GENERAL TERMS AND CONDITIONS OF SALE TO PRIVATE INDIVIDUALS – Vaonis
ARTICLE 1 – IDENTIFICATION OF THE PARTIES
These GTCS are entered into between VAONIS, hereinafter referred to as the “Seller”, having its registered office at Cap Alpha, 34830, Clapiers, with a share capital of €14000, registered with the Montpellier Trade and Companies Register under number SIRET 823 710 447, and the Customer.
The Customer declares to be an individual capable of contracting and acting as a consumer for their own personal needs.
ARTICLE 2 – PURPOSE OF GTCS
These GTCS shall apply to any purchase of Products made by the Customer on the Seller’s Site. They determine the rights and obligations of the Parties in respect of the sale of the Products.
ARTICLE 3 – UPDATE
The Seller reserves the right to update its GTCS at any time on its Site. The new GTCS will be available on the Site and will be applicable to the sales of the Products from their launch.
ARTICLE 4 – DEFINITIONS
Capitalised terms have the following meanings in the GTCS:
- Customer: means the customer, an individual over the age of 18 who can order the Products as a consumer;
- Order: Customer’s order to purchase one or more Products available on the Site;
- GTCS: means these General Terms and Conditions of Sale;
- Party(s): refers to the Seller and the Customer individually or collectively;
- Product: means products sold by Seller on the Site;
- Pre-Order: Customer’s order to purchase one or more Products not available on the Site;
- Seller: means the Vaonis Company, having its registered office at Cap Alpha, 34830, Clapiers France, with a share capital of €14000, registered with the Montpellier Trade and Companies Register under number SIRET 823 710 447;
- Site: refers to the internet address www.vaonis.com operated by the Seller.
ARTICLE 5 – PRODUCT DESCRIPTION
Each Product offered for sale on the Site by the Seller is subject to a complete descriptive form, showing its essential characteristics, price and delivery terms.
The Customer acknowledges that he/she has read the descriptive sheet for the Product that he/she is making orders or pre-orders.
ARTICLE 6 – PRODUCT PRICES
The price of each Product proposed for sale on the Site is indicated on the corresponding Product audit factsheet displayed on the Site.
The price is indicated in euros with all taxes included. Delivery costs may be added to this price under the conditions provided for in Article 9 “DELIVERY”.
The Seller reserves the right at any time to change the price of the Products and cost of delivery on the Site. It is specified that these changes do not affect the Orders and Pre-orders of Products made by the Customer which are already registered by the Seller.
ARTICLE 7 – ORDER AND PRE-ORDER OF PRODUCTS
Article 7.1 – Order of Products in stock
The Customer may order the Products offered on the Site within the limit of the available stocks. Inventory Products are indicated as available on their factsheet.
Article 7.2 – Pre-Order of Products
Some of the Products displayed on the Site are not in stock, but may be subject to pre-order. Products that may be subject to pre-order are indicated as unavailable but open for pre-order on their descriptive sheet.
Article 7.3 – Registration of Orders or Pre-Orders
The Customer orders or pre-orders the Seller’s Products by selecting the Products on the Site after having read about their essential characteristics. More specifically, the Customer’s Order or Pre-Order of a Product requires that the steps detailed below be followed:
- The Customer becomes aware of the essential characteristics of the Product presented on its descriptive sheet, and in particular becomes aware of its availability (see Product Order), or its unavailability (see Product Precondition);
- The Customer selects the Product on the Site;
- The Customer fills in the requests for information presented on the Site to enable the execution of the Order or Pre-Order;
- The Customer accepts these GTCS;
- The Customer checks the characteristics and information of the Order or Pre-Order and, if applicable, corrects any errors;
- The Customer validates the Order or Pre-Order online on the Site;
- The Customer pays for the Order or Pre-Order in accordance with the terms and conditions set out in Article 8 “PAYMENT”.
After payment of the Order or Pre-Order, the Customer receives a confirmation from the Seller of receipt of the Order and its payment to the Customer’s e-mail address given at the time of entry of the Order or Pre-Order. This confirmation contains the summary of the Customer’s purchase order and a copy of these GTCS.
In the absence of payment, the Customer’s Order or Pre-Order will not be registered by the Seller and will therefore not be executed.
7.4 – Rejection of an Order or Pre-Order
The Seller reserves the right to reject an Order or Pre-Order from the Customer should there be an obviously unusual order made in bad faith or for any other legitimate reason. In this case, the Seller shall reimburse the Customer for any amounts paid by the Customer related to the cancelled Order or Pre-Order.
