The purpose of these Terms and Conditions is to govern all the General Conditions of Sale under which JADEA CO., LTD. (Hereinafter called the PROVIDER) provides its services to its Customers. These General Conditions of Sale prevail over the commercial information displayed on the JADEA-SAMUI.COM website, which may be subject to change at any time and without prior notice, or in any other conditions contained in any other document.
SECTION 1 – DEFINITIONS
“PROVIDER” means JADEA CO., LTD. Thai company, whose registered office is located at 116. Moo4. T.Maret – Suratthani – 84310 – Koh Samui – THAILAND.
“CUSTOMER” or “CLIENT” mean any natural or legal person requesting the services of the PROVIDER. The person or company signing these General Conditions of Sale (signature accompanied with the wording “Good for Agreement” on the quotation) guarantees the payment of the invoice, even if this must be established in the name of a Third Party.
SECTION 2 – PURPOSE AND SCOPE
The PROVIDER offers creation, realization and redesign services of Internet Websites, computer interventions on WordPress CMS (installation of WordPress, configuration and optimization of the site) and maintenance of the Internet Website.
The CUSTOMER is informed on the quotation of the General Conditions of Sale and may also consult them at any time on the PROVIDER’s website, https://jadea-samui.com/conditions-generales/. Consequently, any order placed by the CLIENT on behalf of the PROVIDER infers acceptance and without reservation of these General Conditions of Sale.
SECTION 3 – DOMAIN NAME AND HOSTING
The development or redesign services of a website are understood to exclude the purchase of a domain name and hosting, these being the responsibility of the CLIENT. The PROVIDER can offer the CLIENT quality web hosting providers, but the CUSTOMER is free to choose his own web hosting provider.
SECTION 4 – ADVERTISING RIGHTS
• 4.1. References
The CLIENT authorizes the PROVIDER to quote his name and company name, as well as his URL, the screenshots of his web pages, as references for the commercial promotion of the PROVIDER.
The CLIENT is informed that a link to his site will be made from the site of the PROVIDER. This will increase its visibility in search engines. The CLIENT may decline this option by a simple email addressed to the PROVIDER.
• 4.2. Footnote
The CUSTOMER undertakes to include at the bottom of each page of its website the discreet mention “Site Developed by JADEA-SAMUI”, possibly with a JADEA-SAMUI.COM. hyperlink.
SECTION 5 – SPECIFICATIONS AND ESTIMATES
• 5.1. Specifications
It is advisable for the CLIENT to give the PROVIDER a specification of the website that he wishes to have developed, and to provide as much detail as possible. Once approved by both parties, these specifications will not be modified and will be used as the basis for the estimate by the PROVIDER.
• 5.2. Estimate «Website Development or Redesign»
The estimate is made free of charge by the PROVIDER, either on the basis of the specifications given by the CLIENT or on the basis of exchanges between the CLIENT and the PROVIDER, without any obligation to the CLIENT, except in instances as reduced to writing in the form of an email to the CUSTOMER, in particular, when the quote involves research.
The estimate is sent by email to the CLIENT in PDF format. The acceptance of the estimate implies a good understanding of the document by the CLIENT.
The estimate is valid for one (1) week from the date of issue and does not bind the CUSTOMER until the CUSTOMER has confirmed the acceptance of the proposed offer. After this period, the PROVIDER is entitled to modify the price. Prices verbally agreed or published on the website JADEA-SAMUI.COM are binding on the PROVIDER only if they have been confirmed by a written offer in PDF or by email.
If accepted, the CLIENT will have to print the PDF quote, sign it, affix the date and the handwritten wording “Good for Agreement”. Any estimate signed by the CLIENT is considered a confirmed order. The signed estimate must be sent to the email address of the PROVIDER: HELLO@JADEA-SAMUI.COM. Payment in full (100%) of the total amount must be made within 48 hours of acceptance of the estimate, unless otherwise stated in this specification.
The estimate accepted and signed by the CLIENT commits both parties.
The PROVIDER reserves the right to refuse an order from a customer in instances where there is a dispute concerning the settlement of an earlier order.
