TERMS OF SALES

The following Term of Sales applies between Creads, a French company with a capital share of 7,000 Euros, with its principal place of business in Paris and registered with the Registre du commerce et des societés of Paris under the registration number 504 019 662, hereinafter referred to as “the Company”, and any individual or legal entity seeking to purchase a service, hereinafter referred to as “the Client”, using the website www.creads.org, hereinafter referred to as “the Website”.

Definitions:

The terms listed below shall have the following meanings whenever they are used in these Terms of Sales in their capitalized form:
“Contractor” refers to any person registered with the Website and who is asked by the Company to reply to a project posted by the Client.
“Express” refers to a service which purpose is to connect the Client and the Contractor through the Website.
“Call to Creation” refers to a service which purpose is to invite all the contractors to apply for a project.
“In-house” refers to a service which purpose is to offer all the internal and external skills of the Company to the Client.

1. Purpose

These terms of Sales set forth the terms and conditions of the contractual agreement between the Company and the Client and the conditions governing any purchase made through the Website.
It is assumed that the Client is a business professional. Therefore, the provisions of the French Consumer Code regarding the right to cancel a purchase shall never apply to the Client.
By purchasing a service through the Website, the Client fully agrees to all the provisions of these Terms of Sales. These Terms of Sales shall prevail over any other general or special terms and conditions with which the Company has not expressly agreed.
The Company reserves the right to change its Terms of Sales at any time. In such case, the Terms of Sales in force at the date of acceptance of the quotation by the Client shall apply.

2. Goods and services description

The list of goods and services can be found on the specifications available on the Website as well as in the quotation.
The Client, the Client’s family and any person in direct relations with the Client may not take part in any creative service. Any clear infringement to such rule may result in disqualification as well as exclusion of the proposed Creative Work. Furthermore, the Company may not be held liable for any purpose and shall pay no compensation.
The Client shall select the creative work within 40 days of the start date of the Call to Creation. Should it be otherwise, the Company shall distribute the payment according to its own criteria. In such case, the Client may not hold the Company liable or demand a new Creative Work without compensation.
The Company does not guarantee an exact number of submissions for the various Call to Creation services it offers through the Website.
The Company may appeal to subcontractors for the services that it provides in-house if that is in the interest of the accomplishment of the services. The Company shall ensure that these subcontractors meet the requirement of the contract.

2.1 Name and slogan creation

The Company shall use every means at its disposal to assist the Client in finding the best name or slogan suited to his needs through a Call to Creation on the Website.
Since the Client has the final say regarding the choice of the name, the Company is under no performance obligation.
The Company may not be held liable if said name or its related domain names are unavailable.
The Company shall acquire the Client’s domain names upon request of the Client through the purchase of an additional service at the acceptance of the quotation and for an additional payment listed in the Website. That service is not provided automatically.
The Client may also select a confidentiality option when he accepts the quotation. The confidentiality option is not provided automatically and requires an additional fee. The Call to Creation will therefore be private and visible only to a limited number of selected Contractors chosen by the Company. The Call to Creation web pages will be hidden from search engines and will be unavailable as soon as the service is accomplished.

2.2 Logo creation

The Client may ask directly, through the Website, a Creads contractor to create his logo. The chosen Contractor must present five logo mock-ups to the Client. The Client has the ability to request some changes to the mock-up he selects. These changes are restricted to specific adjustments of the shapes, typography and colours of the logo selected by the Client.
Since the Client has the final say regarding the choice of the logo, the Company is under no performance obligation.
Once the basic service is carried out, the Contractor shall provide the following executable files:
• The CMYK version of the logo, with a white background;
• The monochrome version of the logo;
Each of these files shall be in .pdf, .eps and .png formats.
The basic service does not include logo variations. Logo variations are available upon additional payment that will be indicated in the quotation.

The Company shall use every means at its disposal to assist the Client in finding the best logo suited to his needs through a Call to Creation on the Website.

