General Terms and Conditions

These General Terms and Conditions of Sale and Services (hereinafter the «GTC») govern all IT services, consulting, design, development, hosting and maintenance performed by VALRY LABS (Studio (en cours d'immatriculation), SIREN En cours d'immatriculation), hereinafter «VALRY LABS» or «the Service Provider», on behalf of its professional clients (hereinafter «the Client»).

Any order implies full acceptance of these GTC, save express waivers formalised in a specific contract signed by both parties.

Any service is subject to a detailed quote issued by VALRY LABS, including: the description of services, the functional and technical scope, the indicative schedule, the price ex. VAT and incl. VAT, the payment terms, and the validity of the offer (30 days unless otherwise stated).

The order becomes firm after the Client signs the quote and pays any deposit provided. Any change to the initial scope gives rise to a written amendment and additional billing.

Prices are quoted in euros, excluding VAT (HT) and including all taxes (TTC), with French VAT applied at the prevailing rate. Travel, accommodation, third-party licence and cloud infrastructure costs required to perform the service are re-billed at actual cost against receipts.

VALRY LABS reserves the right to update its annual rate card. Orders in progress are billed at the rate in effect on the order date.

Unless otherwise stated on the quote:

• Fixed-price engagement: 30% deposit on order, 40% at mid-project, 30% on delivery.
• Time & materials (daily rate): monthly billing, issued at end of month, payable 30 days from invoice date.
• Maintenance (TMA): monthly billing in advance, payable 30 days from invoice date.

Any late payment triggers late-payment penalties calculated at three times the prevailing statutory interest rate, plus a flat-rate recovery fee of €40 (article L.441-10 of the French Commercial Code).

VALRY LABS undertakes to perform its services in accordance with best practice and the signed quote. Indicative lead times depend on the Client supplying the information, access, validations and content required within the agreed timeframes.

The Client undertakes to appoint a single point of contact with the necessary decision-making authority and to respond to VALRY LABS requests within a maximum of 5 business days.

The Client warrants to VALRY LABS that it holds all rights necessary to provide the elements (text, images, trademarks, data) supplied in the context of the service. The Client is solely responsible for the lawfulness and accuracy of the content provided.

Save where the contract provides otherwise, source code, designs, deliverables and documentation produced under the service are assigned to the Client on the date of full payment of the corresponding invoice. The assignment covers the rights of reproduction, modification, translation, distribution and adaptation, for the legal term, worldwide.

Pre-existing elements (design system, internal libraries, methodologies) remain the property of VALRY LABS, which grants the Client a non-exclusive, worldwide, perpetual, royalty-free licence to use them for the operation of the delivered product.

VALRY LABS warrants that the service conforms to the signed quote for a period of 30 days after delivery, in respect of anomalies affecting the intended use. Excluded are anomalies resulting from misuse, modification outside VALRY LABS control, or use of non-compliant infrastructure.

The warranty is performed by correcting or reworking the affected deliverables. No warranty is due on time-and-materials services beyond the weekly review of hours performed.

VALRY LABS liability may only be incurred in the event of proven fault. It is expressly limited to direct damages and capped at the total ex-VAT amount paid by the Client for the relevant service over the last 12 months. Excluded are loss of revenue, profit, data and any indirect damages.

Each party undertakes to keep confidential the information of the other party to which it becomes aware in the performance of the service, for a period of 5 years after the end of the contractual relationship.

VALRY LABS may use subcontractors for the performance of all or part of the service, subject to informing the Client and guaranteeing their obligations. The Client remains informed of any subcontractor with access to personal data (GDPR, art. 28).

Neither party shall be liable for any failure to perform its obligations resulting from a force majeure event as defined by French case law.

In the event of a serious breach by either party of its obligations, the other party may terminate the contract by right, one month after a formal notice remains unanswered. Amounts due remain acquired to VALRY LABS.

These GTC are governed by French law. Any dispute relating to their interpretation or performance falls, absent amicable resolution, under the jurisdiction of the Paris Commercial Court, including in case of multiple defendants, summary proceedings, or third-party notices.

In the event of a dispute, the Client may refer the matter to VALRY LABS in writing. Absent amicable resolution within 60 days, the Client may refer the matter free of charge to the consumer mediation service (MEDICYS, 73 Boulevard de Clichy, 75009 Paris) under articles L.612-1 et seq. of the French Consumer Code, provided the Client qualifies as a non-professional consumer.

For the Service Provider’s legal notices, see this page. For the processing of personal data, see our privacy policy.