The parties involved in these General Terms and Conditions of Sale:
– BIG-DEV COMPANY LTD, represented by MORY JINABO Victor Brillant, and domiciled at 71-75 Shelton Street, Covent Garden, London, WC2H 9JQ. Hereinafter referred to as "BIG-DEV COMPANY LTD".
– And any individual or legal entity, private or public, wishing to engage in one or more of the services provided by BIG-DEV COMPANY LTD, hereinafter referred to as the "Client" or "Subcontracting Agency".
Together referred to as the "Parties".
These general terms and conditions of sale aim to define the rights, obligations and responsibilities of the co-contracting parties. They apply to the services delivered by BIG-DEV COMPANY LTD.
The Client using the services of BIG-DEV COMPANY LTD acknowledges having read and accepted without reserve the following general terms and conditions of sale. To this end, the Client will sign and date the contract at the bottom and send it scanned to BIG-DEV COMPANY LTD.
BIG-DEV COMPANY LTD specializes in the creation of digital devices, the development of websites and mobile applications. All service performances carried out by BIG-DEV COMPANY LTD are subject to the General Conditions of Sale exposed below.
BIG-DEV COMPANY LTD's offer consists of services, advice or subscriptions in the following areas:
2.1 – The Client and BIG-DEV COMPANY LTD agree to collaborate actively to ensure the proper execution of the contract. Each party agrees to communicate any difficulties of which it becomes aware, as and when they arise, to allow the other party to take the necessary measures.
2.2 – The services to be provided are those clearly stated on the quote and the attached analysis file, conversely any services not mentioned are not included and will be the subject of a supplementary quote.
2.3 – It is the Client's responsibility to provide BIG-DEV COMPANY LTD with the documents necessary for the realization of the project: specifications, expression of needs, visual identity, texts, photos, logo...
The iconographic elements (typographies, illustrations, photographs...) possibly necessary for the realization of the work, are not included in the quotes.
2.4 – The modules are offered to the Client in order to best meet their demands. However, it is up to the Client to test and validate the functioning of these modules before the launch of the project. BIG-DEV COMPANY LTD wishes the Client to be the owner of the usage licenses, which is why BIG-DEV COMPANY LTD may ask the Client to purchase and provide these modules. The modifications, adaptations and customizations of the functionalities requested by the Client for the proper functioning of the site are the subject of a paragraph in the analysis document and will be included in the quote as they remain the responsibility of the Client. BIG-DEV COMPANY LTD cannot be held responsible for bugs and malfunctions of the modules but will support the Client in their communication with the module publisher's support.
2.5 – For digital supports, the Client must validate the documents that will have been sent to them by e-mail:
2.6 – The graphic requests are estimated and invoiced to the client including 3 round trips between BIG-DEV TECHNOLOGIES and the CLIENT. Any additional corrections will be invoiced on a time and materials basis at the rate proposed in the quote.
2.7 – The continuation of work (website design, mobile application...) will only take place after the Client's approval, i.e. receipt of the "Bon pour accord". The acceptance of the "Bon pour accord" by the Client must take place within five (5) days, failing which the delivery deadlines will not be guaranteed.
2.8 – In the case of a monthly contract for the provision of human resources (hereinafter referred to as "Regular Contract"), the execution of the contract begins at the beginning of the month following the date of signature of the contract. The minimum duration of commitment for this type of contract is three (3) months, unless otherwise specified.
2.9 – The start of the work will only take place after the Client's approval and payment of the initial deposit provided for in the quote, attested by the sending of the execution advice of transfer.
3.1 – BIG-DEV COMPANY LTD undertakes to bring all the care and diligence necessary to the provision of a quality Service in accordance with the practices of the profession and the state of the art. BIG-DEV COMPANY LTD only responds to an obligation of means.
3.2 – BIG-DEV COMPANY LTD also undertakes to:
– Do everything possible to ensure the permanence, continuity and quality of the proposed services. The Client acknowledges by these general terms and conditions of sale that discontinuities in access to the service proposed by BIG-DEV COMPANY LTD may be caused by third parties independently of the will of BIG-DEV COMPANY LTD. In case of absolute necessity, BIG-DEV COMPANY LTD reserves the right to interrupt the service in order for the third party concerned by the malfunction to intervene. BIG-DEV COMPANY LTD will then inform the Client in advance, if possible and within a reasonable time, informing them of the nature and duration of the intervention, so that the Client can make arrangements.