SECTION 6 – CUSTOMER’S OBLIGATIONS
• 6.1. Provision of access codes
The CUSTOMER agrees to supply the PROVIDER with all the information required to perform the services provided for in this contract, and in particular the access codes to its hosting server, so that the PROVIDER can proceed with the website installation and maintenance intervention of the site.
• 6.2. Provision of content
The CUSTOMER agrees to provide all text, images, videos and audio necessary for the development of the project and to collaborate with the PROVIDER by making available to him any documents or information that may be requested by the PROVIDER.
All content in their entirety, text and media, must be provided by the CLIENT prior to the commencement of any works.
• 6.3. Delay in the provision of content
The CLIENT agrees to supply the PROVIDER, within three (3) months of the date of acceptance of the offer, all the necessary content to develop the website as per the specification and estimate. If after this period, the CLIENT has still not provided all the necessary content, the total invoice will be increased by an additional 5% and payable in three (3) monthly instalments. For example, if the CLIENT provides the required information only after six (6) months have elapsed after the date of the signature of the estimate, the final invoice will be increased by 10%.
• 6.4. Intellectual property
The CUSTOMER must ensure that he is the owner of all the intellectual property rights relating to the content as well as all other documents, in all forms, present on his website and that the resources provided are not likely to infringe the rights of third parties.
The CUSTOMER is informed that the publication is true and binding on the conscience and is protected by copyright. The CUSTOMER undertakes accordingly to include on the pages of his website the identity and address of the owner or the author of text and/or images where permission has been granted, and to honour all necessary requests.
The CUSTOMER undertakes to provide the PROVIDER with documents that are true and representative of his / her business, and not resources from the competition.
• 6.5. Active Collaboration
The CUSTOMER agrees to cooperate actively with the PROVIDER by providing him with the information and documents necessary to undertake the specifications of the contract. The PROVIDER cannot be held responsible in cases of delays in the execution of the works, due to the non-compliance of this commitment by the CLIENT.
• 6.6. Backup contents
The CUSTOMER agrees to retain the originals of all resources provided to the PROVIDER who can not be held liable in the event of loss or upon modification of the website by the PROVIDER or by any other person.
• 6.7. Payment
The CUSTOMER agrees to pay the sums due within the deadlines stipulated on the order.
SECTION 7 – THE PROVIDER’S OBLIGATIONS
Within the framework of an obligation of means in the performance of the contract, the PROVIDER undertakes to:
- Design and publish the website online, in accordance with the estimate accepted by the CLIENT,
- Ensure the necessary care is exercised in the delivery of a quality service,
- To inform the CUSTOMER regularly on the progress of the development of the project,
- To preserve the confidentiality of all information and documents which it may hold as a result of the execution of this contract,
- Ensure the non-disclosure of the hosted information and not communicate it to any Third Party, even if the contract has ended or is terminated.
SECTION 8 – ORDER
• 8.1. Conclusion of the contract
The CUSTOMER acknowledges having received from the PROVIDER all the information and advice which was necessary to honour the contract. Thus, the choices made by the CLIENT, at the time of order or later remain his entire responsibility.
The contract is considered as concluded upon receipt of the quote signed by the CUSTOMER with the handwritten wording “Good for Agreement” and the final payment made in full. Commencement of works will only be initiated after payment has been received.
• 8.2. Choice of theme (graphic aspect of the Website)
Once the order has been placed by the CUSTOMER, the PROVIDER will propose a selection of themes in accordance to the project specifications as detailed by the CUSTOMER, during the exchanges with the PROVIDER. The choice of the theme is made in consultation with the CLIENT. Any subsequent changes may be subject to additional charges for searching and modifying the already integrated content. The positioning of the various content is subject to the design functionality of the theme chosen by the CUSTOMER who must ensure that this satisfies his present and future needs.
• 8.3. Installation on the hosting server
The PROVIDER installs the WordPress database on the CUSTOMER’s hosting server or, in case of site redesign, on a related directory, in order not to break between the old and the new CLIENT site.
• 8.4. Content Integration
The PROVIDER will install the theme and tree structure and integrate text, images, videos, etc … provided by the CLIENT.
8.4.1. The CLIENT is obliged to inspect and proofread his text very carefully before submitting them to the PROVIDER (spelling, capitals, singular/plural, phrases, punctuation, grammar …). If upon delivery of the website, the text modifications requested by the CLIENT prove important, the PROVIDER reserves the right to charge a pro-rata amount for the overtime, after informing the CLIENT by email.
