TERMS AND CONDITIONS OF SALE

 

Last updated: 10/24/2020

 

Article 1 - LEGAL MENTION

 

This site, accessible to the URL www.airdrink.fr (the " Site "), is edited by:

THE PGSOFT SAS to the capital of 20 000 euros, registered in the R.C.S. of MARSEILLE under the number 493026371 headquartered at 14 Footbridge Road 13720 LA BOUILLADISSE,

(Hereafter referred to as the " Seller »).

The Operator's individual VAT number is: FR39493026371

The Site is hosted by the company IONOS 1AND1

The Site's Editor Philippe GONIN

The Seller's Customer Service can be contacted:

   to the next number 04 86 36 12 24

●    by email by emailing you contact@airdrink.fr

 

Article 2 - APPLICATION CHAMP

These terms and conditions of sale (the " Terms and Conditions apply exclusively to the sale of products marketed by the Seller on the Site (the " Products any professional customer acting in the course of his business and having created an account (the " Client »).

The Terms and Conditions include the terms of purchase, payment and delivery of products ordered by the Customer. The Customer can refer to the description of each Product on the Site to find out what the site's characteristics are.

The approval of a Product Order on the Site requires the Customer's prior acceptance without restriction or reservation of the Terms and Conditions, which the Customer states that he has been aware of.

The Terms and Conditions are made available to Customers on the Site where they are directly searchable and can also be communicated to them on request by any means.

The Terms and Conditions apply notwithstanding any contrary stipulation contained in any documents emanating from the Customer, including in its terms and conditions of purchase.

The Terms and Conditions are applicable subject to any stipulation contrary to the purchase order or special conditions, if any, between the Seller and the customer concerned.

 

Article 3 - PRODUITS AND DEPONSIBILITY

 The price and essential characteristics of each product are described in a technical sheet on the Site and edited, as the case may be, by the Seller or his suppliers. This fact sheet may include descriptions, photographs and graphics that are only provided as an illustration and can be modified/updated on the Site by the Seller.

The proposed products comply with French and EC EUROPEAN standards in force at the time of the order.

Product and price offers are valid as long as they are visible on the Site, within the limit of the stocks available from the Seller and its suppliers, except in the case of special operations whose validity is specified on the Site.

The fact that the Seller submits products on the Site does not constitute a marketing obligation, especially in the event of a stock outage, unavailability of the Products or the inability to market those Products, whatever the reason.

Information on the availability of the Products is communicated to the Customer at the time of the order being placed purely as an indication (subject to any stock error, simultaneous order or product deterioration).

In the event that one or more Products are unavailable following the order, the Seller will notify the Customer in writing of the waiting period for the receipt of the temporarily unavailable product. In this case:

-       The Seller may, with the customer's agreement, offer at the same price a product of the same nature as the one originally ordered;

-       The customer will have the choice of waiting for the availability of the missing products in order to receive the entirety of his order in a single shipment;

-       The customer will be able to cancel the order altogether. Yes

-       The Customer will be able to cancel the order for the unavailable products and thus receive the other products listed in the order.

 

Article 4 - INSCRIPTION CONDITIONS

Any Customer wishing to fully benefit from the Site and proceed with the purchase of Products will have to:

 -       Have full capacity and act for strictly professional purposes;

-       Create your personal space on the Site by informing the different fields of the account creation form (denomination, RCS number, referent's name/first name, email address, phone number, etc.);

-       Confirm its acceptance of the Terms and Conditions;

-       confirm its registration.

Access to the Site is possible from a computer, smartphone or tablet by logging into the Site.

The use of the Site requires a connection to high-speed internet and mobile internet if necessary.

Customers make their own business of setting up the computer and telecommunications means to access the Site. 

When creating an email account, the Customer is asked to choose a password, which is the guarantee of the confidentiality of the information that will be contained in his account.

For the purpose of validating the registration, the Seller sends the Customer a confirmation email to the email address provided by the customer. The customer then activates his account by clicking on the hyperlink provided for this purpose in the confirmation email.

Each Customer guarantees the sincerity and accuracy of the information provided for the purposes of its registration, undertakes to notify it of any subsequent changes and ensures that such information does not infringe the rights of third parties.

