General Terms & Conditions - Sellium Studio

The present general terms and conditions (hereinafter referred to as “GTC”) are concluded between :
Sellium Studio SL, limited liability company registered in Spain under number B56435399, whose place of business is Carretera Gallur Ágreda, 17, Borja, Zaragoza, Spain (hereinafter referred to as “Sellium Studio”) and the user of Sellium Studio (hereinafter referred to as “User”).

Preamble

Sellium Studio operates a website accessible at https://sellium.studio (hereinafter the “Platform”), dedicated to e-commerce services for Clients.
The purpose of the present GTC is to govern the terms and conditions of sale and use of the Platform and define the rights and obligations of the Users. Any access to the Platform implies unreserved acceptance of compliance with all of the terms of the present GTC.

Article 1 - Définitions

Client : Means any person or entity using the Platform to meet their need to seek e-commerce services.

Account : Refers to the account created on the Platform by the User, based on the information provided by the User during registration.

Content : Means any type of data or information, including but not limited to photographs, text, images, logos, videos, trademarks, or company names.

Estimate : Means the proposal for Services made by Sellium Studio to a Client.

Assignment : The specific task(s) listed on the Quotation to be performed by Sellium Studio.

Platform : Means the website operated by Sellium Studio.

Services : All services provided by Sellium Studio are defined in section 4.1 of the GTC.

Users : Means Clients of the Platform and, more generally, any natural person who accesses and uses the Platform.

Validation : Means the operation defined in article 4.2.7 of the GTC whereby the Client declares on the Platform that the Assignment or the interval of Assignments carried out by Sellium Studio has been completed.

Article 2 - Responsabilities of the Client

The Client shall acknowledge having had the authorizations relating to copyright or neighboring rights for the contents put online on the Internet. The Client is solely responsible for the content posted on the Internet. The Client undertakes to provide Sellium Studio with data and information that is fair, of good quality and in accordance with current legislation, and to comply with all legal and regulatory requirements in force relating to data processing, files and freedoms.

Sellium Studio cannot be held legally responsible for the content transmitted by its Client. The Client agrees to take responsibility for any proceedings and to act as guarantor in the event of a lawsuit being brought against Sellium Studio due to content deemed illegal or infringing on the rights of third parties, both for any compensation and for the costs of the proceedings (including lawyers’ fees) and expenses.

In any event, any claim against Sellium Studio for direct or indirect compensation, whether based on contract or tort, arising out of or in connection with the formation, performance, breach, interpretation, extension, termination or otherwise of this Agreement, shall not exceed the amount invoiced by Sellium Studio for the contractual relationship. Sellium Studio shall not be liable for any delay, non-performance or damage due to force majeure, acts of God, delays in the supply of content or software version changes. Sellium Studio will not be held responsible for any delay or suspension of the provision of the service attributable to the Client, to an external party (host, subcontractor…) or in case of force majeure. Thus, Sellium Studio shall not be held responsible for a delay due to any fortuitous event or force majeure, such as, in particular, any act of a civil or military authority, strike, fire, flood, water damage, storm and lightning, accident, riot, attack, or of the non-delivery by the Client of any document or information for the creation or the setting in service of the services, of any fact imputable to a third party and escaping the control of the provider, or more generally any other circumstance having an external cause and preventing it, directly or through a third party, to answer the aforementioned obligations. The occurrence of a case of force majeure has the effect of suspending the execution of the contractual obligations of the provider.

Article 3 - Registration on the Platform

3.1 User Registration

Access to the Platform’s services requires the creation of an Account by the User. To create an Account, the User agrees to provide accurate information and keep it up to date. Access to the Account is protected by an identifier (email address provided by the User); and a password chosen by the User at the creation of his Account. The User is solely responsible for using his identifiers and must guarantee their confidentiality. The User undertakes to use his Account and the Platform following this GTC; he is solely responsible for using his Account.

Sellium Studio reserves the right to refuse access to its services or close the Account of a User who has provided false, incomplete, or outdated data an the User does not comply with these GTC.

Article 4 - Description and operation of the Services

4.1 Description of the Services

Sellium offers e-commerce services. Sellium Studio performs e-commerce services on its account.

4.2 Operation of Services

4.2.1 Contact

The Client who wishes to submit a request for e-commerce services shall contact Sellium Studio via the Platform or an external contact method (LinkedIn page, email, etc.).

