These terms apply exclusively to clients acting for business purposes. This English translation is provided for convenience; the French version is authoritative. An accepted quote takes precedence regarding a project’s scope, price, schedule and specific terms.
Scope
These general terms and conditions of sale apply to services offered under the ZimaBuild brand by MaherLabs, a French SASU with share capital of 500 €, registered under number 106 685 241 RCS Compiègne, with its registered office at 2 rue du Docteur Émile Roux, 60200 Compiègne, France.
They cover, in particular, consulting, scoping, design, development, hosting, maintenance and enhancement of websites, applications, SaaS, e-commerce and business tools.
Placing an order implies acceptance of the terms in force on the date of the quote. The quote’s specific terms prevail in the event of a conflict.
Orders and quotes
A Founder application, contact request or exploratory discussion does not constitute an order. The engagement begins when the client accepts the quote or contract issued by MaherLabs, using the acceptance method specified in that document.
The quote states at least the scope, deliverables, price, payment terms, key dependencies and, where possible, an estimated schedule. Its validity period is stated in the document.
MaherLabs may decline a request that does not match its expertise, availability, values, or the project’s legal and technical requirements.
Services and Founder offers
Founder showcase website subscription
The launch offer includes a custom showcase website with one to five pages, responsive adaptation, a contact form, essential technical SEO, hosting, an SSL certificate, technical maintenance and small content edits.
Its public price is €39 excl. VAT per month, with no creation fee and a six-month minimum term. The domain and content supplied by the client remain the client’s property.
After the first six months, the client may continue the subscription without a new minimum term, purchase the transferable website deliverables for €450 excl. VAT, or stop the service. If the service ends without a purchase, the website is taken offline at the end of the paid period; client-owned content can be returned in a common format upon request.
Bespoke Founder Project
Bespoke websites, applications, SaaS, e-commerce and business tools are quoted individually. Source code and agreed deliverables are transferred after full payment. Three months of technical maintenance are included after delivery under the “Delivery and maintenance” section.
Launch offers may close to new requests. Closure never changes terms already accepted by a client.
Collaboration and schedules
The client supplies agreed content, access, approvals and information on time and warrants that it holds the rights required to use any text, images, trademarks, databases and other materials supplied.
Timelines begin once the necessary materials and, where applicable, the deposit stated in the quote have been received. They are estimates unless expressly guaranteed. Delayed approvals, scope changes or third-party dependencies may move the schedule without liability for MaherLabs.
Requests outside the accepted scope may lead to a schedule adjustment and an additional quote, submitted for client approval before work begins.
Prices and payment
Prices are stated in euros excluding VAT. VAT is added at the applicable rate when due. The quote states the total amount and any third-party service costs.
Unless the quote provides otherwise, invoices are payable by bank transfer within 30 days of issue. No discount is granted for early payment.
Late payment triggers, from the day after the due date and without prior notice, penalties based on the latest European Central Bank refinancing rate plus ten percentage points, together with a fixed €40 recovery charge. Additional compensation may be claimed with evidence where actual recovery costs exceed this amount.
In the event of non-payment, MaherLabs may suspend services, hosting or delivery after notice, without waiving outstanding sums.
Delivery and maintenance
Delivery follows the quote: online publication, file handover, repository access or any agreed combination. The client reviews deliverables and identifies any precise discrepancy from the accepted scope.
Maintenance covers reproducible defect correction, reasonable technical updates, agreed availability monitoring and, where included, small content edits. It excludes new features, redesigns, changes imposed by a third-party service and work made necessary by a modification performed without MaherLabs’s approval.
For a bespoke Founder Project, the three included months begin on production launch or final handover, whichever occurs first. Further maintenance may be offered separately with no obligation.
Domain names, licences, email services, payment solutions and other third-party services remain subject to their own terms and prices. The quote states when they are billed directly to the client.
Intellectual property
The client retains ownership of its trademarks, content, data and pre-existing materials and grants MaherLabs only the rights required to perform the engagement.
For a bespoke project, economic rights and source code expressly stated in the quote are transferred after full payment. For the Founder showcase website, transfer occurs only if the website is purchased. Generic tools, methods, pre-existing components and MaherLabs’s know-how remain its property.
Open-source software, fonts, libraries, images and third-party services remain governed by their respective licences. Unless the client objects in writing or a confidentiality obligation applies,MaherLabs may name the client and publicly present the project once launched.
Data and confidentiality
Each party protects confidential information received for the engagement and uses it only to perform the work. This obligation does not cover information already public, lawfully obtained from a third party or required to be disclosed by law.
Where MaherLabs processes personal data on the client’s behalf within a delivered product, the parties define their roles and instructions in the quote, contract or a data-processing agreement compliant with Article 28 GDPR.
Data collected directly by ZimaBuild is described in the privacy policy.
Liability
MaherLabs is subject to a duty of reasonable care. It does not guarantee revenue, a specific search-engine ranking or the complete absence of interruption in a third-party-dependent service.
Each party is responsible for direct and foreseeable loss caused by its breach. Except in cases of gross negligence, wilful misconduct, personal injury or a mandatory rule to the contrary, MaherLabs’s total liability for an engagement is limited to the amount excluding VAT paid for the relevant service during the 12 months preceding the event giving rise to the claim.
Neither party is liable for delay or non-performance caused by force majeure under French law. The affected party informs the other as soon as reasonably possible.
Term and termination
An engagement lasts for the term stated in the quote. Either party may terminate for a material breach not remedied within 15 days after written notice, except in urgent cases or where remedy is impossible.
The Founder showcase website has a firm initial six-month term. Early termination, other than for breach by MaherLabs, makes the remaining monthly fees payable. After this term, the subscription may be ended at any time by email with 30 days’ notice.
At the end of the contract, the client pays for work completed and costs incurred. Provisions intended to survive termination, including payment, confidentiality, data and intellectual-property provisions, remain in effect.
Applicable law
These terms and contracts entered into with MaherLabs are governed by French law. If a difficulty arises, the parties first seek an amicable solution and exchange the relevant information.
If no amicable agreement is reached within a reasonable period, the dispute falls within the competent courts under ordinary rules. Between commercial parties, express jurisdiction is granted to the Commercial Court of Compiègne, including in cases involving multiple defendants or third-party proceedings.
Questions about these terms: [email protected].
