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Preamble - Scope of application of the General Terms and Conditions of Sale
These General Terms and Conditions of Sale (T&Cs) consist of the articles in this preamble as well as any amendments and are deemed to contain all the intentions of the Parties. They aim to govern all relations between SARL LEGAMEDIA (The seller), a limited liability company with a capital of €1,000, registered with the Lille Métropole Trade and Companies Register under number 831 985 452 and whose intra-community VAT number is FR 92 831985452 via this Site, and its Customers (the Customer).nnThey apply systematically and as a priority to all contracts and business relationships concluded by the Seller, whether these contracts are concluded with professionals, consumers, or non-professionals (the Customer), regardless of the Customer's nationality, place of establishment, place of delivery, or order execution.nnThese T&Cs constitute the sole basis of the commercial relationship between the Seller and its Customer within the meaning of Article L.441-1 of the Commercial Code and apply, without restriction or reservation, exclusively and as a priority, to all the Seller's products, services, and contracts, regardless of any clauses that may appear on the Customer's documents (and in particular any general purchasing conditions).nAny particular condition opposed by the Customer will therefore be unenforceable against the Seller, regardless of when it may have been brought to its attention. Any agreement that may have occurred between the Parties beforehand, of whatever nature, will be deemed null and void, except for stipulations contrary to the regulations of the country concerned.nnIn accordance with current regulations, the Seller reserves the right to derogate from certain clauses of these General Terms and Conditions of Sale, depending on the negotiations conducted with the Customer, by establishing Particular Terms and Conditions of Sale.nThe Seller may, moreover, establish Categorical General Terms and Conditions of Sale, derogating from these General Terms and Conditions of Sale, depending on the type of Customer considered, determined based on objective criteria. In this case, the Categorical General Terms and Conditions of Sale apply to all Customers meeting these criteria.nnThese T&Cs can be freely consulted by any internet user. They are free and freely accessible. It is the responsibility of the internet user, prospect, or Customer who wishes to make a copy on a durable medium. The Seller reserves the right to modify these T&Cs at any time and without notice, the T&Cs in force will be those online. It is strongly advised for the internet user visiting the Site and potentially interested in the Products and Services offered to carefully read these T&Cs, to print or save them on a durable medium before proceeding with any order on the Site.nnThe fact that the Seller does not avail itself, at any given time, of any of the provisions of these T&Cs cannot in any case be interpreted as a waiver of the right to avail itself later of any of said conditions.nnThe Customer, whether professional or non-professional, declares having read these General Terms and Conditions of Sale (T&Cs) before the conclusion of any contract with SARL LEGAMEDIA (The Seller), and, in any case, before placing any order on this Site with the latter.nnThey are deemed to have expressly accepted them without reservation by ticking the box provided for this purpose before implementing the online ordering procedure. Ticking this box will be deemed to have the same value as a handwritten signature from the Buyer, who thus acknowledges the probative value of the Seller's automatic recording systems and, unless they provide proof to the contrary, waives the right to contest them in the event of a dispute.nnThey also expressly acknowledge having been fully informed and advised by the Seller according to their needs and objectives. They therefore acknowledge having obtained all the information allowing them to make an informed order.nnIt is reminded that any order placed on this site is intended for personal or promotional use.
Seller's Contact Details
Address : SARL LEGAMEDIA - 157 rue de Marcq en Baroeul - 59290 WASQUEHALnnTelephone : +330760348042nE-mail : merch@distrolution.comnn
Communication by email
The Seller communicates mainly by email for reasons of environmental respect and speed of communication.
The Seller cannot be held responsible (i) for the Client's failure to read all or part of their emails, (ii) in case of an email filtered by the Client's email account, their Internet Service Providers or any other filter, and, more generally, (iii) for any other difficulty related to the delivery of an email and its acknowledgement by the Client.
Finally, the Seller will communicate to the email address provided by the Client and cannot be held responsible in case the transmitted address is incorrect.
Article 1. Products - Availability
Article 1.1 Products and Services
Distrolution Merch is an e-commerce site primarily aimed at independent music groups and labels. It allows individuals or legal entities to order customised merchandise, personalised stage accessories, as well as pressing/duplication of CDs, Vinyl, Cassettes, ...
All products sold by the Seller are customised and made to order for each Client according to specifications provided by the latter. No product is sold without customisation (screen printing, pad printing, UV marking, etc.).
The products sold by the Seller are presented and detailed so that the Client can know all the essential characteristics of the Product or Service they wish to purchase, particularly through technical descriptions provided by its service providers and suppliers, and non-contractual photographs illustrating said products and services.
It is reminded that the photographs, illustrations, texts and other content appearing on the site are not contractual and therefore cannot give rise to any liability action. Contractual information is presented in French. In case of translation conflict, the French language will prevail, which the Client declares to know and accept.
Article 1.2. Availability
The products sold are new products. They are offered for sale within the limits of available stock and possibility of supply from the Seller's suppliers.nThe actual availability of Products and Services will be definitively validated upon confirmation of the order shipment sent by email to the Customer at the address they have provided themselves.nnIn all cases where an ordered product would not be available during the preparation of the order by the Seller, the latter undertakes to contact the Customer by email at the electronic address that the latter will have provided themselves as soon as possible from the date of their order to indicate within what timeframe the product can be delivered, the Customer then having the possibility to cancel their order.nnIn case of impossibility to supply a product, the Seller will offer the Customer in exchange another product of equivalent quality, characteristics and price. In case of refusal by the Customer and cancellation of their order, the refund will be made at the latest within 15 (fifteen) days following the receipt of the amount paid by the Customer by credit to the bank card that was used for payment or to the PayPal account that was used to make the payment, for example. The cancellation of the Product order and its refund will however have no consequence on the rest of the order which will remain firm and final.
