Terms & Conditions

Art. 1 Purpose and scope

These Terms & Conditions set out the conditions under which Maison Juillet carries out its consulting engagements for its Clients.

They apply to all engagements carried out by Maison Juillet, unless specific terms are expressly agreed in writing between the parties.

The proposal, quotation or contract accepted by the Client sets out the specific terms applicable to the engagement and prevails over these Terms & Conditions in the event of any conflict.

Accepting a proposal or a quotation constitutes acceptance of these Terms & Conditions.

For Consumer Clients, the mandatory provisions of the French Consumer Code remain applicable.

Art. 2 Nature of the consulting engagements

Maison Juillet provides bespoke consulting engagements.

These engagements may cover, among others:

• communication strategy;
• brand positioning and expression;
• audits and strategic recommendations;
• marketing and editorial action plans;
• support with content creation;
• project direction and coordination;
• brand experiences and event projects;
• curating, selecting and showcasing venues;
• support on projects related in particular to hospitality, craftsmanship, real estate or premium brands.

This list is indicative and does not limit the scope of Maison Juillet's work.

Each engagement is the subject of a bespoke proposal setting out, as required, its objectives, scope, stages, deliverables, schedule and fees.

Art. 3 Proposal and acceptance

Before any work begins, Maison Juillet sends the Client a proposal or quotation setting out in particular:

• the context and objectives;
• the scope of the engagement;
• the planned stages;
• any deliverables;
• the provisional schedule;
• the fees;
• the payment terms.

The engagement is deemed accepted when the Client signs the quotation or proposal, confirms their agreement in writing or, where provided for, pays the requested deposit.

For Consumer Clients, the pre-contractual information and specific arrangements provided for by the French Consumer Code are communicated before the contract is concluded, where applicable.

Art. 4 Fees and payment terms

Maison Juillet's fees are determined according to the nature, duration, level of support and complexity of each engagement.

They are set out in the proposal or quotation.

Unless otherwise specified in the quotation:

• a deposit of 40% is payable upon confirmation of the engagement;
• the balance is paid according to the schedule set out in the quotation or on completion of the engagement.

Invoices are issued by: Alexandra Dromer — Entreprise Individuelle — Maison Juillet.

Payments are made by bank transfer to the details shown on the invoice.

VAT is applied in accordance with the tax and VAT regime applicable to the sole trader at the time of invoicing.

Professional Clients

In accordance with the regulations applicable to business-to-business relationships, any late payment gives rise to late-payment interest at the statutory rate or, where provided for in the specific terms, at the rate agreed between the parties.

A fixed indemnity of 40 euros for recovery costs is due for any late payment, without prejudice to the right to claim additional compensation where the costs actually incurred are higher, under the conditions provided by law.

Consumer Clients

Payment terms and the consequences of late payment are those set out in the proposal and in accordance with the mandatory provisions applicable to consumers.

Art. 5 How engagements are run

Maison Juillet undertakes to carry out the engagements entrusted to it professionally, diligently and in accordance with the standards of its field.

The timeframes given in the proposal are provisional and depend in particular on:

• the provision of the necessary information;
• the Client's availability and responsiveness;
• interim approvals;
• the availability of any external partners or suppliers.

Any delay attributable to the Client, any lack of approval or any change to the original scope may result in the schedule being adjusted.

Maison Juillet remains free to organise its work and to choose the professional means used to deliver the engagement.

Art. 6 The Client's commitments

The Client undertakes to:

• provide the information, documents and materials needed to deliver the engagement;
• provide accurate, complete and usable information;
• appoint a main point of contact where necessary;
• give the required approvals within the agreed timeframes;
• inform Maison Juillet of any constraint or information likely to affect the engagement.

The Client remains responsible for the materials they provide to Maison Juillet and warrants that they hold the rights necessary for their use.

Any delay or failure to provide the necessary information may push back the schedule.

