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TERMS AND CONDITIONS OF SALE
- By the company Colicoli,
Unless expressly excluded, these general terms and conditions of sale, applicable as of February 1, 2020, (hereinafter "the GTC") form an integral part of any contract for the delivery of correspondence and parcels performed by the company FTL Express, commissionnaire de transport (RCS xxxxxxxx) and marketed,
. The products and services marketed are published on the website www.colicoli.fr ("the Site") or by any means of communication that Colicoli deems necessary to implement.
ARTICLE 1 - SCOPE OF APPLICATION - GENERAL PROVISIONS
1.1 Colicoli operates mainly in the fields of mail and parcel delivery and local road haulage. Unless otherwise agreed in writing, the service marketed in this context in application of the standard B to C offer subject hereof ("the Offer") is a home delivery service, to private individuals ("the Addressees"), of correspondence and parcels entrusted by FTL Express, Colicoli's principal and working for the customer YUN.
1.2. The services provided by Colicoli are detailed in the Description of the operational organization implemented by ColiColi ("xxxxxx"). This document can be consulted on the Site and communicated by any means to Customers who request it.
1.3. The contractual relations between Colicoli and the Customer are governed by these GTC and, in the absence of any agreements between the Parties, by the general standard contract (decree xxxxxx).
1.4. The GTC apply by operation of law and their provisions take precedence over any provision not expressly accepted by Colicoli. They may only be departed from in writing signed by Colicoli and FTL Express.
1.5. All services provided by Colicoli which precede, complete or follow the forwarding of correspondence and parcels when covered by a transport ticket are covered by the transport regime and are accessory thereto.
1.6. Any order placed by the Customer with Colicoli pursuant to the Offer implies the signing of a contract for the delivery of correspondence and parcels ("the Contract"), governed by these GTC.
1.7. By signing and delivering the Contract to Colicoli, the Customer unreservedly accepts:
these General Terms and Conditions of Sale, to the express exclusion of any other or contrary terms and conditions included in its general terms and conditions of purchase, purchase orders, information documents, letters or invoices, contracts, etc., received or to be received, and of any professional practices contrary to these General Terms and Conditions of Sale, which shall be deemed unenforceable against Colicoli. Any addition, erasure, modification or deletion made to the GTS must be countersigned by Colicoli in order to be enforceable against it, the Operational Description, the user's guide for the tool provided by Colicoli, in particular to edit the labels to be affixed to correspondence and packages, the rates and commercial information as defined in the Operational Description or provided by Colicoli to the Customer.
1.8. Any commitment, shipment or operation whatsoever, unless specifically agreed between Colicoli and the Customer, implies express and unreserved acceptance by the Customer of the conditions contained in these GTC and waiver on its part of its own general conditions of purchase.
1.9. A verbal execution order or an electronic data interchange with delivery of documents has the value of a purchase order. Complete instructions must be submitted for each Shipment.
1.10. The applicable GTC are those in force on the day Colicoli takes charge of the Shipment.
1.11. Colicoli reserves the right to modify the GTC at any time.
1.12. Colicoli's failure to enforce any provision of the GTCS at a given time shall not be construed as a waiver of the right to enforce such provision at a later time.
1.13. Should any provision of the GTC be declared invalid or deemed unwritten, all other provisions shall continue to apply, provided that the invalid or void provision was not a determining condition of Colicoli's or the Customer's consent on the date the Contract was concluded.
1.14. Any Contract concluded between Colicoli and the Customer reflects all the commitments made within the scope of its purpose, to the exclusion of all other provisions whatsoever. It cancels and replaces previous agreements between Colicoli and the Customer having the same object. Any modification of any of the clauses or conditions of the Contract entered into must be evidenced in writing between Colicoli and the Customer.
ARTICLE 2 - DEFINITIONS
For the interpretation of the T&Cs and the application of any Correspondence and Parcel Delivery Contract, the definitions below shall apply:
2.1 "Offer": offer for the delivery of correspondence and parcels covered by these GTC.
2.2 "Services": services provided by Colicoli in application of the Offer.
2.3 "Shipment": set of goods, whether packaged (correspondence and parcels, pallets, etc.) or not, actually placed at Colicoli's disposal and listed on the same title for the same shipment.
2.4 "Correspondence and parcels": carton, pouch, bag or envelope - containing one or more goods from the Customer's sales media, with a maximum unit weight of 30 kilograms.
Any parcel exceeding the above limits will be returned undelivered
2.5 "Missing correspondence and packages": correspondence and packages announced by the Customer and not flashed by Colicoli, because not present at the time of delivery in its national Hub.
2.6 "National hub": national platform for processing mail and parcels, operated by Colicoli, enabling it to route mail and parcels to its Operations Centers.
2.7 "Operations Centre or Agency": the Paris-based platform for processing correspondence and parcels, operated by Colicoli, enabling it to deliver correspondence and parcels to Recipients located in the geographical areas corresponding to the zip codes assigned to each Operations Centre.