Article 2. Terms of service execution
Article 2.1. Order
The Client can choose to place an order via the website preprod.distrolutionmerch.com, by phone from Monday to Friday from 9:00 AM to 6:00 PM GMT +2 (+330760348042) or by email (merch@distrolution.com). If the Client decides to order by email or via our site, the automatic recording systems are deemed to constitute proof of the nature, content and date of the order.nHowever, the contract will only become final after the receipt of a confirmation email of the effective receipt of payment sent to the Client by the Seller, even if the Client indicates a different delivery address.nnOnly definitively registered orders will be put into production, which cannot begin before the receipt of all elements and media (graphics, sounds, videos, etc.) transmitted by the Client to the Seller in regular, usable formats that meet the Seller's technical specifications.nnIn the event that the Client acts under a mandate issued by a third party and on behalf of the latter, the contract is deemed to be concluded exclusively with this third party and subject to the suspensive condition of presentation of the power of attorney and receipt of an express confirmation of the order acceptance by the Seller, addressed to the Client at the email address that the latter will have provided. nnThe Seller reserves the right to refuse any order and to terminate exceptionally and without notice any contract already concluded whenever the transmitted data reveals pornographic, racist, paedophile, politically extremist content or content contrary to French regulations. nSimilarly, the Seller reserves the right not to confirm an order in case of difficulty upon receipt of the order (illegible document, fanciful indications, etc.), an abnormal order, not respecting the provided templates or a foreseeable difficulty relating to the delivery to be made.nFinally, the Seller reserves the right to refuse or cancel any order with which there exists or has existed a dispute of any nature whatsoever, and in particular a dispute related to the payment of a previous order.n
Article 2.2. Provision of Elements Necessary for Manufacturing
Article 2.2.1 Mandatory templates
Upon acceptance of the order, the Seller provides the Customer with a template file for the ordered products, or a format of expected files. No order can be put into production if the contents are not provided in regular, usable formats, and meeting the Seller's technical specifications.nIn the event that the contents are not provided in the requested templates, the Seller undertakes to notify the Customer by email to the address that the latter has filled in. Without a response from them with a file in the appropriate format within 7 (seven) days, the order will be deemed automatically cancelled and the Seller will invoice the due compensation.
Article 2.2.2. Audio files
The Seller does not control the information contained on the master provided by the Client. It is therefore the Client's responsibility to verify the technical quality of the masters provided as well as the absence of any computer virus, and to mention, in particular, if they desire pause times between tracks. Otherwise, no pause time will be inserted.
It is also the Client's responsibility to ensure that the content of the masters does not contain any offence against public decency or, in general, the regulations of the country. Otherwise, the Client declares to assume sole responsibility and guarantees the Seller against any liability claim or any legal action that could be taken regarding the aforementioned for the media duplicated and delivered by them.
It is the Client's responsibility to transmit to the Seller all necessary authorisations for the exploitation of the audio file content, whether the CD or DVD is intended for promotion or sale (e.g., authorisation from SACEM in France, SABAM in Belgium, SUISA in Switzerland, etc.). Manufacturing will only begin upon receipt of said elements. It is not the Seller's responsibility to remind the Client of this necessity or to substitute for them in any steps necessary to obtain the titles. If the Client fails to transmit said authorisations, they assume sole responsibility and guarantee the Seller against any recourse.
Article 2.2.3. Graphic Files
Distrolution Merch checks the files transmitted by the Customer. However, it is reminded that Distrolution Merch processes its orders exclusively based on the data transmitted by the Customer in the formats and with the specifications designated in the Customer's information sheet. It is therefore the Customer's responsibility to carefully verify the information they have transmitted to Distrolution Merch. In case of any defects due to inaccurate data provided by the Customer, the risk will be borne exclusively by the latter without possibility of recourse.
In case of a file that is not directly usable, Distrolution Merch will propose to the Customer either to make the necessary file modifications themselves, or to delegate this task to Distrolution Merch itself, it being understood that this second option will be subject to a possible additional cost defined by quote and calculated based on the estimated working time by Distrolution Merch to make the files usable. Once the quote is accepted and the work on the files is completed, Distrolution Merch will send the Customer a proof in the form of an electronic file. From the receipt by Distrolution Merch of the Customer's agreement on the proof, production will begin and the printing deadline agreed upon during the initial order will start to run from the receipt by Distrolution Merch of the proof validated by the Customer. The acceptance of the proof fully engages the Customer's responsibility. If an error, whatever it may be, was not rectified before production, Distrolution Merch's responsibility cannot be sought.
If Distrolution Merch must modify a proof due to an error or any change desired by the Customer, Distrolution Merch will charge the Customer a possible additional cost defined by quote and calculated based on the estimated working time by Distrolution Merch to correct the error. Distrolution Merch's obligation being limited to the simple replacement of the goods, goods already used cannot be replaced. Once the quote is accepted and the work on the files is completed, Distrolution Merch will send the Customer a proof in the form of an electronic file under the same conditions as previously. The delay in executing this replacement cannot justify any compensation.
Upon express request of the customer and to the extent of technical possibilities, Distrolution Merch may also process formats other than those indicated. In case of error(s) resulting from the conversion of data into formats by Distrolution Merch, said errors will be borne by the Customer who expressly declares to guarantee Distrolution Merch against any request for compensation and/or claim and/or challenge on this account.
