Terms of sale
EI Oliver Lauterwein – Optimiq 18, chemin du puits de la garde – F 42370 Saint Haon Le Châtel Trade and Companies Register (R.C.S.) of Roanne 989 593 827 VAT number: FR75989593827 Email: contact@optimiq.fr Phone: +33 670080983 Hereinafter referred to as "Optimiq", and any natural or legal person acting exclusively for purposes falling within the scope of their professional activity, hereinafter referred to as the "Client".
1. Scope
These general terms and conditions of sale, hereinafter the "GTC", apply to all products, offers, services and deliverables provided by Optimiq to the Client, whether ordered:
- online via Optimiq's website;
- by quotation;
- by technical and commercial proposal;
- or through any other contractual medium issued by Optimiq.
These GTC apply exclusively to professional clients acting within the scope of their business activity. They constitute the sole framework of the commercial relationship between Optimiq and the Client.
Certain provisions of these GTC apply to all sales and services. Others apply only to services provided by quotation or, conversely, to online B2B purchases. Such provisions are expressly identified in the relevant sections.
Any order, signature of a quotation, acceptance of a commercial proposal or validation of an online purchase entails the Client's full, complete and unreserved acceptance of these GTC.
2. Professional Client
The Client declares and warrants that it acts exclusively within the scope of its professional, commercial, craft, self-employed or industrial activity.
The Client expressly acknowledges that Optimiq's offers, products and services are not intended for consumers or non-professionals. By placing an order, the Client confirms that it has full capacity and the necessary authority to validly bind the entity on whose behalf it is contracting.
In the event of inaccurate, misleading or incomplete information regarding its professional status, the Client shall bear alone all consequences arising therefrom, without being able to hold Optimiq liable.
3. Purpose
The purpose of these GTC is to set out the conditions for the sale, use and exploitation of the products, services and deliverables offered by Optimiq, as well as to describe their limits.
The Client acknowledges that it has been informed of the nature of the services, of their technical, functional and operational limits, and of the constraints specific to the tools, platforms, CMS, search engines, third-party services and applications that may be used in connection with the assignments entrusted to Optimiq.
The Client expressly acknowledges that the services provided by Optimiq constitute best-efforts obligations (obligations of means) and not obligations to achieve a specific result. Accordingly, Optimiq does not guarantee any level of performance, visibility, traffic, turnover, conversion, ranking, reputation, profitability or return on investment. Optimiq may not be held liable for any decline in performance, any lack of visibility, any absence of results, or any direct or indirect loss arising from the performance or the expected non-performance of the services.
4. Formation of the contract and contractual documents
The contractual relationship between Optimiq and the Client is governed, in decreasing order of priority, by:
- the special terms, quotations or technical and commercial proposals accepted;
- these GTC;
- any annexes or descriptive notices provided by Optimiq.
In the event of a contradiction between these GTC and a quotation or specific proposal expressly accepted by Optimiq, the specific provisions shall prevail solely for the points they expressly address.
5. Prices
The applicable prices are those in force on the day of the order or of the issuance of the quotation, unless expressly stated otherwise.
Unless otherwise indicated, prices are expressed in euros exclusive of tax. Any tax, duty, levy, charge, bank fee, conversion cost, delivery cost, processing fee or additional cost that may be applicable is borne exclusively by the Client.
For services provided by quotation, the price is that stated in the technical and commercial proposal or in the signed quotation.
For online purchases, the applicable price is that displayed on the website at the time the order is validated, subject to availability and manifest error.
Optimiq reserves the right to change its prices at any time for the future. Prices already accepted in a signed quotation or in a validated order remain unchanged for the transaction concerned, save for any legal or tax change imposed.
6. Payment terms
Payment is due in accordance with the terms set out in the quotation, the commercial proposal, the invoice or the online checkout.
In the absence of any specific stipulation, invoices are payable within 30 days of the invoice date or of the performance of the service / delivery.
Any sum not paid by its due date shall automatically entail, by operation of law and without prior formal notice:
- the application of late-payment penalties calculated at three times the statutory interest rate, unless a different rate is indicated on the invoice or the quotation;
- the payability of a fixed recovery-cost indemnity of 40 euros, without prejudice to Optimiq's right to claim additional compensation if the costs actually incurred are higher.
