General Terms and Conditions of Sale - flmvoixoff

Object

These General Terms and Conditions of Sale (GTCS) define the terms of sale for voice-over services offered by Fabien Le Mintier, trading as "flmvoixoff." These terms apply to all services provided by flmvoixoff to the Client (whether a business or an individual) and outline the rights and obligations of each party. The Client acknowledges having read and accepted the General Terms and Conditions of Sale available on the website at https://flmvoixoff.fr/en/cgv-fabien-lm; these terms govern the business relationship, even in the absence of a signed quote.

Placing an order with flmvoixoff implies the Client's unconditional acceptance of these General Terms and Conditions of Sale. They shall prevail over any prior terms of sale or any purchasing terms and conditions applied by the Client, except for specific conditions agreed upon between flmvoixoff and the Client.

General Information

Name: Fabien Le Mintier (micro-entrepreneur)

Trade name: flmvoixoff

SIRET number: 88534129700046

Email: contact@flmvoixoff.fr

Website: https://flmvoixoff.fr/en/

Products and Services

The business offers voice-over products and services. The main characteristics of these products and services are: voice-over services for all types of projects. Prices are determined via a quote.

Delivery

Delivery times are to be determined based on the project, and delivery is carried out as follows: via email containing a download link for the file(s) in the format specified in the quote (.wav by default).

Quotes and Pricing

For any service request, flmvoixoff issues a quote containing a price proposal valid for one month from the date the quote is sent or presented to the Client. The quoted rates are firm and non-revisable during this one-month period. After this period, rates are subject to change, and flmvoixoff will issue a new quote if necessary.

All prices are quoted in euros, excluding taxes, at the time of invoicing. The prices for services offered by flmvoixoff are those in effect on the day the Client places the order and as stated in the quote. Any service not included in the initial quote will be subject to a supplementary quote.

The quote is considered accepted upon receipt by flmvoixoff of the document dated and signed by the Client. It is expressly agreed that sending the signed quote constitutes the Client's acceptance of and unconditional agreement to the terms of the quote, the indicated rates, and these General Terms and Conditions of Sale. An accepted quote is firm and non-revisable.

Payment Terms

Invoices issued by flmvoixoff are payable by the Client upon receipt, in full, net of any discount, via the following methods: PayPal or bank transfer.

Any late payment will automatically incur late payment penalties calculated in accordance with applicable legal regulations. The late payment penalty rate is equal to the interest rate applied by the European Central Bank to its most recent refinancing operation, plus 5 percentage points.

This penalty is calculated based on the total amount due (including tax) and accrues from the payment due date, without the need for any prior formal notice. In addition to late payment penalties, any amount not paid by its due date shall automatically give rise to a fixed indemnity of 40 euros for recovery costs, in accordance with Article D. 441-5 of the Commercial Code, without prejudice to any compensation for other damages directly resulting from such delay, in accordance with general legal principles.

Termination Clause

If, within fifteen days following the implementation of the "Payment Terms," ​​the Client has not paid the outstanding amounts, flmvoixoff shall be entitled to terminate its services, without prejudice to its right to claim compensation for any loss suffered.

Intellectual Property

Voice-over recordings are protected by the Intellectual Property Code. Any unauthorized reproduction or distribution is prohibited.

flmvoixoff declares that it has secured all rights regarding the elements used in the performance of services ordered by the Client.

For their part, the Client declares that they have secured all rights regarding any elements they may make available to flmvoixoff.

Failing this, each party shall indemnify the other, assume liability for all resulting consequences, and hold the other party harmless against any claims. Consequently, the defaulting party shall bear the cost of any damages the other party is ordered to pay due to acts of infringement, unfair competition, or parasitic behavior, as well as any costs and fees of any nature incurred by the latter in its defense. The Client expressly agrees not to use all or part of the recording or service provided by flmvoixoff for purposes other than those specified in the initial Agreement between the parties, including, but not limited to, the creation of synthetic voices or use for machine learning. In particular, the Client must not use any recording or service provided by the Talent to simulate flmvoixoff’s voice or appearance, or to create a "digital double" voice or appearance of flmvoixoff. The Client specifically agrees not to sell or transfer ownership of all or part of the recordings or of flmvoixoff to a third party without the knowledge AND written consent of flmvoixoff. The Client agrees not to enter into agreements or contracts on behalf of flmvoixoff that utilize all or part of the recordings or the service without the knowledge and consent of flmvoixoff. The Client undertakes to ensure that any recording or performance stored in digital format is reasonably secured so that unauthorized third parties cannot access files containing the voice or likeness of flmvoixoff; furthermore, if such files are stored "in the cloud," the Client undertakes to protect them using encryption or other "up-to-date" technological means.

