Terms & Conditions
Ms Axelle Dekegel, trading as “FUMÉ” (Maison Fumé)
C/° AAACS, One Monte-Carlo, 6 Avenue Princesse Alice, 98000 Monaco (Principality of Monaco)
19P09370 (Répertoire du Commerce et de l'Industrie, Monaco)
FR65000142058
hello@maisonfume.com
1. Definitions
In these general terms and conditions:
Maison Fumé means Ms Axelle Dekegel, a trader registered in the Répertoire du Commerce et de l'Industrie of Monaco under number 19P09370, trading under the trade name (enseigne) "FUMÉ", also referred to as "Maison Fumé".
Client means any natural or legal person acting for purposes relating to its trade, business or profession who enters into, or wishes to enter into, an agreement with Maison Fumé.
Quote means any quote, proposal, price estimate or order confirmation issued by Maison Fumé, in whatever form.
Assignment means the services Maison Fumé performs for the client on the basis of an accepted quote or another
agreement.
Deliverables means all results Maison Fumé delivers to the client under the assignment, such as designs, logos, brand identities, websites, texts, photos, videos, campaigns and presentations.
In writing means by letter or by email, or through any other electronic channel that allows the sender to be identified.
These general terms and conditions are intended exclusively for professional clients.
2. Applicability and order of precedence
These general terms and conditions apply to all quotes, order confirmations, invoices, agreements and services of Maison Fumé, unless the parties expressly agree otherwise in writing.
Maison Fumé provides these general terms and conditions to the client together with the quote, as an attachment or via a direct link, and makes them permanently available at maisonfume.com/terms. By accepting a quote, confirming by email or actually starting the collaboration, the client acknowledges that it was able to take note of these general terms and conditions before the agreement was concluded and that it accepts them.
Any general or specific terms and conditions of the client do not apply, unless Maison Fumé expressly accepts them in writing.
In the event of conflict between documents, the following order of precedence applies: (1) a separate agreement signed by both parties, (2) the accepted quote, (3) these general terms and conditions.
Maison Fumé may amend these general terms and conditions. The amended version applies to new assignments. For ongoing recurring assignments, the amended version applies thirty (30) calendar days after written notice to the client. If the client does not agree, it may terminate the recurring assignment in writing within that period, with effect from the date the amendment takes effect.
3. Services
Maison Fumé provides, among other things, services in marketing and digital marketing, communication strategy, branding and design, websites, domain names and hosting, social media management, social advertising, content creation, creative production, PR and press relations, and related marketing and communication services.
The specific content, scope, timing and price of the assignment are set out in the quote, the agreement or another written confirmation between the parties.
4. Quotes and formation of the agreement
Quotes are non-binding until accepted by the client in writing or electronically and, unless stated otherwise, remain valid for thirty (30) calendar days.
Quotes are based on the information provided by the client. As long as a quote has not been accepted, Maison Fumé may amend it.
After acceptance, the price may only be adjusted in the event of a change in scope requested by the client, incorrect or incomplete information from the client, or an increase in external costs not attributable to Maison Fumé. Such adjustments are treated as additional work in accordance with article 14.
The agreement is formed as soon as the client accepts the quote in writing or electronically (confirmation by email is sufficient), or as soon as Maison Fumé starts performance at the client's request.
5. Performance of the assignment
Maison Fumé undertakes an obligation of means (best-efforts obligation) and performs the assignment to the best of its ability, in accordance with good professional practice and on the basis of the information provided by the client.
The client shall provide in good time all documents, content, feedback, approvals, access rights, login details and other information required for the proper performance of the assignment.
If the client provides material or information late, incompletely or incorrectly, delivery deadlines are automatically extended and Maison Fumé may charge the resulting additional costs.
Maison Fumé may engage freelancers, subcontractors, technical partners or other specialised third parties to perform the assignment. Maison Fumé remains the client's point of contact.
Maison Fumé may use software and digital tools, including applications based on artificial intelligence (AI). All deliverables are reviewed by Maison Fumé before delivery. Maison Fumé takes reasonable measures to ensure that the client's confidential information is not used to train publicly available AI models. The client accepts that elements generated with AI may not be protected, or only partly protected, by intellectual property rights. Maison Fumé gives no guarantee as to the protectability of such elements.
6. Timing, feedback and revision rounds
Stated deadlines are indicative, unless expressly confirmed in writing as a binding deadline. Exceeding an indicative deadline does not entitle the client to damages or a price reduction. The client may only terminate the agreement for delay in the event of a serious delay attributable to Maison Fumé, and only after giving Maison Fumé written notice of default and a reasonable period of at least fifteen (15) working days to perform. In that case, services already performed remain payable.
Unless the quote states otherwise, two (2) revision rounds are included per deliverable. A revision round consists of one consolidated written list of feedback from the client. Additional revision rounds, new briefing elements and changes outside the agreed scope are treated as additional work and invoiced separately.
The client provides its feedback and approvals within a reasonable time and no later than the deadline stated in the planning. Late feedback delays the planning accordingly.
If a project is suspended or put on hold for more than thirty (30) calendar days due to the client, Maison Fumé may invoice the work already performed and charge a rescheduling fee (restart fee) upon resumption.
7. Delivery and acceptance
Maison Fumé submits the deliverables to the client for approval.
The client checks the deliverables and reports any defects in writing, with reasons, within eight (8) working days of delivery.
A deliverable is deemed accepted as soon as the client approves it in writing, or as soon as the period of eight (8) working days expires without reasoned comments, or as soon as the client uses, publishes or launches the deliverable, whichever occurs first.
Minor defects that do not prevent normal use do not prevent acceptance. Maison Fumé remedies them within a reasonable time at no additional cost.
Acceptance extinguishes all claims relating to visible defects. Hidden defects must be reported in writing within eight (8) working days of their discovery and no later than three (3) months after delivery.
Prices, invoicing and payment
All prices are stated in euros and exclude VAT and other taxes, levies, external platform costs, media budgets, licences, travel expenses and other additional costs, unless expressly stated otherwise.
Maison Fumé may adjust the prices of recurring services once per calendar year, subject to written notice at least thirty (30) calendar days in advance. If the increase exceeds five percent (5%), the client may terminate the service concerned in writing with effect from the date the increase takes effect.
Unless agreed otherwise, invoices are payable within fourteen (14) calendar days of the invoice date. Where an advance payment has been agreed, Maison Fumé only starts performance once the advance payment has been received.
Complaints about an invoice must be made in writing, with reasons, within eight (8) calendar days of receipt of the invoice. Failing a timely complaint, the invoice is deemed accepted.
In the event of non-payment or late payment, late-payment interest is due automatically and without prior notice of default, at the rate applied by the European Central Bank to its most recent main refinancing operation, plus eight (8) percentage points. In addition, fixed compensation of ten percent (10%) of the outstanding amount is due, with a minimum of 125 euros, without prejudice to Maison Fumé's right to claim higher damages actually incurred.
In the event of late payment, all outstanding invoices become immediately due and Maison Fumé may suspend its services, access rights, launches, transfers or deliveries until full payment has been received.
Payment terms by type of assignment
Projects. For project-based assignments such as branding, design projects and websites, the following payment structure applies unless agreed otherwise: twenty percent (20%) at the start, thirty percent (30%) at the first draft or first substantive presentation, and fifty percent (50%) at final delivery and in any event before the launch or the transfer of the final files.
Recurring services. Social media management, social media packages and other subscription formulas are invoiced monthly in advance. The collaboration only starts once the first invoice has been paid.
A minimum term of three (3) months applies to social media management and other recurring services, unless agreed otherwise in writing. The set-up phase, onboarding, strategy, account configuration and preparatory work form an integral part of the collaboration and are payable from the start.
After the minimum term, the agreement is tacitly renewed for an indefinite period. Either party may then terminate it in writing with a notice period of one (1) month, starting on the first day of the month following the notice.
