Updated on 01/09/2025

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 its president, Bémol SARL, 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, from France, platforms for winegrowers or similar located in metropolitan France (hereinafter the "Winegrowers") including:

• An online sales site operated by Les Grappes for individual and professional buyers, whose conditions are governed in this General Terms of Use for Sellers document (hereinafter the "Seller GTU")
• Les Grappes thus provides Winegrowers with Services (hereinafter the "Services")
• Winegrowers can offer services (hereinafter the "Services") or products (hereinafter the "Products") to individual and professional customers on these platforms. Winegrowers can offer their Products or Services for sale and thus be presented as Sellers. (Hereinafter the "Sellers")

It is recalled that Les Grappes is in no way the producer of the Products listed online; only the Winegrowers who put their wine products for sale on the Site hold this status.

It has therefore been agreed and decided as follows:

Article 1. Purpose – Scope of application – Adherence

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

The purpose of the Seller GTU is to define the conditions under which Les Grappes provides Sellers with services facilitating their access to e-commerce and enabling them to sell their Products. They also define the conditions governing the various Services offered by Les Grappes. This includes, for example, the sale of logistics, commercial or event services, as well as services inherent to the use of the Site.

To use the Site and access the Services, the Seller agrees to be bound by the GTU and Seller GTU. The Seller GTU are automatically accessible from the footer of the Site.

Les Grappes reserves the right to modify the Seller GTU at any time. The applicable GTU are those in force on the day the Buyer places the order and are accepted by the Seller during each sale of Products and Services. They are accessible to the Seller from their winegrower space where they deposit their invoices at the beginning of each month.

Article 2. Services offered by Les Grappes to Sellers

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

– market their Products through commercial services

– list Products for sale on the various Les Grappes platforms

– list Products for sale to Les Grappes partners

2.2. The Site also provides a space for simple and direct exchange with Users, particularly through comments (see Article 9 of the GTU).

Les Grappes reserves the right to make any necessary modifications and improvements to the Site and cannot be held responsible for damages and consequences that may arise therefrom.

Les Grappes will use its best efforts to ensure that 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 responsible for the consequences resulting from the inaccessibility of the Site, for any reason whatsoever, and, in particular, due to technical constraints or difficulties.

Article 3. Registration on the Site

In accordance with Article 8 of the GTU, 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.

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

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

• The Seller completes an application form to provide the necessary information, some of which is mandatory. The information is personal: name, address, contact details... and professional: appellations, desired services... The Seller consults these GTU directly in their winegrower space and also the payment conditions and invoicing system requiring them to deposit their invoices in their customer space according to the procedure presented in Art. 7.
• The Les Grappes selection committee ensures the interest and relevance of the Winegrower's application. Before receiving a link to create their Winegrower Space, the Winegrower pays a registration fee of €490 excluding tax, payable online in a single payment.
• The Seller then validates their Winegrower profile by accessing the mandatory fields of their profile, their services and their wine sheets, or by communicating them directly to the Les Grappes offer team. They undertake to mention the price of their Products as well as the geographical scope of their execution in the winegrower space. The price of Products and Services displayed on the Sites corresponds to the best available price for an equivalent Product to the Seller concerned, and no more advantageous price can be obtained by a Buyer directly from the Seller or through another third party, by another means or from another source.
• The information is presumed accurate and will be updated regularly; the Seller is responsible for the accuracy and updating of their profile on their Winegrower Space. It is strictly forbidden to create an account without the purpose of collaborating with Les Grappes, to provide inaccurate information, or to claim certifications without having received official documents, which must be provided when entering the technical specifications of the Products.
• Once their account is created and duly completed, the Seller is published and becomes visible online once the Products have been fully drafted and validated by Les Grappes.
• It is specified that a presentation page for the Seller can be created and maintained without a Product or Service being sold.

Article 4. Conditions for the 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 a quality service to Buyers. In particular, it undertakes to respond to emails from Les Grappes within forty-eight (48) working hours of their receipt.

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

The Seller will comply with the applicable legislation relating to 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 will be understood as being exempt from duties and taxes, and will obligatorily bear French Marianne capsules (CRD) according to the French legal framework. The rules for the presence or absence of Marianne CRD may be adjusted according to the final country of marketing. The Seller undertakes and guarantees that it will only sell Products of which it is the owner or over which it has rights. The Seller guarantees that the Products do not in any way contravene the laws, regulations in force, and applicable standards, and that they do not infringe 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 for placing Products and Services on sale. In this regard, it notably ensures that the bottle labels display the legal mentions required by the legislation of the country in which the bottle is sold. It is the Seller's responsibility to ensure the conformity of its bottles or Products with legal obligations. In this context, Les Grappes cannot be held responsible for any failure in this regard.