2.8." Consignee(s)": the Customer's customer(s), individuals to whom Colicoli delivers correspondence and packages in accordance with the terms of the Contract entered into with the Customer.
2.9 "Distributor(s)": the natural and/or legal person(s) entrusted by Colicoli with the delivery of correspondence and packages.
2.10. "Consignment note": document issued by the Customer using the tool provided by Colicoli, completed by the Customer, accompanying all packages handed over by Yun/FTL Express to Colicoli for delivery. The transport note must mention the identification and address of the sending customer, the number of containers, the number of packages, the total weight of the packages, the identification and logistics zone of Garonor.
2.11. "Optional Services": optional services identified in Colicoli's Operational Description or any specific services performed at the Customer's request, invoiced in addition to the Services.
2.12. "PDA": Robonobo tool used by Distributors to digitally record
the various stages of parcel delivery.
2.13. "Contract": any contract concluded between Colicoli and the Customer pursuant to the Offer. 2.14. "Parties": Colicoli and the Customer.
2.15. " LAR": letter with acknowledgement of receipt.
ARTICLE 3 - CUSTOMER OBLIGATIONS
3.1 Contents of correspondence and parcels - Transport restrictions
3.1.1. The Customer must comply with current legislation concerning the content of Shipments. The Customer undertakes not to have transported to Colicoli any product regulated or classified as a "dangerous product" by any national or international regulation concerning surface transport or dangerous products, in particular the following Goods, which are strictly prohibited: war material or similar, weapons, precious metals, currency, precious stones and jewelry, stamps, human beings and animals, living insects, ashes and funeral relics, organs, foodstuffs, fresh non-food and non self-refrigerated products, antiques, works of art, paintings.
3.1.2 The Customer must declare to Colicoli the nature of the goods contained in the correspondence and packages "the Goods" and inform Colicoli of any legal and/or regulatory constraints likely to prohibit or restrict their transport. The Customer shall inform Colicoli - systematically and prior to each collection of the correspondence and packages - of any element relating to the nature of the Goods delivered to Colicoli, the manner in which they must be handled, the safety instructions concerning them and shall communicate to Colicoli the internal regulations of its collection sites or any safety instructions to be complied with by Colicoli during the collection of the correspondence and packages. The Customer warrants that these specifications are accurate and complete.
3.1.3. Failure by the Customer to comply with the above obligations - non-compliance with applicable legislation(s) and/or regulation(s), missing, false or incomplete declaration, lack
of information on the characteristics of the Shipment - renders the Customer liable for any direct or indirect consequences (whether material or immaterial, including in particular operating or sales losses as well as damage to persons or property or to the environment) that may result. Furthermore, in such a situation, Colicoli, whose liability cannot be invoked under any circumstances, shall have the right to dispose of the Goods in any way it deems fit, including the right to immediately discontinue delivery.
3.1.4. The Customer shall indemnify Colicoli against any loss resulting from failure to comply with these essential obligations.
3.1.5. Colicoli reserves the right, at its sole discretion, to refuse to accept Goods if they are likely to cause or suffer damage of any kind whatsoever. 3.2. Preparation of shipments - Identification, packing and packaging of correspondence and parcels - Transport note
3.2.1. For the purposes of sending correspondence and parcels, the Customer undertakes to comply with all applicable tax, customs, administrative and/or transport laws and regulations, in addition to the provisions mentioned in the above article. The Customer undertakes to comply with all legal formalities and to provide in good time all accurate and up-to-date information and documents required for the proper performance of the Services. Colicoli shall not be held liable for any delay due to the absence or inaccuracy of customs or other documents required for the Shipment. The Customer guarantees that its declarations and information are sufficient and accurate.
3.2.2. The Customer must pack each item of correspondence and each parcel in such a way that it meets the requirements of transport, withstands the normal stresses and strains and in particular the numerous shocks, pressures and handling, and conforms to the nature of the Goods. Packaging is the Customer's responsibility, even if Colicoli provides the packaging.
3.2.3. The Customer must label all correspondence and packages so that the Consignee is clearly identified and must inform Colicoli immediately of any change in the names and addresses or any other details of the Consignees.
3.2.4. The fact that no reservation has been made by Colicoli upon acceptance of the correspondence and package does not deprive Colicoli of the right to subsequently invoke the absence, insufficiency or defectiveness of the packaging, wrapping or labelling.
3.2.5. Colicoli may not be held liable for damage to goods transported as a result of insufficient or unsuitable packaging and/or wrapping.
3.2.6. All correspondence and parcels sent by the Customer must be accompanied by the Transport Note.
3.2.7. The Customer must write legibly, accurately and completely on the Bill of Lading. Shipments to P.O. Boxes are not permitted.
3.2.8. The customer must provide a complete advertisement file for each parcel at the time of sorting or the first scan. Any incomplete file will expose the customer to additional invoicing per parcel.