Art. 7 Changes to the scope of the engagement

The engagement entrusted to Maison Juillet is defined in the accepted proposal or quotation.

Any request resulting in a substantial change to the original scope, in particular in terms of nature, volume, number of deliverables, timeframes or level of involvement, will be discussed beforehand.

Maison Juillet may propose an adjustment to the fees and/or the schedule.

Additional work will only be carried out once approved by the Client.

Art. 8 Deliverables, approvals and amendments

Any deliverables are defined in the proposal.

Unless otherwise specified in the quotation:

• two rounds of feedback and adjustments are included;
• any further request may be invoiced separately;
• any change that substantially calls into question a previously approved direction may be treated as an out-of-scope request.

The Client undertakes to send their comments within the agreed timeframes.

Where the Client's approval times jeopardise the original schedule, Maison Juillet may reschedule the delivery dates.

Art. 9 Intellectual property

Maison Juillet retains ownership of its methods, tools, know-how, processes, thinking frameworks, concepts and any materials developed independently of the engagement.

Deliverables created specifically for the Client may be used by the Client within the framework set out in the proposal, subject to full payment of the corresponding fees.

Unless expressly agreed otherwise, full payment does not entail a general transfer of the intellectual property rights attached to Maison Juillet's own methods, tools and know-how.

Third-party materials, in particular photographs, typefaces, software, licensed content or partners' creations, remain subject to the rights and terms of use of their respective owners.

Any use, reproduction or exploitation of the materials produced beyond the agreed scope must be approved in advance where the rights concerned so require.

Art. 10 Confidentiality

Maison Juillet undertakes to keep confidential the information, documents, data and strategic materials provided by the Client in connection with the engagement.

The Client likewise undertakes to keep confidential the methods, working documents, recommendations and strategic information provided by Maison Juillet.

This obligation applies for the duration of the engagement and after its completion, except for information that has become public without any breach of this obligation.

Art. 11 Communication and references

Unless the Client objects in writing, Maison Juillet may mention the collaboration in its professional references, portfolio or presentation materials.

Any such mention is limited to non-confidential information.

Publishing confidential materials, sensitive data, photographs or specific content belonging to the Client is subject to the Client's prior approval where required.

Art. 12 Liability and absence of guaranteed results

Maison Juillet has an obligation of means in performing its engagements and applies its expertise, skills and appropriate resources in light of the objectives agreed with the Client.

Recommendations, strategies, communication and marketing actions, selections, analyses, introductions or proposals for showcasing venues are based on Maison Juillet's expertise and on the information available at the time of the engagement.

Maison Juillet does not guarantee any level of turnover, profitability, bookings, footfall, visibility, return on investment or commercial result.

This absence of guarantee applies in particular to:

• marketing and communication consulting engagements;
• commercial strategies and recommendations;
• visibility or business development activities;
• venue curation, selection and showcasing engagements;
• venue proposals intended for photographic, audiovisual, event or other professional uses.

Where a venue is selected or showcased by Maison Juillet, that selection expresses a professional view of its potential fit with a project or a positioning. It does not constitute a guarantee of booking, rental, footfall or future revenue.

The decision to act on a recommendation, to commit expenditure, to accept a commercial opportunity or to enter into a transaction with a third party rests with the Client.

Maison Juillet cannot be held liable if an opportunity, booking, contract, campaign or commercial result does not materialise, provided that its contractual obligations have been performed in accordance with the agreed scope.

This clause cannot have the effect of excluding or limiting any liability that cannot lawfully be excluded or limited.

Art. 13 Suspension, cancellation and termination

In the event of a serious breach by either party of its contractual obligations, the other party may request that the situation be remedied within a reasonable time.

Failing such remedy, the engagement may be terminated under the conditions provided by the applicable regulations and, where relevant, by the contract or the proposal.