Thus, if the print data is not transmitted in CMYK mode, the Customer declares to assume sole risk of the conversion, and in particular all colour differences from the original that regularly occur.
In case of a usable file without error, Distrolution Merch may send the Customer either a confirmation email of production start, or a proof in the form of an electronic file (particularly in all cases where screen-printed products require alignment of personalisation on textiles). In the latter case, the printing deadline agreed upon during the initial order will start to run from the receipt by Distrolution Merch of the proof validated by the Customer and under the same conditions as mentioned above.
Generally, Distrolution Merch cannot be held responsible for errors made on the proof confirmed by the Customer, or in case of order validation by the Customer without a proof.
Despite the care taken by Distrolution Merch in selecting its suppliers, slight differences in colour and size may exist on the products. The variety of supports and marking techniques, as well as the constant evolution of inks used, particularly due to new environmental standards, do not allow systematically obtaining a shade conforming to the Pantone references provided by the Customer. These slight differences are however tolerated by industry practices and are not of a nature to call into question the validity of the contract or to implicate Distrolution Merch's responsibility.
The Customer therefore accepts that there may be variations in shade throughout a print run and minor anomalies that may have escaped the surveillance of Distrolution Merch or its service providers. Ink shades and paper qualities will only be guaranteed within the limits of tolerances accepted in the printing sectors and the conventional conditions of Distrolution Merch's service providers and subcontractors. The Customer will therefore admit on the entire print run the presence of minor defects, invisible to the untrained user such as specks, slight variations in colours, intensity or cuts.
Generally, the Customer commits to limiting back-and-forths to a maximum of 2 (two). Beyond that, Distrolution Merch reserves the right to invoice the additional service performed.
Article 2.2. Order modification/cancellation
Article 2.2.1. Order modification
Any modification to an order requested by the Customer can only be considered if it is expressly notified by the Customer (email or registered letter with acknowledgement of receipt), received by the Seller before the order is in production, and finally, accepted by said Seller.nnThe Seller reserves the right to refuse any modification to an order once said order is in production or if the costs already incurred by the Seller are higher than the compensation provided for in this case.
Article 2.2.2. Order cancellation / termination
Within the framework of this contract, any cancellation of an order will only be considered as termination, meaning that its effects can only apply to the future, with the sums already committed by the Seller remaining due by the Customer.
Furthermore, no order in production can be cancelled, even partially, for any reason whatsoever.
Any cancellation or termination of an order will automatically entitle the Seller to invoice a compensation equal to 10% (ten percent) of the order amount, it being understood that this compensation cannot be less than £100 (one hundred pounds) given the technical and administrative costs incurred. This compensation will be due without prior formal notice.
Without prejudice to the terms of the previous paragraph, if the amounts already committed by the Seller are higher than this compensation, for example in the case of additional services, all additional costs will remain due, in addition to the compensation.
Article 2.2. applies systematically, being considered as determining the Seller's consent, which the Customer declares to know and accept.
Article 2.3. Right of withdrawal
In accordance with Article L.221-28 of the Consumer Code, it is reminded that the right of withdrawal does not apply to goods made to order or clearly personalised, nor to digital content supplied on a non-material medium and whose execution has begun with the customer's agreement and for which the latter has waived their right of withdrawal.nAs the Seller only offers services and products made to order according to specifications specific to each Customer, the latter are deemed to have expressly waived their right of withdrawal.
Article 2.4. Delivery and service fees and timeframes
2.4.1. Delivery costs
Delivery costs are included, except in exceptional cases: for France (excluding Corsica and Channel Islands), Belgium, the Netherlands, the United Kingdom (excluding Channel Islands), Ireland, Spain, Portugal, Italy, Germany, Denmark, the Czech Republic, Slovakia, Austria, Luxembourg.nOther European territories may be subject to additional charges which will be indicated when placing the order. When the Customer accepts the order, they are deemed to have expressly accepted any potential additional costs.
2.4.2. In case of unusable files
It is reminded that the prices displayed online are only valid subject to the transfer of exploitable files by the Customer to Distrolution Merch. As a reminder, Distrolution Merch does not verify audio files.
If one or more files transmitted by the Customer prove to be unusable, Distrolution Merch commits to inform the Customer in detail of the difficulties encountered by email to the address provided by the latter, and will propose possible solutions to address them.
The Customer is also deemed to be informed that in case of delivery delay and/or any impossibility of carrying out one, several or all of the services due to unusable file(s), Distrolution Merch's responsibility cannot be engaged in any way.
In order to best satisfy the Customer, Distrolution Merch reserves the possibility of proposing paid solutions to the Customer to make the file(s) in question usable. In this case, the Customer will receive by email a quote calculated at an hourly rate of €60/h (sixty euros per hour, with any started hour being due).
The Customer will be free to accept said quote. In this case, they will inform Distrolution Merch by return email explicitly. Only this explicit confirmation will constitute the Customer's commitment for the additional divided service. By accepting said quote, the Customer is also informed that they will also accept without reservation the general terms and conditions of sale associated with this quote.
In the event that the Customer does not wish to make their files usable, the order will be deemed terminated at the Customer's sole fault under the conditions mentioned above. Distrolution Merch will therefore automatically invoice the Customer, who declares to know and accept, a compensation equivalent to 10% (ten percent) of the total amount of the order, it being understood that this compensation cannot be less than €100 (one hundred euros) given the technical and administrative costs incurred. This clause is crucial for Distrolution Merch's consent.
