It is stated that:

LES GRAPPES is a simplified joint-stock company with a capital of 17,556 euros, whose main establishment is located at 15 rue du Sentier 75002 PARIS, registered in the Paris trade and companies register under number 792 914 673, represented by Mr. Loïc TANGUY, duly authorized legal representative (hereinafter defined as "Les Grappes" , in accordance with the LES GRAPPES trademark registered by LES GRAPPES).

Les Grappes operates platforms from France for winegrowers or similar businesses located in metropolitan France (hereinafter referred to as the " Winegrowers "), including

-an online sales site operated by Les Grappes for individual and professional buyers, the conditions of which are governed in this document General Terms and Conditions of Use for Sellers (hereinafter the "GTC for Sellers" )

-a wine tourism services platform operated by Les Grappes whose conditions are governed by the Wine Tourism Seller Terms and Conditions .

Les Grappes thus provides winegrowers with services (hereinafter the "Services" )

Winegrowers may offer services (hereinafter referred to as "Services" ) or products (hereinafter referred to as "Products" ) to individual and professional clients on these platforms. Winegrowers may also offer their Products or Services for sale and thus be presented as Sellers (hereinafter referred to as "Sellers" ).

It is reminded that Les Grappes is in no way the producer of the Products put online, only the Winegrowers who put their wine products and their wine tourism services on sale on the Site hold this status.

It was therefore agreed and decided that the following:

Article 1. Purpose – Scope – Membership

These General Terms and Conditions of Use for Sellers (hereinafter referred to as the "Seller Terms") apply in addition to the General Terms and Conditions of Sale for Individuals and the General Terms and Conditions of Sale for Professionals, accessible at the URL www.lesgrappes.com/CGV , and form a single agreement. Sellers agree to be bound by these Terms at all times without restriction or reservation.

The Seller Terms and Conditions define the conditions under which Les Grappes provides Sellers with services that facilitate their access to e-commerce and allow them to sell their Products and Services. They also define the conditions governing the various Services offered by Les Grappes. These include, for example, the sale of logistics, wine tourism, commercial, and event services, as well as services inherent to the use of the Website that enable simple and direct communication with Users through comments, and other services that Les Grappes makes available to Sellers.

To use the Site and access the Services, the Seller agrees to be bound by the General Terms and Conditions of Sale and the General Terms and Conditions of Use of the Seller. The General Terms and Conditions of Use of the Seller are automatically accessible from the footer of the Site.

Les Grappes reserves the right to modify the Seller's Terms and Conditions at any time. The applicable Terms and Conditions are those in effect on the date the order is placed by the Buyer and are accepted by the Seller for each sale of Products and Services.

Article 2. Services offered by Les Grappes to Vendors

2.1. The services provided by Les Grappes are intended to enable Sellers to:

– to market their products through commercial services

– to offer products for sale on the various Les Grappes platforms

– to offer Products for sale to Les Grappes' partners

2.2. The Site also constitutes a place allowing simple and direct exchange with Users, in particular through comments (see Article 9 of the Terms and Conditions).

Les Grappes reserves the right to make any necessary modifications and improvements to the Site and cannot be held liable for any damages and consequences that may arise as a result.

Les Grappes will make every effort to ensure the Site functions as optimally as possible, but will only be bound by an obligation of means in this regard. Les Grappes will not be liable for any consequences resulting from the Site's inaccessibility, for any reason whatsoever, including, but not limited to, technical constraints or difficulties.

Article 3. Site Registration

In accordance with Article 8.1 of the General Terms and Conditions, in order to benefit from the Site and its Services, the Seller must subscribe to a User Account according to the online application form on the Site and guarantee to be a professional.

The Seller's registration and the creation of their account (hereinafter “Winegrower Space”) are done by means of an application form accessible on the website https://lesgrappes.typeform.com/to/D9ztMz .

Only one account can be assigned per Seller (same SIRET number) and associated with the same email address.

The creation of the User Account will notably allow the Seller to communicate in a simple and direct way with the Users of the Site and its Services.

