GENERAL TERMS AND CONDITIONS OF SALE 2022
EIRL VEGANE DE BRETAGNE is an organic processing company. A company committed to the development, production and marketing of vegan, organic, good and healthy food products. The aim of the company is to promote the consumption of alternative products to animal products, and to reduce its impact on the environment by working with organic, local or fair-trade producers when possible. It innovates in the field of plant-based eating well by providing protein alternatives that protect animal life, the environment and strengthen consumers' long-term health.
1- SALE CONDITIONS
These general sale conditions are established in accordance with the principle of transparency that governs the relationship between Vegane de Bretagne and buyers of products offered by Vegane de Bretagne. They form an inseparable whole with the pricing conditions of Vegane de Bretagne, constituting the basis of trade negotiations, under the provisions of Article L 441.6 and L 443.1 of the Commercial Code.
They cancel and replace all previous general conditions of sale, and prevail over any different conditions emanating from general conditions of purchase, as well as any clause to the contrary that may appear on contracts, documents or correspondence from the customer, unless Vegane de Bretagne has given its express and prior consent.
Any order of products distributed by Vegane de Bretagne, regardless of its origin, implies unconditional acceptance of these general conditions of sale.
2- SPECIFIC AGREEMENTS
In accordance with Article L 442-6, I, 1 of the French Commercial Code, the Customer shall refrain from demanding from Vegane de Bretagne advantages that do not correspond to any commercial service rendered or that are manifestly disproportionate to the value of the service rendered, such as a request to align its terms and conditions with the commercial terms and conditions obtained by other customers.
In doing so, special conditions of sale, justified by the specificity of the services rendered or of the considerations provided by the buyer, may be negotiated between the parties, in accordance with the provisions of Article L 441.6 of the French Commercial Code and give rise to a special agreement between the parties. In this case, all the general conditions contained herein and in Vegane de Bretagne's pricing conditions that can be communicated to buyers, not expressly modified or abrogated in such a special agreement, shall retain their full and complete effect.
The special sales agreement contracts concluded between the two parties are tacitly renewed each year, unless the agreement is broken by one or other of the parties leading to the cancellation of the special conditions applied, or the renegotiation of a new agreement.
Orders placed by telephone or e-mail are binding. An order must represent a minimum value of 100€. Sales governed by these general conditions will only be concluded in the absence of reservations formulated by the Vegane de Bretagne company within 2 working days following receipt of the orders. We make every effort to avoid any stock shortage. If this is the case, we will inform you of the availability date. Unless expressly agreed, there is no back order: a new order must be placed.
In any case, acceptance remains subject to the condition that no financial risk or any other element likely to call into question the solvency of the buyer has appeared.
3- ORDERING
3- 1 Packages
For some references, the order is made by whole package. The number of pieces contained in a package is defined in the Reseller Price Sheet.
4- SUPPLY OF DISPLAY UNITS
On the first order placed by a retailer, the supply of an advertising display can be offered subject to availability. The displays will be lent for a fixed period, in case of non-return or damage an amount of 30 euros will be charged. The client undertakes to use this material solely for products marketed by Vegane de Bretagne.
Vegane de Bretagne retains the right to take back this material in the event of cessation of commercial collaboration or misuse.
5- PRICES & PRODUCTS
5- 1 Prices
The price charged is that which is in force at the time of placing the order. The prices are indicated exclusive of tax, per unit and per package; the VAT is 5.5% and 20% for shipping and delivery costs.
5- 2 Renegotiation and revision of tariffs
Significant variations in the cost of raw materials or the price of processing may lead to changes in prices during the year by the Vegane de Bretagne company.
Price renegotiations must be carried out in good faith and in compliance with business secrecy. In the case of automatic revision, one month's notice shall be given before any price change. The price revision shall apply to the ingredients making up the overall price of the product.
If no agreement is reached, the mediator of commercial relations may be called upon.
5- 3 Products
Our products are certified organic, and contain organic ingredients produced with the best organic guarantees available. These ingredients are obtained from suppliers who have the AB logo and/or the European logo. They are certified by ECOCERT, an organisation approved by the Ministry of Agriculture.
Vegane de Bretagne reserves the right to modify at any time the products offered to the customer and that the latter may have referenced, with a notice period of 15 working days and without being able to give the right to payment of any damages.
6- SHIPPING
6- 1 Transfer of risks
The risk shall pass to the buyer as soon as the goods are made available. For exported products, the transfer of risk shall take place in accordance with the EXW Incoterm.
6- 2 Delivery times
Delivery times may be given as an indication when ordering. The buyer may not claim compensation or penalties for a delay of less than 7 working days.
The Vegane de Bretagne company shall not be held liable for: delays or defects in delivery due to a case of force majeure or a constraint that may hinder or limit production or delivery. The occurrence of such an event shall authorise, at the discretion of the Vegane de Bretagne company, the suspension or cancellation of orders in progress, without compensation.
