary for the realization of the services of the Graphic Designer and not falling under its offers are not included in the prices indicated. These include, for example, typographic fonts, photographs or illustrations from image banks, Cromalins, engraving or printing costs.
In the event that modifications, additions or deletions of data, requested by the client in progress – and reporting an omission, or an error on his part – would involve a substantial reworking of the initial specifications (corrections copyright), or involving additional work, the latter will be invoiced in addition to the initial estimate. The sums corresponding to the work already carried out by the Graphic Designer are due by the client company and immediately payable.
Subject to the Designer’s agreement, an additional emergency fee (50% increase in the daily rate) will be invoiced for services performed at the request of the client company during Saturdays, Sundays, public holidays, or at night ( either between 8 p.m. and 9 a.m. the next morning), or in the event of processing of the order in priority to other orders in progress by the Graphic Designer.
6 – ORDER FORM AND BEGINNING OF WORK
The estimate and the GTC (general conditions of sale) signed by the Customer are valid exclusively together for acceptance of the latter and act as an order form. The quotes issued by the Graphic Designer are valid on the date of their establishment and for a period of two months. They are likely to be revised in particular according to the evolution of the specifications. This must be accompanied by the payment of 30% of the overall price of the services to be provided. The work will begin when all the documents (estimate and GCS signed, 30% of the total amount paid) and graphic and textual documentary elements necessary for the proper performance of the contract, will be available to the Graphic Designer.
The deadline for completing the order is defined in the specifications attached to the estimate and signed by the Customer.
Failing this, the maximum deadline for completion by the Graphic Designer of the order placed by a Customer acting as a consumer and validated is set at five (5) months.
7 – APPROVALS
7-1 After the phase(s) of creation of the project, the Client undertakes to transmit to the Graphic Designer his validations in a clear and explicit manner by sending an email or a letter dated and signed to Josepha Fanny. It is agreed between the two parties that the consideration of request(s) for modification made by other means, in particular orally, are left to the convenience of the Designer.
7-2 In the absence of a validation or a request for modification of the models by the customer within fifteen days, these will be considered as validated by the two parties. The work carried out, delivered and tacitly validated, implies that the sums corresponding to this work are due.
7-3 The means of viewing the models before they go to print being numerous and not meeting the same standards, the Graphic Designer cannot be held responsible for any differences between a computer visualization and the final result of the products. The reproduction of colors cannot be guaranteed to be identical between the computer tool and the production line of the Graphic Designer’s partners. The colors visible on a screen (whatever it is) are not contractual and will in no case be those reproduced on the various media offered (the same is true for prints made on a printer).
8 – INVOICE AND PAYMENT
Unless an additional payment period has been clearly agreed, payment of the invoice is due on the date of delivery or a maximum of 30 days after its issue. Payment is made by bank transfer or by check payable to Josepha Fanny. In case of delay, penalties will be payable without a reminder being necessary in accordance with the law.
These penalties amount to 20% of the total amount of the invoice per day of delay. the calculation of penalties will begin on the second working day after the payment date indicated on the invoices. The calculation will end on the day of receipt of payment. In the event of non-payment, the customer will bear all collection costs.
9 – DEPOSIT AND CANCELLATION OF ORDER
In the event of termination of the contract before its term by the Customer, the latter formally undertakes to regularize and remunerate the amounts relating to the current schedule, the posts carried out or in progress, as well as the additional services carried out. All copyrights remain the exclusive and entire property of the Designer, with the exception of the data provided by the Client. The source files and data created and used by the Graphic Designer cannot therefore be claimed by the Client without a financial contribution. The models, and more broadly, all the original works, remain the property of the Graphic Designer, as well as the rejected projects. The deposit already paid will remain acquired by the Graphic Designer, constituting compensation for the work undertaken.
10 – WORKPLACE AND TRAVEL
Unless there is a written agreement between the Graphic Designer and the client company, the Graphic Designer reserves the right to carry out his mission outside the premises of the client company and to choose the place where he will carry it out. The client company, if it can offer it, undertakes not to impose on the Graphic Designer a physical presence or a trip to any place, regardless of the phase or progress of the mission. In the event of work on site, whether ad hoc or not, the client company undertakes to make all equipment, supplies and infrastructure available to the Graphic Designer if the completion of the assignment so requires.