External costs. External costs such as advertising and boost budgets, production expenses, software licences, stock images, hosting and domain costs, press event costs and travel expenses are charged on separately or paid directly by the client. Maison Fumé may require the client to pay such costs in advance.
Social media, advertising and account access
For social media management and advertising, the client gives Maison Fumé timely access to the relevant accounts, platforms, advertising accounts, business pages, pixels, data sources and other necessary environments.
The client's accounts, pages and advertising accounts remain the property of the client. Maison Fumé handles the access granted with care. At the end of the collaboration, Maison Fumé returns all access rights and administrator rights to the client, once all invoices due have been paid.
The client remains responsible for the accuracy of the access granted, the security of its accounts and compliance with the terms of use of the platforms concerned.
Unless expressly agreed otherwise, the client bears the advertising budgets itself and pays them through its own payment methods and advertising accounts.
Maison Fumé is not liable for changes, restrictions, blocks, policy decisions, account suspensions, price changes or technical failures of external platforms such as Meta, Instagram, LinkedIn, TikTok or Google.
The results of advertising and social media campaigns depend on numerous external factors. Maison Fumé gives no guarantee as to reach, leads, revenue, conversions or other KPIs.
PR, press relations and influencers
For assignments relating to PR, press relations and influencer marketing, Maison Fumé undertakes an obligation of means. It approaches media, journalists, influencers and other relevant parties, but does not guarantee any publication, coverage, reach, placement, timing, tone or content. Editorial decisions rest exclusively with the media and persons concerned.
Press releases and other communications in the client's name are only distributed after approval by the client. The client is responsible for the accuracy of the factual information it provides or approves, such as dates, prices, figures and claims.
Maison Fumé is not liable for incorrect, incomplete or negative coverage by third parties, nor for any failure by media or other third parties to respect an embargo.
Costs of press events, press trips, samples, influencer fees, catering and similar expenses are external costs borne by the client, unless the quote states otherwise.
Websites, domain names and hosting
Where Maison Fumé is responsible for website development, launch, hosting coordination or domain registration, the client provides all necessary cooperation and timely approvals to enable the website to be built and published.
Domain names are registered in the client's name as registrant, unless expressly agreed otherwise. If a domain name is registered in Maison Fumé's name for practical reasons, Maison Fumé transfers it to the client upon first request, once all invoices due have been paid.
Domain names and hosting services of third parties are provided in accordance with the terms and availability of those third parties. Maison Fumé acts as an intermediary or administrator, unless expressly stated otherwise.
The annual or periodic costs of domain names, hosting, maintenance, plug-ins, licences, email services and other technical subscriptions are borne by the client, unless expressly agreed otherwise.
Unless a maintenance contract has been concluded, the client is itself responsible after delivery for updates, back-ups and security of the website.
Hosting managed by Maison Fumé may be terminated by either party in writing with a notice period of one (1) month. At the end of the collaboration, Maison Fumé cooperates in the migration of the website, the files and the domain names to the client or a new provider. The time required for this is charged at the applicable hourly rate.
Maison Fumé does not guarantee uninterrupted availability of websites, servers or mailboxes and is not liable for downtime, hacks, data loss, outages or defects caused by third parties, updates, plug-ins, hosting providers or acts of the client.
Maison Fumé may suspend the launch of a website and the transfer of technical files, access details or other deliverables as long as not all invoices due have been paid in full.
Archiving
Maison Fumé keeps the final deliverables for twelve (12) months after delivery. After that, it may delete them without prior notice. The client is responsible for keeping the deliverables it receives.
Maison Fumé may charge an administrative fee for re-sending files after delivery.
Additional work and changes in scope
Any change to the original briefing, scope, functionalities, deliverables, planning or output requested by the client during or after performance is treated as additional work, unless confirmed otherwise in writing.
Where reasonably possible, Maison Fumé informs the client in advance that a request involves additional work, together with an estimate of the cost.
Additional work is invoiced at the rate applicable at that time or in accordance with a supplementary quote.
Intellectual property: general
All intellectual property rights in concepts, proposals, designs, branding elements, texts, visuals, videos, websites, templates, strategies, formats, presentations and other creations of Maison Fumé belong to Maison Fumé or its licensors. The client only acquires rights as set out in article 16 and only after full payment of all invoices relating to the assignment concerned. Until such payment has been made, the client may not use the deliverables.
Client rights by type of assignment
16.1 Branding, logo and brand identity. After full payment, Maison Fumé exclusively assigns to the client the economic rights in the finally approved logo and the final brand identity elements, for all forms of exploitation, worldwide and for the full legal term of protection. The client may register these elements as a trademark. Unless the quote states otherwise, Maison Fumé does not carry out trademark searches and gives no guarantee as to the availability or registrability of a name or logo as a trademark.
16.2 Websites. After full payment, the client obtains a worldwide, non-exclusive right of use of unlimited duration in the delivered website, including the design and code developed specifically for the client. The client may have the website hosted, maintained and modified by third parties. Maison Fumé will not reuse the visual design created specifically for the client as such for another client. Templates, code libraries, frameworks and third-party elements remain subject to article 15.
16.3 Texts and strategy. After full payment, the client obtains a right of use of unlimited duration in texts written specifically for it, such as website copy and press releases, for the agreed purpose. The client may use strategy documents and presentations for internal purposes only.
16.4 Content creation (photo and video). Photos, videos, images, rushes, selections, edits and other content created by or on behalf of Maison Fumé remain the property of Maison Fumé, unless agreed otherwise in writing. After payment, the client obtains a non-exclusive, non-transferable right of use for the agreed channels and purposes:
• for recurring assignments: for as long as the collaboration continues;
• for separately quoted productions: for the term stated in the quote, and failing that, for twelve (12) months from delivery.
After the right of use expires, content already published on the client's own channels may remain there as an archive. New or active use, such as republication, advertising or boosting, is then no longer permitted, unless the parties agree in writing on a buy-out, assignment or extended licence.
The client may not, without prior written consent, sell the content, sublicense it, pass it on to third parties, reuse it outside the agreed context or have it substantially edited by third parties.
Maison Fumé obtains the necessary consents from models it engages itself, for the agreed use. The client is responsible for obtaining the consent of its own employees, customers and other persons it brings in itself, and for any use of images outside the original assignment.
Use of client material and indemnification
The client warrants that all texts, images, logos, databases, music, fonts, brand names, personal data, testimonials and other materials it provides to Maison Fumé or has Maison Fumé use may lawfully be used.
The client fully indemnifies Maison Fumé against all third-party claims arising from an infringement of intellectual property rights, privacy rights, image rights, advertising rules or other rights resulting from material or instructions from the client.
Liability
Maison Fumé is only liable for direct damage that is the direct and proven result of a gross fault or an intentional fault on the part of Maison Fumé.
Maison Fumé is never liable for indirect or consequential damage, such as loss of profit, loss of revenue, missed opportunities, reputational damage, loss of data, loss of customers or third-party claims.
The total contractual and non-contractual liability of Maison Fumé is limited to the amount paid out by its professional liability insurance in the case concerned. If no insurance pays out, liability is limited to the amount actually paid by the client for the assignment to which the liability relates or, for recurring assignments, to the amount paid by the client for the service concerned during the last three (3) months.
Maison Fumé is not liable for errors, delays or damage caused by incorrect input from the client, late feedback, third-party failures, changes in platform policies, software or hosting outages, hacking, malware, viruses or other circumstances beyond its reasonable control.
Any claim for damages must be notified in writing within thirty (30) calendar days after the client discovered or should reasonably have discovered the damage, and lapses if legal proceedings are not brought within one (1) year of the event giving rise to the damage.
The limitations in this article do not apply in the event of wilful misconduct or fraud on the part of Maison Fumé, nor to the extent that mandatory law prohibits them.