– Intervene quickly in case of incident falling under its responsibility.
– Ensure the maintenance at the best level of the quality of its own tools.
– Use all its means to deliver the Service to the Client under optimal conditions, except in the hypothesis of an intervention expressly requested by a competent administrative or judicial authority.
3.3 – In the context of a regular contract, BIG-DEV COMPANY LTD undertakes to make available one or more resources whose technical skills are in line with the Client's needs; and to ensure a good understanding of the needs by the teams, as well as the follow-up of the developments for an efficient communication with the Client.
3.4 – In the event that a resource allocated to a regular contract is no longer available or absent, and this absence impacts the work time provided for in the contract, BIG-DEV COMPANY LTD undertakes to do everything possible to ensure the continuity of the service, by replacing a resource concerned, within the limits of recruitment possibilities. In the event that a replacement is not possible, BIG-DEV COMPANY LTD undertakes to reimburse the Client on a pro rata basis for the remaining work for the current month.
4.1 – The responsibility of BIG-DEV COMPANY LTD will not be engaged:
4.1.1 – If the performance of the contract, or any obligation incumbent upon BIG-DEV COMPANY LTD under these general terms and conditions of sale, is prevented, limited or disturbed due to "Force Majeure" such as a fire, an explosion, a failure of the transmission networks, a collapse of the installations, an epidemic, an earthquake, a flood, a power failure, a war, an embargo, a law, an injunction, a demand or requirement of any government, a strike, a boycott, a withdrawal of authorization from the telecommunications operator, a provider of BIG-DEV COMPANY LTD (host, internet access provider, etc.), or a circumstance beyond the reasonable control of BIG-DEV COMPANY LTD ("Force Majeure"). Then BIG-DEV COMPANY LTD, subject to prompt notification to the Client, shall be relieved of the performance of its obligations to the extent of such prevention, limitation or disturbance, and the Client shall likewise be relieved of the performance of its obligations to the extent that the obligations of this party are related to the performance thus prevented, limited or disturbed, subject to the affected party making its best efforts to avoid or remedy such causes of non-performance and that the two parties proceed promptly once such causes have ceased or been removed. The party affected by a Force Majeure event shall keep the other party regularly informed of the forecasts for the removal or restoration of this Force Majeure event.
If the effects of a Force Majeure event were to last for more than 30 days, from the notification of the force majeure event to the other party, the contract may be terminated by either party, without right to compensation on either side.
4.1.2 – Or again due to the Client, notably in the following cases:
4.1.3 – In the context of a regular contract, BIG-DEV COMPANY LTD cannot be held responsible for any possible delays.
4.1.4 – BIG-DEV COMPANY LTD cannot be held responsible for the content of the information, sound, text, images, design elements, data accessible, transmitted or put online by the Client and this for any title whatsoever. The images and photographs used by BIG-DEV COMPANY LTD in the graphic creations (web design) are not free of rights and the Client must ensure to buy these images and these rights of use or to replace them.
4.1.5 – BIG-DEV COMPANY LTD cannot be held responsible for the non-compliance, total or partial, of an obligation and/or failure of the operators of the transport networks towards the world Internet and in particular of its or its internet access providers.
4.2 – In any event, the amount of damages and interest which could be charged to BIG-DEV COMPANY LTD, if its responsibility were engaged, will be limited to the amount of the sums effectively paid by the Client to BIG-DEV COMPANY LTD.
4.3 – BIG-DEV COMPANY LTD does not perform any specific backup of the Client's local data. It is therefore up to the Client to take all necessary measures to back up its data in case of loss, or deterioration of the data entrusted, whatever the cause, including those not expressly provided for in these terms and conditions. In case of loss of data directly or indirectly due to the Client, BIG-DEV COMPANY LTD cannot be held responsible.
5.1 – The Client undertakes to have the power, authority and capacity necessary for the conclusion and execution of the obligations provided for in these general terms and conditions of sale.
5.2 – BIG-DEV COMPANY LTD recommends that the Client read the following rules carefully. They are intended to remind the Client of the main rules applicable. Despite the attention paid to the drafting of these rules, BIG-DEV COMPANY LTD cannot assume any responsibility for information not contained therein. BIG-DEV COMPANY LTD therefore strongly advises the Client to consult a counselor to deal with their particular problem. The Client is responsible for the proposals and content appearing on their media and which they broadcast via the intermediary of BIG-DEV COMPANY LTD.
