GENERAL TERMS AND CONDITIONS
OF ONLINE PRODUCTS
These general terms and conditions of sale govern the relationship between MEDICOLD, a simplified joint stock company, registered with the R.C.S. of BORDEAUX under number 497 662 502 and whose registered office is at 2 Rue Saint-Exupéry - 33810 AMBES, whose corporate name is "MEDICOLD" (hereinafter referred to as the "Supplier" and "MEDICOLD") and the purchasers s hereinafter referred to as the "Purchaser" wishing to place an order on the website https://medicold.fr/.
Preamble
These general terms and conditions of sale apply to all Purchasers wishing to make a purchase from MEDICOLD, regardless of the method of ordering chosen.
Any order placed with MEDICOLD therefore implies the Buyer's unreserved acceptance of these conditions, regardless of the method of ordering chosen.
MEDICOLD reserves the right to modify these terms and conditions at any time and without prior notice. The terms and conditions applicable shall be those in force on the date of the Buyer's order.
When ordering, the Buyer must accept these terms and conditions of sale by clicking on the acceptance box ("I have read and accept the Terms and Conditions of Sale").
By checking the above box, the Buyer acknowledges having read, understood and accepted these general terms and conditions of sale, which will apply to all sales that may take place between the Supplier and the Buyer.
These terms and conditions are binding on the Buyer upon acceptance.
Article 1. Definitions
Personal data: means any information relating to a natural person that enables that person to be identified directly or indirectly.
Sales Order: shall designate all products ordered by the Buyer.
Products: shall designate all products offered for sale by MEDICOLD
Price before tax: means the price before tax (HT) offered by the Supplier for the Product in question.
Customer service: refers to the assistance service available on the following number +33 (0)1 30 52 60 66, accessible during MEDICOLD opening hours at contact@medicold.fr. This service enables the Customer to obtain information concerning an order placed.
Site: refers to the MEDICOLD website accessible at the following address: https://medicold.fr/.
Article 2. Order
Any order implies acceptance of the Price and description of the Product selected by the Buyer.
When placing an order, the Buyer will be able to choose the method of payment for his/her order from among the choices offered in accordance with the provisions set out in the "Order Payment" clause of these general terms and conditions of sale.
The customer will also be able to select the delivery method and address he/she wishes from among the choices offered in accordance with the provisions of the "Order Collection and Delivery" clause of these general terms and conditions of sale.
MEDICOLD reserves the right to block the Buyer's order in the event of erroneous information or non-payment, until the Buyer resolves the difficulty thus encountered.
Any questions relating to the follow-up of an order shall be addressed by the Buyer to MEDICOLD by contacting Customer Service either by telephone +33 (0)1 30 52 60 66, or by e-mail at the following address: contact@medicold.fr.
The Buyer will add the Products he wishes to order to his basket.
By clicking on the basket icon, a summary of the order and the total price excluding VAT will appear on the screen.
The Buyer will then have the option of modifying this order or validating it by clicking on the icon provided for this purpose.
If the Buyer has not previously identified himself, he will be asked to identify himself in order to finalize his order. Once identification has been completed, a new order summary will be displayed for validation.
The validation of the order is carried out by double clicking and constitutes the irrevocable and unreserved acceptance of the order by the Buyer.
The Buyer may then proceed to pay for his order on the Site.
Once the order has been placed, MEDICOLD will send the Purchaser an email summarizing the order to the email address indicated in the Purchaser's Account.
Article 3. Proof of transaction
Computerized registers, kept in MEDICOLD's computer systems under reasonable security conditions, will be considered as proof of communications, orders and payments between the parties.
Orders and invoices are archived on a reliable and durable medium that can be produced as proof.
Article 4. Products offered by the Supplier
The Products offered by the Supplier are presented on the Site and are described and presented as accurately as possible. However, the Supplier cannot be held liable for any errors or omissions in this presentation.
The photographs of the products presented on the Site are not contractual.
The Products offered by the Supplier must be used in accordance with the instructions for use sent by the Supplier at the time of delivery.
Article 5. Prices
The prices of the Products sold are those in force on the day the order is taken and are denominated in euros and calculated exclusive of tax.
Prices exclude VAT and delivery charges, which are invoiced in addition and indicated before the order is validated.
At no time may the sums paid be considered as deposits or advance payments. No discount will be granted for early payment.
If one or more taxes or contributions, notably environmental, are created or modified, either upwards or downwards, this change may be reflected in the selling price of the products.
MEDICOLD reserves the right to modify the price of its Products at any time.
However, MEDICOLD undertakes to apply the current Price excluding VAT indicated at the time the Product is ordered, subject to the availability of the Product at the time the order is placed.
The prices quoted include any discounts that MEDICOLD may offer in connection with annual promotional offers, a sliding-scale price scale depending on the quantity ordered, or the buyer's assumption of responsibility for certain services.
Article 6. Billing
Once the order has been validated, MEDICOLD will send the Purchaser an invoice for the order.
In the event that the Purchaser and the Supplier have agreed on periodic invoicing of orders placed by the Purchaser, MEDICOLD shall send the Purchaser a summary invoice on each agreed due date.