Customers can change this information, credentials and passwords from their account on the Site.

The Customer undertakes not to disclose or transfer his account, logins and passwords and is solely responsible for their use until they are deactivated. He must immediately notify the Seller of any loss or unauthorized use of his account.

The Seller reserves the right to delete the account of any Customer who has provided incorrect information.

Article 5 - COMMANDS

 

Customers wishing to purchase products online on the Site will need to: 

-       Sign in to your customer account

-       Select the products they want to buy from their product basket

-       inform the different fields of the Customer order;

-       Confirm its acceptance of the Terms and Conditions;

-       Confirm acceptance of the Product Order

-       Choose how to pay

-       to make the payment of the Products. 

Unless expressly stated on the Site, the Customer will not be able to change his order after validating it, which will be firm and final.

Upon receipt of the payment of the products included in the order, the Seller will send the customer an email confirming his order to the email address informed by the customer.

The order confirmation email summarizes the essential characteristics of the ordered products, the total price, and any other relevant items. This email will also provide a follow-up number for the Customer's order.

By ordering on the Site, the Customer expressly agrees that the Seller sends him an invoice electronically. However, they will be able to obtain a paper invoice by applying to Customer Service.

To combat fraud, the Seller or his payment or delivery providers may be required to request additional proof from the Customer or to make contact with the customer at the time of acceptance and/or shipping of the order. In the event of the Customer's unjustified refusal to issue the requested information and/or supporting information, the Seller reserves the right not to accept or cancel the order without any challenge.

The Seller also reserves the right not to accept or cancel the order of any Customer who has provided incorrect information, who does not make the payment of the Products, with which there would be a dispute over the payment of a previous order or which would have an abnormally high level of order.

Article 6 - CONDITIONS

The products are marketed at the current Seller's rate listed on the Site on the day of the order, expressed in euros excluding taxes and excluding fees.

Rates are firm and not reviewable during their validity period, with the parties expressly renouncing the use of section 1195 of the Civil Code.

Any costs of transport, delivery, processing of the order (port, packaging, parcel tailoring, optional services underwritten by the Customer) and other costs, interest and commissions are indicated in the summary of the order and are based on the location and method of delivery selected by the Customer, as well as the type of Product and/or quantity of products ordered by the Customer.

Any special request from the customer after the order and incurring costs (packaging, transport, etc.) will be billed in addition to the Customer.

When products are not received by the Customer and must be re-shipped, additional processing, shipping, transport and delivery costs may be charged to the Customer under conditions identical to those provided for at the time of the order.

The Seller reserves the right to change its prices at any time for any products that would be ordered after this modification. 

Any price reductions, rebates and rebates may apply to the Products under conditions provided on the Seller's Website or in any other document that would be communicated to the Customer. In the event of a promotional rate, the Seller agrees to apply this rate to any order placed during the promotion period.

Any price changes resulting from an increase in value added tax or the creation of any new tax based on the price of the Products will be applied immediately and automatically.

Article 7 - BILLING AND PAYMENT CONDITIONS 

7.1 - BILLING

 

Products are billed and the price is due in full and payable cash on the day of the order. 

In case of advance payment by the Customer, no discount will be made. Under no circumstances can payments be suspended or compensated without prior agreement and written between the Seller and the Customer. Any suspension, deduction or compensation made unilaterally by the Customer will be treated as a default and will result in all the consequences of a late payment.

It is expressly agreed that the Client is validly required to pay by the sole obligation of the obligation, in accordance with the provisions of Article 1344 of the Civil Code. In the event of a delay in payment of any of the maturities, the Seller reserves the right, without any compensation due to the Customer, to:

-       require the immediate payment of all the amounts owed under the Products, which become immediately due regardless of their original due date;

-       Refuse any new orders or require a cash payment or guarantee for the proper execution of commitments for any new order;

-       charge any partial payment first on the unprivileged part of the debt and then on the sums with the oldest due liability;

-       Reduce, suspend or cancel current Product Orders, 10 days after the Seller's no-effect notice, is carried out;

-       apply, without prior notice, to all amounts due, from the first day of delay and until full payment, late penalties calculated at the rate covered by Article L.441-6 of the Code of Commerce; Or

-       require the payment of a lump sum payment of 40 euros for collection costs, for each invoice paid late, and the payment of compensation equal to 10% of the sums remaining due on the Sales of Products, without prejudice to the repair of any damage actually suffered.

