Terms and Conditions of Sale

These general terms and conditions of sale (hereinafter "T&C") define the rights and obligations of the parties in the context of all services offered by IT Luxuoso, a micro-enterprise registered with the Trade and Companies Register and managed by Mr. Luidgi Carolina-Litan. Services include website creation, graphic design, digital promotion services, maintenance and hosting, as well as any related service described in the specific conditions.

Any order placed with IT Luxuoso implies unreserved acceptance of these T&C. These T&C prevail over all other documents, except for specific conditions expressly agreed upon in writing.

1. Specific Conditions (SC): they describe the scope of services, deliverables, amount and payment terms (full payment, deposit or installment) as well as any specific clause.
2. General Terms and Conditions of Sale (T&C): they establish the general framework of the contractual relationship.
3. Possible annexes (technical documents, specifications).
4. Validation Form (VF) when required.

The contract is formed upon joint signature of the SC and T&C. The signature can be handwritten or electronic via a qualified signature service. Each page must be initialed, with the mention "read and approved", signature of the authorized person and, where applicable, company stamp. No work begins before complete signature.

Payment terms (full, deposit or internal credit) are specified in the SC.

These T&C are permanently accessible on IT Luxuoso's website at: https://itluxuoso.com/en/tos/

In accordance with Article L441-1 of the French Commercial Code, these T&C are communicated to any professional buyer who requests them.

IT Luxuoso offers:

• website creation (showcase, e-commerce, multi-page or custom);
• graphic design (logos, graphic charters, flyers, page mockups and pattern library);
• online promotion and visibility services;
• website hosting and technical maintenance;
• assistance and optimization services;
• any accessory or complementary service agreed in the SC.

The details, exclusions and limits of each service are defined in the SC. Any service not expressly provided for will be subject to a specific quote and amendment.

Due to the customized and bespoke nature of IT Luxuoso's services, no standard price list is included in these T&C. Prices, packages, options and payment terms are strictly defined in the Specific Conditions attached to the contract.

The client agrees to provide IT Luxuoso with all content and information necessary for service delivery (texts, images, credentials, logos, legal documents, etc.) within a maximum period of three (3) months from contract signature. After this deadline, IT Luxuoso will be released from its obligation to deliver the project and will retain amounts paid.

The client must validate or reject IT Luxuoso's proposals within the period specified in the SC or, failing that, within fifteen (15) days. Failure to respond within this period constitutes tacit validation.

For each graphic creation (logo, charter, flyer, website mockup, pattern library, etc.) and before any development, IT Luxuoso sends the client a Validation Form (VF) specifying the deliverables to validate. The client has fifteen (15) days (unless a different deadline is indicated in the SC) to sign the VF. The signature constitutes final validation of the design; any subsequent modification gives rise to an amendment and additional billing.

Maintenance terms (included services, number of interventions, service level) are defined in the SC. Unless otherwise stipulated, IT Luxuoso intervenes within an average period of two (2) weeks after notification.

Major anomalies must be reported by email to info@itluxuoso.com within seven (7) days following delivery; beyond that, any correction is considered an additional service.

When hosting is provided by a third-party provider, IT Luxuoso exercises no control over the infrastructure. It cannot therefore be held responsible for failures, interruptions, attacks or data loss related to the hosting provider or external events (network failure, maintenance, cyberattack).

More generally, IT Luxuoso disclaims all liability in case of service interruption due to causes beyond its control.

In case of force majeure preventing the execution of its obligations (natural disaster, major technical infrastructure failure, unforeseeable and irresistible event), IT Luxuoso may suspend service execution for the duration of the event without the client being able to claim compensation.

The occurrence of force majeure suspends IT Luxuoso's obligations for the entire duration of the event and cannot in any case engage its liability or give right to compensation or refund.

Payment terms are defined in the SC. Payments can be made by bank transfer, credit card, direct debit or cash (within legal limits).

IT Luxuoso may offer installment payment equivalent to internal credit over 12, 24 or 36 months. Acceptance of such credit irrevocably commits the client to pay all scheduled installments, even in case of termination. The SC specify credit conditions (monthly payments, deadlines, fees).

In case of payment default, a collection procedure is initiated in accordance with Article 13 of these T&C (formal notice, penalties, compensation and possible website deactivation).

No discount is granted for early payment, unless otherwise stipulated in the Specific Conditions.

In case of direct debit failure (opposition, lack of funds, closed account, bank limit), the installment concerned is immediately considered unpaid and penalties provided for in Article 13 become due by operation of law.

When installment payment or internal credit is granted, a single invoice corresponding to the entire service is issued upon contract signature. Monthly payments debited or paid according to the schedule do not modify the existence of the total debt, which remains legally acquired, without making the entirety of future monthly payments immediately due. Early payment only occurs in cases provided for in Article 13.

As IT Luxuoso is subject to a taxation regime on received income, single invoicing does not imply immediate receipt of all invoiced amounts, which are only declared at the time of their actual receipt.

Subscriptions, particularly maintenance subscriptions, are concluded for a minimum period of twenty-four (24) months. At the end of the initial period, they are tacitly renewed for periods of one (1) year.

