JEAN-BAPTISTE AUDY SAS

35 quai du Priourat

BP79
33500 LIBOURNE

 

1. Application of the General Conditions of Sale

1.1 These general terms and conditions of sale (the "GTCS") apply to the sale of products (the "Products") by JEAN-BAPTISTE AUDY SAS, 35 quai du Priourat, BP79, 33500 LIBOURNE, France, (the "Seller"), to any customer (the "Customer"), on the website www.domainesbourotteaudy.fr (the "Website") and in the territory (the "Territory").

 

1.2 The fact that any Customer orders one or more Products from the Seller implies full and complete acceptance of these GTC. These GTC constitute, in accordance with the law, the basis of the commercial negotiation and consequently prevail over any contrary provision that may be issued by the Customer.

 

2. Definitions

2.1 For the purpose of the application and interpretation of these GTC, the following words and expressions shall have the corresponding definitions:

"Customer":

(V1. for consumers:)Any natural person, end user of the Products, acting for his own personal needs and acquiring Products from the Seller on the Website. (V2. For professionals:)Any natural person or legal entity acting for professional purposes and acquiring Products from the Vendor on the Web Site with a view to their use for professional purposes or their resale.

"Order": The action, for the Customer, of clicking on the "Confirm my order" icon, after acceptance of these GTC, under the conditions defined in Article 3.

"Contract": The Customer's Order and these GTC, as well as any special terms and conditions agreed upon with the Seller.

"Intellectual Property Rights": any and all rights belonging to the Seller, patents, trademarks, registered or unregistered designs, logos, photographs, trade names, copyrights, inventions, methods and original know-how, databases, technical, commercial or financial information or any other intellectual property rights that are protected in one or more countries. "Party": the Customer, on the one hand, and the Seller, on the other hand, together the "Parties". "Products": the bottles of wine manufactured and marketed by the Seller, as offered for sale on the Web Site.

"Website": the website https:// www.domainesbourotteaudy.fr

"Territory": Metropolitan France and Corsica.

"Seller": JEAN-BAPTISTE AUDY SAS, specialized in the manufacture and marketing of the Products defined above.

 

3. Orders

3.1 Prior to placing an Order and in accordance with article L. 3342-1 of the French Public Health Code, the Customer must confirm that he/she is over the age of eighteen (18). Should the Customer fail to click on the button confirming this age, the Order process shall not be continued.

 

3.2 The Order shall be placed with the Seller by the Customer by clicking on "Confirm my order", in accordance with the Customer's selection in his "Shopping Cart".

 

3.3 When placing an Order, the Customer expressly accepts these General Terms and Conditions of Sale by clicking on "I accept these General Terms and Conditions of Sale". This click constitutes acceptance and implies the Customer's full and unconditional acceptance of the Terms and Conditions.

 

3.4 The Order shall only be valid once the Customer has provided the information required to complete the Order. These elements are the following:

- Invoice address, Customer's name, e-mail address, telephone number, SIREN/SIRET and/or VAT number (for business customers); and

- Delivery address and telephone number of the recipient.

 

3.5 The Customer guarantees the accuracy of each of these data. In the event that any or all of the delivery addresses are found to be incorrect, requiring Seller to return the Orders to its warehouse, Customer shall bear the consequences thereof and Seller shall be entitled to charge the administrative and shipping costs associated with the return of the Orders.

 

3.6 The Customer's Order shall be systematically confirmed by e-mail, to the address indicated by the Customer at the time of the Order. This confirmation e-mail shall include an invoice in the Client's name, summarising the details of the Order.

 

3.7 Offers associated with a promotional code are valid for a specific period of time, which shall be communicated to the Customer upon receipt of the promotional code. Promotional codes are valid on targeted products and/or on the total order, excluding shipping costs.

 

3.8 Orders shall be placed subject to availability at the Seller. In the event of a stock shortage, the Seller shall inform the Customer by e-mail of the cancellation or partial delivery of the Order. Upon receipt of this information, the Customer shall choose one of the following two options

- to be delivered a product of equivalent quality and price, within the limits of available stocks, for example by the next vintage or by an equivalent wine; or

- to be reimbursed for the price of the Product ordered within thirty (30) calendar days following his request.

 

3.9 In the event of such an out-of-stock condition, Seller shall not be liable for the material impossibility of fulfilling the Order. In such a case, the Vendor undertakes to refund the price of the Products ordered that have been cancelled, including the corresponding shipping costs. The same shall apply to any additional delivery charges due to such cancellation.

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4. Delivery

 

4.1 The Seller shall make its best efforts to respect the contractual delivery times.

 

4.2 Products shall be delivered, depending on the destination, within a maximum of five (5) to eight (8) working days from the date of the Product Order, unless otherwise specified to the Customer prior to validation of the Order. In this case, the Seller shall provide the Customer with an estimated delivery date range.