In accordance with article 100 of the mobility orientation law, measure n°11 of the interministerial road safety committee (CISR) of January 9, 2018, aims to combat driving under the influence of alcohol by encouraging road users to self-evaluate their alcohol level. Online alcohol sales sites must imperatively 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 Winegrower Sheet and the Product Sheet via their personal space on the Site. The Seller therefore undertakes to provide Buyers with all information enabling them to know the essential characteristics of the Product and Service. In fact, it is the Seller's responsibility to regularly update the information provided.

In this context, Les Grappes disclaims 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 Sheet must conform to the Products thus illustrated and respect the rights of third parties, particularly intellectual property rights.

Thus, Les Grappes can in no case be held responsible for a violation of the rights of third parties concerning visuals provided by the Sellers.

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

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

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

4.2.c Textual content

With regard to written and image works, the Seller guarantees LES GRAPPES prior and express authorization to grant them the use of their proprietary rights over these works for the needs, duration and territories agreed upon.

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

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

The right of reproduction, i.e., the right to reproduce or have reproduced the Written Works, by all technical means, on the websites operated by LES GRAPPES as well as on all social and commercial network media exclusively for its customers and/or members.

The right of representation, i.e., the right to communicate to the public (in their original language and in any translations that may be made) the Written Works on the websites operated by LES GRAPPES as well as on all social and commercial network media exclusively for its customers and/or members.

The right of adaptation, i.e., the right to apply to the Written Works arrangements made necessary by technical or commercial constraints related to their use or reproduction, without distorting them or affecting their essential characteristics. The Seller expressly accepts that the Written Works may be updated by LES GRAPPES, provided that these updates do not distort them.

The right to translate, i.e., the right to have all or part of the Written Works translated into any language.

4.2.d Visual content

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

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

• The right of reproduction, i.e., 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 exclusively for its customers and/or members.
• The right of representation, i.e., the right to communicate the Photographic Works to the public on the Site at www.lesgrappes.com and www.lesgrappes.com/pro, for its partners and on all commercial media exclusively for its customers.
• The right of adaptation, i.e., the right to apply to the 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 appellation regulations for all products present on the Site.

He will be held responsible for infringements and breaches of regulations regarding:

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 product specifications, cancellation of protection, labelling and presentation – Mention of a term indicating a geographical area for wines not benefiting from a geographical indication or appellation;

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

Article 55 of Implementing Regulation No 2019/33 states:

"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 from a third country may include on its label a reference to the name of a geographical unit that 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

1. 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 product specification.

2. A protected designation of origin and a protected geographical indication, as well as the wine using that protected designation in compliance with the corresponding product specification, are protected against:

a) any direct or indirect commercial use of that protected designation:

i) for comparable products not complying with the product specification linked to the protected designation;

ii) insofar as such 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", "style", "imitation", "taste", "manner" or a similar expression; "

and Article 119 of the same regulation:

"Article 119 - Mandatory indications

1. The labelling and presentation of 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 bear the following mandatory indications:

a) the designation of the product category of the vine 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";

ii) the designation of the protected designation of origin or protected geographical indication; "

The reference to municipalities or an appellation region could mislead the consumer and make them believe that these products are indeed appellation wines. This constitutes a misleading commercial practice, within the meaning of Article L.121-2 of the Consumer Code:

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

A) When it is based on false or misleading allegations, indications or presentations concerning 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 manufacturing method and date, the conditions of its use and its fitness for use, its properties and the expected results of its use, as well as the results and main characteristics of the tests and controls carried out on the good or service (..)".

Infringements of these provisions are punishable by Article L.132-2 of the Consumer Code by two years' imprisonment and a fine of 300,000 euros, according to the Inspector of Competition, Consumption and Fraud Prevention."

4.3. Obligations relating to the sale of Products and Services

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

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

In the event of availability of the ordered Product(s), Service(s) or Provision(s), or in the event that the Seller has not communicated on the unavailability of the ordered Product(s), the Seller undertakes to:

- deliver the goods to the Mâcon warehouse on its own initiative, at the latest before the expiry of the seventh (7th) working day following the date of receipt of the order.

In the event of an exceptional agreement for collection by Les Grappes from the Supplier, the latter undertakes to make the order available for collection within a maximum of three (3) working days.

The Seller shall regularly consult, at least once per working day, the emails received at the address provided to Les Grappes in order to ascertain the list of Products ordered by Buyers, for which they must confirm availability within the previously mentioned timeframe.

4.4. Obligations relating to the delivery of Products

When preparing the order, the Seller must insert a delivery note on each pallet or package.

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

The Seller agrees to be able to affix an EAN code to its bottles at the request of Les Grappes when its customers request it, and this without any additional cost on the purchase price of Les Grappes.

