General terms of sale
Contractual framework for our B2B services. The specific conditions and the full service agreement are attached to each quote; in case of divergence, the version signed with the quote prevails.
1. Scope
These GTC govern all Orthodrome Consulting services, save for written specific conditions. Any order implies unreserved acceptance.
2. Order
An order is formed by returning the quote dated, signed and marked “agreed” (bon pour accord), together with any deposit.
3. Prices
Prices are stated in euros, excluding tax. They are firm for the quote’s validity period (30 days unless stated).
4. Invoicing & VAT
For a business customer established in the EU, VAT is reverse-charged by the customer (art. 259-1 CGI; art. 196 dir. 2006/112/EC), with an EC Sales List (DES).
5. Payment
By bank transfer, on the quote’s due dates. No discount for early payment.
6. Late payment
Penalties at the ECB rate + 10 points, due without reminder, plus a fixed recovery indemnity of €40 per invoice (art. L441-10 French Commercial Code).
7. Timelines
Timelines are indicative. They are suspended by any delay attributable to the Client or by force majeure.
8. Changes
Any request outside the initial scope is subject to an amendment or an additional quote.
9. Acceptance
Absent written reservations within 10 days, deliverables are deemed accepted.
10. Intellectual property
Rights to bespoke work are assigned after full payment. The Provider’s know-how and reusable components remain its own.
11. Confidentiality
Mutual obligation, during the contract and for 3 years thereafter.
12. Personal data
GDPR compliance; where applicable the Provider acts as processor on the Client’s documented instructions.
13. Liability
Best-efforts obligation. Liability capped at the amount actually paid excl. tax; indirect damages excluded.
14. Termination
Available upon serious breach not remedied within 15 days of formal notice.
15. References
The Provider may cite the Client as a reference, unless objected to in writing.
16. Governing law
French law. Jurisdiction of the Paris Commercial Court failing amicable settlement.