General Terms of sales
ARTICLE 1- INFORMATION ABOUT TEMO SAS
TEMO SAS, a simplified joint stock company with a capital of 50,160 euros, whose registered office is located at 2 rue Rabelais, 44000 Nantes, France, registered with the Nantes Trade and Companies Registry under number 844 724 021. Phone number: +33 (0)6 07 23 3 1 71 - Email: [email protected] TEMO SAS is a company specialized in the business of boats equipment. It publishes a range of innovative technological products facilitating the practice of boating which it markets through its website and on various events. Hereafter referred to as "TEMO SAS".
ARTICLE 2 – DÉFINITION
These General Terms of Sale (hereafter referred to as "General Terms") will employ the meanings below for the following terms: - "Customer" refers to the recipient of the Offer -"Order" refers to any order placed by the Customer -"Contract" refers to all the contractual documents that govern the rights and obligations between the Parties covered by these General Terms. - "Offer" refers to TEMO provision of goods (sale of products) -"Parties" refers to the Customer and TEMO -"Products" refers to products sold by TEMO, along with any associated items - "Site" refers to the following website: http://www.temofrance.com/EN
ARTICLE 3 – GENERAL INFORMATION
These General Terms apply to all Products sold by TEMO. All Offers are subject to the clauses and conditions of these General Terms, of which they form an integral part. The Customer acknowledges that he/she has read them and accepts them without reservation.
These General Terms lay out the contractual terms that are exclusively applicable to any purchase of the Products by a Customer who may be considered a consumer.
These General Terms are applicable to any contract between TEMO and its Customers, in France or abroad, regardless of the Contract location or delivery area. All other clauses in documents that were exchanged prior to the Offer should be considered null and void. Furthermore, any condition to the contrary that is put forward by the Customer shall be inapplicable to TEMO , regardless of when it is brought to our attention, unless TEMO has formally accepted it in writing. Any document other than these General Terms (such as catalogs, leaflets, advertisements, and information sheets) are non-contractual with only indicative value, and are subordinate to these General Terms. The invalidity of a clause in this Contract shall not invalidate the entirety of the General Terms, excepting a decisive clause that motivated the Parties to enter into the Contract of sale. These General Terms are essential to the acceptance of a Contract with TEMO. TEMO reserves the right to modify these General Terms at any time, without notice. The General Terms that apply are those in effect at the time the Customer placed his/her Order.
ARTICLE 4 – FORMATION OF THE CONTRACT
4.1 The offer
Offers presented on the Site are reserved for Customers who live in a country where the Product has been approved or certified and where the Product can be delivered. TEMO reserves the right to cancel or refuse any Order to an address outside of our its delivery area.The Offer is valid for a period of 30 days after publication, subject to actual Product availability when the Order is confirmed, unless an exemption is explicitly mentioned in the Offer. TEMO reserves the right to refuse any Order for legitimate reasons, particularly in cases when the quantity ordered seems abnormally high in comparison to the quantities usually ordered by Customers who may be considered consumers. In the event a Product is not available, TEMO will immediately inform the Customer and provide a date of expected availability. If the Product will not be available for more than 45 days, the Customer has the right to cancel his/her Order.
4.2 The order 4.2.1 Placing the Order To place its order, the customer has two possibilities :
- On the website : www.temofrance.com The Customer must fill out his/her online basket by selecting the desired Products and quantity, then click on the "ORDER" button and provide all the information needed for payment and delivery. Before clicking on the "CONFIRM ORDER" button, the Customer will be able to verify the details of the Order and the total price, as well as return to previous pages to correct any mistakes or modify the Order. Confirming the Order entails accepting the General Terms and constitutes the Contract. TEMO will then quickly send an email confirming the Order and payment. The Customer agrees to receive invoices in electronic format exclusively. The Order may only be contested in cases set out in an exhaustive list in article 12 of these General Terms. The Customer is bound by the information he/she provides when placing the Order, and TEMO may not be held liable in the event of a mistake.
- During an event: after signing the order form and paying by cheque or credit card for the amount indicated. The Customer agrees to receive his invoices exclusively in electronic form. The Order may only be contested in cases set out in an exhaustive list in article 12 of these General Terms. The Customer is bound by the information he/she provides when placing the Order, and TEMO may not be held liable in the event of a mistake.
4.2.2 Modifications to the Order Any modifications to the Customer's Order may only be taken into account with TEMO's explicit agreement and only if received in writing before the Products are shipped. TEMO agrees to deliver a Product that is consistent with the one that was ordered. Nevertheless, TEMO may make modifications to the Product that was ordered that involve technical improvements to the Product. The TEMO Kit presented on the site or during an event remains a prototype. The technical and aesthetic visual characteristics may vary slightly at the time of the final marketing of the product. TEMO reserves the right to cancel the order in case of failure to obtain the mandatory legal certifications necessary for the commercialization. Consequently, the deposit for the reservation will be returned.