Quality packaging is essential to guarantee the safety of your shipment during its journey. Always use sturdy, corrugated cardboard in good condition for parcels.

In order to guard against breakage, the Seller acknowledges using quality packaging and is responsible in the event of using cardboard thicknesses unsuitable for parcel transport.

Delivery and availability of Products:

The Supplier undertakes to inform Les Grappes in writing, as soon as it becomes aware of it, of any difficulty likely to lead to unavailability or stock-out of the Products. This prior information shall in no case constitute authorization for a stock-out. The Supplier remains obliged to implement all necessary means to ensure the continuity of supply of the Products, except in cases of duly proven force majeure.

Unless otherwise agreed between the parties, the Supplier ensures the delivery of ordered products to the address indicated by Les Grappes (logistics platform located in Mâcon) within the deadlines and according to the terms defined in these Seller GTU. In the event of a specific agreement providing for the collection of products by Les Grappes, the logistical arrangements as well as the assumption of transport costs will be determined in writing between the parties.

In the event of collection organized by Les Grappes, the Supplier undertakes to make the products available on the agreed date, time slot, and location. Any delay, absence, refusal of delivery or unavailability of products attributable to the Supplier, requiring rescheduling of transport, will result in the re-invoicing to the Supplier of the corresponding logistical costs, including the cost of initial transport and that of the second attempt. The amount of these costs will be capped at the actual cost of the logistical service associated with the first failure and redelivery. However, the Supplier will have the possibility to present supporting documents within fifteen (15) days, in case of legitimate dispute of its responsibility for these non-availabilities of products on the scheduled date. These costs will be reimbursed by the Supplier or will be subject to a credit note issued by the latter, for the benefit of Les Grappes.

In the event of late delivery or availability of goods attributable to the Supplier, including in the event of unavailability of Products or stock-out not justified by a case of force majeure duly demonstrated by the Supplier and assessed in light of the objective elements communicated to Les Grappes, and resulting in the application of contractual penalties by its own customers for Les Grappes, Les Grappes will re-invoice the Supplier for the entirety of said penalties, upon presentation of corresponding supporting documents.

Article 5. Non-solicitation

It is the responsibility of Les Grappes to ensure the link between Sellers and Buyers. In this context, it is formally forbidden for the Seller to contact directly and/or address the Buyer directly, whether private or professional, throughout the duration of the commercial relationship and up to three (3) years beyond its end or termination date.

In the event of direct contact initiated by the Buyer, the Seller shall inform Les Grappes within 36 hours and request Les Grappes to handle all communications and resolution of any request from them. Les Grappes shall therefore be responsible for managing all relations with the Buyer. In case of non-compliance with this rule, Les Grappes reserves the right to impose a penalty on the Seller accordingly.

Consequently, any breach of these obligations may result, cumulatively or alternatively, at the discretion of Les Grappes:

• The requirement of a written undertaking from the Supplier to immediately cease any direct or indirect solicitation of the customers concerned;
• The payment by the Supplier of a fixed penalty corresponding to the equivalent of two (2) years of average gross margin realized by Les Grappes on the sales of the concerned products during the last twelve (12) months, with a minimum flat rate of five hundred euros (500 €) per order resulting from a proven breach;
• The right for Les Grappes to terminate the commercial relationship with immediate effect, without prior formal notice, and without prejudice to any additional action for damages.

Article 6. Selling Price

6.1. Price validity period

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

6.2. Resale price determination

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

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

6.4. Special Reservations and Allocations

Volume reservations granted by the Seller are for a given period or, by default, for one year.

If the winegrower grants a volume to Les Grappes and its customers, it is agreed that he will respect this commitment so that Les Grappes' customers can be supplied according to the stated stocks and at the price agreed for this reservation.

Any modification of prices and stock reservations must be expressly communicated to Les Grappes for amicable arbitration and with a one-month notice for its implementation.

In the event of the Seller's failure regarding the availability of reservations or in the event of price changes during the agreed period, the Seller shall assume any financial recourse requested by the client and Les Grappes.

Article 7. Payment terms for Products and invoicing

Prices are set in advance, see article 6. No claims on the Purchase prices agreed at the time of the order will be admissible.

The Seller is required to issue a monthly invoice for all sales shipped during the previous month via the warehouse. All orders fulfilled by the seller at the prices and quantities previously accepted by the seller in accordance with article 7 will be listed on a proforma established and transmitted to the winegrower at the beginning of each month.

Any invoice implies an analysis, acceptance or refusal on the part of the company LES GRAPPES.

In case of acceptance, payment is made by the company LES GRAPPES at the due dates mentioned in article 7.

In case of refusal of the invoice for non-conformity with the proforma, the seller is notified of the refusal with the associated reason. The Seller must issue a new invoice corresponding to the proforma, knowing that the parameters have been previously accepted during order processing.

