We welcome you to Pack-2B. You are the customer, natural or legal person, under private or public law, who subscribes to the services offered by pack-2B. You have defined your real needs, your constraints. You wish to entrust us with missions falling within our fields of activity.
Article 1 – The service offer proposed by Pack-2B
Our offer is structured around five main phases:
These phases are constitutive of our digital marketing strategy. You are perfectly free to subscribe to services falling under only one of these phases.
Article 2 – Acceptance of the general sales conditions
You declare to have read these general conditions and terms of sales (hereinafter the »"General Terms and Conditions of Sales") and to have accepted these without reserve before placing an order by returning the quote or the offer that we have made. The validation of the order therefore constitutes acceptance without restriction or reservation of these General Terms and Conditions of Sales. The General Terms and Conditions of Sales determine the contractual conditions applicable to the provision of services that we offer to our customers.
Article 3 – Quotation or order form
The expected service gives rise to the prior establishment of a descriptive estimate of the work to be performed specifying their nature and purpose. To confirm your order in a firm and definitive manner, you must return the signed estimate to us with your stamp and the words "Good for agreement". The regularized estimate can be returned by email if necessary. Likewise, the expected service can be fixed in an order form which will be returned by you with your stamp and the mention "good for agreement". When an estimate drawn up by Pack-2B or an order form is accepted by you, the specific conditions thereof modify or supplement the General Terms and Conditions of Sales. All services not defined in the estimate that you will have regularized or in the signed order form must be the subject of an additional estimate that we will establish followed by your express and prior acceptance. Unless expressly agreed between us, any quote offered to you by Pack-2B is valid for 15 days from the date of issue.
Article 4 - Collaboration
4.01. We support you in your digital marketing strategy in an active collaborative and co-creation logic. In order to facilitate the smooth running of the project and to involve you at each stage of it, close collaboration between us is essential. This collaboration involves in particular a regular and spontaneous exchange of information and documents which would be useful for the proper execution of the project and regular monitoring of the progress of the project.
As such, the kick-off meeting is an essential step for the success of the project since it will make it possible to recall the missions entrusted, the objectives of the project, the allocated budget, your dedicated staff resources and to set the schedule and the key stages of the project. A report email will be sent to the various parties. Similarly, in a logic of exchange and collaborative work, a regular email (weekly or monthly depending on the project) will be sent by Pack-2B to the different parts of the project to take stock of its progress. from a planning, budget and satisfaction point of view. The absence of a response from you will constitute validation of the terms of the email. The principles of sharing knowledge, training and coaching your teams, and helping your project succeed are at the heart of Pack-2B's action
4.02. We reciprocally undertake to designate a single point of contact, authorized to represent your team for the execution of the contractual relationship and responsible for ensuring their relations, and to inform the other. We will each be free to replace our interlocutor at any time during the duration of the contractual relationship, subject to informing the other party beforehand by any means.
4.03. The deadlines indicated in our quotes are indicative deadlines and are counted in working days. A "working day" is understood to mean the days actually devoted to the assigned mission, whether consecutive or not.
4.04. We agree together that for each deliverable subject of the contract, and unless otherwise provided in the estimate, you may request the modification of the work submitted to you within the limit of two returns for additional work on each deliverable. Beyond that, if you wish to have more changes made to the deliverables submitted to you, the additional work will be subject to additional invoicing.
Article 5 - Commitments of Pack-2B
We are committed to providing all the care and diligence necessary to provide quality services in accordance with professional practice and the state of the art. We only respond to an obligation of means unless expressly provided otherwise in the quote or order form. We are committed to performing the services entrusted in active collaboration with you. We are committed to informing you on a regular basis (weekly or monthly depending on the project) of the progress of the project from a planning, budget and satisfaction point of view.
Article 6: Your commitments
Subject to the full performance by us of the obligations incumbent on us, you expressly agree to:
- communicate all the information and content necessary for the proper performance of the mission by Pack-2B as well as the explanations associated with this information and content - make payment for the services to Pack-2B
- notify us of any anomaly or fact likely to compromise the proper performance of the services that would be brought to your attention.
As a guarantee of the success of the project, you are involved in each phase of it and responsible for ensuring that the project meets your needs. Also, throughout the contractual relationship, you are jointly responsible for the smooth running of the project and, in a spirit of collaboration, do everything possible to find solutions to the difficulties encountered in the common interest of the project.