All services ordered by the Client remain the sole and exclusive property of flmvoixoff until the invoices issued by flmvoixoff have been paid in full by the Client.

Upon payment of all sums due, flmvoixoff assigns to the Client its economic neighboring rights as a performing artist regarding the creations produced for the Client, solely for the purpose and intended use agreed upon at the time of signing the quote and specified therein. Any adaptation or use for a different purpose or intended use is prohibited without the prior and express authorization of flmvoixoff.

Neighboring rights as a performing artist regarding preliminary drafts, mock-ups, proposals, and working materials developed by flmvoixoff during the project or negotiations are not assigned to the Client and remain the exclusive property of flmvoixoff, regardless of whether the deal is concluded.

Only the economic neighboring rights relating to the services identified in the quote, ordered and paid for by the Client, are assigned. The economic neighboring rights thus assigned include the rights of fixation, reproduction, and communication to the public (performance).
The assigned right of fixation covers any recording made from flmvoixoff’s live performance within the scope of the services ordered by the Client.
The assigned right of reproduction includes direct or indirect reproduction—by any technical process known or unknown, current or future, on any medium and via any private or open telecommunications network, national or international (including, in particular, the Internet, extranets, and intranets)—of all or part of the creations produced by flmvoixoff within the scope of the services ordered by the Client.
The assigned right of communication to the public (performance) corresponds to the right to perform, make accessible, broadcast, or communicate to the public—directly or indirectly, and by any means known or unknown, current or future—all or part of the creations, for any use and in unlimited quantity. flmvoixoff assigns the aforementioned economic neighboring rights to the Client, who may exploit them for commercial, advertising, and promotional purposes.
The assignment of the performer’s economic rights is concluded for the French territory and for the entire duration of the neighboring rights pertaining to the creations recognized under French law.

Unless otherwise agreed in writing by the Parties beforehand, the name "flmvoixoff" shall be credited by the Client and appear at the end of the work produced for the Client.

Any reproduction, dissemination, adaptation, or reuse—whether partial or total—of recordings made by flmvoixoff, other than for the uses expressly provided for and authorized in the signed quote, constitutes an infringement of the performing artist's related rights.

Liability

flmvoixoff shall not be held liable for:

- material damage related to the use of the Site (bugs, incompatibilities, viruses, etc.);

- indirect damage related to the use of the Site (loss of projects, opportunities, etc.);

- direct damage related to the use of the Site (listening at excessive volume levels, etc.);

- the content of third-party sites accessible via icons or hyperlinks.

The Client is responsible for the information they provide; flmvoixoff shall not be held liable for any errors or inaccuracies, and the Client shall bear the cost of any resulting additional expenses.

flmvoixoff’s obligations are obligations of means (best-effort obligations).

Under no circumstances shall flmvoixoff be held liable for the commercial success or failure of the services developed for the Client, nor for the financial consequences thereof for the Client; the Client agrees not to make the payment for flmvoixoff’s services contingent upon the commercial success of the project.

Right to Publicize

Unless the Client explicitly states otherwise, flmvoixoff reserves the right to cite the work performed for the Client as a reference.

flmvoixoff also reserves the right to reuse, adapt, and modify all or part of the services performed for the Client for the purposes of business development and external communications, in accordance with industry standards and in strict compliance with the Client’s rights regarding its image, brand, and the image of its members.

Duration

The contract between the Client and flmvoixoff is concluded for the duration specified in the quote. This duration is fixed and is not subject to automatic renewal.

The Client agrees to use its best efforts to provide, upon flmvoixoff’s express request, any information in its possession that contributes to the proper performance of the services, as well as any elements likely to affect the project schedule.