5.3 – It is specified that the Client is responsible for obtaining all the legal, regulatory or administrative authorizations necessary for the implementation and operation of the service.
5.4 – It is also specified that the Client undertakes to respect, in the context of the exploitation of the service, the legal and ethical rules which may govern the exercise of their profession, and more generally the use which they envisage of the services. In any event, the Client is responsible for respecting public order and morality, the laws and regulations, notably concerning the protection of minors and the respect of the human person. They undertake in the same conditions to respect the rules relating to the protection of personal data and more generally those relating to the rights of third parties, in particular concerning intellectual property rights, as well as the rights relating to information and the content of websites. BIG-DEV COMPANY LTD reserves the right to suspend or interrupt all or part of the Services in case of breaches of these obligations by the Client.
5.5 – The Client is solely and exclusively responsible for the passwords necessary for the use of their Service. BIG-DEV COMPANY LTD disclaims all responsibility for any illegal or fraudulent use of the passwords provided to the Client from the date of issuance of the invoice(s). The provision of passwords is considered confidential. Any suspicion of disclosure, intentional or not, of the passwords provided, engages the sole responsibility of the Client to the exclusion of that of BIG-DEV COMPANY LTD. The Client shall bear alone the consequences of the malfunction of the service consequent to any use, by the members of their personnel or by any person to whom the Client has provided their password(s). Similarly, the Client bears alone the consequences of the loss of the aforementioned password(s).
5.6 – Any re-edition or archiving linked to the password(s) may be subject to additional invoicing without this being opposable to BIG-DEV COMPANY LTD.
5.7 – The Client undertakes to respect all the legal and regulatory prescriptions in force, and in particular those relating to computing, files, freedoms and intellectual property, as well as the rights of third parties, and undertakes in particular to make any declaration of processing with the National Commission for Computing and Liberties (C.N.I.L.) in conformity with the General Regulation on the protection of personal data (RGPD), which entered into application on May 25, 2018.
5.8 – The Client undertakes not to host any charming or pornographic, racist or illegal data and those having links to this type of sites. These are absolutely forbidden on BIG-DEV COMPANY LTD LTD's hosting services.
5.9 – The Client also undertakes to take out all necessary insurance with a reputable insurer in order to cover all damages which may be imputable to them in the context of this contract or its execution.
5.10 – The Client declares that they fully accept all the legal obligations arising from the ownership of their services, BIG-DEV COMPANY LTD not being able to be sought or disturbed for any cause whatsoever, notably in case of violation of laws or regulations applicable to the services of the Client. The non-respect by the Client of the points mentioned above and of the points mentioned in the particular conditions, and notably any activity likely to generate a civil and/or penal responsibility will entail the right for BIG-DEV COMPANY LTD to interrupt without delay and without prior formal notice the Services and/or Supports and/or Performances of the Client and to terminate immediately and by right the contract, without prejudice to the right to all damages and interest to which BIG-DEV COMPANY LTD may be entitled. In these hypotheses, the Client may not claim the reimbursement by BIG-DEV COMPANY LTD of the sums already paid. The Client undertakes to settle directly with the author of the claim any sum which the latter may demand. Moreover, the Client undertakes to intervene on demand of BIG-DEV COMPANY LTD in any proceedings brought against the latter as well as to guarantee BIG-DEV COMPANY LTD against all the convictions which could be pronounced against it on this occasion. Consequently, the Client undertakes to make it their personal business to deal with any claim and/or procedure whatever its form, object or nature which may be brought against BIG-DEV COMPANY LTD and which relates to the obligations imposed on the Client under this contract.
5.11 – The Client, sole responsible for the content of the Service, undertakes to assure at their expense the defense of BIG-DEV COMPANY LTD in the event that the latter is the subject of an action in revendication, relating to the data, information, messages etc., which it broadcasts, and to bear the cost of the compensation due in repair of the possible prejudice suffered, on condition of having complete freedom to compromise and conduct the procedure. The Client undertakes to implement the necessary backup measures to ensure the sustainability of their activity.
5.12 – The Client undertakes to inform BIG-DEV COMPANY LTD within 48 hours of any modification concerning their situation, and within 24 hours of any possible loss of passwords. The Client, for any contact with BIG-DEV COMPANY LTD, undertakes to clearly formulate their request, according to the rules of usage.
