Terms and Conditions

Article 1 - Preliminary definitions
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For the purposes of these General Terms and Conditions, the following terms are defined as follows:

CGS: encompasses these General Terms and Conditions of Services.

Customer: refers to any individual or legal entity, acting within the scope of its professional activity, requesting the Services. The term "Customer" also includes its agents, delegates, third parties acting on its behalf, or any entity belonging to a group within the meaning of Article L.233-3 of the French Commercial Code, or any person acting on its behalf.
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Contract: means the document detailing the Services to be provided, their duration, the financial terms and conditions for providing the Services, and any specific conditions derogating from the GTS.

Confidential Information: means any information communicated by either of the Parties, as well as any information to which they may have had access, directly or indirectly, in connection with the conclusion and performance of the Contract, regardless of the medium of such disclosure or knowledge. Such information is designated as confidential by the Party transmitting it.

Parties: the terms "Provider" and "Customer" may be referred to, in the context of these GTS, individually or collectively as "Party" or "Parties".

Service Provider: refers to Esekai, a limited liability company with its registered office at 62 rue de Ponthieu, 75008 Paris, registered with the Paris Trade and Companies Register under number 947 933 834, with VAT number FR37947933834.

Services: refers to the services provided by the Service Provider, including the mission described in the Contract. This includes in particular:
Technical expertise and advice for the creation of digital content.Management of digital publications.Creation of sponsorship campaigns.Provision of a monthly report on the effectiveness of actions carried out.It should be noted that certain Services are optional and offered by the Service Provider to the Customer on request.


Article 2 - Scope of application

In accordance with Article L.441-1 of the French Commercial Code, the present General Terms and Conditions, together with the Contract, constitute the sole basis of the commercial relationship. Their purpose is to define the terms and conditions under which Esekai.agency provides the Services to the Customer, at the Customer's request, via the Esekai.agency website, by direct contact or on paper.

These GTS apply, without restriction or reservation, to all Services provided by Esekai.agency to the Customer, notwithstanding any clauses that may appear in the Customer's documents, including its general terms and conditions of purchase. These GTS and the Contract embody and express the entire agreement between the Parties and supersede all prior agreements, whether oral or written, on the subject. Neither Party may rely on any agreement or understanding not contained in these GTS or the Contract.

The nullity of a contractual clause within these GTS and/or the Contract does not render the GTS null and void as a whole, unless this determining clause led one of the Parties to enter into the Contract.

In accordance with current regulations, these GCS will be systematically provided to any Customer requesting them, in order to facilitate the placing of an order with Esekai.agency. In addition, they will be communicated to any Customer prior to the conclusion of a single agreement in accordance with articles L.441-3 et seq. et seq. of the French Commercial Code.



Article 3 - Esekai.agency services
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The various services offered by Esekai. are defined below. We specialize in website creation, community management, media buying, design and Google boosting. Our team is available 7 days a week to meet your needs.
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Article 4 - Placing orders

4.1 Contracts for the sale of services are established and become binding only after the establishment and signature of a Contract between the Parties. Esekai.agency makes available electronic means of placing orders (including online platforms) to enable Customers to order Services in the most convenient and efficient conditions.

For orders placed exclusively online, the registration of an order on the Esekai.agency website is completed when the Customer fully accepts these Terms and Conditions of Services by checking the appropriate box and confirms his/her order.

The Customer may check the detailed content of his order and its total amount, and correct any errors before validating his acceptance (in accordance with article 1127-2 of the French Civil Code). This validation constitutes full acceptance of the present General Terms of Services and constitutes proof of the sales contract. Confirmation of the order and its acceptance are confirmed by a confirmation e-mail. The data recorded in Esekai.agency's computer system attests to all transactions carried out with the Customer.

‍4.2 Any modification of the order requested by the Customer will only be taken into consideration, insofar as Esekai.agency is able to do so, if it is notified in writing at least 15 days before the date scheduled for the completion of the Services ordered. This request for modification must be accompanied by the Customer's signature on a specific order form, and any price adjustment will also be adjusted accordingly.

