Last updated: 2024-12-01
This document (hereinafter the
“Terms”) defines the legal rights and obligations between Allowebs
(referred to as “we”, “us”, or “the Provider”) and the Client (referred
to as “you” or “the Client”), in the context of services related to web
development, automation and artificial intelligence or any other service
listed on the invoice sent to the client. have been carefully developed
with the aim of offering maximum protection to Allowebs, while
establishing a basis for a fair and transparent business relationship
with the Client.
This includes mechanisms such as the
establishment of detailed and transparent quotes, the regular validation
of deliverables in collaboration with the Client, and the provision of
clear monitoring of project stages to ensure that the expectations of
both parties are well aligned. Our aim is to minimise the risk of
misunderstandings and conflicts, by ensuring clear communication and
mutual understanding of responsibilities and expectations. Allowebs is
committed to operating with integrity and professionalism, ensuring that
the Client's interests are respected and protected throughout our
collaboration.
To do this, Allowebs applies mechanisms such
as the systematic validation of deliverables at each key stage,
transparent access to project updates, and the integration of proactive
monitoring of the Client's needs. These practices aim to guarantee
quality service and anticipate the Client's potential needs or
concerns in a professional and structured framework.
By
accepting these conditions and clauses, the Client joins Allowebs in a
partnership based on trust, clarity, and commitment to the joint success
of the project. This joint success is reflected in the respect of agreed
deadlines, the delivery of deliverables in line with initial
expectations, and the mutual satisfaction resulting from smooth
communication and the achievement of contractual objectives.
1. ACCEPTANCE AND ENFORCEABILITY
Scope of applicationBy
ordering one of our services, receiving aquote/contract or using our
platforms/tools, you acknowledge that you fully andunreservedly accept
these Terms, as well as any related appendices orpolicies.1.2
Contractual documents These Terms, supplemented by a quote orcommercial
proposal accepted by the Client, constitute the entire agreementbetween
the parties. They prevail over any other document or prior
exchange,written or verbal. It is specified that the Client has been
informed, in theinvoice or submission, of the existence of these Terms,
which he is required toread and comply with. Any failure to read them
does not call into questiontheir validity. The Client assumes
responsibility for reviewing the Terms,which are permanently accessible
online, 24 hours a day, 7 days a week on the website.Here is how the
notice looks: The complete terms and conditions governing
therelationship between Allowebs and the Client are permanently
available on theofficial website of Allowebs at
www.allowebs.com/conditions. The Client isencouraged to regularly review
these terms and conditions to stay informed ofany changes or updates. By
accepting this submission, the Client acknowledgeshaving been informed
of the location of the terms and conditions and agrees tocomply with
them in the context of its collaboration with Allowebs. Any changesto
the terms and conditions will come into force immediately upon
theirpublication on the website, unless otherwise specified at the time
ofpublication. Allowebs undertakes to inform the Client of any
significantchanges by an agreed means of communication, offering the
Client theopportunity to review and accept the changes before they are
applied.Applicable version in the event of a contradiction between
several languageversions, the French version shall prevail. Any waiver
or modification must bethe subject of a written agreement.2. CHANGES TO
THESE TERMS2.1 Right to modify.Allowebs reserves the right to modify
these Terms at any time.2.2 Notificationin the event of a modification,
notification will be issued, but a noteindicating the "last update
«will be posted on the terms page, accessibleonline.2.3 Entry into force
Unless otherwise stated, the modifications takeeffect upon publication.
Continued use of our services after the publication ofthe modifications
constitutes acceptance of the latter.
3. DESCRIPTION OF
SERVICES
3.1 General scope
Allowebs offers, among
other things, services: Web development and design(sites, applications,
etc.) Business automation (CRM/ERP implementation,integrations, etc.)