2.3 Mascot creation

The Client may ask directly, through the Website, a Creads Contractor to create his mascot. The chosen Contractor must present two mascot mock-ups to the Client. The Client has the ability to request some changes to the mock-up he selects. These changes are restricted to specific adjustments of the shapes and the colours of the mascot selected by the Client.
Since the Client has the final say regarding the choice of the mascot, the Company is under no performance obligation.
Once the basic service is carried out, the Contractor shall provide the following deliverable(s):
• Executable file(s) in .psd, .eps and .png formats.
The basic service does not include logo variations. Logo variations are available upon additional payment that will be indicated in the quotation.
2.3.2 Mascot creation through a Call to Creation

The Company shall use every means at its disposal to assist the Client in finding the best mascot suited to his needs through a Call to Creation on the Website.
Since the Client has the final say regarding the choice of the mascot, the Company is under no performance obligation.
The Company does not guarantee the availability of the selected mascot.
Once the basic service is carried out, the Contractor shall provide the following deliverable(s):
• Executable file(s) in .psd, .eps and .png formats.
The Client may also select a confidentiality option when he accepts the quotation. The confidentiality option is not provided automatically and requires an additional fee. The Call to Creation will therefore be private and visible only to a limited number of selected Contractors chosen by the Company. The Call to Creation web pages will be hidden from search engines and will be unavailable as soon as the service is accomplished.
The basic service does not include mascot variations. Logo variations are available upon additional payment that will be indicated in the quotation.

2.4 Print design creation

The Client may ask directly, through the Website, a Creads contractor to create a print design. The chosen Contractor must present two mock-ups to the Client. The Client has the ability to request some changes to the mock-up he selects. These changes are restricted to specific adjustments of the shapes, typography and colours of the print design selected by the Client.
Since the Client has the final say regarding the choice of the mock-up, the Company is under no performance obligation.
Once the basic service is carried out, the Contractor shall provide the following deliverable(s):
• Executable file(s) in .pdf format.
The basic service does not include print design variations. Print design variations are available upon additional payment as included in the quotation.

The Company shall use every means at its disposal to assist the Client in finding the best print design suited to his needs through a Call to Creation on the Website.
Since the Client has the final say regarding the choice of the mock-up, the Company is under no performance obligation. The Company does not guarantee the availability of the selected mock-up.
Once the basic service is carried out, the Contractor shall provide the following deliverable(s):
• Executable file(s) in .pdf format.
The Client may also select a confidentiality option when he accepts the quotation. The confidentiality option is not provided automatically and requires an additional fee. The Call to Creation will therefore be private and visible only to a limited number of selected Contractors chosen by the Company. The Call to Creation web pages will be hidden from search engines and will be unavailable as soon as the service is accomplished.
The basic service does not include print design variations. Print design variations are available upon additional payment that will be indicated in the quotation.

2.5 Web design creation

The Client may ask directly, through the Website, a Creads contractor to create a web design. The chosen Contractor must present two web design mock-ups to the Client. The Client has the ability to request some changes to the mock-up he selects. These changes are restricted to specific adjustments of the shapes, typography and colours of the mock-up selected by the Client.
Since the Client has the final say regarding the choice of the mock-up, the Company is under no performance obligation.
Once the basic service is carried out, the Contractor shall provide the following deliverable(s):
• Final source file(s) in .psd format.
The basic service does not include print design variations. Print design variations are available upon additional payment that will be indicated in the quotation.

The Company shall use every means at its disposal to assist the Client in finding the best web design suited to his needs through a Call to Creation on the Website.
Since the Client has the final say regarding the choice of the mock-up, the Company is under no performance obligation.
The Company does not guarantee the availability of the selected mock-up.
The Client may also select a confidentiality option when he accepts the quotation. The confidentiality option is not provided automatically and requires an additional fee. The Call to Creation will therefore be private and only to a limited number of selected Contractors chosen by the Company. The Call to Creation web pages will be hidden from search engines and will be unavailable as soon as the service is accomplished.
Once the basic service is carried out, the Contractor shall provide the following deliverable(s):
• Final source file(s) in .psd format.
The basic service does not include web design variations. Web design variations are available upon additional payment that will be indicated in the quotation.

2.6 Website development

The Company shall provide the following elements to the Client: a website built with WordPress, an open-source platform free of copyright; one hour of training at the end of the process in order to familiarize the Client with the administration software; an explanatory manual.
The website development service does not include web design, domain name purchase or website hosting. The Client must purchase these options when accepting the quotation at the fees stated in the quotation.

2.7 Banners and newsletter design

The Company’s In-house agency can create banners and newsletter designs for the Client. In such case, the Company must present several mock-ups to the Client, the exact number of which shall be stated in the quotation. The Client has the ability to request the Company to carry out some changes to the mock-up he selects. Since the Client has the final say regarding the choice of the mock-up, the Company is under no performance obligation. The quotation will state the deliverables and their formats.