The Seller will have the right to settle by compensation, as of right, and without formalities, of any sums he may owe, with the Client's debts to him, whether or not the conditions of the legal compensation are constituted.

 

7.2 - PAYMENT METHODS

The Customer expressly acknowledges that any order made on the Site is an order with payment obligation, which requires payment of a price of the Products under the above conditions.

The Site uses online payment solutions PayPal, transfers, bank cards

Orders can be paid for using one of the following payment methods:

 

●           Payment by credit card. Payment is made directly on the secure bank servers of the Seller's bank, the customer's bank details do not pass through the Site. Bank details provided at payment are protected by a Secure Socket Layer (SSL) encryption process. Bank cards issued by banks domiciled outside France must be international bank cards. Payment via these bank cards is made in cash, with no discount

 

●           Payment by e-wallet (type PayPal). The Customer already has an account on the e-wallet used by the Seller. Customers can use this account and pay for their order securely without disclosing their bank details. 

●           Payment by bank cheque. Customers can pay for their order by bank cheque if they have an account registered with a bank established in France. When ordering, the Seller will inform the Customer of the order and address where to send his cheque. 

●           Payment by wire transfer. Customers can pay for their order by bank transfer. When ordering, the Seller will provide the details of the account on which to make the transfer, as well as the order reference to be indicated in the transfer order.

Article 8 - PRODUITS LIVRAISON

8.1 Delivery

The delivery of the Products ordered by the Customer will not take place until the Customer has made the actual payment of the amount covered by Article 6.1 above.

Products can be delivered in the following geographical areas: Metropolitan France

Upon confirmation of the order and payment by the Customer, the Products will be shipped according to the mode, address and delivery time contained in the order summary with the corresponding invoice.

In this regard, the Customer is committed to doing everything possible to ensure that the products are received on the day of delivery. The cost of any new delivery will be borne by the Customer. In addition, in the event of a delivery error as a result of the customer's disclosure of inaccurate information (place of delivery, accessibility of the place or any other problem) resulting in the need for a new delivery, the associated costs will be charged to the Customer.

In the event of prior agreement from the Seller, the Customer may proceed with the removal of the products ordered at the place indicated by the Seller.

The delivery times provided for orders are given only as an indication based on the availability of the products ordered and the delivery times applied by the Seller's partners.

Delays in delivery, if they are reasonable, cannot give rise to any right to cancel the sale, refuse the goods or claim damages. In the event of a delay greater than 30 days, however, the Customer will be entitled to request the resolution of the sale, the instalments already paid will be returned to him by the Seller. 

In the event of delivery outside metropolitan France, the Customer will be considered the importer of the Products and required to comply with the regulations of the country of delivery, being specified that cross-border deliveries may be subject to an opening and inspection procedure by the customs authorities.

8.2 Delivery compliance 

The number and condition of the Products must be verified by the Customer at the time of delivery.

The Seller will be required to take back the Products in the event of delivery of non-compliant or deteriorated products upon delivery.

The Customer must have the carrier report in contradictory writing on any apparent defects, missing products or damage by clear, precise and complete reservations on the delivery order. The Customer will have to confirm his claim with the Seller and the carrier by recommended letter with notice of receipt within a period of 4 days from the delivery of the goods.

The Seller will validate the return request and email the customer a return voucher to be attached to the Product Shipment.

The Customer will have to re-re-enter the product that does not comply with the Seller as soon as possible.

Unless the Seller's exclusive liability is unquestionably established or expressly recognized by the Seller, the costs and risks of return will be borne by the Customer. The Seller reserves the right to refuse return if the Products are not in their original state. 

Failing to comply with the above procedure, the Customer will be presumed to have renounced any action against the Seller and/or the carrier and to have received the goods in good condition. The Seller will therefore not accept any claim, return or request to have the Customer.