4.2.2 Assessment of the need

After being contacted by the Client, Sellium Studio proposes three different packages. The Client shall choose the best package(s) according to his needs. The Client will also be asked to create an Account on the Platform to continue the payment process.

4.2.3 Rates and Payments

The current rates for Sellium Studio services are available on our website. They may be revised on each anniversary date of the current contract (yearly or monthly). With the exception of the annual modifications of the tariffs following the possible application of a rate linked to inflation or deflation, any modification of the tariffs will be notified to the Client at least one month before its date of application. If the Client does not contest these new rates within the time limit indicated above, they shall be deemed to have been definitively and irrevocably accepted by the Client. Payments must be received prior to the start of any Services. All offers are put into production as soon as the payment is received.

After creating the account, the Client pays, the total amount as shown on the subscription plan.

Payments are made by credit card or debit card and are processed and secured by our partner Stripe. (see Article 5). During the execution of the assignment, the Client undertakes not to request the cancellation of his payment to his financial institution.

Sellium Studio shall be informed of each provisioning and the progress of the payment. If a default of payment occurs, or if the outstanding balance is not paid, Sellium Studio reserves the right to suspend the Mission pending the regularization of the settlement.

4.2.4 Overdue Payment

In the event of non-payment of sums due on the due date, the Client shall owe Sellium Studio, ipso jure and without formal notice, a fixed indemnity equivalent to 30% of the unpaid sums, as well as additional collection costs (postage, bailiff, lawyer) without any prior formality. In addition, penalties will be claimed for late payment interest in accordance with Spanis law 3/2004 de 29 de diciembre.
In the event of late payment or payment incident, Sellium Studio reserves the right to suspend the execution of the Mission or to restrict the supply of services. Suspension of services does not exempt the Client from payment of all sums due and surcharges applied. Any unpaid invoice within 15 days of its date of issue will result in the termination of services provided by Sellium Studio.
Sellium Studio shall not be held liable for any losses incurred as a result of the discontinuation of services provided due to non-payment of sums due.

4.2.5 Subscription and commitment

The subscription for the maintenance of the Client’s website or the access to the online services when it is subscribed to comes into effect from the date of registration by Sellium Studio. The contracts starts upon receipt of payment. The contracts for creation, migration and maintenance are independent from each other.
The cancellation of one does not entail the cancellation of the other. The subscription is monthly or yearly, with automatic renewal.

The Sellium Studio maintenance plans (MAINTENANCE AND ALL-IN-ONE) can be subscribe monthly or annually.
The Migration plan must be paid at once and before the start of the Services.
At the end of the commitments, the plans can be terminated according to the conditions of Article 14.1 Cancellation.

4.2.6 Monitoring of the Mission

To enable Sellium Studio the proper monitoring and ensure the smooth running of the service, the Client allows Sellium Studio to access their Shopify account and their source code. Therefore, Client needs to accept the request made via Shopify Partners program, in order to allow Sellium Studio to start the Services. Client allow that Sellium Studio keep a copy of the source code in a private git repository hosted on GitHub (refer to GitHub terms). The private repository will only be accessible to the studio’s collaborators, within the framework of the execution of this contract and for source code versioning purposes.

4.2.7 Progress of the Mission

The Client shall be requested at regular intervals to validate the proper conduct of the Assignment. At each validation, the Client confirms the proper execution of the Assignment and consequently waives any claim on the validated period. The client further agrees that, in the event of any termination of this agreement by client, no refunds shall be given under any circumstances whatsoever.

Article 5 - Payment system

Payments are made by credit card or debit card via a secure online payment service.

For the implementation of the payment system, Sellium Studio uses Stripe. (hereinafter “Stripe”), a public limited company incorporated under the laws of Luxembourg, whose registered office is located at 2, Avenue Amélie, L-1125 Luxembourg and registered in the Luxembourg Trade and Companies Register under number B173459, authorized to carry on business within the European Economic Area, as an electronic money institution approved by the Commission de Surveillance du Secteur Financier, 283 route d’Arlon L-1150 Luxembourg, (www.cssf.lu).

Users contract directly with Stripe for the payment system and agree to Stripe’s terms and conditions available here: stripe privacy policy.

Article 6 - Commitments

6.1 Legal use and compliance with these GTC

The User undertakes to use the Platform and Services in compliance with the laws in force and with these GTC. The User undertakes to make all declarations and formalities necessary for its activity, as well as to meet all its legal, social, administrative, and tax obligations and all the specific obligations that may be incumbent on it under Spanish law and, or foreign legislation on which it depends, as part of its activity and use of the Services.