Cancellation by a professional Client

Where a professional Client cancels an engagement after accepting the proposal:

• work already carried out remains payable;
• expenses and commitments entered into on the Client's behalf remain payable where they were approved in advance;
• the deposit paid may be retained in accordance with the agreed terms and subject to the applicable rules.

Consumer Clients

For a Consumer Client, the cancellation, withdrawal and refund terms are those set out in these Terms & Conditions and in the mandatory provisions of the French Consumer Code.

Art. 14 Force majeure

Maison Juillet cannot be held liable for any delay or failure to perform resulting from an event beyond its control meeting the conditions of force majeure under French law.

The parties undertake to seek, where possible, a solution allowing the engagement to continue or to be adapted.

Art. 15 Personal data protection

In its dealings with Clients, Maison Juillet may collect and process personal data needed in particular for the administrative, commercial and contractual management of engagements.

This data is processed in accordance with the applicable regulations, in particular the General Data Protection Regulation (GDPR).

Information about data processing, purposes, retention periods and individuals' rights is set out in Maison Juillet's Privacy Policy.

The Client has the rights provided by the applicable regulations in respect of their personal data.

Art. 16 Provisions applicable to Consumer Clients

This clause applies where the Client is acting as a consumer within the meaning of the French Consumer Code.

16.1 — Right of withdrawal

Where the contract is concluded at a distance or off-premises and relates to the supply of services, the consumer has, subject to statutory exceptions, fourteen days from the conclusion of the contract to exercise their right of withdrawal, without having to give reasons or bear any costs other than those provided by law.

The right of withdrawal does not apply in the cases excluded by the French Consumer Code.

16.2 — Starting the engagement before the withdrawal period ends

If the Consumer Client wishes the engagement to begin before the statutory withdrawal period expires, they must expressly request this.

Where the law so provides, a Consumer Client who then exercises their right of withdrawal after performance has begun at their express request may be required to pay Maison Juillet an amount corresponding to the service actually provided up to the point at which they communicated their decision to withdraw.

Where the service has been fully performed before the end of the withdrawal period, at the consumer's express request and with their acknowledgement that they lose their right of withdrawal once performance is complete, the right of withdrawal may no longer apply in accordance with the statutory provisions.

16.3 — How to exercise the right

The Consumer Client may exercise their right of withdrawal by any unambiguous statement expressing their decision to withdraw, sent to the contact details provided by Maison Juillet.

A model withdrawal form may be made available.

Where the right of withdrawal is validly exercised, Maison Juillet will refund the sums due under the conditions and within the timeframes provided by the French Consumer Code.

Art. 17 Dispute resolution and consumer mediation

Maison Juillet favours an amicable resolution of any difficulty arising in the contractual relationship.

Professional Clients

In the event of a dispute with a professional Client, the parties will endeavour to find an amicable solution before any legal proceedings.

Failing agreement, the dispute will be submitted to the competent courts in accordance with the applicable rules of law.

Consumer Clients

In accordance with the applicable regulations, a consumer may, after first sending a written complaint to Maison Juillet and in the absence of a satisfactory resolution, refer the matter free of charge to the consumer ombudsman covering Maison Juillet.

Consumer ombudsman

Name

to be completed once appointed

Address

to be completed

Website

to be completed

Using mediation does not prevent the consumer from subsequently bringing the matter before the competent court. No clause of these Terms & Conditions may require the consumer to use mediation as a mandatory first step.

Art. 18 Governing law and jurisdiction

These Terms & Conditions are governed by French law.

For professional Clients, any dispute that cannot be resolved amicably falls within the jurisdiction of the competent courts in accordance with the applicable rules.

For Consumer Clients, the protective rules of territorial jurisdiction provided by the French Consumer Code and applicable law remain fully applicable.

Art. 19 Changes to these Terms & Conditions

Maison Juillet may amend its Terms & Conditions to reflect changes in its activity or in the applicable regulations.

The Terms & Conditions applicable to an engagement are those accepted by the Client when the contract was concluded, unless the law provides otherwise.