Provisions applicable to all products of NovAgency Co., Ltd – International Web Agency

1. Designation
NovAgency Co.,Ltd is a company registered in the DBD of Chonburi.
The following designations relate to it: Novagency, Novagency.ch, Novagency International Web Agency.

2. Scope of application
These general terms and conditions of sale (GTC) apply to all products and services provided by NovAgency Co., Ltd (hereinafter “the service provider”).

3. Entry into force, duration, termination, and period covered
– The contract comes into effect as soon as the order is placed, whether online, by email or by any other means.
– Each contract is concluded for a period of one year, with tacit renewal from year to year, unless termination is notified at least 30 days before the end of the contractual period.
– The 12-month period covered by the subscription (maintenance package) begins
 . on the 1st of the month in which the invoice was issued if it is issued within the first 10 days of the month
 . on the 1st of the following month otherwise.

4. Initial provision and discharge provision
- A initial provision A deposit of CHF 250.– is required for each contract upon ordering. It includes:
 . a deposit of CHF 150.- on the creation
 . a discharge provision for exit fees.
– The entire initial deposit remains in all cases acquired by Novagency as a file opening fee.
– The release provision includes the exit transfer fees and entitles the holder to:
   a) in the event of non-renewal announced within the specified time frame:
     . the free delivery of a transfer file;
     . keeping the site online for an additional 30 days (provided your domain name is still active)
   b) in case of late notification:
     . the delivery of the first transfer file at the reduced price of CHF 50.– (instead of CHF 100.–).

5. Initial Billing
– The invoice for the full amount or the remaining balance due may be issued (and is deemed due) if:
• The site is ready to be published, but NovAgency does not receive validation or rejection within 7 days of its request
• NovAgency does not receive the requested information (texts, images) within 7 days of its request
– All our invoices are sent to the customer only by email and/or WhatsApp.
– The full amount remains due, even if the online launch is postponed at the client's request.

6. Renewals
– Unless terminated within the time limit, the subscription is automatically renewed for 12 months.
– Renewal invoices are sent between 40 and 15 days before expiry.
– The full amount of the renewal remains due if the contract has not been terminated within the required timeframe.

7. Deadlines
– The due date is indicated on each invoice.
– The date indicated is the due date for collection, not payment; this means that payment must be received by the service provider no later than 12:00 on the due date indicated.
– If the full amount due has not been received by that date:
  . A service suspension may be applied (suspension of website publication).
  . Additional recommissioning fees may apply.

8. Reminders and follow-up
– A deadline reminder can be sent a few days before the deadline, in order to avoid any automatic blocking of the site.
– In case of non-payment, a reminder may be sent.
– All reminders are sent exclusively by email and/or WhatsApp to the customer.
– Beyond 30 days, NovAgency reserves the right
 . to initiate legal proceedings
 . to charge CHF 150.– in administrative fees in addition to the costs of enforcement, the amounts due and the costs of re-establishing service if it has to be reactivated.

9. Installment payments
– Any payment in installments is subject to the prior agreement of Novagency Co.,Ltd.
– No payment plan will be possible for a balance due of less than CHF 800.-
– The balance due and annual subscriptions can be paid in 1, 2, 3, or 12 installments.
– In the case of payment in installments, an increase in the total price is calculated
   (respectively 5%, 10%, or 20%), and the amount of each fraction is rounded up to the nearest ten.
– In the case of payment in 12 monthly installments:
 . An initial lump sum payment of CHF 400 is required upon ordering (in addition to the deposit).
 . The balance is calculated in 11 monthly installments.
– The first monthly payment is due as soon as the site is ready to go online.
– Payment must be made no later than the 1st of each month.
– In case of default of payment:
 . The service may be suspended without notice.
 . A recommissioning fee of CHF 100.– may be charged.

10. Suspension
– Any site not paid on the due date may be suspended without notice.
– The suspension does not release the customer from his payment obligation.

11. Lifting of suspension
– Restoring a suspended site online requires payment of the initial invoice and a fixed fee of CHF 100.
– The online re-upload is completed within 3 working days following payment.

12. Normal termination
– The customer can terminate their contract in writing, by email or simply via WhatsApp, no later than 30 days before the expiry of their current subscription without any fees being applied.
– The customer can request immediate or deferred termination of the service.
– Once the renewal is announced, the technology monitoring service is maintained, but requests for site modifications are no longer accepted.
– In the event of cancellation of subscription the service may, depending on technical needs, be stopped as early as 30 days before its expiry date. 
– Without major technical needs (domain name renewal during this period, for example): 
 . the service will remain active at least 10 days before the subscription expires
 . After this date, the site may be closed at any time. 

13. Late Termination
– In the event of cancellation after the notice period but before the payment due date, a flat fee of CHF 180 will be charged to cover renewals of products already processed and administrative procedures, or CHF 100 if no products have yet been renewed. Furthermore, the website will be immediately deactivated and marked as "no longer active.". 