Suspension and termination
Maison Fumé may suspend performance of the agreement in whole or in part, after written notice, if the client fails to fulfil its contractual obligations, in particular in the event of non-payment, lack of cooperation, misuse of accounts or unlawful use of the delivered works. In the event of non-payment, article 8 also applies.
Either party may terminate the agreement in writing if the other party commits a serious breach and fails to remedy it within fifteen (15) working days of a written notice of default. Termination with immediate effect is possible in the event of bankruptcy, judicial reorganisation, liquidation or manifest insolvency of the other party.
Projects. The client may terminate a project assignment in writing at any time. In that case, the following remain payable in full: all services already performed, costs incurred, capacity reserved and commitments entered into with third parties.
Recurring services. If the client terminates a recurring assignment early during the minimum term, Maison Fumé may invoice the balance of the remaining minimum term, without prejudice to its right to higher damages if the actual damage is greater. After the minimum term, the notice period in article 9 applies.
Upon termination of the agreement, for whatever reason, articles 13, 15 to 18 inclusive, 21, 22, 23 and 25 continue to apply.
Force majeure
In the event of force majeure, Maison Fumé may suspend its obligations for the duration of the force majeure, without owing any compensation. Force majeure includes, among other things: illness or accident of the persons performing the assignment, insofar as no reasonable replacement is possible, power or internet outages, cyber incidents, strikes, pandemics, government measures, supplier failures, hosting problems and other unforeseeable circumstances beyond Maison Fumé's reasonable control.
If the force majeure lasts longer than sixty (60) calendar days, either party may terminate the agreement in writing for the part not yet performed, without any compensation being due. Services already performed remain chargeable in all cases.
Confidentiality and references
Both parties keep confidential the confidential information they obtain in the course of the collaboration and do not disclose it to third parties, except where necessary for the performance of the agreement or required by law. This obligation continues until two (2) years after the end of the collaboration.
Unless agreed otherwise in writing, Maison Fumé may include the client's name, brand, logo and a brief description of the assignment, as well as the deliverables produced, in its portfolio, on its website, on its social media channels, in pitches and in other commercial communications. Maison Fumé will not do so before the public launch or announcement by the client and will respect any embargo the client has communicated in writing.
Personal data
Each party complies with the applicable data protection legislation, including the General Data Protection Regulation (Regulation (EU) 2016/679, "GDPR") and the applicable Monegasque legislation.
For the processing of personal data for its own purposes, such as client management and invoicing, Maison Fumé acts as controller. More information is available in the privacy statement on its website.
Insofar as Maison Fumé processes personal data on behalf of the client, for example via leads, forms, newsletters, pixels, advertising accounts or press files, the client acts as controller and Maison Fumé as processor. In that case, Maison Fumé:
processes the personal data solely on the basis of the client's documented instructions and for the duration of the assignment;
ensures that persons with access to the data are bound by confidentiality;
takes appropriate technical and organisational security measures;
may engage sub-processors, such as hosting providers and software or email tools. On request, it informs the client of the sub-processors engaged and of any intended changes, to which the client may object on reasonable grounds. Maison Fumé imposes the same obligations on its sub-processors;
provides the client with reasonable assistance with data subject requests, data protection impact assessments and compliance with its notification obligations;
notifies a personal data breach without undue delay and no later than forty-eight (48) hours after becoming aware of it;
at the end of the assignment, at the client's choice, returns or deletes the personal data, unless a statutory retention obligation applies;
makes available the information necessary to demonstrate compliance with these obligations and cooperates with audits after reasonable prior notice and at the client's expense;
only transfers personal data to countries outside the European Economic Area subject to appropriate safeguards, such as the European Commission's standard contractual clauses, which the parties will conclude where applicable.
The client remains responsible for the lawfulness of the processing, including the legal basis, the information provided to data subjects and consent for cookies and direct marketing. The parties may conclude a separate data processing agreement, which in that case prevails over this article.
Non-solicitation
During the collaboration and for twelve (12) months after it ends, the client shall not, directly or indirectly, employ or engage any employees or freelancers whom Maison Fumé deployed on the client's assignment without Maison Fumé's prior written consent.
In the event of breach, the client owes fixed compensation equal to six (6) months of the fees Maison Fumé invoiced to the client for that person, calculated on the basis of the average of the last three (3) months in which that person was deployed for the client.
Notices
Notices are given in writing, to the addresses and email addresses stated in the quote or agreement, or to another address a party has communicated in writing. Notice by email is valid.
Governing law and jurisdiction
The agreements of Maison Fumé are governed by the law of the Principality of Monaco, without prejudice to mandatory statutory provisions to the contrary.
The parties will first attempt to resolve any dispute amicably. This does not prevent Maison Fumé from taking immediate legal action for unpaid invoices.
Any dispute concerning the validity, interpretation, performance or termination of the agreement falls within the exclusive jurisdiction of the courts of Monaco, without prejudice to mandatory law to the contrary. Maison Fumé is, however, always entitled to bring proceedings before the competent court of the client's registered office or domicile.
Final provisions
The invalidity or unenforceability of any provision of these general terms and conditions does not affect the validity of the remaining provisions. In that case, the parties will replace the invalid provision with a valid provision that comes as close as possible to the original economic and legal purpose.
Failure or delay by Maison Fumé in enforcing any provision of these general terms and conditions does not constitute a waiver of its rights.
Terms & Conditions
Ms Axelle Dekegel, trading as “FUMÉ” (Maison Fumé)
C/° AAACS, One Monte-Carlo, 6 Avenue Princesse Alice, 98000 Monaco (Principality of Monaco)
19P09370 (Répertoire du Commerce et de l'Industrie, Monaco)
FR65000142058
hello@maisonfume.com
1. Definitions
In these general terms and conditions:
Maison Fumé means Ms Axelle Dekegel, a trader registered in the Répertoire du Commerce et de l'Industrie of Monaco under number 19P09370, trading under the trade name (enseigne) "FUMÉ", also referred to as "Maison Fumé".
Client means any natural or legal person acting for purposes relating to its trade, business or profession who enters into, or wishes to enter into, an agreement with Maison Fumé.
Quote means any quote, proposal, price estimate or order confirmation issued by Maison Fumé, in whatever form.
Assignment means the services Maison Fumé performs for the client on the basis of an accepted quote or another
agreement.
Deliverables means all results Maison Fumé delivers to the client under the assignment, such as designs, logos, brand identities, websites, texts, photos, videos, campaigns and presentations.
In writing means by letter or by email, or through any other electronic channel that allows the sender to be identified.
These general terms and conditions are intended exclusively for professional clients.
2. Applicability and order of precedence
These general terms and conditions apply to all quotes, order confirmations, invoices, agreements and services of Maison Fumé, unless the parties expressly agree otherwise in writing.
Maison Fumé provides these general terms and conditions to the client together with the quote, as an attachment or via a direct link, and makes them permanently available at maisonfume.com/terms. By accepting a quote, confirming by email or actually starting the collaboration, the client acknowledges that it was able to take note of these general terms and conditions before the agreement was concluded and that it accepts them.
Any general or specific terms and conditions of the client do not apply, unless Maison Fumé expressly accepts them in writing.
In the event of conflict between documents, the following order of precedence applies: (1) a separate agreement signed by both parties, (2) the accepted quote, (3) these general terms and conditions.
Maison Fumé may amend these general terms and conditions. The amended version applies to new assignments. For ongoing recurring assignments, the amended version applies thirty (30) calendar days after written notice to the client. If the client does not agree, it may terminate the recurring assignment in writing within that period, with effect from the date the amendment takes effect.
3. Services
Maison Fumé provides, among other things, services in marketing and digital marketing, communication strategy, branding and design, websites, domain names and hosting, social media management, social advertising, content creation, creative production, PR and press relations, and related marketing and communication services.
The specific content, scope, timing and price of the assignment are set out in the quote, the agreement or another written confirmation between the parties.