The registration process via the online form includes the following steps:

• The Seller completes an application form to provide the necessary information, some of which is mandatory. This information includes personal details such as name, address, and contact information, as well as professional details such as job title and services sought. Before submitting their application form, the Seller reads and accepts these terms and conditions. They also acknowledge the payment terms and the invoicing system, which requires them to upload their invoices to their client portal according to the procedure outlined in Article 7.2.
• The selection committee of Les Grappes verifies the interest and relevance of the winemaker's application. Before receiving a link to create their Winemaker Space, the winemaker pays a registration fee of €490 (excluding VAT), payable online in a single payment.
• The Seller then validates their Winemaker profile by completing the required fields in their profile, services, and wine descriptions. They are obligated to specify the price of their Products and Services, as well as their geographical scope within the winemaker area. The price of Products and Services displayed on the Sites represents the best available price for an equivalent Product from the Seller in question; no more advantageous price may be obtained by a Buyer directly from the Seller or through any other third party, by any other means, or from any other source.
• The information is considered accurate and will be updated regularly. The Seller is responsible for the accuracy and updating of their profile in their Winemaker Area. It is strictly forbidden to create an account for purposes other than collaboration with Les Grappes, to provide inaccurate information, or to claim certifications without having received the official documents, which must be provided when entering product specifications.
• Once their account is created and fully completed, the Seller is published and becomes visible online once their activities or Products have been fully written and validated by Les Grappes. The Seller can then begin receiving orders. An order validated by the Seller is binding and irrevocable. However, Les Grappes reserves the right to refuse any order from a Buyer for any unusual request, any order placed in bad faith, or for any other legitimate reason.
• It is specified that a Seller presentation page can be created and maintained without a Product or Service being sold.

Article 4. Terms and Conditions of Sale of Products and Services

4.1. Good faith and compliance with applicable legislation

To access the Site's Services, the Seller undertakes to implement, in good faith, all necessary means to fulfill its obligations by providing quality service to Buyers. In particular, it undertakes to respond to emails from Les Grappes within forty-eight (48) hours of receipt.

The Seller will identify itself to Users as acting in a professional capacity. The Seller will comply with all applicable legislation regarding the conduct of commercial activity: government authorization, registration, accounting, social, tax, customs obligations, etc.

The Seller shall comply with applicable legislation regarding the sale of alcoholic beverages and, more generally, with regard to the Products it sells on the Site. The Products presented on the Site by the Seller shall be subject to all taxes and duties paid and shall bear the required French Marianne (CRD) capsules in accordance with French law. The rules regarding the presence or absence of the CRD Marianne capsules may be adjusted depending on the country of final sale. The Seller undertakes and warrants that it will only sell Products that it owns or over which it holds rights. The Seller warrants that the Products do not in any way contravene applicable laws, regulations, or standards and that they do not infringe upon the rights of third parties.

Les Grappes cannot therefore be held responsible if the content of the Products or Services sold is defective or unfit for consumption.

4.2. Obligations relating to Product offers on the Site

4.2.a Seller's Legal Obligations

The Seller undertakes to comply with all legal obligations regarding the sale of Products and Services. In this regard, the Seller shall ensure, in particular, that the bottle labels include the legal information required by the legislation of the country in which the bottle is sold. It is the Seller's responsibility to ensure that its bottles or Products comply with all legal requirements. In this context, Les Grappes shall not be held liable for any failure to comply.

In accordance with Article 100 of the Mobility Orientation Law, Measure No. 11 of the Interministerial Committee for Road Safety (CISR) of January 9, 2018, aims to combat driving under the influence of alcohol by encouraging road users to self-assess their blood alcohol level. Online retailers of alcoholic beverages will be required to offer breathalyzers for sale. You can order them here: order them .

4.2.b Content and Rights

For each Product or Service sold through the Site, the Seller will have previously completed the Winemaker Profile and the Product Profile via their personal account on the Site. The Seller therefore undertakes to provide Buyers with all the information necessary for them to understand the essential characteristics of the Product and the Service. Consequently, it is the Seller's responsibility to regularly update the information provided.

