Terms and conditions of sale

Applicable from 1 January 2025

These general terms and conditions of sale, including the unit price list and the applicable price reduction scale, apply to all sales and contracts entered into by the company “S.D.A.C. Pet Food” with buyers from large and medium-sized retailers, wholesalers, caterers, etc. and concern all customers and products from the general price list that it manufactures or distributes.
All orders imply full and unreserved acceptance of these General Terms and Conditions of Sale, which alone govern our sales to the exclusion of any general terms and conditions of purchase by or on behalf of the customer.
All the clauses contained in these General Terms and Conditions of Sale, as well as all the purchases and sales referred to herein, shall be subject to French commercial law.
The Customer undertakes not to market the products of S.D.A.C. Pet Food outside mainland France without the prior written authorisation of S.D.A.C. Pet Food.
The present General Terms and Conditions of Sale are applicable from 1st January 2024 and until the establishment by our company of new General Terms and Conditions of Sale which will be communicated to Customers 2 months before their date of entry into force.

Subject to the prior written agreement of S.D.A.C. Pet Food, the customer may not make any use of the trademarks, logos, documents, projects and studies likely to infringe the rights of our company.
S.D.A.C. Pet Food is the owner of the trademarks and distinctive signs affixed to the products.
The sale or promotion of products does not confer any right of ownership on the Customer in respect of the trademarks or distinctive signs in question. S.D.A.C. Pet Food reserves the right to refuse to broadcast advertising messages that it considers to be detrimental to the image and prestige of its goods. The production, on the Customer’s initiative, of any advertising message reproducing one of the brands owned or distributed by the company or the packaging of a product, whatever the promotional medium used (leaflet, poster, internet, etc.) is subject to the express prior agreement of S.D.A.C. Pet Food on the methods of use and presentation of the distinctive signs in question.
Image rights: In addition, the distribution and/or use of images of persons belonging to the company (founders, partners, employees or collaborators, etc.) requires the prior and express authorisation of the person concerned. It is understood that this request for prior and express authorisation must be made for each distribution and/or use envisaged; authorisation for a specific use may not be interpreted as authorisation for future distributions or uses.

S.D.A.C. Pet Food reserves the right to oppose, stop or claim compensation for any use that it considers unfair, constitutive of an act of commercial parasitism, or contrary to its rights that it has granted.
All technical documents provided to our customers remain the exclusive property of our company, which is the sole owner of the intellectual property rights to these documents. The purchaser undertakes not to disclose them to any third party.

Opening a customer account: For any account opening, the company S.D.A.C. Pet Food authorises itself to check the professional status by asking in particular for a k-bis extract dated less than three months. The company S.D.A.C. Pet Food reserves the right not to open a customer account, nor to accept orders in the event of doubt as to solvency. For first orders, S.D.A.C. Pet Food also reserves the right to request payment with the order.

The Customer is deemed to have full knowledge of the goods he/she is purchasing and acknowledges that he/she has been able to obtain information relating to the goods he/she has ordered. By the mere fact of having received an order in writing, by fax, email, telephone or EDI, the Customer acknowledges having read and accepted our general terms and conditions of sale. Consequently, these apply automatically to the express exclusion of any special contracts signed by a manager of our company or a person duly authorised by our company.

Ideally, orders should be placed before 10am on working days (Monday to Friday) so that they can be processed the same day. S.D.A.C. Pet Food does not dispatch orders received on Saturdays or Sundays. Any modification or cancellation of an order can only be taken into consideration if it is received in writing (letter and/or email) with acknowledgement of receipt from S.D.A.C. Pet Food before the ordered products are manufactured.

The benefit of the order is strictly reserved for the purchaser and may under no circumstances be transferred without the written agreement of S.D.A.C. Pet Food.

Modification of the order by S.D.A.C. Pet Food :

S.D.A.C. Pet Food reserves the right not to accept, reduce or split an order that is abnormal in terms of quantity, without the Customer being able to claim any compensation and/or penalties.

If the products ordered are not available, S.D.A.C. Pet Food will inform the Customer as soon as possible. The missing products may be the subject of substitute products with the express agreement of the Customer. A regularisation of the order form will then be established by the customer.

Delivery may be made using the Customer’s vehicles (ex works) or by delivering the goods to a carrier appointed by S.D.A.C. Pet Food.