5.13 – In the context of a regular contract, the Client is responsible for the tasks to be provided to the resources allocated by BIG-DEV COMPANY LTD. The duration of the tasks requested must not exceed what is provided for in the Conditions of their regular contract. Furthermore, the project management inherent in these tasks is managed by the Client.
5.14 – In the context of a regular contract, the Client undertakes to put the BIG-DEV COMPANY LTD resource in relation with a project manager competent in the technologies used, and familiar with the Client's needs, to manage their project(s). If the Client is unable to provide a project manager, or if the project manager engaged in the project(s) proves not to meet these conditions, the regular contract may be considered null and void. BIG-DEV TECHNOLOGY cannot under any circumstances be held responsible for the technical direction chosen to meet the demands.
6.1 – The services ordered are mentioned in the quote, order form ("Bon pour accord"); they are understood to include all taxes unless otherwise indicated and are payable in euros.
6.2 – BIG-DEV COMPANY LTD applies daily or hourly rates. Any day or hour started is due. The prices indicated on the quote are valid for two (2) months from the date of issue of the latter. These remain firm and non-revisable if the order is placed during this period.
6.3 – If, due to the direct or indirect responsibility of the Client, a breach of the latter of their obligations, an error on their part or any other action incumbent upon them, the time indicated on the order form ("Bon pour accord") were to be revised upwards, this supplement may be invoiced to the Client without prior order form ("Bon pour accord"). BIG-DEV COMPANY LTD, as far as possible, will warn the Client before the start of the additional time.
6.4 – In the context of subcontracting for the account of the Client, it is agreed that BIG-DEV COMPANY LTD, by default, will not have any direct contact with the Client's end customers (except in the particular case described in Article 6.27). If due to a lack of competence, time or technicality on the part of the Subcontracting Agency, BIG-DEV COMPANY LTD were to carry out any intervention, these would be invoiced by BIG-DEV COMPANY LTD to the Subcontracting Agency and not to the end customer of the latter.
6.5 – The services ordered from BIG-DEV COMPANY LTD are subject to strict organization and perfect planning carried out in advance between BIG-DEV COMPANY LTD and the Client. All requests for the intervention of BIG-DEV COMPANY LTD shall be made by the Client at least two (2) calendar days before their application. Any request not respecting this scheme will be considered urgent and may, in certain cases, be subject to a surcharge of 50% on the rates.
6.6 – The opening hours of BIG-DEV COMPANY LTD are from Monday to Friday from 10am to 1:30pm and from 2:30pm to 7pm. It goes without saying that during a production, certain corrections of any kind can be made. For these obvious reasons of quality and speed of intervention, no production can be carried out on Saturday or Sunday.
6.7 – The subscribed services are payable within seven (7) calendar days from the date of issue of the invoice delivered to the Client by email. The payment methods are specified on the invoice (payment by credit card, by Paypal or by international Swift bank transfer).
6.8 – The date "deadline" for payment and validation of a Service by the Client, corresponds to the date of availability of the Service to the Client, for consultation and validation, on the server of BIG-DEV COMPANY LTD and/or in the form of files, plus a duration of one calendar month. This date may be postponed for as long as necessary to correct any non-compliance by BIG-DEV COMPANY LTD with the initial specifications.
6.9 – The provision of the Service takes place after payment of the latter and within a determined time communicated to the Client by e-mail which will be valid for the validation of the graphic and/or technical and/or editorial aspects. The effective payment is made as soon as the corresponding sums to the conditions of the order form ("Bon pour accord") are credited to the bank account of BIG-DEV COMPANY LTD.
6.10 – BIG-DEV COMPANY LTD acknowledges receipt without delay to the Client, of the duly signed and stamped order form ("Bon pour accord") of the payment and its validation by e-mail and informs them of the implementation of the ordered service.
6.11 – Consequently, the Client may under no circumstances call into question the responsibility of BIG-DEV COMPANY LTD after agreement on a specification for the services ordered, in the event that they have failed to signal an error or omission.