14. Transfer upon termination
In the event of termination, the customer may request certain elements related to their site:
– Domain names : transferred free of charge upon request, if managed by NovAgency.
– Site Content : delivered within 5 days, stripped of NovAgency-exclusive elements, via one of the following formats: raw WordPress export, All in One WP Migration, or WPvivid Backup. Administrator access (username + password) is provided.
– Transfer fees : CHF 100.– for the first file, CHF 50.– for each additional file.
• First file free if the non-renewal is announced within the deadlines and there has been a deposit of the provisional discharge.
• First file charged CHF 50.– in case of late notification and if there has been a deposit of the discharge provision.
• Shipment is conditional upon payment of all amounts due.
– Technical limitations : depending on the size of the site, some exports may require a premium version of the plugin used. This license remains the responsibility of the customer.
– Responsibilities : NovAgency does not guarantee site reinstallation or troubleshooting for any issues related to its import. Certain tools (e.g., Divi, Elementor, or specific plugins) may be required.
– Intellectual property : the design and structure of the site remain the exclusive property of NovAgency, which reserves the right to reuse them. The client may not use them without prior written consent.

15. Intellectual Property
– The client holds the intellectual property rights to the texts and images it provides.
– It has a right of use on the other elements integrated into the site.
– NovAgency remains the exclusive owner of the design and structure of the site.

16. Security Measures
NovAgency implements the security measures it deems appropriate and reasonable to protect the websites, servers, and data under its management. These measures may include security monitoring, the regular application of updates, the use of intrusion detection and prevention tools, and any other technical or organizational measures deemed relevant.
However, no computer system can be guaranteed to be completely invulnerable, and NovAgency does not guarantee the absolute absence of vulnerabilities, intrusions, malware, or cyberattacks.

17. Intervention in case of intrusion or compromise
In the event of suspicion or confirmation of an intrusion, hacking or any other security breach, NovAgency will endeavor, to the extent of its technical capabilities and available information, to limit the consequences of the incident and to carry out the cleaning or restoration operations it deems appropriate.
The Client acknowledges, however, that certain attacks may cause irreversible damage to the site or its data, and that complete cleanup cannot be guaranteed. In some cases, total or partial reconstruction of the site or the creation of a new site may be the only technically feasible solution.

18. Limitation of Liability
NovAgency cannot be held responsible for the occurrence of a cyberattack, intrusion, malware infection or any other compromise resulting in particular from the evolution of computer threats, an unknown vulnerability, a third-party service, Client behavior or an event beyond its reasonable control.
Similarly, NovAgency cannot be held liable for any direct or indirect consequences that may result from such an incident, particularly with regard to:
. the loss, alteration or disclosure of data
. the temporary or permanent unavailability of the site
. the display of unauthorized content
. the ranking or deranking of the site in search engines
. Sending fraudulent emails or messages
. registration on blacklists
. any damage to the image, reputation or business of the Client
. any resulting financial or commercial loss

19. Services excluded from the maintenance subscription
The maintenance subscription includes routine maintenance, security monitoring, and the implementation of reasonable preventative measures designed to reduce the risk of compromise.
However, all services required as a result of an intrusion, hacking, malware infection or any other security incident — including searches, analyses, cleanups, restorations, reconstructions, migrations, site recreations or similar interventions — are excluded from the subscription and may be subject to additional billing according to the applicable rate.

20. Web and email hosting
– The sites are hosted on shared Infomaniak SA servers (Switzerland).
– NovAgency can also manage email hosting at the client's request.

21. Domain name
– The customer is invited to remain the owner of his domain names.
– At its request, NovAgency can manage the domain by transfer or as administrator.
– The customer guarantees that his choice of domain name respects the rights of third parties (trade, trademark, copyright).

22. Service Availability
– Services available 24/7 except for technical interruptions or maintenance.
– NovAgency is not responsible for unavailability attributable to third parties.

23. Assistance and support
– Assistance available 6 days a week, from 8:30 a.m. to 9:30 p.m.
– In case of high demand, a message or an appointment may be requested.

24. Updates
– Includes: changes to existing texts/images and small additions.
– Excluded: structural redesigns (adding pages or large content), invoiced separately.

25. Access to content
– The customer can obtain modification access to his site.
– Certain sensitive accesses (critical plugins, FTP, theme) may be excluded for security reasons.

26. Published Content
– The customer is solely responsible for the content of his site.
– Content must comply with the law and not be defamatory, offensive, pornographic, inciting hatred or contrary to public morality.
– NovAgency may suspend a site in the event of non-compliance.

27. Legal notices and confidentiality
– Only the legal notices and privacy policies drawn up by NovAgency are valid.
– The client can add an addition but not modify the texts provided.
– These texts remain the property of NovAgency and may not be copied without written permission.

28. Amendment of the General Terms and Conditions and duty to consult
– These General Terms and Conditions of Sale (GTC) are published on the official NovAgency website in their most recent version. This version constitutes the only legally binding version between the parties.
– The Client acknowledges having been expressly informed that the General Terms and Conditions are subject to change or updates in order to take into account changes in services, technical requirements, legal constraints or any other necessity related to the activity of NovAgency.
– The Client agrees to regularly consult the General Terms and Conditions published on the NovAgency website, at least once a month. The main modifications and their effective dates are indicated at the top of the document.
– In the event of disagreement with a modification of the Terms and Conditions, the Client undertakes to inform NovAgency without delay in writing, in particular by email or by WhatsApp message.
– In the absence of a written objection expressed within a reasonable time after the publication of the new General Terms and Conditions, and by continuing to use the services of NovAgency, the Client is deemed to accept the General Terms and Conditions thus updated.
– This provision does not deprive the Client of the mandatory rights that would be granted to him by the applicable legislation.