Failing this, and in the absence of a response from the Client within 15 days following a request from flmvoixoff sent via registered mail with acknowledgment of receipt, flmvoixoff reserves the right to terminate the service contract and invoice the Client for work performed to date, without prejudice to any claim for damages resulting directly from the Client’s conduct.

Should it prove physically and/or technically impossible to carry out the service, flmvoixoff and the Client shall make every effort to notify the other party as soon as possible so that the service may be rescheduled for a later date under the best possible conditions.

However, if rescheduling is impossible due to the Client, the deposit paid shall be retained by flmvoixoff, without prejudice to any compensation for other damages directly resulting from the Client's actions; flmvoixoff further reserves the right to invoice the Client for work already performed.

In the event that the cancellation is caused by flmvoixoff, the latter shall refund the deposit paid by the Client.

Delivery – Return of Materials

Delivery of the services is provided free of charge via internet download and/or email to the address provided by the Client at the time of the order. flmvoixoff accepts no liability if the Client fails to receive the emails sent to them (particularly due to anti-spam software, IT issues, and/or internet access problems blocking email delivery).

If electronic delivery is not possible, flmvoixoff and the Client will make every effort to notify the other party as soon as possible to arrange for delivery by mail—at the Client’s expense—on digital media (download, CD-ROM, DVD-ROM, floppy disk, USB drive, flash memory, or any other type of computer media). Files will be provided in WAV format or, upon request, MP3 format (or another format specified at the time of the order).

Upon completion of the service or in the event of early termination, flmvoixoff agrees to return to the Client any working documents provided during the service, as well as the completed deliverables.

flmvoixoff agrees to retain a backup copy of the project for a period of 6 months following delivery; after this period, the Client may no longer request a copy. This obligation is subject to cases of force majeure as defined in these General Terms and Conditions of Sale.

Personal Data

When flmvoixoff processes its clients' personal data and determines the purposes and means of such processing, it acts as the data controller in accordance with applicable regulations.

In this capacity, it informs the Client that the personal information collected via the quote process (namely surname, first name, address, telephone number, email address, bank details, etc.) is recorded in its client database and used primarily for the proper management of the relationship with the Client and for order processing.

The personal information collected will be retained for as long as necessary to process the Client's order, unless: a longer retention period is authorized or required by a legal or regulatory provision; or the Client has exercised—under the conditions set out below—one of the rights granted to them by legislation. Access to personal data is strictly limited to flmvoixoff employees and agents authorized to process such data by virtue of their duties.

Except in the cases stated above, flmvoixoff undertakes not to sell, rent, transfer, or grant third parties access to the data without the Client's prior consent, unless compelled to do so for a legitimate reason (legal obligation, prevention of fraud or abuse, exercise of rights of defense, etc.).

In accordance with applicable legal and regulatory provisions—specifically Law No. 78-17 of January 6, 1978 (as amended) on data processing, data files, and individual liberties, and European Regulation No. 2016/679/EU of April 27, 2016 (applicable as of May 25, 2018)—the Client has the right to access, rectify, port, and erase their data, as well as the right to restrict processing. The Client may also, for legitimate reasons, object to the processing of their data.

The Client may exercise their rights by contacting flmvoixoff at contact@flmvoixoff.fr, subject to providing valid proof of identity. Should the Client not wish—or no longer wish—to receive promotional messages and invitations via email, SMS, telephone calls, or postal mail, they may indicate this preference when finalizing their order, modify their choice by contacting flmvoixoff as described above, or use the unsubscribe links provided in the messages.

For any further information or complaints, the Client may contact the Commission Nationale de l’Informatique et des Libertés (CNIL) (more information at www.cnil.fr).

Force Majeure

flmvoixoff shall not be held liable for any failure to perform, or delay in performing, any of its obligations under these General Terms and Conditions of Sale if such failure or delay arises from a case of *force majeure*. For these purposes, *force majeure* is defined as any external, unforeseeable, and irresistible event within the meaning of the Civil Code.

Jurisdiction

Any dispute relating to the interpretation or performance of these General Terms and Conditions of Sale shall be governed by French law. In the absence of an amicable resolution, the courts having jurisdiction over the defendant shall have exclusive jurisdiction over any dispute relating to the interpretation or performance of a contract and any matters arising therefrom.

 

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