6.12 – BIG-DEV COMPANY LTD reserves the right to modify the prices of its Regular Contract offers at any time, subject to informing the Client by electronic mail, fifteen days (15 days) in advance if the new tax-exclusive rates are less favorable to the Client. In this hypothesis, the Client will have a period of fifteen days (15 days) from this information to terminate the present contract without penalty. Failing this, the Client will be deemed to have accepted the new rates. The rate modifications will be applicable to all regular contracts and in particular to those in the course of execution.
6.13 – BIG-DEV COMPANY LTD reserves the right to pass on, without delay, any new tax or any increase in the rate of existing taxes, subject to informing the Client by electronic mail, fifteen days (15 days) in advance if the new rates are less favorable to the Client. In this hypothesis, the Client will have a period of fifteen days (15 days) from this information to terminate the present contract without penalty. Failing this, the Client will be deemed to have accepted the new rates. The rate modifications will be applicable to all contracts and in particular to those in the course of execution.
6.14 – The services provided by BIG-DEV COMPANY LTD are payable in accordance with the payment terms indicated on the order form ("Bon pour accord"), quote or invoice (payment by credit card, by Paypal or by international Swift bank transfer). The Client is solely responsible for the payment of all sums due under the BIG-DEV COMPANY LTD service contract. Invoicing and payment are made in two installments, or in three installments, depending on the Service, as follows: a payment of 50% upon order, a payment of 25% upon delivery of a Beta version, and the invoice for the balance upon delivery. In the case of a Subcontracting Service, delivery will be made on the server of the Subcontracting Agency and not on the server of the end customer of the Subcontracting Agency. By express agreement and unless a delay is requested and agreed in writing by BIG-DEV COMPANY LTD, the total or partial default of payment on the due date of any sum due under the contract will result in:
6.15 – The delivery deadlines are agreed with the Client and will be notified and communicated by e-mail and in the form of a schedule accessible on our project management tool accessible at the address https://bigdevcompany.com/. They will also depend on the reactivity of the Client in providing the elements necessary for the development of the project.
6.16 – Any delivery deadline is given only as an indication, and its non-observance cannot motivate a reduction or compensation of any kind, whatever the causes, importance or consequences of the delay.
6.17 – Concerning graphic creations, any significant modifications, rework of the creation, delay in decision-making, late delivery of documents by the client or problems related to third-party products (software, modules, IT...) push back the delivery deadline established between the parties.
Under no circumstances can BIG-DEV COMPANY LTD be held responsible for delays caused by a proven failure by the Client to meet their obligations of reactivity, transmission of elements favoring the realization of the service. The Client must meet with BIG-DEV COMPANY LTD as many times as necessary for the smooth running of the projects entrusted to it. These exchanges will take place by e-mail and/or through telephone interviews or via the Skype software.
6.18 – The service has a duration of that provided for in the order. In the absence of specification, the service is deemed to be delivered in a firm and definitive manner on the delivery date. The date of payment of the invoice being proof.
6.19 – In the absence of a delivery slip, the date of payment of the balance remaining due shall be conclusive.
6.20 – If, however, neither of the two solutions provided for in Articles 6.13 and 6.14 of these general terms and conditions of sale can be applicable, BIG-DEV COMPANY LTD reserves the right to send the Client a registered letter with acknowledgment of receipt to notify them of the firm and definitive delivery of the service. Without proven contestation on the part of the Client, the service will be considered as delivered in a firm and definitive manner.
6.21 – The Client must ensure that the delivery complies with their requirements and carry out all necessary tests before validating it and giving their agreement by e-mail. BIG-DEV COMPANY LTD will have no obligation whatsoever after this validation and "Bon pour accord" notified by e-mail. Any subsequent modification after this validation must be the subject of a new order.
6.22 – BIG-DEV COMPANY LTD will notify the Client, as far as possible, by means of letters addressed to the Client's billing contact (e-mail address to be kept up to date, under the responsibility of the Client) before the expiration, of the obligation to pay the price for the renewal of the service of the service or the support, when this is possible. Any default of payment or irregular payment, i.e. notably of an erroneous amount, or incomplete, or not bearing the required references, or made by a means or a procedure not accepted by BIG-DEV COMPANY LTD, will be purely and simply ignored and will provoke the rejection by BIG-DEV COMPANY LTD of the registration or renewal request.