Artificial Intelligence solutions (data analysis, customalgorithms,
etc.) Maintenance, support, technical advice, and related trainingAny
other service requested by the customer listed on the submission or
invoice
3.2 Additional services.
Any service not
specified in the initial quote/contract will be subject to: Adetailed
proposal (objectives, costs, deadlines) Prior written validation bythe
Customer. Separate or included invoicing (depending on the customer)
3.3 Technological development.
Allowebs may
offer, as part of a maintenance contract, updates, or improvementsto
guarantee the sustainability, security and performance of the
solutionsdelivered. These proposals will be subject to invoicing or
specific conditionsdefined with the Customer.
4. OBLIGATIONS
AND RESPONSIBILITIES OF THE SERVICE PROVIDER
4.1 Obligation
of means
Allowebs undertakes to deploy its best efforts to
provide quality services, inaccordance with the rules of the art and in
accordance with the agreedspecifications. However, this is an obligation
of means and not of results.
4.2 Delivery times
The
deadlines are given for information purposes only. In the event of
aforeseeable delay, we will inform the Client as soon as possible.
Acceptance ofthe deliverables cannot be called into question for a delay
duly communicatedand approved.
4.3 Availability and
Maintenance
Maintenance: If a maintenance contract package
is subscribed, Allowebs willensure continuity and the necessary updates.
Third-party updates: Features dependent on third-party
services (hosting, API,plugins, etc.) may be subject to interruptions or
failures beyond the controlof the Service Provider.
4.4
Subcontracting
Allowebs reserves the right to subcontract all
or part of the services toqualified third parties. We remain responsible
for the proper execution of thesubcontracted services.
5.
OBLIGATIONS AND RESPONSIBILITIES OF THE CLIENT
5.1
Collaboration and availability
The Client undertakes to:
Provide all access, documents, and informationnecessary for the
completion of the project. Respond within a reasonable timeto requests
from Allowebs.
5.2 Accuracy of information
The
Client guarantees the accuracy and integrity of the data provided.
Anyerror or omission likely to impact the service is the responsibility
of theClient.
5.3 Unauthorized access and modifications
The
Client undertakes not to modify the code configuration without the
prioragreement of Allowebs. Any unauthorized intervention exempts
Allowebs from anyliability for the stability and performance of the
project.
5.4 Legal use
The Client guarantees that
the use of Allowebs services complies with the lawsin force. The Client
remains solely responsible for the content distributed viathe solutions
provided by Allowebs.
6. INTELLECTUAL PROPERTY
6.1 Work conducted for the Client
Subject to full
payment, the elements (source code, design, etc.) developedspecifically
for the Client belong to the Client. The intellectual propertyrights are
then transferred to the Client, unless otherwise stipulated.
6.2 Mention “Made by Allowebs”
Allowebs reserves
the right to include, in discreet manner, a mention (e.g.:“Made by
Allowebs.com”) on any site or application delivered, withoutdistorting
the aesthetics or functionalities.
6.3 Pre-existing and
generic resources
Allowebs retains full ownership and rights
to the standard resources,libraries, Frameworks, or pre-existing modules
incorporated into the project. Anon-exclusive license is granted to the
Client for the use of these elementswithin the framework of the project.
6.4 Third-party rights
The Customer guarantees
that it holds or has obtained all necessaryauthorizations for any
content (text, images, videos, brands, etc.) that itprovides or has
integrated.
7. PAYMENTS, INVOICING AND PENALTIES
7.1 Quotes and terms
The rates and payment terms
(deposits, due dates, etc.) are defined in thequote/contract validated
by the Customer. Unless otherwise agreed, invoices arepayable within 30
days of their issue date.
7.2 Late payment
Any
past due payment beyond the contractual deadline may give rise to: Past
duepayment interest at the legal rate of 10%per month. A partial or
totalsuspension of services, without prior information to the Customer.
Thissuspension is justified by the fact that the Customer is already
informedthrough these Terms of Use that compliance with payment
deadlines is anobligation, and that this clause applies automatically.
