INDIGEN, Limited Liability Company (SARL) registered with the Nice Commercial Court. NICE EUROPE ENTREE B, BUREAU 402, 29 RUE PASTORELLI, 06000 NICE, FRANCE. SIREN: 450 228 143, SIRET: 450 228 143 00027. EU VAT number: FR84450228143. Managing Directors: David Pistori and Jérôme Clerico. Contact: contact@indigen.com.
These General Terms and Conditions of Sale (GTCS) govern all IT consulting, software development, systems integration, and artificial intelligence solution services provided by INDIGEN to its professional clients. Placing an order with INDIGEN implies full and unconditional acceptance of these GTCS. These GTCS take precedence over any client document, unless otherwise agreed in writing and signed by both parties.
INDIGEN provides in particular the following services: IT systems and software consulting; custom web and mobile application development; artificial intelligence solution integration and deployment; AI agent development and orchestration; information systems audit and architecture; technical maintenance and support. Each service is the subject of a detailed quote or purchase order specifying the scope, deliverables, timeline, and price. The quote, once accepted and signed by the client, constitutes a binding contractual commitment.
The contract is formed upon INDIGEN's receipt of the signed quote and, where applicable, the agreed deposit. Any change in scope requested by the client after signing is subject to a written amendment.
All prices are stated in euros, exclusive of tax (before VAT). The applicable VAT rate is the one in force on the date of invoicing. INDIGEN reserves the right to update its rates; services ordered prior to any such update are invoiced at the price agreed in the accepted quote. Services are invoiced according to the terms defined in the quote: fixed price, time and materials, or milestone-based payments. An invoice is issued at each agreed stage or upon final delivery.
Unless otherwise specified in the quote, the following payment terms apply: 30% deposit upon signature of the quote; balance due upon receipt of the final invoice, payable within 30 days. In the event of late payment, penalties are automatically due from the day following the due date, at the statutory interest rate plus 10 percentage points. A flat-rate recovery fee of €40 is also payable (French Commercial Code, Article L. 441-10).
INDIGEN undertakes to meet the deadlines agreed in the quote, provided that the client supplies the required information, access, approvals, and feedback in a timely manner. Any delay attributable to the client results in an equivalent extension of the timeline, without penalty for INDIGEN.
Deliverables developed specifically for the client under a service agreement are transferred to the client upon full payment of the corresponding invoice, under the conditions defined in the quote or service contract. INDIGEN retains ownership of its pre-existing tools, methodologies, libraries, and generic components, even when incorporated into deliverables. A non-exclusive licence of use is granted to the client for any non-transferred components.
Both parties agree to treat as confidential all information exchanged in the context of the engagement and not to disclose it to third parties without the other party's prior written consent. This confidentiality obligation survives the end of the contract for a period of five (5) years.
INDIGEN is bound by a best-efforts obligation. Its liability is limited to the amount of fees actually received under the relevant service agreement, exclusive of tax. INDIGEN cannot be held liable for indirect damages, loss of business, or loss of profit suffered by the client.
In the event of a material breach by either party, the other party may terminate the contract by operation of law after giving formal notice that remains unaddressed for fifteen (15) days. Services rendered up to the date of termination are due in full.
Neither party may be held liable for a failure to perform its obligations resulting from a force majeure event within the meaning of Article 1218 of the French Civil Code. The affected party shall notify the other as soon as possible.
These GTCS are governed by French law. In the event of a dispute, the parties undertake to seek an amicable resolution before initiating legal proceedings. Failing that, the Commercial Court of Nice shall have sole jurisdiction.