Preamble
AGENCE OVB (hereinafter “the Service Provider”) is a professional whose business is to increase the number of followers and the visibility of its Clients on the social media platform Instagram, in particular by optimizing the management of their accounts on that platform (hereinafter “the Solution”).
The clients of AGENCE OVB are individuals or legal entities acting exclusively in a professional capacity.
The Service Provider and the Client shall be collectively referred to as “the Parties.”
Article 1
Entire Agreement
The Client declares that it has read the Terms of Service and accepted them without reservation before placing an order with the Service Provider. These Terms of Service set forth all of the parties’ obligations and remain in effect throughout their relationship. They constitute the sole basis of the business relationship between the parties, and accordingly, the Client is deemed to accept them without reservation. These Terms of Service take precedence over any other document, and in particular over any general terms and conditions of purchase. They apply, without restriction or reservation, to all services provided by the Service Provider to clients in the same category.
The Service Provider reserves the right to amend its general terms and conditions from time to time. These Terms of Service are provided to any Client who requests them, so that the Client may place an order. The Service Provider reserves the right to deviate from certain provisions herein, depending on the negotiations conducted with the Client, by drafting specific terms of service.
In addition, the Service Provider may establish category-specific general terms of service that differ from these Terms of Service, depending on the type of buyer involved, based on criteria that will remain objective. Buyers who meet these criteria will then be subject to these category-specific general terms of service.
Article 2
Content of the Service Offering
2.1 Service Offers
The purpose of these Terms of Service is to define the rights and obligations of the parties in connection with the online sale of the services offered by the Service Provider to the Client. They cover the following services:
Offer name:
Boost Pack
Services offered:
- A communication and marketing strategy aimed at attracting 250 to 500 genuine new followers in the first month (our clients’ actual average)
- Reach up to 4,000 people through your Instagram account each month.
- Increased engagement on your account (likes, clicks to your website, etc.)
- Advanced Targeting
- Dedicated Account Manager (email, phone, and video call support)
Price:
- 1 month with no minimum contract term for €200 (excl. VAT)
- 3 months (commitment period) at €180 (excluding VAT) per month
- 6 months (commitment period) at €160 (excluding VAT) per month
- 12 months (commitment period) at €140 (excluding VAT) per month
The rate varies depending on the terms of the commitment (fixed term) selected.
Pro Pack
Services offered:
- A communication and marketing strategy aimed at attracting 350 to 700 genuine new followers starting in the first month (our clients’ actual average)
- Reach up to 6,000 people through your Instagram account
- Increased engagement on your account (likes, clicks to your website, etc.)
- Advanced Targeting
- Dedicated Account Manager (email, phone, and video call support)
- Help Turning Followers into Customers
Price:
- 1 month with no minimum contract term at €300, excluding VAT
- 3 months (commitment period) at €270 (excluding VAT) per month
- 6 months (commitment period) at €240 (excluding VAT) per month
- 12 months (commitment period) at €210 (excluding VAT) per month
The rate varies depending on the terms of the commitment (fixed term) selected.
Elite Pack:
Services offered:
- A communication and marketing strategy aimed at attracting 400 to 800 genuine new followers starting in the first month (our clients’ actual average)
- Reach up to 6,000 people through your Instagram account
- Increased engagement on your account (likes, clicks to your website, etc.)
- ULTRA Advanced Targeting
- Dedicated Account Manager (email, phone, and video call support)
- Help Turning Followers into Customers
Price:
- 1 month with no minimum contract term at €400, excluding VAT
- 3 months (commitment period) at €360 (excluding VAT) per month
- 6 months (commitment period) at €320 (excluding VAT) per month
- 12 months (commitment period) at €280 (excluding VAT) per month
The rate varies depending on the terms of the commitment (fixed term) selected.
2.2 Support
Support via email
If needed, you can request support by email: support@agence-ovb.fr
Article 3
Terms of Service and Termination
3.1 Subscription Terms (Packs)
The Solution is available as a monthly, quarterly, semiannual, or annual subscription, and the term of this Contract depends on the plan the Client selected when placing the order.
The Client benefits from a sliding-scale rate based on the fixed-term commitment period it chooses for its service package.
3.2 Termination Conditions
After the agreed term for the selected plan has expired, the subscription is automatically renewed by the parties for one additional month (and automatically renewed on a month-to-month basis until terminated), unless either party terminates it in writing.
The Client must send its termination request to support@agence-ovb.fr within a time frame that varies depending on the selected plan:
One (1)-Month Pack
Where the Solution is provided as a monthly subscription, upon expiration of the agreed term, the Contract shall be automatically renewed by the parties for a new period of one (1) month, unless it is terminated by either party at least fifteen (15) days prior to its expiration.
