Terms and conditions of sale

These terms and conditions of sale form, in accordance with article L. 441-1 of the French Commercial Code, the basis of the commercial relationship between HYGIFRANCE — a simplified joint-stock company (SAS) with share capital of €1,000, registered with the Paris Trade and Companies Register under number 106 586 068, registered office at 47 rue Vivienne, 75002 Paris (the "Provider") — and its business client (the "Client"). They govern all cleaning and property-maintenance services carried out by the Provider and are made available to any Client who requests them.

Article 1 — Scope

These terms apply, without restriction or reservation, to all cleaning services carried out by the Provider for its business clients, whatever the clauses appearing on the Client's documents, in particular its own general purchasing conditions. The information in quotes, catalogues and brochures is given for guidance only and may be revised at any time. The Provider may depart from certain clauses through special conditions negotiated with the Client.

Article 2 — Purpose

The Client entrusts the Provider with the cleaning of its premises, as described in the accepted quote or purchase order. Any change to the services requested by the Client is taken into account, within the limits of the Provider's capacity, only if made in writing and accepted by the Provider; it may give rise to a price adjustment set out in a specific written document.

Article 3 — Performance

The Provider is bound by an obligation to achieve a result, assessed on the basis of the indicators agreed between the parties. It supplies the qualified staff, products and equipment required, and itself determines the number of hours and people assigned. The Client provides free of charge a lockable technical room, together with water, lighting and electricity, in good working order and compliant. Failure to provide these releases the Provider from performing the service for the duration of the shortfall, without compensation or price reduction. Where the regulations so require (articles R. 4511-1 et seq. of the French Labour Code), a prevention plan is drawn up before operations begin. The Client has two business days after a service is performed to submit any reservations or complaints in writing, with supporting evidence; after this period, no complaint can validly be accepted.

Article 4 — Price

Services are paid for by a fixed amount set according to the quote in force on the day of signature, based on the scope of the services requested and regardless of the number of hours actually worked. Prices are net and exclusive of tax; VAT and any applicable tax are added in accordance with the regulations in force. Travel costs, lost time and costs resulting from a late cancellation by the Client are invoiced in addition. Night work (9 pm – 6 am), Sundays and public holidays are subject to a surcharge in accordance with the national collective agreement for cleaning companies. Closure periods (holidays, public holidays) do not give rise to any reduction, the flat rates being calculated over 52 weeks per year.

Article 5 — Price revision

Prices are revised annually to reflect the economic changes observed during performance of the contract (wages, social security contributions, taxes) and to preserve its initial balance. Any change in cost-price components leads to revision of the invoiced price as at the date of the change. Where charges rise significantly owing to new economic circumstances, a revision may take place, by agreement with the Client, within a shorter period.

Article 6 — Invoicing and payment

Invoices are issued monthly and payable on receipt, by cheque made out to HYGIFRANCE or by bank transfer. Any late payment automatically gives rise, from the first day of delay, to penalties equal to three times the applicable legal interest rate, together with a fixed recovery indemnity of €40 (articles L. 441-10 and D. 441-5 of the Commercial Code). In the event of non-payment, the Provider may suspend its services, after formal notice has remained without effect, until the sums due are paid in full.

Article 7 — Term and termination

The contract takes effect on signature for a term of one year, renewable by tacit renewal, unless terminated by registered letter with acknowledgement of receipt sent at least three months before expiry. If the Client fails to meet any of its obligations, in particular payment, the Provider may suspend the services without notice, or terminate the contract after formal notice has remained unheeded for eight clear days. The Client remains liable for the services not performed as a result of its default, as well as any damages.

Article 8 — Transfer of employment contracts

At least fifteen days before the contract ends, the Client shall provide the incoming and outgoing cleaning companies with their respective contact details, so as to allow, where applicable, the staff-transfer obligations laid down by the national collective agreement for cleaning companies to be met.

Article 9 — Non-solicitation of staff

During the term of the contract and for six months after it ends, the Client undertakes not to employ, directly or indirectly and in any form whatsoever, the Provider's employees or those who have left it less than six months previously, save with the Provider's prior written agreement.

Article 10 — Client relocation

If the Client relocates, including as a result of a merger or takeover, it shall give three months' notice. Failing this, the Provider reserves the right to invoice the equivalent of three months of services.

Article 11 — Liability and insurance

The Provider declares that it is insured with a solvent company for damage engaging its civil liability in connection with its services. Its liability is limited to direct and substantiated material loss resulting from a failure to perform its obligations, excluding any immaterial or indirect loss (loss of operation, production, profit or income); it may not exceed the pre-tax amount paid for the services concerned. The Provider does not guard the premises entrusted to it, even where the keys are handed over. It is for the Client to lock away valuables, cash, commercial paper and confidential documents; failing which, the Provider's liability is not engaged. Any damage must be reported in writing within a maximum of eight days.

Article 12 — Intellectual property

The Provider retains all intellectual property rights over the studies, methods, models and documents produced, even at the Client's request, for the purpose of supplying the services. Any reproduction or use without the Provider's prior written authorisation is prohibited.

Article 13 — Personal data

In performing the contract, each party remains a separate data controller within the meaning of article 4 of the GDPR (EU regulation 2016/679) and undertakes to take all appropriate precautions to protect the confidentiality of the data to which it has access. Data subjects have the right to access, rectify, erase and port their data, as well as the right to object on legitimate grounds, which may be exercised with the Provider at contact@hygi-france.fr.

Article 14 — Termination for non-performance

In the event of a sufficiently serious failure by one party to perform any of its obligations, the other party may notify termination of the contract by registered letter with acknowledgement of receipt, five days after formal notice to perform has remained without effect, in accordance with article 1224 of the French Civil Code.

Article 15 — Amicable settlement of disputes

Before any legal action, the parties undertake to seek an amicable solution together and to meet within five days of receiving a registered letter with acknowledgement of receipt sent by either of them. This prior step is mandatory; failing an agreement within two weeks, the dispute is brought before the competent court.

Article 16 — Jurisdiction

All disputes relating to the validity, interpretation, performance or termination of these terms, and their consequences, fall within the jurisdiction of the competent courts under the general rules of law.

Article 17 — Governing law and language

These terms and the transactions arising from them are governed by French law. They are drawn up in French; in the event of translation, only the French version prevails in case of dispute.

Article 18 — Acceptance by the Client

The Client acknowledges having full knowledge of these terms and accepts them without reservation, thereby waiving reliance on any conflicting document, in particular its own general purchasing conditions, which are unenforceable against the Provider.

2026 edition.