General terms and conditions
Article 1 - Acceptance of the general conditions of sale
Unless otherwise agreed in writing by CHÂTEAU DE RESPIDE to its customers, its sales are always made under the conditions described below, which constitute the law of the parties and which prevail over any other document emanating from the customer. Consequently, the order placed by the customer entails the latter's unreserved adherence to these general conditions of sale which the customer acknowledges fully knowing and accepting in all their provisions.
These general conditions of sale apply in their entirety to all sales made subsequent to their communication to the customer and they cancel and replace all previous provisions appearing on any CHÂTEAU DE RESPIDE document.
Article 2 - Order regime
2.1: reception and acceptance
Orders will be sent to CHÂTEAU DE RESPIDE, by mail or e-mail or via the e-shop and will possibly be the subject of disputes by CHÂTEAU DE RESPIDE by the same means. CHÂTEAU DE RESPIDE undertakes to contest all or part of the orders placed within a maximum period of eight (8) days from the date of receipt of the order. If the order is not contested within this period, the order will be considered accepted and the sale will be deemed to have been made.
CHÂTEAU DE RESPIDE reserves the right to refuse, reduce or split any order from the customer showing an abnormal nature in terms of quantity or in the event of a shortage of stock or a necessary quota measure taking into account the fact that the products sold are subject to the rules applicable to controlled designation of origin and protected geographical indication products, they are by nature limited in their quantity, after notifying the customer in writing, without this giving him the right to any compensation. or damage and interest of any kind.
2.2: Cancellation and modification
The order not contested by CHÂTEAU DE RESPIDE under the conditions set above cannot subsequently be the subject of any modification, cancellation or postponement of the deadline, unless expressly accepted in writing by CHÂTEAU DE RESPIDE. The cancellation of an order not contested by CHÂTEAU DE RESPIDE will result in immediate liability for damages for its benefit.
Article 3 – Price
The prices appearing in the prices, catalogs or any other document issued by CHÂTEAU DE RESPIDE are given only as an indication and without guarantee of duration. CHÂTEAU DE RESPIDE reserves the right to modify the price of its products at any time, it being specified that in the event of a price variation, the applicable price will be that in force on the date of receipt of the order.
The prices indicated by CHÂTEAU DE RESPIDE are understood, unless otherwise specified, exclusive of taxes, net of any discount for packaged products, delivered to the premises of CHÂTEAU DE RESPIDE, excluding transport costs.
The prices of products sold by CHÂTEAU DE RESPIDE may be subject to price reductions under conditions specified in the price lists established by CHÂTEAU DE RESPIDE.
Article 4 - Shipping and delivery conditions - transfer of risk
The delivery times indicated on any document emanating either from CHÂTEAU DE RESPIDE, or from the customer, always apply to products made available to the customer in the cellars of CHÂTEAU DE RESPIDE, regardless of the terms of transport and payment of the cost of transporting the products.
The delivery times shown on the customer's orders and on the contractual documents are given for information and indicative purposes only.
Any delay in delivery may in no case constitute a reason for order cancellation or refusal of delivery and give rise to the payment by CHÂTEAU DE RESPIDE of damages, late penalties, indemnities or costs of any kind, when even the opposite would be provided for in the client's documents.
Delivery is considered to have been made either by direct collection from the customer, or by delivery of the products in the cellars of CHÂTEAU DE RESPIDE to a carrier appointed by the customer, unless otherwise agreed in writing with the customer.
In the event of international sales, these are carried out EX Works Respide, according to the definition given by the INCOTERMS 2010, with all the resulting obligations for the parties, unless otherwise agreed in writing with the customer.
The products produced by CHÂTEAU DE RESPIDE travel at the risk and peril of the recipients, the responsibility of CHÂTEAU DE RESPIDE being automatically released upon delivery of the products to the premises of CHÂTEAU DE RESPIDE, regardless of the mode of transport and the terms of payment. the price of transport, unless otherwise agreed in writing with the customer. In the event of lack of or damage to transport, the customer must exercise his recourse against the carrier within the legal periods and forms in accordance with the provisions of Articles L 133-3 and L 133-4 of the Commercial Code and must mention his reservations or complaints. on the delivery slip.
If the customer has not acted against the carrier within the time limits and in the forms mentioned above, CHÂTEAU DE RESPIDE will be exempt from all liability.
Article 5 - Receipt of products – responsibilities
Without prejudice to the arrangements to be made by the customer with regard to the carrier as described in the previous article, the customer must imperatively check, upon receipt, the number, condition and conformity of the products delivered.
In the event of deterioration, lack of conformity or missing items, any complaint on the products delivered will only be accepted by CHÂTEAU DE RESPIDE if it is made by registered letter with acknowledgment of receipt within 8 days from the date of the date of receipt of the products by the customer.
After this 8-day period, the products will be deemed to conform to what had been ordered and no complaint will be accepted by CHÂTEAU DE RESPIDE, which will be released from any responsibility for the conformity, condition and number of products delivered.
In the event of a complaint from the customer, the latter must provide all supporting documents as to the reality of any lack of conformity, deterioration or missing items observed and must leave all facilities to CHÂTEAU DE RESPIDE to carry out or have carried out by any third party designated by it, all the findings which it deems necessary.
