Terms and Conditions of Sale — 1-page summary

1. Pricing & VAT

Prices in euros, stated net of tax (excl. VAT). As long as Axelo benefits from the French VAT base exemption regime, excl. VAT = incl. VAT. Mandatory note: “VAT not applicable, art. 293 B of the French CGI”. If thresholds are exceeded, VAT applies at the legal rate. EU B2B clients: reverse charge mechanism, art. 196 Directive 2006/112/EC. Non-EU clients: service outside the scope of French VAT (art. 259-1° French CGI).

2. Payment options

Option A 100% order · Option B 30 / 50 / 20 · Option C — short sprints (each paid sprint definitively acquired). No early-payment discount.

3. Payment deadlines & late penalties

B2B: payment 30 days end-of-month (art. L.441-10 French Commercial Code) unless otherwise agreed in writing. Default: late-payment penalties at the annual rate of three times the legal interest rate from the day after the due date, without reminder, + fixed recovery indemnity of €40. B2C: payment on order or per the schedule agreed in the quote.

4. Means of payment

Bank transfer (IBAN FR76 1910 6008 3443 6887 5243 584 — BIC AGRIFRPP891, SEPA free within EU), bank card / PayPal, or cash up to €1,000 per invoice (cf. service-public.fr/F10999). Reference to indicate: quote or invoice number.

5. Best-efforts obligation & liability

Axelo is bound by default to a best-efforts obligation (a result obligation on an automated E2E test pipeline may be granted separately). B2B: liability limited to funds paid, except for gross negligence, fraud, bodily harm; indirect damages excluded (loss of profit, loss of opportunity, reputation). B2C: mandatory legal warranties (art. 11) fully preserved.

6. AI tools & confidentiality

Axelo may use generative AI tools (Claude, ChatGPT, etc.) under qualified control. Client data is not used to train third-party models. AI opt-out available on written request (may impact deadline/pricing). Personal data processed under the Privacy Policy (GDPR).

7. Intellectual property

Specific work and deliverables remain the exclusive property of Axelo until full payment, after which rights are transferred to the client. Axelo retains its know-how, methods and generic technical building blocks.

8. Acceptance & tracking

B2B: absent contradictory acceptance minutes within 15 business days of delivery (sent to legal@web-agency.app with quote/invoice number), delivery is deemed accepted without reservation. B2C: this period applies only to invoicing; legal warranties (art. 11) remain fully due. Standard tracking via screenshots and versioning; advanced tracking video call: €2 incl. tax/min.

9. Force majeure, termination & assignment

Force majeure (art. 1218 French Civil Code): obligations suspended for the event, incl. AI outage, cloud (PaaS/IaaS) failure, leave 15d. Either party may terminate after formal notice by registered letter or email with acknowledgment, after a 30-day period left unsuccessful. Any service started is owed in full. Assignment of the contract to a third party (acquirer, merger, etc.) is subject to the prior written consent of the other party, except in case of full transfer of the business as a going concern.

10. Cancellation & refund

B2C: sums paid qualified as deposits (art. L.214-1 French Consumer Code); if cancellation is attributable to the provider, full refund within 14 days. B2B: deposits definitively acquired, except for breach attributable to the provider (pro-rata refund for unperformed services). In case of amicable cancellation: deduction of actual banking fees (on supporting documents, limited to actual fees incurred) and pro-rata costs incurred.

11. Legal warranties & withdrawal (B2C)

14-day withdrawal right (art. L.221-18 French Consumer Code) from contract conclusion — except if the service is fully performed with the consumer's express agreement (art. L.221-28). Notification to legal@web-agency.app. Legal warranty of conformity (art. L.217-1 et seq.) and warranty against hidden defects (art. 1641 French Civil Code — 2 years). No commercial warranty is granted beyond legal warranties (art. L.217-15 French Consumer Code). Consumer mediator: CM2C, 14 rue Saint-Jean 75017 Paris, cm2c.net · EU ODR platform: ec.europa.eu/consumers/odr.

12. Disputes & jurisdiction

French law. B2C: ordinary courts or court of consumer's residence (art. R.631-3 French Consumer Code). B2B — JURISDICTION CLAUSE: EXCLUSIVE JURISDICTION OF THE COMMERCIAL COURT OF PARIS, notwithstanding multiple defendants or warranty claims.

These T&Cs are expressly accepted by the Client, who declares full knowledge of them and waives any contradictory document. Unless objected to in writing before signing the quote, the Client authorises Axelo to mention the completed project as a commercial reference (logo, screenshot, link).