Any delay or default in payment further entitles Optimiq, at its sole discretion, to:
- immediately suspend all or part of the services in progress;
- refuse any new order;
- suspend access to deliverables, tools, configurations, developments or managed accounts;
- require cash payment for any subsequent order;
- declare the acceleration of payment and demand immediate payment of all sums remaining due.
Sums collected in respect of services already commenced, reserved, scheduled or performed remain acquired by Optimiq and are non-refundable.
7. Intellectual property – Deliverables – Reservation of rights
7.1 Ownership of content and creations
The creations, deliverables, recommendations, audits, documents, structures, configurations, developments, settings, content, files, media, tables, templates, methods, scripts, documentation, recommendation reports and, more broadly, any element produced or supplied by Optimiq become the Client's property only upon full payment of the sums due in respect of the service or order concerned, and within the limit of the use expressly provided for.
Any use, reproduction, adaptation, distribution, modification, assignment, sub-licensing or exploitation beyond the initially agreed scope shall require Optimiq's prior written consent.
7.2 Suspension of rights in the event of non-payment
In the event of default in payment, Optimiq expressly reserves the right to deactivate, suspend or restrict access to the deliverables, tools, developments, accounts, configurations or environments put in place, until full payment of the sums due, without such suspension being regarded as a fault, a wrongful non-performance or giving rise to any right to compensation.
7.3 Know-how and non-transferred elements
The software, interconnections, methods, processes, scripts, structures, documentation, internal tools, procedures, configuration logic and know-how developed or used by Optimiq are acknowledged by the Client to constitute intellectual works, trade secrets or protected elements.
Performance of the contract does not entail any global transfer of Optimiq's intellectual property rights, nor over its trademarks, its methods, its tools or its know-how, save for express written provision to the contrary.
8. Confidentiality
Each party undertakes, on its own behalf and on behalf of its staff, service providers and representatives, to treat as strictly confidential, during the term of the contractual relationship and after its expiry for a minimum period of five years, the documents, data, access codes, passwords, commercial information, files, reports, software, methods, know-how and, more generally, any non-public information obtained from the other party in connection with the performance of the contract.
In particular, the Client shall refrain from communicating, reproducing or transmitting the access codes, passwords, internal configurations, working structures, processes, documents or media describing Optimiq's know-how, save with prior written consent.
9. Use of references
Unless the Client objects in writing, with reasons, prior to the conclusion of the contract, the Client authorizes Optimiq to use its trade name, company name, logo and, where applicable, a non-confidential description of the products, services or work carried out on its behalf, for the purposes of commercial communication, prospecting, presentation of references, portfolio, website, commercial proposals or institutional communication, including after the end of the contractual relationship.
10. Subcontracting – Assignment – Change of situation
Optimiq reserves the right to freely use any subcontractor, partner, external service provider or collaborator for the performance of all or part of the services, in particular in the areas of development, copywriting, design, hosting, advertising, tracking, automation, maintenance, support or logistics, without this constituting a novation or giving rise to any challenge or termination by the Client.
This contract may be assigned, transferred, contributed, merged or transferred in whole or in part by Optimiq, for consideration or free of charge, without the Client's prior consent, provided that the substantial obligations are taken over.
Any change in Optimiq's legal situation shall have no effect on the validity of the contractual relationship.
11. Client's liability
The Client is solely responsible for:
- the content, information and elements provided to Optimiq;
- their accuracy, legality, quality, relevance and compliance;
- the rights it holds over the texts, images, videos, sounds, databases, trademarks, graphic charters, files and content supplied;
- the instructions it gives;
- the compliance of its activity, its website, its data processing, its campaigns and its commercial practices with applicable law.
The Client warrants that it holds all authorizations, rights, licences and legal bases necessary for the use, distribution and exploitation of the elements supplied to Optimiq. It shall indemnify and hold Optimiq harmless against any claim, action, judgment, cost, expense, fee, damage or expenditure resulting from a third-party challenge relating to those elements.
The Client is solely responsible for the access it provides to Optimiq, for its accuracy and its level of authorization. In the event of technical intervention on access, hosting, CMS, DNS, advertising platforms, analytics tools, email accounts or other third-party environments provided by the Client, such access is deemed provided under the Client's exclusive responsibility. Optimiq may not be held liable for the consequences of a misconfiguration, a pre-existing vulnerability, insufficient access, a compromised account or a prior interruption.