If, after checking by him, a lack of conformity, a deterioration or a missing one is indeed noted by CHÂTEAU DE RESPIDE or its agent, the customer can only ask for the free replacement or the refund of the nonconforming or deteriorated products and / or the supply of additional products to fill the gaps.
Lack of conformity, deterioration or missing items may in no case give rise to the customer's benefit in the payment of any costs, compensation, damages and interest of any kind whatsoever and may in no case justify the cancellation of the order.
Any complaint made by the customer under the conditions and in accordance with the methods described in this article does not suspend the customer's obligation to pay for the products delivered.
CHÂTEAU DE RESPIDE will be released from all or part of its obligations without being able to claim damages if there are fortuitous events or force majeure preventing or delaying the production or delivery of the products. In the event of a case of force majeure, CHÂTEAU DE RESPIDE undertakes to notify the customer as soon as possible in writing.
CHÂTEAU DE RESPIDE reserves the right to interrupt deliveries and cancel orders from customers who do not respect, with regard to the products sold, all the legislative and regulatory provisions inherent in economic law and in particular with regard to the resale at a loss, traceability and food safety.
Article 6 - Payment terms
6.1 Payment terms
Payment for products sold by CHÂTEAU DE RESPIDE is made, for professionals, net and without discount when ordering or within 30 days of the end of the month (end of the month of expiry of 30 days) from the date of issue. of the invoice according to the deadlines granted by CHÂTEAU DE RESPIDE for each sale. For individuals, as well as for any order, the price is payable net and without discount when ordering.
Unless otherwise agreed in writing with the customer, no discount will be granted in the event of early payment.
The customer is prohibited from making any set-off in order to proceed with the payment of the sums due to CHÂTEAU DE RESPIDE, payment by set-off being assimilated to a default of payment.
6.2 Late penalties
In the absence of total or partial payment of the price on the due date resulting from the period provided for in these general conditions of sale or appearing on the invoices, the customer will be liable by operation of law for a late payment penalty equal to the rate of the ECB at its most recent refinancing operation, increased by 10 points, it being specified that, in accordance with Article L. 441-6 of the Commercial Code, late payment penalties run from the day following the date of payment appearing on the invoice , without a reminder being necessary.
6.3 Lump sum compensation for recovery costs
The customer must reimburse CHÂTEAU DE RESPIDE for all administrative and internal costs caused by the recovery of unpaid sums. The lump sum compensation of € 40 is due automatically from the first day of late payment, for each invoice unpaid on that date. CHÂTEAU DE RESPIDE may, where applicable, justify higher costs which will then be payable by the customer.
6.4 Penalty clause
The customer will also be liable for compensation of 10% of the sums remaining due on the date of the first payment default, as a penalty clause for any payment default or late payment.
6.5 Other consequences of a payment incident
Any payment incident will authorize CHÂTEAU DE RESPIDE to automatically suspend the execution of all other orders in progress without the customer being able to claim any damages or indemnities of any kind and will result in immediate liability for any sum remaining due. by the customer to CHÂTEAU DE RESPIDE.
Finally, non-payment of invoices on time will result in the loss of all discounts or rebates not yet paid on the day of the discovery of the default and the modification of payment deadlines, any invoice having to be paid in cash when ordering. and current invoices, even unmatured ones, becoming immediately due.
In the event of non-payment of the price eight days after a formal notice sent by registered letter with acknowledgment of receipt and which remains unsuccessful, the sale will be automatically terminated if it sees fit to CHÂTEAU DE RESPIDE, which may then request the return of the products. without prejudice to any other damages. The costs incurred by the return of the products will be borne by the customer.
Article 7 - Retention of title
When the products sold are not fully paid upon delivery, CHÂTEAU DE RESPIDE retains ownership of them until full payment of the price in principal, costs and corresponding accessories.
These provisions do not preclude the transfer to the customer, upon delivery, of the risk of loss and deterioration of the products sold as well as the damage they could cause.
The customer, who has custody of products not fully paid for, undertakes to keep them in perfect condition, to inform CHÂTEAU DE RESPIDE of the place where they are delivered and to keep them at their disposal. The customer undertakes to allow the identification and the claim of the products at any time, it being specified that the products in stock at the customer are irrefutably deemed to be unpaid products.
In the event of seizure, or any other intervention by a third party on the products, the customer must inform CHÂTEAU DE RESPIDE as soon as possible in order to allow him to oppose it and to preserve his rights.
The customer is prohibited from pledging or assigning as a guarantee, the ownership of products not fully paid for and more generally from granting any right whatsoever to the ownership of products not fully paid.
Article 8 - Territorial jurisdiction clause - applicable law
By express agreement between the parties, the Commercial Court of Bordeaux will have sole jurisdiction for all disputes or for all procedures related to the formation, execution or interpretation of these general conditions of sale and for all sales operations. CHÂTEAU DE RESPIDE's products, whether it is a main claim, a warranty appeal or forced intervention, even in the event of multiple defendants and summary proceedings.
These general conditions of sale and the sales concluded in execution thereof are subject, within the framework of international or community sales, to French law, which is expressly accepted by the customer.