TERMS AND CONDITIONS OF SALE
Presentation of AA SPONTANE TEXTILES
AA SPONTANE TEXTILES, a simplified joint stock company with a single shareholder and a capital of 2,000 euros, registered in the Nantes Trade and Companies Register under number 891 022 352, with its head office at 7, impasse du Corbon, 44115 Basse-Goulaine (hereinafter referred to as ” “), offers a selection of clothing products for sale.
AA SPONTANE TEXTILES can be contacted at the above address, by telephone at 0698422004 or by e-mail at spontanetextiles@gmail.com AA SPONTANE TEXTILES answers telephone calls and takes into account requests sent by post or e-mail on working days, Monday to Friday, from 8:30 a.m. to 6:30 p.m., Paris time.
Scope of application
These general terms and conditions of sale (hereinafter referred to as the ” “) apply in their entirety by operation of law and constitute the essential and determining conditions of any offer of sale and of any sale by AA SPONTANE TEXTILES to any professional customer (hereinafter referred to as the ” “), concerning its products, for delivery in Metropolitan France and throughout Europe.
Formation of contract
AA SPONTANE TEXTILES systematically communicates its General Terms and Conditions to any customer wishing to order its products.
Any order materializes the acceptance without reserve of the present GCS.
The sales contract is composed of the present GTCS as well as the quotation drawn up by AA SPONTANE TEXTILES and accepted by the Customer and/or, where applicable, the order placed by the Customer and accepted by AA SPONTANE TEXTILES.
Any special conditions mentioned in the quotation drawn up by AA SPONTANE TEXTILES shall prevail over these GTC.
Any special conditions indicated in the Customer’s order shall prevail over these GTC if they have been expressly accepted by AA SPONTANE TEXTILES.
The sale is deemed concluded on the date of acceptance of the quotation by the Customer or acceptance of the order by AA SPONTANE TEXTILES.
Prices
Product prices are available on request from the Customer to AA SPONTANE TEXTILES.
Delivery rates are indicated by AA SPONTANE TEXTILES in its quotation or communicated to the Customer on request.
Order
All orders must include the list and quantity of products ordered, the prices communicated by AA SPONTANE TEXTILES and include the Customer’s stamp and the signature of a person with authority to bind the Customer. In the event that AA SPONTANE TEXTILES has drawn up a prior estimate, the order must refer to it.
Any order received by AA SPONTANE TEXTILES under these conditions is deemed firm and final.
AA SPONTANE TEXTILES has a period of seventy-two (72) hours from receipt of the order to refuse or validate it by any means. The validation of an order cannot result from the silence of AA SPONTANE TEXTILES at the end of this period.
In the event of a request for modification of the order, AA SPONTANE TEXTILES will make its best efforts to take it into account if it is received before the start of its execution. Any request for modification of the order will not be taken into account if it is received by AA SPONTANE TEXTILES after its execution has begun.
Delivery
AA SPONTANE TEXTILES informs the Customer of the indicative delivery time of the products in the quotation or, if applicable, at the time of order validation.
Delivery may be made, at the Customer’s discretion, to any other address within the delivery zone indicated in article 2. Transport costs are at the Customer’s expense and are indicated to the Customer in the quotation or when the order is validated.
In the event of delivery by a service provider, AA SPONTANE TEXTILES cannot be held responsible for delays.
Transfer of risk
In the case of delivery to the AA SPONTANE TEXTILES store, the risks of loss or damage to the products are transferred to the Customer when the latter takes possession of the products.
In the case of delivery by a service provider, the risks are transferred to the Customer when the products are handed over to the carrier.
Receipt
On receipt of the products ordered, the customer must check the condition of the packaging and the products.
If the packaging is obviously damaged, the customer must make any reservations or complaints he/she deems necessary, or even refuse delivery. Such reservations and claims must be sent to the carrier by registered letter with acknowledgement of receipt within three (3) working days of the date of delivery. Failing this, no action will be possible against the carrier.
The Customer must also send a copy of this letter to AA SPONTANE TEXTILES to enable it to take action against the carrier.
