Terms & Conditions
Article 1: Purpose
Any purchaser who orders Edward Achour creations from La Villa d'Or, whose trade name is Edward Achour, is deemed to have accepted the present terms and conditions of sale and the associated order form.
Consequently, unless expressly agreed by La Villa d'Or, any modification, addition and/or deletion by the purchaser of any mention appearing therein shall be null and void.
Article 2 : Order taking and order form as sales contract
Orders are placed directly with Villa d'Or or its representative by e-mail addressed to the latter or its representative. Villa d'Or will validate them by issuing an order form sent to the purchaser by e-mail containing, in particular, the reference number of the item(s) ordered or its/their description(s), the quantity ordered classified by size and color, the price, the payment deadline as well as the estimated shipping deadline.
Receipt of the e-mail by La Villa d'Or and its representative, enclosing the order form signed by the purchaser with his company stamp, will materialize the sale between the parties in accordance with the terms and conditions of the French Civil Code, the order form and the present general terms and conditions of sale.
Article 3 : Modification of orders
Subject to the stipulations set out below, no order validated by the parties may, except with the express agreement of La Villa d'Or, be cancelled or modified by the vendor after a period of 7 working days from the said validation.
In the event of a modification accepted by La Villa d'Or, the latter will be released from the estimated lead times originally stipulated.
Each season, the purchaser, with the express agreement and under the terms and conditions of La Villa d'Or, may also obtain the replacement of goods whose value does not exceed 10% of the price of the orders placed by the purchaser with other goods from the same collection.
No replacement can be made before full payment of the price of the goods originally ordered and their receipt by La Villa d'Or.
Returns and deliveries of exchanged models will be at the sole financial expense and under the sole responsibility of the purchaser, who must ensure the quality of their packaging and the professionalism of the carrier. Only new, unworn and labelled merchandise may be returned. In any event, no returns will be accepted without a return number.
La Villa d'Or undertakes to honor at least 80% of validated orders per season. However, models with orders of less than 50 pieces for all territories combined, whose production is cancelled for this reason, will also not be delivered.
Article 4 : Prices, terms of payment and invoicing
The prices of goods, their terms of payment and payment deadlines will be those indicated on the order form.
Invoices will be issued by La Villa d'Or upon dispatch of the goods and sent in a single copy to the purchaser's e-mail address.
Any sum not paid on the due date will give rise to the payment by the purchaser of penalties set at three times the legal interest rate. These penalties are payable by operation of law and will be automatically debited from the customer's account.
Failure to pay an invoice by the due date shall also entail, by express agreement :
- immediate payment of all outstanding debts,
- the seller's right to cancel all or part of outstanding orders,
- the payment of a penalty equal to 50% of the amount due, as well as the reimbursement of any judicial and extrajudicial costs.
Article 5 : Shipping
Goods will be dispatched in accordance with the estimated delivery schedule set out in the order form. In the event of late dispatch of goods, no termination or rescission may be validly invoked.
Article 6 : Defects of conformity and apparent and hidden defects
Goods are subject to two quality controls by a company appointed by La Villa d'Or.
The purchaser is obliged to check the conformity of the goods and the absence of any apparent defects as soon as they are received. Any complaint in this respect must be made in writing to the seller's e-mail address indicated on the order form, within 10 calendar days of delivery. Failing this, no claim will be validly considered.
In any event, it is the purchaser's responsibility to demonstrate the reality of any defects or faults observed, in particular by means of photographic reproductions, and to return them to La Villa d'Or for examination after express agreement and in accordance with the terms and instructions of the latter.
Defects and deterioration of goods delivered as a result of abnormal conditions of storage, conservation and/or use by the purchaser, in particular in the event of an accident of any kind whatsoever, will not entitle the purchaser to the guarantee owed by La Villa d'Or.
Goods which are not in conformity or which have apparent defects will be exchanged wherever possible. Failing this, they will be reimbursed or credited. For those whose lack of conformity is limited to the absence of all or part of its accessories (such as buttons, ....), La Villa d'Or undertakes to deliver the missing items as soon as possible.
No other indemnity may be claimed under the present article, nor may any failure to pay due invoices be justified.
Article 7: Refusal to accept goods
In the event of refusal by the purchaser to accept the goods delivered to him, the sale being firm and final, the invoice will be immediately due and payable, as will the following costs and fees: cost of returning the goods, cost of any second delivery, storage costs until their second delivery and, in the event of cancellation, a flat-rate penalty of 50% of the price excluding tax of the goods sold.