3.3. Compensation
3.3.1. The Customer is liable for any damage resulting from the non-fulfilment of the obligations incumbent upon him, from the fact of the items he hands over to Colicoli, or from the fact of his employees.
3.3.2. Consequently, the Customer undertakes to indemnify and hold Colicoli harmless against any claims or actions brought by third parties invoking Colicoli's liability in the event that said claims or actions, regardless of their legal basis, are related to the Customer's breach of the provisions of these GCS.
The Customer shall consequently fully indemnify Colicoli for the consequences of the aforementioned claims or actions and shall reimburse any damages, fines, penalties, costs (including legal costs) that Colicoli may be ordered to pay as well as any attorney's fees that Colicoli may incur to defend itself. The Customer also undertakes to pay any settlement damages that may be due by Colicoli to any plaintiff or claimant, it being understood that the Customer may be invited beforehand to participate
in the settlement talks.
ARTICLE 4 - PERFORMANCE OF SERVICES - COLICOLI'S COMMITMENTS - LIABILITY - LIMITATIONS OF LIABILITY - INSURANCE
4.1. Colicoli is liable for damages that it, its subcontractors or representatives may cause to the Customer as a result of the performance of the Services. For the performance of the Services, Colicoli's liability is exclusively limited to direct material damages. Colicoli shall not be liable for any other damages, including consequential damages, whether direct or indirect.
4.2 Colicoli is free to determine the means of transport and entrusts the performance of the Services to the subcontractors/service providers of its choice, who are deemed in advance to have been approved by the Customer.
4.3. Colicoli performs the Services in the geographical areas of mainland France corresponding to the postal codes covered by Colicoli. Geographical areas corresponding to postal codes not covered by Colicoli are mentioned in the Operational Description and/or in the Contract.
4.4. Transfers and transport
4.4.1. Parcels are collected by Colicoli, its service providers or subcontractors from the FTL Express logistics platform from Monday to Friday. Parcels must be supplied by the Customer labelled and packed in bags supplied by Colicoli bearing a traceability label. The Parcels are transported by Colicoli to its hub at Sogaris for delivery to its sub-processors on the same day. Parcels are scanned on arrival at the Regional Operations Centers, and then sorted by tour.
4.4.2. Transfers take place on the working days and times agreed by the Parties. Access to the pick-up and delivery points must be free and accessible to Colicoli.
4.5. Checking operations
On its national hub, Colicoli checks that the number of containers of correspondence and parcels delivered corresponds to the number of containers of correspondence and parcels scheduled for distribution with the Customer. When unloading the correspondence and parcels, Colicoli checks the condition of the packaging of the correspondence and parcels. During the above stages, Colicoli will notify FTL Express of: any discrepancy between the number of mail and parcel containers delivered and the number of mail and parcel containers scheduled for distribution any open, empty or soiled/damaged mail and parcel containers. To this end, Colicoli will contact Customers, after informing them of any written reservations by telephone or SMS.
4.6. Distribution
4.6.1. The delivery of correspondence and parcels can start on D+1, and continue on D+3.
Colicoli commits to a 95% service rate for delivery or 1st presentation between 2 and 3 days.
Delivery means the physical taking of possession of the Parcel by the Recipient, the deposit of the Parcel in his/her mailbox, its handing over to a third party (neighbor or janitor) or the notification of the Recipient in the event of the latter's absence at home by sms. When the parcel is delivered by hand, the deliverer sends a delivery confirmation sms to the Recipient.
4.6.2. The above delivery times and all other times mentioned in these GCS are in working days.
4.6.3. Colicoli will not be held responsible if the delivery of correspondence and parcels entrusted
by the Customer is delayed or not delivered due to the Customer's failure to comply with his obligations or due to the intervention of any public or private person vested with legal or regulatory power, likely to delay or prevent transport/delivery.
4.7. Case management
If the recipient of the correspondence and parcel is absent at home, our distributor leaves a delivery notice in the letterbox, which is systematically confirmed by the sending of an information e-mail - subject, for Colicoli, to having received the recipients' e-mail addresses from their customers - or by the sending of an SMS. After notification, the recipient has 15 working days to contact us either via our web access portal "www.colicoli.fr" (the "Portal"), or by telephone as indicated on the site, or by SMS, in order to arrange a 2nd presentation.
- At home
- At an identified third party's home - At the janitor's home
- In the mailbox
If the parcel cannot be delivered (incomplete recipient address or accessibility problem - coded door for example), an SMS is sent to the recipient asking them to contact us to provide the missing information and agree a date for a 2nd
presentation. The recipient has 15 days in which to respond.
Correspondence and parcels are therefore kept for a maximum of 15 working days after their first presentation.
If the recipient has still not responded within 15 days, the procedure for returning correspondence and parcels is initiated (see §return).