Sellium Studio shall not be liable for the proper completion of the formalities mentioned above; the User is solely responsible in this regard.

The User undertakes to provide Sellium Studio, without delay, any evidence that he meets the conditions set out in this section.

6.2 Fair use

The User undertakes not to circumvent the Services of Sellium Studio.

Any User undertakes not to extract information from the Platform to use it for a similar or competing activity or recruitment purposes.

Article 7 - Reference to the Client

The Client authorizes Sellium Studio to mention its name or corporate name, and to illustrate it with its logo in its commercial documents, as a reference for the purposes of the commercial promotion of Sellium Studio.

Article 8 - Access to the Platform

Sellium Studio provides Users with a website to offer its Services. The costs resulting from access to the Platform remain the responsibility of the Users. It is the responsibility of the Users to put in place the computer means and telecommunication systems necessary to access the Platform.

Sellium Studio reserves the right to terminate the Platform, temporarily or permanently, or to restrict access to make changes, updates, or any other maintenance (non-exhaustive list), without notice or compensation. Similarly, Sellium Studio reserves the right to make changes in the operation or presentation of its Platform and its Services.

Sellium Studio reserves the right to suspend or permanently remove access to the Platform without notice or compensation to any User who does not comply with these GTC.

Article 9 - Subcontracting

Sellium Studio reserves the right to work with independent service providers and subcontractors and more generally to engage any third party to perform its mission while retaining the direction and responsibility for its execution.

Article 10 - Liability

10.1 Responsibility of Sellium Studio

Sellium Studio shall use its best endeavors to ensure uninterrupted access to and proper functioning of the Platform and the Services. However, because of the limitations related to telecommunications, the Internet network, and computer equipment, Sellium Studio can not exclude that access and operation of the Platform and Services are interrupted or disrupted in particular in case of malfunction of the equipment of the User, maintenance operation necessary for the improvement of the Services and the Platform, malfunction of the Internet network of the User, force majeure or an event beyond the control of Sellium Studio.

Accordingly, Sellium Studio shall not be liable for any voluntary or involuntary interruption of the Services, despite its efforts to limit interruptions. Sellium Studio makes every effort to ensure the validity of documents and information provided by Users. However, Sellium Studio can not be held responsible for breaches of obligations incumbent on Users and misleading, outdated, incomplete, or false information that Users may provide.

Accordingly, Sellium Studio shall not be considered an employer, agent, or employee of a User. As such, Sellium Studio can not be held responsible for any default on the part of the Client and the consequences that may arise.

10.2 Responsibility of Users

The User acknowledges and agrees that any notification from Sellium Studio may be made to him through the email address provided when creating his Account on the Platform. The User undertakes to ensure that this address is kept up to date and has the opportunity to change it via the interface of his Account on the Platform.

The User undertakes to provide Sellium Studio with accurate and up-to-date information, and he also undertakes to keep it up to date. If the User provides false, incomplete, or misleading information when creating his account or failing to update it, it assumes any consequences; it is responsible for any potential damage, direct or indirect, it may suffer.

The Client shall be solely responsible for the assignment description he communicates via Sellium Studio. In case of an error in the information provided, the Client shall be solely responsible for any resulting damage, including any additional cost, if other services are required to complete the assignment.

Article 11 - Intellectual Property

11.1 Intellectual property of the Platform

The Platform and all Content that compose it and the domain names attached to it are the exclusive property of Sellium Studio or that of its partners.

Any representation or reproduction, in whole or in part, of the Platform or any of its components, without the permission of Sellium Studio, is prohibited. It constitutes an infringement punishable by the Intellectual Property Code.

11.2 Intellectual Property of Content published by third parties

The User who publishes Content on the Platform retains full ownership and acknowledges that any use of such Content made by Sellium Studio before its unsubscription, termination, or deletion of his Account may not be challenged.

The User expressly authorizes Sellium Studio to use, disseminate, host, store, reproduce, communicate, publish, modify, adapt, translate and display such Content on the Platform or any other medium in connection with the performance of its Services. This authorization is valid for the entire duration of the User’s registration and is not limited geographically.

Sellium Studio agrees that any intellectual property provided to by the Client will remain the sole property of the Client, including, but not limited to, copyrights, patents, trade secret rights, and other intellectual property rights associated with any ideas, concepts, techniques, inventions, processes, works of authorship, confidential information or trade secrets.