6.23 – In the absence of payment methods registered with BIG-DEV COMPANY LTD for the payment of the renewal of the service or in the event of payment failure, BIG-DEV COMPANY LTD will inform the Client, as far as possible, of the need to update or communicate their payment information by e-mail and by any other means it deems necessary ten days (10 days) calendar before the expiration of the subscribed Service, Service or support, with the obligation for the Client to communicate the necessary information no later than five (5) calendar days before the expiration date of the Service, Service or support subscribed. BIG-DEV COMPANY LTD cannot be held responsible in case of non-renewal of a service following a payment not honored or not regularized by the Client.
6.24 – In the context of a regular contract, the duration of the service corresponds to that mentioned in the regular contract conditions. This type of contract is established for a minimum duration of three (3) months, unless otherwise specified. This service must be paid at the beginning of the month by the client and in the form of a monthly payment.
6.25 – The Client is expressly informed and accepts that in case of non-compliance with the aforementioned provisions, the service will be immediately suspended at its expiration date and a period of 72 hours will be granted to the Client to recover the data hosted on their Service (in the context of productions on digital media). At the expiration of this period, all the data will be erased by BIG-DEV COMPANY LTD.
6.26 – In the context of a regular contract, non-compliance with the minimum engagement period of three (3) months (non-compliance with the contract conditions) results in a penalty equal to the amount due remaining.
6.27 – In the event of an unpaid invoice one month after the due date of the service, BIG-DEV COMPANY LTD reserves the right to apply late payment penalties to the client as mentioned in Article 6.14 of these General Terms and Conditions of Sale. In the case of a subcontracting contract, BIG-DEV COMPANY LTD reserves the right to contact the end client of the Subcontracting Agency directly.
7.1 – Each party may terminate the contract by right and without compensation in case of force majeure subsisting for more than thirty days.
7.2 – For termination before the end of the contract, the Client is free to terminate the contract by registered letter with acknowledgment of receipt to the address of the registered office of BIG-DEV COMPANY LTD. The Client must, however, pay the amounts due initially provided for contractually. Indeed, as soon as a cancellation or change occurs after the signature of the quote, the costs already incurred will be invoiced. The minimum invoicable is 50% of the total amount of the invoice. The costs incurred by the subcontractors may also be invoiced. BIG-DEV COMPANY LTD will therefore indicate to the client the amount of the costs so that they can make their decision with full knowledge of the facts. In case of cancellation, the payments already made will constitute compensation for the proposals made, and will therefore under no circumstances be refunded. Finally, no change or cancellation will be accepted when it is issued after the online, manufacturing or validation of the mock-up.
7.3 – In all other cases of default by one of the parties to one or the other of its obligations under the contract not remedied within fifteen calendar days from either a registered letter with acknowledgment of receipt sent by the aggrieved party notifying the defaults in question, or any other form of notification with proof of receipt sent by the latter, the contract will be terminated by right, without prejudice to any damages and interest which may be claimed from the defaulting party. The date of notification of the letter containing the defaults in question will be the date of receipt of the acknowledgment of deposit.
7.4 – BIG-DEV COMPANY LTD reserves the right to interrupt the Client's service if it constitutes a danger to the maintenance of the security or stability of BIG-DEV COMPANY LTD's hosting platform or any other structure that could harm the integrity of BIG-DEV COMPANY LTD. As far as possible, BIG-DEV COMPANY LTD will inform the Client in advance.
7.5 – Any default or delay in payment on the part of the Client as well as non-compliance with the obligations under these general terms and conditions will result in a cessation of the service. Previously, BIG-DEV COMPANY LTD will have, as far as possible, warned the Client of its intention to cease the service.
7.6 – In the context of a regular contract, cancellation of the contract after the minimum engagement period of three (3) months is applied on the following month. The invoice for the current month is therefore not refundable.
8.1 – In the context of "Digital" and/or "Multimedia" media, the Client acknowledges by these presents that fluctuations in bandwidth and the hazards of providers and hosts are elements which may result in a discontinuity in the services offered by BIG-DEV COMPANY LTD, and outside its technical means.
8.2 – Furthermore, the Service is restricted, limited or suspended by right by BIG-DEV COMPANY LTD:
If it appears that the Client is using the Service provided to them for an activity, whatever it may be, which is not in conformity with the service and/or these general terms and conditions of sale.
In application of the particular conditions applicable.
If BIG-DEV COMPANY LTD receives notice to this effect notified by a competent authority, administrative, arbitral or judicial, in accordance with the applicable laws, or by a third party.