Special case: Recipients who have moved within the distributor's coverage area may request the transfer of correspondence and parcels to their new address. In all other cases, Colicoli will return the correspondence and parcels to the customer. Customers who have moved to an area outside the distributor's coverage will have their parcels returned to their customers.
4.8. Returns
Information on returned mail and parcels is available in real time on the Site as soon as the mail and parcels reach this status. Correspondence and packages are then returned by Colicoli to FTL Express within a maximum of 15 days. Each correspondence and parcel is labelled by Colicoli with the reason for return. The customer has a period of 5 days from receipt of the correspondence and packages to express any reservations/complaints related to the transfer of these physical returns.
4.9. Claims & refund management
4.9.1. The Customer Service Department is available to Customers and Recipients to manage all complaints by telephone/chat box. A dedicated customer service, whose contact details are on the Site, can also be contacted by Recipients and by
Customers from Monday to Friday from 9 a.m. to 6 p.m.
4.9.2. Colicoli undertakes to respond to all complaints within a maximum of 3 days. Colicoli accepts all complaints with the exception of: complaints, for any reason, relating to parcels entrusted to Colicoli more than 30 days previously (this period is calculated from the 1st scan of Colicoli's acceptance of the parcel) and complaints relating to correspondence and parcels entrusted to Colicoli less than 3 days previously, on the grounds of "delivery delay".
4.9.3. Unidentified correspondence and packages are kept by Colicoli for a period of 10 days, after which, in the absence of a claim, Colicoli may return them.
4.10. Loss and damage: Colicoli's liability - Compensation by Colicoli - Limitations of Colicoli's liability 4.10.1. Except in cases of force majeure or in cases where the goods contained in the packages are affected by a defect of their own or in cases where the loss or damage results from the act or fault of the Customer or the Consignee,
Colicoli undertakes to compensate its customers for lost items (excluding missing packages, letterbox deliveries without a signature, or damaged items) on the basis of 23 euros/kg excluding tax per kilo and excluding delivery charges. The value used for compensation will be the one most favorable to Colicoli in accordance with current regulations. All parcels flashed by Colicoli and declared as not received by the addressee, and for which Colicoli cannot provide proof of delivery, are considered as lost parcels. Compensation is limited to €100 excluding VAT per dispute. Parcels delivered to letterboxes which the addressee declares not to have received are excluded from the compensation procedure on proof of geolocation. The customer may request delivery against signature, which will give him recourse in the event of a delivery dispute.
4.10.2. Compensation by Colicoli for any other damages, in particular immaterial damages - direct or indirect - is excluded.
4.10.3 Lost packages are all folds and packages flashed by Colicoli and for which the carrier cannot provide proof of delivery. Colicoli undertakes to provide the recipient with a certificate of loss to facilitate his claim for reimbursement.
4.10.4. Mail and parcels delivered to letterboxes which the Recipient indicates he has not received are excluded from the compensation procedure if geolocation is proven. The Customer has the option of requesting delivery against signature, which will enable him to have recourse in the event of a delivery dispute.
4.10.5. In the event of damage, the Consignee must keep the damaged Goods (contents and packaging) at Colicoli's disposal for possible recovery, in particular for expert appraisal.
4.11. Checking weight, dimensions and labels
Weight: For customers who sort correspondence and parcels, Colicoli checks the weight of correspondence and parcels on the basis of a representative sample covering 25% (approximately) of the quantities of correspondence and parcels entrusted to us. Weight and billing corrections are applied by extrapolation to all correspondence and parcels entrusted to us. For customers for whom Colicoli handles the sorting of correspondence and parcels, the weight of correspondence and parcels is systematically checked and an automatic correction is applied to invoicing.
Dimensions : Manual handling of correspondence and parcels where the sum of the 3 dimensions (L+W+H) is between 151 and 200 cm, as well as correspondence and parcels where one of the three dimensions is greater than 1 meter (known as "non-standard correspondence and parcels").
4.12. Information processing
Information processing management procedures (information exchange, traceability) are included in the Operational Specifications.
ARTICLE 5 - DURATION OF CUSTOMER CONTRACTS
Contracts are entered into with customers for an indefinite period from the date of signature. Either Party may terminate the Contract at any time by giving 1 month's notice to the other Party by LAR.
ARTICLE 6 - PRICES
6.1. The rates applied by Colicoli are included in the Operational Description or are communicated by any means to Customers who request them.
6.2. All Colicoli proposals or quotations are valid for three (3) months from the date of issue.
6.3. Colicoli will communicate its prices to the Customer at the latest on the day the Contract is signed. Unless otherwise agreed, the amount of Colicoli's invoices, expressed in euros exclusive of tax, will be increased by the amount of VAT and/or any other tax payable by the Customer, at the rate applicable on the date the Contract is signed.
6.4. The discount rate applied to each invoice and calculated on the basis of the price excluding VAT is granted in consideration of the annual volume of correspondence and parcels delivered by Colicoli.