ARTICLE 8 – PAYMENT
Article 8.1 – Payment of Orders
The Customer pays for the entire Order for Products after validating it on the Site.
Article 8.2 – Payment of orders
The Customer pays a down payment of 50% for the Pre-Order of Products after validating this on the Site. The Customer pays the balance of this price prior to the shipment of the Pre-ordered Product(s) by following the instructions sent by e-mail by the Seller once the Product(s) are in stock.
Article 8.3 – Payment methods
The Customer may pay for Orders or Pre-Orders by bank card.
Secure online payment by bank card is made by STRIPE payment providers (https://stripe.com/fr) or PAYPAL (https://www.paypal.com/en/home). When the Customer pays by bank card, he/she therefore accepts the use of these payment providers and their general terms and conditions.
The Customer may also pay for Orders or Pre-Orders by transfer or bank cheque by requesting the details from the Seller specified in Article 15.2 “CONTACT”.
Once payment has been made by the Customer, the transaction is debited immediately after verifying his/her information. In accordance with the provisions of the Monetary and Financial Code, the commitment to pay given by card is irrevocable. By communicating his/her banking information at the time of sale, the Customer authorises the Seller to debit his/her card with the amount related to the price indicated. The Customer confirms that he/she is the legal holder of the card to be debited and that he/she is legally entitled to use it. The impossibility of debiting the Customer’s bank card prevents the sale of the Product(s).
ARTICLE 9 – DELIVERY OF PRODUCTS
Article 9.1 – Delivery address
The Products are delivered in France and throughout the European Union, but also in Switzerland, Canada and the United States.
The Customer fills in the delivery address for the Products when making an Order or Pre-Order. This delivery address must therefore be in one of the territories stated in the first paragraph.
Deliveries of Products are made by carrier and delivered to the Customer against his/her signature. The Customer is reasonably informed in advance of the arrival of the carrier by telephone and e-mail. If the Customer is absent on the day of delivery, the carrier will retain the Product and propose to the Customer a new delivery date as soon as possible, to the same address.
Article 9.2 – Delivery costs
Deliveries of Products generate delivery costs for the Customer. The price of these paid deliveries is calculated at the time of making the Order or Pre-Order by the Customer, prior to their validation.
In addition, any Product shipped outside the European Union may be subject to additional costs resulting from tariffs, local taxes or import duties. These fees are not included in the price of the Products and are therefore borne by the Customer. It is the Customer’s responsibility to check with the relevant local authorities whether customs duties, local taxes or import duties are applicable to the Customer and, where applicable, how much. The Customer shall also carry out any necessary processes with these authorities, in particular any declaration, in order for the Seller to be able to deliver the Products to it.
Article 9.3 – Delivery time
The delivery times for the Products are indicated on their factsheet on the Site. The Customer is reminded of these prior to the validation of the Order or Pre-Order.
The delivery time of the Products in stock is different from that of the Products which may be subject to pre-orders, since these are manufactured on demand and according to an industrial schedule (time to order parts from suppliers, assembly, qualitative tests, packaging, order preparation, shipment, etc.).
It is also stated that when the Customer orders more than one Product at the same time, these may have different delivery times.
In any event, the seller shall not ship the Products before the full payment of the Customer’s Order or Pre-Order.
Article 9.4 – Title Retention Clause
Products remain the property of the Seller until full payment for them by the Customer. In addition, when physically owning the Products, the risks of loss or damage borne by the Seller are transferred.
ARTICLE 10 – LIABILITY AND GUARANTEES
Article 10.1 – Responsibilities
It is expressly agreed that neither Party shall be liable for any special, incidental, indirect, punitive or intangible loss and/or damage or any other financial damage suffered by the other Party or claimed by third parties resulting from the performance of these GTCS.
Article 10.2 – Guarantees
10.2.1 Terms and conditions applicable to implementation of guarantees
Upon receipt of the Products, the Customer must check their condition and whether they function correctly and make any appropriate comments to the Seller under the following conditions:
In the event of a Product missing or damaged during transportation, the Customer shall make all necessary comments on the receipt of such Product. These comments must also be confirmed in writing within seven days of delivery by registered letter.
In the absence of compliance with these conditions, the Products are deemed to meet the Customer’s expectations.
In any event, the Customer benefits from the legal guarantee of conformity as defined in Articles L217-4 to L217-14 of the French Consumer Code and the guarantee against hidden defects, under the conditions provided for in Articles 1641 to 1649 of the Civil Code.