8.4.2. In the event that modifications, alterations and other services provided in the estimate should lead to excessive execution time as compared to the time normally required, for example, the exploitation of files, documents and content provided by the CLIENT, an additional hourly charge will be applied as a proportion of the total time spent.
• 8.5. Extensions and plugins
The PROVIDER will integrate modules, extensions and plugins necessary and in conformity with the specifications (forms, slideshows, preparation for referencing, availability calendar, etc …). Some paid licensed plugins may be used and are included in the quote. The versions of plugins, components and modules installed are most recent.
• 8.6. Delivery and completion of work
The PROVIDER will inform the CUSTOMER by email of the online publication of the website. The email confirms the completion of the work.
During the fifteen (15) days following the publishing of the website, the CUSTOMER may ask for minor modifications to the site’s content, that is to say, slight modification of text (misspellings, change of words or modifications of sentences, etc.). Larger changes such as adding entire paragraphs will be invoiced for.
SECTION 9 – WITHDRAWAL PERIOD
As the PROVIDER is subject to the laws of Thailand, there is no withdrawal period after the order has been accepted by the customer if the customer is an individual. He therefore cannot claim any refund for the withdrawal period.
SECTION 10 – MODIFICATION OR CANCELLATION OF ORDER
Any modification or cancellation of services by the CLIENT will give rise to a confirmation email from the PROVIDER.
• 10.1. Modification
The service includes only the services specified in the estimate and approved by the CLIENT. No estimate can be changed without the express agreement of both parties. Any subsequent modification or addition to the original estimate will be subject to a new estimate and / or re-invoicing.
Any change in quotation requested by the CLIENT and approved by the PROVIDER may result in extended delivery times.
• 10.2. Cancellation (out of service)
In the case of a cancellation of the services of the PROVIDER by the CUSTOMER, after the signature and receipt of the estimate / order form and before the work starts, 30% of the total amount of the invoice will be charged for the effort and compensation for services rendered.
In the event of cancellation of the services of PROVIDER by the CUSTOMER during the execution of the works, the PROVIDER reserves the right to retain the total amount, regardless of the amount of work already carried out.
If the cancellation of an order or breach of a contract is due to the PROVIDER and is not a result of a Force Majeure (disconnection of the Internet, piracy of the PROVIDER’s system, disability, serious illness, etc.) And if the reasons for the cancellation do not bind the CUSTOMER (unlawful behaviour, default of payment …), the PROVIDER undertakes to return to the CUSTOMER the totality of the sums collected within a period of fourteen (14) days, and a declaration of cancellation or termination.
SECTION 11 – DELIVERY TIME
• 11.1. Planning
The duration of the performance of the service will be evaluated during the preliminary study, with the possibility of a schedule agreed to upon by the parties during the drafting of the specifications.
Any modification made by the CUSTOMER, made subsequent to the signature of the estimate and resulting in an increase in expenses and an extension of the time originally planned, will be the subject of a re-evaluation of the delivery times.
The delivery times indicated on the website: www.graindesite.com are provided as guidelines only and on the basis of experience. The PROVIDER undertakes to honour the time limit as soon as possible and to inform the CUSTOMER regularly of the progress of the work.
• 11.2. Late delivery
The delivery time depends not only on the PROVIDER, but on the CUSTOMER to provide the necessary content to carry out the work (documents, access codes to the hosting server, etc …). The PROVIDER declines all responsibility in the event of delay caused by the CUSTOMER due to insufficient or late submission of the content.
The PROVIDER reserves the right to suspend any order pending the provision of content from the CUSTOMER to be included in the framework, without prejudice or financial compensation and without this constituting reason for cancellation of the order.
In the event that the CUSTOMER takes an unusually long time to provide the content necessary for the proper execution of the contract, the PROVIDER reserves the right to edit an intermediate invoice for work already undertaken.
Delays in delivery will not justify the cancellation of the order by the CLIENT, nor give rise to the payment for damages, compensation or penalties.
