Business terms of sale

1. Supplier and scope

The supplier is BBX MEDIA, a French SAS with share capital of €1,000, registered with the French National Business Register under number 944 760 560, registered office at 5 rue de l’Industrie, 74000 Annecy, France, VAT FR86 944 760 560.

These terms apply to the installation, configuration, testing, documentation and handover of AI agent teams. Accepted special terms, quotations or specifications take priority in the event of conflict.

2. Contract formation

The contract is formed by accepting a quotation or order form referring to an identified version of these terms, followed by written confirmation from BBX MEDIA. The quotation states the price excluding tax, applicable VAT, scope, schedule and payment terms.

Priority is: accepted special terms or quotation, accepted specification if any, applicable data-processing agreement, then the accepted French terms of sale. Scope changes require written agreement. BBX MEDIA retains evidence of the order and accepted version for applicable legal periods.

3. Standard offer and scope

The standard €2,490 excluding tax offer includes harness installation in an approved environment, three agents each limited to one main mission, separate profiles, permissions and memory, one main channel, acceptance testing, recovery documentation and a restoration procedure.

Additional workflows, missions, agents, custom connectors, migrations, custom development or guaranteed availability are included only when expressly stated in the quotation. Industry examples are illustrative and do not guarantee results.

4. Third-party services

AI models, API usage, hardware, VPS, external storage, domains, licences, connectors and third-party services are excluded unless expressly stated. The customer should normally contract and pay providers directly.

BBX MEDIA does not guarantee third-party availability, pricing or continuity. Material third-party changes may require a revised schedule or additional quotation.

5. Customer duties

The customer appoints an authorised contact and timely supplies accurate information, authorised access, content, test cases and approvals. The customer warrants it may use all data and tools supplied and remains responsible for third-party backups.

Sensitive, regulated, health, full banking or high-risk data must not be supplied without prior written scoping. Customer-caused delay suspends the timetable.

6. Security and human approval

Permissions follow least privilege. External sending, publishing, payments, deletion, banking actions, intrusive cybersecurity operations and infrastructure changes require human approval unless covered by a separate, precise written mandate.

AI systems may make errors. The customer remains responsible for business and legal review before using or publishing output.

Missions involving recruitment, credit, insurance, health, biometrics, education, public services, or decisions with legal or similarly significant effects on a person require prior written assessment and may be refused. Where disclosure of AI interaction is legally required, the customer and BBX MEDIA define before launch who provides it and how.

7. Timing and cooperation

The quotation sets the schedule. Unless expressly firm, dates are estimates starting when any agreed payment, complete information and access have been received.

Deadlines are extended for change requests, third-party dependencies, customer unavailability, security incidents, force majeure or missing information.

8. Acceptance and handover

The customer has ten business days after presentation to report precise, reproducible reservations within scope. BBX MEDIA will correct verified contractual non-conformities within a reasonable time.

New requests, unagreed preferences and third-party changes are chargeable changes. No reservation within that period accepts apparent items without removing the right to report a latent non-conformity.

9. Backups

Included backups cover only the harness, profiles, configurations and memory managed within Agent Masons. They do not cover Gmail, CRM, accounting or other third-party data. Frequency, destination and retention are set in the quotation or handover documentation.

10. Price and payment

Prices exclude tax and applicable VAT is added. The quotation or order sets the price and instalments; unless otherwise agreed, invoices are payable by bank transfer within thirty days of issue, with no early-payment discount.

Late payment automatically incurs interest at the latest ECB refinancing rate plus ten percentage points and the statutory €40 recovery charge, without prior reminder. Further proven recovery costs may be claimed.

11. Suspension and termination

BBX MEDIA may suspend for non-payment, security risk or a blocking breach after notice unless urgent. Either party may terminate for a material breach not remedied within fifteen days after written notice.

Completed services, reached milestones and pre-approved third-party commitments remain payable. Prepayments for unperformed work are refunded within thirty days after the agreed account, subject to set-off.

12. Intellectual property

Each party retains pre-existing materials, brands, methods, tools, libraries and know-how. Open-source and third-party components remain under their licences.

After full payment, the customer receives the files, configurations and documents listed in the quotation. Unless a detailed assignment says otherwise, BBX MEDIA grants a non-exclusive worldwide licence for the legal protection period to use, adapt and maintain specific deliverables for the customer’s internal business. No exclusivity or transfer of generic elements is implied.

13. Data and confidentiality

Where BBX MEDIA processes personal data for the customer, the parties must define their roles and sign a GDPR Article 28 agreement before access, covering instructions, security, subprocessors, incidents, transfers and return or deletion.

BBX MEDIA does not use customer data to train, improve or evaluate a model for its own purposes unless separately agreed in writing with an appropriate purpose and legal basis.

Each party protects confidential information and uses it only for the contract. This duty survives for five years, and for trade secrets while they retain that status.

14. Warranty and liability

BBX MEDIA provides services with reasonable professional care and does not guarantee commercial, financial, regulatory, SEO or absolute cybersecurity results, nor error-free AI output.

To the extent permitted by law, each party is liable for direct, foreseeable loss caused by proven breach. BBX MEDIA’s aggregate liability is capped at the amount excluding tax paid for the relevant order, except for fraud, gross negligence, personal injury or liability that cannot legally be limited.

15. Force majeure

Neither party is liable for French-law force majeure. The affected party gives notice and mitigates effects. After sixty days, either party may terminate unperformed work without penalty, with completed work remaining payable.

16. Law and disputes

French law governs. The parties first attempt an amicable resolution.

WHERE BOTH PARTIES ARE MERCHANTS, THE ANNECY COMMERCIAL COURT HAS EXCLUSIVE JURISDICTION. OTHERWISE, STATUTORY JURISDICTION RULES APPLY.