4. Quotes and formation of the agreement
Quotes are non-binding until accepted by the client in writing or electronically and, unless stated otherwise, remain valid for thirty (30) calendar days.
Quotes are based on the information provided by the client. As long as a quote has not been accepted, Maison Fumé may amend it.
After acceptance, the price may only be adjusted in the event of a change in scope requested by the client, incorrect or incomplete information from the client, or an increase in external costs not attributable to Maison Fumé. Such adjustments are treated as additional work in accordance with article 14.
The agreement is formed as soon as the client accepts the quote in writing or electronically (confirmation by email is sufficient), or as soon as Maison Fumé starts performance at the client's request.
5. Performance of the assignment
Maison Fumé undertakes an obligation of means (best-efforts obligation) and performs the assignment to the best of its ability, in accordance with good professional practice and on the basis of the information provided by the client.
The client shall provide in good time all documents, content, feedback, approvals, access rights, login details and other information required for the proper performance of the assignment.
If the client provides material or information late, incompletely or incorrectly, delivery deadlines are automatically extended and Maison Fumé may charge the resulting additional costs.
Maison Fumé may engage freelancers, subcontractors, technical partners or other specialised third parties to perform the assignment. Maison Fumé remains the client's point of contact.
Maison Fumé may use software and digital tools, including applications based on artificial intelligence (AI). All deliverables are reviewed by Maison Fumé before delivery. Maison Fumé takes reasonable measures to ensure that the client's confidential information is not used to train publicly available AI models. The client accepts that elements generated with AI may not be protected, or only partly protected, by intellectual property rights. Maison Fumé gives no guarantee as to the protectability of such elements.
6. Timing, feedback and revision rounds
Stated deadlines are indicative, unless expressly confirmed in writing as a binding deadline. Exceeding an indicative deadline does not entitle the client to damages or a price reduction. The client may only terminate the agreement for delay in the event of a serious delay attributable to Maison Fumé, and only after giving Maison Fumé written notice of default and a reasonable period of at least fifteen (15) working days to perform. In that case, services already performed remain payable.
Unless the quote states otherwise, two (2) revision rounds are included per deliverable. A revision round consists of one consolidated written list of feedback from the client. Additional revision rounds, new briefing elements and changes outside the agreed scope are treated as additional work and invoiced separately.
The client provides its feedback and approvals within a reasonable time and no later than the deadline stated in the planning. Late feedback delays the planning accordingly.
If a project is suspended or put on hold for more than thirty (30) calendar days due to the client, Maison Fumé may invoice the work already performed and charge a rescheduling fee (restart fee) upon resumption.
7. Delivery and acceptance
Maison Fumé submits the deliverables to the client for approval.
The client checks the deliverables and reports any defects in writing, with reasons, within eight (8) working days of delivery.
A deliverable is deemed accepted as soon as the client approves it in writing, or as soon as the period of eight (8) working days expires without reasoned comments, or as soon as the client uses, publishes or launches the deliverable, whichever occurs first.
Minor defects that do not prevent normal use do not prevent acceptance. Maison Fumé remedies them within a reasonable time at no additional cost.
Acceptance extinguishes all claims relating to visible defects. Hidden defects must be reported in writing within eight (8) working days of their discovery and no later than three (3) months after delivery.
Prices, invoicing and payment
All prices are stated in euros and exclude VAT and other taxes, levies, external platform costs, media budgets, licences, travel expenses and other additional costs, unless expressly stated otherwise.
Maison Fumé may adjust the prices of recurring services once per calendar year, subject to written notice at least thirty (30) calendar days in advance. If the increase exceeds five percent (5%), the client may terminate the service concerned in writing with effect from the date the increase takes effect.
Unless agreed otherwise, invoices are payable within fourteen (14) calendar days of the invoice date. Where an advance payment has been agreed, Maison Fumé only starts performance once the advance payment has been received.
Complaints about an invoice must be made in writing, with reasons, within eight (8) calendar days of receipt of the invoice. Failing a timely complaint, the invoice is deemed accepted.
In the event of non-payment or late payment, late-payment interest is due automatically and without prior notice of default, at the rate applied by the European Central Bank to its most recent main refinancing operation, plus eight (8) percentage points. In addition, fixed compensation of ten percent (10%) of the outstanding amount is due, with a minimum of 125 euros, without prejudice to Maison Fumé's right to claim higher damages actually incurred.
In the event of late payment, all outstanding invoices become immediately due and Maison Fumé may suspend its services, access rights, launches, transfers or deliveries until full payment has been received.
Payment terms by type of assignment
Projects. For project-based assignments such as branding, design projects and websites, the following payment structure applies unless agreed otherwise: twenty percent (20%) at the start, thirty percent (30%) at the first draft or first substantive presentation, and fifty percent (50%) at final delivery and in any event before the launch or the transfer of the final files.
Recurring services. Social media management, social media packages and other subscription formulas are invoiced monthly in advance. The collaboration only starts once the first invoice has been paid.
A minimum term of three (3) months applies to social media management and other recurring services, unless agreed otherwise in writing. The set-up phase, onboarding, strategy, account configuration and preparatory work form an integral part of the collaboration and are payable from the start.
After the minimum term, the agreement is tacitly renewed for an indefinite period. Either party may then terminate it in writing with a notice period of one (1) month, starting on the first day of the month following the notice.
External costs. External costs such as advertising and boost budgets, production expenses, software licences, stock images, hosting and domain costs, press event costs and travel expenses are charged on separately or paid directly by the client. Maison Fumé may require the client to pay such costs in advance.
Social media, advertising and account access
For social media management and advertising, the client gives Maison Fumé timely access to the relevant accounts, platforms, advertising accounts, business pages, pixels, data sources and other necessary environments.
The client's accounts, pages and advertising accounts remain the property of the client. Maison Fumé handles the access granted with care. At the end of the collaboration, Maison Fumé returns all access rights and administrator rights to the client, once all invoices due have been paid.
The client remains responsible for the accuracy of the access granted, the security of its accounts and compliance with the terms of use of the platforms concerned.
Unless expressly agreed otherwise, the client bears the advertising budgets itself and pays them through its own payment methods and advertising accounts.
Maison Fumé is not liable for changes, restrictions, blocks, policy decisions, account suspensions, price changes or technical failures of external platforms such as Meta, Instagram, LinkedIn, TikTok or Google.
The results of advertising and social media campaigns depend on numerous external factors. Maison Fumé gives no guarantee as to reach, leads, revenue, conversions or other KPIs.
PR, press relations and influencers
For assignments relating to PR, press relations and influencer marketing, Maison Fumé undertakes an obligation of means. It approaches media, journalists, influencers and other relevant parties, but does not guarantee any publication, coverage, reach, placement, timing, tone or content. Editorial decisions rest exclusively with the media and persons concerned.
Press releases and other communications in the client's name are only distributed after approval by the client. The client is responsible for the accuracy of the factual information it provides or approves, such as dates, prices, figures and claims.
Maison Fumé is not liable for incorrect, incomplete or negative coverage by third parties, nor for any failure by media or other third parties to respect an embargo.
Costs of press events, press trips, samples, influencer fees, catering and similar expenses are external costs borne by the client, unless the quote states otherwise.
Websites, domain names and hosting
Where Maison Fumé is responsible for website development, launch, hosting coordination or domain registration, the client provides all necessary cooperation and timely approvals to enable the website to be built and published.
Domain names are registered in the client's name as registrant, unless expressly agreed otherwise. If a domain name is registered in Maison Fumé's name for practical reasons, Maison Fumé transfers it to the client upon first request, once all invoices due have been paid.
Domain names and hosting services of third parties are provided in accordance with the terms and availability of those third parties. Maison Fumé acts as an intermediary or administrator, unless expressly stated otherwise.
The annual or periodic costs of domain names, hosting, maintenance, plug-ins, licences, email services and other technical subscriptions are borne by the client, unless expressly agreed otherwise.