In this context, Les Grappes declines all responsibility for the accuracy of the information provided by the Seller on the Site.

The illustrations/visuals uploaded to the Site for the Product Page must accurately represent the Products thus illustrated and respect the rights of third parties, including intellectual property rights. Therefore, Les Grappes cannot be held liable under any circumstances for any infringement of third-party rights concerning visuals provided by Sellers.

The Seller ensures that the photos, documents, and information provided comply with copyright laws or are royalty-free. They provide the necessary permissions for the use of restricted content, photo credits, and any other material that Les Grappes may publish on its Site.

The Seller attests and warrants to Les Grappes that for the duration of the validity of this Agreement:

The Seller has all the necessary rights, powers and authorities to use, grant a (sub)license and permit Les Grappes to make available, on the Sites, the Intellectual Property Rights relating to the Seller Information available on the Sites, or which is established or referred to therein.

4.2.c Textual Content

With regard to Written and Image Works, the Seller guarantees to LES GRAPPES the prior and express authorization to grant it the use of their economic rights on these works for the purposes, duration and territory of this Contract.

The Seller retains ownership and grants a temporary right of use, reproduction and exploitation to LES GRAPPES, for the duration and in the territory provided for in this Contract, all rights of exploitation, reproduction, representation and use of the textual content of the LES GRAPPES Platform website relating to the Product Sheets, namely in particular the texts presenting the products offered for sale and the observations of the Winegrowers (hereinafter collectively referred to as the "Written Works").

The rights to use the textual content granted by the Seller to LES GRAPPES include:

The right of reproduction, that is to say the right to reproduce or have reproduced the Written Works, by all technical means, on the Internet sites operated by LES GRAPPES as well as on all social and commercial network media for the exclusive use of its customers and/or members.

The right of representation, that is to say the right to communicate to the public (in their original language and in the translations that may be made) the Works written on the Internet sites operated by LES GRAPPES as well as on all social and commercial network media intended exclusively for its customers and/or members.

The right of adaptation means the right to make changes to the Written Works that are necessary due to technical or commercial constraints related to their use or reproduction, without altering them or affecting their essential characteristics. The Seller expressly agrees that the Written Works may be updated by LES GRAPPES, provided that such updates do not alter them.

The right to translate, that is to say the right to have all or part of the Works written in all languages ​​translated.

4.2.d Visual Content

The Seller grants to Les Grappes and its partners and/or for the purposes of the sites it operates and social networks, for the duration and in the territory provided for in this contract, a right of use for the reproduction, representation, and exploitation of the images relating to the Ads on the LES GRAPPES Platform website, namely in particular the photographs of the Products offered for sale and the photographs of the Winegrowers (hereinafter collectively referred to as the "Photographic Works").

The usage rights granted by the Seller to LES GRAPPES for the visual content include:

• The right of reproduction, that is to say the right to reproduce or have reproduced the photographic works, by all technical means, on the Les Grappes website currently accessible on the websites operated by LES GRAPPES as well as on all social and commercial network media intended exclusively for its customers and/or members.
• The right of representation, that is to say the right to communicate to the public the photographic works on the Site at www.lesgrappes.com and www.lesgrappes.com/pro, for its partners and on all commercial media intended exclusively for its clients.
• The right of adaptation, that is to say the right to apply to photographic works arrangements made necessary by technical or commercial constraints related to their use or reproduction, without distorting them or affecting their essential characteristics.

4.2.e Compliance with Appellation regulations

The Seller undertakes to strictly comply with the naming regulations for all products on the Site.