 

Article 9 - PROPERTY AND RISKS 

9.1 - Property Reserve

In derogation from the provisions of Article 1583 of the Civil Code, it is expressly agreed with the Customer that the transfer of ownership of the Delivered Products is suspended until the full and actual payment of the principal price, interest, taxes and any incidental costs. The handing over of drafts, bank cheques or any other security that creates an obligation to pay is not an effective payment in this regard.

Acceptance of deliveries or documents relating to these deliveries is worth accepting this clause.

In the absence of payment of the price at the agreed deadline, the Seller expressly reserves the right to consider the sale resolved and to claim those Products after notice by letter recommended or summons of bailiff remained ineffective in the 8  days of their presentation.

As long as the Products do not belong to the Customer, it is forbidden to dispose of them, including to give them as a pawn, exchange them, transfer them as a guarantee. However, as a tolerance and for the sole purposes of its activity, the Seller authorizes the Customer to resell the Products. The Customer undertakes therefore to inform its customers, professional resellers, of the existence of the property reserve clause on the Products and of the right that the Seller reserves to claim, in their hands, either the contentious products or the price.

The Client is also obliged, in return, to carry out not only at the end of the year but on a permanent basis, by all means at his convenience, the identification of the Products in reserve of ownership. The Client will have to include the Products subject to the property reserve on the assets of his balance sheet. Products pending sale are presumed to be unpaid up to the seller's claim under the "first in, first out" (FIFO) rule, I.e. that any payment by the Customer will be allocated to the oldest products and it will be the Products subject to the last delivery which will always be considered as as the property reserve.

Notwithstanding the fact that the Customer will not have ownership of the Products until the actual payment, the transfer of risks from the Products to the Customer will take place under the following conditions. The Client is therefore committed to providing all his care to the custody and conservation of these goods.

The Customer immediately notifies the Seller by any means ensuring a perfect communication of any facts likely to jeopardize his right of ownership, including the opening of a procedure of safeguarding, liquidation or judicial redress, seizure or any other precautionary measure. In the event of the opening of a safeguard, liquidation or judicial remedy, the Client undertakes to participate in the establishment of an inventory of the Products in his inventory, which the Seller claims ownership or payment of, and to assist him effectively in the claim procedure filed with the competent authorities. In the event of a seizure or any other precautionary measure on the Products delivered by the Seller, the Customer will raise any protests against the third party and will take all precautionary and enforcement measures.

All legal and legal costs generated by the recovery of the Products subject to ownership or their price will be borne by the Customer. 

9.2 - Risk transfer

The Products will be at the customer's expense, risk and peril as of their delivery to the carrier or their removal by the Customer.

In this case, the Seller will be deemed to have fulfilled his obligation to issue the products to the carrier and the latter has accepted them without reservations, the Customer having no recourse as a guarantee against the Seller in case of failure to deliver or failure to comply with the Products at the time of delivery.

The Customer will therefore take out any useful insurance contracts guaranteeing the risk of loss, destruction or theft of goods whose risks have been transferred. 

Article 10 - GARANTIE 

Any return of defective products or for material, design or manufacturing defects requires the seller's prior and written approval. Unless the Seller's liability is unquestionably established or if it is expressly recognized by the Seller, the costs and risks of return will be borne by the Customer. The Seller reserves the right to refuse return if the Products are not in their original state.

No return of Unsold Products will be accepted.

Any defective product may be repaired, replaced by an identical or equivalent product, or refunded, depending on which solution the Seller or manufacturers will consider most suitable, except in the case of: 

-       Product tampering or modification

-       abnormal or non-compliant use or use of the Products;

-       defects and consequences of non-compliant use for which the Products are intended;

-       defects and consequences of any external cause;

-       Normal Product Wear;

-       non-compliance with the return procedure by the Customer.

In the event of a dispute over the warranty of a Product, the parties will have to do their best in order to reach an amicable settlement of the situation.

In the absence of an amicable settlement and in the event of a sufficiently serious breach of the Seller, the Customer may terminate the sale as of right and obtain, if necessary, damages from the Seller in order to repair the damage suffered, the Customer forsegone conclusion in advance to request a forced execution in kind of Products by the Seller or a third party or a proportionate reduction in the price of the price , by express derogation from the provisions of Articles 1221, 1222 and 1223 of the Civil Code. 