7.3 Credit or refund
Unless otherwise formally
agreed in writing, no credit or refund is due if theClient unilaterally
decides to entrust the continuation of the project to athird party or to
interrupt the collaboration without proven fault of theService Provider.
7.4 Additional costs
Any costs related to the use
of third-party services (hosting, licenses, API)remain the exclusive
responsibility of the Client, unless specificallymentioned in the
commercial proposal.
8. WARRANTY
8.1 Warranty
period
Allowebs may offer a warranty on deliverables (e.g., 3
months), coveringanomalies directly attributable to our services.
8.2 Exclusions
The warranty does not cover: Bugs
caused by modifications not authorized by theClient or a third party.
Normal wear and tear, negligence, or misuse. Problemsoccurring after the
warranty period has expired unless the Client subscribes toa maintenance
and support contract with Lowes. Updates of third-party plug-insor tools
not managed by Allowebs
8.3 Intervention procedure
In
the event of a malfunction, the Customer must provide a detailed
descriptionof the problem to enable a diagnosis. Corrections under the
warranty areconducted at no additional cost.
9. LIMITATION
OF LIABILITY
9.1 Direct vs. indirect damages
Allowebs'
liability is limited to direct and proven damages caused by provenfault.
Indirect damages (loss of turnover, loss of data, loss of profits,
etc.)are expressly excluded.
9.2 Commercial results
Allowebs does not guarantee any quantifiable results (e.g.:
increase in sales, traffic, etc.), these depending on external factors
(market, competition, correct use of the service, etc.).
9.3
Third-party services and force majeure
Allowebs shall not be
held liable for any breakdowns, interruptions ormalfunctions caused by
third-party service providers or by force majeure(natural disaster,
conflicts, strikes, epidemics, network outages, etc.).
10.
CONFIDENTIALITY
10.1 Obligation of confidentiality
Each
party undertakes not to disclose confidential information
(technical,commercial, financial, etc.) received from the other party in
the context ofthe project. A separate confidentiality agreement is
available for signature,if necessary, to reinforce these commitments.
10.2 Duration
This confidentiality obligation
continues for the duration of the contract andafter its expiration or
termination, unless otherwise agreed or legallyrequired to disclose.
10.3 Personal data
Allowebs undertakes to comply
with applicable laws regarding the protection ofpersonal data (e.g.,
GDPR, Canadian Privacy Act, etc.).
10.4 Referencing in the
portfolio
The Client authorizes Allowebs to use the projects
completed, in whole or in part, for promotional purposes, including but
not limited to:
Publication in a public or private
portfolio. Use on the official Allowebs website.
Presentation at
professional events, conferences or calls for tenders.
10.5
Content used
Only non-confidential elements of the project
will be used, namely:
A general description of the services
provided.
Visual examples (screenshots or mock-ups) in compliance
with the Client's graphic charter.
The names and logos of the
companies, unless explicitly stated otherwise.
10.6 Prior
validation
If the Client wishes to restrict or validate the
use of specific elements for promotional purposes, it must inform
Allowebs before the end of the project. In the absence of written
objection, the authorization is considered granted.
10.7
Respect for confidentiality
No sensitive, technical or
confidential data will be published without the express written
authorization of the Client.
10.8 Right of withdrawal
The
Client may request, in writing, the withdrawal of his project from the
portfolio or other promotional materials. Allowebs will have a
reasonable period (30 days maximum) to carry out this withdrawal.
11. CANCELLATION, TERMINATION AND PRICE REVISION
11.1 Unilateral cancellation or termination
If
the Client cancels the project without fault of the Service Provider,
theamounts already due or committed (including fixed costs or a
percentage of thework completed) remain payable. If Allowebs decides to
terminate the contractfor legitimate reasons (serious misconduct of the
Client, persistentnon-payment, etc.), written notification will be sent.
Any cancellation ortermination of the contract by Allowebs or the Client
must be stipulated byemail. No other form of communication will be
accepted to avoid any loss ofcommunication and to preserve the
professionalism of the business relationship.