In the event of delivery on supports (pallets, boxes, Rolls, etc.) belonging to S.D.A.C. Pet Food, these must be exchanged or returned immediately, failing which the unreturned supports will be invoiced.

Our delivery times are given as an indication only and any delays do not give the buyer the right to cancel the sale, refuse the goods or claim damages on any grounds whatsoever. However, following a delay in delivery, the buyer may give our company formal notice to deliver the goods within 15 days of receipt of the registered letter. On expiry of this period, the buyer will have the right to cancel the order. In the event of cancellation of an order, the buyer may not claim any compensation whatsoever.

We take great care in the preparation of our goods to ensure optimum quality of service. In order to pursue our action, we ask you to check them for quality and weight and to inform us as soon as possible of the slightest anomaly.

Under no circumstances will we be able to take them back or compensate you if no written reservation has been made within 48 hours.

Free of charge: See price list.

Our goods, even those sent carriage paid, travel at the risk of the recipient, who must make any reservations with the carrier, who is solely responsible in the event of delay, loss or damage during transport.
The buyer must carry out the usual checks on receipt of the goods and send us any complaints in writing in order to be valid, at the latest 24 hours after receipt of the goods after having made his reservations on the carrier’s delivery note.
In the event that the customer does not comply with the carriage paid conditions, the carriage will be at the customer’s expense and will be invoiced according to the conditions contracted with the carriers and the volume dispatched.

In any case, no penalty will be accepted by S.D.A.C. Pet Food for non-delivery related to carriage paid not respected by the customer.

RESERVES AND RETURNS

If, for specific and exceptional reasons, returns can only be made with the express agreement of S.D.A.C. Pet Food, the latter reserves the right to make a reduction in the value of the goods taken back.
No complaint can be taken into account without the Buyer communicating the batch number of the offending item, its delivery date and the number of the delivery note concerned.
The Buyer shall have a period of TWENTY-FOUR HOURS from the date of delivery and receipt of the goods ordered to express such reservations to the supplier in writing. These reservations must be mentioned on the delivery note and confirmed by the carrier. After this period, no complaint concerning the nature or quality of the goods delivered may be taken into account.

The supplier will replace, as soon as possible and at its own expense, the goods delivered whose lack of conformity has been duly proven by the purchaser.

The goods are made available to the customer at the warehouse indicated by our order management department. The purchaser will give all instructions and powers to the carrier to make an appointment with our shipping department concerned.

The buyer undertakes to ensure that the goods are stored and preserved in conditions that comply with the use for which they are intended and to comply strictly with the conditions of storage and preservation resulting from the regulations in force and the prescriptions or recommendations that may in certain cases be formulated by the seller. The seller declines all responsibility in the event of failure by the buyer to comply with any of the above obligations.

The company S.D.A.C. Pet Food cannot under any circumstances be held liable to the Customer if the goods delivered conform to those ordered. On delivery, it is the Customer’s responsibility to check the delivery note (or collection note) and the condition of the goods delivered. In accordance with the provisions of articles L.133-3 et seq. of the French Commercial Code, in the event of shortage, loss or damage likely to be attributed to transport, the Customer must receive the goods and make any necessary reservations to the carrier, and must notify the carrier of a claim by registered letter with acknowledgement of receipt within three days of delivery.

Within eight days of delivery of the goods, the Customer must also inform our company in writing of any damage observed to the goods and provide any justification as to the reality of the defects and anomalies observed (descriptions, photos, etc.). Failure to do so shall constitute a waiver on the part of the Customer to criticise the proper performance by the company of its contractual obligations.

Our prices are exclusive of VAT and are subject to the rules set out in these GCS.

Unless otherwise stipulated by S.D.A.C. Pet Food, goods are invoiced at the price in force on the order date. Nevertheless, our prices may be subject to variation according to increases or decreases in the price of raw materials. The Customer will be informed of any price variations and may decide whether or not to continue working with us.

Invoicing will take place on the day of departure, in compliance with article L 441.3 of the French Commercial Code. The date of issue of the invoice is the starting point for the payment due date.

Price reductions :

The Customer may also benefit from promotional discounts which will be communicated to him, by mutual agreement, throughout the year.
Unconditional discounts or those for which the condition is acquired on the day the invoice is issued will appear on the invoice for the goods delivered. Failing this, S.D.A.C. Pet Food will issue a credit note.
These discounts are granted on the basis of a regular annual supply. In the event of non-compliance, S.D.A.C. Pet Food reserves the right not to apply any discount.

