GENERAL TERMS AND CONDITIONS OF SALE OF WINES SARL WINEGROWERS ASSOCIATED PROPERTIES ON 01.01.2020
Article 1: Validity of agreements
Any order implies by right acceptance of these terms of sale and renunciation by the client to his own terms of purchase, whatever the terms, even if the client would have sent to SARL VIGNERONS PROPRIÉTÉS ASSOCIES conditions of purchase or another document containing a symmetrical provision to the above. No particular condition that derogates from common law will be opposable if it has not been accepted in writing by SARL VIGNERONS PROPRIÉTÉS ASSOCIES The fact that we do not prevail at a given time of any of the provisions of our general conditions of sale, cannot be interpreted as a modification of the said general conditions of sale, nor a renunciation to prevail ourselves later on of any of the said conditions.
Article 2 : Acceptance of orders
For any order, whether it comes to us directly or through a representative or commercial agent, we are only committed to it if it has been expressly confirmed by us in writing. It shall include in particular the date, name or company name of the purchaser, as well as the date and exact place of delivery if the address is different from the billing address. It will specify the references of our products, their prices and the consequent transport and packaging costs. The products are offered within the limits of available stocks. SARL VIGNERONS PROPRIÉTÉS ASSOCIES cannot be held responsible for a possible out-of-stock condition which would lead to a delay in the delivery of the order. In case of unavailability of one or more products after the validation of the order, SARL VIGNERONS PROPRIÉTÉS ASSOCIES undertakes to inform the customer by e-mail as soon as possible. In agreement with the customer, SARL VIGNERONS PROPRIÉTÉS ASSOCIES may modify the order of the unavailable products.
Article 3 : Prices
Unless otherwise stipulated, the prices of our products are those in force on the date of their departure from the cellar of SARL VIGNERONS PROPRIÉTÉS ASSOCIES. No discount, rebate or rebate constitutes an acquired right for the buyer, even if it has been previously and exceptionally granted, whatever their number or importance.
Article 4: Terms of payment
All payments, whatever the method, must be sent to our administrative department at 32 route de la cave 30420 Calvisson. Unless otherwise stipulated, our invoices are payable: either in cash or by bills of exchange which must be accepted within 48 hours. For our products subject to the consumption rights provided for in article 403 of the General Tax Code, each order will be the subject of an invoice which will be payable, principal, costs, duties and taxes included, in accordance with the Law of 31 December 1992, 30 days at the latest after the end of the month of delivery. No deduction on payment, nor any modification in the form of a rectifying debit may be made by the customer for any reason whatsoever. In the event that payments or acceptance of one of the drafts are not made on the due date, any sum due for the order in question or all other sums due to SARL VIGNERONS PROPRIÉTÉS ASSOCIES of any nature whatsoever, shall become immediately payable regardless of the conditions previously agreed upon and without any formal notice from us. In the event of late payment or partial payment, the sums due shall automatically and without formal notice bear interest at twice the legal interest rate, without this clause prejudicing the due date of the debt. Late payment is that which occurs more than 30 days after the end of the month of delivery, as provided for by the Law of 31 December 1992. Any calendar month commenced is due in full with regard to the payment of interest. In addition, any delay in payment automatically entails, at the expense of the purchaser, an indemnity fixed, as a penalty clause, at 15% of the amount of the unpaid invoice. Deliveries will be suspended until full payment of all sums due with the related interest. Decree no. 2012-1115 of 2 October 2012 setting the amount of the fixed indemnity at 40 € for collection costs in commercial transactions provided for in Article L. 441-6 of the French Commercial Code will be applied.
Article 5: Shipping
Our goods travel at the risk and peril of the recipient, regardless of the mode of transport or the method of payment for the transport, carriage paid or carriage forward. Consequently, if there is loss, missing, damage or delay, it is against the carrier that the buyer must exercise his recourse. Also, in the event of a delay in shipment, no cancellation or termination can be considered valid. Withdrawal of the goods cancels any recourse against the shipper. Our liability is limited to defects in materials, manufacturing defects or other errors caused by us. We can only be held liable for replacement under the conditions under which our supply was made and without compensation. If the dispatch of our products is delayed due to the customer's fault, an invoice will be drawn up, payable in accordance with the conditions of this contract of sale. We reserve the right to invoice storage costs. In the case of shipments in acknowledgement of receipt, it is the responsibility of the recipient to have the acknowledgement of receipt unloaded on receipt.
Article 6 : Delivery time
Delivery times are purely indicative. Possible delays cannot give rise to the cancellation of the order, penalties or damages. The buyer may not change the destination or the place of delivery without our prior consent.
Article 7: Claims
Any dispute, in order to be admissible, must be made by registered letter with acknowledgement of receipt, within eight days of receipt of the goods. Failing this, each delivery made is considered to be accepted without reservation. Under no circumstances may the buyer return goods for examination without the authorisation of the seller. The return must then be made upon receipt of the return authorisation. If the complaint proves to be justified, the return will be subject to an exchange or, if this is impossible, a credit note.
Article 8: Transfer of risks / Retention of title clause
The goods travel at the risk and peril of the recipient buyer, regardless of the mode of transport or the method of payment for the transport. For goods to be collected from the cooperative of SARL VIGNERONS PROPRIÉTÉS ASSOCIÉS by the buyer, the transfer of risk takes place as soon as the goods are made available to the buyer. It is expressly stipulated as an essential condition of this sale that the transfer of ownership of the goods delivered is suspended upon full payment of its price by the buyer (Law No. 80335 of 12 May 1980 as amended). In the event of total or partial non-fulfilment of the obligation to pay the price, the buyer has the obligation to immediately return the goods received in execution of the sale to the seller at his own expense, upon the latter's formal notice. If the buyer fails to fulfil this obligation to return the goods immediately, he may be forced to do so by an interim order of the President of the Commercial Court of NÎMES authorising, in application of this retention of title clause, the seller to take back the goods at the expense of the buyer in any place and at the latter's exclusive expense. SARL VIGNERONS PROPRIÉTÉS ASSOCIES may also claim in the hands of the sub-purchasers the price or part of the price of the goods sold by it with a retention of title clause which has not been paid, settled in value or offset in a current account between the buyer and his sub-purchasers. To exercise this right, the buyer undertakes to provide SARL VIGNERONS PROPRIÉTÉS ASSOCIES, without delay and upon first request, all useful information or documents concerning its sub-purchasers (identity, state of sale, method and deadline of payment, etc...).
Article 9: Termination
In any case, in the event of failure by the buyer to meet one or more of his obligations, SARL VIGNERONS PROPRIETES ASSOCIES reserves the possibility: - either to suspend the execution of the contract, or to consider it as automatically terminated, all without prejudice to his rights to damages and interest, after simple formal notice addressed to the buyer. - If down payments have been made by the buyer, they will be retained as damages by SARL VIGNERONS PROPRIETES ASSOCIES.
Article 10: Jurisdiction clause
Any disputes relating to the execution or interpretation of this contract will be the exclusive jurisdiction of the Commercial Court of NÎMES, and the same will apply in the event of an appeal in warranty, incidental claim or multiple defendants. Acceptance of a bill of exchange does not affect this provision.
Article 11: General Data Protection Regulations
In accordance with articles 39 and following of law n° 78-17 of 6 January 1978 modified, relating to data processing, files and liberties, any person may obtain communication and, if necessary, rectification or deletion of information concerning you, by contacting the department concerned.
Article 12 : Applicable law
The contract is governed by French law to the exclusion of all others.