The Client acknowledges that it is aware of the nature of the internet, networks, third-party platforms and their technical limits. It undertakes not to make any claim based on a lack of performance, visibility or return on investment.
The Client shall refrain from directly or indirectly soliciting any identified employee, subcontractor or partner of Optimiq during the term of the contract and for twelve months after its termination, save with prior written consent.
12. Optimiq's liability
Optimiq's liability, on any grounds whatsoever, is strictly limited to the total amount actually collected by Optimiq in respect of the twelve months preceding the event giving rise to liability.
Under no circumstances may Optimiq be held liable for:
- any lack of visibility, traffic, clicks, leads, sales, reputation or turnover;
- any loss of ranking or algorithm change;
- any decision or refusal by a search engine, platform or third-party provider;
- any malfunction, slowdown, suspension or removal of a third-party service;
- any loss of data, margin, customers, business, image or opportunity;
- any indirect, immaterial, commercial or consequential loss.
The Client waives any claim against Optimiq beyond the limits set out in this article.
13. Force majeure and interruptions
Optimiq may not be held liable for any delay, suspension, difficulty or non-performance resulting from an event of force majeure as recognized by French case law, or from any external event reasonably beyond its control.
The following are in particular covered, without this list being exhaustive: natural disasters, fires, floods, epidemics, pandemics, armed conflicts, acts of terrorism, large-scale cyberattacks, strikes, network outages, hosting failures, administrative decisions, government restrictions, failure of a third-party provider, unavailability of an API, algorithm change or removal of a third-party account or service.
14. Personal data
In the course of its services, Optimiq may be required to access certain personal data of the Client or its users, in particular via third-party tools such as Google Analytics, Search Console, CRM, advertising tools, rank-tracking tools or e-commerce platforms.
Unless otherwise stated in writing, Optimiq acts exclusively as a processor within the meaning of the GDPR where applicable. The Client remains the sole data controller, responsible for the legal basis, the information notices, the settings, the consents, the compliance of its processing and the lawfulness of the data processed.
Optimiq undertakes to process the data solely within the framework of the assignments entrusted to it and in accordance with the Client's documented instructions. Under no circumstances may Optimiq be held liable for any breach by the Client of its legal obligations regarding personal data or for any non-compliance of the arrangement implemented by the Client.
15. Termination – Termination clause
Apart from one-off orders performed immediately, any contractual relationship of successive performance may be terminated in accordance with the terms set out in the special terms or, failing that, in these GTC.
Any early, unilateral, unjustified or abusive termination attributable to the Client shall entail the immediate payability of the sums remaining due until the contractual term initially agreed.
In the event of a breach by the Client of any of its obligations, in particular in the event of default in payment, lack of cooperation, unlawful use, provision of erroneous information, unfair conduct or infringement of Optimiq's rights, Optimiq may, after mere notification remaining without effect or immediately in the event of sufficient seriousness, suspend the services, terminate the contract or cancel the order, without prejudice to any damages.
16. Governing law and disputes
These GTC and all contractual relations between Optimiq and the Client are governed by French law.
Failing amicable resolution, exclusive jurisdiction is conferred on the courts within the jurisdiction of Roanne, including in the event of multiple defendants, third-party proceedings, summary proceedings or emergency proceedings.
Provisions specific to services provided by quotation
17. Services provided by quotation
The technical and commercial proposal provided by Optimiq is specific to each Client and detailed in the quotation.
The services provided by Optimiq may include, without limitation: SEO audit, strategic recommendations, Shopify support, creation of Shopify stores, redesign of Shopify sites, technical implementations, configurations, developments, corrective or evolutionary maintenance, technical support, optimization of the customer journey, application integration, performance monitoring, one-off training, content, consulting, or any other action agreed in the quotation.
The details of the services, deliverables, deadlines, intervention schedules and specific terms appear in the technical and commercial proposal or in the signed quotation.
18. Search engine optimization
Search engine optimization consists of a series of operations aimed at improving the readability, accessibility, understanding or exploitation of a website's content by the selected search engines or directories.
Given the freedom of search engines and directories to accept, refuse, de-index, re-rank or modify their criteria, and given the constant evolution of their algorithms, the Client understands and expressly accepts that Optimiq does not guarantee any result, any ranking, any indexing or any maintenance of performance. Variations in traffic, ranking or visibility may not engage Optimiq's liability.