4.3 The contract TEMO reminds that the contract is concluded in the French language; and that this english translation of the Contract is for convenience purpose only and shall not be binding and accordingly, the French version shall prevail over any translation that might be made. The Product Offer is not intended for minors under the age of 18. Minors may only place an Order with the authorization of their legal representatives. The Contract is concluded when the Customer accepts the Offer and confirms the Order, using the "double click" procedure (a two-part confirmation process recognized in French Law). Order forms and invoices are archived in a secure, long-term location in order to provide accurate, enduring copies.
ARTICLE 5 – CHARACTERISTICS OF TEMO PRODUCTS
Prior to placing an Order, the Customer will have learned about the key characteristics of the Products he/she wishes to Order by consulting the pre-contractual information provided by TEMO prior to the Order, notably on the Site. Please note that photographs and graphics on the Site are purely indicative and shall not be construed as a commitment by TEMO to guarantee perfect similarity between the Product Ordered and the Product shown. The model presented on the site or at the show remains a prototype. The technical and aesthetic visual characteristics may vary slightly at the time of the final marketing of the product. TEMO reserves the right to cancel the order in case of failure to obtain the mandatory legal certifications necessary for the commercialization. Consequently, the deposit for the reservation will be returned.
ARTICLE 6 – PRICE - PAYMENT CONDITIONS
6.1 Selling price
Products are sold at the price in effect on the date the Order is placed and in accordance with the terms of the Offer that provide an indicative price. Net prices are in euros, exclusive of tax and packaging fees. The selling price of the Products does not include shipping costs, which are additional. In the event promotional prices are offered, TEMO will apply these prices to any Order placed during the promotional period.
6.2 Price's modifications The prices may be modified without notice. If prices are raised after the Order is placed, TEMO will apply the prices in effect at the time of the Order.
6.3 Payment requirements The price of the Products must be paid in total on the day the Order is placed.
6.4 Payment methods Payment may be made in cash or by check, debit/credit card, or wire transfer. Checks and wire transfers are only considered as a means of payment once the money is actually received.
6.5 Secure payment The Site uses a secure online payment system that encrypts the Customer's banking information.
6.6 Payment delays and non-payment In accordance with the French law, late payments will be subject to a penalty equal to the legal interest rate, plus 10 percentage points. The penalty will be applied if no payment has been received by the due date indicated on the invoice, without the need for formal notice. TEMO reserves the right to suspend the fulfillment of any obligation if the Customer does not comply with his/her contractual obligations, notably regarding payment. In this case, this suspension is due to non-performance and thus may not be considered a breach of Contract nor entitle the Customer to any form of compensation. A late payment shall also render all other outstanding invoices immediately payable.
ARTICLE 7 – RETENTION OF OWNERSHIP
TEMO shall retain ownership of the Products until full payment by the Customer. Transfer of ownership occurs only after we TEMO receives payment in full of the price and ancillary costs, regardless of the date of Product delivery.
ARTICLE 8 – DELIVERY TIMES
Products will be delivered on the date or within the time frame indicated on the Order form. When no delivery date is given, Chrysadev will deliver the Products within 30 days of the Order placement. The delivery time is counted from the moment the Order is placed. Any modification to the Order will change the delivery date. The overall delivery time will be adjusted as appropriate: - If the Customer is late providing complete documentation and materials, or in accomplishing his/her contractual obligations, notably if the payment obligation is not met. - When grounds for exemption apply, such as those listed in Article 15 below.
ARTICLE 9 – DELIVERY - RISKS - COMPLAINTS
9.1 Location and means of deliver
The delivery shall be made to the address indicated on the Order form, subject to the provisions in article 4.1. Orders will be shipped using the French Postal Office’s Colissimo service. Customers who create an account on the Site will be able to track the Order in the "Order tracking" area. The Customer will thus be able to monitor preparation of the Order, see when the Order was sent out, and track shipping of the package to the selected address. When the carrier delivers the Product to the address indicated on the Order form, the Customer must verify the condition of the Products delivered in the presence of the delivery person. If any of the items are damaged or missing, the Customer must make a note on the delivery slip or transport receipt, or possibly even refuse the Product and inform TEMO.
9.2 Risks Transfer
The risk of loss of or damage to the Products is transferred to the Customer at the moment he/she or a designated third party takes ownership of the item in person.
