General conditions of sale and services

General conditions of sale and services

Last page update : 31 January 2020

Object

The conditions described below detail the contractual relations between Ziwit and its customer for the service indicated in the commercial proposal.

Any service provided by the Ziwit company on behalf of its customer implies that the customer has been aware of these general conditions of sale and that he adheres without reservation to theses same conditions.

These conditions are available publicly on our website as well as upon request from our sales department.

Contract documents

The contractual documents applicable to these conditions are:

  • Any commercial proposals accepted by the customer and the service provider.
  • Any other document not expressly cited above.

Obligation of the parties

Ziwit commits to:

  • Carry out its services following the terms of the commercial proposal.
  • Properly carry out its services by complying with the rules and practices of the profession.

Le client agrees to:

  • Provide Ziwit with all the materiel and human resources necessary for the proper performance of the service.
  • Entrust Ziwit only with the tasks mentioned on the proposal.
  • Ensure the accurate and complete character of the data, documents, and information transmitted or made available.
  • Have the ordered service carried out within 12 calendar months.

Price

Any service ordered by the customer and executed by Ziwit on behalf of the customer is due to this same customer.

The prices of the services are mentioned in the commercial proposal accepted by the customer.

Prices are labeled in €.

Payment terms

Unless specifically noticed, payment for orders is made by transfer. Certain specific contracts must be settled by deposit.

In the event of an excess, Ziwit will not provide any new services without prior payment of previous invoices, even not due.

Payment of services will be made at the later later the last day of the payment due mentioned on the invoice (or, if not specified, the day following the date of execution of the service).

The invoice will be sent electronically by email, which the customer expressly accept.

Discounts may be granted by Ziwit.

In the case of HTTPCS SaaS licenses: product prices are initially communicated by quote. The customer pay only for the actual concession period of the product license. To find out more about the general conditions of sale for HTTPCS licencses, we refer you to the T&Cs of the HTTPCS site.

Failure to pay

Any delay in payment, after the contractual due, will result in the application of article L441-6 of the commercial code. A fixed compensation of €40 will become payable as full of right as additional recovery costs without any prior formality. In addition, penalities will be claimed for late interest correspoding to 15% of the total amount including VAT. In the case of delay or payment incident, Ziwit reserves the right to suspend the execution of services. The fact of suspending the services does not exempt the customer from payment of the total amounts due and the increase applied.

Confidentiality

Each of the parties agrees not to disclose, nor communicate, nor allow to disclosure or allow to communicate, nor use directly or indirectly, unless it has been authorized priorly and in writing by the other party, the information, data, information applications, methods, and know-how of a confidential nature as well as any document of any nature whatsover of which it is aware during the performance of its service.

The information concerned excludes any information which one party was already in possess on the date of communication of the information by the other party as well as any information which falls after its communication into the public domain, without any attribution to the party either party.

Finally, the customer expressly authorizes the right of use in the business life of his brand by Ziwit.

Limitation of liability

Unless otherwise stated, the service provider only subscribes to an obligation of means and does not agree to any guarantee other than that of "best effort".

The service provider's liability for damage caused by an error or negligence on his part in the execution of its service is limited to € 2 000 000.

Subcontracting and Co-contracting

The service provider reserves the right to subcontract and co-treat the execution of the conditions to/with a third party of its choice. The service provider remains responsible for the subcontracted services.

Competent court and applicable law

All legal relations between the parties are governed by french law. Any dispute between the parties following the completion, execution, and/or interpretation of this contract will be submitted to the commercial tribunal of Montpellier.