Article 11 - SITE AVAILABILITY 

The Seller strives to ensure access and proper operation of the Site 24 hours a day, seven days a week.

The Seller cannot, however, rule out that access and operation of the Site will be interrupted in particular in case of force majeure, malfunctions of the equipment or Internet network of Customers, failure of telecommunications operators, interruption of electricity supply, abnormal, illegal or fraudulent use of the Site by a Customer or a third party, decision of the competent authorities, or for any other reason.

The Seller also reserves the right to make to the Site and Services any changes and improvements of his choice related to technical evolution or good functioning.

General and temporary interruptions to the Site will, as far as possible, be notified via the Site before they occur, except when these interruptions are of an emergency nature. 

Article 12 - REPONSABILITY                          

The Seller cannot be held liable in the event that the breach of his obligations is attributable to the Customer, the unpredictable and insurmountable fact of a third party to the contract or a case of force majeure within the meaning of Article 1218 of the Civil Code, including, but not limited to, unpredictable events such as strikes, work stoppages, social disturbances , plant closures, floods, fires, failure to produce or transport not consecutive to his personal fact, supply disruption, wars, riots, insurrections and more generally any circumstance or event preventing the Seller from properly carrying out his obligations.

The Seller does not incur any liability for any indirect or immaterial damages or damages such as financial damage, loss of chance, loss of profit, loss of contract, loss of order, loss of customer, loss of operation, commercial injury or damage to the image, which could result from the delivery of non-compliant or defective products or the absence of delivery of the Products.

As the sale of products and these General Conditions are in accordance with French law, the Seller cannot be held liable in the event of non-compliance with the laws of another country as long as the Customer makes an order for a product from another country.

In any event and in all cases of return, if the Seller's liability were to be retained, it could in no way go beyond the purchase price of the goods paid by the Customer.

In accordance with the provisions of Article 2254 of the Civil Code, any legal action by a Client against the Seller is reached by the statute of limitations at the expiry of a period of one (1) year following the date on which the Customer concerned was aware or is presumed to have been aware of the harmful fact.

Article 13 - SINGSER SYSTEMS 

Computerized records, stored in the computer systems of the Seller and his partners under reasonable security conditions, will be considered as evidence of the communications and actions of the Customers and the Seller. The archiving of these elements is carried out on a reliable and durable medium in such a way as to correspond to a faithful and lasting copy within the meaning of the applicable regulations.

Each Client recognizes the proof value of the Site's automated registration systems and declares that they will not challenge them in the event of a dispute.

Article 14 - PERSONAL DATA

For more information about the Seller's use of personal data, please read the Privacy Charter carefully (the "Charter»). You can view this Charter on the Site at any time.

Article 15 - HYPERTEXTES LIENS

Hyperlinks available on the Site can refer to third-party sites or partners. They are provided only for the convenience of the Customer, in order to facilitate the use of resources available on the Internet. If the Client uses these links, he will leave the Site and then agree to use the third-party sites at his own risk or, if necessary, in accordance with the conditions that govern them.

In any event, the existence of a hyperlink to the Site from a third-party site or on the Site to a third-party site or partner cannot incur the Seller's liability in any capacity, including the availability, content and products and/or services available on or from that third-party or partner site.

The Customer is not allowed to create on a third-party site one or more hyperlinks linking to the home page of the Site or to its profile page, unless prior and written permission from the Seller.

Article 16 INTELLECTUAL PROPERTY

The Seller is the sole owner of all content present on the Site, including and without limitation, all texts, files, animated or non-animated images, photographs, videos, logos, drawings, models, software, marks, visual identity, database, site structure and all other elements of intellectual property and other data or information that are protected by French and international laws and regulations relating to intellectual property.

As a result, none of the Site's Content will be able to be changed in whole or in part, reproduced, copied, duplicated, sold, resold, transmitted, published, communicated, distributed, disseminated, represented, stored, used, leased or otherwise exploited in any other way, free or expensive, by a Customer or by a third party, regardless of the means and/or media used, whether known or unknown to date, without the Seller's prior and written authorization, and the Customer is solely responsible for any use and/or exploitation.