19. Audit – Reporting – Calculation methods
Where provided for in the quotation, the Client receives audit reports, minutes or monitoring summaries according to the schedule and format defined in the commercial proposal.
These documents are intended to set objectives, to guide the production process and to analyze the performance of the services. They never constitute a guarantee of result.
Unless expressly stipulated otherwise, only the calculation methods, measurement tools and counts produced or retained by Optimiq for the performance of the assignment shall be authoritative between the parties, subject to their technical availability.
In order to protect its know-how, the Client shall refrain from reproducing, transmitting, publishing, marketing or communicating to third parties all or part of the reports, audits, tables, structures, methods or extractions provided by Optimiq, save with prior written consent.
20. Duration – Validity – Renewal
Unless otherwise stipulated in the special terms, services provided by quotation of successive performance are concluded for a minimum duration of three months from the date of signature or of the effective start of the assignment.
They are then tacitly renewed for successive periods of three months, unless denounced by either party with notice given at least thirty days before the expiry of the current period.
Failing notification within this period, renewal is automatic for a new fixed period of three months.
21. Suspension of services in the event of non-payment
Any default in payment of an instalment entitles Optimiq, after a first reminder having remained unsuccessful, to immediately suspend, without notice, the performance of its services as well as access to the deliverables, tools or configurations put in place, until full settlement of the sums due.
Should the non-payment persist after a second reminder, Optimiq may declare the wrongful termination of the contract at the Client's exclusive fault and demand payment of the sums remaining due until the agreed term.
Any service not expressly included in the technical and commercial proposal shall be subject to a quotation and additional invoicing after the Client's written acceptance.
Provisions specific to online B2B purchases
22. Online purchases – Specific scope
The provisions of this chapter apply to products, offers and services ordered directly via Optimiq's website by a professional Client.
The visuals, descriptions, texts, illustrations, stated performance, results presented, client case studies, testimonials, examples or data appearing on the website are for information and illustrative purposes only. They may not be interpreted as a contractual guarantee of result, compatibility, profitability or perfect suitability to the Client's needs.
23. Ordering process
An online order is final only after:
- selection of the offer or product;
- validation of the cart, where applicable;
- provision of the requested information;
- express acceptance of these GTC;
- validation of payment or written confirmation by Optimiq, as the case may be.
Optimiq reserves the right to refuse or cancel any order, in particular in the event of:
- incomplete or erroneous information;
- doubt as to the Client's professional status;
- a previous payment incident;
- an atypical request or one manifestly incompatible with the offer;
- suspicion of fraud, abuse or unlawful use.
24. Availability – Access – Delivery
Online offers, products and services are provided subject to availability.
For digital products, audits, consultations, services, training, documents or intangible deliverables, access, performance or delivery takes place according to the terms specified on the website, in the confirmation email, or by subsequent appointment / contact.
For services requiring human intervention, the online order may constitute a reservation or a firm order for the service, which will then be scheduled according to Optimiq's availability.
For physical products, where applicable, the delivery times indicated are purely indicative unless otherwise agreed in writing. A reasonable delay may not justify cancellation, refusal of payment or compensation.
25. No B2B right of withdrawal
The Client acknowledges that sales concluded with Optimiq are exclusively reserved for professionals and that, as such, it does not benefit from the right of withdrawal granted to consumers for distance contracts, save for express and exceptional written undertaking by Optimiq.
No cancellation, withdrawal or refund may be required after validation of the order, save with written agreement to the contrary from Optimiq or demonstrated gross negligence on its part.
26. Claims
Any claim relating to an online order must be made in writing, with reasons, within a maximum period of seven calendar days from delivery, provision, access or the first scheduled appointment, depending on the nature of the offer.
Failing this, the order will be deemed compliant, accepted without reservation and definitively performed for the part concerned.
27. Evidence
Computerized records, emails, order confirmations, connection logs, logs, payment proofs, screenshots, electronic exchanges, validation histories and, more generally, all electronic records kept by Optimiq or by its technical providers shall serve as evidence of the order, its content, its acceptance, its payment and its performance, save for demonstrated manifest error.
Special Terms – Optimiq Access Offers
(Optimiq Start and Optimiq Boost)
Entity: EI Oliver Lauterwein – Optimiq, sole proprietorship, R.C.S. Roanne 989 593 827, subject to VAT (intra-Community VAT number: FR75989593827), hereinafter "Optimiq".