He will be held responsible for any violations and breaches of regulations concerning:

Articles 45 and 55 of Implementing Regulation No 2019/33 supplementing Regulation (EU) No 1308/2013 as regards applications for protection of designations of origin, geographical indications and traditional terms in the wine sector, the opposition procedure, restrictions on use, amendments to specifications, cancellation of protection, labelling and presentation – Mention of a term indicating a geographical area for wines not benefiting from a geographical indication or designation;

Article L.121-2 of the Consumer Code – Misleading commercial practice

Article 55 of Implementing Regulation No 2019/33 stipulates:

“1. In accordance with Article 120(1)(g) of Regulation (EU) No 1308/2013, and without prejudice to Articles 45 and 46, only a vine product benefiting from a protected designation of origin, a protected geographical indication or a geographical indication of a third country may bear on its label a reference to the name of a geographical unit which is smaller or larger than the area of ​​that designation of origin or geographical indication.”

A reference to a protected designation of origin is reserved for wines that benefit from it, as provided for in Article 103 of Regulation (EU) No 1308/2013:

“Article 103 – Protection

I. A protected designation of origin and a protected geographical indication may be used by any operator marketing a wine produced in accordance with the corresponding specifications.

2. A protected designation of origin and a protected geographical indication, as well as the producer who uses this protected designation in compliance with the corresponding specifications, are protected against:

a) any direct or indirect commercial use of this protected name:

i) for comparable products that do not comply with the specifications linked to the protected designation;

(ii) insofar as said use exploits the reputation of a designation of origin or geographical indication;

(b) any usurpation, imitation or evocation, even if the true origin of the product or service is indicated or if the protected designation is translated, transcribed, transliterated or accompanied by an expression such as "kind", "type", "method", "way", "imitation", "taste", "manner" or a similar expression;

and Article 119 of the same regulation:

Article 119 - Mandatory information

1. The labelling and presentation of the products referred to in Annex VII, Part II, points 1 to 11, 13, 15 and 16, marketed in the Union or intended for export, shall include the following mandatory information:

a) the designation of the vine product category in accordance with Annex VII, Part II;

b) for wines benefiting from a protected designation of origin or a protected geographical indication:

(i) the terms "protected designation of origin" or "protected geographical indication"; as well as

ii) the name of the protected designation of origin or protected geographical indication,-”.

Referencing specific municipalities or appellation regions could mislead consumers into believing that these products are indeed appellation wines. This constitutes a deceptive commercial practice, as defined in Article L.121-2 of the French Consumer Code.

“1 - A commercial practice is misleading if it is carried out in one of the following circumstances: (…)

2 – When it is based on false or misleading allegations, indications or presentations relating to one or more of the following elements: (…)

b) The essential characteristics of the good or service, namely: its substantial qualities, its composition, its accessories, its origin, its quantity, its method and date of manufacture, the conditions of its use and its suitability for use, its properties and the results expected from its use, as well as the results and main characteristics of the tests and controls carried out on the good or service (...)”.

Violations of these provisions are punishable under Article L.132-2 of the Consumer Code by imprisonment for two years and a fine of 300,000 euros according to the Inspector of Competition, Consumer Affairs and Fraud Control.

4.3. Obligations relating to the sale of Products and Services

a. The sale of Products offered by Sellers on the Site is concluded on the condition that the Product, Service or Benefit is available.

b. The Seller is informed without delay by email by Les Grappes when a Product or Service has been ordered by a Buyer.

The Seller will have a period of (24) working hours to inform the Clusters of the unavailability of one or more Products/Services ordered.

If the ordered Product(s), Service(s) or Benefit(s) are available, or if the Seller has not notified the Seller of the unavailability of the ordered Product(s), the Seller undertakes to:

-Prepare the order and hand it over to the Carrier within seventy-two (72) working hours

-to ensure the service is provided on the date requested by the client

The Seller will regularly check, at least once a working day, its emails received at the address provided to Les Grappes in order to know the list of Products ordered by the Buyers, whose availability it must confirm within the aforementioned period.

4.4. Obligations relating to the delivery of the Products

The Seller undertakes to communicate via the Site the most detailed information possible regarding the location for collecting the goods so that the Carrier can easily get there.

The Seller must, when preparing the order, insert a delivery note into each package.

The Seller undertakes to take all necessary care in packaging the Products ordered so as to prevent the Products from being damaged during transport.

The Seller plans to be able to affix an EAN code to its bottles at the request of Les Grappes when its customers request it, and this at no additional cost to Les Grappes' Purchase Price.