• 11.3. “One-off” content management
In the event of a Point Content Management requested by the CLIENT, such as the addition of text, pages or articles, the PROVIDER will intervene within five (5) working days after receipt of the content, except in case of exceptional closure notified by email to the CLIENT. Depending on the type of ad hoc intervention requested by the CLIENT and estimated in terms of working time to be performed by the PROVIDER, an invoice is issued and sent to the CUSTOMER. Any one-off intervention is invoiced on time and must be settled before the work begins, with the invoice paid
SECTION 12 – GUARANTEE
The guarantee refers only the services described in the contract / estimate signed and accepted by the CLIENT.
• 12.1. Checking the order
The CUSTOMER must check the correct functioning of their website as soon as as it has been published online live, and communicate any issues to the PROVIDER.
The PROVIDER undertakes to remedy any operating problem resulting from a defect in the design or execution of the services.
However, the guarantee obligation of the PROVIDER is excluded in the following instances of malfunction:
- Due to misuse of the CLIENT,
- Following an intervention by the CLIENT or a third party other than the PROVIDER, corresponding to a disclaimer of these Conditions of Sale,
- Due to negligence, lack of management or maintenance by the CLIENT.
• 12.2. Warranty period
The CUSTOMER has fifteen (15) days from the official publication of its website and / or the delivery of an ancillary service to report any issues in order for the guarantee to be in effect.
ARTICLE 13 – MAINTENANCE AGREEMENT
• 13.1. Scope
The CUSTOMER acknowledges having verified the suitability of the service to their needs and having received from the PROVIDER all the information and advice which was necessary for him to subscribe to this maintenance commitment of his website in full knowledge of the facts. Upon delivery of the site to the CLIENT by the PROVIDER, a general backup is carried out.
There are 2 types of maintenance services offered to the CLIENT:
- Outsourcing of 1 Hour:
At the request of the client, for the PROVIDER to intervene on any technical operation, such as updating the theme, plugins, WordPress and a full backup of the site. In the event of a breakdown of the site, the PROVIDER intervenes on the restoration of the site with the last backup restored.
This monthly one-hour maintenance option includes total support in terms of backups and updates to the CUSTOMER’s site by the PROVIDER throughout the period of the maintenance contract.
The maintenance only relates to the updates of the installed products and for the specified website, whose domain names are detailed in the contract.
Both maintenance options include:
- The regular updating of the WordPress CMS, the theme used, as well as plugins to their latest version,
- The basic optimization of the database,
- Backing up of the pages, files and database,
- The preventive measures that will seem necessary to the PROVIDER, in order to guarantee the stability, the consistency and the security of the site, without having to obtain the prior agreement of the CLIENT.
Both maintenance options exclude:
- Changes or additions to pages, articles, text, images, videos, audio, etc …,
- The optimization of the image bank: the CUSTOMER is obliged to remove all content that they have inserted themselves and to verify that they have correctly named all media (without accents).
When the annual maintenance contract is signed by the CUSTOMER, the PROVIDER will, as a minimum, visit the site’s administrative section a least once a month, in order to carry out preventive checks. The updates included in the maintenance will be done at the most appropriate time, judged by the PROVIDER and in the interest of the CLIENT’s website.
• 13.3. Duration of Contract and Renewal
The annual maintenance contract is agreed for a period of one (1) year and is not automatically renewed when it expires. At the end of the contract, the PROVIDER reserves the right to propose a new estimate with its new tariffs or not to renew the contract. The CLIENT is under no obligation to renew a maintenance contract with the PROVIDER.
In order to renew the contract, the PROVIDER will notify the CUSTOMER by e-mail in accordance with the anniversary of the renewal and according to the following schedule:
- 1st reminder: D – 30 days
- 2nd reminder: D – 7 days
- 3rd recall and closure of maintenance: day D
- Stop maintenance: D + 7 days
This notification must be made by e-mail only, and will be addressed to the billing contact (the CLIENT is responsible to keep the e-mail address up to date). It is up to the CUSTOMER to request the renewal in sufficient time, so that the payment is actually received by the PROVIDER before the expiry of the previous maintenance contract.
• 13.4. Termination of Service
The Maintenance Agreement may not be terminated before the expiry of the term, at the initiative of either party without the consent of the other party, except in cases of force majeure. In the event of mutual agreement to terminate the contract, the CUSTOMER shall not be entitled to reimbursement by the PROVIDER of the sums already paid.