6.5. Colicoli may modify the rates for the Services at any time during the term of the Agreement, provided that it has given the Customer sufficient notice of the modification within a period of time commensurate with the consequences of such modification, which period may not be less than 1 month. If the Customer refuses to accept the new rates, he may terminate the Contract by LAR, giving 1 month's notice. During the notice period, the rates applied to the Customer under the Contract will continue to apply.
6.6. Furthermore, at any time during the term of performance of the Contract, prices may be
revised in the event of a significant variation in COLICOLI's charges, due to conditions outside its control and in particular the price of fuel.
The Party requesting the price revision must provide proof of the existence of external conditions likely to lead to a significant variation in charges.
Thus, as provided for in articles L. 3222-1 et seq. of the French Transport Code, COLICOLI will pass on variations in the cost of diesel fuel to the PRINCIPAL by applying a fuel surcharge.
To calculate the fuel surcharge applicable to its customers, COLICOLI uses an index-based formula for variations in diesel fuel based on the CNR professional diesel fuel index (excluding VAT) published by the Comité National Routier and available on its website http://www.cnr.fr/Indices- Statistiques/Espace-Gazole/Indicateurs-Gazole-France/Indice-CNR-gazole-professionnel.
6.7. Customers shall inform Colicoli of the price of services additional to the Mail and Parcel Delivery Services covered by the Contract (in particular Optional Services).
6.8. Any correspondence or parcel delivery order or Contract in progress terminated by the Customer and including price reductions or price discounts granted by Colicoli may be subject to Colicoli invoicing an additional price corresponding to the amount of the reductions granted.
6.9. Any discounts granted in application of the tariffs are granted by Colicoli insofar as the initial contractual conditions on the basis of which they were granted remain unchanged during the performance of the Services. In the event of a change in these conditions by the Customer, for whatever reason, the tariff conditions initially granted will be cancelled
and the discounts previously granted will be re-invoiced in accordance with the tariff schedule in force.
ARTICLE 7 - TERMS OF PAYMENT
7.1. The Services are invoiced by Colicoli on the basis of the quantities of correspondence and parcels scanned by Colicoli at the time of their integration into its distribution network. Invoices are issued monthly and sent to the Customer at the billing address agreed with Colicoli. Payment is made to Colicoli by direct debit within seven (7) days of the invoice date. To this end, the Customer, by means of the direct debit authorization provided by Colicoli, authorizes Colicoli to debit its bank account for the amount of the invoices owed by the Customer. Colicoli does not grant the Customer any discount for early payment.
7.2. Failure to pay an invoice by the due date renders Colicoli's entire debt immediately payable without prior notice. It shall result, without payment to the Customer of compensation of any kind whatsoever:
- in the immediate suspension of Services in progress and scheduled and/or
- in the termination of the Contract subject to fifteen (15) days' written notice, unless Colicoli wishes otherwise.
7.3. In the event of a payment incident and/or deterioration of the Customer's solvency and/or uncertainty as to the Customer's ability to meet its commitments, Colicoli reserves the right, even after partial execution of an order, to request stricter payment terms - such as payment in advance for all or part of the order - and/or to require additional guarantees from the Customer. Should the Customer refuse to implement these provisions, Colicoli shall have the right to immediately interrupt, without payment to the Customer of compensation of any kind whatsoever, the performance of Services in progress and/or to come, scheduled and/or ordered.
7.4. In the event that payment for an order placed by an agent for the benefit of
Customer is not honored, Colicoli may, after ascertaining the Customer's default, request payment of its claim directly from the agent.
7.7. The Customer undertakes not to dispute invoices or defer payment for false or insignificant reasons.
ARTICLE 8 - EARLY TERMINATION OF THE CONTRACT - INSOLVENCY PROCEEDINGS
8.1. In the event that a Party fails to comply with its contractual obligations and fails to remedy the situation within thirty (30) days of receipt of the LAR sent by the other Party, the Party suffering the breach may terminate the Contract unilaterally, ipso jure and without judicial formalities by LAR sent to the Party at fault, to the exclusive detriment of the latter, without prejudice to any damages. The definitive cessation of Services will take effect three (3) months after receipt of the termination letter.
8.2. If one of the Parties decides to terminate its activity, it will inform the other Party by giving three (3) months' notice. Under these conditions, the Contract will terminate without payment of indemnities/damages by the terminating Party to the other Party.
8.3. Termination of the Contract does not entail waiver by the Parties of the exercise of any other rights and actions they may have, nor does it terminate the Parties' payment obligations for any sums due under the Contract.
8.4. Each Party undertakes to inform the other Party, as soon as possible, in writing, of the existence of the judgment pronouncing the opening of any safeguard, receivership or compulsory liquidation proceedings concerning it.