Unless a maintenance contract has been concluded, the client is itself responsible after delivery for updates, back-ups and security of the website.
Hosting managed by Maison Fumé may be terminated by either party in writing with a notice period of one (1) month. At the end of the collaboration, Maison Fumé cooperates in the migration of the website, the files and the domain names to the client or a new provider. The time required for this is charged at the applicable hourly rate.
Maison Fumé does not guarantee uninterrupted availability of websites, servers or mailboxes and is not liable for downtime, hacks, data loss, outages or defects caused by third parties, updates, plug-ins, hosting providers or acts of the client.
Maison Fumé may suspend the launch of a website and the transfer of technical files, access details or other deliverables as long as not all invoices due have been paid in full.
Archiving
Maison Fumé keeps the final deliverables for twelve (12) months after delivery. After that, it may delete them without prior notice. The client is responsible for keeping the deliverables it receives.
Maison Fumé may charge an administrative fee for re-sending files after delivery.
Additional work and changes in scope
Any change to the original briefing, scope, functionalities, deliverables, planning or output requested by the client during or after performance is treated as additional work, unless confirmed otherwise in writing.
Where reasonably possible, Maison Fumé informs the client in advance that a request involves additional work, together with an estimate of the cost.
Additional work is invoiced at the rate applicable at that time or in accordance with a supplementary quote.
Intellectual property: general
All intellectual property rights in concepts, proposals, designs, branding elements, texts, visuals, videos, websites, templates, strategies, formats, presentations and other creations of Maison Fumé belong to Maison Fumé or its licensors. The client only acquires rights as set out in article 16 and only after full payment of all invoices relating to the assignment concerned. Until such payment has been made, the client may not use the deliverables.
Client rights by type of assignment
16.1 Branding, logo and brand identity. After full payment, Maison Fumé exclusively assigns to the client the economic rights in the finally approved logo and the final brand identity elements, for all forms of exploitation, worldwide and for the full legal term of protection. The client may register these elements as a trademark. Unless the quote states otherwise, Maison Fumé does not carry out trademark searches and gives no guarantee as to the availability or registrability of a name or logo as a trademark.
16.2 Websites. After full payment, the client obtains a worldwide, non-exclusive right of use of unlimited duration in the delivered website, including the design and code developed specifically for the client. The client may have the website hosted, maintained and modified by third parties. Maison Fumé will not reuse the visual design created specifically for the client as such for another client. Templates, code libraries, frameworks and third-party elements remain subject to article 15.
16.3 Texts and strategy. After full payment, the client obtains a right of use of unlimited duration in texts written specifically for it, such as website copy and press releases, for the agreed purpose. The client may use strategy documents and presentations for internal purposes only.
16.4 Content creation (photo and video). Photos, videos, images, rushes, selections, edits and other content created by or on behalf of Maison Fumé remain the property of Maison Fumé, unless agreed otherwise in writing. After payment, the client obtains a non-exclusive, non-transferable right of use for the agreed channels and purposes:
• for recurring assignments: for as long as the collaboration continues;
• for separately quoted productions: for the term stated in the quote, and failing that, for twelve (12) months from delivery.
After the right of use expires, content already published on the client's own channels may remain there as an archive. New or active use, such as republication, advertising or boosting, is then no longer permitted, unless the parties agree in writing on a buy-out, assignment or extended licence.
The client may not, without prior written consent, sell the content, sublicense it, pass it on to third parties, reuse it outside the agreed context or have it substantially edited by third parties.
Maison Fumé obtains the necessary consents from models it engages itself, for the agreed use. The client is responsible for obtaining the consent of its own employees, customers and other persons it brings in itself, and for any use of images outside the original assignment.
Use of client material and indemnification
The client warrants that all texts, images, logos, databases, music, fonts, brand names, personal data, testimonials and other materials it provides to Maison Fumé or has Maison Fumé use may lawfully be used.
The client fully indemnifies Maison Fumé against all third-party claims arising from an infringement of intellectual property rights, privacy rights, image rights, advertising rules or other rights resulting from material or instructions from the client.
Liability
Maison Fumé is only liable for direct damage that is the direct and proven result of a gross fault or an intentional fault on the part of Maison Fumé.
Maison Fumé is never liable for indirect or consequential damage, such as loss of profit, loss of revenue, missed opportunities, reputational damage, loss of data, loss of customers or third-party claims.
The total contractual and non-contractual liability of Maison Fumé is limited to the amount paid out by its professional liability insurance in the case concerned. If no insurance pays out, liability is limited to the amount actually paid by the client for the assignment to which the liability relates or, for recurring assignments, to the amount paid by the client for the service concerned during the last three (3) months.
Maison Fumé is not liable for errors, delays or damage caused by incorrect input from the client, late feedback, third-party failures, changes in platform policies, software or hosting outages, hacking, malware, viruses or other circumstances beyond its reasonable control.
Any claim for damages must be notified in writing within thirty (30) calendar days after the client discovered or should reasonably have discovered the damage, and lapses if legal proceedings are not brought within one (1) year of the event giving rise to the damage.
The limitations in this article do not apply in the event of wilful misconduct or fraud on the part of Maison Fumé, nor to the extent that mandatory law prohibits them.
Suspension and termination
Maison Fumé may suspend performance of the agreement in whole or in part, after written notice, if the client fails to fulfil its contractual obligations, in particular in the event of non-payment, lack of cooperation, misuse of accounts or unlawful use of the delivered works. In the event of non-payment, article 8 also applies.
Either party may terminate the agreement in writing if the other party commits a serious breach and fails to remedy it within fifteen (15) working days of a written notice of default. Termination with immediate effect is possible in the event of bankruptcy, judicial reorganisation, liquidation or manifest insolvency of the other party.
Projects. The client may terminate a project assignment in writing at any time. In that case, the following remain payable in full: all services already performed, costs incurred, capacity reserved and commitments entered into with third parties.
Recurring services. If the client terminates a recurring assignment early during the minimum term, Maison Fumé may invoice the balance of the remaining minimum term, without prejudice to its right to higher damages if the actual damage is greater. After the minimum term, the notice period in article 9 applies.
Upon termination of the agreement, for whatever reason, articles 13, 15 to 18 inclusive, 21, 22, 23 and 25 continue to apply.
Force majeure
In the event of force majeure, Maison Fumé may suspend its obligations for the duration of the force majeure, without owing any compensation. Force majeure includes, among other things: illness or accident of the persons performing the assignment, insofar as no reasonable replacement is possible, power or internet outages, cyber incidents, strikes, pandemics, government measures, supplier failures, hosting problems and other unforeseeable circumstances beyond Maison Fumé's reasonable control.
If the force majeure lasts longer than sixty (60) calendar days, either party may terminate the agreement in writing for the part not yet performed, without any compensation being due. Services already performed remain chargeable in all cases.
Confidentiality and references
Both parties keep confidential the confidential information they obtain in the course of the collaboration and do not disclose it to third parties, except where necessary for the performance of the agreement or required by law. This obligation continues until two (2) years after the end of the collaboration.
Unless agreed otherwise in writing, Maison Fumé may include the client's name, brand, logo and a brief description of the assignment, as well as the deliverables produced, in its portfolio, on its website, on its social media channels, in pitches and in other commercial communications. Maison Fumé will not do so before the public launch or announcement by the client and will respect any embargo the client has communicated in writing.
Personal data
Each party complies with the applicable data protection legislation, including the General Data Protection Regulation (Regulation (EU) 2016/679, "GDPR") and the applicable Monegasque legislation.
For the processing of personal data for its own purposes, such as client management and invoicing, Maison Fumé acts as controller. More information is available in the privacy statement on its website.
