Terms of sale
GENERAL TERMS AND CONDITIONS OF SALE - Jalupro - UPDATED 01/09/2023
ARTICLE 1: SCOPE OF APPLICATION AND OPPOSABILITY
The present General Terms and Conditions of Sale apply without restriction or reserve to all sales of products concluded by the company Jalupro SAS (hereinafter "Jalupro") with professional buyers (hereinafter "the Buyer"), to the exclusion of all other conditions of the Buyer and in particular its general terms and conditions of purchase. Consequently, placing an order implies the Buyer's full acceptance of these General Sales Conditions. No Special Condition may, unless expressly accepted in writing by Jalupro, prevail over these General Sales Conditions. Any contrary condition opposed by the Buyer will thus be, in the absence of express acceptance, inopposable to Jalupro, whatever the moment when it could have been brought to its knowledge. The stipulations of the present General Terms and Conditions of Sale must be read in conjunction with those of the General Terms and Conditions of Internet Sale in the event of the sale of products offered by Jalupro on its website https://jalupro.fr/.
ARTICLE 2: ORDERS
An order is deemed accepted by Jalupro only when the latter has acknowledged receipt.
The acceptance of an order by Jalupro is notably subject to the absence of abnormal demand. Jalupro may nevertheless make its acceptance of the order subject to the application of special payment conditions and/or one or more guarantees (sureties, etc.), particularly if payment incidents have occurred previously, or in the event of a poor quotation from the Buyer. In addition, with the exception of any special offers or packages, Jalupro limits the Buyer's maximum outstanding credit to 10,000 euros including VAT. Consequently, beyond this limit, Jalupro is not bound to deliver the products ordered by the Buyer and may delay any delivery, without liability to the Buyer, until the Buyer's level of outstanding credit allows delivery to be made.
ARTICLE 3: PRICES
Products are invoiced according to the prices in force on the day the order is taken. The prices are indicated in euros before tax and free of postage and packing. They may be modified at any time by Jalupro.
3.1 Terms of payment
Unless otherwise agreed and within the limit of the aforementioned outstanding balance, payment of the price will be made by credit card. Under no circumstances may payments be suspended or be the subject of any compensation whatsoever without the prior written consent of Jalupro. The Buyer is prohibited from using any claim against Jalupro to defer payment of a due date in whole or in part.
Only the effective cashing of bills of exchange or other commercial bills will be considered as full payment within the meaning of the present General Terms and Conditions of Sale.
3.2 Late or non-payment
In application of article L. 441-6 of the French Commercial Code, any sum not paid by the date shown on the invoice will automatically entail, from the day following this date, in addition to the application of a fixed indemnity of €40 for collection costs, the application of late payment penalties at the refinancing rate of the European Central Bank (ECB) plus 10 points, without the need for a prior reminder or formal notice from Jalupro. In the event of non-payment, Jalupro reserves the right to suspend or cancel delivery of the Buyer's current orders, without prejudice to any other course of action.
3.3 Requirement of guarantees or payment
Any deterioration in the Buyer's credit may justify the requirement of guarantees or cash payment prior to the execution of any order by the Buyer, in particular in the event of the sale, lease, pledge or contribution of its business which would have an unfavorable effect on the Buyer's credit.
4.1 Delivery terms and deadlines
Jalupro products are delivered free of charge for Metropolitan France when the amount exceeds 1000 euros net of discount. For orders of less than this amount, a flat-rate charge of 25 euros (excl. VAT) for postage and packaging will be added to the order amount. For products in the cosmetics range, shipping costs apply only to orders in mainland France of less than 250 euros net of discount. For orders below this amount, a flat-rate charge of 25 euros (excl. VAT) for postage and packing will be added to the order amount. The above stipulations do not apply to products that are subject to a "remainder to be delivered" order due to a stock shortage of the product ordered. Any delivery times given are for information purposes only. Delays in delivery may not give rise to any penalty or indemnity, nor be grounds for cancellation of the order or refusal to accept delivery.
Products are transported at the Buyer's risk, and Jalupro cannot be held responsible for damage, loss or theft during transport. Delivery will be made either to the address shown on the order form, or to the address shown on the order confirmation.
4.2 Acceptance
On receipt of the products, the Buyer signs a delivery note certifying that the products have been received, that they conform to the order and that there are no apparent defects.
that there are no apparent defects. In the absence of reservations expressly expressed by the Buyer at the time of delivery, the products delivered will be deemed to conform in quantity and quality to the order. In the event that the Buyer refuses to sign the delivery note, he will have a period of three (3) days from delivery of the ordered products to send his reservations to Jalupro. In the absence of express reservations by the Buyer within this period, the products delivered by Jalupro will be deemed to conform in quantity and quality to the order. It will be up to the Buyer to provide any justification as for the reality of the defects noticed. The Buyer must allow Jalupro every facility to proceed with the observation of any defects, in order to remedy them. He shall refrain from intervening himself or having a third party intervene for this purpose. Jalupro will replace, as soon as possible and at its own expense, the delivered products whose lack of conformity has been duly established.
4.3 Force majeure and changes to current regulations
In the event of force majeure or fait du prince, i.e. any legislative or regulatory change, in particular European in terms of health and safety, Jalupro reserves the right to interrupt the delivery of certain products, or to cancel an order, without the Buyer being able to claim any damages in this respect. In this case, Jalupro commits to inform the Buyer as soon as possible, by registered letter with acknowledgement of receipt.