Quality packaging is essential to ensure the safety of your shipment during transit. Always use sturdy, undamaged corrugated cardboard for parcels. For fragile or heavy items, double or triple-walled cardboard is highly recommended. Avoid reusing old boxes, as they may have lost some of their rigidity. Select packaging appropriate for the weight of your shipment. Avoid oversized packaging that risks being crushed. Choose a box that is the right size for its contents. Never exceed 30 kg per box.

Regarding the delivery service provider, two cases must be distinguished:

For orders of less than 24 bottles, delivery will be handled by DHL, Les Grappes' logistics partner;

For orders exceeding 24 bottles and depending on the Seller's location when registering on the Site, they will have to arrange deliveries through their private carrier or use Les Grappes' logistics partner.

4.4.1 Transport provided by the Seller

In the event that the Seller uses its own Carrier, the Seller will be responsible for delivering the goods to the Customer.

For orders of more than 24 bottles, Les Grappes will compensate the Seller at the actual cost upon presentation of the carrier's invoice, up to a maximum of €1.20 excluding VAT per bottle.

For orders under 24 bottles, the transport quote must first be submitted to Les Grappes for validation before shipment.

In the event of damage occurring during the delivery of the Products to the Buyer, the Winemaker will receive instructions from Les Grappes and will not handle Buyer claims directly and will notify Les Grappes within 36 hours as provided in Art.4.

4.4.2 Transport through Les Grappes logistics

In the event that Les Grappes arranges collection from the Seller's delivery location, it will be responsible for delivering the goods to the Customer.

In the event of damage occurring during the delivery of the Products to the Buyer, the Seller will receive instructions from Les Grappes and will not handle Buyer claims directly, but will notify Les Grappes within 36 hours as stipulated in Article 4. To protect against breakage, the Seller acknowledges using quality packaging and accepts responsibility in the event of the use of cardboard thicknesses unsuitable for courier transport.

In the event of product damage during transport arranged by Les Grappes, if the damage is documented and acknowledged by the carrier, and if the recipient chooses to have the originally ordered products redelivered rather than receive a credit note, then the Seller will redeliver the Products to the Buyer. The Seller will provide Les Grappes with an invoice for the damaged products within 48 hours of the damage being reported. The Seller will be reimbursed for the cost of the damage after the carrier has reimbursed Les Grappes.

As stipulated in Article 3, the Seller will notify the Seller of any absence that could jeopardize the processing of orders for Products or Services. The Seller is required to indicate their absence in their Winemaker account or, failing that, to notify Les Grappes by email.

Article 5. No Soliciting or Canvassing

As the Site provides a service connecting Sellers and Buyers, Les Grappes is responsible for facilitating this connection. Within this framework, Sellers are strictly prohibited from directly contacting and/or communicating with Buyers, whether individuals or professionals, for the entire duration of the contract and for up to three (3) years after its termination or cancellation date.

In the event of direct contact initiated by the Buyer, the Seller must inform Les Grappes within 36 hours and request that Les Grappes handle all communication and resolution of any inquiries. Les Grappes will then be responsible for managing all communication with the Buyer. Failure to comply with this rule may result in Les Grappes imposing a penalty on the Seller.

In the event of a sale of products or services made directly between the seller and the buyer outside the framework of Les Grappes, Les Grappes will claim penalties equal to five times (5) the sale price. If the amount is unknown to Les Grappes, a fixed sum of €2,500 (excluding VAT) will be claimed by Les Grappes from the seller. This penalty will be automatically due upon receipt of a formal notice and without prejudice to any damages that Les Grappes may claim in compensation for its losses.

In the case of a new client acquired directly by the Seller during a proven prospecting phase or in response to a Les Grappes Request for Proposals, a fixed penalty of €5,000 excluding VAT will be charged to compensate for the loss estimated by Les Grappes, or an amount indexed to the value of the first order. The Seller will be responsible for providing proof of the order amount.