2.4.2. Delivery times
The delivery time is indicated in a confirmation email sent by the Seller to the Customer at the address provided by the latter, once all elements necessary for manufacturing (authorisations, proofs, files, etc.) have been received and verified by the Seller.
This timeframe is given as an estimate, unless specified in the confirmation email that it is a firm deadline. It is indicated in working days (Monday to Friday, excluding public holidays) and corresponds to the delivery time from the warehouse. It will therefore be considered as respected once the goods have left the warehouse before the end of the deadline or if the product availability has been notified to the Customer.
In case of ordering several products at the same time, and if they have different delivery times, the delivery time for the order will be calculated and indicated based on the longest delay, with the Seller reserving the right to split shipments, charging the processing and shipping fees only once.
If the Seller is unable to meet the agreed delivery time for any reason other than a cause attributable even partially to the Customer, the Seller will inform the Customer by email of a reasonable extension of this delivery time. At the end of this term, and in case all products have not been delivered, the Customer may request termination of the contract at the sole fault of the Seller. However, this termination will not engage the Seller's liability nor generate any right to compensation or indemnification, except in exceptional cases.
The information provided by the Customer when placing the order is binding. In case of error in the recipient's address details for example, the Seller and its service providers or subcontractors cannot be held responsible for the inability to deliver the product or the resulting delay.
In case of delivery difficulties, the Customer will be informed by email by the Seller at the address provided by the Customer. Any delays do not give the Customer the right to cancel the order, refuse the goods or claim damages or any compensation.
For reasons of availability, and especially in case of multiple orders, the same order may be delivered in several parts.
When SARL LEGAMEDIA handles the delivery itself, meeting the delivery deadline depends on the timely and flawless receipt of goods in its warehouses.
When goods are delivered directly by its subcontractors and service providers, the Seller remains entirely dependent on the delivery conditions mentioned in the various commercial documents of the private or public transport companies used by said subcontractors and service providers, who guarantee the Seller against any claim and/or request for compensation and/or indemnification.
2.4.3. Delivery delays
It is reminded that all delivery times are given as an indication, except in exceptional cases. However, without prejudice to the foregoing, in case of delivery delay attributable to the Seller, the compensation due in reparation of all justified damages cannot exceed the amount of the transport price (duties, taxes and miscellaneous costs included), excluding direct, indirect, material and immaterial damages such as loss of market, profits, opportunity, deprivation of enjoyment, production stoppage, ... that the Client might suffer.
This clause applies in all cases, without exception. It is essential to the Seller's consent and the Client declares to know and accept it without reservation.
2.4.4. Retention of title clause
2.4.4.a. When the Customer is a trader, within the meaning of Article L121-1 of the Commercial Code, the Seller retains the right of ownership until full payment of all services provided within the framework of the commercial relationship between the Parties. However, the Customer has the right to resell the goods.nnIf the Customer is an entrepreneur, in case of non-payment, they are required to assign all claims resulting from the resale to their sub-purchasers up to the total amount of the invoice (including VAT and any additional taxes).nThe Seller undertakes, under the present terms, to accept the claims of its Customer. After the transfer of products, the Seller remains authorised to collect and/or recover the claim, said transfer having no impact on the authorisation to proceed with the recovery of the claim itself.nIf the Customer fulfils all their payment obligations, is not in arrears, and if any risk of insolvency can be excluded, these conditions being expressly cumulative, the Seller undertakes not to proceed with the settlement of the claim.nConversely, if such a risk exists, the Seller reserves the right to require that its initial Customer disclose all assigned claims, the identity of the debtors, as well as all necessary indications and related documents allowing the Seller to pursue its recovery action.nThe Customer acknowledges being required to communicate this information at their own expense and undertakes to inform their debtors (Third parties) of the assignment of the claim held by the Seller on the third party.nnIf the Customer is late in their payments, the Seller may withdraw the authorisation to recover claims from third parties.nnThe Seller undertakes not to retain securities on the Customer's assets exceeding 20% (twenty percent) of the nominal value of the claims it holds against its customer, the Seller however reserving the choice as to the selection of securities it intends to retain.nnIn the event of a contractual violation, and in particular in case of late payment, the Seller reserves the right to take back the products subject to the contract in whatever hands they may be, the Customer being obliged to return them upon first request and undertaking from now on to give the Seller every facility to proceed. Unless the Seller has expressly notified otherwise, the recovery of products should not be considered as a declaration of withdrawal from the contract, termination or cancellation of said contract.nn2.4.4.b. When the Customer is a consumer, the Seller reserves the right of ownership concerning the product(s) delivered hereunder until full payment of the corresponding price agreed in the contract, plus any additional services and ancillary costs.
Article 2.5. Receipt of goods / complaints
Article 2.5.1. General provisions
The Customer undertakes to verify the condition of the packaging, products, number of products, their condition and their conformity with the order upon receipt in the presence of the carrier. This verification will be deemed to have been carried out as soon as the Customer (or their representative) has signed the delivery note without reservation.nnThe Customer declares to be aware that any complaint made late or not complying with the procedure recalled herein may not be taken into consideration by the Seller.nnIn case of delivery error or exchange, any product to be exchanged or refunded must be returned to the Seller in its entirety and in perfect condition. Any defect resulting from clumsiness or mishandling by the Customer cannot be attributed to the Seller.nnIn all cases, the Customer making a complaint will be asked to send by post at least 50 samples of the allegedly defective products delivered by the Seller to the latter's complaints department so that the defect can be verified.
