Terms of Sale & Purchase
Retention of title
Although risk in the goods supplied passes to the purchaser on delivery, legal title in such goods shall not (to the extent permitted by the law of the country where the goods are situated after delivery) pass to the purchaser until the vendor has received in cleared funds the full price payable for such goods and all other goods supplied by the vendor the purchaser for which payment is then due. Until legal title passes, the purchaser shall hold the goods as the vendor’s fiduciary agent and bailee and shall keep them properly stored, protected, insured and identified as the vendor’s property, until that time the purchaser is entitled to resell or use the goods in the ordinary course of its business but shall account to the vendor for their proceeds of sale and pending payment shall hold such proceeds on trust for the vendor absolutely. The purchaser’s right to resell or use the goods shall terminate automatically if a liquidator or (administrative) receiver or administrator of the purchaser is appointed or an order is made or a resolution passed for the winding up of the purchaser. Until such time as legal title in the goods passes to the purchaser, the vendor may at any time require the purchaser, its liquidator, (administrative) receiver or administrator to return the goods and/or may repossess the goods by entering upon any premises of the purchaser or any third party where the goods are reasonably believed to be stored. If the law of the country where the goods are situated after delivery shall not permit the vendor to retain legal title to the goods in such manner or to enter upon such premises in order to repossess the goods, the vendor shall be entitled to the benefit of such other rights in respect there of as such law permits the vendor to retain and the purchaser shall give the vendor every assistance by taking any measures required to protect the vendor’s legal title to such goods and such other rights to which the vendor is entitled.
As soon as the goods subject to legal title are loaded, risks, whatever they are, and liability for damage that might be caused by these goods, pass to the purchaser. Our goods are always sold ex-factory/coldstore. Even when sale terms stipulate “carriage paid to + place of destination”, goods travel at the purchaser’s risk. The receiving clerk has to write down on the transport document any reserve regarding delay in the delivery, damage or weight difference. In order to avoid any claim, the transport document accompanying the goods has to be signed by any duly authorized person whose identity will also be clearly stated.
In the event of disagreements, the Tribunal de Commerce (Commercial Court) in Lyon, France, shall alone be competent.
- 28 days from delivery date for frozen goods, 20 days from delivery date for fresh goods.
- Penal interest shall be invoiced on any delay in payment. The interest shall be calculated in accordance with the bank base rate plus 50%.
In the event of force majeure, we shall have the right to suspend our obligations or to terminate the contract without the other party being able to claim compensation.
In the event of dispute, the vendor shall not be liable for damage except where it is possible to prove that there is a supplier’s error. All products rejected have to be returned in the original boxes. The vendor may not be held liable for losses of working time, loss of profit and other related losses.
Our prices, based on the conditions of the day of the offer, shall not be revised under any circumstances.
Complaints shall be accepted within the following time limits:
- 6 hours after delivery of goods, for fresh products.
- 3 days after delivery of goods for frozen products (unless there is a hidden defect).
- Before the driver leaves, for shortages in weight.
Validity of the sales conditions
The above sales conditions shall be valid with no time limit. However each party has the possibility to denounce this agreement, with a two-months notice at least, by registered mail with acknowledgement of receipt.