The month in which termination is requested is due in full. If the Client exceeds the aforementioned fifteen (15)-day deadline for requesting termination, the following month shall also be due.
Three (3)-Month Pack
Where the Solution is provided as a quarterly subscription, upon expiration of the agreed term, the Contract shall be automatically renewed by the parties for a new period of one (1) month, unless it is terminated by either party at least fifteen (15) days prior to its expiration.
The full amount for the month in which termination is requested is due.
Six (6)-Month Pack
Where the Solution takes the form of a semiannual subscription, upon expiration of the agreed term, the Contract shall be automatically renewed by the parties for a new period of one (1) month, unless it is terminated by either party at least fifteen (15) days prior to its expiration.
The full amount for the month in which termination is requested is due.
One (1)-Year Pack
Where the Solution takes the form of an annual subscription, after the agreed term of one (1) year, the Contract shall be automatically renewed by the parties for a new period of one (1) month, unless it is terminated by either party at least fifteen (15) days before its expiration.
The full amount for the month in which termination is requested is due.
3.3 Conditions for Early Termination of a Contract with a Commitment Period
If the Client wishes to terminate its services before the end of its fixed-term commitment period (a 3-, 6-, or 12-month commitment, depending on the plan selected), the Client shall automatically be liable for a lump-sum early termination fee.
This indemnity is set at an amount equal to 70% of the total amount, excluding VAT, of the monthly installments remaining until the end of the term initially provided for in the contract. Termination shall be deemed effective only once the Client has paid said indemnity in full.
Any month that has already begun during which termination is requested remains due in full, in accordance with the provisions of Article 3.2 hereof.
Article 4
The Order
The Client places an order online, by email, or by telephone, based on the online offers and using the order form that will be sent by email by Agence OVB. For the order to be confirmed, the Client must accept these Terms of Service by clicking where indicated on the order form.
Any order constitutes acceptance of the prices and descriptions of the services offered, as well as of these Terms of Service.
The order expressly specifies the type of Pack selected and the commitment period agreed upon for the Customer’s subscription.
In certain cases—particularly in the event of nonpayment, an incorrect address, or any other issue with the Client’s account—the Service Provider reserves the right to block the Client’s order until the issue is resolved. If the service cannot be provided, the Client will be notified by email.
In the aforementioned case, the order for that service will be canceled and any refund issued, while the remainder of the order will remain in effect and final. For any questions regarding the status of an order, the Customer must send an email to the following address: support@agence-ovb.fr
Article 5
Electronic Signature
The online submission of the Customer’s bank details and the final confirmation of the order shall constitute proof of the Customer’s consent and shall be deemed a signature and express acceptance of all transactions carried out.
In the event of fraudulent use of the bank account information, the Client is asked to contact AGENCE OVB as soon as such use is noticed, either by email at support@agence-ovb.fr or by phone at +33 4 74 07 46 31.
Article 6
Order Confirmation
The contractual information will be confirmed by email no later than the start of service provision, to the email address provided by the Client on the order form.
Article 7
Proof of the Transaction
The computerized records, stored in the Service Provider’s computer systems under reasonable security measures, shall be deemed proof of the communications, orders, and payments made between the parties. Order forms and invoices are archived on a reliable and durable medium that may be produced as evidence.
Article 8
Information About the Services
The services governed by these Terms of Service are those listed on the Service Provider’s website and identified as being provided by the Service Provider or under its control. They are offered subject to the Service Provider’s availability. The services are described and presented as accurately as possible. However, the Service Provider shall not be held liable for any errors or omissions in this presentation.
Article 9
Price
9.1 Calculation
Unless otherwise agreed, the price of the services is determined based on the Service Provider’s price list in effect on the date of the order. VAT at the applicable rate is added, where applicable, to fees and disbursements.
Delays or other unforeseen problems over which the Service Provider has no control and that are beyond its control may result in additional fees, which may be billed separately. The Service Provider agrees to notify the Client of such delays and/or problems as soon as they arise so that their consequences can be assessed together with the Client.
Invoices will be issued for the services provided. Unless otherwise agreed, invoices are issued monthly.
9.2 Price Reduction
The Client benefits from the discounts and rebates listed in the Service Provider’s rates, which are displayed to the Client on the Service Provider’s website and sent to the Client when the order is placed
9.3 Penalties for Late Payment
In accordance with the law, any late payment requires the Service Provider to charge late-payment interest at a rate of three times the statutory interest rate; furthermore, the Service Provider shall be entitled to suspend performance of the services until full payment of the unpaid invoice, without such non-performance being deemed attributable to it.