The client may terminate at the end of the initial period by respecting a notice period of one (1) month notified by registered letter with acknowledgment of receipt. The notice period runs from receipt of the letter by IT Luxuoso. Any early termination before the initial term makes immediately due the amounts owed, increased by the penalty provided for in Article 13.

Any request not included in the contractual documents (page addition, new feature, modification of validated design, urgent optimization, etc.) will be treated as additional service. It will only be executed:

• after establishment of a complementary quote;
• after signature of an amendment to the SC;
• after payment of the amount due or the planned deposit.

In the absence of compliance with these cumulative conditions, IT Luxuoso will not execute the service.

11.1 General Principle

IT Luxuoso remains the owner of all intellectual property rights attached to creations (website, source codes, mockups, native files, videos). Unless otherwise stipulated in the SC, the client has a simple right of use, non-exclusive and non-transferable, on the website and delivered creations.

11.2 Rights Transfer Conditions

For websites, the possible transfer of source files and exploitation rights is subject to cumulative compliance with the following conditions:

1. full payment of the agreed price;
2. full payment of subscriptions until the minimum commitment term;
3. full repayment of any internal credit;
4. completion of a minimum period of 24 months of maintenance subscription;
5. absence of dispute or ongoing collection procedure;
6. payment of a transfer fee provided for in the SC.

For other deliverables (graphic design, videos...), terms for handing over source files are defined in the SC.

Before satisfaction of all these conditions, IT Luxuoso will not transmit either source codes or native files.

Unless expressly opposed before contract signature, the client authorizes IT Luxuoso to cite their name, logo and screenshots of achievements for commercial reference purposes (website, social networks, portfolio). The client accepts the addition of a mention at the bottom of the website indicating "Website created by IT Luxuoso". Any removal or modification of this mention requires IT Luxuoso's prior agreement.

In case of default payment of a monthly installment, whatever the cause, the installment concerned is immediately considered unpaid and gives rise by operation of law to the following measures:

1. Contractual Penalty: A late payment penalty of twenty-five percent (25%) of the unpaid monthly installment amount is applied.
2. Fixed Collection Compensation: A fixed compensation of fifty euros (€50) is due by operation of law to cover the first collection costs incurred by IT Luxuoso. When costs actually incurred exceed this amount, additional compensation may be invoiced.
3. Direct Debit Failure: Any direct debit failure (lack of funds, rejection, opposition, closed account, exceeded limit) constitutes non-payment resulting in immediate application of the above penalties.
4. Formal Notice Procedure: The client is formally notified to pay the unpaid installment. They have a period of fifteen (15) days from sending the formal notice to regularize.
5. Absence of Regularization: In the absence of payment within the indicated period:
   • IT Luxuoso may deactivate access to the website or the service concerned;
   • the file may be transferred to the partner collection agency;
   • collection costs incurred are entirely at the client's expense.
6. Early Payment (exceptional cases): In case of:
   • two consecutive non-payments,
   • or non-payment accompanied by total absence of client response within fifteen (15) days,
   IT Luxuoso may require immediate payment of the entire balance of remaining installments, without prejudice to the penalties provided for.

In accordance with Article L441-10 II of the French Commercial Code, the minimum legal rate applicable in case of late payment corresponds to the semi-annual reference rate of the European Central Bank (ECB) increased by ten points. This rate is only intended to apply on a subsidiary basis, the contractual rate of twenty-five percent (25%) being higher and therefore applicable as a priority.

IT Luxuoso disclaims all liability for indirect damages (loss of revenue, data, customers). IT Luxuoso's liability is in any case limited to the amount of the service concerned.

IT Luxuoso cannot be held responsible for consequences of non-compliant use or modification of deliverables by the client or a third party, nor for delays or damages caused by external factors, particularly hosting failures or internet network disruptions. The provider does not guarantee any results in terms of SEO or commercial performance.

Furthermore, deadlines possibly communicated to the client are given for information purposes only. Despite all reasonable efforts deployed to respect these deadlines and satisfy the client in the best conditions, IT Luxuoso cannot be held responsible for a possible delay, nor for any consequence related to this delay. No compensation, refund or penalty may be required for this reason.

The client remains solely responsible for the legality and compliance of content (texts, images, videos, logos, data) provided to IT Luxuoso. The client guarantees IT Luxuoso against any claim or action by third parties relating to this content.

Any complaint must be addressed in writing to IT Luxuoso within fifteen (15) days following delivery or online publication of the website or deliverable concerned. In the absence of complaint within this period, delivery will be deemed fully accepted by the client, without reservation, and cannot give rise to any subsequent dispute. The parties will endeavor to resolve disputes amicably, particularly through recourse to a mediator. In the absence of an amicable solution, court jurisdiction is specified in Article 16.

In the absence of amicable agreement, any dispute relating to the execution or interpretation of the T&C will be subject to the exclusive jurisdiction of the courts of IT Luxuoso's registered office jurisdiction, in Fort-de-France, even in case of multiple defendants or third-party claims.

If one of the clauses of the T&C is declared null, the other clauses remain in force. IT Luxuoso reserves the right to modify the T&C. The applicable version is the one in force on the date of contract signature.