GENERAL TERMS AND CONDITIONS OF SALE (GTCS) – VIDEO SERVICES

ARTICLE 1: OBJECT AND SCOPE

These General Terms and Conditions of Sale (GTCS) govern the contractual relationship between Frances Valeux, Morning Production, hereinafter referred to as "the Service Provider," and any natural or legal person, hereinafter referred to as "the Client," wishing to benefit from the audiovisual production services offered. Any order implies the full and unreserved adherence of the Client to these GTCS.

ARTICLE 2: QUOTATION, ORDER PROCESS, AND VALIDATION

Each service is subject to a free, personalized quotation sent to the Client.

• 2.1. Quotation: Each service is subject to a free quotation sent by e-mail. The quotation specifies the details of the mission, the deadlines, and the net price.

• 2.2. Validity: The quotation is valid for a period of 30 days from its date of issue.

• 2.3. Validation: The order is considered firm and final upon receipt of the quotation signed with the mention "Good for agreement" (Bon pour accord) or after the signature of a service contract, accompanied by the payment of a 30% deposit.

• 2.4. Modification: Any modification to the order requested by the Client after the signature of the quotation will be subject to an amendment or a new quotation if it results in additional work or extra costs.

ARTICLE 3: RATES AND PAYMENT

• 3.1. Pricing: Service prices are indicated in Euros and are net of tax. The Service Provider is not subject to VAT, in accordance with article 293 B of the CGI.

• 3.2. Payment Method: Payment for services is made exclusively by bank transfer to the Service Provider's professional account (banking information provided with the quotation).

• 3.3. Deposit: A deposit of 30% of the total amount will be required upon signing the order to reserve the filming dates.

• 3.4. Payment Terms: The balance is payable upon receipt of the final invoice and no later than within 15 calendar days.

• 3.5. Retention of Title: The delivery of the final high-resolution files (final version without digital watermark) remains conditional upon full payment of the invoice. In the event of non-payment, the Service Provider reserves the right to suspend delivery or block access to the files.

• 3.6. Late Payment: Any late payment will give rise to late payment penalties calculated on the basis of the legal rate in effect, as well as a fixed indemnity for recovery costs of $40.

ARTICLE 4: MODIFICATIONS AND CANCELLATION BY THE CLIENT OR FRANCES VALEUX (MORNING PRODUCTION)

• 4.1. Cancellation by the Client: In the event of cancellation of the order after signature, the Client must imperatively inform Morning Production by registered mail; the deposit paid remains acquired by the Service Provider as compensation. If the cancellation occurs while the work has already begun, the full amount of the service will be invoiced.

• 4.2. Postponement: Any postponement of filming due to the Client must be notified at least 72 hours in advance, otherwise travel expenses or equipment immobilization fees may be invoiced. Cancellation or postponement by Frances Valeux (Morning Production).

• 4.3. Lack of Necessary Elements: The Service Provider reserves the right to cancel or suspend the service if the Client does not provide the requested necessary elements (brief, access to the location, authorizations, source files, logos, etc.) within the agreed deadlines or if safety conditions are not met to ensure quality work. In this case, the deposit may be retained for the preparation time already invested.

• 4.4. Major Impediment (Illness, Equipment, Weather): In the event of a major impediment for the Service Provider (illness, accident, serious technical failure, or weather conditions making filming impossible or dangerous for the equipment), Morning Production undertakes to:

1. Inform the Client as soon as possible.

2. Propose a new filming date at no additional cost to the Client.

3. Failing agreement on a postponement date, the Service Provider undertakes to refund all sums already paid by the Client (including the deposit). Note: The Service Provider's liability is limited to the amount of the service and cannot be engaged for ancillary costs incurred by the Client.

ARTICLE 5: DELIVERY DEADLINES AND RESPONSIVENESS

• 5.1. Indicative Deadlines: Delivery deadlines (editing, validation versions, final rendering) are specified on the quotation as an indication. They run from the receipt of all necessary elements (brief, logos, rushes, deposits).

• 5.2. Client Responsiveness: The Client undertakes to respond to the Service Provider's requests (validation of stages, editing feedback) within a period of 7 calendar days. Any delay in the Client's response will automatically delay the final delivery date by a duration at least equivalent to the observed delay.

• 5.3. Service Provider Grace Period: In the event of a major impediment beyond their control (illness, heavy technical failure, rendering overload), Morning Production has an additional grace period of 10 working days relative to the initially planned date, without this giving rise to late penalties or cancellation of the order.