13.4.1. Default of Payment
Failure to make full payment for the agreed renewal amount, the PROVIDER will not carry out the renewal requested by the CUSTOMER. The CUSTOMER will receive an e-mail notification of the closure of the maintenance service on the anniversary date of the contract. The maintenance services will cease at D + 15 days according to the anniversary date of the renewal and the CUSTOMER will receive an e-mail to inform them of the maintenance stoppage for non-payment.
13.4.2. Case of Force Majeure
In cases of force majeure under the conditions provided for in Article 19 of these General Conditions of Sale, each party may terminate the maintenance contract without any compensation.
13.4.3. Failure to comply with CLIENT’s obligations
Failure by the CUSTOMER to fulfill their responsibilities as stipulated in Article 17 of these General Conditions of Sale, the PROVIDER reserves the right to interrupt the CUSTOMER’s services immediately and without prior notice and to immediately terminate the maintenance contract, without prejudice and rights to any damages to which the PROVIDER may be entitled. In these instances, the CUSTOMER can not claim any reimbursement from the PROVIDER for the sums already paid.
13.4.4. The rights of the PROVIDER
The PROVIDER may terminate the completed contract by registered letter with acknowledgment of receipt, subject to two (2) months notice prior to the anniversary date, without justification and without entitlement to compensation. The CUSTOMER will not be entitled to any reimbursement of the sums already paid.
If the PROVIDER terminates the contract due to non-compliance by the CLIENT and has caused any prejudice to the PROVIDER, the PROVIDER reserves the right to sue the CLIENT for the full compensation of the stated damages and in particular the reimbursement of such damages, penalties, fees, and other fees incurred by the PROVIDER.
• 13.5. Updating Personal Data
The CUSTOMER agrees to inform the PROVIDER of any change in information (in particular, change of address, electronic or other …), within 30 days of this change, except for changes to e-mail addresses, which must be communicated within 48 hours of change.
SECTION 14 – NON-SUBSCRIPTION TO THE MAINTENANCE SERVICE
• 14.1. Scope
If a maintenance contract is not accepted or renewed by the CUSTOMER, the liability of the PROVIDER of the CUSTOMER’S website is totally unobstructed.
Updates to the WordPress CMS, the theme and any module installed on the website become the responsibility of the CLIENT. Since the CLIENT becomes the sole administrator of his website, any errors resulting in the instability of the website will be the CLIENT’s responsibility.
• 14.2. Premium Licenses
The CUSTOMER will have to purchase the premium licenses of the theme and plugins used to carry out their updates and to ensure the compatibility of the theme used with the latest versions of WordPress.
• 14.3. Passwords
Once the contract is concluded and the website is up and running, and if a maintenance contract is not signed, it is recommended that the CUSTOMER changes all the related passwords. The PROVIDER is not responsible for any damages incurred if the CUSTOMER has not changed his access codes.
• 14.4. Response to technical problems
If no maintenance contract signed by the CUSTOMER and if there is a technical problem further down the line or if the site has to be re-installed again on the hosting server, a new estimate will be calculated by the PROVIDER to resolve and repair the problem . The CLIENT will be free to accept this quote or to choose another supplier.
SECTION 15 – MANAGEMENT OF THE WEBSITE BY THE CLIENT
• 15.1. Basic training
At the request of the CLIENT, the PROVIDER is able to assist with basic training in the maintenance and management of their website. The training is for a duration of 4 consecutive hours. The basic training includes tutorials on adding articles, pages and / or modifying texts, adding / deleting photos etc on the site. Training is not a complete guide on the creation and the management of the website in WordPress or programming code. The basic training is always carried out at the premises of the Jadéa Agency in Koh Samui – Lamai.
Any basic training requested is additional and will be included in the initial estimate. The request must be made by the CLIENT within three (3) months after the delivery of the website. At the CUSTOMER’s request, the PROVIDER can offer him further training as required.
• 15.2. Limitations of Liability
The PROVIDER has no obligation to check the modifications made on the website by the CUSTOMER or by any other person not working for the PROVIDER.