Article 6. Selling Price

6.1. Validity Period of Prizes

Given the commitments made by Les Grappes with its various buyers, the sale prices between the Seller and Les Grappes are agreed to be fixed from March 1st to February 28th of the following year.

6.2. Responsibility for the Prices Offered

The prices are listed under the Seller's sole responsibility in the Winemaker Area. Once the price lists are published in the Winemaker Area under the "Price List" menu, the Seller has 48 hours to verify them and take any necessary steps to correct any errors. After this period, the price is considered validated, published, and accepted by both parties and is valid for one year.

If the Seller wishes to modify the Seller Price for one or more of its Products, the latter must inform Les Grappes, which will then carry out the price modification directly on the Winemaker Area of ​​the Site.

6.3. Setting resale prices

Les Grappes is free to set its resale price. As such, Les Grappes may choose to accept a change in the Seller's Price of the Product it purchases but not apply the change to the resale price it charges on the Site.

It is also agreed with the Seller that certain pricing negotiations will result in the creation of price schedules defined by their period of application and the price fixed for that period. An annual price increase, for example, cannot modify the price agreed upon between Les Grappes and the Seller for the agreed period. By default, any pricing agreement for a client will be valid for one year from the date the specific schedule is created.

In the case of a private individual making a purchase of 24 bottles or more from the same seller, Les Grappes will request a purchase price corresponding to the price agreed upon for a sale to a wine merchant. Indeed, these orders from private individuals for 24 bottles or more are considered, in Les Grappes' classification, to be a purchase by a wine merchant client, and as such, Les Grappes benefits from a corresponding purchase price. However, Les Grappes will offer the client a resale price consistent with its usual selling price for private individuals.

6.4. Special Reservations and Allocations

Volume reservations made by the Seller are for a specific period or, by default, for one year. If the winegrower commits a volume to Les Grappes and its customers, they must honor this commitment so that Les Grappes customers can be supplied according to the stated stock levels and at the price agreed upon for this reservation.

Any modification of prices and stock of reservations must be expressly communicated to Les Grappes for amicable arbitration and within a period of 1 month for its implementation.

In the event of a failure by the Seller to provide reservations or in the event of a change in prices during the agreed period, the Seller will assume any financial recourse requested by the customer and Les Grappes.

Article 7. Payment terms for Products and invoicing

7.1. Order Acceptance

All the data relating to each order, namely the quantities, the identity and geographical location of the customer, the references to be shipped are also present on the order form.

Prices are fixed in advance (see article 6).

By clicking on “prepare order” in his Winegrower Area, the Seller accepts all the parameters relating to the invoicing of this order: price, quantities, type of customer, marketing area, transport conditions and delivery conditions.

In case of refusal, the customer is required to express their disagreement with these parameters before the order is processed.

The selling prices charged by Les Grappes to the Buyer are based on the prices displayed on the Winemaker's Area or on a quote where applicable, and are then passed on to the Seller upon placement of the order. If the Seller validates the order, they accept the terms and the price.

No claims regarding the Purchase prices agreed upon at the time of the order will be accepted.

In the event of an error attributable to the Seller in preparing the order, the Seller alone shall bear the costs incurred by the Buyer's decision to obtain a refund by returning the products. If one product is sent in error, the Seller is obligated to send the product ordered by the Buyer. The Seller may request that Les Grappes ask the Buyer to return the incorrect products before reshipping the ordered products. In the event of a claim and request for compensation by the customer, a fixed sum as stipulated in Article 10, Liability, will be claimed from the Seller and paid to the Buyer as compensation for the damages suffered by the Buyer.

7.2. Billing Terms

The Seller is required to issue a monthly invoice for all sales shipped during the previous month. All orders fulfilled by the Seller at the prices and quantities previously accepted by the Seller in accordance with Article 7.2 will be listed on a pro forma invoice prepared and sent to the winemaker at the beginning of each month.

The Seller is then required to upload their invoice to the LES GRAPPES interface.

Every invoice implies analysis, acceptance or rejection by the company LES GRAPPES.