The Customer must also check the conformity of the products received with the order and the invoice, as well as the absence of any apparent defect. The Customer undertakes to notify AA SPONTANE TEXTILES of any reservations by e-mail within five (5) working days of receipt. This notification must be accompanied by the references of the products and the order number, as well as photographs substantiating the reservations.
In case of products recognized by AA SPONTANE TEXTILES as non-conforming to the order, affected by an apparent defect or deterioration attributable to AA SPONTANE TEXTILES, they will be replaced by identical products and reshipped by AA SPONTANE TEXTILES, at its expense.
In the absence of reservations notified to AA SPONTANE TEXTILES within the period indicated above, the products will be deemed to conform to those ordered and free from apparent defects and no request for replacement will be admissible.
Terms and conditions
Product prices are made available to the Customer in the manner indicated in article 4.
Products are sold at the prices in force on the day of the Customer’s order. AA SPONTANE TEXTILES reserves the right to modify prices at any time, without retroactive effect on orders already placed.
Any price reduction for the benefit of the Customer can only result from a single agreement or a written agreement with AA SPONTANE TEXTILES.
Invoicing and payment
The invoice is sent to the customer upon validation of the corresponding order.
All invoices are payable from the date of issue, without discount.
Payment is made, at the Customer’s option, by bank transfer or credit card to the address indicated by AA SPONTANE TEXTILES.
Payment is deemed to have been received by AA SPONTANE TEXTILES.
Any delay in payment will automatically entail, without the need for prior formal notice, the application of a late payment penalty equivalent to six (6) times the legal interest rate in force, in addition to a flat-rate indemnity of forty (40) euros for collection costs, without prejudice to any additional compensation that AA SPONTANE TEXTILES may be entitled to claim.
Furthermore, in the event of non-performance by the Customer of its payment obligations, for any reason whatsoever, AA SPONTANE TEXTILES shall be entitled to demand the immediate return of the products at the Customer’s expense and risk.
In addition, in the event of late payment, AA SPONTANE TEXTILES reserves the right to suspend current orders and refuse any new orders, until full payment of the sums due. In the event of late payment persisting thirty (30) days after formal notice to remedy, AA SPONTANE TEXTILES may terminate the contract and all orders in progress, ipso jure and without legal formalities, by written notice to the Customer.
Reservation of ownership
Products remain the property of AA SPONTANE TEXTILES until full payment has been received. However, during the period between delivery of the products and full payment of their price, the risks of loss, theft or destruction are borne by the Customer, in accordance with Article 7.
The Customer undertakes, until full payment of the price, not to infringe AA SPONTANE TEXTILES’ property rights in any way whatsoever.
Warranties
AA SPONTANE TEXTILES is bound by the legal warranty against hidden defects, as defined in article 1641 of the French Civil Code.
Liability
AA SPONTANE TEXTILES can only be held liable for damage caused to the Customer directly as a result of a breach by AA SPONTANE TEXTILES of an essential obligation of the contract.
The responsibility of AA SPONTANE TEXTILES is excluded for any defects or non-performance not resulting from its fault and, in particular, for the provision of transport products.
The liability of AA SPONTANE TEXTILES is limited, for all damages, including any applicable warranty, to the amount due by the Customer under the contract.
In all cases, AA SPONTANE TEXTILES cannot be held liable beyond the expiry of a period of one (1) year from the event giving rise to the damage or from the termination of the contract for any reason whatsoever.
Personal data protection
AA SPONTANE TEXTILES records the personal data (first name, surname, company, business details, e-mail address) of its physical contact(s) at the Customer’s premises.
AA SPONTANE TEXTILES processes this personal data for the purposes of contract execution and management, billing management, debt collection and, more generally, for the purposes of customer relations and prospecting operations. This processing is thus based on the performance of the contract and on the legitimate interests of AA SPONTANE TEXTILES as regards canvassing operations.
The above personal data is intended solely for AA SPONTANE TEXTILES’ corporate officers and employees in charge of these tasks. It may be transmitted to AA SPONTANE TEXTILES’ co-contractors involved in these tasks, in particular carriers.
