Terms and conditions of 285Kelvin
General conditions of sale online for private individuals
- The present General Conditions of Sale (hereinafter ”GCS”) are proposed by the company 285Kelvin (hereinafter ”The Company”), SASU with a capital of 1,000 euros, registered in the Trade and Companies Register of Avignon under the number 907 812 085, represented by Bernard Jean-Baptiste, whose registered office is located at 2185 ROUTE DE BONNIEUX, 84560 MENERBES.
- Its phone number is 07 56 99 43 46, and its e-mail address is [email protected]..
- The company is the owner and editor of the website https://285kelvin.com/ (hereinafter ”the Site”). The Site is hosted by Hetzner, domiciled at : Ansbach Registration Office, HRB 6089, reachable at +49 9831 5050.
- The Site offers the Customer (hereinafter referred to as ”the Customer”) the possibility of The Site allows users to blind taste wines through a mobile application (hereinafter referred to as ”the Services”).
- Prior to any use of the Site, the Customer must ensure that he/she has the technical and computer resources to use the Site and to order the services on the Site, and that his/her browser allows secure access to the Site. The Customer must also ensure that the computer configuration of his hardware/equipment is in good condition and does not contain any viruses.
Application and enforceability of the GTC
- The purpose of these GTC is to define all the conditions under which the company markets the Services as offered for sale on the Site to Clients. They therefore apply to any Order (hereinafter referred to as an “Order”) for Services placed on the Site by the Client.
- The Customer declares that he/she has read and accepted these GTC before placing his/her Order.
- Validation of the Order therefore implies acceptance of these GTC. These GTC are regularly updated and the applicable GTC are those in force on the Web site at the time the Order is placed.
- Any condition to the contrary imposed by the Client shall therefore be unenforceable against the Company, unless expressly accepted, regardless of the time at which it is brought to the Company’s attention.
- The fact that the Company does not take advantage of any provision of these GTC at a given time shall not be interpreted as a waiver of the right to take advantage of any provision of the said GTC at a later date.
Ordering services on the website
- The company reserves the right to correct the content of the Site at any time.
- The Client selects the Service(s) he/she wishes to purchase and may access the Order summary at any time.
- The Order summary lists the Service(s) that the Customer has selected and includes any additional charges such as the price of delivery that are added to the price of the Service(s) in the Order. The Customer may modify his/her Order and correct any errors before accepting it.
- After accessing the Order summary, the Customer shall confirm acceptance of the Order by ticking the box indicating that he/she accepts the GTC, and then clicking on the Order validation icon. The words ”Order with payment obligation” or a similar unambiguous wording shall appear next to the Order validation icon to ensure that the Customer explicitly acknowledges his/her obligation to pay for the Order.
- Once the GTC have been accepted and the Order has been validated with the obligation to pay, the contract shall be validly concluded between the company and the Customer and shall be irrevocably binding upon them.
- Once the Order has been validated and in order to proceed with the payment, the Client shall enter the contact details for the delivery of the service(s), and for the invoicing if different. The process for receiving the service(s) is described in article 5 of these GTC.
- The company will then send the Customer an Order confirmation by email, containing the details of the Order summary and the delivery and, where applicable, billing addresses entered.
- Once the Customer has validated his/her delivery and, where applicable, billing details, he/she shall proceed with the payment of his/her Order in accordance with the terms and conditions set out below.
Prices and terms of payment for the order
- The prices are mentioned on the Site in the description of the Services, in euros and exclusive of tax and all taxes.
- The total amount is indicated in the Order summary, before the Customer accepts these GTC, validates his/her Order, enters and validates his/her delivery and, if applicable, billing details and proceeds to payment. This total amount is indicated inclusive of all taxes.
- The Order for Services on the Site is payable in euros. Payment must be made in full on the day the Order is placed by the Client, by bank card, unless special conditions of sale are expressly agreed between the Client and the company.
- In the event of payment by bank card, the Site uses the mangopay security system, a service provider specialising in the security of online payments. This system guarantees the Customer the total confidentiality of his banking information. The bank transaction by bank card, carried out between the Customer and the secure system is therefore entirely encrypted and protected. The Customer’s bank details are not stored electronically by the company. The general terms and conditions of use of mangopay are available at the following address: https://www.mangopay.com/terms/MANGOPAY_Terms-FR.pdf.
- The Customer guarantees the company that he/she has the necessary authorisations to use the payment method when placing the Order.
- The company reserves the right to suspend or cancel any execution and/or delivery of an Order, regardless of its nature and level of execution, in the event of non-payment or partial payment of any sum owed by the Customer to the company, in the event of a payment incident, or in the event of fraud or attempted fraud relating to the use of the site and the payment of an Order.
Use of the services
- The service(s) shall be automatically delivered to the Customer as soon as the Order is validated.
- The Client must ensure that the information provided at the time of placing the Order is correct.
- The Company shall not be liable for the non-receipt of the Service(s) by a third party outside its control or in the event of theft.
- For any request for information, clarification or complaint, the Customer must contact, as a priority, the company’s customer service department, in order to allow the latter to try to find a solution to the problem.
- The company’s customer service department is accessible from 9am to 8pm from Monday to Friday using the following contact details:
Phone : 07 56 99 43 46 (numéro surtaxé)
Email : [email protected]
Postal address : 2185 ROUTE DE BONNIEUX, 84560 MENERBES
Obligations of the customer
- The Client undertakes to comply with the terms of these GTC.