 

4.3 The Product(s) ordered shall be delivered to the delivery address indicated by the Customer in the Order. The Vendor shall deliver to Metropolitan France. For deliveries to Corsica, the USA and Canada, please contact us.

 

4.4 The cost of delivery, depending on the quantity of Products ordered and the delivery destination, is included in the price of the wines, by vintage.

 

4.5 For the calculation of the number of bottles included in the delivery, it is specified that a magnum (1.5 liter) will be considered as equivalent to two bottles.

4.6 Delivery shall be made by carrier. If the goods are not delivered to the address indicated by the Customer within ten (10) working days after the estimated delivery date indicated by the Seller, the Customer may cancel the Order on the Web Site. However, such cancellation shall not be possible if the Seller is prevented from doing so by a case of force majeure, as defined in Article 12 of the General Terms and Conditions, and shall have informed the Customer as soon as possible.

 

4.7 Within ten (10) business days following the Customer's request for cancellation, the Seller shall make a request to its bank for a refund of the total Order to the Customer.

 

4.8 In order to track the Customer's order, the Customer may contact the Customer Service Department by e-mail at the following address: erodrigues@jbaudy.fr or by telephone at + 33 (0)9 50 52 97 73

 

4.9 Each delivery is accompanied by a delivery note attached to the package and listing the Products contained therein.

 

5. Prices

 

5.1 The price applicable to the sale is the one in effect on the day of the Order, as indicated on the Web Site before the Order is validated by the Customer.

 

5.2 The price is quoted inclusive of all taxes. Shipping costs shall also be indicated to the Customer prior to acceptance of the GTC and validation of the Order.

 

6. Terms of Payment

 

6.1 The Customer shall pay for the Order by credit card at the time of validation of the Order. The following credit cards are accepted: CB, Visa, Master Card and American Express. The Customer's account shall be debited immediately upon acceptance of these GTC and validation of the Order, at the time the confirmation e-mail is sent.

 

6.2 The Customer warrants that he/she has the necessary rights to use his/her payment card and that he/she is fully entitled to use it for the payment of the Order. The Customer also warrants that such card provides access to sufficient funds to cover the amount of the Order. If the Customer fails to do so, the Seller reserves the right to cancel the sale under the conditions set forth in Article 11.

 

6.3 For its part, the Seller uses a secure SSL payment method. Consequently, the Seller shall not be held responsible for any fraudulent or misappropriated use of the means of payment, over which it has no control.

 

7. Conformity of the Products

 

7.1 Upon each delivery of Products, the Customer shall immediately check the conformity of the delivery received with the Order placed. This control shall be based on the following criteria, unless otherwise agreed in writing: compliance with the place and method of delivery, compliance with the nature and quantity of the Products delivered in relation to the quantity accepted and acknowledged by the carrier at the time of loading, and the condition of the packaging boxes.

 

7.2 If necessary, the Customer will formulate its reserves, in a clear and precise way, on the carrier's slip, then on the delivery in accordance with articles L.133-3 and following of the Commercial Code. The Customer shall simultaneously send a copy of the letter to the Seller by registered letter with acknowledgement of receipt.

 

7.3 In the event of non-conformity of the Product delivered to the Customer with the Order, the Product shall be returned to the Seller, at the latter's expense, after having been the subject of reservations under the conditions described in 7.2 above.

 

7.4 The Customer may ask the Seller :

- either to be delivered a Product in conformity with the one ordered (within the limit of available stocks);

- or to be delivered a Product of equivalent quality and price (within the limits of available stocks);

- or to be reimbursed for the price of the Product within thirty (30) days following his request.

 

7.5 In case of non-conformity, the costs of returning the Product ordered and delivered to the Customer, as well as the possible delivery of another Product, shall be borne by the Seller.

 

For the good information of the consumer Customer, the applicable articles of the Code of consumption are quoted below:

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- Article L211-4 of the French Consumer Code: "The seller is required to deliver goods in conformity with the contract and is responsible for any defects in conformity existing at the time of delivery. He is also responsible for defects of conformity resulting from the packaging, the assembly instructions or the installation when the latter was put at his charge by the contract or was carried out under his responsibility".

- Article L211-5 Code de la consommation : " To be in conformity with the contract, the good must :

1// Be fit for the purpose usually expected of similar goods and, where appropriate :

- correspond to the description given by the seller and have the qualities that the seller has presented to the buyer in the form of a sample or model;

- have the qualities that a buyer may legitimately expect in view of the public statements made by the seller, by the producer or by his representative, particularly in advertising or labelling;

2// Or have the characteristics defined by mutual agreement between the parties or be suitable for any special use sought by the buyer, brought to the attention of the seller and accepted by the latter.