The Service Provider may also claim a lump-sum indemnity of €40 for collection costs.
9.4 Refund
Because the services are digital services provided via the Internet, the Service Provider does not offer refunds once the subscription has been paid, except in exceptional cases at the Service Provider’s discretion, in accordance with the following terms: a pro-rata refund (for 5 to 10 days) based on the time of use will be issued if the User chooses a higher-tier annual plan.
Prices are due in full, and the Client may not claim any refund in the event of non-use, partial use, suspension, or discontinuation of use of the Services before the end of the Period of Use. This is without prejudice to the Client’s right to hold the Service Provider liable under the conditions set forth in the “Liability” section, if this situation results from a failure by the Service Provider to perform its obligations.
Article 10
Payment Terms and Deadlines
10.1 Payment
Payment for the order is made by direct debit from the Client’s bank account or directly by credit card. The Client must enter its bank details in the space provided and confirm submission of the order form. The Service Provider reserves the right to suspend order processing and delivery if payment authorization is denied by the officially accredited bodies or in the event of non-payment.
The order is payable immediately, in full or in part depending on the selected offer, before the service is launched. In particular, the Service Provider reserves the right to suspend all services if the Client fails to make payment by that date.
The Service Provider has established an order verification procedure designed to ensure that no one uses another person’s bank information without that person’s knowledge. As part of this verification process, the Client may be asked to send the Service Provider, by fax or email, a copy of an identification document and proof of address. The order will then be validated only after the Service Provider has received and verified the documents provided.
10.2 Late Payment
Any late payment will result in the suspension of the current subscription and in all amounts owed by the Client to the Service Provider becoming immediately due, without prejudice to any other action that the Service Provider may be entitled to bring against the Client in this regard.
Article 11
Lead Times and Suspension of Service Provision
Except in cases of force majeure or during closure periods clearly announced on the website’s home page, the response times for service calls will be, subject to the Service Provider’s availability, those indicated below. Response times are calculated from the date the order was registered, as indicated in the order confirmation email.
The Solution is activated for the Client within a maximum of 6 business days from the day following the day on which the Client placed its order and its first monthly payment was received (the client account is generally activated within 48 hours).
Work begins only after the Service Provider’s bank confirms payment. In the event of a failure to comply with the payment terms, the Service Provider may suspend and then cancel the service if such failure persists for 15 days after formal notice has been served on the Client. In the event of termination of the contract, any deposits paid will be retained by the Service Provider.
Article 12
Delay in Providing the Services
In the event of a delay in commencing the service, the Service Provider shall not be held liable for any reason whatsoever. Consequently, the Client may not make any claim for compensation of any kind whatsoever.
If the Service Provider is unable to perform the service, the Client will be notified as soon as possible and will have the option to cancel the order.
The Client will then be able to request a refund of the amounts paid no later than 30 days after making the payment.
Article 13
Obligations of the Service Provider
13.1 Obligations Regarding the Performance of the Service
The Service Provider’s commitments constitute a best-efforts obligation (obligation de moyens) under which the services will be performed in strict compliance with applicable professional standards and, where applicable, in accordance with the terms of the contract.
To this end, the Service Provider will assign professionals with the skills required to perform the services in accordance with its quality standards.
The Service Provider uses the expertise it has developed in digital communication and marketing to help the Client maximize the visibility of its Instagram account.
The Parties expressly agree that the Service Provider does not guarantee any results, nor any amount of revenue or number of followers that the Client may acquire as a result of using the Solution.
On the other hand, the Service Provider is able to provide the Client with metrics demonstrating the effectiveness of its Solution in terms of the traffic generated on the Client’s account.
13.2 Duty to Notify the Client in the Event of a Risk of Blocking, or of the Blocking, of the Instagram Account
The Service Provider uses its best efforts to ensure that the Solution helps the Client improve the visibility and proper management of its Instagram account.
In this context, the Client agrees to comply with the Best Practices (or best practices) that will be proposed to it by the Service Provider and that may be updated as the contractual relationship progresses.
These Best Practices (or good practices) are intended to ensure that the use of the Solution complies with the terms of use of the Instagram platform to which the Client has subscribed. Nevertheless, given the changing and opaque nature of the Instagram platform’s terms of use, the Client expressly acknowledges that its use of the Solution may entail potential risks of having its Instagram account blocked and/or deleted. The Service Provider, acting on the Client’s instructions, undertakes to inform the Client of the measures to be implemented as soon as possible in the event of a warning received from Instagram, and to act upon the Client’s approval in an effort to resolve such warnings.