- The Customer agrees to use the Site and the services in accordance with the company’s instructions.
- The Client agrees that it shall use the Website only for its own personal use in accordance with these GTC. In this respect, the Client agrees to refrain from:
- Use the website in any illegal manner, for any illegal purpose or in any manner inconsistent with these GTC;
- Sell, copy, reproduce, rent, lease, loan, distribute, transfer or sub-license all or any part of the contents of the Website or decompile, reverse engineer, disassemble, modify, display in human-readable form, attempt to discover any source code or use any software that enables or comprises all or part of the Website;
- Attempt to gain unauthorised access to the website’s computer system or to engage in any activity that disrupts, diminishes the quality of or interferes with the performance or functionality of the website;
- Misuse the Website by deliberately introducing viruses or any other malicious program and attempt to gain unauthorised access to the Website;
- To infringe the intellectual property rights of the company;
- To denigrate the Website;
If, for any reason, the company considers that the Customer is not respecting these T&Cs, the company may at any time, and at its sole discretion, remove the Customer’s access to the Website and take all measures, including civil and criminal legal action against the Customer.
Right of withdrawal
- In accordance with Articles L.221-18 et seq. of the French Consumer Code, the Customer has a period of 14 days from the date of validation of his/her Order on the Website to exercise his/her right of withdrawal from the company, without having to justify his/her reasons or pay any penalty.
- All Products/Services may be withdrawn, except those excluded by Article L. 221-28 of the Consumer Code, reproduced below:
The right of withdrawal cannot be exercised for contracts :
1° For the supply of services fully performed before the end of the withdrawal period and whose performance has begun after the consumer’s prior express agreement and express waiver of his right of withdrawal;
2. The supply of goods or services whose price depends on fluctuations in the financial market beyond the trader’s control and which may occur during the withdrawal period
3. The supply of goods made to the consumer’s specifications or clearly personalised;
4. The supply of goods which are likely to deteriorate or expire rapidly
5. The supply of goods which have been unsealed by the consumer after delivery and which cannot be returned for reasons of hygiene or health protection
6. The supply of goods which, after delivery, are by their nature inseparably mixed with other articles
7. The supply of alcoholic beverages the delivery of which is deferred for more than thirty days and the value of which agreed at the conclusion of the contract depends on fluctuations in the market which are beyond the control of the trader
8. Maintenance or repair work to be carried out urgently at the consumer’s home and expressly requested by the consumer, within the limits of spare parts and work strictly necessary to meet the emergency;
9. The supply of audio or video recordings or computer software when they have been unsealed by the consumer after delivery
10. The supply of a newspaper, periodical or magazine, except for contracts for subscriptions to such publications;
11° Concluded at a public auction;
12° For the provision of accommodation services, other than residential accommodation, transport services, car rental, catering or leisure activities that must be provided on a specific date or at a specific time;
13. the supply of digital content not provided on a tangible medium, the performance of which has begun after the consumer has given his prior express consent and expressly waived his right of withdrawal.
- To exercise his/her right to withdraw from the Order, the Client must notify his/her decision to withdraw by means of the withdrawal form attached hereto or by means of an unambiguous statement, without giving any reasons. The Client may communicate his decision to withdraw to the company by any means, in particular by sending it by post to the company at the following address: 2185 ROUTE DE BONNIEUX, 84560 MENERBES or by e-mail to [email protected].
- In the event that the Client notifies the company of his decision to withdraw, whatever the means used, the company will send him without delay an acknowledgement of receipt of the withdrawal on a durable medium (in particular by e-mail).
- In the event of the Client’s withdrawal, the reimbursement of the Service(s) which was (were) the subject of the right of withdrawal shall be made by the Company by the same means of payment as that used for the initial transaction, unless the Client expressly agrees to a different means. In any event, this refund shall not incur any costs for the Client. The refund shall be made as soon as possible, and no later than 14 days from the date on which the company is informed of the Client’s decision to withdraw from the Order. If the Services are used within the withdrawal period, the Client shall be deemed to have expressly waived his/her right of withdrawal.
- The Company shall take all appropriate measures to ensure that the Client is provided with quality service(s) under optimum conditions. However, the company shall not be held liable for any non-performance or poor performance of all or part of the services provided for in the contract, which is attributable either to the Client, or to the unforeseeable and insurmountable act of a third party outside the contract, or to a case of force majeure. More generally, if the company’s liability were to be incurred, it could not under any circumstances agree to compensate the Client for indirect damage or damage whose existence and/or quantum would not be established by evidence.
- The company shall not be held responsible for damage caused by misuse of one of its services or by failure to observe the precautions for use and conditions of hygiene, storage and safety when using one of its Products/Services.
- The Website may contain links to other websites not edited or controlled by the company, which cannot be held responsible for the operation, content or any element present or obtained through these websites.
- The establishment of such links or the reference to any information, articles or services provided by a third party cannot and shall not be interpreted as an express or tacit endorsement by the company of these websites and elements or their content.
- The company is not responsible for the availability of these websites and cannot control the content of these websites nor validate the advertising, service(s) and other information provided on these websites.
- It is expressly stipulated that the Company shall not be held liable in any way whatsoever if the Client’s computer equipment or e-mail system rejects, for example due to anti-spam software, e-mails sent by the Company, including but not limited to the copy of the payment receipt, the Order summary or the shipment tracking e-mail.
