LEGAL

Terms &
Conditions

Last updated: March 26, 2026

1. Who we are

izzy.agency is a software studio based in France. We design, build, and ship software products for companies that take their technology seriously. These terms govern any engagement between izzy.agency ("we", "us", "the Studio") and the client ("you").

2. Scope of services

We provide software development, AI product engineering, product design, brand identity, cloud infrastructure, and technical consulting. The exact scope, deliverables, timeline, and pricing for each engagement are defined in a separate Statement of Work (SOW) signed by both parties before work begins.

If it's not in the SOW, it's not in scope. Scope changes are handled through a written change request with an updated quote.

3. Engagement & payment terms

Our engagements typically range from $40,000 to $200,000 depending on scope and duration. All projects are quoted at a fixed price after a scoping session. We don't do hourly billing.

  • Deposit: 30% of the total project fee is due upon signing the SOW, before work begins.
  • Milestones: Remaining payments are tied to delivery milestones defined in the SOW.
  • Final payment: Due within 14 days of final delivery acceptance.
  • Late payments: Invoices unpaid after 30 days incur a late fee of 1.5% per month, plus a fixed recovery fee of 40 EUR as per French law (Article L441-10 of the French Commercial Code).
  • Currency: All invoices are issued in EUR or USD as specified in the SOW.

4. Intellectual property

Upon full payment, all custom code, designs, and deliverables created specifically for your project are assigned to you. You own them outright.

We retain ownership of:

  • Pre-existing tools, libraries, and frameworks we bring to the project.
  • General knowledge, techniques, and methodologies developed during the engagement.
  • Open-source contributions made as part of the work (which benefit everyone, including you).

We may use anonymized descriptions of the work in our portfolio and case studies, unless you explicitly opt out in writing.

5. Confidentiality

Both parties agree to keep confidential any proprietary information shared during the engagement. This includes business plans, technical architecture, user data, pricing models, and any information marked as confidential.

Confidentiality obligations survive for 3 years after the engagement ends. Standard exceptions apply: information that becomes public through no fault of the receiving party, was already known, or is required by law to be disclosed.

6. Warranties & liability

We warrant that our work will be performed with professional skill and care, and that deliverables will substantially conform to the agreed specifications for 60 days after delivery.

We will fix bugs and defects covered under this warranty at no additional cost. Beyond the warranty period, maintenance and support are available under a separate retainer agreement.

Limitation of liability: Our total liability for any claims arising from an engagement is limited to the fees actually paid by you for that specific project. We are not liable for indirect, incidental, or consequential damages, including lost profits, lost data, or business interruption.

7. Client responsibilities

You agree to:

  • Provide timely feedback and approvals as outlined in the project timeline.
  • Supply all necessary content, credentials, and access required for delivery.
  • Designate a single point of contact authorized to make decisions on your behalf.

Delays caused by late client feedback may shift the project timeline. We'll flag blockers early and work with you to get things moving.

8. Termination

Either party may terminate the engagement with 14 days' written notice. In the event of termination:

  • You pay for all work completed up to the termination date.
  • We deliver all work-in-progress and source code produced to date.
  • The initial deposit is non-refundable once work has begun.

We reserve the right to terminate immediately if payments are more than 30 days overdue, or if the client engages in conduct that materially hinders delivery.

9. Force majeure

Neither party is liable for delays or failures caused by events beyond reasonable control, including natural disasters, pandemics, government actions, internet outages, or infrastructure failures. The affected party must notify the other promptly and make reasonable efforts to mitigate the impact.

10. Non-solicitation

During the engagement and for 12 months after its conclusion, neither party shall directly solicit or hire employees or contractors of the other party who were involved in the project, without prior written consent.

11. Governing law & disputes

These terms are governed by the laws of France. Any disputes arising from or related to these terms or an engagement shall be submitted to the exclusive jurisdiction of the French courts.

Before initiating legal proceedings, both parties agree to attempt resolution through good-faith negotiation for a minimum of 30 days.

12. Changes to these terms

We may update these terms from time to time. The version in effect at the time your SOW is signed applies to that engagement. Material changes will be communicated directly to active clients.

Contact

Questions about these terms? Reach out at [email protected].