If accepted, payment is made by LES GRAPPES on the due dates mentioned in article 7.3. The progress of the invoice processing by LES GRAPPES is displayed on the seller's personal space.

If the invoice is rejected due to discrepancies with the pro forma invoice, the seller is notified of the rejection along with the reason for it. The seller must then issue a new invoice that matches the pro forma invoice, assuming the parameters were previously accepted during order processing.

In case of error or difference in amount between the payment and the invoice(s), difficulties in matching the transaction, or for any other question relating to the debt of Les GRAPPES to the seller, the Seller is required to clearly communicate the subject of disagreement or question to the email address compta@lesgrappes.com .

7.3. Payment deadline

LES GRAPPES pays the Seller 30 days end of month.

Article 8. Personal Data

In accordance with Article 10 of the General Terms and Conditions, information and data relating to any natural person representing the Sellers are processed by Les Grappes; this information is essential for managing the relationship with the Seller and their access to the Website and its Services. This information and data are also retained for security purposes, in order to comply with any legal and regulatory obligations incumbent upon Les Grappes.

The Seller agrees to use the Buyer's personal data transmitted to it by Les Grappes solely for the purposes of delivering the Products and fulfilling its legal obligations. Any other use, rental, sale, resale, or copying by the Seller is prohibited.

Article 9. Online Promotion and Marketing

9.1. Product Promotion

Les Grappes is authorized to promote the Seller by using the Seller's name(s) in online marketing campaigns, including email campaigns and/or pay-per-click (PPC) advertising. Les Grappes launches online marketing and communication campaigns at its own expense and sole discretion.

9.2. Methods used

The Seller is deemed to be aware of how search engines operate, such as content indexing and URL ranking. If the Seller becomes aware that the behavior of Third-Party Sites infringes upon the Seller's Intellectual Property Rights, Les Grappes agrees that the Seller may inform Les Grappes in writing of the details of said behavior. Les Grappes will employ commercially reasonable and ethical methods to ensure that the Third Party in question takes appropriate action to remedy the infringement of the Seller's rights.

9.3. Responsibility

The Seller agrees not to specifically target the Les Grappes brand through keyword purchases that are subject to Les Grappes' Intellectual Property Rights.

9.4. Use of logos and communication

Les Grappes may use the Seller's trademark or logo to promote the Seller's use of the Site and its Services.

It is understood that the parties may communicate on the existence of their partnership subject to the prior agreement of the parties regarding the wording of the press release.

Article 10. Liability

The Seller warrants and shall indemnify Les Grappes against any damage suffered by Les Grappes and against any liability action brought against Les Grappes due to the Seller's violation of any right of a third party, including a Buyer, whether such damage results from the sale of Products, the Seller's use of the Site's services, or any other act attributable to it.

Les Grappes' liability to the Seller is limited to events directly attributable to it and, in any event, is restricted to the amount corresponding to orders placed in the preceding month. It cannot be held liable for indirect damages, including the loss of opportunity to sell Products due to the unavailability of the Site's Services.

Les Grappes disclaims all liability for sales concluded through the Site and its Services. Any complaint relating to the Products brought to the attention of Les Grappes will be forwarded to the relevant Seller, who will assume full and sole responsibility, including the costs of recall, return, and compensation to the customer.

In addition, if the claim is justified and is the responsibility of the Seller, it will give rise to financial compensation of €15 in the form of a voucher to the Buyer, the Seller will be invoiced for the same amount by Les Grappes.

Article 11. Partial Nullity

Any clause of the Seller's Terms and Conditions that is declared invalid under any law, regulation or final decision of a competent court shall be ineffective, but its invalidity shall not affect the other provisions or the validity of the Seller's Terms and Conditions.

Article 12. Disputes and litigation with Buyers

In the interest of defending the Site's Buyers and its brand image, Les Grappes reserves the right to intervene with the Seller to resolve any dispute.

Disputes are settled directly between the Buyer and Les Grappes. However, Les Grappes reserves the right to consult the Seller, who undertakes to respond no later than thirty-six (36) business hours from the date of the Buyer's complaint.