Article 7 - Receipt of deliverables
As an extension of the collaborative process, the receipt must allow you to check the service you have entrusted to us in relation to the contractual documents. You agree to validate the deliverables within the times defined in the planning or at most within 4 (four) weeks. The acceptance report confirms or not the validation according to the criteria defined in the contractual documents. In the event of anomalies, we record them together in the acceptance report signed by you and us. We make the required corrections within 30 days of signing the acceptance report and delivery of the corrected deliverables which are subject to a new contradictory control and a new acceptance report signed by the parts. In this recipe phase, in order to facilitate it, we already agree that we can organize a recipe workshop at any time to reach a final recipe as soon as possible. In all cases, if you have not made any reservations within the time limit, the deliverable is considered validated.
Article 8: Financial conditions
8.01. Price: In return for the proper and complete performance of the Services, you will pay us, for each service, the price defined in the quote or order form. The prices are denominated in euros and calculated excluding taxes; they will be increased by the VAT rate in force on the day of the order.
8.02. Payment period: Any amount due by you under any invoice for services must be paid upon receipt.
8.03. Terms of payment: Any amount owed by you under any invoice for services is payable by you, at your sole discretion by check or by bank or postal transfer. All orders will be subject to payment of a deposit of 50 (fifty)% of the total amount of the quote or the purchase order. Execution of the work will begin after receipt of said deposit. The balance must be paid upon final acceptance of the deliverable made during the service.
8.04. Delay or default in payment: In the event of late payment, total or partial, will be payable: - late payment penalties at the contractual rate of 20.00%; - lump sum compensation of 40 euros for recovery costs; We reserve the right to the right to suspend the execution of our services 8 (eight) days after formal notice remains unsuccessful. The starting point of calculation is fixed at the billing deadline, namely the day after the issuance of the invoice.
Article 9 - Duration
The General Conditions will come into force on the date of signature of the quote or the purchase order, will apply for the duration of the performance of the service and will end upon completion of the mission you have entrusted to us. . The provisions of Articles 13, 14, 15 will continue to apply after the termination of the contractual relationship.
Article 10 - Miscellaneous provisions on IT services provided by Pack-2B
10.01. Domain names : Among the services offered by Pack-2B, you can mandate us to carry out on your behalf the procedures for the reservation, and / or the registration, and / or the maintenance of a domain name comprising your brand or your name. social security, or a distinctive sign belonging to you, within the limits of availability and respect for the prior rights of third parties, which you must first research and which will be expressly deposited in the name and on your behalf and will remain your property, under your sole responsibility , under your administration (administrative contact) but under the technical control of Pack-2B (technical contact). You remain solely responsible for the choice of the domain name, for the preliminary research on any prior right held by third parties and you are solely responsible vis-à-vis these third parties. You will guarantee us and will intervene voluntarily as a guarantee in the event of legal action, or search for liability in general, brought by a third party against us in any capacity whatsoever, concerning the domain name (s) in question. In the event of termination or suspension of the contractual relationship, the fees and delegation transfer costs will be payable by you.
10.02. Hosting Among the services offered by Pack-2B, you can entrust us with hosting your site by a third party. The hosting service includes all of the services referred to in the quote or order form (disk space, monthly traffic, price). We are committed to providing all the care and diligence necessary to provide a quality service in accordance with the practice of the profession and the state of the art. We only respond to an obligation of means. We reserve the right to modify at any time the characteristics of our technical infrastructures and the choice of our suppliers, provided that these modifications make it possible to offer performances at least equivalent to those provided at the time of signature of the quote or purchase order. ordered. We will notify you, by email, to the extent possible, within a reasonable timeframe of any possible interruption of service by our supplier. We cannot be held liable if our supplier's server was unavailable for reasons of force majeure, including in particular the long-term failure of the public electricity distribution network, the failure of the public telecommunications network, the loss of Internet connectivity. due to public and private operators on which the supplier depends. In the event of a serious incident affecting the proper functioning of the hosting platform, we will endeavor to take all necessary measures with our supplier to ensure the maintenance of the service. We are not responsible for damages such as business damage, loss of goodwill, loss of order, or loss of branding. In any event, the amount of damages to which we could be ordered is limited to the annual amount of the accommodation contract concluded. You are entirely and solely responsible for the content of the pages published on your site. As such, and in particular, you agree not to host sites offering racist or illegal content and those with hypertext links to this type of site or content whose character would be defamatory or offensive or sites to pornographic character. You are informed that the publications constitute in particular intellectual works within the meaning of Article L 112-2 of the Intellectual Property Code and are protected by copyright. You are solely responsible for any violation of legal provisions.