Insofar as Maison Fumé processes personal data on behalf of the client, for example via leads, forms, newsletters, pixels, advertising accounts or press files, the client acts as controller and Maison Fumé as processor. In that case, Maison Fumé:
processes the personal data solely on the basis of the client's documented instructions and for the duration of the assignment;
ensures that persons with access to the data are bound by confidentiality;
takes appropriate technical and organisational security measures;
may engage sub-processors, such as hosting providers and software or email tools. On request, it informs the client of the sub-processors engaged and of any intended changes, to which the client may object on reasonable grounds. Maison Fumé imposes the same obligations on its sub-processors;
provides the client with reasonable assistance with data subject requests, data protection impact assessments and compliance with its notification obligations;
notifies a personal data breach without undue delay and no later than forty-eight (48) hours after becoming aware of it;
at the end of the assignment, at the client's choice, returns or deletes the personal data, unless a statutory retention obligation applies;
makes available the information necessary to demonstrate compliance with these obligations and cooperates with audits after reasonable prior notice and at the client's expense;
only transfers personal data to countries outside the European Economic Area subject to appropriate safeguards, such as the European Commission's standard contractual clauses, which the parties will conclude where applicable.
The client remains responsible for the lawfulness of the processing, including the legal basis, the information provided to data subjects and consent for cookies and direct marketing. The parties may conclude a separate data processing agreement, which in that case prevails over this article.
Non-solicitation
During the collaboration and for twelve (12) months after it ends, the client shall not, directly or indirectly, employ or engage any employees or freelancers whom Maison Fumé deployed on the client's assignment without Maison Fumé's prior written consent.
In the event of breach, the client owes fixed compensation equal to six (6) months of the fees Maison Fumé invoiced to the client for that person, calculated on the basis of the average of the last three (3) months in which that person was deployed for the client.
Notices
Notices are given in writing, to the addresses and email addresses stated in the quote or agreement, or to another address a party has communicated in writing. Notice by email is valid.
Governing law and jurisdiction
The agreements of Maison Fumé are governed by the law of the Principality of Monaco, without prejudice to mandatory statutory provisions to the contrary.
The parties will first attempt to resolve any dispute amicably. This does not prevent Maison Fumé from taking immediate legal action for unpaid invoices.
Any dispute concerning the validity, interpretation, performance or termination of the agreement falls within the exclusive jurisdiction of the courts of Monaco, without prejudice to mandatory law to the contrary. Maison Fumé is, however, always entitled to bring proceedings before the competent court of the client's registered office or domicile.
Final provisions
The invalidity or unenforceability of any provision of these general terms and conditions does not affect the validity of the remaining provisions. In that case, the parties will replace the invalid provision with a valid provision that comes as close as possible to the original economic and legal purpose.
Failure or delay by Maison Fumé in enforcing any provision of these general terms and conditions does not constitute a waiver of its rights.
Terms & Conditions
Ms Axelle Dekegel, trading as “FUMÉ” (Maison Fumé)
C/° AAACS, One Monte-Carlo, 6 Avenue Princesse Alice, 98000 Monaco (Principality of Monaco)
19P09370 (Répertoire du Commerce et de l'Industrie, Monaco)
FR65000142058
hello@maisonfume.com
1. Definitions
In these general terms and conditions:
Maison Fumé means Ms Axelle Dekegel, a trader registered in the Répertoire du Commerce et de l'Industrie of Monaco under number 19P09370, trading under the trade name (enseigne) "FUMÉ", also referred to as "Maison Fumé".
Client means any natural or legal person acting for purposes relating to its trade, business or profession who enters into, or wishes to enter into, an agreement with Maison Fumé.
Quote means any quote, proposal, price estimate or order confirmation issued by Maison Fumé, in whatever form.
Assignment means the services Maison Fumé performs for the client on the basis of an accepted quote or another
agreement.
Deliverables means all results Maison Fumé delivers to the client under the assignment, such as designs, logos, brand identities, websites, texts, photos, videos, campaigns and presentations.
In writing means by letter or by email, or through any other electronic channel that allows the sender to be identified.
These general terms and conditions are intended exclusively for professional clients.
2. Applicability and order of precedence
These general terms and conditions apply to all quotes, order confirmations, invoices, agreements and services of Maison Fumé, unless the parties expressly agree otherwise in writing.
Maison Fumé provides these general terms and conditions to the client together with the quote, as an attachment or via a direct link, and makes them permanently available at maisonfume.com/terms. By accepting a quote, confirming by email or actually starting the collaboration, the client acknowledges that it was able to take note of these general terms and conditions before the agreement was concluded and that it accepts them.
Any general or specific terms and conditions of the client do not apply, unless Maison Fumé expressly accepts them in writing.
In the event of conflict between documents, the following order of precedence applies: (1) a separate agreement signed by both parties, (2) the accepted quote, (3) these general terms and conditions.
Maison Fumé may amend these general terms and conditions. The amended version applies to new assignments. For ongoing recurring assignments, the amended version applies thirty (30) calendar days after written notice to the client. If the client does not agree, it may terminate the recurring assignment in writing within that period, with effect from the date the amendment takes effect.
3. Services
Maison Fumé provides, among other things, services in marketing and digital marketing, communication strategy, branding and design, websites, domain names and hosting, social media management, social advertising, content creation, creative production, PR and press relations, and related marketing and communication services.
The specific content, scope, timing and price of the assignment are set out in the quote, the agreement or another written confirmation between the parties.
4. Quotes and formation of the agreement
Quotes are non-binding until accepted by the client in writing or electronically and, unless stated otherwise, remain valid for thirty (30) calendar days.
Quotes are based on the information provided by the client. As long as a quote has not been accepted, Maison Fumé may amend it.
After acceptance, the price may only be adjusted in the event of a change in scope requested by the client, incorrect or incomplete information from the client, or an increase in external costs not attributable to Maison Fumé. Such adjustments are treated as additional work in accordance with article 14.
The agreement is formed as soon as the client accepts the quote in writing or electronically (confirmation by email is sufficient), or as soon as Maison Fumé starts performance at the client's request.
5. Performance of the assignment
Maison Fumé undertakes an obligation of means (best-efforts obligation) and performs the assignment to the best of its ability, in accordance with good professional practice and on the basis of the information provided by the client.
The client shall provide in good time all documents, content, feedback, approvals, access rights, login details and other information required for the proper performance of the assignment.
If the client provides material or information late, incompletely or incorrectly, delivery deadlines are automatically extended and Maison Fumé may charge the resulting additional costs.
Maison Fumé may engage freelancers, subcontractors, technical partners or other specialised third parties to perform the assignment. Maison Fumé remains the client's point of contact.
Maison Fumé may use software and digital tools, including applications based on artificial intelligence (AI). All deliverables are reviewed by Maison Fumé before delivery. Maison Fumé takes reasonable measures to ensure that the client's confidential information is not used to train publicly available AI models. The client accepts that elements generated with AI may not be protected, or only partly protected, by intellectual property rights. Maison Fumé gives no guarantee as to the protectability of such elements.
6. Timing, feedback and revision rounds
Stated deadlines are indicative, unless expressly confirmed in writing as a binding deadline. Exceeding an indicative deadline does not entitle the client to damages or a price reduction. The client may only terminate the agreement for delay in the event of a serious delay attributable to Maison Fumé, and only after giving Maison Fumé written notice of default and a reasonable period of at least fifteen (15) working days to perform. In that case, services already performed remain payable.
Unless the quote states otherwise, two (2) revision rounds are included per deliverable. A revision round consists of one consolidated written list of feedback from the client. Additional revision rounds, new briefing elements and changes outside the agreed scope are treated as additional work and invoiced separately.
The client provides its feedback and approvals within a reasonable time and no later than the deadline stated in the planning. Late feedback delays the planning accordingly.
If a project is suspended or put on hold for more than thirty (30) calendar days due to the client, Maison Fumé may invoice the work already performed and charge a rescheduling fee (restart fee) upon resumption.
7. Delivery and acceptance
Maison Fumé submits the deliverables to the client for approval.