Article 5 - Pricing

5.1 The Services are provided at the rates in force at Esekai.agency on the date of the order or on the date of signature of the Contract, in accordance with the Provider's rate schedule stipulated in the Contract previously approved by the Parties, as specified in article 4 "Placing Orders".

Rates are quoted in Euros and are exclusive of tax. The Service Provider reserves the right, during the term of the Contract, to propose price adjustments to the Customer, either upwards or downwards, to reflect general price fluctuations, competition and the production costs of the Services. Such adjustments must be fair and balanced, while preserving the overall economy of the Contract and enabling the Service Provider to remain competitive.

Article 6 - Terms of payment

6.1 Monthly payments : Where the Contract stipulates monthly payment, the Service Provider will issue an invoice to the Customer each month.

‍6.2 Annual payments : If the Contract provides for annual payment, the Service Provider will issue an annual invoice to the Customer. The total amount is payable in full and in one instalment, in accordance with the details given on the invoice provided to the Customer.

‍6.3 Common provisions : Payment of the amount due must be made within 30 days of receipt of the invoice issued by Esekai.

From the day following the due date, late payment penalties will be automatically applied, equivalent to three times the legal interest rate in force, as well as a fixed indemnity for collection costs, in accordance with the provisions of articles L.441-10 and D.441-5 of the French Commercial Code. Please note that these amounts will be indicated directly on the invoices.

If the Customer fails to comply with the payment conditions defined in these GCS, the Service Provider reserves the right to suspend the provision of the ordered Services until payment has been received.The following secure payment methods are accepted:

Direct debit via S.E.P.A.Bank transfer

Credit cards: Visa, MasterCard, American Express, other payment cards accepted
These payment methods ensure the security and confidentiality of transactions to guarantee an optimal customer experience.

Article 7 - Provision of Services

7.1 Implementation times : The Services requested by the Customer will be initiated within a maximum period of 1 month from the signing of the Contract by the Parties. This period is not strict, and Esekai cannot be held liable for any delay in the provision of the Services, provided that such delay does not exceed 1 month. In the event of a delay exceeding 3 months, the Customer has the right to request cancellation of the sale and will be reimbursed for any advance payments already made.
Esekai cannot be held liable in the event of delay or suspension of the provision of Services attributable to the Customer, or in the event of force majeure.

‍7.2 Special requests : If the Customer makes specific requests concerning the provision of the Services, and these are accepted in writing by Esekai, the additional costs incurred will be invoiced separately on the basis of a quotation accepted in advance by the Customer. In the absence of reservations or complaints expressly made by the Customer upon receipt of the Services, the latter shall be deemed to conform to the order in terms of quantity and quality. The Customer shall have a period of 15 days from receipt of the Services in which to notify Esekai.agency of any reservations or complaints in writing, accompanied by the necessary supporting documents. In the event that a lack of conformity of the Services is duly proven by the Customer, Esekai.agency undertakes to rectify the situation as soon as possible and at its own expense, or to proceed with reimbursement, according to the terms accepted by the Customer.

‍7.3 Subcontracting : Esekai reserves the right to subcontract all or part of the performance of the Contract, provided this is permitted by law. In the event of subcontracting, the Customer agrees that the information necessary for the performance of the Contract may be shared with Esekai's subcontractor.
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Article 8 - Customer obligations

The Customer agrees to comply with the following contractual obligations:Honor payment to Esekai in accordance with the payment terms set forth in these TOS or, if applicable, the special terms defined in the Agreement.

Provide Esekai with full access to all accounts on its various social network platforms.

Authorize Esekai to create and manage, on its behalf, any accounts necessary on various social network platforms in order to perform the Services.

Authorize Esekai to publish content related to the Services on the Customer's social media accounts for the duration of the Contract.Provide all information necessary for Esekai to perform the Services in a timely and compatible manner.

Guarantee the compliance of all information, documents and products provided with applicable laws and regulations. To ensure that its personnel, subcontractors, suppliers and agents comply with the terms of the Contract.

To ensure safe and compliant working conditions for Esekai and its employees, and to prevent any inappropriate, racist, offensive or aggressive behavior.To authorize Esekai to take photographs of its business, products, establishments and employees, and to inform the latter of the presence of the photographer.