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

Les Grappes undertakes to pay invoices within 30 days end of month, from the date of receipt of the invoice.

Article 8. Personal Data

In accordance with Article 10 of the GTU, information and data relating to any natural person representing the Sellers are processed by Les Grappes; they are essential for managing the relationship with the Seller and their access to the Site and its Services. This information and data are also kept for security purposes, in order to comply with the legal and regulatory obligations incumbent, where applicable, on Les Grappes.

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) within the framework of online marketing campaigns, including email campaigns and/or paid-per-click (PPC) advertising. Les Grappes launches online marketing and communication campaigns at its own expense and at its sole discretion.

9.2. Methods Used

The Seller is deemed to be aware of how search engines work, such as content indexing and URL ranking. If it comes to the Seller's attention that the behavior of Third-Party Sites violates the Seller's Intellectual Property Rights, Les Grappes agrees that the Seller will inform them in writing of the details of such behavior. Les Grappes will employ commercially reasonable and ethical methods to ensure that the Third Party concerned takes appropriate measures 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 brand or logo belonging to the Seller 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 on the wording of the press release.

Article 10. Liability

The Seller guarantees and indemnifies Les Grappes against any damage suffered by Les Grappes and against any liability action that may be brought against Les Grappes due to the Seller's violation of any third-party right, including that of 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 them.

Les Grappes' liability towards the Seller can only be incurred for acts directly attributable to it and is in any case limited to the amount corresponding to orders placed in the previous month. It cannot be incurred for indirect damages, in particular the loss of opportunity to sell Products in the event of unavailability of the Site's Services.

Article 11. Partial Nullity

Any clause of the Seller GTU that is declared null and void pursuant to a law, regulation, or a final decision of a competent court shall be without effect, but its nullity shall not affect the other stipulations or the validity of the Seller GTU.

Article 12. Disputes and litigation with Buyers

In the interest of protecting 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. Les Grappes nevertheless reserves the right to consult the Seller, who undertakes to respond within a maximum of thirty-six (36) working hours from the Buyer's complaint.

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

Article 13. Force Majeure

In the event of force majeure, Les Grappes' liability cannot be invoked if the non-performance or delay in the performance of one of its obligations described in these general terms of sale results from a case of force majeure. In this respect, force majeure is understood to mean any external, unforeseeable and irresistible event within the meaning of Article 1148 of the Civil Code. Any other case is expressly excluded. The Party affected by Force Majeure shall immediately inform – by registered letter with acknowledgment of receipt – the other Party of its occurrence, its duration and its foreseeable consequences. The obligations of the Parties shall be suspended for the entire duration of the Force Majeure event. In the event that this suspension lasts more than thirty (30) days from its notification date (date of receipt or first presentation of the registered letter with acknowledgment of receipt), the most diligent Party may notify the other Party by registered letter with acknowledgment of receipt of the immediate termination of the commercial relationship, without any compensation whatsoever.

Article 14. Duration – Termination – Cessation of the commercial relationship

These Seller GTU are concluded for a minimum period of one (1) year, renewable by tacit agreement each time for the same period of one (1) year.

Termination without cause at the initiative of the Supplier: The Supplier may cease the commercial relationship without cause by observing a notice period of nine (9) months. If the termination occurs without any business having been initiated between Les Grappes and its customers on the Supplier's products, no compensation will be due. Otherwise, the Supplier will pay Les Grappes financial compensation equivalent to twenty percent (20%) of the gross turnover achieved over the last twelve (12) months preceding the notification of termination, for the Supplier's products.

Termination without cause at the initiative of Les Grappes: Les Grappes may cease the commercial relationship at any time, without cause, subject to observing a notice period of nine (9) months, without any indemnity or compensation being due to the Supplier.

In the event of termination, the commercial conditions agreed between Les Grappes and the clients for whom an annual framework contract is in force on the Supplier's wines will remain applicable until their term, unless otherwise agreed in writing between Les Grappes and the Supplier.

The elements that would lead Les Grappes to automatically terminate the business relationship and claim damages are:

• The direct dealing of the Seller with the Buyer and prospect of Les Grappes
• Non-compliance or accumulated non-compliance with orders resulting in dissatisfaction of Buyers or Les Grappes teams
• A clear breach of the Les Grappes supplier charter

Article 15. Competent Court

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

In the event of a dispute relating to the performance or interpretation of these Seller GTU, the parties undertake to seek an amicable solution by written notification, specifying the reasons for the dispute and meeting within fifteen (15) days from the notification. Failing an amicable agreement within thirty (30) days following the first notification, the dispute will be submitted to the exclusive jurisdiction of the courts of Mâcon.