• 5.4. Final Delivery: Delivery is considered completed upon sending the viewing or download link for the final version. Pursuant to Article 3.5 "Retention of Title," access to high-resolution files without watermarks remains conditional upon full payment of the invoice. The delivery of the final files is carried out electronically, via a download link (such as WeTransfer or an equivalent platform) sent to the Client's e-mail address.

ARTICLE 6: TRANSMISSION OF ELEMENTS AND CYBERSECURITY

• 6.1. Transmission Methods: The Client undertakes to transmit all elements necessary for the performance of the service (logos, source files, brief documents, etc.) via secure electronic means (e-mail, download link such as WeTransfer).

• 6.2. Guarantee of Innocuousness: The Client guarantees that all files transmitted to the Service Provider (Morning Production) do not contain any computer threats, including but not limited to: viruses, Trojan horses, malware, or spyware.

• 6.3. Liability in Case of Infection: In the event of damage caused to the computer system, editing software, or equipment of Frances VALEUX (Morning Production) by an infected file originating from the Client, the Client's liability may be engaged. The Client must then indemnify the Service Provider for the costs of restoring the equipment, restoring data, or loss of earnings related to the immobilization of the workstation.

• 6.4. Provision Deadlines: The Client undertakes to provide these elements within the deadlines agreed upon in the quotation. Any delay in transmitting virus-free elements may result in a proportional shift in the final delivery date, without the Service Provider's liability being engaged.

ARTICLE 7: PERFORMANCE OF THE SERVICE

• 7.1. Obligations of the Service Provider: The Service Provider undertakes to implement the technical and human resources necessary to produce the video in accordance with the quotation.

• 7.2. Obligations of the Client: The Client undertakes to provide all necessary information (brief, access to filming locations, authorizations, source files, logos) for the smooth running of the project.

• 7.3. Modifications (Post-production): The rate includes 3 rounds of minor modifications. Any structural or additional modification will be subject to supplementary invoicing.

ARTICLE 8: INTELLECTUAL PROPERTY AND COPYRIGHT

• 8.1. Copyright: The Service Provider (Morning Production) remains the sole owner of the copyright on their creations.

• 8.2. Transfer of Rights: The transfer of the video's exploitation rights (broadcast, reproduction) only occurs on the day of full payment of the price by the Client.

• 8.3. Scope: Rights are assigned for social media platforms, websites, or internal use for an unlimited duration. This assignment does not cover the use of the video for television or cinema advertising campaigns, which will be the subject of a separate agreement. Any other use (TV, Cinema, Outdoor Public Display) must be subject to written authorization and additional compensation.

• 8.4. Promotion: Unless otherwise notified in writing by the Client, the Service Provider reserves the right to use excerpts or the entirety of the final video for their own promotion (portfolio, social media, website).

ARTICLE 9: IMAGE RIGHTS

The Client is responsible for obtaining image rights authorizations for persons filmed or owners of private locations during filming. The Service Provider cannot be held liable in the event of a dispute relating to image rights.

ARTICLE 10: LIMITATION OF LIABILITY

• 10.1. Force Majeure: Morning Production's liability cannot be engaged in case of force majeure (weather, accident, illness, unpredictable equipment failure) as defined in Article 4.2 "Modifications and cancellation by the client or Frances Valeux (Morning Production)".

• 10.2. Indirect Damages: The Service Provider's liability is strictly limited to the total amount of the service provided for in the quotation. In no case shall the Service Provider be held liable to refund ancillary costs incurred by the Client (room rental, third-party service providers, loss of earnings, etc.) following a postponement or cancellation.

• 10.3. Data Retention: The Service Provider undertakes to keep the source files (rushes) for a period of 6 months after the final delivery, while the finished product is kept for 1 year. The Client is responsible for the final backup of their files upon receipt. After this period, the Service Provider's liability cannot be engaged in case of loss or destruction of data.

ARTICLE 11: DISPUTES

These GTCS are subject to French law. In the event of a dispute and in the absence of an amicable agreement, the competent court will be that of the Service Provider's registered office.

ARTICLE 12: MEDIATION

In accordance with articles L.612-1 and following of the Consumer Code, the Client has the right to recur to a consumer mediator free of charge for the amicable resolution of any dispute opposing them to Morning Production. The name of the mediator will be communicated to the Client upon request.