Authorize Esekai to manage its accounts on digital delivery platforms (such as "UberEats", "Deliveroo") and to access the information provided by these platforms.Provide a document summarizing the products and services for which the Services are to be performed, at least 24 hours prior to a photo shoot. In the case of a delivery service, the catering menu must be the same for all content.

Make available to Esekai and/or the photographer all products required for the photo shoot.Inform Esekai immediately of any event likely to delay the performance of the Services. Notify Esekai in the event of postponement or cancellation of the photo shoot within a reasonable period of time, as indicated in prior communications.

Demonstrate an undisputed ability to have all necessary rights and authorizations to:Use images of persons photographed, filmed or recorded as part of the Services, obtaining all necessary consents and authorizations.

Esekai reserves the right to suspend or postpone the performance of the Services and to claim compensation for any damages suffered.

Esekai shall not be liable for any delays or damages resulting from the Customer's failure to comply with its contractual obligations.

Article 9 - Duration - Renewal - Termination

In the absence of any particular specification and unless otherwise stated in the Contract, the latter shall come into force from the date of signature by the Parties, for a period of 12 consecutive months.

In order to respond to seasonal variations, economic reasons or circumstances of force majeure likely to affect the Customer's business, Esekai offers a suspension option, known as a "pause".

This option allows the suspension of the financial terms and duration of the Contract without altering the underlying commitments. The suspension period may not exceed 3 consecutive months.

Activation of the "pause" option automatically extends the expiry date of the Contract for a period equivalent to that of the suspension.the total amount due for the Services contracted, including services linked to the "pause" option, must be paid before the end of the Contract. in the absence of notice of termination by either Party, the Contract will be automatically renewed for a further consecutive period. In the absence of notice of termination by either Party, the Contract will be automatically renewed for a further period of 12 consecutive months.For open-ended Contracts, either Party may terminate the Contract in writing (by e-mail or post), giving 30 days' notice.

For fixed-term Contracts of less than 12 consecutive months, the Contract takes effect on the date of signature and for the duration stipulated in the Contract. On expiry of this period, the Contract will be automatically renewed for a further period of 12 consecutive months, unless terminated in writing by either of the Parties 30 days prior to expiry.

In all cases, the obligations of the Parties shall remain in force during the aforementioned periods of notice.
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It is important to note that, in the event of termination of the Agreement in accordance with these TOS, any payments made by the Customer shall remain the property of Esekai and shall not be refunded. The Services will continue to be provided by Esekai and payments will be due in accordance with Article 6 hereof.

Article 10 - Liability of Esekai - Warranty

Esekai guarantees the Customer in accordance with legal provisions against any lack of conformity of the Services and any latent defect resulting from a defect in the design or supply of the Services, to the exclusion of any negligence or fault on the part of the Customer.

Esekai's liability may only be incurred in the event of proven fault or negligence and is limited to direct damages, to the exclusion of any indirect damages of any nature whatsoever.

To assert its rights, the Customer must inform Esekai in writing of the existence of defects within a maximum period of 15 days from their discovery, under penalty of forfeiture of any action.

Esekai will, at its sole expense, rectify the Services found to be defective, in accordance with the terms and conditions approved by the Customer.

In the event that Esekai is held liable, its warranty is limited to the net amount, excluding taxes, paid by the Customer for the Services provided.

Article 11 - Independence of the Parties - Fair and bona fide behaviour

Esekai and the Customer are independent entities, and their relationship is not based on an employment contract. The Parties undertake to treat each other fairly and in good faith, and to share any difficulties that may arise in the performance of the Contract and/or the GTS.

The Parties undertake to comply with their contractual obligations and to provide each other with the information necessary to ensure the effective performance of the Contract.

In the event that obligations specific to the Customer's profession are required, the Customer must communicate them in writing to Esekai prior to execution of the Contract, as Esekai is not subject to such obligations.In any event, the Parties agree that the Customer is responsible for compliance with its professional and ethical obligations. Esekai cannot be held liable in the event of failure to comply with these obligations.