Article 2.5.2. Right of refusal
To exercise their right of refusal in case of damage, the Client must precisely mention their reservations on the delivery note, specifying in particular the number of potentially missing packages, the number of potentially damaged packages, as well as the type of damage observed (breakage, moisture marks, tears, deep scratches, deformation, dents, etc.) in the presence of the carrier and have them take back the damaged goods.
Failure to comply with these requirements means the Client will not be able to exercise their right of refusal, and the Seller will not be obliged to grant the Client's request to exercise the right of refusal.
If the carrier refuses to wait for the complete inspection of the packages, it is advised that the Client sign the transport document after writing the following reservation: "inspection impossible as the carrier refuses to wait for the complete inspection of the package(s)".
Article 2.5.3. Dispute
In case of dispute, product damage during transport, damage, shortage or delay, it is the Client's responsibility to make clear and precise reservations on the carrier's delivery note. Mentions such as 'subject to inspection upon unpacking' do not constitute a reservation under this article.
The Client must also confirm their reservations to the carrier by registered letter with acknowledgement of receipt, stating the reasons, within two (2) days following the receipt of the products (excluding public holidays, postmark being proof). They must also inform the Seller as soon as possible by sending copies of the reservation letter addressed to the carrier and the delivery note mentioning the reservations.
In accordance with Article L. 224-65 of the Consumer Code, from the moment the Client personally takes delivery of the transported products and the carrier does not justify having given them the opportunity to effectively verify their good condition, the period indicated above will be extended to 10 (ten) days.
In case of obvious defect affecting the delivered products, the Client agrees to inform the Seller within 2 (two) weeks following the date of receipt by any written means (the date of dispatch being proof).
A complaint based on the Client's failure to comply with the instructions given by the Seller, particularly regarding the conditions for printing data, will not be accepted. This applies in particular to print products with RGB colours of too low resolution or the use of inappropriate fonts. Likewise, and as a reminder, a slight colour difference is not considered a defect, which is also the case for colour differences compared to a previous order, even if placed with the Seller.
The client agrees to accept, in this case, deliveries that are 10% less or more than the ordered print run. In this case, the quantity invoiced is the quantity delivered.
The Client agrees to allow the Seller every facility to proceed with the observation of defects and to remedy them. They will refrain from intervening themselves or having a third party intervene for this purpose.
Article 2.6 Transfer of Risks
Article 2.6.1. General
The Customer is informed that goods always travel at their own risk, even in the case of carriage paid delivery. No delivery delay or any difficulty with the potential carrier, including if it is an employee of the Seller, can justify an abandonment, a discount or any compensation related to the execution of the service by the Seller.
Article 2.6.2 Transfer of risks if you are a trader
When the Client is a trader, as defined in Article L121-1 of the Commercial Code, the risks and perils due to accidental loss or damage are transferred to the Client upon physical delivery of the goods subject to the contract by the person in charge of shipping, at the latest at the time of departure from the warehouse for delivery to the Client, regardless of who bears the transport costs and even in cases where transport is carried out by an employee of the Seller.nnIf the dispatch of goods ready for shipment or their receipt by the Client is delayed for reasons not attributable to the Seller, the risks are transferred to the Client upon receipt of the shipping notice by the Client.
Article 2.6.3. Transfer of risks if you are a consumer
If the Customer is a consumer, the risks of accidental loss or deterioration are transferred to the Customer upon physical delivery of the goods to the Customer. This is valid even if the Customer is late in accepting the goods.nnAt the Customer's request and at their expense, the Seller can insure the shipment against damages covered by insurance.
Article 2.7 Force Majeure
In all cases and generally, the Seller's liability cannot be held in case of delay or impossibility of delivery and/or performance of services due to a force majeure event.
In general, and in the interest of customer satisfaction, the Seller undertakes to keep the Client strictly informed by email within the shortest possible time of any occurrence of a force majeure event likely to influence the execution of the order.
For the purposes hereof, Force Majeure is understood as defined by the Civil Code and French jurisprudence, augmented by the following events: external events such as strikes, lock-ins, lock-outs, border blockades, administrative closures, changes in legislation, sudden increases in raw material prices, attacks, terrorism, natural disasters, major weather events, ... or any other unforeseeable impediment by a normally attentive citizen, whether this event occurs within SARL LEGAMEDIA or at one of its suppliers, subcontractors or subcontractors of its suppliers or service providers.
In the event of a force majeure occurrence, the Client will be notified by email by the Seller, who may rightfully defer the execution of its obligations for as long as the force majeure event lasts, plus a reasonable time necessary for the resumption of business. The Client hereby declares to know and accept this fact.
Without prejudice to the foregoing, the Seller may, exceptionally, and particularly if the force majeure event makes it definitively impossible to perform all or part of the service, terminate all or part of the order without its liability being engaged in any way.
In the event that the termination concerns part of the order, the Client will remain liable for the corresponding amount, which the Seller will inform the Client of by email.
In the event that the termination concerns the entire order, the Client will remain liable only for the costs incurred by the verification of files, calculated at the rate of €60 (sixty euros) excluding tax per hour and per file. The Seller will automatically send the invoice to the Client, who agrees to honour it under the conventionally accepted terms.