- Article L211-12 Code de la consommation : " The action resulting from the defect of conformity is prescribed by two years as from the delivery of the good ".

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8. Right of return for Customers (Article 8 specific to the consumer GTC)

 

8.1 This article only applies to a sale made for the benefit of a Customer, a natural person, acting for his personal needs and having the quality of a consumer, to the exclusion of any professional Customer who does not benefit from the right of withdrawal provided for by the Consumer Code.

 

8.2 In accordance with the provisions of article L.121-20 of the French Consumer Code, the Customer has seven (7) days from the date of receipt of the Sales Order to return the Products for exchange or reimbursement, at the Customer's discretion, without incurring any penalties other than those applicable to the return shipping charges.

 

8.3 The Customer may exercise this right of withdrawal by indicating the chosen option (exchange or refund) by email (to the address: erodrigues@jbaudy.fr or by mail to the following address: + 33 (0)9 50 52 97 73

 

8.4 The average period for obtaining a refund or replacement of the Products is maximum (30) days.

 

8.5 However, the refund or exchange options are only available to the Customer under the following conditions

- that the Customer's request letter clearly and legibly indicates the reference number of the return obtained on the Website;

- that the Product is correctly protected, in its original packaging, in perfect condition for resale (not damaged, damaged or soiled) accompanied by all its accessories;

- that the Product is accompanied by the delivery note so as to enable the Seller to identify the Customer and the Order concerned;

- the Product has not been opened, consumed (even partially) or used in any way whatsoever, i.e. provided that the Products are in a condition that allows them to be resold.

- In case of corked wine, the returned bottle must contain a sufficient quantity (minimum 50cl)

 

8.6 The costs and risks related to the return of the Product are the responsibility of the Customer.

8.7 If the Customer chooses to be reimbursed, the reimbursement shall be made by any means of payment within thirty (30) days from the receipt by the Seller of the Customer's request to exercise the right of withdrawal, provided that the Product has been returned to the Seller in accordance with the conditions listed above.

 

9. Retention of title clause

 

9.1 The Products sold shall remain the full and complete property of the Seller until full payment of the price and related costs by the Customer and effective collection by the Seller of the sums due under the Contract. They shall remain in the custody of the Customer until full payment has been made, and the Customer shall bear the risks thereof.

 

9.2 The implementation of this retention of title clause shall have no effect whatsoever on the transfer of risks to the Customer, which shall take place upon receipt of the Products by the Customer.

 

10. Guarantees

 

10.1 The Products are manufactured in accordance with the rules of art, prudence and the customs of the profession, in order to ensure the good safety and quality of the Products.

 

10.2 The Seller guarantees that the Products present the safety that can be legitimately expected, provided that the Products are used by the Customer under normal conditions or conditions reasonably foreseeable by the Seller. It is reminded in this respect that the abuse of alcohol is dangerous to health and that its consumption must remain moderate.

 

10.3 The Seller shall not be held liable for :

 

o damage caused to the Customer by excessive consumption and/or misuse of the Products (other than that mentioned above), or by his fault or negligence;

o damage caused by the Customer through excessive consumption of the Products

o indirect damages that may arise from the purchase of any of the Products on the Website;

o non-performance by the Seller in the event of force majeure

 

10.4 The Seller does not grant any particular guarantee and is only responsible within the limits of the legal guarantees. In the event of a defect in the Products and/or their non-conformity and/or a delivery error constituting a substantial breach of the Contract, the Seller's liability shall be limited to replacing, at its own expense, the Products paid for by the Customer or to reimbursing the Customer after the return of such Products, at the Customer's option.

 

10.5 The Seller shall not be liable for purchases made by persons under the age of 16 who have deliberately declared themselves to be older.

10.6 All means have been implemented by the Seller to ensure the accuracy of the information presented on the Website. To this end, the Seller has taken the necessary measures to ensure that the photographic representation of the Products on the Website is as faithful as possible to the Products themselves. However, due to the digital presentation of the Products, it is possible that the Customer's perception of the photographic representation of the Products does not correspond exactly to the actual Product. The photos and descriptions of the Products are therefore not contractual.

 

(V.1 Warranty against hidden defects for consumer customers)

The Seller is bound by the warranty for latent defects of the thing which make it unfit for the use for which it was intended or which so diminish this use that the buyer would not have acquired it, or would have given only a lesser price, if he had known them. If the consumer customer notices a defect in the Products, the origin of which is prior to the sale, he has a period of two (2) years from the discovery of the defect.

 

(V.2 Warranty of hidden defects for professional Customers)

The Customer, in his capacity as a professional, has a period of two (2) months from the date of delivery to report to the Seller any hidden defects in the Products.