Article 12 - Intellectual property rights

Esekai, its successors, assigns and/or subcontractors remain the owners of all intellectual property rights to the studies, drawings, models, prototypes, photographs, videos, etc. produced for the provision of the Services to the Customer, even at the latter's request,

The Customer undertakes not to reproduce or exploit these elements without Esekai's express, written and prior authorization, which may be subject to a financial consideration.

Within the framework of the execution of the Contract, the Customer grants Esekai a non-exclusive right to reproduce its commercial name, the sign of its establishment, its products, its graphic charters and its semi-figurative trademarks, for the purpose of communicating and promoting the Services. This authorization also includes reproduction on Esekai's social networks and websites.

Esekai may grant the Customer a limited and non-exclusive right of use, reproduction and publication in return for consideration, in accordance with the contractual provisions. The Customer also authorizes Esekai to refer to the Services performed for the Customer, even after the end of their business relationship.

Article 13 - Protection of personal data

‍The personal data collected from Esekai customers is processed by Esekai.

This personal information and data is also kept for security purposes, in order to comply with legal and regulatory obligations. They will be kept for as long as is necessary for the execution of orders and any applicable guarantees.the data controller is Esekai. Access to personal data will be strictly limited to employees of the data controller authorized to process such data by virtue of their position. The information collected may be communicated to third parties bound to Esekai by contract for the performance of subcontracted tasks, without the Customer's authorization being required.

As part of the performance of their services, third parties will have only limited access to the data and will be required to use it in accordance with the provisions of the applicable data protection legislation.

Apart from the cases mentioned above, Esekai undertakes not to sell, lease, assign or give access to the data to third parties without the Customer's prior consent, unless necessary for a legitimate reason. If data is to be transferred outside the EU, the Customer will be informed and measures will be taken to secure the data (such as the external service provider's adherence to the "Privacy Shield", the adoption of standard contractual clauses approved by the CNIL, the adoption of a code of conduct, obtaining CNIL certification, etc.).

In accordance with applicable regulations, the Customer has the right to access, rectify, delete and port his or her data, as well as the right to object to processing on legitimate grounds. These rights may be exercised by contacting the data controller at the following postal or e-mail address: contact@esekai.agency.

Customers may also lodge a complaint with Esekai.agency's Data Protection Officer / the French Data Protection Authority (Commission Nationale de l'Informatique et des Libertés).

‍Article 14 - Unforeseen circumstances

In the event of a change in circumstances unforeseeable at the time of conclusion of the Contract and/or the GCS, the provisions of Article 1195 of the Civil Code will apply.

If the renegotiation is successful, the Parties will promptly establish a new order for the Service supply operations concerned. Should the renegotiation fail, the Parties will apply the provisions of article 1195 of the French Civil Code.

Article 15 - Enforcement in kind

In the event of non-compliance with the obligations by either of the Parties, the aggrieved Party has the right to request the forced performance in kind of the obligations arising from these terms.

In accordance with Article 1221 of the Civil Code, the creditor of the obligation may pursue this forced performance after a simple formal notice addressed to the debtor of the obligation in writing has remained without effect, unless forced performance in kind proves impossible or there is a manifest disproportion between its cost for the debtor in good faith and its interest for the creditor.

Article 16 - Proportional reduction in the event of imperfect performance

In the event of a breach by one of the Parties of one of its obligations, the creditor may, in accordance with article 1223 of the French Civil Code, after eight days of receipt of a formal notice by registered letter with acknowledgement of receipt which has remained without effect, notify the debtor of its acceptance of imperfect performance of the Contract and/or the GCS while proportionally reducing the agreed price. In the absence of agreement between the Parties on the amount of the proportional reduction of the price, this will be determined by expert appraisal in accordance with article 1592 of the French Civil Code.

Article 17 - Non-performance exception

‍In accordance with article 1219 of the French Civil Code, either Party may refuse to perform its obligation, even if it is due, when the other Party has failed to perform its obligation and such failure is of sufficient gravity to jeopardize the continuity of the Contract and/or the GCS, or to fundamentally disrupt their economic equilibrium.