Article 14
Obligations of the Client
14.1 Client’s Undertakings
In order to ensure the proper performance of the services, the Client agrees to:
- to provide the Service Provider with the login credentials for its Instagram account so that the Service Provider can fulfill its obligations,
- to provide the Service Provider with complete and accurate information and documents within the required time frames, without the Service Provider being required to verify their completeness or accuracy;
- to notify the Service Provider directly of any issues that may arise in connection with the performance of the services,
- to comply with the best practices (or good practices) referred to in Article 13.2 that will be proposed to it by the Service Provider.
14.2 Prohibitions on the Client’s Part
The Client shall not use the Solution for the following purposes:
- engaging in activities that are illegal, fraudulent, or contrary to public policy,
- intruding into a third-party computer system,
- sales prospecting,
- improving the search ranking of third-party sites or accounts,
- any misuse of the Solution for purposes other than those set forth in these Terms of Service.
Article 15
Launch Schedule and Start of Billing
15.1 Obligations Regarding Cooperation:
Agence OVB’s provision of services is strictly contingent upon the Client’s active cooperation and the Client’s provision of all necessary technical elements (login credentials, access to social media accounts, targeting parameters, etc.).
15.2 Default Launch:
In the absence of a specific, fixed launch date expressly agreed upon by the parties at the time the quote is signed, the Client agrees to provide the required materials without delay. At the end of a two (2)-month period following the signing of the contract, if the aforementioned materials have not been received, Agence OVB shall automatically issue an invoice for the first monthly installment. This invoice is based on administrative fees, the reservation of technical resources, and the preparation time allocated by the Agency.
15.3 Deferred Launch:
If a later launch schedule is approved by mutual agreement at the time of signing (e.g., a launch for a specific season), the agreed-upon date is considered fixed and unchangeable. The Client may not postpone this date at a later time, except in a duly substantiated case of force majeure or with the Agency’s exceptional written consent. If access has not been provided by the set launch date, invoicing shall automatically begin on that date.
Article 16
Confidentiality
Each party agrees not to disclose the confidential information received from the other party.
Confidential information means information of any kind—whether visual or oral, and on any medium whatsoever—relating to the structure, organization, business, various internal policies, projects, and personnel of each of the parties, including, in particular, the Client’s login credentials for its Instagram account. This confidentiality obligation shall remain in effect for a period of 2 years following the end of the services. The content of the services, as well as the reports, letters, information, notes, and quotes provided by the Service Provider during the performance of the services, are also confidential. These documents are provided to the Client for strictly internal use and on the condition that they are not disclosed to third parties or attached to any document the Client may be required to produce.
If the Client wishes to disclose all or part of these documents to and/or have them used by a third party, it must obtain the Service Provider’s prior written authorization. The terms governing such disclosure will then be established.
Article 17
Intellectual Property
The Service Provider is the sole owner of the intellectual property rights relating to the operation of its website and to the provision of services related to the Solution. Under no circumstances does the Client benefit from any assignment or transfer of ownership of these rights.
The content of the Service Provider’s website, its general structure, and the text, images, logos, icons, sounds, and software that make up the Site are the exclusive property of the Service Provider. Any full or partial representation or reproduction of the Site or any of its components without the prior written authorization of the Service Provider is prohibited and would constitute an infringement punishable under Articles L.335-2 et seq. of the French Intellectual Property Code.
Article 18
Liability of the Service Provider
The total liability of the Service Provider and its staff for any breach, negligence, or fault identified in the course of performing the services shall be limited to the amount of the fees paid for the services in question, to cover claims of any kind (including interest and costs), regardless of the number of claims, the grounds asserted, or the parties to the disputes.
The Service Provider may only be held liable in the event of proven fault or negligence, and its liability is limited to direct damages, excluding any indirect damages of any kind whatsoever.
The Parties expressly agree that the Service Provider shall not be held liable in the following cases:
- following a failure or defect in a product or service whose supply or delivery is not the responsibility of the Service Provider or any of its subcontractors;
- for facts and/or data that do not fall within the scope of the services and/or are not an extension thereof;
- in the event that the results of the services are used for a purpose or in a context different from that in which the services were provided, the recommendations are implemented incorrectly, or the Service Provider’s reservations are not taken into account;
- in the event that the Client’s Instagram account is blocked or deleted, or in the event of any other sanction that Instagram may impose on the Client.
The Service Provider cannot be held responsible for the content of the posts or for the management of the Client’s Instagram account, which are the Client’s sole responsibility.
The Service Provider is not liable for its insurers, nor for indirect damages, nor for loss of earnings, loss of opportunity, or loss of expected profits, nor for the financial consequences of any legal actions brought by third parties against the Client.