The client checks the deliverables and reports any defects in writing, with reasons, within eight (8) working days of delivery.
A deliverable is deemed accepted as soon as the client approves it in writing, or as soon as the period of eight (8) working days expires without reasoned comments, or as soon as the client uses, publishes or launches the deliverable, whichever occurs first.
Minor defects that do not prevent normal use do not prevent acceptance. Maison Fumé remedies them within a reasonable time at no additional cost.
Acceptance extinguishes all claims relating to visible defects. Hidden defects must be reported in writing within eight (8) working days of their discovery and no later than three (3) months after delivery.
Prices, invoicing and payment
All prices are stated in euros and exclude VAT and other taxes, levies, external platform costs, media budgets, licences, travel expenses and other additional costs, unless expressly stated otherwise.
Maison Fumé may adjust the prices of recurring services once per calendar year, subject to written notice at least thirty (30) calendar days in advance. If the increase exceeds five percent (5%), the client may terminate the service concerned in writing with effect from the date the increase takes effect.
Unless agreed otherwise, invoices are payable within fourteen (14) calendar days of the invoice date. Where an advance payment has been agreed, Maison Fumé only starts performance once the advance payment has been received.
Complaints about an invoice must be made in writing, with reasons, within eight (8) calendar days of receipt of the invoice. Failing a timely complaint, the invoice is deemed accepted.
In the event of non-payment or late payment, late-payment interest is due automatically and without prior notice of default, at the rate applied by the European Central Bank to its most recent main refinancing operation, plus eight (8) percentage points. In addition, fixed compensation of ten percent (10%) of the outstanding amount is due, with a minimum of 125 euros, without prejudice to Maison Fumé's right to claim higher damages actually incurred.
In the event of late payment, all outstanding invoices become immediately due and Maison Fumé may suspend its services, access rights, launches, transfers or deliveries until full payment has been received.
Payment terms by type of assignment
Projects. For project-based assignments such as branding, design projects and websites, the following payment structure applies unless agreed otherwise: twenty percent (20%) at the start, thirty percent (30%) at the first draft or first substantive presentation, and fifty percent (50%) at final delivery and in any event before the launch or the transfer of the final files.
Recurring services. Social media management, social media packages and other subscription formulas are invoiced monthly in advance. The collaboration only starts once the first invoice has been paid.
A minimum term of three (3) months applies to social media management and other recurring services, unless agreed otherwise in writing. The set-up phase, onboarding, strategy, account configuration and preparatory work form an integral part of the collaboration and are payable from the start.
After the minimum term, the agreement is tacitly renewed for an indefinite period. Either party may then terminate it in writing with a notice period of one (1) month, starting on the first day of the month following the notice.
External costs. External costs such as advertising and boost budgets, production expenses, software licences, stock images, hosting and domain costs, press event costs and travel expenses are charged on separately or paid directly by the client. Maison Fumé may require the client to pay such costs in advance.
Social media, advertising and account access
For social media management and advertising, the client gives Maison Fumé timely access to the relevant accounts, platforms, advertising accounts, business pages, pixels, data sources and other necessary environments.
The client's accounts, pages and advertising accounts remain the property of the client. Maison Fumé handles the access granted with care. At the end of the collaboration, Maison Fumé returns all access rights and administrator rights to the client, once all invoices due have been paid.
The client remains responsible for the accuracy of the access granted, the security of its accounts and compliance with the terms of use of the platforms concerned.
Unless expressly agreed otherwise, the client bears the advertising budgets itself and pays them through its own payment methods and advertising accounts.
Maison Fumé is not liable for changes, restrictions, blocks, policy decisions, account suspensions, price changes or technical failures of external platforms such as Meta, Instagram, LinkedIn, TikTok or Google.
The results of advertising and social media campaigns depend on numerous external factors. Maison Fumé gives no guarantee as to reach, leads, revenue, conversions or other KPIs.
PR, press relations and influencers
For assignments relating to PR, press relations and influencer marketing, Maison Fumé undertakes an obligation of means. It approaches media, journalists, influencers and other relevant parties, but does not guarantee any publication, coverage, reach, placement, timing, tone or content. Editorial decisions rest exclusively with the media and persons concerned.
Press releases and other communications in the client's name are only distributed after approval by the client. The client is responsible for the accuracy of the factual information it provides or approves, such as dates, prices, figures and claims.
Maison Fumé is not liable for incorrect, incomplete or negative coverage by third parties, nor for any failure by media or other third parties to respect an embargo.
Costs of press events, press trips, samples, influencer fees, catering and similar expenses are external costs borne by the client, unless the quote states otherwise.
Websites, domain names and hosting
Where Maison Fumé is responsible for website development, launch, hosting coordination or domain registration, the client provides all necessary cooperation and timely approvals to enable the website to be built and published.
Domain names are registered in the client's name as registrant, unless expressly agreed otherwise. If a domain name is registered in Maison Fumé's name for practical reasons, Maison Fumé transfers it to the client upon first request, once all invoices due have been paid.
Domain names and hosting services of third parties are provided in accordance with the terms and availability of those third parties. Maison Fumé acts as an intermediary or administrator, unless expressly stated otherwise.
The annual or periodic costs of domain names, hosting, maintenance, plug-ins, licences, email services and other technical subscriptions are borne by the client, unless expressly agreed otherwise.
Unless a maintenance contract has been concluded, the client is itself responsible after delivery for updates, back-ups and security of the website.
Hosting managed by Maison Fumé may be terminated by either party in writing with a notice period of one (1) month. At the end of the collaboration, Maison Fumé cooperates in the migration of the website, the files and the domain names to the client or a new provider. The time required for this is charged at the applicable hourly rate.
Maison Fumé does not guarantee uninterrupted availability of websites, servers or mailboxes and is not liable for downtime, hacks, data loss, outages or defects caused by third parties, updates, plug-ins, hosting providers or acts of the client.
Maison Fumé may suspend the launch of a website and the transfer of technical files, access details or other deliverables as long as not all invoices due have been paid in full.
Archiving
Maison Fumé keeps the final deliverables for twelve (12) months after delivery. After that, it may delete them without prior notice. The client is responsible for keeping the deliverables it receives.
Maison Fumé may charge an administrative fee for re-sending files after delivery.
Additional work and changes in scope
Any change to the original briefing, scope, functionalities, deliverables, planning or output requested by the client during or after performance is treated as additional work, unless confirmed otherwise in writing.
Where reasonably possible, Maison Fumé informs the client in advance that a request involves additional work, together with an estimate of the cost.
Additional work is invoiced at the rate applicable at that time or in accordance with a supplementary quote.
Intellectual property: general
All intellectual property rights in concepts, proposals, designs, branding elements, texts, visuals, videos, websites, templates, strategies, formats, presentations and other creations of Maison Fumé belong to Maison Fumé or its licensors. The client only acquires rights as set out in article 16 and only after full payment of all invoices relating to the assignment concerned. Until such payment has been made, the client may not use the deliverables.
Client rights by type of assignment
16.1 Branding, logo and brand identity. After full payment, Maison Fumé exclusively assigns to the client the economic rights in the finally approved logo and the final brand identity elements, for all forms of exploitation, worldwide and for the full legal term of protection. The client may register these elements as a trademark. Unless the quote states otherwise, Maison Fumé does not carry out trademark searches and gives no guarantee as to the availability or registrability of a name or logo as a trademark.
16.2 Websites. After full payment, the client obtains a worldwide, non-exclusive right of use of unlimited duration in the delivered website, including the design and code developed specifically for the client. The client may have the website hosted, maintained and modified by third parties. Maison Fumé will not reuse the visual design created specifically for the client as such for another client. Templates, code libraries, frameworks and third-party elements remain subject to article 15.
16.3 Texts and strategy. After full payment, the client obtains a right of use of unlimited duration in texts written specifically for it, such as website copy and press releases, for the agreed purpose. The client may use strategy documents and presentations for internal purposes only.