Suspension of performance shall take effect immediately upon receipt by the Party at fault of notice of default from the Party affected, indicating its intention to invoke the exception of non-performance, until such time as the default is remedied, and such notice shall be sent by registered letter with acknowledgement of receipt.

Article 18 - Force majeure

None of the Parties may be held liable for non-performance or delay in performance of its obligations as defined in these GCS or in the Contract, in the event of the occurrence of a case of force majeure, in accordance with Article 1218 of the French Civil Code. If the performance of a Party's obligations is hindered by an event of force majeure or an external cause beyond its control, that Party shall immediately inform the other Party by any appropriate means (e.g. telephone, e-mail), and shall confirm this communication in writing within five days of the start of the hindrance or delay.

The affected Party shall be released from its obligations for as long as the hindrance persists, and undertakes to take commercially reasonable steps to resume performance of its obligations. In the event of an impediment affecting one of the Parties in the performance of its obligations, the Parties agree to meet in order to find solutions for the performance of the Contract. During this period of suspension, the costs incurred by the situation will be borne by the Party affected.

Article 19 - Termination of the Contract

In the event of non-compliance by either Party with the obligations set out in these GTS as well as in the Contract, the latter may be terminated at the discretion of the aggrieved Party.It is explicitly agreed that such termination for failure by a Party to comply with its obligations will occur automatically 30 days after the sending of a formal notice to comply, which has remained wholly or partially without effect.This formal notice must clearly state the intention to invoke this clause. The Parties agree that the performance of these GCS and of the Contract will continue in order to allow the processing of operations in progress and not yet completed.in all cases, the aggrieved Party may take legal action to obtain damages.

Article 20 - Responsibilities

Each Party undertakes to indemnify the other Party for any direct and immediate material damage resulting from failure to comply with any of its obligations under the Contract and/or the GTS.

Article 21 - Confidentiality

The Parties agree to treat and keep confidential the Confidential Information. The latter includes, in particular, the Contract as well as all technical, financial, economic, commercial, legal information and all other data concerning the Parties, their files, technical supports and, where applicable, their customers.
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The Parties undertake to treat the Confidential Information exchanged with the same degree of confidentiality as their own confidential information, and not to disclose it in any form, title or person whatsoever. They shall also take all necessary measures with regard to their staff or any other party, whether permanent or occasional.
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Notwithstanding the terms of the Contract, the Parties undertake, within 15 days of the end of the Contract, whatever the cause, to return all documents or customer files handed over by the other Party during the term of the Contract, without the possibility of alteration, copying or duplication in whole or in part.It is expressly stipulated that this article shall remain in force even after the expiry or termination of the Contract, whatever the cause.

The confidentiality obligations do not apply to information which:Is already known to the Parties and can be proven to have been obtained independently prior to the signing of the Contract.Is in the public domain or falls into it during the performance of the Contract, through no fault of either Party or its personnel or any intervening party, whether permanent or occasional.

The confidentiality obligations remain valid for 5 years after termination of the Contract for any reason whatsoever. However, the Service Provider may use the Customer's name as a commercial reference for other customers and prospects.

‍Article 22 - Referencing

The Customer authorizes the Service Provider to mention the Services performed (including descriptions, publications, photographs, etc.) under the Contract and/or the T&Cs, for commercial reference purposes, in particular in commercial and marketing documents and on the Service Provider's website.

‍Article 23 - Communication - Notification

‍All notifications or formal notices resulting from the application of the Contract and/or the GCS must be made by registered letter with acknowledgement of receipt and sent to the address mentioned in the Contract. The date of receipt of the notification is that of the first postal deposit of the registered letter. All other communications relating to the Contract may be sent by ordinary letter or by e-mail to the addresses indicated in the Contract.


‍Article 24 - Customer acceptance

The Customer acknowledges that he has read and expressly accepts these General Terms and Conditions. They hereby waive any contradictory conditions, in particular their own general terms and conditions of purchase, which shall not be enforceable against the Service Provider, even if they have been made aware of them. Updated to 19/08/2023.