Sellium Studio will refrain from using such intellectual property upon the termination of this Agreement.

Article 12 - Confidentiality

All terms and conditions of this Agreement and any confidential information must be kept confidential. Disclosing or using this information for any purpose beyond the scope of this Agreement, or beyond the exceptions set forth above, is expressly forbidden without the prior consent of the Parties. “Proprietary or Confidential Information” shall include, but is not limited to, written or oral contracts, trade secrets, know-how, business methods, business policies, memoranda, reports, records, computer retained information, notes, or financial information. Proprietary or Confidential Information shall not include any information which: (i) is or becomes generally known to the public by any means other than a breach of the obligations of the receiving party; (ii) was previously known to the receiving party or rightly received by the receiving party from a third party; (iii) is independently developed by the receiving party; or (iv) is subject to disclosure under court order or other lawful process. The parties agree not to make each other’s Proprietary or Confidential Information available in any form to any third party or to use each other’s Proprietary or Confidential Information for any purpose other than as specified in this Agreement. Each party’s proprietary or confidential information shall remain the sole and exclusive property of that party. The parties agree that in the event of use or disclosure by the other party other than as specifically provided for in this Agreement, the non-disclosing party may be entitled to equitable relief. The Parties agree that the confidentiality clause in this Agreement will remain active and in power even upon the termination of this Agreement.

Article 13 - Personal data

Sellium Studio makes every effort to protect the data of its Users. All measures are taken to ensure the security and confidentiality of such data, including encryption of sensitive data, monitoring best practices, and maintaining the IT infrastructure.

Users have access at any time to the data they have deposited on the Platform and can modify or delete them via their Account.

To learn more see our Privacy Policy.

Article 14 - Litigations, claims and cancellations

14.1 Cancellation

The Client may terminate or pause any maintenance plan subscriptions before the beginning of the new billing cycle, monthly billing cycles are 30 days, or for annual subscriptions before the anniversary date of the contract. The Client can pause or cancel directly from their account.
The Client will be liable for all sums corresponding to the services performed up to the effective date of the contract and not yet paid.

All sums corresponding to services performed up to the effective date of termination and not yet paid will be due by the Client.

14.2 Litigation

In case of difficulties or disputes between the parties concerning the interpretation, execution or termination of this agreement, the parties agree to seek an amicable solution in the spirit of this contract. This contract is subject to Spanish law and any dispute or difference that may arise between the parties in connection with the interpretation, execution or termination of this contract shall be subject to the exclusive jurisdiction of the courts of Spain.

Article 15 - Hypertext links

15.1 Links from the Platform to third party sites

Hyperlinks to third-party sites may be present on the Platform; Sellium Studio has no control over third-party sites and therefore can not be held responsible for the content, services, or products offered by these third-party sites.

15.2 Links from outside to the Platform

Any person is authorized to share a link to the homepage of the Platform, provided that the link established does not harm the interests or reputation of Sellium Studio by its context or its medium of presentation. A hyperlink on a third-party site or shared via any other medium or means of communication to the Platform does not imply any cooperation or partnership between the Platform and this third-party site or the person or entity having shared the link. Sellium Studio has no control over third-party sites and therefore cannot be held responsible for the content, services, or products offered by these third-party sites.

Article 16 - Cookies

In order to allow the Platform and the Services to function correctly, cookies are stored on the User’s device. These are data that allow the Platform, for example, to remember that a user is logged in (and thus not to ask them for their login details each time they browse between pages) or that they have performed an action. All cookies used are cookies that are exclusively used for the proper functioning of the Platform.

All users of the Platform accept without reservation the use of these cookies. For more information you can check out our Privacy Policy.

Article 17 - Modification of the GTC

Sellium Studio reserves the right to modify all or part of these GTC at any time and at its sole discretion. In case of significant changes, Users will be informed by email or by a message published on the Platform. After changes, Users continuing to use the Platform or the Services of Sellium Studio shall be deemed to accept the new GTC.

Article 18 - Duration of the contract and termination

This contract is concluded for an indefinite period from its acceptance by the User. The termination occurs in case of deletion of the Account at the User or Sellium Studio initiative.

Article 19 - Applicable law

The present General Terms and Conditions are effective as of October 1, 2023, and are subject to Spanish law. In the event of a court decision, a change in legislation or regulations, leading to the invalidity of one of the clauses of this contract or that it is declared null and void, this shall in no way affect the validity of and compliance with these GTC.