General conditions of sale

Think and Motion undertakes to implement all means at its disposal to carry out the service covered by the order signed by the Client.

The Client undertakes to provide Think and Motion with all useful and necessary information for the proper execution and compliance with the deadlines for the performance of the service covered by the order signed by the Client.

Think and Motion shall not be liable for any damage or financial loss resulting from a delay in the performance or non-performance of all or part of the service, if such delay is due to events or causes beyond its reasonable control.

For certain services, Think and Motion reserves the right to use subcontractors. Relations with these third parties will be managed entirely by Think and Motion.

Think and Motion intervient sur demande expresse du client. Un devis ou un contrat sera réalisé pour toute prestation.

Le devis adressé par Think and Motion au client en deux exemplaires, précisera :

• La nature de la prestation,

• Le prix de la prestation hors taxes,

• Les modalités de paiement,

• Le planning des travaux détaillant les actions/obligations du client et du prestataire, ainsi que les délais de réalisation,

• La durée de validité du devis,

Pour confirmer sa commande de manière ferme et définitive, le Client devra retourner le devis sans aucune modification :

• Soit par courrier postal ou par télécopie, dument signé et daté avec la mention « Bon pour Accord » de la personne légalement responsable ainsi que du cachet commercial

• Soit par courrier électronique avec l’expression du consentement du client.

La commande ne sera validée qu’après renvoi du devis ou du contrat, accepté et signé, accompagné du règlement d’un acompte et du formulaire « Ouverture de compte » complété et signé.

A défaut de réception de l’accord du client et de l’acompte, ou bien à compter de la date d’expiration du devis, la proposition de devis est considérée comme annulée et Think and Motion se réserve le droit de ne pas débuter sa prestation.

La validation de la commande implique l’adhésion pleine et entière et sans réserves du client aux présentes C.G.V..

Formulaire d’Ouverture de Compte Client

Informations du Client:

• Nom:

• Prénom:

• Société:

• Adresse:

• Adresse e-mail:

• Téléphone:

Informations Administratives de l’Entreprise:

• Numéro de TVA:

• Code APE:

• SIREN:

• Adresse du siège social :

• Nom du Contact à la Comptabilité:

En signant ce formulaire, le client confirme l’exactitude des informations fournies et accepte les conditions générales de vente de notre entreprise.

Date:                                                                               Signature :

Think and Motion undertakes to make every effort to carry out the services ordered by the Client, but does not accept any obligation regarding deadlines, unless specifically agreed.

The performance of the services is dependent on the Client providing the information necessary for the proper execution of the order. Unless otherwise stated, the documents will be delivered in person on paper during a working meeting or sent by email in the form of compressed or uncompressed files (ZIP or PDF).

To fulfill the planned services, Think and Motion undertakes to provide its best care, in accordance with the rules of the trade. This obligation is not an express agreement, but a pure obligation of means.

The Client undertakes to collaborate with Think and Motion by providing it with all useful and necessary information for the proper execution of the service and compliance with execution deadlines.

The contract has a duration defined in the order form and depends on the service chosen by the Client. This is for informational purposes only.

The durations appearing in particular in the presentation of services are given for information purposes only and may vary considerably depending in particular on Think and Motion's workload schedule and the wait for the elements which must be provided by the Client.

The contract may be subject to tacit renewal as indicated on the order form.

Each party reserves the right to terminate the contract at any time in the event of non-compliance by the other party with any of its obligations under the contract, without prejudice to any possible damages which may be claimed from the defaulting party.

The contract will terminate, for this purpose, ten (10) working days after the requesting party sends a registered letter with acknowledgment of receipt stating the reason for termination, provided that the other party has not, within the period of ten (10) days, remedied the situation. In the event of inability or impossibility to remedy it within the aforementioned period, the requesting party will be entitled to terminate the contract immediately.

Each party may immediately terminate the contract in the event of cessation of activity by one of the parties, cessation of payment, receivership, liquidation or any other situation producing the same effects after sending a formal notice addressed to the judicial administrator (or liquidator) which has remained unanswered for more than one month, in accordance with the legal provisions in force.