Article 7. Payment of the order
7.1 Terms of payment
MEDICOLD reserves the right to suspend all order processing and deliveries in the event of refusal to authorize payment by officially accredited bodies or in the event of non-payment.
MEDICOLD reserves the right to refuse to make a delivery or to honour an order from a Buyer who has not paid in full or in part for a previous order, or with whom a payment dispute is in progress.
In the event that the Purchaser and MEDICOLD have agreed on periodic invoicing of orders placed by the Purchaser, the Seller shall send the Purchaser a summary invoice. Summary invoices must be paid within 30 days of their issue.
Orders can be paid for :
By credit card
or by bank transfer
7.2 Late payment
In the event of total or partial non-payment for goods delivered on the date of acceptance, the Purchaser shall pay MEDICOLD a penalty at the "Refi" interest rate plus 10 points.
This penalty is calculated on the amount outstanding before tax, and runs from the due date of the price without the need for prior notice.
In addition to late payment penalties, any sum not paid by the due date will automatically give rise to the payment of a fixed penalty of 40 euros to cover collection costs.
This provision will be applied in the event of late payment, unpaid invoices or requests to extend due dates, without prejudice to any claims for damages..
7.3 Retention of title
MEDICOLD retains ownership of the goods sold until full payment of the invoice price, in principal and in accessories.
If payment is not received within the stipulated period, we reserve the right to take back the products delivered at the customer's expense and risk. The Buyer may not pledge or assign ownership of the goods by way of security.
If the purchaser is the subject of receivership or compulsory liquidation, MEDICOLD reserves the right to claim, within the framework of the receivership proceedings, the goods sold and remaining unpaid.
7.4 Resolutive clause
If, within fifteen (15) days following implementation of the "Late payment" clause, the Purchaser has not paid the remaining sums due, the sale shall be automatically cancelled and may give rise to a claim for damages against MEDICOLD.
Article 8. Order delivery
MEDICOLD delivers its Products in France and in all countries of the European Union, and can on request deliver to any country via the Buyer's Forwarding Agent.
The Products ordered will be delivered to the address indicated by the Purchaser at the time of ordering. The Buyer must ensure that this address is correct.
Any package returned to MEDICOLD due to an incorrect or incomplete delivery address will be reshipped at the Purchaser's expense.
Delivery may be made, at the Purchaser's option, by a carrier proposed by MEDICOLD.
Delivery charges are payable by the Buyer and are communicated to him/her when choosing the delivery method for his/her order.
The delivery time indicated when the order is placed is given as an indication only and is in no way guaranteed.
Consequently, any reasonable delay in the delivery of products shall not entitle the purchaser to :
Allocation of damages
Cancellation of the order
Article 9. Claims relating to products or their delivery
Any dispute relating to the Price or the Product must be sent to MEDICOLD by e-mail to the following address contact@medicold.fr.
In the event of an error in delivery, the Purchaser must submit to MEDICOLD, on the same day as delivery or no later than the first working day following delivery, any claim of error in delivery and/or non-conformity of the products in kind or in quality compared to the indications on the order form.
The claim may be made, at the Purchaser's option, either by telephone by contacting Customer Service, or by e-mail sent to the following address: contact@medicold.fr.
Photographs of the goods may be supplied as a supplement, but have no legal value under any circumstances.
These reservations must also be confirmed in writing within five days of delivery, by registered letter with acknowledgement of receipt.
Any claim not made in accordance with the rules defined above and within the time limits set shall not be taken into account and shall release MEDICOLD from any liability to the Purchaser.
Article 10. Product returns
In the event of delivery that does not conform to the order or of a defective Product, the Buyer has a period of 14 days from delivery of the Product to return it.
Products may only be returned with proof of the invoice issued at the time of order.
The cost of exchanging or returning the Product will be borne by the Buyer.
Article 11. Non-application of the right of withdrawal
As the Buyer is contracting within the framework and for the needs of his profession, there is no need to apply the right of withdrawal provided for in the French Consumer Code.
Article 12: Unavailability of Products
In the event of unavailability of the Product ordered, the Purchaser will be informed as soon as possible by MEDICOLD by e-mail.
The Purchaser will then have the option of cancelling the order for the unavailable Product and requesting reimbursement of the amount paid for the order within 30 days of payment.
MEDICOLD will then cancel the order for this product and reimburse the customer, if necessary, while the rest of the order remains firm and final.
Article 13. Transfer of risk
Upon delivery of the Products, the transfer of the risks of loss and deterioration of the Products shall take place as soon as the Products are dispatched from MEDICOLD's warehouse or that of its supplier, as the case may be.
Products are delivered at the Buyer's risk.
The Buyer may, in particular in the event of damage, lodge all claims with the transport service provider under the legal and regulatory conditions in force.
Article 14. Product warranties
Pursuant to Articles 1641 et seq. of the French Civil Code, MEDICOLD warrants the Purchaser against any latent defect arising from a design fault, to the exclusion of any negligence or fault on the part of the Purchaser.
The Buyer must bring an action under the warranty for latent defects within two years of discovery of the defect.