8.3 – BIG-DEV COMPANY LTD reserves the right to check compliance with the conditions of use of the service.
The fact that BIG-DEV COMPANY LTD does not avail itself at a given moment of one of the present general conditions of sale and/or tolerates a breach by the other party of one of the obligations provided for in the present general conditions cannot be interpreted as a waiver by BIG-DEV COMPANY LTD to avail itself subsequently of one of the said conditions.
Each party acknowledges that the negotiation and execution of the contract may lead them to become aware of information specific to the other party. Each party therefore undertakes and warrants for its personnel to respect the obligation not to communicate to anyone, either directly or indirectly, the information, information or documents (whether or not bearing a confidentiality mention) collected on the occasion of the execution of the contract or on the occasion of exchanges or visits preceding the conclusion of the contract, or the contract itself. This obligation of confidentiality will survive despite the expiration of the contract until the information in question becomes public knowledge.
11.1 – BIG-DEV COMPANY LTD remains the owner of its services. The Client declares that they have ensured the necessary rights for the technical, computer, industrial, literary and artistic property, image rights in all its forms, property rights of the physical and moral person.
11.2 – Any technical development whatsoever remains the property of BIG-DEV COMPANY LTD. Any reproduction, representation, use or modification by the Client, by any process whatsoever and on any medium whatsoever, of all or part of a service, without having obtained the prior authorization of BIG-DEV COMPANY LTD is strictly forbidden and constitutes an infringement.
11.3 – In general, BIG-DEV COMPANY LTD grants the Client a strictly personal right, non-exclusive and non-transferable to use the service, any other right being expressly excluded without prior written agreement. These obligations of ownership will survive despite the expiration or termination of the contract.
11.4 – These present conditions can only be denounced after written agreement on the part of BIG-DEV COMPANY LTD, stipulating that BIG-DEV COMPANY LTD renounces its full and entire right of ownership. The initiative for such a step will be taken by the Client.
The computer source files will be made available on the Client's server when the project is deemed to be completed (validation by e-mail from the Client or signature of a Minutes of Reception), or on the Client's server as the developments progress, in the context of a regular contract. The client will then be the owner of the developments.
BIG-DEV COMPANY LTD, for its part, undertakes not to make use of the results in question and not to use them in any way, except with the prior written authorization of the client.
The Client undertakes not to solicit (poach) the personnel of BIG-DEV COMPANY LTD directly or indirectly, notably through one of its subsidiaries, except with the express agreement of BIG-DEV COMPANY LTD, and this for a period of three years from the date of the last services performed by BIG-DEV COMPANY LTD.
In the event that the Client does not respect this obligation and the solicitation results in the hiring of the employee concerned, the Client undertakes to compensate BIG-DEV COMPANY LTD, notably for recruitment expenses, training costs, damages resulting from their personal reputation or commitments already made on their behalf, by paying them immediately a global and flat-rate sum equal to the gross appointments that this collaborator has received in total during the twenty-four months (24) preceding their departure from BIG-DEV COMPANY LTD.
14.1 – The projects delivered are guaranteed against any malfunction due to a manufacturing or design defect. The malfunction must appear within a period of three (3) months after validation of the end of service by the Client, according to our warranty.
14.2 – Websites and other computer developments are guaranteed for three (3) months. Beyond the warranty period, the agency cannot be held responsible for any possible bugs, security breaches or other problems. Since the hosting is subcontracted, the Agency cannot be held responsible for any problems related to it.
14.3 – The client may subscribe to additional warranty by validating the quote requested and established by BIG-DEV COMPANY LTD.
14.4 – The upgrade and versioning of the technological solutions and CMS is the responsibility of the client. The actions are implemented after validation of the quote.
BIG-DEV COMPANY LTD is not responsible for the technological and security watch related to the technical solutions used. However, when the framework of a warranty is extended beyond one year by an additional contract, the agency can ensure a watch to anticipate problems and in particular security breaches.
14.5 – The warranty is excluded in case of lack of maintenance, abnormal use of the product taking into account the norms applicable to the technology considered, modification or any intervention whatsoever by third parties. The warranty will only apply to the product effectively cited on the order form ("Bon pour accord") signed by the client.
15.1 – In no case will BIG-DEV COMPANY LTD bear the costs of any kind concerning corrections notified after validation of the specifications.