Article 11 - Evolution of deliverables - right of priority: In a wish to extend the contractual relationship, you agree to propose to us in priority the realization of the evolutions of the deliverables provided within the framework of the contractual relationship, by indicating to us in writing the precise characteristics of the envisaged evolution. In the event of a written request by you concerning the realization of a change, we are required within 30 working days of receipt of the proposed change request, to offer you a quote. If you do not receive our response within this period or fail to agree between us on the estimate, you will be free to contract with a third party of your choice.
Article 12 - Services for purchasing advertising space
12.01. Purchase of advertising space: Among the services offered by Pack-2B, you can give us a mandate to negotiate and buy advertising space in the various media and supports in order to ensure the distribution of your advertising material and the redirection of recipients. advertising to your website Based on the media plan and prior to any purchase of space, we will establish an estimate including: - the status of space reservations detailed by medium and insertion - a calendar of media investments per month of publication or distribution. - a budget estimate of the discounts granted by the media used, calculated on the basis of the volumes you will commit. You will return a signed copy of the space reservation report to us within a sufficient for us to be able to make final reservations through the various media. Under no circumstances will we be able to engage on your behalf without your prior written consent on the reservation status (by means of an order form). The duration of the service will be fixed in the estimate or the order form. You undertake to provide quality advertising material, in accordance with the customs and standards of your profession and you undertake to make your best efforts to provide reliable, complete and most recent information possible. We cannot under any circumstances be held responsible for poor quality or lack of publication due to the medium, nor for the results obtained in terms of audience and contacts when we have fulfilled all the obligations set out. our load. You further agree to provide lawful content, in accordance with the laws in force and in particular the legislation relating to advertising as well as the charter of best practices for online advertising of 2015. We will keep you informed of the conditions under which your advertising messages will have been broadcast. Our remuneration will be fixed in the estimate or the purchase order. You will pay directly for past purchases of space on the basis of invoices issued by the media, a copy of which will be sent to us simultaneously by the media or we will pay in the name and on your behalf the invoices issued by the media, a copy of which will be attached to our bill. The seller of advertising space will also send you a copy of the invoice in accordance with the law.
12.02. Telephone retargeting Among the conversion solutions offered by Pack-2B, you can entrust us with a telephone retargeting operation. To achieve it, we will use an external solution for operating databases, analyzing web traffic. As far as possible (filters, audience, objectives) Pack-2B has an obligation of means in the delivery of contacts and will only deliver the number of potential contacts each month. The financial conditions include:
- A cost of € 10 excluding VAT per nominative contact delivered after filtering according to the configuration methods provided for in the configuration file.
- A cost of € 20 excluding tax for the argued nominative contact, that is to say the contact having been the subject of a call during which the call scenario was carried out, whatever the outcome of this call.
- A cost of € 100 excluding VAT per lead resulting in the qualification of a short-term need and a physical or telephone appointment.
On the 1st day of each calendar quarter, and within the following ten (10) days, Pack-2B stops the observed consumption of the Retargeting Service for the past quarter and accordingly sends you a statement of this consumption and an associated invoice, to be paid. within thirty (30) days of receipt. The invoice cannot be discussed or contested beyond a period of five (5) working days from the day it is received by you. All contact delivered is due. A maximum of contacts delivered per month and per customer will be indicated in the order form on the anniversary date of the order, and in the event of renewal, all the prices indicated in this contract will be automatically and automatically updated according to the application of the index. SYNTEC, the benchmark index being that published on the date of signature of the order form or on its renewal date. You agree to provide Pack-2B with the completed configuration file no later than five (5) working days following the signing of the order form. The rigorously completed configuration file is a mandatory element for the performance of our service to be returned to you. Pack-2B sends you at the latest within 10 days of signing the quote a script to be installed on its site for the start of the service. You agree to implement this script without delay and at the latest within the following five (5) days, this script being mandatory for our service to be returned to you. The rigorous and strict execution of this provision constitutes a substantial provision of the commitment of the parties and in particular of Pack-2B.