In addition, any extraction, integration, compilation, or commercial use of information contained in databases accessible to the Site, as well as any use of software, robots, data mining systems and other data collection tools is strictly prohibited to Customers.

The Seller, however, grants Customers, subject to their compliance with these Terms and Conditions, a non-exclusive and non-exclusive right to access the content on the Site for which it has full ownership, to download and print it for personal and non-commercial use.

The Seller is likely to hold intellectual and/or industrial property rights to products sold to the Customer. As long as Customer is aware of a infringement of the Seller's intellectual and/or industrial property rights, he must immediately inform the Seller in writing. 

Article 17 – DUREE – SUSPENSION - RESILIATION 

In the event of a one-off sale or under specific conditions, these General Conditions are applicable for the duration of each product sale transaction between the Seller and a Customer or, if applicable, for the duration of the specific conditions concluded with a Customer. 

The Seller reserves the right to suspend a Customer's access to the Site on a permanent or temporary basis, in the event of a breach by that Customer of its obligations resulting from these General Conditions.

In addition, the Seller or Customer will be able to terminate the General Terms of right in advance by sending a written notification:

-       In the event of a case of force majeure as referred to in Article 11;

-       after notifying the other party in the event of a serious breach of its obligations or under the applicable laws and regulations, to which it would not have been remedied within fifteen (15) days (when it can be remedied) following written notification indicating the nature of the breach and the need to remedy it.

 

Article 18 - CONFIDENTIALITY 

For the duration of these cases, each party may be aware or receive confidential information, documents and/or data about the other party. As a result, each party undertakes, both on its behalf and on behalf of its agents for whom it is strong, to preserve the strict confidentiality of all confidential information, documents and/or data of any kind in relation to the results, activity or clientele of the other party or any information received or obtained from a party in the context of established contractual relations.

This commitment of confidentiality of the parties is valid, both for the duration of these and for a period of two (2) years following their expiry or termination. 

Article 19 - NOTIFICATIONS 

Any written notification or summons required or permitted under the stipulations of these will be validly made if it is addressed by letter delivered by own or by carrier against receipt of delivery, by registered mail with notice of receipt, or by e-mail (except in case of termination of these), addressed to the contact details of the party concerned, each party electing domicile at its head office.

Any change in one party's contact information for the purposes of these parties will have to be notified to the other party in accord with the above terms and conditions.

Notifications sent by hand or by carrier will be presumed to have been made on their delivery date to the recipient, as attested by the delivery receipt. Notifications made by registered mail with notice of receipt will be presumed to have been made on the date of their first presentation to the recipient. E-mail notifications will be presumed to have been made on the date the email was sent. 

Article 20 - AUTONOMY AND ABSENCE OF RENONCIATION 

If any of the stipulations of these Terms and Conditions were declared null or void for any cause under any law, regulation or as a result of a final court decision, it would be deemed unwritten and the other stipulations would remain in effect.

The Seller's failure to take advantage of one or more stipulations of the Terms and Conditions on a temporary or permanent basis will not in any way result in a waiver.

Article 21 - MODIFICATION 

The Seller reserves the right to change the content or location of the Site and these Terms and Conditions at any time and without notice.

Any use of the Site or orders as a result of a change to the Terms and Conditions will result in each Customer's acceptance of those changes.

When changes to the Terms and Conditions are considered substantial, they may be made known to Customers by email and will have to be accepted by customers when they next log on to the Site. 

Article 22 - LITIGES                         

Disputes that may arise in the context of contractual relations established between the Customer and the Seller should be resolved, as far as possible, amicably.

In the absence of an amicable settlement within one month of the referral of one of the parties, all disputes to which the General Terms could give rise, concerning their validity, interpretation, execution, termination, their consequences and their consequences, will be submitted to the Marseille. 

Article 23 - APPLICABLE RIGHT - CONTRAT LANGUE            

These Terms and Conditions are governed and subject to French law. They are written in French. In the case of translation into one or more foreign languages, only the French text will be authentic in the event of a dispute.