- The Client is fully aware of the provisions of this article and in particular of the aforementioned warranties and limitations of liability, essential conditions without which the company would never have entered into a contract.
The Client agrees not to undermine the security of the Website. To this end, he undertakes not to proceed with any fraudulent access and/or maintenance in the company’s information system. Nor may the Client undermine or hinder the company’s information system. Should he fail to do so, the company may take any measure against him and, in particular, incur criminal liability under Articles 323-1 et seq. of the French Penal Code.
Applicable law and jurisdiction
- These GTC are governed and interpreted in accordance with French law, without regard to the principles of conflict of laws.
- In the event of a dispute arising from the interpretation and/or execution of these GTC, or in relation to these GTC, the Client may decide to submit the dispute with the company to a conventional mediation procedure or any other alternative dispute resolution method.
- In accordance with the provisions of the Consumer Code concerning the amicable settlement of disputes, the company adheres to the Medycis: Medycis. – Medycis.
You can use the mediation service for consumer disputes related to an order made on the internet.
To find out how to contact the Mediator: Medycis.
- Finally, it is reminded that mediation is not compulsory but only proposed in order to resolve disputes by avoiding recourse to the courts.
- The Customer can also go to the European platform for the settlement of consumer disputes set up by the European Commission at the following address and listing all the approved dispute settlement bodies in France: https://webgate.ec.europa.eu/odr/.
- If this mediation procedure fails or if the Customer wishes to take the matter to court, the rules of the Code of Civil Procedure will apply.
285Kelvin 2185 ROUTE DE BONNIEUX, 84560 MENERBES
07 56 99 43 46
I hereby notify you of my withdrawal from the contract for the sale of the following product(s)/service(s):
Ordered on :
Received on :
Order number :
Customer’s name :
Customer’s address :
Customer’s signature :
General Terms and Conditions of Sale B2B
The term ”Provider” refers to the company 285Kelvin, a simplified one-person company with a capital of 1,000 euros, registered in the Trade and Companies Register of Avignon under the number RCS 907 812 085, and whose registered office is located 2185 ROUTE DE BONNIEUX, 84560 MENERBES.
The Provider is a company specialising in the sale of wine tasting services.
The term “Client” refers to any individual or legal entity that has requested the services of the Provider.
The term “Third Party” refers to any individual or legal entity not party to these General Terms and Conditions (GTC).
The purpose of these Terms and Conditions is to define the rights and obligations of the Parties in connection with the provision of services by the Service Provider to the Customer in the course of its business.
These General Terms and Conditions of Sale (hereinafter referred to as the “GTC”) shall apply to any contract entered into between the Service Provider and the Customer for the provision of services (the “Services”) as defined in the quotation approved by the Customer.
The Services may be provided either remotely or at the Client’s premises, at the discretion of the Provider and the Client.
The GTC are systematically sent or given to each Client before placing any order (the Order). Consequently, the placing of an Order implies the Customer’s full and unreserved acceptance of these GTC, to the exclusion of any other documents in the Customer’s possession such as brochures, catalogues or advertising leaflets issued by the Service Provider, which shall only have an indicative and non-contractual value.
In the event of a contradiction between the provisions of the quotation and these GTC, the relevant provisions of the quotation shall prevail over the GTC.
These GTC shall govern the entire relationship between the Service Provider and the Customer. No general terms and conditions of purchase shall prevail or be enforced by the Customer against the Service Provider and no special terms and conditions communicated by the Customer to the Service Provider shall prevail over the GTC, unless formally accepted in writing by the Service Provider.
Any reservation concerning the GTC, put forward by the Customer, will, therefore, in the absence of express acceptance by the Service Provider, be unenforceable against the Service Provider, regardless of when it may have been brought to the attention of the Customer.
Any provisions derogating from these GTC shall be subject to the express agreement of the Parties, reflected in the Orders confirmed by the Service Provider or any other document evidencing the agreement of both Parties.
The fact that the Service Provider does not at any time rely on any of the terms and conditions of these GTC shall not be construed as a waiver of any such terms and conditions at a later date.
The Service Provider reserves the right to modify these GTC, the Services and the prices at any time and without notice. Such changes shall not affect any Orders in progress.
The GTC apply only to professionals and not to consumers. In this respect, the Client acknowledges that he/she is a professional, in accordance with the provisions of the applicable Consumer Code.
“Order(s)” means the order(s) for the Services issued by an authorised representative of the Client on the basis of the Provider’s quotation.
“Contract”: means the contract for the performance of the Services, formed by these GTC, the Orders and the quotation expressly referring to the GTC duly and expressly signed by both Parties.
“Party(ies)” means individually or collectively the Service Provider and the Client.
“Services” means the services provided by the Service Provider to the Client as described in the Quote.
Conclusion of the contract
Unless otherwise agreed in the quotation, the Agreement shall be deemed to have been entered into and shall come into effect between the Parties on the date of receipt by the Provider of the Client’s Order either by email or by post to the Provider’s address.
No change or modification to the Agreement, including but not limited to the characteristics of the Services, shall be considered unless accepted in writing by the Service Provider.
This provision cannot be replaced by a verbal agreement.