The Buyer may choose between cancellation of the sale or a reduction in the sale price.
In any event, should MEDICOLD be held liable, its warranty shall be limited to the amount paid by the Purchaser for the purchase of the Product, exclusive of tax.
Article 1641 of the French Civil Code:
"The seller is liable for any hidden defects in the item sold which render it unfit for its intended use, or which impair that use to such an extent that the buyer would not have purchased it, or would have paid a lower price for it, had he been aware of them".
Article 1644 of the French Civil Code:
"[...] the buyer has the choice of returning the thing and having the price returned to him, or keeping the thing and having part of the price returned to him."
Article 1648 paragraph 1 of the Civil Code :
"The action resulting from redhibitory defects must be brought by the purchaser within two years of the discovery of the defect.
Article 15. Liability
All Products offered by MEDICOLD must be used in accordance with their instructions for use and taking all necessary precautions.
The Buyer assumes responsibility for the choice of the Product he/she decides to order. Consequently, the Vendor may in no case be held responsible for the unsuitability of the Product for its intended use.
MEDICOLD shall not be held liable for any damage, direct or indirect, material or immaterial, resulting from the use of a Product in a manner not in compliance with its instructions for use.
Apart from the cases mentioned above, MEDICOLD may not be held liable if it demonstrates that the non-performance or improper performance of these general terms and conditions of sale or of the order is attributable either to the Purchaser or to the unforeseeable and insurmountable act of a third party to the contract.
Article 16. Force majeure
In the event of a force majeure event, the party concerned must inform the other party within fifteen (15) days of the occurrence of the event, by registered letter with acknowledgement of receipt.
In addition to those normally accepted by the case law of French courts and tribunals, the following are expressly considered to be cases of force majeure or fortuitous events: total or partial strikes, lock-outs, riots, boycotts or other industrial actions or commercial disputes, civil unrest, insurrection, war, bad weather, epidemics, blockage of means of transport or supply for any reason whatsoever, earthquake, fire, storm, flood, water damage, governmental or legal restrictions, legal or regulatory changes to forms of marketing, computer breakdown, blockage of telecommunications, including wired or wireless telecommunications networks, and any other event beyond the control of the parties preventing the normal performance of the contractual relationship.
All obligations of the parties will be suspended for the duration of the force majeure event, without compensation.
The parties will meet to examine the impact of the event and agree on the conditions under which performance of the contract will continue. If the case of force majeure lasts longer than three months, the present terms and conditions may be terminated by the injured party.
Article 17. Intellectual property rights
MEDICOLD is the owner of all intellectual property rights relating to the Site and its component parts, in particular texts, photographs, images, icons, sounds, videos, software, databases and data.
Consequently, any reproduction, representation, modification, transmission, publication, adaptation or exploitation of the elements on which MEDICOLD has intellectual property rights, on any medium whatsoever and in any manner whatsoever, carried out without the prior written authorization of MEDICOLD, is strictly prohibited.
Non-substantial reproduction or representation of elements over which MEDICOLD holds intellectual property rights is authorized for strictly private and non-commercial purposes.
Authorized reproduction of elements over which MEDICOLD holds intellectual property rights must clearly indicate the source and the name of the author of the content reproduced.
MEDICOLD reserves the right to take civil and criminal legal action, including infringement proceedings, against any person who directly or indirectly infringes its rights.
Article 18. Personal data
During the ordering process, the Buyer may be asked to provide personal information.
MEDICOLD undertakes to respect the information submitted by the Buyer in accordance with the conditions set out in its Privacy and Personal Data Charter, which is available at the following address https://medicold.fr/gestion-des-donnees-personnelles/.
Article 19. Partial non-validation
If one or more stipulations of these general terms and conditions of sale are declared null and void, in application of a law, regulation or following a final decision by a competent court, they shall be deemed unwritten, without entailing the nullity of these general terms and conditions of sale as a whole, by which MEDICOLD and the Purchaser shall remain bound to each other.
If necessary, MEDICOLD and the Purchaser undertake to negotiate in good faith the provisions necessary to replace the stipulations that may have been cancelled or invalidated for any reason whatsoever.
Article 20: 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 shall not be interpreted for the future as a waiver of the obligation in question.
The fact that a party does not insist on the application of any provision of these general terms and conditions of sale, or tolerates its temporary or permanent non-application, shall in no case be interpreted as a waiver by that party of its rights under these general terms and conditions of sale.
The fact that a party tolerates the non-performance or imperfect performance of any contractual obligation referred to in these general terms and conditions of sale or, more generally, tolerates any act, abstention or omission of the other party which does not comply with the contractual provisions shall not confer any right whatsoever on the party benefiting from such tolerance.
Article 21. Applicable law
By express agreement between the parties, these terms and conditions of sale are governed by and subject to French law.
Any dispute relating to the conclusion, interpretation, performance or termination of these general terms and conditions of sale will be settled amicably.
Any dispute arising between the parties as a result of the conclusion, interpretation or execution of these terms and conditions of sale shall be settled exclusively by the competent courts of Versailles.