6- 3 Shipping costs
The Vegane de Bretagne company undertakes to cover part of the transport costs. The evolution of shipping costs is indicated in the table attached to the GTC.
In the case of a shipment of fresh products, a cooling kit (1 isothermal bag and 2 cold accumulators) will be included in the package. The cooling kit is consigned at a value of €9 per kit. The refund of the deposits is made on return from 8 kits. The transport costs for the return of the kits are covered 100% by Vegane de Bretagne only for batches of minimum 8 kits or more.
6- 4 Reception and management of non-conformities
Upon delivery of the goods, the buyer is required to ensure that the delivery complies with the order and to note any anomaly to Vegane de Bretagne. Products found to be damaged on receipt must not be accepted and must be returned to the carrier. No claim will be accepted if it is not addressed in writing before the use of the goods, and within a maximum of 48 hours from delivery. No return will be accepted if no reservations or observations have been made and mentioned on the delivery note.
Any complaint must be made in writing to our sales administration department, which will respond as soon as possible. Any request for a credit note can only be accepted after the return of the defective goods or after agreement from our quality department.
In the event of non-conformity, the goods must not be destroyed without our prior agreement: a return to the site will be requested for treatment and investigation of the causes. Our guarantee is limited to the free replacement of the product.
7- FORCE MAJEURE
Vegane de Bretagne shall be relieved of all liability for non-delivery or delay in delivery directly or indirectly caused by or resulting from events or circumstances beyond its reasonable control or if such events or circumstances render delivery substantially more expensive, including, without limitation, in the following cases
- Natural disasters and other unforeseeable circumstances, including epidemics, adverse weather conditions and fire
- War (declared or undeclared), riot or revolution
- Labour disputes, strikes and sabotage.
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In the event of force majeure, Vegane de Bretagne shall, as soon as reasonably possible, inform the Buyer of the event and its impact on the completion of the commercial agreement, including any anticipated delays. Each party shall bear its own costs resulting from the occurrence of the force majeure event.
8- TERMS OF PAYMENT
8- 1
For all first orders, a cash payment before delivery on the basis of the estimate will be required. Delivery is made after confirmation of receipt of payment by our bank.
At the time of the first order, Vegane de Bretagne will ask the buyer to specify his intra-community VAT number, his bank address as well as the billing details.
Thereafter, and subject to negotiation of a different deadline, invoices issued by Vegane de Bretagne are subject to the following payment conditions:
By bank transfer made within 15 days of the date of invoice
Any delay in payment, even partial, of an invoice on the due date shall give rise to the application of late payment interest calculated by applying a rate equal to 3 times the legal interest rate in force per day of delay following the payment date shown on the invoice, and this after prior formal notice from the buyer.
In addition, any delay in payment shall automatically lead to the suspension of the execution of current orders, any delivery implying the payment of previous orders.
No compensation may take place between the sums owed by the buyer to the company Vegane de Bretagne and the sums claimed by the buyer from the company by virtue of any dispute whatsoever. Any deduction from the amount of the invoice made by the buyer and for which Vegane de Bretagne has not given its agreement shall constitute a payment incident justifying the suspension of deliveries.
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In the event of non-payment of a single instalment, all outstanding sums shall become immediately payable and successive contracts may be terminated by operation of law without the need for prior formal notice.
In accordance with article L.441-6 of the French Commercial Code, any professional in a situation of late payment is automatically liable to pay us a fixed indemnity for collection costs of €40. If the collection costs incurred are higher, we reserve the right to request additional compensation, upon justification. This compensation is due from the first day of late payment.
8- 4
A collection discount of up to 5% can be granted if collection is assured for all deliveries.
9- RETENTION OF OWNERSHIP
The transfer of ownership of the goods sold to the buyer is subject to full payment of the price on the due date by the buyer (French law as of 12/05/1980). The delivery of a bill of exchange or other securities creating an obligation to pay does not constitute payment within the meaning of this provision.
In the event of non-payment of an invoice on the due date, Vegane de Bretagne will interrupt any new delivery and will repossess the goods of which it remains the owner, within the limit where the BBD still allows the marketing of the said products by another distributor, the return of the goods being at the expense of the buyer.
10- LITIGATION
Any dispute relating to these agreements as well as to the sales they govern, will be subject to the exclusive jurisdiction of the courts of NANTES, regardless of the place of delivery, the method of payment accepted and even in the event of a guarantee appeal or multiple defendants.
11- MISCELLANEOUS PROVISIONS
Failure by Vegane de Bretagne to comply with any of the obligations imposed on it by the buyer shall not result in the immediate termination of any relationship, such as delisting, cancellation of orders in progress and/or cancellation of sales of goods delivered.
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If the buyer incurs any costs concerning any type of proceedings (counterfeiting, unfair competition, etc.) for which Vegane de Bretagne may be involved and on the basis of which the buyer may believe he is entitled to claim damages, and without having agreed with Vegane de Bretagne beforehand, the buyer shall bear the said costs without being able to claim reimbursement of the sums incurred from Vegane de Bretagne.