2.8 Use of the Company’s technology as white label services

The Company’s technology can be purchased as white label services (contest website branded to the Client’s business). This customized service requires a specific quotation as well as a rider to this contract.

2.9 Consulting services

The Company may provide counsels to the Client for all the services available in the website, in accordance with the conditions set forth in the quotation.

2.10 Style guide creation

The logo style guide creation service is offered only as supplement of the logo creation service. The Company shall carry out the following assignments based on the delivered logo:
• Finalization of the drawing, the colours and the other components of the logo.
• Behavioural analysis of the new visual identity (black and white version of the logo, CMYK equivalent of the reference colours, backgrounds, vector graphics).
The following deliverables shall be provided once the service is carried out:
• A document containing the logo style guide.
• The complete logo library of the visual identity comprised of .eps, .eps10, .pdf, .png, .gif and .jpeg executable files.
Other components may be added to this service, in which case their description and costs shall be indicated in the quotation.

The print style guide is offered only as supplement of the booklet creation service. The Company shall carry out the following assignments based on the delivered booklet:
• Behavioural analysis of the booklet in A4 landscape and portrait formats.
The following deliverables shall be provided once the service is carried out:
• A document containing the publishing style guide (typography, elements positions, graphics positions…).
Other components may be added to this service, in which case their description and costs shall be indicated in the quotation.

3. Goods and services specification

3.1 Prices

The current prices at the time of acceptance of the quotation as stated in said quotation shall apply for the services. The prices are in dollar exclusive of taxes, and do not include the applicable VAT at the date of acceptation of the quotation. Any change in VAT rate may affect the prices of the products and services.
Although the Company may change its prices at any times, only the price stated in the specifications on the date of acceptation of the quotation shall be charged to the Client.
Business customers subject to VAT in a State member of the European Union shall provide their VAT identification numbers prior to any exchange.

3.2 Geographical scope

The Company’s activities are international, and the online services sold on the website are destined to professionals from anywhere in the world.

3.3 Quotations

In order to purchase a service, the Client shall follow the following process:
1. Fill the client information form by providing the required contact details;
2. Fill the online order form by providing the references of the selected products or services;
3. Review his order and submit it.
4. Make the payment in accordance with the provisions of article 4.
5. Confirm his order and his payment.
By confirming the order, the Client acknowledges and agrees to these Terms of Sales and gives up any right to assert the enforcement of his own terms of purchase or of any other conditions. The data provided and the registered confirmation shall constitute proof of the transaction. The confirmation shall be considered as signature and acceptance of the operations.
The seller shall send an e-mail confirmation of the registered order.

The complete terms of acceptation of the other types of quotations shall be stated in the quotations themselves.
By accepting the quotation, the Client acknowledges and agrees to these Terms of Sales and gives up any right to assert the enforcement of his own terms of purchase or of any other conditions.
The data provided and the registered confirmation shall constitute proof of the transaction. The confirmation shall hold the same legal value as a signature and acceptance of the operations.

3.4 Cancellation period

The Clients of the Company are assumed to be business professionals. Therefore, they might not claim the benefits of the French Consumer Code.

4. Payment

4.1 Payment due

The entire amount due must be paid in full at the time of acceptance of the estimates by written and signature or through a click on the “Order” area of the website.
The Client may however pay the amount in several instalments upon express agreement of the Company. The specifics of the instalments shall be included in the invoice sent to the Client.
If, during a Call to Creation process, the Client mistakenly selects a Contractor as winner, the Client shall pay 50% of the payment to the wronged Contractor.
If, during a Call to Creation process, the Client wishes to purchase a second creative Work, the Client shall pay the equivalent of the payment to the selected Contractor, as well as 20% of the payment to the Company as coverage of the Company’s fees.

4.2 Terms of payments

In accordance with the provisions of article 3, the price is exclusive of taxes. The price shall be stated in the quotation as well as in the PDF invoice sent to the Client by e-mail.
European Union citizens shall not be subjected to VAT if they provide a VAT number to the Company.
Credit Card payments are processed through the Sogenactif secure system that relies on the SSL (Secure Socket Layer) protocol to ensure that the data are software-encrypted and cannot be viewed by a third-party during their transport through the network. Only the amount of the order, stated in the invoice, will be debited from the Client’s account.
Should the Client fail to carry out a full or partial payment at its due date, all the other payments of the order or of any other orders delivered or being delivered shall immediately become due and payable following a written notice.
Failure to carry out a payment at its due date shall also result in a penalty fee of 15% of the amount due, payable immediately. Late payment fees shall also apply automatically and without notice at the rate of three times the current legal interest rate.
The ownership of the creative works shall be transferred to the Client only after complete payment of the price, principal and interest. If the Client does not pay the price at the agreed date, the Company may retake control of the Creative Works, the seller may fully terminate the sale and may keep any advance payment as compensation of the creative works that the Client might have enjoyed.