When the Customer receives the Products, he/she must verify the contents of the package and make the necessary complaints. Unless the Customer expresses explicit reservations, Products delivered by TEMO are considered to be compliant with the quantity and quality ordered. The Customer has 48 hours following receipt of the Products ordered to submit reservations to TEMO via registered letter with return receipt. No claim will be legitimately accepted if the Customer does not comply with these procedures. TEMO will replace Products as quickly as possible at our its own expense only in cases in which it has we have formally agreed to accept the return of a Product in advance of the return. Products returned to TEMO may not have been altered in any way.
9.4 Delivery delays
TEMO is not liable responsible for delivery delays caused by mistaken or incomplete address information provided by the Customer. When the Product that was ordered is not delivered by the dates indicated on the Order form, the Customer may terminate the Contract via registered letter with return receipt if he/she has been unsuccessful in compelling TEMO to comply with our delivery obligation in a reasonable additional time frame. The Contract shall be deemed dissolved once TEMO receives the letter informing us it of this resolution, unless TEMO has taken action to resolve the problem in the meantime. ARTICLE 10 – WARRANTIES
10 .1 Information on the guarantee of conformity and warranty against hidden defects
All Products sold by TEMO are subject to the legal guarantee of conformity set out in the French Consumer Code and the Hidden Defects warranty laid down in articles 1641 and subsequent of the French Civil Code.Products delivered by TEMO are thus subject to prevailing legal and regulatory guarantees in France.
10.2 Application of the guarantee of conformity and the warranty against hidden defects Customers must report hidden defects or non-conformity by registered letter. In that instance, the Customer has: - Two years after the delivery of the Product to take action regarding non-conformity - Two years after discovery of the hidden defect to take action regarding the warranty against hidden defects The Customer must provide the necessary justification to show non-conformity of the Product or hidden defects that have been noted and is responsible for covering the costs of any verifications or analyses. If it is established that TEMO is liable, TEMO will decide whether to repair or replace the defective Products with identical or similar Products. A Product is considered defective if it cannot be used in the way the manufacturer intended. If applicable, defective Products must be returned within a month of their delivery date. In all cases, the warranties only apply if the Products are used in accordance with their intended purpose. The warranties are automatically void if the Customer has attempted, at his/her own initiative, to alter the Products or engage in usage that is abnormal or contrary to their intended purpose. As a reminder, the product is intended exclusively for use as a propulsion unit on a boat tender or a small watercraft (<3m / <700kg) such as canoes, kayaks, small sailing boats, small dinghies. The Product must be used by a single person, manually. Any other use is excluded.
ARTICLE 11 – TEMO's LIABILITY
TEMO's liability is strictly limited to the obligations defined in the Contract.The Customer is solely liable responsible for his/her choice of Products and suitability to his or her needs. TEMO's civil liability for any causes except personal injury caused by a problem with the safety of the Product shall be limited to the amount of the Product in question and does not cover possible indirect and/or consequential damage.
ARTICLE 12- RIGHT OF CANCELLATION
12.1 Conditions, period and terms of exercise
In accordance with prevailing legal provisions in France, the Customer can cancel his/her Order without giving a reason or incurring any penalties within 14 days of receiving the Product. To exercise his/her right of cancellation, the Customer must notify TEMO of his/her decision to cancel the Order by means of a clearly worded statement. To do so, the Customer may send TEMO the attached cancellation form (Appendix 1). The notification of cancellation should be sent to TEMO Pôle entreprise, 2 rue Kastler 44300 Nantes - France.
12.2 Effects of Cancellation
In the event of cancellation by the Customer, he/she must return the Product to the following address: TEMO, Pôle entreprise - 2 rue Kastler - 44300 Nantes - France.The Product must be returned no later than 14 days after TEMO receives the cancellation form. The deadline shall be deemed to have been observed if the Customer returns goods that were ordered before the 14-day cancellation period has expired. In the event the Customer cancels the Order, he/she must bear the direct costs of returning the Product.
12.3 Condition of the returned Product
The Customer must return the Product in good and complete condition (with packaging, accessories, instruction manual, etc.). TEMO may withhold reimbursement until it receives the Products in the Order and verify they have not been damaged in any way through improper handling. TEMO will not refund any Product that is returned soiled or damaged.
ARTICLE 13 – APPLICABLE LAW
These General Terms were drafted in accordance with the laws and regulations in effect in France on the date the Offer was established. If these laws and regulations were to change and thus alter the economic conditions of the pending Offer or Contract, the two Parties would need to meet to adapt the terms to the new situation in good faith. The Customer undertakes to comply with all laws and regulations in effect.