Article 19
Relationship with Instagram
The Service Provider declares that it has no relationship of any kind whatsoever with Instagram or its partners. The Solution operates independently of Instagram and is not intended to harm it.
The Client expressly acknowledges that the Solution has not been approved by Instagram and declares that it was informed of this prior to signing this contract.
Article 20
Conformity – Latent Defect
The Service Provider warrants to the Client against any lack of conformity of the services and any latent defect resulting from a defect in the design or provision of such services, excluding any negligence or fault on the part of the Client. In any event, should the Service Provider be held liable, the Service Provider’s warranty would be limited to the amount (excluding VAT) paid by the Client for the provision of the services.
Article 21
Claims
All claims, whether made out of court or through legal proceedings, relating to the performance of the services must be filed within 6 months of the end of the service’s performance.
Article 22
Right of Withdrawal
Since the Client is a professional making a purchase within the scope and for the purposes of their profession, the right of withdrawal provided for in the French Consumer Code does not apply.
Article 23
Personal Data
In accordance with French Law No. 78-17 of January 6, 1978, as amended (known as the French Data Protection Act, “loi Informatique et Libertés”), and the General Data Protection Regulation 2016/679 of April 27, 2016 (“GDPR”), personal data concerning the Clients is processed electronically by the Service Provider, acting as the data controller, in particular to:
- perform operations related to the management of the Client’s Instagram account; facilitate the identification of Clients for billing and communication purposes in connection with the implementation of the Solution; inform the Client of any changes made to the Service Provider’s services and improve them; and conduct marketing activities and statistical analyses.
The Clients’ personal data is stored either in the Service Provider’s databases in France or in those of its service providers, which are located within the European Union.
This data is retained for the period strictly necessary to fulfill the purposes set out above. Every person has the right to access, correct, and transfer their personal data, as well as the right to have it erased or its processing restricted; the right to object to the processing of their data on legitimate grounds; and the right to withdraw their consent at any time.
Finally, everyone has the right to file a complaint with a supervisory authority and to provide instructions regarding what happens to their personal data after their death.
These rights may be exercised by email to the designated address: support@agence-ovb.fr or by mail to Agence OVB, 761 rue Nationale, 69400 Villefranche-sur-Saône, subject, where applicable, to proof of the data subject’s identity.
Article 24
Assignability and Subcontracting
The Service Provider reserves the right to assign all or part of the performance of the services to service providers that meet the same qualification requirements.
If the service requires specific technical skills, the Service Provider will inform the Client of the possibility of subcontracting part of the service. The subcontractor will then act under the sole responsibility of the Service Provider and will agree to keep confidential all information that comes to its attention in the course of providing the services.
Article 25
Force Majeure
Any circumstances beyond the control of the parties that prevent them from fulfilling their obligations under normal conditions are considered grounds for exemption from the parties' obligations and result in the suspension of those obligations.
The party invoking the circumstances referred to above must immediately notify the other party of their occurrence and of their cessation.
Any unavoidable facts or circumstances external to the parties, unforeseeable, unavoidable, beyond the parties’ control, and which the parties cannot prevent despite all reasonably possible efforts, shall be considered cases of force majeure. Specifically, in addition to those generally recognized by the case law of French courts and tribunals, the following are considered cases of force majeure or fortuitous events: disruption of transportation or supply chains, earthquakes, fires, storms, floods, lightning, and the shutdown of telecommunications networks or difficulties specific to telecommunications networks beyond the control of the clients.
The parties will consult with each other to assess the impact of the event and agree on the conditions under which performance of the contract will continue. If the force majeure event lasts more than three months, these Terms of Service may be terminated by the affected party.
Article 26
Changes
The Service Provider reserves the right to make any changes it deems necessary to these Terms of Service.
Article 27
Partial Invalidity
If one or more provisions of these Terms of Service are found to be invalid or declared as such pursuant to a law or regulation or following a final decision by a competent court, the remaining provisions shall remain in full force and effect.
Article 28
No Waiver
The fact that one of the Parties does not rely on a breach by the other Party of any of the obligations set forth in these Terms of Service shall not be construed in the future as a waiver of the obligation in question.
Article 29
Governing Law
These Terms of Service are governed by French law. They are written in French. If they are translated into one or more languages, only the French text shall be authoritative in the event of a dispute.
Article 30
Disputes
The Parties agree to seek an amicable resolution to any dispute that may arise from the performance of the services. Any dispute arising from this contract, particularly with respect to its interpretation, performance, and termination, shall be subject to the exclusive jurisdiction of the courts within the territorial jurisdiction of the Lyon Court of Appeal.