Our invoices are payable net within 30 days of the invoice date by bank transfer.
No discount will be granted for early payment.
Payments shall be made to our registered office and may not be offset against debts for goods or debts arising from the performance of a service contract.
The submission of bills of exchange or other instruments creating an obligation to pay does not constitute payment.

If the buyer’s credit deteriorates, we reserve the right, even after partial despatch of an order, to require the buyer to provide such guarantees as we consider appropriate to ensure the proper performance of the commitments entered into. Refusal to do so gives us the right to cancel all or part of the contract.

Any tax, duty or other charge payable in application of French regulations (or those of an importing country or a transit country = in the case of delivery outside mainland France) shall be borne by the Customer.

In the event of late payment, S.D.A.C. Pet Food may suspend all current orders and/or demand cash payment for future deliveries.
Any default or delay in payment will result in the loss of all terms and conditions of whatever nature, which are only granted in strict compliance with the terms of payment.
The legal rate of interest is that in force on the day of delivery of the goods.
In addition to late payment penalties, any sum not paid by the due date will automatically give rise to the payment of a fixed penalty of 40 euros to cover collection costs.
Penalties for late payment will be applied in addition to these damages and interest, at the contractual rate of three times the legal interest rate, ipso jure and without the need for formal notice.
Late payment penalties will be applied in addition to these damages and interest, at the contractual rate of three times the legal interest rate, ipso jure and without the need for formal notice.
These penalties are payable upon receipt by the customer of the notice informing him that these penalties have been charged to him by S.D.A.C. Pet Food.
This clause does not prejudice the immediate payability of the debt.
In the event of cancellation and/or withdrawal from the contract on the part of the purchaser, S.D.A.C. Pet Food shall be entitled to claim compulsory performance or damages set at 30% of the total sale price of the said contract. S.D.A.C. Pet Food also reserves the right to claim higher damages, in which case these must be made good in full. S.D.A.C. Pet Food also reserves the right to cancel unpaid orders or to suspend their execution.
Following a payment incident, S.D.A.C. Pet Food reserves the right to modify the terms of payment previously agreed, to make all other debts owed by the purchaser immediately payable, to suspend all orders in progress, without prejudice to any other course of action, without any formalities other than notification by registered letter and without this giving rise to any compensation for the purchaser. In the case of payment by bill of exchange, failure to return the bill of exchange will be considered as a refusal of acceptance, which is equivalent to a default of payment. Similarly, where payment is by instalments, non-payment of a single instalment will result in the entire debt becoming immediately due and payable without prior formal notice.

S.D.A.C. Pet Food reserves the right to suspend, delay or modify any order, in whole or in part, in the event of force majeure affecting the proper execution of the order. The following in particular are considered to be cases of force majeure: war, riot, fire, total or partial strike, impossibility of supply, epidemic, pandemic, etc. This list is not exhaustive. S.D.A.C. Pet Food undertakes to inform the purchaser within 8 days of the occurrence of one of these events. S.D.A.C. Pet Food will not accept any form of penalty. This clause is considered reciprocal to both contracting parties.

The Customer’s services designed to promote the marketing of the Goods not covered by the purchase and sale obligations and the other obligations designed to promote the commercial relationship will be the subject of a single agreement negotiated between S.D.A.C. Pet Food and the Customer in accordance with the rules set out in Articles L 441-6 and 7 of the French Commercial Code.

The goods shall remain the property of the seller until full payment of the agreed price, and the settlement or liquidation of the buyer’s assets shall not modify these conditions of sale, in accordance with the provisions of Law No. 080-335 of 12 May 1980.

In its capacity as holder of the goods, the purchaser assumes custody, risk and responsibility for them at its own expense in all cases, even in cases of force majeure. In the event of total or partial non-payment of the price on a due date, S.D.A.C. Pet Food reserves the right to demand the return of the goods, at the expense and risk of the purchaser.

All the clauses contained in these general terms and conditions and all the contractual operations referred to herein are subject to French law. Any dispute arising from the operations covered by these general terms and conditions shall be settled first and foremost amicably between the parties. As a last resort, if the parties do not agree, these disputes will be submitted to the Commercial Court of RODEZ (12) FRANCE even in the event of multiple defendants, which is expressly accepted by the Customer.