In the event of the end of the term or termination of the contract:

• The service provision contract will automatically terminate on the corresponding date,

• The service provider is released from its obligations relating to the subject matter of this contract on the date of termination or expiry of the contract,

• The service provider undertakes to return to the customer, at the latest within thirty (30) working days following the termination or expiry of the contract, all documents or information provided by the customer.

In the event of termination of the agreement by the customer, the amounts corresponding to the services provided up to the effective date of the termination and not yet paid will be due by the customer. Any deposits paid will remain due and payable by Think and Motion.

Services are billed based on the current rate, quote, and purchase order. Prices are expressed in euros excluding taxes and are subject to VAT. Prices can be calculated as a fixed price, hourly, or daily rate. This time indication is for informational purposes only; only the amount is valid.

For time-based services (billed based on time spent), the hourly rate applies when the consultant works in their offices. The price of the service is fixed. It is stated exclusive of tax, to which taxes will be added.

It is agreed between the parties that payment by the Client of all the service provider's fees constitutes receipt and definitive acceptance of the services.

A 30% deposit will be required upon signing the purchase order.
The balance, i.e. 70%, will be expected upon delivery of the work as part of a fixed-price service.

Think and Motion will offer monthly billing for services over several months. Payment will be made upon receipt of the invoice.

Payment for orders is made by check or bank transfer. The Customer undertakes to pay the deposits defined in the quote or order form within the time limits specified in these same documents.

In the event of late payment, in accordance with the Law of March 22, 2012, a fixed compensation for recovery costs of €40 will be due in addition to late payment penalties.
Late payment penalties will be due from the day following the payment date shown on the invoice. The interest rate for these late payment penalties is the legal rate increased by 10 percentage points (i.e. the interest rate applied by the European Central Bank to its most recent refinancing operations).

Any delay or failure to pay will automatically result in:

• The immediate payment of any amount remaining due,

• Payment of a late payment penalty,

• The right for the service provider to suspend the execution of the current service and to postpone any new order or delivery.

Think and Motion is committed to:

• Respect the strictest confidentiality regarding information provided by the client, and designated as such

• Not to disclose any information on the work and services provided for its clients,

• Return any document provided by the client at the end of the mission,

• Sign a confidentiality agreement if the client wishes.

The following information will not be considered confidential:

• Which are available to the public,

• Which must be disclosed in order to carry out the filing formalities prescribed by law.

The terms of the contract signed between the parties are deemed confidential and as such may not be communicated to unauthorized third parties. The Client's written consent will be requested before their name and company name appear in any references to Think and Motion on any promotional material. Think and Motion reserves the right to refuse any service that may appear contrary to its ethics or in disagreement with the Law.

The use of documents published by Think and Motion is subject to Articles 40 and 41 of the law of March 11, 1957: "any representation or reproduction, in whole or in part, made without the consent of the author or his successors in title or assigns is unlawful." Article 41 of the same law only authorizes "copies or reproductions strictly reserved for the private use of the copier and not intended for collective use" and "analyses and short quotations, provided that the name of the author and the source are clearly indicated." Any representation or reproduction, by any means whatsoever, not complying with the legislation in force would constitute an infringement punishable by Articles 425 and 429 of the Penal Code.

The Client undertakes on its own behalf and that of its employees or any party with whom it may be bound by contract to respect intellectual property and to use the media and tools provided in accordance with the rules of use and in particular not to distribute them externally or make commercial use of them except with the authorization of Think and Motion for those which are its property.

Think and Motion cannot be held responsible for a deadline not met due to any fortuitous event or force majeure such as, in particular, any act emanating from a civil or military authority, de facto or de jure strike, fire, flood, water damage, storm and lightning, accident, riot, attack, non-delivery of documents for the creation or commissioning of the product, any act attributable to a third party, or other circumstance having an external cause and preventing it, directly or through a third party, from meeting said obligations.

Any dispute relating to the interpretation and execution of these General Conditions of Sale and the contracts signed between Think and Motion and the Client is subject to French law.

In the absence of an amicable resolution, the Commercial Court (or similar body) of Chambéry will have sole jurisdiction for any dispute relating to the interpretation and execution of these General Conditions of Sale, contracts and their consequences, signed between Think and Motion and the Client.

Updated January 1, 2024