Nature of the document. These Special Terms govern the two Optimiq Access support offers, namely "Optimiq Start" and "Optimiq Boost". They supplement Optimiq's General Terms and Conditions of Sale. In accordance with Article 4 of the GTC (hierarchy: special terms, then GTC, then annexes), they prevail over the general GTC for everything concerning these two offers. Any provision of the GTC not expressly amended below remains applicable.
Article 1 – Purpose and scope
These Special Terms govern the subscription to the Optimiq Access offers, reserved for a professional clientele (B2B) within the meaning of Articles 1 and 2 of the GTC. The Client declares that it is subscribing exclusively within the scope of its professional activity.
Article 2 – Description of the offers
Optimiq Start includes: a scoping meeting (45 minutes), the creation of a store on the Shopify Horizon theme customized in the Client's colours, 2 hours of Shopify training, the verification and going live of the store built by the Client, a 12-month action plan adjusted at each quarterly review, and one year of support.
Optimiq Boost includes: an express scan of the Client's existing site, a 12-month action plan adjusted at each quarterly review, and one year of support.
Terms of the support (common to both offers). The support consists of advisory assistance, provided remotely: answers to the Client's short questions by messaging (WhatsApp), within 48 business hours, and a 30-minute follow-up review every 3 months, during which the action plan is adjusted. The support constitutes a best-efforts obligation. It includes up to 5 quick fixes per year under the conditions of Article 3 bis and excludes, beyond these, any technical, corrective or execution intervention in the Client's place.
Article 3 – Scope: included and excluded services
The included services are exhaustively listed in Article 2 and in the table of inclusions communicated to the Client before the order.
Not included, and where applicable falling under optional services invoiced by separate quotation (Article 17 of the GTC), are in particular: in-depth technical troubleshooting and maintenance beyond the quick fixes provided for in Article 3 bis (for example, the in-depth analysis of a payment malfunction exceeding 20 minutes or requiring investigation), bespoke development or modification of the theme code, the setting up of a translation or a multilingual site, the writing of content in the Client's place, the creation of visuals, the configuration of advanced third-party tools, the management of advertising campaigns, migration from another platform or the complete redesign of a store, as well as any in-depth diagnosis (mini audit, SEO or UX audit).
Article 3 bis – Included quick fixes
A "quick fix" means a one-off, simple intervention that Optimiq can resolve in a maximum of 20 minutes, without in-depth investigation or development.
Each offer includes up to 5 quick fixes per 12-month period. This number constitutes a cap; unused quick fixes are neither carried over nor refunded.
If resolving a problem requires more than 20 minutes, an investigation, a correction or an addition of code, or the intervention of a third party, it does not constitute a quick fix. Optimiq then informs the Client, and the service is subject to a separate quotation under the conditions of Article 11. Likewise, beyond the fifth fix in the period, any new intervention is invoiced by quotation.
Article 4 – Price
Optimiq Start: EUR 99 excl. VAT per month for 12 months, i.e. EUR 1,188 excl. VAT in total. Optimiq Boost: EUR 79 excl. VAT per month for 12 months, i.e. EUR 948 excl. VAT in total. Prices stated in euros exclusive of tax; VAT at the rate in force (20%) in addition. That is, inclusive of all taxes: EUR 1,425.60 for Optimiq Start and EUR 1,137.60 for Optimiq Boost. This amount is paid in 12 monthly instalments, i.e. EUR 118.80 incl. VAT per month for Optimiq Start (EUR 99 excl. VAT + VAT) and EUR 94.80 incl. VAT per month for Optimiq Boost (EUR 79 excl. VAT + VAT), or in a single payment, in accordance with the terms of Article 5.
Article 5 – Payment terms
Payment is made in 12 monthly instalments. The Client chooses, subject to acceptance by Optimiq, one of the following two means of payment. In the absence of an express choice, SEPA B2B direct debit applies.