The CUSTOMER, or the person designated by him who administers the website by adding pages, articles and media is required to maintain the media library. The CUSTOMER must in particular delete the images that are multiple copies or unused. In order to guarantee efficient backups of the website, the CUSTOMER will take particular care not to name the images with accents. The CUSTOMER has an obligation to correctly administer and manage the modifications that they publish on the internet. The PROVIDER shall in no event be responsible for the loss of data due to the negligence of the CLIENT.
In the event of a malfunction of the website, due to negligence by the CUSTOMER, the PROVIDER will invoice the CUSTOMER for the hours of maintenance that will be required to restore the proper functionality of the site.
The PROVIDER will not be responsible for the maintenance of the website if the CLIENT himself carries out the updates on WordPress, the theme and / or the plugins used. Should the website suffer any damage as a result of the CUSTOMER’s intervention, the PROVIDER will issue an invoice corresponding to the work necessary for the correct restoration of the website.
The CUSTOMER who intervenes on the source code will do so at his / her own risk and the PROVIDER can not be held responsible for the malfunctioning of the website.
The PROVIDER will not be held responsible in the event that the maintenance operations prove to be impossible to carry out due to the severity of the damages sustained following the modifications made by the CLIENT on the website.
SECTION 16 – RATES AND PAYMENT
• 16.1. The PROVIDER and the VAT
The PROVIDER is subject to Thai VAT of 7%. All rates estimated by the PROVIDER are in Thai Baht and exclude tax. If the particular CLIENT / Company is located in Thailand, the VAT will apply on estimates and invoices. If the particular CUSTOMER / Company is located outside Thailand, the VAT will not apply, the estimate and invoices issued by the PROVIDER will not include tax.
• 16.2. Scope
In return for the services stipulated in the estimate accepted by the CLIENT, the CLIENT agrees to pay the PROVIDER the amount of the tariff specified on the estimate in local currency, Thai Baht. The CUSTOMER is solely responsible for the payment of all the sums due under the service contract of the PROVIDER.
The prices of the services can vary at any time over and above the estimates accepted and returned to the PROVIDER. The rates used as a basis for billing are unit prices.
For annual maintenance-type contracts, the CUSTOMER is informed of the new tariff in the 1st notification of the renewal, sent thirty (30) days prior to the due date. The CLIENT will have an option to renew the contract.
• 16.3. Methods of settlement
The professional or non-professional CLIENT must pay the rate according to the specifications provided on the estimate, namely:
If the CLIENT is located in Thailand, payment can be made via bank transfer to the account of the PROVIDER.
If the CLIENT is located outside Thailand, 2 payment methods are possible:
- Bank transfer in THB: (the transfer costs allocated by the CUSTOMER’s bank as well as the local costs incurred by the transfer from our Thai bank account are at the CUSTOMER’s expense),
- Paypal in THB: (fixed fee of + 5% on the total amount of the invoice).• 16.4. Payment terms
Any dispute or reservation relating to an invoice must be notified to the PROVIDER within five (5) days of receipt. Failing this, the invoice will be considered as definitively accepted by the CLIENT and the corresponding claim as incontestable. The terms of payment shall be specified in the estimate, which shall be as follows:
16.4.1. Realization of website or redesign of site
Upon receipt of the services, the CLIENT will complete and sign the estimate that will serve as an order form. The payment terms are as follows: 100% of the total amount of the PROVIDER’s invoice must be paid before the execution of services.
It is up to the CUSTOMER to request the renewal of the maintenance of his website within a certain time period, so that the payment is actually received by the PROVIDER before the expiration of the previous maintenance. Any incident and / or delay in payment by the designated date will result in suspension of services following reminders by the PROVIDER.
16.4.3. Additional services, “update” estimate
Payment is required, before the execution of the estimate corresponding to the works.
SECTION 17 – RESPONSIBILITY
• 17.1. Scope
The CUSTOMER is liable to be “responsible” for his website as soon as it is live. The responsibility of the PROVIDER will therefore be entirely handed over following delivery of the website.
The CUSTOMER owns the website and is free to manage content and administration thereof. The CUSTOMER declares that he accepts the characteristics and limitations of the internet and recognizes in particular the following points: data circulating on the internet is not protected, in particular, against possible misappropriations.