8.5. In the event that the Customer's business is continued as part of a safeguard or receivership procedure, any request to continue the performance of the Services subsequent
to the judgment opening such a procedure must be subject to:
the agreement of the judicial representative and/or the judicial administrator, which must specify that these Services are essential to the continuation of the Customer's business the opening of a new customer account in Colicoli's books; cash payment by cheque or bank transfer when the order is placed. Should the Parties fail to agree on the application of these terms and conditions, Colicoli may terminate the Contract in writing with immediate effect.
ARTICLE 9 - FORCE MAJEURE
9.1. During the term of performance of the Contract, the Parties shall not be liable for any failure to perform their obligations due to an event of force majeure.
9.2 Events presenting the characteristics of irresistibility and unpredictability recognized by French courts and tribunals shall be considered as force majeure. It is expressly agreed that the following will have the same consequences as cases of force majeure or fortuitous events usually recognized by the jurisprudence of French courts and tribunals: natural disasters, exceptional weather conditions preventing the performance of the Services, fires, wars, riots, attacks and strikes totally paralyzing the transport of goods in an unforeseeable and insurmountable manner.
9.3. The Party affected by an event of force majeure shall notify the other Party in writing without delay. The obligations of the Parties shall be suspended in the event of the occurrence of an event of force majeure making it impossible for one of the Parties to perform its obligations. It is understood that each Party may only invoke an act of God or force majeure for the duration of the effect of such an act on it, with the Parties undertaking to use their best efforts to limit the harmful consequences as far as possible.
9.4. If the duration of the impediment exceeds the period of thirty (30) working days, the Parties shall consult each other within five (5) working days of the expiry of this period to examine in good faith the terms and conditions for the possible continuation of the Contract, which they shall put into writing if they agree to do so. Should the Parties fail to reach such agreement, either of them shall be free to terminate the Contract by LAR with immediate effect.
ARTICLE 10 - UNFORESEEN CIRCUMSTANCES
10.1. The Parties enter into the binding Contract taking into account the circumstances at the time of signature. If, as a result of an imperative regulatory, legislative, administrative or economic change beyond Colicoli's control, the structure of the contractual relationship is modified to such an extent as to render the performance of Colicoli's obligations under the Agreement prejudicial: the Parties will meet at Colicoli's initiative within fifteen (15) days of receipt or first presentation of a letter from Colicoli requesting the application of this clause, for the purpose of determining, in a spirit of fairness, how to remedy - within fifteen (15) calendar days from the date of their meeting - this situation prejudicial to Colicoli, and to make the necessary amendments to the Contract and Colicoli's tariffs.
10.2. In the absence of an amicable solution between the Parties at the end of a period of fifteen (15) calendar days following the date of their meeting, Colicoli reserves the right to terminate the Contract, by LAR, at the end of a notice period of ten (10) calendar days from receipt by the Customer of the said letter.
ARTICLE 11 - PRIVACY - DATA PROTECTION - CONFIDENTIALITY
11.1. The Customer undertakes to comply with the provisions of the French Data Protection Act of January 06, 1978 as amended by the law
of August 6, 2004, in particular with regard to the collection of personal data, processing, right of access, rectification and opposition. The Customer remains the sole owner of the personal data files communicated to Colicoli for the purposes of performing the Contract. Colicoli shall not be held liable in any way whatsoever for the information contained in these files.
11.2. The declaration to the CNIL relating to these files is the sole responsibility of the Customer. In this respect, the Customer certifies that the content of the files communicated to Colicoli does not infringe any intellectual property right or any other right of a third party. The Customer hereby indemnifies and holds Colicoli harmless from and against any and all claims, demands, actions or claims by third parties in respect of the aforementioned content. The Customer expressly agrees to indemnify and hold Colicoli harmless from and against any and all claims, demands and/or awards of damages, which Colicoli may be subject to and/or which may be made against
Colicoli, in the event that such claims are based on or originate from the direct or indirect, total or partial violation by the Customer of the rights of a third party.
11.3 Colicoli, which has computer resources enabling it to manage the processing and delivery of Parcel Shipments, undertakes to take all security measures necessary to ensure the protection of information transmitted and in particular personal data concerning the Recipients (surname, first name, address, telephone number, and possibly e-mail address) and not to exploit them directly or indirectly or disclose them in any form whatsoever to third parties, except for the sole purpose of carrying out the Services and managing its relationship with the Recipients.
11.4. The terms of any Contract entered into, as well as the operations carried out in application thereof, the documents, address files of the Recipients, personal data concerning them, concepts, business methods, know-how, commercial and technical secrets of the Parties, communicated by one of the Parties to the other Party, are confidential. The Parties therefore undertake to keep the said information confidential for the duration of the Contract and for one (1) year from the termination of contractual relations, and to impose compliance with this obligation of secrecy on their employees and on any third party involved in the
performance of the Contract.
11.5 Confidential information shall not include any information made public without breach by a Party of its obligations or developed independently without any access to the other Party's confidential information or obtained lawfully from a third party or the disclosure of which is required by law or by a state authority.