 

10.7 In this case, the Customer shall leave the disputed Products at the disposal of the Seller, who shall arrange for their removal at its expense with a view to analysing them itself. In any event, the Customer who claims the existence of a hidden defect must be able to demonstrate that :

o the defect was prior to the sale;

o the product has been kept and stored in conditions of temperature, hygrometry and vibration in accordance with the nature of the Products;

o the defect is not related to time or to the normal evolution of the Product.

10.8 In case of confirmation of the defect by the Seller, the Customer will have the following possibilities :

- either to be delivered a Product in conformity with the one ordered (within the limits of available stocks);

- either be delivered a Product of equivalent quality and price (within the limits of available stocks);

- or to be reimbursed for the price of the Product within thirty (30) days following his request.

 

10.9 In case of refund, if only one (1) or two (2) bottles are concerned, the Customer will be refunded the value of the Products in the form of a credit note (gift certificate). Beyond two (2) bottles, the refund will be made by bank check payable to the Customer.

 

(Obligatory and specific information for consumers)

For the good information of the consumer Customer, the applicable articles of the civil code are quoted below:

 

- Article 1641 of the Civil Code: "The seller is bound by the warranty for hidden defects of the thing sold that make it unfit for the purpose for which it was intended, or that so diminish this use that the buyer would not have acquired it, or would have given a lower price, if he had known about them.

- Article 1648 al 1er code civil: "The action resulting from redhibitory defects must be brought by the purchaser within two years from the discovery of the defect".

 

11. Termination

 

11.1 Failure by the Customer to comply with its obligations under the GTC, in particular in the event of a payment incident on an Order, may result in the cancellation of the Order and the termination of the Customer's account, without prejudice to any damages that the Seller may seek. Consequently, the Seller reserves the right to refuse any future Order from a Customer with whom such a dispute exists.

 

12. Force Majeure

 

12.1 The Seller shall not be liable for any failure to perform any of its obligations to the Customer if such failure is due to an event of force majeure such as war, strike (internal or at one of its service providers), lock-out, accident, fire, frost, flood, bad weather, interruption or suspension of means of communication and/or transport, blockade, export blockade, import or export ban, cessation of production or delivery, regulatory decision by an administrative control authority, etc.

 

12.2 In such a situation, the Seller shall duly inform the Customer of this impossibility and the measures taken to remedy it.

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13. Intellectual Property Rights

 

13.1 The Parties acknowledge that the Contract concluded between them does not entail any transfer of ownership of any kind whatsoever of the Intellectual Property Rights that each holds.

 

13.2 Unless the Parties expressly agree otherwise, the Seller's Intellectual Property Rights may not be exploited in any way whatsoever (in particular, alteration, modification or simple use) by the Customer.

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14. Use of the Website and personal information

 

14.1 The use of the Website does not confer any rights. All rights used or represented on the Website remain the exclusive property of the Seller and may not be reproduced, distributed, resold, marketed or used for any purpose other than personal use by users, whether or not they are Customers, without the prior written consent of the Seller.

 

14.2 The Website is provided as is, accessible according to its availability and without any guarantee from the Seller. Use is at the User's own risk. The Seller does not guarantee that (i) the Website, the contents and the Products offered will perfectly meet the User's expectations, (ii) the Website will be uninterrupted and free of all errors, (iii) the Website will not contain any virus.

14.3 Computerized records are kept in the Seller's computer systems under reasonable security conditions as proof of communications, orders and payments made by the Customer. Order forms and invoices are archived on a reliable and durable medium. The Vendor shall take all necessary measures to ensure the confidentiality and security of data transmitted on the web and on the www.domainesbourotteaudy.fr website.

 

14.4 Pursuant to the French Data Protection Act (Loi " Informatiques et Libertés " n°78-17 of January 6, 1978), the Customer has the right to access, modify, rectify and delete any data concerning him/her at the following e-mail address: erodrigues@jbaudy.fr. More specifically, when placing an Order and when the Customer provides his/her personal data, he/she is asked to give his/her authorization

(i) if he/she wishes to receive information on the Seller's Products, and

(ii) whether he/she agrees to his/her data being exchanged with the Seller's partners.

 

14.5 In the absence of the Customer's express consent by clicking on each of the headings, the Seller undertakes not to make any such use.

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15. Miscellaneous

 

15.1 In the event that any of the terms of the General Terms and Conditions of Sale are deemed illegal or unenforceable by a court decision, the other provisions shall remain in force.

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16. Jurisdiction

 

16.1 These GTC, as well as any Contract concluded in application of the GTC, are subject to French law. The contractual information is presented in the French language and the Products offered for sale comply with French law.

 

16.2 The courts of the Seller's registered office shall have exclusive jurisdiction over any dispute arising from the application of these GTC.