11 – INCAPACITY FOR WORK
In the event of incapacity for work, as a result of illness or accident, the Graphic Designer reserves the right to modify the current schedule without the Customer being able to demand the payment of compensation. It is accepted that the Graphic Designer must notify the Client from the first working day of his incapacity.
12 – FORCE MAJEURE
The parties cannot be held responsible or have failed in their contractual obligations, when the failure to perform the respective obligations is due to force majeure; the contract between the parties is suspended until the extinction of the causes having generated the force majeure. Force majeure takes into account irresistible facts or circumstances, external to the parties, unforeseeable and beyond the control of the parties, despite all reasonably possible efforts to prevent them. Are also considered as cases of force majeure, the blocking of means of transport or supplies, earthquakes, fires, storms, floods, lightning, the shutdown of telecommunications networks, and in particular all networks accessible by Internet, or difficulties specific to telecommunications networks outside the parties. The party affected by the Force Majeure shall notify the other within five (5) business days following the date on which she will know about it. The two parties will then agree on the conditions under which the execution of the contract will be continued.
13 – SETTLEMENT OF DISPUTES
The contract is subject to French law. Any dispute or litigation relating to the interpretation or execution of this contract will be brought, in the absence of an amicable agreement between the parties, before the competent courts of Melun, to which they expressly attribute jurisdiction.
14 – PROPERTIES OF THE WORK PERFORMED
All of the production and related rights, subject of the order, remain the full and exclusive property of the Graphic Designer as long as the invoices issued are not paid in full by the Client. 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 invoices issued by the Graphic Designer within the framework of the order. Unless otherwise stated on the quote, the production files and sources remain the property of the Designer. Only the finished product will be sent to the Customer. The author has no obligation to provide the Client with the source files but only the result of his work in a form that can be used by professionals in the sector concerned. In the absence of such mention and if the Customer wishes to have the sources of the documents, an amendment to this document must be requested. The work carried out by the Graphic Designer, in particular the preliminary studies, remains confidential and can in no case be transmitted by the Client to a third party without prior agreement.
15 – PRINCIPLES OF ASSIGNMENT
In accordance with the CPI (articles L. 121-1 to L. 121-9), it is recalled that the moral right of a creation (including, among other things, the right to respect for the work and the right to respect for the name) remains attached to its author in a perpetual and imprescriptible manner. In fact, only the property rights explicitly stated on this order will be transferred to the client company, to the exclusion of any other, and this within the possible limits also appearing therein (limit of support, territory or duration). 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 according to 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 (art. L. 122-4 of the CPI).
16 – REPRODUCTION AND BROADCASTING RIGHTS
Reproduction and distribution rights are calculated according to the distribution of the creation. They can be ceded as a lump sum or partially. Each different adaptation of the original work subject to a new assignment of copyright. For each new edition, the amount of rights must be updated. The rights are transferred within the temporal and geographical scope of this contract and cannot exceed this limit. To allow the sponsor to freely exploit the service provided within the framework of its activity, all the economic rights relating to the creation of the Graphic Designer, under the project will be entirely and exclusively transferred to the sponsor, and this for the diffusion on the supports specifically addressed during the order, during the effective payment of all the fees due.
17 – COPYRIGHT AND COMMERCIAL NOTICE
Unless explicitly stated otherwise by the Client, the Graphic Designer reserves the right to include in the production a commercial statement clearly indicating its contribution, such as the formula « Design by Josepha Fanny Graphiste Indépendante » accompanied when the medium allows it by a hypertext link pointing to the commercial site of his activity (www.josephafanny.com). The client company undertakes not to oppose it, and never to delete this information.
18 – RIGHT OF PUBLICITY
The Graphic Designer reserves the right to publicly mention the achievements made for the Client to present it as a reference within the framework of its commercial prospecting, external communication, advertising, and the client company undertakes never to oppose.