Article 13 - Intellectual property
13.01. Intellectual property elements provided by the Client: Regarding the elements that you provide protected by intellectual property rights, they remain your exclusive property. You declare that you have all the necessary rights and / or authorizations, and you guarantee us against any possible claim from a third party who claims to have an intellectual property right on any of the elements provided by you, in particular all texts, images. , logos, graphics, photos, audio or video films, files, software, databases.
13.02. Intellectual property elements provided by Pac-2B: All the elements pre-existing to the service provided by Pack-2B protected by an intellectual property right remain our exclusive property and we reserve the right to resell or use all or part of our creations. The creations (graphics, content, etc.) remain our property. We may, if necessary, assign you an exploitation right expressly and unequivocally. You acquire no rights over the tools, methods, databases and know-how used by us in the context of the contractual relationship.
13.03. Elements resulting from the co-creation: We agree together that we are undivided co-holders of the intellectual property rights, and in particular of the copyright, attached to all the Works resulting from the co-creation within the framework of the missions entrusted to the estimate. The Works are understood in all deliverables and in particular white papers, studies, creations, models, drawings, key visuals, names, logos, website, slogans, advertising campaigns. We grant each other, for our share of ownership of the Works, free of charge and for the whole world and for the entire duration of legal protection of intellectual property rights such as arising from French and foreign legislation and international conventions on property. literary and artistic or other that are or will be in force, including the extensions that could be made to this term of protection, the intellectual property rights that we may hold on the Works except for specific provision specified in the estimate or the order form . We authorize you to register the names found in collaboration within the framework of the project as a trademark. Because of the undivided rights that we have in the Works, you agree to request our services for any creation of a work derived from the Works.
13.04. Retention of title
The exploitation rights referred to in Article 13.03 above will only be granted to you upon effective payment in full of the price agreed in the quote or purchase order.
Article 14 - Confidentiality We reciprocally undertake to implement the appropriate means to keep the most absolute secrecy on the information and documents designated as confidential by the other party, and to which it would have had access during the execution of the contractual relationship. We reciprocally undertake to ensure that this obligation is respected by our employees, parent company, subsidiary and any subcontractors. Any exchange of confidential information will be made in writing signed by the party who received documents with confidential information. The confidentiality obligation will continue for a period of 12 months after the expiration of the contractual relationship. It will lapse if the information designated as confidential falls into the public domain, is revealed to the public by the party which designated it as confidential or by any third party but without any intervention by the party who received the information. .
Article 15 - Non-solicitation of Pack-2B personnel You agree not to hire, attempt to hire or make work directly or indirectly any employee of Pack-2B regardless of their status during the execution of this contract and 12 ( twelve) months from the end of the contractual relationship. In the event of non-compliance with the preceding stipulations, you will be required to pay us immediately, as a penalty clause, a lump sum compensation in an amount equal to 12 (twelve) times the last gross monthly salary of the person solicited or hired, plus all costs for recruiting a replacement
Article 16 - Customer reference
Unless you expressly prohibit it, we are authorized to mention your name and to reproduce your brands and / or distinctive signs on our own communication media and to rely on the services that we have provided to you as well as the deliverables made within the framework of the contractual relationship in order to promote our own activity. We reserve the right to insert on your website a hyperlink to the site www.pack-2b.com
Article 17 - Liability - insurance
17.01. Delivery times: The parties undertake to do their utmost to make their respective deliveries within the announced deadlines. In the event of a delay in delivery by one of the parties, we reciprocally undertake, in good faith, to comply with our obligation as soon as possible in order to keep the delivery schedule as well as possible.
17.02. Responsibility for content: We cannot be held responsible for the content that you transmit to us, which could be harmful to third parties, in France or in a foreign country. You agree to substitute yourself as a guarantee in the event of a lawsuit brought on account of content deemed illegal or infringing the rights of third parties, both for any compensation as well as for procedural costs (including lawyers' fees) and expenses.