The Seller will make its best efforts to assist Les Grappes in resolving the dispute/litigation between itself and the Buyer and will make its best efforts to reach an amicable resolution of the dispute/litigation.

Les Grappes will not intervene in the product return process, regardless of the reason for the return. Consequently, products must be returned directly to the Seller's return address indicated on the Website; Les Grappes does not receive product returns. If a product is returned to Les Grappes, Les Grappes will reship the product to the Seller at the Seller's expense.

The Seller agrees that Les Grappes may retain any payment due to the Seller until the claim has been indicated as settled by both the Seller and the Buyer.

Article 13. Force majeure

In the event of force majeure, Les Grappes shall not be held liable if the non-performance or delay in performance of any of its obligations described in these general terms and conditions of sale arises from such a case. For the purposes of this clause, force majeure shall be understood to mean any external, unforeseeable, and irresistible event as defined in Article 1148 of the French Civil Code. All other cases are expressly excluded. The Party affected by the Force Majeure shall immediately inform the other Party – by registered letter with acknowledgment of receipt – of its occurrence, duration, and foreseeable consequences. The Parties' obligations shall be suspended for the entire duration of the Force Majeure event. Should this suspension last more than thirty (30) days from the date of notification (date of receipt or first presentation of the registered letter with acknowledgment of receipt), the more diligent Party may notify the other Party by registered letter with acknowledgment of receipt of the immediate termination of the Contract, without any compensation being due.

In the event of force majeure, the Seller will not charge any fees and will reimburse (where applicable) Buyers affected by said force majeure event. Reimbursements apply to all fees, expenses, and various amounts incurred, including (non-refundable) rates or cancellations, booking cancellation or (modification) fees, as well as fees incurred for (i) any booking cancellation or modification initiated by the Buyer, or (ii) the portion of the booking not used due to the occurrence of a force majeure event.

In the event of reasonable and justified doubt, the Seller may require the Buyer to provide reasonable proof of the causal link between the force majeure event and the cancellation, cancellation, or modification of the reservation (and, where applicable, to provide Les Grappes with the corresponding supporting documentation). The Seller must provide Les Grappes with details of the Product affected by the force majeure event so that Les Grappes can acknowledge any cancellation, cancellation, or modification of the reservation related to the force majeure event. Les Grappes will not charge any commission fees for cancellations, cancellations, or unused portions of reservations resulting from said force majeure event.

Article 14. Duration – Termination – Cessation of the contract

This Contract is concluded for a minimum period of one (1) year, renewable by tacit agreement each time for the same period of one (1) year.

At the end of each one (1) year period, it may be terminated by either Party, subject to a minimum notice of six (6) months before the expiry of the current one (1) year period and from the date of receipt of the notification which will be made to Les Grappes by registered letter with acknowledgment of receipt.

A seller selected by Les Grappes will give six months' notice before leaving the platform and Les Grappes' partner platforms. It is hereby clarified that the sale of stock by Les Grappes' customers will not be subject to any time limit. A winemaker remains bound by this agreement until all outstanding payments and invoices due up to the end of the commitment period have been paid to Les Grappes.

In the event of non-performance and/or poor performance of the Contract by the Seller, the Contract may be terminated automatically at the request of Les Grappes fifteen (15) days after a formal notice, by email or registered letter with acknowledgment of receipt, which has remained unheeded and which specifies the obligation(s) in default, and depending on the seriousness of the situation, without prejudice to any claim for damages.

The factors that would lead Les Grappes to terminate the contract automatically and file a claim for damages are:

The observation of incorrect application of sales prices

The Seller's direct contact with the Buyer and prospective customer of Les Grappes

Failure to comply with or repeated failure to comply with orders resulting in dissatisfaction among Buyers or Les Grappes teams

The clear failure to apply the Les Grappes supplier charter

Article 15. Jurisdiction

Any dispute relating to the interpretation and execution of these general terms and conditions of sale shall be subject to French law.

In the absence of an amicable resolution, the dispute will be brought before the Commercial Court of Nanterre.