ARTICLE 12 - INTELLECTUAL PROPERTY
12.1. The Contract shall not entail any transfer of intellectual property rights that may be used during its performance by either Party. In particular, it is expressly agreed that access to data belonging to one of the Parties does not confer any right on the other Party to such data, which remains the exclusive property of its owner.
12.2. The Parties mutually authorize each other to refer to the Contract in their respective communication media, on any document intended for their customers and prospects, and to reproduce the Marks of the other Party on the latter. By "Brands" is meant all trademarks, logos, domain names or other distinctive signs of each Party.
12.3 Except in this situation, without Colicoli's prior written consent, any reproduction or use of Colicoli's Marks is strictly prohibited.
ARTICLE 13 - CONTRACTUAL LIEN
Regardless of the capacity in which Colicoli acts, the Customer expressly acknowledges that Colicoli has a contractual right of lien with a general and permanent right of retention and preference on all Goods, securities and documents in Colicoli's possession, as security for all claims (invoices, interest, costs incurred, etc.) that Colicoli has against the Customer, even prior to or unrelated to the transactions carried out with respect to said Goods, securities and
documents that are actually in Colicoli's hands.
ARTICLE 14 - ADDRESS FOR SERVICE - CHOICE OF DOMICILE - NOTIFICATIONS
For the purposes of the performance of any Contract, the Parties elect domicile at the addresses of their respective registered offices. Any change of address must be notified to the other Party by the Party that is the subject of the change. All notifications and communications between the Parties are validly made by LAR to the address of the Parties.
ARTICLE 15 - DISPUTES - JURISDICTION
Colicoli and the Customer undertake to seek an amicable solution to any dispute relating to the interpretation, acceptance or performance of the Contract, irrespective of the place of subscription or payment.
In the event of failure to reach an amicable solution within 1 month of written notification of such a dispute, the courts will have sole jurisdiction, even in the event of a warranty claim or multiple defendants for emergency or conservatory proceedings, in summary proceedings or by petition. French law shall apply.
Terms of use
General Terms and Conditions of Use of the "www.colicoli.fr" website
The "colicoli.fr" website provides Internet users with a presentation of the parcel delivery business
Access to the http://www.colicoli.fr website (hereinafter referred to as "colicoli.fr"), its consultation and use are subject to unreserved acceptance of these General Terms and Conditions of Use of "colicoli.fr".
1.Site editor
The publisher of "colicoli.fr" is the company Colicoli), SAS with capital xxxxxx € having its registered office xxxxxxxxxxx, registered with the RCS of Paris under the number xxxxxxxxx, whose intracommunity VAT number is FRxxxxxxxxxxxx
2.1. Access
As part of parcel distribution, a space on "ROBONOBO" is reserved for:
- distributors of correspondence and parcels;
- Colicoli's loader customers and
- recipients of correspondence and parcels.
To access the functionalities of this area, as indicated in point 2.2:
correspondence and parcel distributors and customer loaders must enter their login and password in the area reserved for this purpose;
correspondence and parcel recipients must enter their correspondence and parcel number(s) or their customer number with the Colicoli company's customer loader in the area reserved for this purpose.
It is the responsibility of the user of this area to ensure the confidentiality of his/her login and password or correspondence and parcel/customer number(s). The user is responsible for any access, consultation or use of his/her login and password or correspondence and parcel/customer number(s), and for any consequences that may result for him/her or third parties.
2.2. Available services The extranet is a tool that enables :
- real-time tracking of correspondence and parcels;
- management and/or filing of complaints;
- for recipients of correspondence and parcels, making a second appointment to present their correspondence and parcels with correspondence and parcel distributors.
3. Intellectual property
3.1. Copyright and related rights
All elements making up "colicoli.fr" (texts, graphics, software, photographs, images, sounds, plans, names, logos, trademarks, various creations and protectable works, databases, etc.) as well as the site itself, are subject to French and international legislation on copyright and rights related to copyright, in particular articles L.122-4 and L.122-5 of the French Intellectual Property Code.
These elements are the exclusive property of Colicoli, with the exception of elements created by
by parties external to "colicoli.fr" who have not transferred their copyright or related rights.
Consequently, the user of "colicoli.fr" undertakes not to:
- use or interrogate " colisprive.com " on behalf of or for the benefit of others,
- reproduce in large numbers, for commercial or non-commercial purposes, creations, information or
photographs present on " colicoli.com ",
- integrate all or part of the content of " colicoli.com" into a third-party site, for commercial or non-commercial purposes,
- use a robot, in particular a spider, a search or retrieval application or any other means to retrieve or index all or part of the content of "colicoli.fr", except with the express prior authorization of Colicoli,
- copy the information onto media of any kind that can be used to reconstitute all or part of the original files.
Any unauthorized use, reproduction, representation or adaptation of an original page or element of the "colicoli.fr" website constitutes an infringement of copyright and may result in civil and criminal liability for its author. It may also lead to a violation of image rights, personal rights or any other rights and regulations in force.