AA SPONTANE TEXTILES keeps this personal data for a period of three (3) years from the end of the contractual relationship. AA SPONTANE TEXTILES then keeps in intermediate archives the personal data necessary for the exercise of a right and for the proof of this right for the duration of the applicable prescription periods.
In accordance with the legislation applicable in France to the protection of personal data, namely the Act of January 6, 1978 on Data Processing, Data Files and Individual Liberties as amended by subsequent laws and the Regulation of April 27, 2016 on the protection of individuals with regard to the processing of personal data and on the free movement of such data (hereinafter the “Applicable Legislation”), any individual concerned by this processing of personal data may, within the limits and conditions of the Applicable Legislation:
▪ request communication and, where appropriate, rectification or erasure of personal data concerning him or her;
▪ request the limitation of the processing of his/her personal data;
▪ object to the processing of his/her personal data;
▪ request a copy of his/her personal data in a structured and common format for the purposes of transmission to another data controller ;
inform AA SPONTANE TEXTILES of any specific instructions concerning the fate of their personal data in the event of their death; failing this, their heirs may exercise their rights under the applicable legislation, in accordance with the terms below.
The natural person concerned may exercise any of these rights by contacting AA SPONTANE TEXTILES at spontanetextiles@gmail.com and providing proof of identity. The costs associated with exercising these rights will be invoiced by AA SPONTANE TEXTILES in the event of an additional extraction or copy of personal data or in the event of an unjustified or excessive request.
In addition, AA SPONTANE TEXTILES may interrupt the performance of the contract or terminate it automatically and without legal formalities, by registered letter with acknowledgement of receipt, in the event that it no longer has the personal data necessary for its performance following the exercise of any of the above rights.
The individual concerned also has the right to lodge a complaint with the CNIL or any other competent supervisory authority in the event of a dispute concerning the above processing of his or her personal data.
General terms and conditions
The contract may only be modified by means of a written amendment duly signed by the authorized representatives of the parties.
Any tolerance or waiver by a party in the application of all or part of the provisions of the contract, whatever the frequency and duration thereof, shall not constitute a modification of the contract, nor be likely to create any right whatsoever, and shall not be construed as a waiver on its part to subsequently avail itself of the provisions concerned.
Should any provision of the contract be considered null, invalid or inapplicable by any law, regulation or judicial decision, it shall be deemed unwritten and the other provisions of the contract shall retain their full force and scope. The parties shall endeavour within one (1) month of the event which led to the nullity, invalidity or inapplicability of the clause, to agree on the terms of a fair replacement clause, while respecting the spirit and current structure of the contract.
Applicable law and disputes
The GTC, the relationship between the parties and the offer and sale of products are subject to French law.
IN THE EVENT OF ANY DISPUTE CONCERNING THE FORMATION, VALIDITY, INTERPRETATION, PERFORMANCE OR TERMINATION OF THE CONTRACT, THE PARTIES SHALL ENDEAVOR TO RESOLVE SUCH DISPUTE AMICABLY. THIS ATTEMPT AT AMICABLE RESOLUTION SHALL NOT PRECLUDE REQUESTS FOR PRECAUTIONARY OR PROVISIONAL MEASURES OR THE IMPLEMENTATION OF RESOLUTORY CLAUSES IN THE CONTRACT.
IN THE ABSENCE OF AN AMICABLE SETTLEMENT WITHIN TWO MONTHS OF A REQUEST FOR AMICABLE RESOLUTION FROM ONE PARTY TO THE OTHER, ANY DISPUTE CONCERNING THE FORMATION, VALIDITY, INTERPRETATION, EXECUTION OR TERMINATION OF THE CONTRACT SHALL BE SUBMITTED TO THE COMPETENT COURTS OF NANTES, NOTWITHSTANDING PLURALITY OF DEFENDANTS OR THE INTERVENTION OF THIRD PARTIES. THIS ATTRIBUTION OF COMPETENCE IS ALSO APPLICABLE IN CASE OF EMERGENCY PROCEEDINGS.