Article 3. Price, Payment and Invoicing
Article 3.1. Price
It is reminded that the delivery times and costs shown on the site only concern the territories of France excluding Corsica and Channel Islands, the United Kingdom excluding Channel Islands, Ireland, Denmark, the Netherlands, Belgium, Luxembourg, Germany, Austria, the Czech Republic, Slovakia, Italy, Spain and Portugal.nnThe prices indicated on the site include the verification of files transmitted by the Customer under the conditions mentioned above and, unless otherwise stated, packaging, transport, postage and value added tax, unless otherwise indicated at the latest in the order confirmation.nThey apply provided that the Customer does not subsequently modify their order and/or the delivery time stipulated in the initial offer, and that the transferred files are usable and transmitted in a regular template. However, they only take into account a single shipment to the address indicated by the Customer during their order.nnIn any case, the amount of the order appears at the end of the online order before its validation. Moreover, the price invoiced to the Customer and specified on the order confirmation includes any additional costs related to transport and various taxes.nnAdditional costs incurred by subsequent modifications requested by the Customer will be subject to a quote and separate billing (example: service aimed at making files usable, ...), as well as costs related to re-shipping for example or costs related to the bank's refusal to make payments for whatever reason.nnThe Seller reserves the right to modify its prices at any time, particularly in order to pass on any change in the VAT rate in force on the price of products or services offered, any change in the cost of raw materials, transport, taxes including any customs duties, ... The Customer is informed that products will be invoiced based on the rates in force at the time of order validation.nnIn case of an order to a country other than metropolitan France, the Customer is deemed to be the importer of the product(s) concerned. For all products shipped outside the European Union and DROM-COM, the price will be calculated automatically excluding tax on the invoice. Customs duties or other local taxes or import duties or state taxes may be payable. Unless expressly agreed otherwise, they will be borne by the Customer and are their sole responsibility, both in terms of declaration and payments to the competent authorities and/or organisations. It is therefore strongly advised that the Customer inquire about these aspects with the competent local authorities.
Article 3.2. Price - Payment
Article 3.2.1. Payment method - compensation
Orders are considered firm and definitively acquired as soon as they are validated by the Seller. They are payable in euros, in full and in cash or in 3 interest-free instalments, the accepted payment methods being those appearing on the site at the time of the order (credit card, PAYPAL account, etc.). They are payable by credit card only, in euros, in full and in cash or in 3 interest-free instalments. The costs inherent to financial transactions remain the responsibility of the Customer.
The Customer may not under any circumstances claim any compensation with a due receivable, even if uncontested.
However, without prejudice to the foregoing, the Seller may grant special payment conditions (discounts, deposits, different payment method, etc.) which will be materialised on a reliable medium and must be expressly accepted.
The amount of the order will be debited at the time of order confirmation. As soon as the payment is validated (i.e. after confirmation of the effective and final release of the sums due on the Seller's account), the Customer will receive a confirmation email at the address they provided, as well as their invoice.
The Seller remains, however, the exclusive owner of the products sold until full payment of all sums due as part of the Customer's order.
Article 3.2.2. Securing payment methods through banking solutions
The Seller uses the following payment provider(s):nnCaisse d'Epargne, via the PayPlug solutionnPayPalnnPayment security can be is achieved via 3D Secure, with the site being subject to SSL protocol to secure the payment process by encrypting transmitted data. No banking data is recorded or stored on the site's servers. nnNo data relating to the Client's payment methods is collected by the Site. Payment is made directly to the Bank or payment provider receiving the Client's payment.
Article 3.3. Invoicing
The Seller will send the Client an invoice in electronic format with a qualified electronic signature only. These invoices give full right to input tax deduction. nBy choosing to place an order with the Seller, the Client declares to accept without reservation this form of invoice transmission.nnPurchase orders, proofs, and invoices are archived on a reliable and durable medium constituting a faithful copy. Computerized records are considered by the parties as proof of communications, orders, payments, and transactions between them.
Article 3.4. Recovery - Late payment penalties - Penalty clause
Article 3.4.1. Fate of ongoing orders
In case of late payment, the Seller reserves the right to suspend all pending orders, without prejudice to any other course of action.nnIn case of failure to pay 48 hours after an unsuccessful formal notice, the Seller reserves the right to pronounce the cancellation of the sale and may request in summary proceedings the return of the ordered products without prejudice to any other damages.nnThis termination, at the Seller's choice, may affect only the order in question or all future orders or unpaid previous ones, whether they have been delivered or are in the process of being delivered, whether their payment is due or not.
Article 3.4.2. Recovery
In case of late payment, the Client will immediately and automatically be liable for the entire outstanding balance, increased by any collection costs and/or penalties that will be borne by the Client. No prior formal notice will be necessary.
Under no circumstances may payments be suspended or be subject to any compensation without prior written agreement from the Seller. In case of payment by bill of exchange, failure to return the bill will be considered as a refusal of acceptance comparable to a default of payment. Similarly, when payment is staggered, non-payment of a single instalment will result in the immediate payability of the entire debt without formal notice.
Any partial payment will first be applied to the non-privileged part of the claim, then to the sums whose due date is older, the Client also undertaking to reimburse all costs incurred by the contentious recovery of sums due, including fees of ministerial officers.
The Seller or any other person mandated by them for this purpose will be responsible for the recovery of sums due under this contract and will ensure the distribution to the beneficiaries of the part of the monthly payments corresponding to the remuneration for the provision of the services designated above.
Article 3.4.3. Late payment penalties
Notwithstanding articles 1236-6 and following of the Civil Code, any sum not paid by the due date set by these General Terms and Conditions of Sale or, failing that, set by the Special Conditions agreed between the parties will automatically result, without formality or formal notice, from the day following the payment date stated on the invoice, in the application of late payment penalties equal to the rate applied by the European Central Bank to its most recent refinancing operation plus ten (10) points. This interest will accrue from the due date until full payment.