11.2 Price
revision
Allowebs may adjust its prices according to the
Consumer Price Index (CPI) orchanges in production costs. No note will
be added to the conditions page toindicate these adjustments. If no
agreement is reached, the Client mayterminate the contract without
penalty by giving 30days' written notice byemail including
condition 11.1, to avoid any ambiguity and maintain clear
andprofessional communication.
11.3 Amicable process
In
the event of a dispute or disagreement, the parties undertake to attempt
tofind an amicable solution before considering definitive termination or
takingany legal action.
12. NON-SOLICITATION
12.1 Personnel and subcontractors
The Client
undertakes not to solicit directly hire any Allowebs employee
orsubcontractor who participated in the project, and for a period of 2
yearsafter the end of the services, without written authorization from
Allowebs.
13. COMPENSATION
13.1 Protection of
the Service Provider
The Client agrees to indemnify and hold
Allowebs harmless from any claims orproceedings initiated by third
parties, arising from: The use or misuse of theservices by the Client.
The violation of an intellectual property right (text,logo, image, etc.)
provided by the client. Any infringement of the law,regulation, or these
Conditions.
14. ACCEPTANCE AND DELIVERY PROCEDURE
14.1 Phases and validations
Projects may include
several phases (analysis, prototyping, development,testing, going
online). The Client has a period defined by email or uponsubmission to
validate or report in writing any non-conformity.
14.2
Production launch
Any production launch without major remarks
constitutes formal acceptance ofthe deliverables. This means that if no
objection is made by the Client beforegoing online, the deliverables are
considered to comply with the agreedspecifications. This clause aims to
ensure a formal closure of the project andto establish that any
subsequent modification request will be treated as a newservice, subject
to specific conditions.
14.3 Reservations
If the
Client expresses reservations about certain functionalities,
Allowebswill endeavor to respond to them within a reasonable time. If
thenon-compliance persists, this may justify a review of the contract or
acommercial discount, to be negotiated in good faith.
15.
APPLICABLE LAW AND JURISDICTION
15.1 Applicable law
These
Conditions, as well as any relationship arising from their
application,are governed by the laws of the province of Quebec. In the
event of adiscrepancy between Quebec and Canadian laws, Quebec laws will
prevail.
15.2 Competent courts
In the event of
a disagreement not resolved amicably, the courts of thecompetent
judicial district of the province of Quebec will have sole authorityto
rule.
15.3 Mandatory provisions
Nothing in these
Conditions shall limit the mandatory rights of the consumer orcontradict
the applicable public policy legislative provisions.
FORCE
MAJEURE
Neither party shall be liable for any delay or
failure to perform if it resultsfrom force majeure (as defined by law
and caselaw) or external andunforeseeable circumstances beyond its
reasonable control.
17. NON-DENIGRATION CLAUSE
The
parties undertake not to tarnish each other’s reputation, whether by
publicstatements or on social media, until any attempt at an amicable
resolution hasbeen completed. However, if a client requests a reference,
it is possible toshare a genuine experience with the latter as part of
the obligation to providetruthful information. Otherwise, no action must
harm the reputation of theparties.
18. ENTIRETY AND
SEVERABILITY
18.1 Entire Agreement
These Terms
and any documents annexed to them constitute the entire agreementbetween
the parties.
18.2 Severability
If a clause is
found to be invalid or unenforceable by a competent court, thevalidity
of the other clauses shall not be affected. The parties shall endeavorto
substitute an equivalent clause in accordance with applicable law for
theinvalid clause.
19. ENTRY INTO FORCE AND DURATION
These
Conditions shall enter into force upon their acceptance (acceptance
ofthe quote or invoices) and shall apply throughout the contractual
relationshipbetween Allowebs and the Client.
20. CONTACT
For
any questions, complaints or requests relating to these Conditions, you
may contact Allowebs using the following contact details:
Email: contact@Allowebs.com
Website:www.allowebs.com