Colicoli reserves the right to take legal action against any person who does not comply with the prohibitions contained in this article.
3.2. Rights of the database producer
The Colicoli company is the producer of the database constituted by "colicoli.fr", within the meaning of article L 341-1 et seq. of the French Intellectual Property Code. Any extraction or use of the contents of the database not expressly authorized may incur the civil and/or criminal liability of its author. Colicoli reserves the right to take legal action against any person who does not comply with this prohibition.
3.3. Trademark rights The "Colicoli" name and logo
is a registered trademark owned by Colicoli. Any use of this trademark - or any other trademark owned by Colicoli as a result of its activity - that is not expressly authorized may incur the civil and/or criminal liability of its author. Colicoli reserves the right to take legal action against any person infringing its rights.
4. Privacy policy
In accordance with the French Data Protection Act no. 78-17 of January 6, 1978:
- the personal data collected on "colisprive.com" has been declared to the Commission Nationale de l'Informatique et des Libertés (C.N.I.L);
- each Internet user has the right to access, oppose and rectify data concerning him or her at any time. They may demand that any information concerning them that is inaccurate, incomplete, ambiguous, out-of-date, or whose collection, use, communication or storage is prohibited, be rectified, completed, clarified, updated or deleted. This right may be exercised by writing to Colicoli
: xxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxx
5. Responsibilities
Colicoli declines all responsibility:
- in the event of interruption of "colicoli.fr" for technical maintenance operations or updating of published information,
- in the event of temporary impossibility of access to "colicoli.fr" (and/or sites linked to it) due to technical problems, regardless of their origin or source,
- in the event of direct or indirect damage caused to the user, regardless of its nature, resulting from the content, access or use of "colicoli.fr" (and/or sites linked to it),
- in the event of abnormal use or illicit exploitation of "colicoli.fr". The user of " colicoli.fr " is then solely responsible for any damage caused to third parties and for the consequences of any claims or actions that may result therefrom. The user also waives any recourse against Colicoli in the event of legal action taken by a third party against him/her as a result of the use and/or illicit exploitation of the site,
- in the event of loss by the member of "colicoli.fr" of his/her login number(s) or in the event of usurpation of his/her identity.
Colicoli reserves the right to take legal action against any person who fails to comply with the provisions of articles 323-1 to 323-7 of the French penal code, and in particular who fraudulently accesses all or part of an automated data processing system of "colicoli.fr".
6. Hyperlinks
6.1. Links from "colicoli
The "colicoli.fr" site may contain hypertext links to sites operated by third parties. These links are provided for information purposes only. Colicoli has no control over these sites and accepts no responsibility for their access, content or use, nor for any damage that may result from consulting the information on these sites. The decision to activate these links is the sole responsibility of the Internet user.
6.2. Links to "colicoli.fr
No hypertext link may be created to "colicoli.fr" without the express prior consent of Colicoli.
If an Internet user or legal entity wishes to create a hypertext link to "colicoli.fr" from its site, Colicoli will inform the interested party whether or not such a request is admissible. The admissibility or otherwise of such a request will be communicated to the interested party.
7. Cookies
In order to facilitate navigation on "colicoli.fr", cookies may be installed on the
computer in order, for example:
- to retain search criteria,
- to be identified the next time the user visits the site. If you do not wish to accept cookies, you can set your browser to refuse them. However, this may affect the use of "colicoli.fr".
8. Editorial content and other services provided
Articles and practical information relating to Colicoli's field of activity are made available to Internet users on "colicoli.fr" for information purposes only. Under no circumstances do they constitute an alternative to consulting a professional in the law or in the sector concerned.
Use of the information and services offered on "colicoli.fr" is the sole responsibility of the Internet user, who remains solely liable for the commitments he or she enters into.
Colicoli does not guarantee the completeness, accuracy, updating or exhaustiveness of the information and services made available. Colicoli makes every effort to provide Internet users with quality content.
9.Modifications to the General Terms of Use
Colicoli reserves the right to modify, freely and at any time, the General Conditions of Use of "colicoli.fr". All users connecting to "colicoli.fr" are invited to consult these terms of use regularly in order to take note of any changes. Renewed use of the site as and when these conditions of use are modified constitutes acceptance by each user of the General Conditions of Use in force.
10. Jurisdiction - Applicable law
Any disputes that may arise concerning the validity, interpretation, acceptance and performance of the present terms and conditions, regardless of the place of subscription, or of settlement, will be subject to an attempt at amicable settlement which the parties undertake to seek. Should the parties fail to reach an amicable settlement within one (1) month of written notification of such a dispute, the courts shall have sole jurisdiction, even in the event of a third party claim or multiple defendants, for emergency or conservatory proceedings, in summary proceedings or by petition.
These general terms and conditions are governed by French law, which determines the applicable law on a case-by-case basis. In the absence of any mandatory provision to the contrary, or in the presence of a choice in the determination of the applicable law, French law will be applied.