16.4 Content creation (photo and video). Photos, videos, images, rushes, selections, edits and other content created by or on behalf of Maison Fumé remain the property of Maison Fumé, unless agreed otherwise in writing. After payment, the client obtains a non-exclusive, non-transferable right of use for the agreed channels and purposes:
• for recurring assignments: for as long as the collaboration continues;
• for separately quoted productions: for the term stated in the quote, and failing that, for twelve (12) months from delivery.
After the right of use expires, content already published on the client's own channels may remain there as an archive. New or active use, such as republication, advertising or boosting, is then no longer permitted, unless the parties agree in writing on a buy-out, assignment or extended licence.
The client may not, without prior written consent, sell the content, sublicense it, pass it on to third parties, reuse it outside the agreed context or have it substantially edited by third parties.
Maison Fumé obtains the necessary consents from models it engages itself, for the agreed use. The client is responsible for obtaining the consent of its own employees, customers and other persons it brings in itself, and for any use of images outside the original assignment.
Use of client material and indemnification
The client warrants that all texts, images, logos, databases, music, fonts, brand names, personal data, testimonials and other materials it provides to Maison Fumé or has Maison Fumé use may lawfully be used.
The client fully indemnifies Maison Fumé against all third-party claims arising from an infringement of intellectual property rights, privacy rights, image rights, advertising rules or other rights resulting from material or instructions from the client.
Liability
Maison Fumé is only liable for direct damage that is the direct and proven result of a gross fault or an intentional fault on the part of Maison Fumé.
Maison Fumé is never liable for indirect or consequential damage, such as loss of profit, loss of revenue, missed opportunities, reputational damage, loss of data, loss of customers or third-party claims.
The total contractual and non-contractual liability of Maison Fumé is limited to the amount paid out by its professional liability insurance in the case concerned. If no insurance pays out, liability is limited to the amount actually paid by the client for the assignment to which the liability relates or, for recurring assignments, to the amount paid by the client for the service concerned during the last three (3) months.
Maison Fumé is not liable for errors, delays or damage caused by incorrect input from the client, late feedback, third-party failures, changes in platform policies, software or hosting outages, hacking, malware, viruses or other circumstances beyond its reasonable control.
Any claim for damages must be notified in writing within thirty (30) calendar days after the client discovered or should reasonably have discovered the damage, and lapses if legal proceedings are not brought within one (1) year of the event giving rise to the damage.
The limitations in this article do not apply in the event of wilful misconduct or fraud on the part of Maison Fumé, nor to the extent that mandatory law prohibits them.
Suspension and termination
Maison Fumé may suspend performance of the agreement in whole or in part, after written notice, if the client fails to fulfil its contractual obligations, in particular in the event of non-payment, lack of cooperation, misuse of accounts or unlawful use of the delivered works. In the event of non-payment, article 8 also applies.
Either party may terminate the agreement in writing if the other party commits a serious breach and fails to remedy it within fifteen (15) working days of a written notice of default. Termination with immediate effect is possible in the event of bankruptcy, judicial reorganisation, liquidation or manifest insolvency of the other party.
Projects. The client may terminate a project assignment in writing at any time. In that case, the following remain payable in full: all services already performed, costs incurred, capacity reserved and commitments entered into with third parties.
Recurring services. If the client terminates a recurring assignment early during the minimum term, Maison Fumé may invoice the balance of the remaining minimum term, without prejudice to its right to higher damages if the actual damage is greater. After the minimum term, the notice period in article 9 applies.
Upon termination of the agreement, for whatever reason, articles 13, 15 to 18 inclusive, 21, 22, 23 and 25 continue to apply.
Force majeure
In the event of force majeure, Maison Fumé may suspend its obligations for the duration of the force majeure, without owing any compensation. Force majeure includes, among other things: illness or accident of the persons performing the assignment, insofar as no reasonable replacement is possible, power or internet outages, cyber incidents, strikes, pandemics, government measures, supplier failures, hosting problems and other unforeseeable circumstances beyond Maison Fumé's reasonable control.
If the force majeure lasts longer than sixty (60) calendar days, either party may terminate the agreement in writing for the part not yet performed, without any compensation being due. Services already performed remain chargeable in all cases.
Confidentiality and references
Both parties keep confidential the confidential information they obtain in the course of the collaboration and do not disclose it to third parties, except where necessary for the performance of the agreement or required by law. This obligation continues until two (2) years after the end of the collaboration.
Unless agreed otherwise in writing, Maison Fumé may include the client's name, brand, logo and a brief description of the assignment, as well as the deliverables produced, in its portfolio, on its website, on its social media channels, in pitches and in other commercial communications. Maison Fumé will not do so before the public launch or announcement by the client and will respect any embargo the client has communicated in writing.
Personal data
Each party complies with the applicable data protection legislation, including the General Data Protection Regulation (Regulation (EU) 2016/679, "GDPR") and the applicable Monegasque legislation.
For the processing of personal data for its own purposes, such as client management and invoicing, Maison Fumé acts as controller. More information is available in the privacy statement on its website.
Insofar as Maison Fumé processes personal data on behalf of the client, for example via leads, forms, newsletters, pixels, advertising accounts or press files, the client acts as controller and Maison Fumé as processor. In that case, Maison Fumé:
processes the personal data solely on the basis of the client's documented instructions and for the duration of the assignment;
ensures that persons with access to the data are bound by confidentiality;
takes appropriate technical and organisational security measures;
may engage sub-processors, such as hosting providers and software or email tools. On request, it informs the client of the sub-processors engaged and of any intended changes, to which the client may object on reasonable grounds. Maison Fumé imposes the same obligations on its sub-processors;
provides the client with reasonable assistance with data subject requests, data protection impact assessments and compliance with its notification obligations;
notifies a personal data breach without undue delay and no later than forty-eight (48) hours after becoming aware of it;
at the end of the assignment, at the client's choice, returns or deletes the personal data, unless a statutory retention obligation applies;
makes available the information necessary to demonstrate compliance with these obligations and cooperates with audits after reasonable prior notice and at the client's expense;
only transfers personal data to countries outside the European Economic Area subject to appropriate safeguards, such as the European Commission's standard contractual clauses, which the parties will conclude where applicable.
The client remains responsible for the lawfulness of the processing, including the legal basis, the information provided to data subjects and consent for cookies and direct marketing. The parties may conclude a separate data processing agreement, which in that case prevails over this article.
Non-solicitation
During the collaboration and for twelve (12) months after it ends, the client shall not, directly or indirectly, employ or engage any employees or freelancers whom Maison Fumé deployed on the client's assignment without Maison Fumé's prior written consent.
In the event of breach, the client owes fixed compensation equal to six (6) months of the fees Maison Fumé invoiced to the client for that person, calculated on the basis of the average of the last three (3) months in which that person was deployed for the client.
Notices
Notices are given in writing, to the addresses and email addresses stated in the quote or agreement, or to another address a party has communicated in writing. Notice by email is valid.
Governing law and jurisdiction
The agreements of Maison Fumé are governed by the law of the Principality of Monaco, without prejudice to mandatory statutory provisions to the contrary.
The parties will first attempt to resolve any dispute amicably. This does not prevent Maison Fumé from taking immediate legal action for unpaid invoices.
Any dispute concerning the validity, interpretation, performance or termination of the agreement falls within the exclusive jurisdiction of the courts of Monaco, without prejudice to mandatory law to the contrary. Maison Fumé is, however, always entitled to bring proceedings before the competent court of the client's registered office or domicile.
Final provisions
The invalidity or unenforceability of any provision of these general terms and conditions does not affect the validity of the remaining provisions. In that case, the parties will replace the invalid provision with a valid provision that comes as close as possible to the original economic and legal purpose.
Failure or delay by Maison Fumé in enforcing any provision of these general terms and conditions does not constitute a waiver of its rights.