A fixed indemnity for recovery costs of 40 (forty) euros will also be automatically due without prior notification to the Customer in accordance with article 121-II of Law No. 2012-87 of 22 March 2012 of the Commercial Code, with the Seller reserving the right to request from the Customer an additional sum if the recovery costs incurred exceed this amount.
Article 3.4.4 Penalty Clause
In all cases of termination due to the Client's fault, the Seller reserves the right to charge an amount corresponding to 10 (ten) percent of the order amount, including any amendments, as a penalty clause.
Article 4. Warranty
Article 4.1. Product return
Any return of products must systematically be preceded by the prior agreement of the Seller. Failing this, the products will be returned carriage forward. Returned products must be accompanied by their original packaging for the claim to be accepted.
Article 4.2. Hidden Defect / Defectiveness
Article 4.2.1. Hidden Defects
The Customer benefits from the legal warranty against hidden defects under the conditions provided by law, provided that they prove the hidden defect within the legal deadlines in force.
Article 4.2.2. Defectiveness
If all or part of the delivered products are defective or if assured characteristics are missing, the Seller may choose either (i) to replace the product(s) in question, or (ii) to repair the product(s) in question. In this case, the Seller will request from the Customer a deadline for the repair of the product(s).
Excluding any other request, if the Seller does not fulfil its obligation to replace or repair (or if it is not complete), the Customer may, at their choice, either (i) request a refund of the price upon return of the product(s) in question, or (ii) request a reduction in the price of the product(s) in question.
In any case, the Seller remains responsible for replacement deliveries and repair work under the same conditions as those relating to the delivery of the original goods. However, the Customer cannot challenge the entire delivery if only a part of the products is affected by a defect, the limitation period being 1 (one) year.
Article 4.2. Exclusion of Warranty
The following are excluded from any warranty:nUses and maintenance defects not in accordance with the product;nDeteriorations due to handling errors, abusive or abnormal use, intentional or accidental physical modification;nCases, packaging, spare parts or accessories whose replacement results from their normal wear and tear, or routine maintenance operations;nTransport and product modification costs, in case of recall by the manufacturer for series defect;nDeteriorations due to an external event (lightning, water damage, etc.);nInterventions carried out on the product by any person not authorised by the Seller.
Article 5. Liability (limitation)
Article 5.1. As a reminder, the information appearing on the site such as photographs, product sheets, prices ... are given for indicative purposes. nThe Seller strives to ensure the accuracy of the information presented. In case of error or omission, the Seller undertakes, if necessary, to rectify errors or omissions that may occur as soon as possible after becoming aware of them. However, its liability cannot be engaged for simple errors or omissions that may have persisted despite all precautions taken in the presentation of products. The same applies to any changes to products decided by manufacturers.nnFurthermore, and in accordance with current legislation, the Seller is not responsible for the non-performance or poor performance of the contract that would be attributable to (i) the Client if they are a consumer, (ii) the insurmountable and unforeseeable act of a third party to the contract or (iii) a case of force majeure as defined herein.nnArticle 5.2. The liability of the Seller, its employees, collaborators, commercial agents and representatives can only be engaged for the products subject to the contract themselves. It is notably excluded for anything concerning direct, indirect, material and immaterial damages such as lost profits, patrimonial damage, loss of market, benefits, chance, deprivation of enjoyment, production stoppage, etc. that the Client might suffer.nThe Seller, its employees, collaborators, commercial agents and representatives can only be held liable for damages resulting from gross negligence or intentional misconduct. nnArticle 5.3. In all cases where the Seller's liability could be retained, the amount of damages that could be owed to the Client shall not exceed the total amount of the invoice in question.
Article 6. Property rights, Archiving, Copyright
Article 6.1. Seller's Property Rights
The data carriers manufactured and used by the Seller during production remain the exclusive property of the latter.
Similarly, the content of the website preprod.distrolutionmerch.com is the exclusive property of SARL LEGAMEDIA and its potential partners, and is therefore protected by French and international laws relating to copyright and intellectual property. Any total or partial reproduction of this content is therefore strictly prohibited and likely to constitute an offence of counterfeiting and/or unfair competition.
Article 6.2. Fate of computer data and other products
No computer data or any other product or object that can be reused for subsequent orders, including any prototype or finished products wholly or partially but not delivered, will be retained by the Seller or transmitted to the Client once the delivery deadline has expired.
All of these products and/or data will be systematically destroyed.
Article 6.3. Client's Property Rights - Guarantee
It is reminded that all products subject to the order are manufactured from elements provided and/or printing data transmitted by the Client to the Seller. The latter therefore has no influence on the content of the printed products.
The Client declares to be the holder of all exploitation rights relating to the works, in all their components (image, sound, text, video), as contained in the masters provided to the Seller for reproduction. They acknowledge having paid to the rights holders (individuals or organisations), both French and foreign, all royalties relating to the works (for example: authorisation from SACEM in France, SABAM in Belgium, SUISA in Switzerland, etc.) and undertake to transmit all authorisations to the Seller upon first request. In the absence of presentation after a first reminder, the Seller may terminate the contract at the Client's exclusive fault by right. Given the particular cause of termination, and because the Client cannot be unaware of the obligation, the Seller reserves the right in this particular case to charge a compensation equal to the amount already paid by the Client.nnIn all cases, the Client expressly guarantees the Seller against any action related to non-compliance with current legislation (intellectual property, lack of authorisation request, refused authorisation, etc.).nnThe same applies to all distinctive signs (trademarks, designs, photographs, logos, logotypes) whose manufacture would be entrusted to the Seller.