The PROVIDER can under no circumstances be held responsible for issues related to hosting, referencing, reliability of data transmission, access times or speed of loading of the website.
The PROVIDER will perform his services in accordance with the rules stipulated within his art and means within his profession. It is expressly specified that the PROVIDER is not bound by an obligation of the result, but rather a commitment of intent.
• 17.2. Content of the Website
The CUSTOMER is solely responsible for the content and the contents of its website including all the information communicated for the operation and maintenance of the website, as well as for all files, in particular, address files. Consequently, the PROVIDER is not responsible for the content of the information published or collected including its operation or maintenance of any files, including address files for any reason whatsoever.
Before sending a graphic or textual element to the PROVIDER for the successful execution of the contract, the CUSTOMER must ensure that he has all the publishing rights and is legally allowed to use all of the elements. The CUSTOMER’s will be held liable in this respect.
The CUSTOMER is civilly and criminally responsible for morality in respect to the laws and regulations, in particular, with regard to the protection of minors and respect for the human person, as well as of his personal data and the rights of third parties, intellectual property, as well as all the data submitted. The CUSTOMER agrees to respect the universal principles of use of the internet.
The CUSTOMER agrees not to propose pages, texts, images, sounds, videos or other animations not in line with French legislation. The CUSTOMER agrees not to use a hypertext link pointing to sites or pages that violate Thai or international laws or that may harm the image of the PROVIDER.
The CUSTOMER shall not in any way infringe the law for example, by advertising banners, disturbing public order, morality and / or the rights of third parties (trademark law, author, protection of minors, protection of databases, etc.). In particular, the CUSTOMER undertakes not to propose pornographic content, nor to propose or allow commercial services which are pornographic and / or erotic or illicit or which are contrary to public order (violence, incitement to racial hatred, the supply of strictly prohibited goods or services in the territory, etc.).
The PROVIDER declines all legal and moral responsibility if the CUSTOMER has deceived the PROVIDER as to the future content of the site contrary to moral integrity or illegal content, whether during or after the contract. If a CLIENT orders such a service without the knowledge of the PROVIDER, the PROVIDER reserves the right to disclose any information to the police and to the Thai justice department. The CUSTOMER shall be obliged to pay immediately a contractual penalty of 1,000,000 THB (one million Baht) per violation found, which payment is not exclusive to a judicial claim for damages. It is specified that the CLIENT will have to pay as many times the penalty as the number of violations eventually found. The CUSTOMER shall be obliged to remove, without delay, any reference to the PROVIDER on its website.
• 17.4. Indirect damage
In no event shall the PROVIDER be liable for indirect damages such as financial or commercial damages, loss of orders, loss of data, loss of profit or damage to the brand. (For example, improper disclosure of confidential information as a result of system defects or piracy).
The PROVIDER can not be held responsible for any business losses resulting from a temporary or permanent, partial or total unavailability of an e-commerce site.
• 17.5. legal information
In no case shall the liability of the PROVIDER be incurred in the event of non-compliance by the CUSTOMER with legal and regulatory authorizations, in particular with regard to the processing of data.
• 17.6. Data protection
- The PROVIDER will not be held liable in case of malicious intent of third parties on the website and / or in the CLIENT’s electronic mailboxes.
- Theft and possible embezzlement of passwords, confidential codes and more generally any sensitive information for the CLIENT virus contamination of the CUSTOMER’s data and / or software (it is recalled that the protection of these is the responsibility of the CLIENT).
- The PROVIDER will not be held responsible for any damage to the CLIENT’s equipment.
• 17.7. Interrupt for maintenance
As part of a maintenance service, the PROVIDER reserves the right to temporarily suspend the accessibility of the website, without entitlement to compensation. However, the PROVIDER undertakes to use all means at his disposal to minimize this type of interruption. The PROVIDER is not responsible for loss of income due to interruption or failure of services.
• 17.8. Limitations of liability: theme and plugins
17.8.1. The PROVIDER will not be held responsible in the event of using a premium or free theme that would is no longer available, and which would become incompatible with the latest version of WordPress. In this case, maintenance of the theme can no longer be done by the PROVIDER, without entitlement to compensation. In any case, the PROVIDER may propose to the CLIENT a new estimate for the installation of another theme.