5. Duties and Liabilities

The Company shall do its best efforts during the sales process. It may not be held liable for any damages resulting from the use of the Internet, such as loss of data, intrusion, viruses, interruption of service or any other problems of unintentional origin. The Client may not hold the Company liable if he is unable to access the services of the Company.
The Company does not make any commitment on a specific number of submissions during the various Call to Creation services provided by the Company through the Website.
The Company is only under an obligation of best efforts and has the duty to follow the proper standard practices.
The Company may not be held liable for any delay resulting from the actions of the Client, and particularly regarding the decisions-making and validation periods.
Whatever the cause of the Client’s claims and the process he chooses to vindicate such claims, the Client agrees that any liability of the Company resulting from the execution of the obligations set forth in this contract shall be limited to an amount that does not exceed the sum actually paid by the Client for the services provided by the Company.
Furthermore, the Client shall make backup copies of all the files and document that he will send to the seller, whatever the medium used. Therefore, the Client may not hold the Company liable for any damage affecting the files or any other documents sent to the Company.
The Company may not be held liable of any material damages that may affect the real estate, facilities, equipments and furniture of the Client.
The Company may not be held liable if the facebook, twitter and any other social media information sharing modules are working improperly.
The Company may not be held liable for any statements made by the Contractors in the Creative Work galleries, forum or any other communication area.
The Company may not be held liable for the use of the Creative Works created through the Website during public or private Call to Creations and during public or private conversations.
The Client agrees to not hold the Company liable for any operating loss, business disruptions or any demands to the Client or claims against the Client by any third party, in relation or not with the assignment carried by the Company for the Client, once the service is carried out and validated by the Client.
The Company may not be held liable for any dispute occurring during a Call to Creation and reserves its right to hold liable the Contractor who caused such dispute.

6. Intellectual property

All parts and components of the Website belong exclusively to the Company. The creative works offered through the Website are and shall remain the sole property of their authors.
The parts and components of the Website, including the software, the visual or the audio elements, partially or in full, may not be copied, exploited, distributed or used for any purpose whatsoever.
Simple links or hyperlinks are strictly prohibited except written express consent of the Company.
Creads is a trade mark.

7. Communication

The Company may communicate freely and without limitation regarding the works performed. The Company might share the Client’s name as reference in its communication with third parties. The Client shall include the name Creads when promoting the works obtained through the Company.

8. Exclusivity

Unless expressly stated otherwise in the estimates, the Company is under no exclusive obligation and may provide the same services to other clients operating in similar or comparable sectors.

9. Personal data

Pursuant to the French act on information technology, data files and civil liberties of 6 January 1978, the personal data of the buyers may be subjected to computer processing.
The Company might collect data on the buyers, including through the use of cookies, and may share these data to its business partners. The buyers may oppose against the disclosure of their contact details by informing the Company of their objection.
Pursuant to the Act of 6 January 1978, the website users have the right to access and modify their personal data.
The computer processing of the data, including the management of the e-mail addresses of the users of the Website, has been notified to the CNIL on 13 October 2008, under the registration number 1322327.

10. Archives - Proof

The Company shall archive exact copies of the order forms and invoices in a dependable and lasting medium.
All parties agree that the electronic archives of the Company may be used as proof of the communications, orders, payments and transactions between the parties.

11. Written communication

Any requests or complaints must be sent to This e-mail address is being protected from spambots, you need JavaScript enabled to view it by e-mail or to Creads, 14 rue Soleillet 75020 Paris by mail.

12. Disputes and litigation

These Terms of Sales are exclusively governed by the French law. The parties agree to seek an amicable resolution in the spirit of this contract in case of disputes or problems between them in construing, executing or terminating this agreement.
This contract is governed by the French law, therefore any dispute or lawsuit arising between the parties in construing, executing or terminating this contract shall be under the jurisdiction of the courts of PARIS even in case of multiple defendants or third-party complaint. 

Paris, the 04/17/12.