In the absence of specific provisions in the quotation, the time limits for the performance of the Services are communicated to the Client as an indication. The Service Provider shall not be liable for any delay in the performance of the Services, nor shall the Service Provider be obliged to pay any compensation or penalty for any delay, nor shall the Service Provider be liable for the cancellation of the Order in question.
Obligations of the Parties
In general, the Client and the Service Provider undertake to collaborate actively to ensure the proper performance of the Contract. Each of the Parties undertakes to communicate any difficulties of which it may become aware as the project progresses, to enable the other Party to take the necessary decisions.
The Client undertakes to provide accurate and sincere information and also undertakes to inform the Service Provider of any change in the information, data and documentation provided.
The Client shall be solely responsible for any malfunctions that may result from incorrect information. The Customer shall maintain a valid e-mail address and postal address.
- Obligations of the Customer
The Customer expressly declares to have received from the Service Provider all the information and advice necessary for the performance of the Services and waives any liability of the Service Provider as a result.
In order to enable the Service Provider to carry out its mission, the Client agrees to :
- Work closely with the Service Provider and provide all information, documentation, services, and all means useful for the performance of the Services and agrees to provide the Service Provider with all the elements necessary to satisfy its obligation, including the personnel dedicated to the proper performance of the Services.
- Establish a detailed specification that will not be modified, unless agreed by the Parties, after it has been approved by the Provider. If necessary, the Service Provider may intervene in the elaboration of the specifications, jointly with the Client. In the event that any changes involve a substantial reworking of the initial specifications, such changes shall be invoiced in addition to the initial quotation.
- Provide the Service Provider with the quotation (dated, signed and stamped).
- To provide all the documentary, graphic and textual elements necessary for the proper execution of the Contract (in particular in the right formats to be used according to the targeted media), the Client undertakes to provide all the legal information to be added to the documents and assumes the responsibility of providing the content of the documents he edits.
- To have the necessary rights to the elements provided above.
- To actively collaborate in the success of the project by providing the Service Provider with all the information and documents necessary for the good understanding of the needs and the good execution of the Services within the previously defined deadlines.
- Strictly comply with the technical recommendations and artistic suggestions made by the Service Provider.
- Guarantee the Service Provider against any action that could be brought against it due to the nature of the data or information (texts, images, sounds) that would have been provided or chosen by the Client.
- To pay the amounts due to the Service Provider within the time limits specified in the quotation and in these GTC.
- Inform the Service Provider of any competition with other service providers.
- Ensure that all necessary means are available to allow the Service Provider to perform the Services in its premises and/or remotely.
Before each intervention of the Service Provider, the Customer agrees to perform all necessary backup procedures to protect and safeguard its data, programs and computer files.
Finally, the Customer is responsible for the laws and regulations applicable to the Services, in particular with respect to the protection of intellectual property rights, legal notices, personal data protection, protection of minors (if applicable) and consumer law (if applicable).
- Obligation of the Service Provider
The Service Provider undertakes to use its best endeavours to perform the Services in accordance with these Terms and Conditions and to use its best endeavours to perform the Services. This obligation shall not constitute an obligation of result, as the Service Provider shall only provide the Services on a best effort basis.
- The Service Provider guarantees that the creations are legally available and are not encumbered by third party rights for the uses provided for under the Agreement.
- The Service Provider undertakes to inform the Client on a regular basis of the progress of the project, in particular by means of validations submitted to the Client in the retroplanning as provided for in the quote.
- Terms and conditions of execution of the Services and delivery of the deliverables
The Client undertakes to provide the Service Provider with all the documents necessary for the performance of the Services entrusted to the Service Provider in usable form.
Any subsequent modification or additional request by the Client will be subject to additional invoicing.
As the performance of the Services entrusted to the Service Provider is directly dependent on the Client’s compliance with its own obligations, the Parties expressly acknowledge that the delivery deadlines specified in the quotation are given purely as an indication and without guarantee.
A delay in the delivery dates indicated shall not give rise to the payment of damages, nor shall it authorise the Client to terminate the Contract or to refuse delivery of the Services.
The Provider’s pricing conditions for the provision of the Services are set out in the Provider’s quotation.
Prices are given as an indication and are therefore subject to change. The price invoiced is the one specified in the Order validated by the Service Provider.
The prices of the Services are expressed and payable in Euros and are exclusive of value added tax and any other tax, the Client being responsible for the payment of such taxes.
The prices of the Services do not include any travel or accommodation expenses that may be invoiced in addition by the Service Provider to the Client according to the terms and conditions indicated in the quotation.
Terms of payment
Acceptance of the quotation and the resulting Client Order must be accompanied by payment of a deposit as set out in the quotation.
The payment of the deposit will be a condition for the implementation of the Services. Payment of the deposit may be made by cheque, bank transfer or direct debit to the order of the Service Provider.
Payment of the balance of the Services must be made within thirty (30) days from the date of the invoice issued by the Provider and may be made by cheque, bank transfer or direct debit to the order of the Provider.
There is no discount for early payment.
Late payment penalties
In the event of non-payment on the due date, any sum due will incur late payment penalties. These penalties shall run from the day following the due date shown on the invoice until the day of effective and full payment of the sum. The rate of late payment penalties is set at three times the legal interest rate in force.
These late payment penalties are payable by operation of law and without the need for a reminder from the Service Provider.
The Client shall also be liable to pay a minimum collection fee of forty (40) euros of the sums owed by the Client to the Service Provider.
Finally, in the event of late payment, the Service Provider reserves the right to suspend or postpone the performance of the Services provided for in the Order for which payment is overdue.
The following are to be invoiced in addition: changes requested by the client during the course of the project, if they involve a reworking of the project.
The Service Provider may terminate the Services provided to the Client in the event of a breach by the Client of its obligations under the Agreement which is not remedied within fifteen (15) days of the Service Provider notifying the Client of such breach by registered letter with acknowledgement of receipt, irrespective of the Service Provider’s right to claim damages.
The Service Provider may also terminate the Agreement in the event of non-payment of the invoice(s) outstanding by the Client.
If the Client terminates the Agreement before the end of its term, the Client formally undertakes to settle and pay the amounts relating to the current schedule, the items completed or in progress, and the additional services performed. The files and source data created and used by the Service Provider may not be claimed by the Client without a financial contribution. The advance payment already made shall be retained by the Service Provider as compensation for the work undertaken.
Intellectual Property Rights
The software, data, documentation, processes, methodologies, technologies and documents belonging to the Service Provider (hereinafter referred to as Intellectual Property Rights) used in the implementation of the Services remain the exclusive property of the Service Provider.
The Service Provider grants the Client, where applicable and to the extent strictly necessary for the performance of the Services, on a personal, non-exclusive and non-transferable basis, the right to use such Intellectual Property Rights for the duration of the performance of the Services.
The works created by the Service Provider for the Customer, in the context of the performance of the Agreement, shall remain the full and exclusive property of the Service Provider until the invoices issued by the Service Provider are fully paid by the Customer.
Once the invoices have been received by the Service Provider, the Service Provider assigns to the Client all intellectual property rights to the works created specifically and at the Client’s request, in the context of the performance of the Agreement, for the duration of their protection and for the entire world.
In particular, the Service Provider assigns to the Client the following rights:
The right of reproduction includes, but is not limited to:
- the right to reproduce and/or have reproduced the created works in unlimited number, by any process and on any current or future medium, and named graphic, magnetic, digital or electronic (interactive or not);
- the right to put into circulation and to exploit the works created, commercially or not, the reproductions thus made, in unlimited number, free of charge or against payment, and this for whatever purpose.
The right of representation includes in particular, and in a non-exhaustive manner:
- the right to disseminate and communicate to any public the elements, media, components of the works created, by any representation process known or unknown to date, for any use whatsoever;
- the broadcasting of the works created by any means, in particular by radio, cable-satellite and any network, and more generally by any means of transmission of data, whether digitised or not.
As part of the provision of the Services and as necessary, the Client also grants the Service Provider a right to use its software, data and documents, on a personal basis, free of charge, non-exclusive and non-transferable for the duration of the Services.
Trademarks and company names
Any use by the Customer of the corporate names, trademarks and distinctive signs belonging to the Service Provider is strictly prohibited unless the Service Provider has given its express prior consent. If the Service Provider has given its express prior consent, the Service Provider grants the Client a strictly personal, non-exclusive and non-transferable right to use the Service Provider’s company names, trademarks and distinctive signs throughout the world and for the entire duration of the Agreement.
The Service Provider is authorised to use the Client’s company name/brand in the context of its activities for commercial promotion purposes.
The Service Provider also reserves the right to mention the work done for the Client on its external communication and advertising documents (website, portfolio, etc.) and during commercial prospecting.
Guarantee against eviction
The Service Provider shall indemnify the Customer against any action, claim, demand or opposition from any person claiming an intellectual property right infringed by the provision of the Services, provided that the Customer informs the Service Provider, as soon as he/she becomes aware of any request, claim or proceeding made or initiated on such grounds, whether in or out of court. The Client agrees to provide the Service Provider with all documents and information in its possession and any assistance required for its defence.
In the event of a proven infringement of a third party’s rights, the Service Provider may, at its option:
- obtain any licence or authorisation to allow the Client to continue to use the Services;
- provide an alternative solution allowing the Client to use the Services in accordance with the Order;
- if neither of these options is available, refund the Client the sums paid for the Services, less any sums already paid by the Client for the period of actual use of the Services.
The Service Provider shall have no obligation to pay compensation or otherwise in respect of any infringement claim arising from (a) use of the Services other than in accordance with the Agreement, (b) combination of the Services with other services or materials not provided by the Service Provider.
With respect to any software, data or documents used by the Service Provider in connection with the provision of the Services, which the Client has acquired the rights to use from third parties or which it owns, the Client shall indemnify the Service Provider against any consequences or consequential damages that the Service Provider may suffer as a result of the use of such software, data or documents against any action by a person claiming an intellectual property right or relying on a claim of unfair competition and/or parasitism in respect of such software, data or documents.
The Service Provider warrants that the Services are provided in substantial conformity with the Order.
Unless otherwise provided by law, all other warranties, express or implied, are excluded.
The Service Provider shall not be liable for any warranty, in particular if the Client has modified or caused to be modified the Services or has used services other than the Services provided by the Service Provider without the Service Provider’s prior written consent or if the Client or third parties have intervened on the elements of the Services without the Service Provider’s prior consent.
The Service Provider’s liability is limited to direct damages resulting from a defect in the Services or a breach of the Agreement, even if the defect in question was foreseeable at the time of the Order.
In no event shall the Service Provider be liable for any indirect, incidental or special damages as defined by the case law of the French courts, including, without limitation, the cost of obtaining substitute services, loss of profits, loss of data or downtime, whether in contract or tort and whether or not arising out of the use or operation of the Services, even if the Service Provider has advised the Client of the possibility of such damages.
In the event of any failure by the Service Provider to perform its obligations (failure to perform or improper performance), the Client shall notify the Service Provider within eight (8) business days of the failure being discovered by registered letter with return receipt. If the Client fails to do so, the breach will not be enforceable against the Service Provider.
In the event that the Client has signed an acceptance report for the Services and/or the artwork or has validated the acceptance of the Services and/or the artwork, by any means and in particular by using the Services and/or the artwork, the Service Provider shall be deemed to have fulfilled its obligations under the Agreement. The Client shall then be deemed to have irrevocably waived all claims in this respect.
Furthermore, the Service Provider shall not be liable for non-performance of the Agreement in the event of force majeure as defined in Article 15, or in the event of damage caused by a third party or due to misuse or non-conforming use of the Services by the Client, in violation of the Service Provider’s instructions or good practice.
Except in the case of personal injury or death, and except in the case of gross negligence or wilful misconduct causing proven direct damage or in the case of a breach of an essential obligation of the Agreement which renders the Agreement null and void, the Client acknowledges that the Service Provider’s liability is limited to the amount paid for the Services in question.
The Parties shall not be held liable or in breach of their contractual obligations where the failure to perform their respective obligations is due to force majeure as defined by the case law of the French courts. The Contract between the parties shall be suspended until the causes of the force majeure have ceased to exist. Force majeure takes into account facts or circumstances that are irresistible, external to the parties, unforeseeable and beyond the control of the parties, despite all reasonable efforts to prevent them.
The Party affected by an event of force majeure shall notify the other Party within five (5) working days following the date on which it becomes aware of the event. The two Parties will then agree on the conditions under which the performance of the Contract will be continued.
The Service Provider declares that it is registered with the RCS and with the URSSAF and that its registrations expressly cover all its activities for the performance of the Services defined in the quotation and/or the Order.
In compliance with Articles L 8221-1 et seq. of the French Labour Code and in accordance with Article D 8222-5 of the same code, the Service Provider undertakes to provide the Client with the following documents upon conclusion of the Contract and every six months until the end of its performance:
- A copy of the tax notice relating to the business tax,
- A Kbis extract attesting to the registration in the trade and company register,,
- A certificate on honour drawn up by the Service Provider, certifying that the work is carried out by employees who are regularly employed with regard to Articles D.8222-5, D.8222-7 and D.8222-8 of the Labour Code.
Each of the Parties undertakes to maintain in force, for the entire duration of the Contract, with a solvent insurance company, an insurance policy guaranteeing damage that may occur to its property and personnel, as well as a policy covering its professional liability, so as to cover the pecuniary consequences of bodily injury, material and immaterial damage for which it would be liable, caused by any event and which would be the act of its collaborators and/or possible partner companies during the execution of the Contract.
Each Party undertakes, both on its own behalf and on behalf of its employees and partner companies, to preserve the confidentiality of the confidential information exchanged (the “Confidential Information”). The Confidential Information shall be deemed to be all information, regardless of its nature, form or medium, to which each Party shall have access in the performance of the Agreement, and in particular, without this list being exhaustive, all resources made available by the Service Provider to the Client and by the Client to the Service Provider, any technical, industrial, financial or commercial data, or any other information and documents relating to the activities of each Party. The Confidential Information does not cover documents, data or other information that are :
- known by either Party on a non-confidential basis prior to disclosure by the other Party
- has entered or will enter the public domain at the time of disclosure;
- legitimately obtained from a third party not bound by an obligation of confidentiality;
- independently developed by the receiving Party who has not had access to any information of the disclosing Party;
- disclosed under a statutory or regulatory provision..
Each Party agrees :
- to apply to the Confidential Information the same safeguards as it applies to its own confidential information;
- to communicate the Confidential Information only to its employees and collaborators who need to know it in order to carry out the Services;
- not to disclose, publish or transmit to third parties the Confidential Information, in any form whatsoever, without the prior written consent of the other Party
- to use the Confidential Information only for the purposes of performing the Services.
Each of the Parties waives, except by prior written agreement, the right to make direct or indirect offers of employment to an employee of the other Party who has worked on the Services, which are the subject of this Contract, or to take him into its service, under any status whatsoever. This waiver is valid for a period of two (2) years from the end of this Contract.
In accordance with the provisions of the French Data Protection Act (Loi Informatique et Libertés) no. 78-17 of 6 January 1978, as amended, the Client is the data controller for the purposes of the Contract.
As the Service Provider acts in the name and on behalf of the Customer in the processing of personal data communicated to it by the Customer, it has the status of a subcontractor.
As such, the Service Provider undertakes to take the necessary measures to ensure the protection, security and confidentiality of the personal data transmitted to it by the Customer.
Changes to the T&Cs – assignment of the Agreement
The Service Provider may decide to assign or transfer its rights or obligations under this Agreement provided that the Client receives the Services under the same conditions.
The Service Provider reserves the right to modify these GTC and to notify the Client. If a substantial change to the terms of the GTC is not acceptable to the Customer, the Customer shall have fifteen (15) days from the date of notification by the Provider of the changes to inform the Provider. If the Parties do not agree on the changes, the Parties may terminate the Agreement.
At the end of this fifteen (15) day period, the changes to the GTC shall be deemed to have been accepted by the Client.
Applicable law and jurisdiction
The law of the Contract shall be French law. The parties expressly agree that the Vienna Convention on the International Sale of Goods of 11 April 1980 is not applicable to the Contract.
In the event of a dispute between the Parties, they shall attempt to find an amicable solution to this dispute within thirty days of the notification of the dispute by the requesting Party to the other Party by registered letter with acknowledgement of receipt.
If no amicable solution is found between the Parties, the courts of the Paris Court of Appeal shall have sole jurisdiction to hear any dispute of any nature or any dispute relating to the interpretation or performance of this Agreement, notwithstanding the plurality of defendants, incidental or summary proceedings or guarantee appeals, unless the Service Provider prefers to bring the matter before any other competent court.
The Service Provider reserves the right not to accept an Order from the Customer where the Service Provider has already encountered payment problems (non-payment or late payment) with the Customer for one or more previous Orders.
The Service Provider may subcontract all or part of the performance of the Services to subcontractors. In this case, the Service Provider remains responsible for the performance of the Services vis-à-vis the Client.
Previous documents or other agreements
The Contract supersedes any other previous document, any other written or verbal agreement relating to the same subject matter, with the exception of the quotation, the Order and prevails over any provision to the contrary that may be contained in documents issued by the Client.
Severability of provisions
If any provision of these GTC or its application to any person or circumstance is held to be invalid, such invalidity shall not affect the remaining provisions or applications of these GTC, which shall remain in force, separately from the provision held to be invalid. For this purpose, the provisions of these GTC are declared to be autonomous.
Any notification shall be made in writing and shall either be delivered by hand, sent by registered letter with acknowledgement of receipt, or made by extrajudicial document to the address indicated in the order.
Language of the Contract
The Contract is written in French. A foreign language translation may be provided for information purposes. In the event of contradiction, only the French version shall prevail between the Parties.
General Terms and Conditions of Use
285kelvin is a web platform, available at https://285kelvin.com/ (the ‘Websites‘).
This Website is published by 285Kelvin, SASU with a capital of 1,000 euros, having its registered office at 2185 route de bonnieux 84560 Ménerbes France and registered with the Trade and Companies Registry of Avignon under the identification number 907 812 085, (hereinafter the ‘Publisher‘). 285kelvin is accessible to users (the ‘Users‘).
285Kelvin is hosted by Hetzner, GmbH, whose registered office is at Hetzner Online GmbH Industriestr. 25 91710 Gunzenhausen Germany. This host can be contacted at this email address: [email protected].
The User undertakes at the time of each of his visits to the Platform to respect all of the present Conditions without any reservation. Consequently, the User acknowledges having read the Conditions and agrees to be bound by these provisions. If the User accesses the Platform on behalf of a company or any other legal entity, he/she is nevertheless personally bound by this Agreement.
ARTICLE 1: PURPOSE OF THE WEBSITE
The Website allows the User to access the following services in particular Digital wine tasting (the ‘Service(s)‘) .
285Kelvin, according to the present Terms, grants Users a limited, revocable, non-exclusive, non-transferable right of access to the Services on a strictly personal basis. Any use of the Platform contrary to its purpose is strictly prohibited and constitutes a breach of these provisions.
ARTICLE 2: ACCESS TO THE WEBSITE
To be eligible for the Service, the User may be a natural or legal person. If the User is a natural person, he must have reached the age of 18 years and have full legal capacity.
285Kelvin reserves the right to suspend or refuse access to the Website to one or more Users.
ARTICLE 3: MANAGEMENT OF THE WEBSITE
The Publisher implements the necessary technical solutions to allow continuous access to the website for the User. However, it reserves the right to limit or suspend access to all or part of the Website at any time, without prior notice. Such an interruption may be necessary for reasons of maintenance of the website or its content, or for any other reason deemed necessary for the proper functioning of the website by the Publisher.
The use of the Platform requires a connection and an Internet browser. The Platform is accessible at the following address: https://285kelvin.com/. In order to ensure that the Website functions properly, it is specified that the Website is optimised for :
a screen resolution of 1280×768 pixels;
the latest versions of Edge, Chrome, Firefox and Safari browsers.
All hardware and software required to access the Platform and to use the Services remain the sole responsibility of the User.
ARTICLE 4 : REPORTING
The User may contact the Publisher in order to report any illicit or obviously inappropriate behaviour or content. Such a report may be made by e-mail to [email protected]
ARTICLE 5: USE OF THE PLATFORM’S SERVICES
1.1 Users’ obligations
Users are forbidden to:
- transmitting, publishing, distributing, recording or destroying any material, in particular the contents of 285Kelvin, in violation of the laws or regulations in force concerning the collection, processing or transfer of personal information;
- to distribute data, information, or content of a defamatory, insulting, obscene, offensive, violent or inciting to violence nature, or of a political, racist or xenophobic nature, and in general any content which is contrary to the laws and regulations in force or to good morals;
- to reference or create links to any content or information available from the 285Kelvin websites, except with the express prior written consent of 285Kelvin;
- to use information, content or any data present on the website in order to offer a service considered competitive to 285Kelvin.
- to sell, exchange or monetize information, content or data present on the platform or services offered by the platform, without the express written consent of 285Kelvin;
- Reverse engineer, decompile, disassemble, decipher or otherwise attempt to obtain the source code in relation to any underlying intellectual property used to provide all or part of the Services;
- use any manual or automated software or devices, robots or other means to access, scan, retrieve or index any page of the Website;
- endanger or attempt to endanger the digital security of 285Kelvin. This includes attempts to monitor, scan or test the vulnerability of the system or network or to breach security or authentication measures without prior express authorization;
- infringe or use 285Kelvin’s products, logos, trademarks or other intellectual property rights
- to simulate the appearance or operation of the website, for example by using a mirror effect;
- disrupt or disturb, directly or indirectly 285Kelvin, or impose a disproportionate load on the infrastructure of the Website, or attempt to transmit or activate computer viruses via or on the Website.
It is recalled that violations of system or network security may lead to civil and criminal prosecution. 285Kelvin verifies the absence of such violations and may call upon the legal authorities to prosecute, if necessary, Users who have participated in such violations.
Users undertake to use the Website in a loyal manner, in accordance with its purpose and the legal and regulatory provisions, these Conditions and the practices in force.
1.2 Users’ customer account
The Editor reserves certain services of 285Kelvin to users who have registered on the website, in particular the paid services. When registering, the user agrees to provide valid and sincere information. In particular, the user undertakes to provide the Editor with an e-mail address so that the latter can communicate information to the user.
Any information communicated by e-mail from the Editor to the User will be deemed to have been read by the latter.
Any user regularly registered on the Website may request the deletion of his customer account, the Publisher undertakes to delete the customer accounts for which it has received such a request.
The personal data of customers is deleted after 20 months without the customer having logged in.
ARTICLE 6: INTELLECTUAL PROPERTY
The entire content of the Website, including the designs, texts, graphics, images, videos, information, logos, button icons, software, audio files and others belongs to 285Kelvin, which is the sole owner of all intellectual property rights relating thereto.
Any representation and/or reproduction and/or exploitation of the contents and Services offered by 285Kelvin, in whole or in part, by any means whatsoever, without the prior written authorization of 285Kelvin, is strictly prohibited and may result in legal action.
ARTICLE 7: PERSONAL DATA
This data is provided by the Users who voluntarily and expressly accept the present Conditions authorising 285Kelvin to process, disclose or transfer this data to any third party in order to (i) enable the User to take full advantage of the Services and functions offered by the Website, (ii) prevent any fraud and/or (iii) for statistical purposes.
Personal data is stored by 285Kelvin for processing in connection with the use of the Services. It is kept for as long as necessary to provide the Services and functions offered by the Website.
The User always remains the owner of the information concerning him that he transmits to 285Kelvin. He has, in accordance with the law n° 78-17 of January 6, 1978 according to its consolidated version on March 24, 2020, a right of access, rectification and deletion of personal data concerning him, as well as the right to oppose the communication of these data to third parties for just reasons.
The User may exercise these rights by writing to the following e-mail address: [email protected]
The User may also exercise his rights by writing to the following postal address ***postale TX***.
A reply to the User’s request will be sent within 30 days.
ARTICLE 8 : LIABILITY
It is recalled that the data published by the Users and the information shared by them can be captured and exploited by other Users or third parties. In this sense, 285Kelvin does not guarantee the respect of the property of these data, it is the responsibility of the User to take all necessary measures to preserve the property of his data.
285Kelvin does not guarantee the uninterrupted or error-free operation of the Services, in particular, 285Kelvin cannot be held responsible in the event of interruption of access to the Platform due to maintenance operations, updates or technical improvements.
In any event, 285Kelvin shall not be liable under any circumstances for any indirect or consequential loss or damage to the User or any third party, including but not limited to any lost profits, unfortunate investments, inaccuracy or corruption of files or data, loss of image or business, loss of revenue or profit, loss of goodwill or loss of opportunity in any capacity whatsoever.
In addition, 285Kelvin shall not be liable for any delay or non-performance of this Contract justified by a case of force majeure, as defined by the case law of the French courts.
ARTICLE 9 : EVIDENCE AGREEMENT
The computer systems and files are authentic in the relationship between 285Kelvin and the User.
Thus, 285Kelvin may validly produce in the context of any procedure, for the purpose of proof, the data, files, programs, recordings or other elements, received, issued or stored by means of the computer systems operated, on all digital or analog media, and take advantage of it except in the case of obvious error.
ARTICLE 10 : INDIVISIBILITY
The fact that any of the provisions of the Contract are or become illegal or inapplicable shall not affect in any way the validity or applicability of the other provisions of the Contract.
ARTICLE 11 : SETTLEMENT OF DISPUTES
The conclusion, interpretation and validity of this Contract are governed by French law, whatever the country of origin of the User or the country from which the User accesses 285Kelvin and notwithstanding the principles of conflict of laws.
In the event that a dispute concerning the validity, performance or interpretation of this Contract is brought before the civil courts, it will be subject to the exclusive jurisdiction of the French courts to which jurisdiction is expressly granted, even in the case of summary proceedings or multiple defendants.
The User is informed that he/she may in any case have recourse to conventional mediation or to any alternative method of dispute resolution (conciliation for example) in the event of a dispute.
ARTICLE 12 : DURATION OF THE GENERAL CONDITIONS OF USE
The Publisher reserves the right to modify this document at any time and without notice. Users will be informed of each update of the document.