15.2 – If, however, BIG-DEV COMPANY LTD were to make modifications to one of its services after validation of the specifications, BIG-DEV COMPANY LTD reserves the right to apply the principle of additional invoicing at the rates provided.
16.1 – BIG-DEV COMPANY LTD reserves the right, when any website creation service is deemed to be delivered, to add a link "Web Agency Offshore" or equivalent, at the bottom of the page in question, unless expressly requested by the client at the time of signing the contract.
16.2 – BIG-DEV COMPANY LTD may, on the occasion of specialized events (excluding regular contract) on the professional markets, refer to the services provided to the Client as well as on its commercial documents website and/or brochures.
16.3 – The Client undertakes not to exploit the names and logos of BIG-DEV COMPANY LTD and its services in a form which could be prejudicial or detrimental to its reputation. In particular, neither the names nor the logos of BIG-DEV COMPANY LTD and its services may be associated, directly or indirectly, with any company, brand, or others, representative of a product or service incompatible or competing with the object of its services.
17.1 – The nullity of a clause of the service contract, service or support subscribed with BIG-DEV COMPANY LTD, in application notably of a law, a regulation or following a decision of a competent jurisdiction having the force of res judicata will not entail the nullity of the other clauses of the service contract which will keep their full effect and scope. In this case, the parties will, as far as possible, replace the annulled provision with a valid provision corresponding to the spirit and object of the Contractual Conditions.
17.2 – Any clauses contrary to those mentioned above inserted on the Client's commercial documents will be considered null and void.
17.3 – Our present conditions will govern alone the sales and services of BIG-DEV COMPANY LTD.
17.4 – The headings of the articles of the General Conditions of Sale have only the purpose of facilitating references and do not have by themselves, a contractual value or a particular significance.
Any information mentioned below concerns only contracts of the "subcontracting" type.
18.1 – Framing:
There is no direct contact with the end client of the Subcontracting Agency. The project follow-up, communication, returns from the Subcontracting Agency in general, and the validation of deliverables will be done through the tool proposed by BIG-DEV COMPANY LTD and by e-mail.
18.2 – Developments:
BIG-DEV COMPANY LTD is responsible for its developments, and as such, must correct any bug related to its developments. On the other hand, for any bug related to modules (non-functional modules, not respecting the announced functionalities, or having unforeseen side effects on other developments/modules), or to the Open Source solution in general, BIG-DEV COMPANY LTD cannot be held responsible. Correcting possible bugs can of course be done in a separate service, according to the terms of these General Terms and Conditions of Sale.
Site optimizations are done on the latest versions of IE, Firefox and Chrome browsers, unless otherwise specified.
Without special mention by the Subcontracting Agency, web responsive and elements related to SEO respect by default the norms of the Open Source solution chosen. And BIG-DEV COMPANY LTD cannot be held responsible for any side effects. For any Web Responsive development, the dimensions concerned are those of the iPad and iPhone - in portrait and landscape versions.
The developments are done on the servers of BIG-DEV COMPANY LTD, to which the Subcontracting Agency does not have access.
18.3 – Deliveries:
Thus, and unless otherwise specified, the solution delivered is a technical solution that the subcontracting agency is responsible for optimizing in terms of content and configuring.
The delivery of the solution is made on the server of the agency, and not on the server of the end client. The installation of the solution on the Client's server is to be done by the Subcontracting Agency.
The technical solution validated, and delivered, is mastered by the Subcontracting Agency and BIG-DEV COMPANY LTD, also, any configuration and parameter settings must be able to be done by the agency, and not by BIG-DEV COMPANY LTD. This must be valid for the modules, which must be analyzed in advance by the Subcontracting Agency before validation.
18.4 – Evolutions:
Any version update (modules, Open Source solution chosen), is the responsibility of the Subcontracting Agency. BIG-DEV COMPANY LTD is responsible for the portability of its developments, but cannot be held responsible for the possible non-portability of the modules validated by the Subcontracting Agency.
Any request for addition, modification, following the demands of the End Client, does not form part of the service defined initially, it is by definition additional, and may be estimated in addition in a separate service. This point concerns: addition of content, specific parameter settings of the modules (payments, carriers, sliders, menus, ...).
19.1 – This contract is governed by Indian law and is subject to the Indian courts.
19.2 – In case of dispute concerning the contract or its conditions, and in the absence of an amicable settlement, the Pondicherry Commercial Court will have sole jurisdiction.