The Seller shall specify and the Customer shall have a period of 2 years from the delivery of a Product to act under the statutory guarantee of compliance, and that the Customer may obtain for this purpose the replacement or repair of the Product, or in the absence of reimbursement of its value, under the conditions provided for in Articles L217-4 to L217-14 of the Consumer Code.
Regarding the guarantee against hidden defects, the seller says that the Customer has a period of 2 years from discovery of the defect to act, and he/she may get a refund of the value of the product subject to returning it, or have part of the product value returned, under the conditions provided for in articles 1641 to 1649 of the Civil Code.
When the Customer wishes to implement the aforementioned guarantees, the Seller shall report this unambiguously to the Seller by contacting it in accordance with Article 15.2 “CONTACT”. The Seller will acknowledge the Customer’s request, investigate it and respond to it within a reasonable time. If the Products are indeed covered by the Seller’s guarantee, the Seller shall bear the costs for returning the Products, without requiring any financial participation from the Customer.
10.2.2 Guarantee exclusion
Any guarantee is excluded in the event of damage or deterioration resulting from:
– misuse, negligence, lack of supervision or maintenance by the Customer
– normal wear and tear of the Product or force majeure;
– unusual use of the Product,
– an external or unusual accident or from conditions for storage and/or storage of the Product by the Customer,
– the liability or intervention of a third party on the Product, of a bad assessment by the Customer of its needs, or of changes to the Product,
– wilful or deliberate misconduct,
– outside events: fire, explosion, water damage, lightning, storm, electrical surge, etc.
– falls, knocks, shocks, scratches, oxidation.
– the opening of the Product and its disassembly by the Customer.
In all these assumptions or in the event of unfounded claims, the replacement of the defective Product shall be at the financial expense of the Customer, it being specified that only the Seller may repair or replace the Product, any intervention by a third party on the latter resulting in the loss of the aforementioned guarantees.
ARTICLE 11 – WITHDRAWAL PERIOD
In accordance with Article L221-18 of the Consumer Code, the Customer who presents him/herself as a consumer has a period of fourteen (14) days to exercise his/her right to withdraw the Contract which is concluded remotely or outside the establishment, from receipt of the Product.
It is stated that the withdrawal entails reimbursement of the value of the Product (s) and the shipping costs paid by the Customer within fourteen (14) days from the Seller’s becoming aware of the exercise of the right of withdrawal.
In order to exercise his/her right to withdrawal, the Customer may use the withdrawal form presented at the end of these terms and conditions and return it to the Seller by e-mail or registered letter with acknowledgement of receipt. He/she can also share his/her willingness by contacting the Seller in accordance with Article 15.2 “CONTACT”.
Return costs are borne by the Customer, unless the Product cannot be returned normally by post. In this case, the Seller shall collect the Product at its own expense. Returns of the Products must be made in their original and complete condition (packaging, accessories, instructions). If possible, they must be accompanied by a copy of the proof of purchase.
ARTICLE 12 – TERMINATION
12.1 Instigated by the Customer
The Customer may withdraw under the conditions set out in Article 11.
For termination of the order in the event of a Product defect, the Customer must refer to the provisions of Article 10.2.
12.2 Instigated by the Seller
These GTCS may be automatically terminated by the Seller in the event of non-performance, in whole or in part by the Customer of one or more of the obligations charged hereunder and in particular in the cases referred to in Article 7.4 hereof.
In the event of non-payment or incomplete payment at the time of the Order or Pre-Order, the contract is immediately terminated and the order will not be validated by the Seller. An e-mail will be sent to the customer regarding this matter.
For any other contractual failure of the Customer, termination instigated by the Seller shall only become effective fifteen (15) days after the sending of a registered letter with acknowledgement of receipt setting out the reasons for termination, unless, within this period, the Customer has fulfilled his/her obligations or provided evidence of an impediment following an unforeseen event or force majeure. The Seller shall send formal notice to the postal address indicated by the Customer when making the order, being the sole address valid for any communication sent to the Customer, the Customer expressly undertakes to keep the Seller informed of any change in postal address.
ARTICLE 13 – INTELLECTUAL PROPERTY RIGHTS
The Seller is the exclusive owner of several intellectual property rights that apply to its Site and its Products (such as trademarks, copyright, patent rights, database rights, etc.).
Seller’s intellectual property rights are and remain its exclusive property. Unless expressly expressed otherwise, these GTCS do not carry any assignment of intellectual property rights to the benefit of the Customer. Accordingly, any use of the Seller’s intellectual property rights by the Customer for any reason is prohibited.