Article 8: Intellectual property rights
Edward Achour creations are subject to copyright protection and must be marketed exclusively under the Edward Achour brand. They may in no way be presented and/or marketed under the brand and/or name of other ready-to-wear creations and, more generally, third-party brands and/or names.
The buyer may not reproduce all or part of the models he/she purchases or the models he/she has seen, and any such reproduction will be prosecuted. Nor may he divulge to third parties any information enabling the total or partial reproduction of these models, under penalty of being prosecuted as an accomplice to the offence.
Trademarks, logos and other distinctive signs such as domain names containing the Edward Achour prefix or one of its components identifying the creations are duly protected and remain the exclusive property of La Villa d'Or.
The seller may only use them within the framework of the present sales contract.
Article 9 : Exclusivity of supply to La Villa d'Or and sale to consumers
The buyer is obliged to purchase Edward Achour creations exclusively from La Villa d'Or. He is also bound to sell them exclusively to private customers and in any case never to a person who acquires them for the purpose of resale.
Article 10 : Buyer's obligations
The buyer undertakes to respect the standards of marketing, standing and brand image of Edward Achour creations, and in particular to market them in accordance with their packaging and the presentation adopted by La Villa d'Or, not to alter them, not to remove or modify the labels, and to maintain them in good condition until they are sold to his customers.
The seller undertakes to have the online sale of the goods purchased expressly approved in advance by La Villa d'Or for the purpose of verifying that the standing criteria of the customer's sales website comply with those of Edward Achour creations.
The purchaser undertakes to take out an insurance policy guaranteeing his professional civil liability for all activities and obligations arising from the present sales contract.
Article 11: Customer resale price
The purchaser, in his capacity as an independent trader, is free to determine the resale price of the goods to his customers. However, La Villa d'Or will provide the purchaser with a list of recommended selling prices.
IN ANY EVENT, THE RESALE PRICE OF THE GOODS BY THE PURCHASER SHALL NOT EXCEED MORE THAN ... ...... OF THE PRICE OF THEIR PURCHASE FROM LA VILLA D'OR.
The resale price of goods may not be lower than their purchase price, except during local sales periods.
Goods may only be discounted up to 50% of their purchase value.
Article 12: Nullity clause and independence of clauses
The possible invalidity of one or more clauses of the present general terms and conditions shall not affect the other stipulations, which shall continue to have full and complete effect.
Article 13: Applicable law, settlement of disputes and jurisdiction
THE SALE BETWEEN THE PARTIES IS GOVERNED BY AND SUBJECT TO FRENCH LAW TO THE EXCLUSION OF THE PROVISIONS OF THE VIENNA CONVENTION ON THE INTERNATIONAL SALE OF GOODS OF APRIL 11 1980.
ALL DISPUTES AND AGREEMENTS THAT RESULT THEREFROM CONCERNING THEIR VALIDITY, INTERPRETATION, EXECUTION, RESOLUTION , CONSEQUENCES AND FOLLOW-UP WILL BE SUBJECT TO THE PARIS COMMERCIAL COURT.
Article 14 Contractual agreement
By express agreement, the present general terms and conditions of sale and the order form for the goods form an indivisible whole in the minds of the Parties.
Article 15: Reservation of ownership
Ownership of the goods delivered shall not pass until payment has been made in full.
Article 16 : Force majeure
La Villa d'Or cannot be held responsible if the non-execution or delay in the execution of one of its obligations described in the present terms and conditions of sale results from a case of force majeure. Force majeure is defined as any external, unforeseeable and irresistible event within the meaning of article 1148 of the French Civil Code. In such a case, the purchaser may not demand shipment on the previously confirmed date, nor compensation of any kind.
In particular, the following are considered to be cases of force majeure
- fire, flood, natural disaster, pandemic, theft or any other event causing the complete or partial destruction of the company, its stocks or supplies, or the stoppage of its operations,
- strikes and lock-outs, without it being necessary to determine whether the strike or lock-out was caused by management or employees,
- shortage of raw materials resulting from a general cause, such as a transport stoppage,
-or any other reason which suspends work on the production line, beyond the control of La Villa d'Or.
The events listed in the above paragraph will also be treated as cases of force majeure when they occur in any other establishment whose activity is essential to the execution of the sales contract. In both cases, proof must be provided that the activity in question has been effectively interrupted by the events in question.