ARTICLE 14- MEDIATION
In the event of a dispute, the Customer should first contact TEMO by phone at 33 (0)6 07 23 31 71, from Monday to Friday except public holidays or other non-business days, from 9 AM to 12PM and from 2PM to 5PM, or by email at [email protected] In no satisfactory solution is given within 21 days of the Customer's request, the Customer may contact the French Commission Paritaire de Médiation de la Vente Directe (the Joint Mediation Commission for Direct Sales): 100, avenue du President Kennedy 75016 Paris – tel.: 33 (0)1 42 15 30 00 – email: [email protected] This commission will seek an amicable settlement at no cost. The Customer acknowledges that theJoint Mediation Commission for Direct Sales Commission Paritaire de Médiation de la Vente Directe, which is chaired by a law professor and made up of two consumer associations approved by the French Ministry of the Economy at the national level as well as two representatives of Direct Sales professionals, has the exclusive authority to undertake the mediation process to resolve disputes based on this document and the related contract that may subsequently be signed. Neither the Customer nor TEMO may use any other form of mediation.
ARTICLE 15 – EXONERATION CLAUSE
All circumstances beyond TEMO's control occurring after the conclusion of the Contract and which prevent the Contract from being carried out under normal conditions are considered to be grounds for exoneration. Factors that are beyond TEMO's control according to the meaning of this clause include circumstances in which TEMO is not at fault, particularly any case of force majeure.
ARTICLE 16 – INTELLECTUAL PROPERTY
TEMO shall retain all intellectual property rights to our its information, technologies, expertise, instruction manuals, software, technical documents, inventions, and any other works, whether protectable by intellectual property rights or not, as well as all aspects relating to proper use and operation of these works. Without prior written consent from TEMO, Customers may not use these protectable works for any purpose other than the fulfillment of the Contract, nor may they be copied, reproduced, transmitted, communicated, or sold to a third party. If need be, these protectable works must be returned at TEMO's request. The Customer explicitly agrees not to disassemble the Products or engage in any kind of "reverse engineering," and more generally agrees not to take any action that may infringe on TEMO's intellectual property rights.
ARTICLE 17 – PERSONAL DATA PROCESSING
As a data controller, TEMO agrees to respect the French law of January 6, 1978 on information technology, files, and civil liberties, amended in 2004 (hereafter the "Data Protection Act"). TEMO possesses electronic means of managing customer-prospect files and online sales and thus processes personal data according to the meaning covered by the Data Protection Act. This data processing must therefore comply with the mandatory preliminary formalities required by the Commission Nationale Informatique et Libertés (CNIL, the French Data Protection Authority). TEMO collects and records personal data primarily to process Orders and manage business relations (Management of Customer accounts, the shopping basket, and Orders; management of deliveries and Order tracking; fighting against fraud during Order payment). All the data processing mentioned above is necessary for the fulfillment of these General Terms. According to the Data Protection Act, the Customer has the right to access, rectify, and delete his/her personal information at any time. To exercise this right, the Customer must contact the data controller, Mrs Justine Perussel, by email at the following address: [email protected] TEMO will store personal data securely for a reasonable period of time.
ARTICLE 18 – DISPUTES
In the event of dispute, the court of Nantes has exclusive jurisdiction even for third party processings or multiple defendants. These general terms of sale are governed and construed in accordance of the french law. Application of the united nations convention of contracts for the international sale of goods and conflict-of-law rules of french private international law are expressly excluded.
APPENDIX 1: CANCELLATION FORM
Please complete and return the following form only if you wish to cancel your order.
To: TEMO SAS,
Pôle entreprise - 2 rue Kastler - 44300 Nantes - France
I/we* hereby give notice that I/we* wish to cancel my/our* order for the following product:
Ordered on/received on*:___________________________________________________
Name of the consumer(s): _______________________________________________
Address of the consumer(s): ____________________________________________
Signature of the consumer(s)
(*) Cross out whichever does not apply
Bedingungen und Konditionen der TEMO-Kit-Vorbestellung: - Geplante Auslieferung: Dezember 2020. - Lieferkosten und Zollgebühren sind nicht enthalten und werden zu dem vor dem Versand zu zahlenden Restbetrag hinzugerechnet. - Der Kunde behält sich das Recht vor, seine Bestellung zu stornieren, wenn die Lieferung nicht bis zum 31. Januar 2021 erfolgt ist. Die Anzahlung wird auf Antrag per E-Mail an [email protected] zurückerstattet. - Das auf der Website oder auf Messen präsentierte Modell ist ein Prototyp. Die technischen und ästhetischen / visuellen Merkmale werden wahrscheinlich zum Zeitpunkt der endgültigen Vermarktung des Produkts leicht variieren. TEMO behält sich das Recht vor, die Bestellung zu stornieren, falls die für die Vermarktung erforderlichen gesetzlichen Pflichtzertifikate nicht erhalten werden. Folglich wird die Anzahlung für die Reservierung zurückerstattet. Weitere Informationen: Konsultieren Sie unsere allgemeinen Verkaufsbedingungen unter www.temofrance.com/de/shop/terms.