Notwithstanding the foregoing, the Seller emphasises that some of its Products may work with the STELLINAP software application, if indicated in the Product descriptive sheet. The STELLINAP application is software developed and operated by the Seller which is protected by intellectual property rights. In the event that the Customer purchases a Product operating with the STELLINAP application, the Customer may therefore use the latter subject to having accepted the terms and conditions of use of this application.
ARTICLE 14 – PERSONAL DATA
The Seller processes the Customer’s personal data which is transmitted by the Customer and which relates to his/her identity (name, first name, address, e-mail, telephone). The Seller also processes the personal data of a financial nature of the Customer (means of payment used). The processing of this data is mandatory for the execution of Customer’s order or pre-order. The Customer’s personal data is also processed in order to enable the Seller to manage its business relationship with the Customer, as well as for prospecting purposes targeting the Seller’s products and services with the Customer. The Seller also processes this data to comply with its legal obligations, including its accounting obligations. In addition, the Customer is informed that the Seller applies an intermediary archiving policy on the data drawn from its contracts, in order to retain any relevant evidence in case of litigation.
The Customer’s personal data is kept for a limited period of time. The Customer’s personal data is retained during the term of application of these GTCS, increased by an additional thirty-six (36) months for the purposes of managing the customer relationship and for prospecting purposes. They are retained for a longer period when necessary to comply with Seller’s legal obligations for the duration of this obligation. When affected by the Seller’s interim archiving policy, they are also kept for the time of the applicable prescribing rules. These terms do not apply to personal data of a financial nature, the retention of which in principle does not exceed thirteen (13) months following the transaction.
The Customer benefits from a right of access, rectification, limitation, objection for legitimate reason, right to portability and erasure of personal data processed by the Seller, as well as the right to define guidelines relating to the release of his/her data following death. These rights are exercised within the limits laid down in the Information Technology, File and Liberties Act of 6 January 1978, as amended, and by written request from the Customer accompanied by proof of identity sent to the Seller’s representative in charge of the issues relating to the protection of personal data, the contact details of which are : E-mail address: email@example.com /Postal address: VAONIS Cap Alpha Avenue de l’Europe 34830 Clapiers France
The Customer is informed that his/her personal data may be disclosed to third parties in order to achieve the purposes of processing pursued by the Seller and those referred to above. Such third parties are such as the subcontractors of the Seller and its contractual partners, including the carrier mandated by the Seller for the delivery of the Products. The Seller does not intend to transfer the Customer’s personal data to a non-EU Member State. If applicable, the Customer will be notified and appropriate safeguards for the security of his/her personal data will be taken.
The Seller complies with the personal data protection legislation, in particular with the amended law of 6 January 1978, as well as the European Regulation 2016/79, and takes any organisational and technical measures to ensure the security of the Customer’s personal data. Notwithstanding this, the Customer retains the right to lodge a complaint with the National Commission of Information Technology and Liberties (CNIL) if he/she believes that the Seller would violate the Personal Data Protection Regulation.
ARTICLE 15 – FINAL PROVISIONS
Article 15.1 – Nullity of a clause
If one or more stipulations of these GTCS were held to be invalid or declared as such under the terms of a treaty, law or regulation, or further to a decision which has become res judicata jurisdiction, the other stipulations will keep their full scope and binding force.
Article 15.2 – Contact
Unless otherwise agreed in these GTCS, the Customer may contact the Seller and submit any questions, requests or complaints to the Seller at the following contact details:
Cap Alpha, 34830, Clapiers, France
Phone: 04 67 59 30 22
The days and times the Seller can be contacted are Monday to Friday from 9am to 6pm
Article 15.3 – Entire Agreement and Annex
These GTCS and related appendices reflect the entire commitment of the Parties.
These GTCS are accompanied by one (1) appendix “WITHDRAWAL FORM”.
ARTICLE 16 – APPLICABLE LAW
These GTCS are subject to French law. The language of these GTCS is French.
APPENDIX – WITHDRAWAL FORM
In accordance with Article L221-5 of the Consumer Code, the Customer who is a consumer within the meaning of this code may use the following type of withdrawal form:
(Please complete and return this form only if you wish to exercise your right of withdrawal)
For the attention of VAONIS, having its registered office at Cap Alpha, 34830, Clapiers, Capital Social
€14000, registered with the Montpellier Trade and Companies Register
under SIRET number 823 710 447, [insert phone and email details],
I hereby notify you of my withdrawal of the contract relating to the sale of the product below: