zChocolat.com is a trading company having its registered office at 5, rue Fabrot (13100 Aix-en-Provence - Tel : +33 (4) 42 91 43 67 - Fax : +33 (4) 88 71 44 00 - Siret 424 922 946 00027 Aix-en-Provence) that markets a range of chocolate products presented in wooden boxes and possibly other containers under the brand zChocolat.com registered to INPI on November 19, 1999 (Registration No 026487) hereafter referred to as "The Products". These Products are presented on its Website http://www.zchocolat.com (hereafter referred to as " The WebSite") accessible to any Internet user.
The present Terms of Sale (hereafter " The T.S. ") define the terms and conditions pursuant to which an individual consumer or a corporation, French or foreign, (hereafter "The Customer") orders and buys the Products or services being sold by zChocolat.com.
The order of Products implies the entire and clear adherence of the Customer to the T.S., exclusive of any other document such as leaflets, catalogues or commercial offers issued by zChocolat.com. Prior to final confirmation of the Product order, the Customer shall state that he knows and agrees with the T.S. by checking the box "I have read and agree with the Terms of Sale", then by clicking the button "Confirm My Order" displayed on the screen. The present T.S. governs all product sales irrespective of the recipient's location and with respect to the special conditions displayed on the Website. Unless formally and previously agreed to in writing by zChocolat.com, no other terms or conditions can prevail over the T.S. Therefore, any contrary terms or conditions asserted by the Customer, failing any express prior written acceptance by zChocolat.com, will be not be valid or enforceable.
To place an order for a Product, the Customer must identify himself (3.1), agree with the T.S. (3.2) and confirm his order (3.3)
A Customer who wishes to place an order must first identify himself. To do this, he must fill in a form made available to him on line. The information provided by the customer will include his surname, first name (or corporate name) as well as his e-mail address, address (and/or address of delivery if its is different) and his telephone number. The Customer shall also provide a password that will be personal and confidential. zChocolat.com reserves the right to verify the accuracy of the data entered by the Customer and more specifically the identity and physical address of the Customer. In order to verify the Customer's identity, zChocolat.com may require a copy of an ID card before shipping any order. The Customer, when not an individual consumer (a.k.a. a business), is responsible (i) for all the persons to whom it communicates its confidential login information and (ii) for all orders placed using its confidential login information, as a result, the customer will not dispute any order placed using its personal and confidential login information. The Customer will inform zChocolat.com as soon as he knows that a third party is using his e-mail address and password without his consent. The Customer agrees that entering these two identification codes is proof of identity. zChocolat.com hereby informs the Customer that the information communicated by him within the framework of the order is automatically recorded as nominative data constituting the Customers' files and/or a detailed invoicing.
When the Customer is identified according to article 3.1 above, he states that he has read and agrees with the T.S. and checks the box "I have read and agree with the Terms of Sale".
The Customer chooses the Products he wishes to buy, then confirms his order, (a summary of which is displayed on the previous screen) by entering his credit card number and its date of expiration under the conditions provided for in article 5. Then he clicks on the icon "Confirm my Order" displayed on the screen. The order is immediately recorded. An order number is then communicated on the screen and also by electronic mail to the Customer.
All the commercial information appearing on the Website does not legally constitute an offer or a contract. Accordingly, the Sales Contract between the Customer and zChocolat.com will only be entered into after the customer has placed his order according to article 3 above and when zChocolat.com has confirmed acceptance of the order to the Customer (hereafter, " Acceptance of Order"). The Acceptance of Order sent by electronic mail by zChocolat.com will indicate the total price of the order in Euros, the order number and a hyperlink to the Website where the customer can view a list of the products purchased. Acceptance or refusal of the Order by the Company is indicated to the Customer within a maximum of 24 hours following the receipt of his order by electronic mail, contingent upon zChocolat.com validating the Customer's payment.
The prices of the Products displayed on the Website are exclusive of taxes and certain other expenses (VAT, shipping charges, tariffs, insurance, local and/or excise taxes). The final price of the Products (hereafter " The Price ") the Customer intends to order, is indicated on the summary screen of his order and includes the following :
the price exclusive of taxes and expenses ;
the amount of discount, if applicable ;
the amount of the value added tax (if applicable) ;
the shipping and handling charges ;
the fuel surcharge if applicable
The Prices are denominated and payable in Euros. Any Prices mentioned in currencies others than the Euro are given for information purposes only. The Customer can inquire to their credit card company about the rate of exchange applicable between the Euro and their currency. Prices are subject to change. zChocolat.com will inform the Customer of any change in price prior to any new order.
zChocolat.com will accept the Order and subsequently ship the Products to the Customer only after payment has been successfully processed and approved. Consequently, the Customer always prepays for the Products. The Products are paid by credit card or wire transfer. The credit cards accepted by zChocolat.com are the following: VISA, MASTERCARD/EUROCARD, DINERS and AMERICAN EXPRESS. The Customer may print the invoice online once the order is shipped. ZCHOCOLAT.COM RESERVES THE RIGHT TO REQUIRE PAYMENT BY WIRE TRANSFER EXCLUSIVELY FOR ANY GIVEN ORDER AND FOR ANY REASONS.
The Products are delivered to the address indicated by the Customer on his order within a reasonable time defined on the Website according to the destination of the order and the conditions specific to the shipping carrier. The shipping time is for information only and is not guaranteed. zChocolat.com cannot be held responsible if delivery is unduly delayed because of local customs.
The Shipping Charges are not included in the Product price. These charges vary according to the country of delivery. The actual shipping cost is indicated on the summary screen before the customer confirms his order (on the Website).
Tariffs, duties and local taxes in the recipient's country, if applicable, are born by the Customer except in the United States of America where zChocolat pays this fee. If you send our chocolates as gifts, we make absolutely certain that your gift recipient does not pay any taxes upon delivery: we ship Delivery Duty Paid (DDP). If a duty fee is applied, we pay it on your behalf when making entry in the country and bill you separately upon receipt of the local customs invoice within several weeks after delivery. Our bill will include a EUR15.00 service fee for monitoring the custom clearance process, providing the additional paperwork and fronting the duty fee on your behalf. An invoice is sent to you via email at such time. Failure to pay this invoice within 30 days after receipt will result in a penalty fee of 25 EUR.
The Responsibility for lost or damaged products until delivery is born by zChocolat.com. In case of damaged or missing products, the Customer must file a damage report with the carrier upon delivery and notify zChocolat.com by registered mail or by electronic mail within 24 hours following delivery. zChocolat.com will not be held responsible if the addressee is not present at the time of delivery and/or if the Customer (or the person designated by the Customer) does not pick up the Products at the carrier's office, after the Carrier delivers a note to the recipient.
7.1 All Website components and packaging components are the exclusive property of zChocolat.com. The images, texts, name and logo appearing on the Internet site and all Products (hereafter " The Protected Elements ") are the intellectual property of zChocolat.com and zChocolat.com holds all rights thereto. The review of the Internet site or the order of products does not result in the transfer of any rights (right of reproduction, right of representation) on any of the Protected Elements. The Customer agrees not to reproduce, adapt, transfer to third parties, market, represent, translate or modify any of the Protected Elements. Any utilization contrary to the T.S. provisions constitutes an act of counterfeiting.
7.2 The Customer, if not an individual consumer, grants zChocolat.com a non-exclusive, non-transferable, revocable license to use it's logo(s) and trademark(s) and similar identifying materials (but only in the form(s) that they are provided by the Customer) for the sole purpose of corporate gift customization in accordance with the designs mutually agreed on by both parties.
7.3 The Customer is solely responsible for the images and texts that he uploads and publishes on the Website. He may not publish images or texts that he did not create or that he does not have permission to publish as well as any texts or images that might be offensive or illegal.
The Customer is responsible for his own choice of Products and after delivery, the preservation of Products until consumption. The Customer's attention is drawn to the fact that Products are best before the date indicated on the ingredient label and that the Customer should not consume the Products if the Products appear to have deteriorated (for whatever reason), or if the Client is allergic to one or more ingredients listed on the ingredient label or if the chocolate wrapping has been removed. In no case shall zChocolat.com be responsible for any resulting harm or damages. Similarly, zChocolat.com will not be responsible if it does not comply with the legislative or regulatory provisions in force in the country of delivery. zChocolat.com is only responsible for compliance with French regulations as it relates to the Products. The Customer is responsible for the payment of all tariffs, duties or local taxes if applicable in the recipient's country. In any case, zChocolat.com's responsibility is limited to the lowest of the following:
1. amount of direct damage experienced by the Customer; or
2. amount of the Price of the order.
If the Products have not been delivered in perfect condition or Products are missing, zChocolat.com will replace the damaged/lost Products within one business day after receipt of the damage report filed with the delivery carrier. If the products have been delivered in perfect condition, return and exchanges are processed on a case by case basis. Under both scenarios, please contact our Customer Service Department at 1-800-529-9512 toll-free from North America or +33 (0)220.127.116.11.65 outside North America.
zChocolat.com assures that the Products are manufactured according to strict standards of quality and preservation according to the standards in force. zChocolat.com undertakes to do its best to maintain the permanent quality of these Products. However, zChocolat.com will not guarantee the quality of its Products if the Customer does not meet the optimum conditions of preservation of the Products or if the Products are consumed beyond the date of preservation indicated on the package. Moreover zChocolat.com will not be held responsible in case of Force Majeure as defined and recognized by the French jurisprudence.
11.1. The law applicable to the present Terms of Sale is governed under French law.
11.2. If the customer is a corporation, all disputes related to the present Terms of Sale will be submitted to the exclusive competence of the courts of the jurisdiction of Aix-en-Provence.
12.1. The Customer elects its domicile at the address mentioned on the registration form.
12.2 If any of the stipulations of the present T.S. is null for any reason, the other stipulations will not be nullified.