Terms of Sale
1. Scope
These Terms of Sale ("Terms") govern all services provided by SASU Visuweb ("Visuweb," "we," "us") to any client ("Client," "you") who engages Visuweb for professional services. By signing a proposal, accepting a quote, or subscribing to a Visuweb plan, you agree to these Terms in full.
SASU Visuweb
Share capital: €500
Registered office: 182 avenue Bellevue, 83130 La Garde, France
SIRET: 943 454 207 00011
EU VAT number: FR21943454207
Contact: hello@visuwebagency.com
Visuweb Inc.
Registered in Ontario, Canada
Business Number (BN): 759467236TZ0001
GST/HST Registration: 75946 7236 RT0001
Address: 20 Bay Street, 11th Floor, Toronto, ON, Canada
2. Services
Visuweb provides the following services: branding (brand strategy, visual identity, brand guidelines, brand collateral), web design and Webflow development, web and mobile application design and development, SEO and GEO strategy, and ongoing design, development, and growth support through the Visuweb Pro+ subscription plans.
The exact scope, deliverables, and timeline of each engagement are defined in the proposal or quote sent to the Client prior to the start of the project.
3. Proposals and acceptance
All proposals and quotes issued by Visuweb are valid for thirty (30) days from the date of issue, unless otherwise stated. A project is considered confirmed and scheduled once the Client has signed the proposal and paid the required deposit.
4. Pricing and payment
4.1. Project-based services
A deposit of fifty percent (50%) of the total project amount is required upon signature of the proposal. The remaining balance is invoiced upon completion and delivery of the project. All invoices are payable within thirty (30) days of the invoice date.
4.2. Visuweb Pro+ subscriptions
Visuweb Pro+ plans are billed monthly in advance. Payment is due upon receipt of the invoice. There is no minimum commitment. The Client may cancel, pause, or change their plan at any time with seven (7) days written notice.
4.3. SEO & GEO retainers
SEO & GEO retainers are billed monthly in advance. There is no minimum commitment. The Client may cancel at any time with seven (7) days written notice.
4.4. Late payment
In the event of late payment, Visuweb reserves the right to apply late payment interest at a rate of three (3) times the legal interest rate in effect, as well as a fixed recovery fee of forty euros (€40) per unpaid invoice, in accordance with French law. Visuweb also reserves the right to suspend all ongoing work until full payment is received.
4.5. Taxes and billing entity
Clients based in Europe are invoiced by SASU Visuweb (France). All prices are quoted excluding taxes (HT). Applicable VAT will be added in accordance with French tax regulations. Clients located outside of France within the EU may be exempt from French VAT where applicable under the reverse charge mechanism.
Clients based in North America are invoiced by Visuweb Inc., registered in Ontario, Canada. Business Number (BN): 759467236TZ0001. GST/HST Registration: 75946 7236 RT0001. Address: 20 Bay Street, 11th Floor, Toronto, ON, Canada. All prices are quoted in Canadian dollars (CAD) excluding taxes. Applicable GST/HST will be added in accordance with Canadian tax regulations.
The applicable billing entity is determined based on the Client's location and will be specified on the proposal and all invoices.
5. Project timeline and delivery
Visuweb will provide an estimated timeline in the proposal. Timelines depend on the timely provision of content, feedback, and approvals from the Client. Delays caused by the Client (including but not limited to late feedback, missing content, or extended review periods) may result in a revised timeline.
If the Client fails to provide required feedback or content within fifteen (15) business days of a request, Visuweb reserves the right to consider the current phase approved and proceed accordingly.
6. Revisions
6.1. Project-based services
Revisions are unlimited for the duration of the project. A revision is defined as a modification to work already presented within the agreed scope. Requests that fall outside the original scope of the proposal are considered additional work and will be quoted separately.
6.2. Visuweb Pro+ subscriptions
Revisions on individual tasks are unlimited within the subscribed plan. Each task must have a clear deliverable. Requests that exceed the scope of a single task will be broken into multiple tasks.
7. Client responsibilities
The Client agrees to provide all necessary materials, content, brand assets, access credentials, and feedback required for the successful completion of the project within reasonable timeframes. The Client is responsible for the accuracy and legality of all content provided to Visuweb.
8. Intellectual property
8.1. Transfer of rights
Upon full and final payment, all intellectual property rights in the deliverables created by Visuweb are transferred to the Client. This includes, but is not limited to, design files, source code, brand assets, and website content created specifically for the project.
8.2. Exceptions
Third-party assets (fonts, stock images, plugins, third-party software licenses) remain subject to their respective license terms. Visuweb retains the right to use general tools, methodologies, frameworks, and reusable code components developed independently of the Client's project.
8.3. Portfolio rights
Visuweb reserves the right to feature the Client's project in its portfolio, case studies, social media, and marketing materials, unless the Client explicitly requests otherwise in writing.
9. Confidentiality
Both parties agree to treat all information exchanged during the engagement as confidential. Neither party shall disclose confidential information to third parties without prior written consent, except where required by law or necessary for the performance of the services (e.g., sharing with subcontractors under equivalent confidentiality obligations).
10. Subcontracting
Visuweb reserves the right to engage qualified subcontractors or freelancers to assist in the delivery of services. Visuweb remains fully responsible for the quality of work delivered, regardless of whether subcontractors are involved.
11. Hosting and third-party services
Visuweb builds websites primarily on Webflow. Hosting, domain registration, and third-party service subscriptions (e.g., Webflow plans, analytics tools, CRM integrations) are the responsibility of the Client and are billed separately by the respective providers. Visuweb is not responsible for outages, changes, or disruptions caused by third-party service providers.
12. Warranties and liability
12.1. Visuweb warrants that all services will be performed with professional care and skill.
12.2. Visuweb does not guarantee specific business outcomes, including but not limited to search engine rankings, traffic volumes, conversion rates, or revenue increases.
12.3. Visuweb's total liability for any claim arising from the services shall not exceed the total amount paid by the Client for the specific project or service giving rise to the claim.
12.4. Visuweb shall not be held liable for any indirect, consequential, incidental, or special damages, including loss of profits, data, or business opportunities.
13. Termination
13.1. Project-based services
Either party may terminate a project by providing written notice. In the event of termination by the Client, all work completed up to the date of termination will be invoiced and is due for payment. The deposit is non-refundable. Visuweb will deliver all completed work and assets to the Client upon receipt of full payment.
In the event of termination by Visuweb due to Client breach (including non-payment or failure to cooperate), the deposit is non-refundable and any outstanding invoices become immediately due.
13.2. Visuweb Pro+ and SEO & GEO retainers
Either party may terminate a subscription at any time with seven (7) days written notice. The current billing period will be honored in full. No refunds are issued for the remaining days of a billing period.
14. Force majeure
Neither party shall be liable for delays or failures in performance resulting from events beyond their reasonable control, including but not limited to natural disasters, pandemics, government actions, internet outages, or third-party service failures.
15. Applicable law and jurisdiction
These Terms are governed by French law. Any dispute arising from or in connection with these Terms shall be subject to the exclusive jurisdiction of the competent courts of Toulon, France.
16. Modifications
Visuweb reserves the right to update these Terms at any time. The updated version will be published on visuwebagency.com. Continued use of our services after such changes constitutes acceptance of the revised Terms.