17.8.2. The achievements of the PROVIDER use software developed by third parties such as WordPress, plugins, a free or premium theme. In no case shall the PROVIDER be held liable for any anomalies, bugs or malfunctioning of these tools which remain the responsibility of their companies, nor any services, if any, associated such as social networks etc …. The updating of WordPress and the modules are the responsibility of the CUSTOMER, unless the CUSTOMER subscribes to a maintenance contract.
17.8.3. The PROVIDER takes care of the first costs inherent to the theme and premium plugins under a paid license. The renewal of these licenses is normally included as part of an annual maintenance contract, with the exception of subsequent changes to the supplier’s terms of sale or plugins. This may result in an excessive increase in annual subscription fees. Under these conditions, the PROVIDER will not renew the license concerned and can not be held responsible. The CUSTOMER, notified by the PROVIDER of these sales modifications, will be solely responsible for renewing the license (s) at their own expense. In any case, the PROVIDER may propose to the CLIENT a new estimate for the installation of another theme or plugin.
• 17.9. Limitations of liability: Internet and ISP
The PROVIDER can not be held responsible for the loss of data on hosting servers. However, the PROVIDER undertakes to make every effort to secure the CLIENT’s data within the limits of its scope of action. This is an obligation of intent and not one of results.
The PROVIDER is not liable for the total or partial non-respect of a CLIENT’s obligation and / or a failure to secure and fulfill the network requirements of their service provider. As such, the PROVIDER informs the CUSTOMER that his services are independent of other technical operators.
• 17.10. Damages and interests
The CUSTOMER undertakes responsibility of any claim and / or procedure, regardless of its form, object or nature that may be alleged against the PROVIDER and which would be related to the obligations placed on the CUSTOMER under this binding contract.
In any event, the amount of damages the PROVIDER will be liable for will be limited to the amount actually paid by the CLIENT to the PROVIDER for the period considered or invoiced to the CLIENT by the PROVIDER. The amount of the sum corresponding to the price of the service or for part of the service for which the responsibility of the PROVIDER has been held liable will be taken into account.
SECTION 18 – LIMITATION OF WORK DUE TO INCAPACITY
The PROVIDER must inform the CUSTOMER, as of the first working day of his incapacity.
In the event of incapacity TO work, as a result of illness or accident, the PROVIDER reserves the right to CANCEL the contract in progress, and / or modify it’s current status, without being held liable for compensating the CUSTOMER for payments already made.
SECTION 19 – FORCE MAJEURE
• 19.1. Scope
Any circumstances beyond the control of the parties preventing the normal performance of their obligations shall be considered as grounds for exemption from the obligations of the parties and shall lead to their suspension.
The party invoking the circumstances referred to above shall immediately notify the other party of such an occurrence and of the reason for their intention.
• 19.2. Force Majeure and Liability
Neither party shall be held liable with regard to the other for non-performance or delays in the performance of an obligation of the contract which would be due to the other party as a result of the occurrence in cases of Force Majeure, usually recognized by Thai jurisprudence and courts.
In no case may the PROVIDER be liable in cases of Force Majeure, which is beyond the control of the PROVIDER.
Any event out of control, inevitable and beyond the control of the parties, including the blocking of means of transport or supplies, earthquakes, fires, storms, floods, lightning, blackout, etc., shall constitute a case of Force Majeure. Shutdown of telecommunication networks or difficulties specific to the telecommunication networks external to the CLIENT …
SECTION 20 – CONFIDENTIALITY
Each of the parties agree to keep all information, documents, know-how, database, passwords and confidential codes from the other party confidential, during the term of the contract and after its expiry, of which it may have knowledge during the execution of the contract, and shall not disclose them to any Third Party or use them outside the requirements of the contract.
SECTION 21 – INTELLECTUAL PROPERTY
The intellectual property of all web creations carried out by the PROVIDER is transferred to the CUSTOMER, upon the final delivery of the website.
ARTICLE 22 – APPLICABLE LAW AND JURISDICTION
Thai law is applicable to these General Conditions of Sale only. In the event of a dispute arising out of the contract, any difference related to its interpretation, execution or validity, and possibly after an attempt to find an amicable solution, will be subject to the exclusive jurisdiction of the court chosen by our Thai lawyer.