5.1 SEPA business-to-business (B2B) direct debit, default method. Payment is made by SEPA B2B direct debit, from a professional bank account designated by the Client. Optimiq collects the sums due directly at each due date. Prior to the first direct debit, the Client signs a SEPA B2B direct debit mandate and completes with its bank the formalities for registering that mandate. The Client warrants that it holds a professional account authorizing B2B-type direct debits. It acknowledges that a duly authorized SEPA B2B direct debit does not give rise to the right of refund attached to SEPA "Core" direct debits: once the mandate is registered, an authorized direct debit cannot be disputed, except in the event of fraud or error. The Client undertakes to maintain sufficient funds at each due date and not to revoke the mandate during the fixed term provided for in Article 6.
5.2 Payment card. The Client may pay by payment card, either in a single payment (payment in full) or in 12 monthly instalments by successive debits on the registered card. In the event of instalment payment by card, the Client undertakes to maintain a valid and sufficiently funded card throughout the term of the contract, and to communicate without delay the details of a new card in the event of expiry, loss or replacement. The use of the card does not release the Client from its obligation to pay all 12 monthly instalments in full.
5.3 Payment schedule. Except for payment made in a single instalment, the direct debits or card debits are issued on a monthly basis in accordance with the schedule communicated with the invoice.
Article 5 bis – Default in payment and acceleration of the term
As the contract is concluded for a fixed term (Article 6), the Client remains liable for all 12 monthly instalments, irrespective of the use it makes of the support.
In the event of rejection or non-payment of an instalment, revocation of the mandate, rejection, expiry or lack of funds of the card, or any other payment incident, Optimiq sends the Client a formal notice to remedy the situation (by email with acknowledgement of receipt or by registered letter). Failing regularization within a period of 8 days from that formal notice, all sums remaining due in respect of the 12 monthly instalments become immediately payable by operation of law (acceleration of the term).
The sums thus payable bear late-payment interest and give rise to the fixed recovery-cost indemnity (EUR 40) provided for by the GTC and applicable regulations, without prejudice to any other remedy of Optimiq.
Optimiq further reserves the right to suspend the support (Article 2) until full regularization, without such suspension reducing the sums due or extending the term of the contract.
Article 6 – Fixed term and no renewal
By express derogation from Article 20 of the GTC, the contract is concluded for a fixed term of 12 months from [the date the store goes live for Optimiq Start / the date the order is validated for Optimiq Boost].
It is not subject to any tacit renewal. The support is deliberately limited to 12 months in order to help the Client get started. At the end of the term, the continuation of the collaboration is the subject of a new agreement covering a suitable formula, on the conditions then in force.
Article 7 – Client's obligations and involvement
Achieving the objectives requires active involvement from the Client, who is responsible for building its own store and carrying out the actions of the action plan. A regular working pace, of about half a day per week, is recommended.
The Client undertakes to provide, in good time, the necessary information, content and access (in particular to analytics tools such as Google Search Console). The Client acknowledges that results depend directly on its involvement and on the effective implementation of the recommendations.
Article 8 – Best-efforts obligation and no guarantee of result
In accordance with Articles 3 and 18 of the GTC, the services constitute a best-efforts obligation. Optimiq does not guarantee any result in terms of ranking, traffic or sales, search engines remaining the sole masters of their criteria and their indexing.
Article 9 – Liability
As the store is built and operated by the Client itself, Optimiq is not liable for configuration or implementation errors attributable to the Client, for malfunctions, interruptions or changes to the Shopify platform or any third-party tool, or for the decisions of search engines.
These provisions supplement Article 12 of the GTC, Optimiq's liability remaining in any event limited to the amount actually collected under the contract and excluding any indirect loss.
Article 10 – Intellectual property
The Horizon theme remains governed by Shopify's licence conditions. In accordance with Article 7 of the GTC, the deliverables produced specifically for the Client (store configuration, action plan) become its property upon full payment.
Optimiq retains full ownership of its methods, know-how, models, templates and tools, in particular the analysis and action-plan template, which may not be assigned to the Client.
Article 11 – Optional services
Any service excluded from the package (Article 3) may be the subject of a separate quotation, governed by Article 17 of the GTC and accepted in advance by the Client.
Article 12 – Right of withdrawal
As this is a strictly professional (B2B) relationship, and in accordance with Article 25 of the GTC, the Client does not benefit from any right of withdrawal after validation of the order.
Article 13 – Unamended provisions
All other provisions of the GTC remain applicable, in particular confidentiality (Article 8), the protection of personal data (Article 14), force majeure (Article 13), claims (Article 26), the governing law and the jurisdiction of the courts of Roanne (Article 16).