If the Customer transmits a personal design or influences the product (textual personalisation), they assure Distrolution Merch that the text(s) and design(s) are free from third-party rights. They also ensure that they do not infringe any other third-party rights by customising the product. In case of dispute and/or action relating to property rights and/or unfair competition, the Customer unconditionally guarantees Distrolution Merch.
In case of violation of a third party's protection titles, the Customer declares to be solely responsible for the content of their products and assumes sole responsibility and any potential consequences. Consequently, the Customer fully guarantees Distrolution Merch against any action in property rights or unfair competition such as violation of copyright, personality rights or the right to a name.
Similarly, the Customer declares to be solely responsible for the content of their products. It is particularly their responsibility to ensure that the content provided complies with the rules and public order of France, their country and the country of exploitation.
The Customer unconditionally guarantees Distrolution Merch in case the latter is called upon, particularly for copyright infringements or due to the use of data that has been made available to it by the Customer.
Article 7. Data Protection and Privacy - GDPR
In application of law 78-17 of 6 January 1978, it is reminded that the personal information relating to the Customer is essential for the processing and delivery of orders, the establishment of invoices and warranty contracts. Failure to provide this information results in the non-validation of the order.
In accordance with the "Data Protection Act", the processing of personal information relating to Customers has been declared to the National Commission for Data Protection and Liberties (CNIL). The Customer has the right to access, modify, obtain information, rectify and delete data concerning them, which they can exercise with Distrolution Merch by email or in writing.
Finally, Distrolution Merch commits not to communicate, free of charge or with compensation, its Customers' contact details to a third party.
Article 8. Commercial Reference
The Customer acknowledges that the Seller is authorised to cite their name as a commercial reference, unless expressly requested otherwise by the Customer.
Article 9. Intuitu personae
This contract is concluded in consideration of the Client, who will therefore not be authorised to assign this contract.
Article 10. Validity - Partial invalidity
If one or more clauses of this contract become void, the validity of the other clauses of this contract would not be affected, the Parties will be required to replace the void clause with a clause that best achieves the originally intended objective.
Article 11. Competent jurisdiction - contract language - mediation
Any dispute between the parties relating to their contractual relations and in particular to the interpretation, execution and/or termination of this contract will be subject to the exclusive jurisdiction of the Courts of the Seller's Registered Office and, in any case, of the French Courts and will be previously submitted to mediation.nThe language of this contract is French to the exclusion of any other language. If this contract were to be translated, the primary value would be the French value. In case of translation disagreement, the French translation will systematically be predominant.
GENERAL TERMS AND CONDITIONS OF SALE ONEY x PAYPLUG
Pay for your order in 3 or 4 instalments by credit card from £100 of purchases up to £3000 with Oney Bank.
Our partner Oney Bank offers you a financing solution called 3x 4x Oney, which allows you to pay for your purchases from £100 to £3000 in 3 or 4 instalments with your bank card.
Conditions: This offer is reserved for individuals (adult natural persons) residing in France and holders of a Visa or MasterCard bank card with a validity date exceeding the chosen financing duration. Cards with systematic authorisation, particularly of the Electron, Maestro, Nickel type, etc., as well as e-cards, Indigo cards and American Express are not accepted.
Subscription methods: After completing your order, simply click on the "3x 4x Oney payment by credit card button". You are then redirected to the 3x 4x Oney internet page of our partner displaying the detailed summary of your order and the personalised financing request, which you must then validate.
You enter your personal information or, if you have a 3x 4x Oney account, you identify yourself using the login credentials associated with your 3x 4x Oney account. You review the general terms and conditions for instalment payments that you wish to subscribe to, which are provided to you in PDF format so that you can read, print, and save them before accepting. You then indicate your electronic acceptance by checking the corresponding box.
You acknowledge that the 'double click' associated with the checkbox for acknowledging the general terms and conditions constitutes consent to contract and represents an irrevocable and unreserved acceptance of the product's general terms and conditions. Unless proven otherwise, the data recorded by Oney Bank constitutes proof of all transactions between you and Oney Bank. If you request to benefit from a financing solution offered by Oney Bank, the information related to your order will be transmitted to Oney Bank, which will use it for the purpose of studying your application for the granting, management and recovery of credit. Oney Bank reserves the right to accept or refuse your request for 3x 4x Oney financing. You have a 14-day withdrawal period to cancel your credit.
Operation: Payment in 3 or 4 instalments by credit card allows you to pay for the order made on our merchant site as follows:
- a mandatory deposit, debited on the day of confirmation of your order shipment, corresponding to one-third or one-quarter of the order, to which fees are added corresponding to 1.45% of the total order amount for a 3-time payment and 2.2% for a 4-time payment (up to a maximum of €15 for a 3-time payment and €30 for a 4-time payment)
- two or three monthly instalments, each corresponding to one-third or one-quarter of the order, collected 30 and 60 days later for the 3-time payment and 30, 60 and 90 days later for the 4-time payment.
Example: For a purchase of €150, deposit of €52.18 then 2 monthly payments of €50.
Credit for a duration of 2 months at a fixed APR of 19.31%. Cost of financing: £2.18 within the limit of £15 maximum.
Example: For a purchase of £400, down payment of £108.80 followed by 3 monthly instalments of £100.
Credit over 3 months at a fixed APR of 19.61%. Cost of financing: €8.80 up to a maximum of €30.
Oney Bank - SA with a capital of €51,286,585 - Registered office: 34 avenue de Flandre 59170 CROIX - RCS Lille Métropole 546 380 197 - Orias no.: 07 023 261 - www.orias.fr - Correspondence: CS 60006 - 59 895 Lille Cedex 9 - www.oney.fr "