4.4 Reservation of title / Transfer of risks
Jalupro reserves, until complete payment of the price, a right of ownership on the sold products, allowing him to take again possession of the aforementioned products. Any deposit paid by the Buyer will remain the property of Jalupro as a lump-sum compensation, without prejudice to any other action that it may be entitled to take against the Buyer as a result. It is expressly agreed that the transfer of ownership is dissociated from the transfer of risks, said risks being transferred to the Buyer as soon as the products leave the warehouses of Jalupro or its logistician.
ARTICLE 5: LIABILITY
5.1 Buyer's information
The Buyer certifies that he/she has been informed, prior to his/her order, of all the characteristics and conditions of use of the products marketed by Jalupro, which are the subject of these General Terms and Conditions of Sale. The Buyer undertakes to market or use the products in accordance with their intended use, in compliance with the instructions and regulations in force. The Buyer also undertakes to comply with product storage regulations.
5.2 Warranty
Products sold by Jalupro are covered by the legal warranty. However, Jalupro cannot be held responsible, for any reason whatsoever, whenever the instructions for use, maintenance and storage of the products have not been respected. Deposits of products at the Buyer's premises are under the Buyer's total responsibility. Any defect or fault recognized after contradictory examination only obliges Jalupro to replace, free of charge, the products recognized as defective, to the exclusion of any operating loss or additional prejudice. In the event of collection of the products by the Buyer, the products are deemed to have been inspected at the time of collection. The products, when they are defective, must be returned to Jalupro after agreement of the latter, and in their original packaging, for exchange. Jalupro cannot be held liable for any extended warranty offered by a distributor or a third party. Jalupro's liability is strictly limited to the obligations thus defined and it is expressly agreed that Jalupro will not be held liable for any compensation, including for immaterial or indirect damages such as loss of profit, loss of use or income, third party claims.
5.3 Intuitu personae contract and prohibition of resale
Each sales contract is concluded intuitu personae. Products are sold to the Buyer on the basis of his skills and knowledge of applicable regulatory and health requirements. The Buyer acknowledges that certain Jalupro products (notably the fillers range) may only be used by certain health professionals. Jalupro can in no way be held responsible for the incorrect use, by the Buyer, of the products sold, or for use that does not conform to the use for which they are intended.
ARTICLE 6: RETURN OF PRODUCTS
Unless otherwise agreed, except in the case of defective products referred to in article 5.2, no return of products will be accepted by Jalupro.
ARTICLE 7: PARTIAL NULLITY
If one or more stipulations of these General Terms and Conditions of Sale are held to be invalid or declared as such in application of a law, regulation or following a final decision by a competent court, the other stipulations will retain all their force and scope.
ARTICLE 8: NON-WAIVER
The fact that one of the parties does not avail itself of a breach by the other party of any of the obligations referred to in these General Terms and Conditions of Sale shall not be interpreted for the future as a waiver of the obligation in question.
ARTICLE 9 - PERSONAL DATA PROTECTION POLICY
Within the framework of the General Terms and Conditions, Jalupro collects personal data from Buyers and uses them in various processing operations, i.e. any operation or group of operations applied to information relating to identified or identifiable Buyers and necessary for the management of the contractual relationship established between Jalupro and the Buyer, regardless of the medium in question and/or the process used.
9.1 Personal data
Use of collected data Jalupro uses the personal data of Buyers for purposes exclusively related to the General Terms and Conditions insofar as these are strictly necessary for their execution, i.e. with regard to the management, execution and follow-up of orders:
- in compliance with Jalupro's legal or regulatory obligations; or
- when such data is necessary for the purposes of the legitimate interests pursued by Jalupro or its recipients (accountant; insurance).
9.2 Data recipients
Purchasers are informed that access to their personal data is strictly limited to Jalupro personnel, authorized to process such data by virtue of their functions, as well as to its logistics service providers who need to know such data.
9.3 Retention period
Jalupro keeps the personal data of the Buyers for a period of ten (10) years in accordance with the French legislation in force applicable as regards contracts concluded between tradesmen or between tradesmen and non-tradesmen, to the management of the orders, to the management of the deliveries and to the management of the invoicing.
9.4 Purchasers' rights to their data
In accordance with the legal and regulatory provisions in force, Jalupro facilitates the effective exercise of the rights recognized to persons whose personal data is processed. Purchasers thus have the right to access, rectify, modify, delete, port and oppose their personal data processed by Jalupro. Some of the Buyer's rights may be restricted due to applicable French legislation on document retention. The Purchasers are informed by Jalupro, if such is the case, at the time of a request for exercise of rights by the Purchasers. In order to exercise their rights, Buyers should address their requests to Jalupro's Data Protection Officer at the following address: contact@lcmgroupe.com, indicating the purpose of their request (information, rectification, deletion, etc.). If Buyers feel that their rights have not been respected, Jalupro informs them that they may lodge a complaint with the competent authority for personal data (CNIL).
ARTICLE 10: APPLICABLE LAW
These General Terms and Conditions of Sale are governed by French law. In the event of a dispute, the parties shall seek an amicable settlement before taking any legal action.
ARTICLE 11 : ACCEPTANCE BY THE PURCHASER
The present General Terms and Conditions of Sale are expressly approved and accepted by the Buyer, who declares and acknowledges that he is fully aware of them, and thereby waives the right to rely on any contradictory document, in particular his own general terms and conditions of purchase.