17.03. Liability for commercial damage: We can not be held responsible for indirect damage, such as, in particular, loss of profit or loss of market or decrease in turnover originating from or being the consequence of the contractual relationship, nor damage caused to persons or to property distinct from the subject of the contractual relationship. In any event, any action against us for direct or indirect compensation seeking, on a basis in particular contractual or tort, on the occasion of the formation, execution, non-performance, interpretation, the extension, termination, termination or in any way whatsoever hereof, may not exceed in its quantum the amount excluding tax invoiced that we will have invoiced to you under the contractual relationship.
.17.04 Insurance: We mutually agree to take out insurance covering our professional liability and to justify it to the other party on request.
17.05. Force majeure
We are not responsible for any delay, non-performance or damage due to force majeure or fortuitous events.
Article 18 - Termination
In the event of a serious breach by either party of the obligations of this contract not repaired within 30 (thirty) days from the registered letter with acknowledgment of receipt notifying said breach, this contract will be terminated automatically without prejudice to the damages which the parties could claim. The fact that one of the parties does not invoke a breach by the other party of any of the obligations referred to herein cannot be interpreted in the future as a waiver of the obligation in question.
Article 19 - Information technology and freedoms
You expressly acknowledge, and accept, that Pack-2B collects and archives information about you. The information thus collected is mandatory to allow the management of the General Conditions. This information is intended only for Pack-2B, the data controller. You can exercise your right of access, modification and opposition at any time under the conditions provided for by the law of January 6, 1978 amended by the law of August 6, 2004 from Pack-2B, at the address appearing on the present. The right of access and rectification is exercised exclusively by registered letter addressed to Pack-2B 3, cours Charlemagne, BP2597, 69217, Lyon, Cedex 02
However, it is up to you as the controller to take the necessary steps provided for in relation to the processing of personal data.
Article 20 - General provisions
20.01. Subcontracting - circulation of the contract We can subcontract all or part of the service covered by the contractual relationship. We remain vis-à-vis you responsible for the services provided by the subcontractor. The contractual relationship may not be the subject of a total or partial transfer, for payment or free of charge on your part, without the prior written and express authorization of Pack-2B. We reserve the right to transfer the benefit hereof to any legal person of our choice.
20.02. No waiver: The fact that one or the other of the Parties does not invoke any of the articles, clauses, stipulations or parts of the General Conditions cannot, in any way, be interpreted as a tacit waiver of the said article, clause, stipulation or part of the General Conditions. Likewise, the fact that one of the Parties does not invoke the non-performance, improper performance or partial or late performance of any of the articles, clauses, stipulations or parts of the General Conditions by another Party may not, in any way, be interpreted as a tacit waiver of subsequent invocation.
20.03. Fair behavior and in good faith: Each of the Parties undertakes to always behave, towards the other Party, as a loyal partner and in good faith and, in particular, to notify the other Party without delay of any dispute or any difficulty it may encounter in the performance of the contractual relationship.
20.04. Partial nullity If any of the stipulations of the General Conditions were declared null with regard to a rule of law in force or a judicial decision that has become final, it will be deemed unwritten, but the other stipulations will retain all their force and scope. .
20.05. Title of Articles The Parties specify here that the titles of the articles have been chosen for convenience and must be considered as having no effect on their validity, interpretation and / or the conditions of execution of their stipulations.
20.06. All contractual provisions All declarations, negotiations, commitments, oral or written communications, acceptances, agreements concluded between the Parties prior to the effective date of the General Conditions, whether in writing or not, and relating to the same subject are canceled and replaced in all their stipulations by the General Conditions. The General Conditions and the accepted quote constitute the entire terms of the agreement between you and Pack-2B
20.07. Choice of domicile For the execution of the General Conditions and their consequences, the Parties respectively elect domicile at the addresses mentioned in the estimate. Any change in the registered office or address of one of the Parties will not be effective against the other Parties until 15 (fifteen) days after such change has been duly notified to it.20.08. Loi applicable et attribution de compétence
The validity, interpretation, execution of the General Terms and Conditions of Sales and the resolution of any dispute relating to them are governed and interpreted under French law. Any dispute relating to the validity, interpretation, application (including its partial or total non-performance and / or its late performance), termination (as well as their consequences and consequences), of the Contract will be subject to the jurisdiction of the Lyon Commercial Court (69). This stipulation is applicable, including in the event of an incidental request, a guarantee call and / or in the event of multiple defendants, where applicable.