General Terms and Conditions of Sale

Article 1: Definitions

“CLIENT”: Any natural or legal person who places an order with JACARANDAS SPICES & INGREDIENTS.

“GENERAL TERMS AND CONDITIONS OF SALE “(hereinafter “T&Cs”): Their purpose is to define the terms under which JACARANDAS SPICES & INGREDIENTS undertakes to sell the PRODUCTS referred to in the order form to the CUSTOMER and under which the CUSTOMER undertakes to purchase said PRODUCTS under the conditions defined below.

“JACARANDAS SPICES & INGREDIENTS”: Jacarandas Spices & Ingredients, R.S. Aix 505 240 416 – Siret code: 824 241 384 00026 APE Code: 4637Z – VAT FR 67814241384, with capital of 60,000 euros, and having its registered office located at: Le Hameau du Parc -Bdg D 1st Floor -31, Avenue Francis Perrin 13790 ROUSSET – FRANCE.

“PARTIES “: JACARANDAS SPICES & INGREDIENTS and the CUSTOMER are hereinafter referred to as the PARTIES.

“PRODUCT(S) “: spices and ingredients marketed and distributed by the company JACARANDAS SPICES & INGREDIENTS and referred to in the order form.

Article 2: Remit – Scope

2.1 The original version of the T&Cs is written in French, which alone shall prevail over any other version.

2.2 The T&Cs, the order form and the documents attached thereto constitute the entire Contract which is binding between the PARTIES. They hereby annul and replace any previous agreement in principle or exchange of correspondence relating to the same transaction.

2.3 The T&Cs form the basis of the commercial negotiations and are systematically sent or given to each CUSTOMER to enable them to place an order. They apply to all sales of PRODUCTS marketed and distributed by JACARANDAS SPICES & INGREDIENTS.

2.4 The T&Cs prevail over any other contractual conditions of the CLIENT. Any condition of purchase opposed by the Client will therefore, in the absence of express acceptance by JACARANDAS SPICES & INGREDIENTS, be unenforceable against the latter, regardless of the time at which it may have been brought to its attention.

2.5 Any order sent to JACARANDAS SPICES & INGREDIENTS implies unreserved acceptance of the T&Cs and acknowledgement of full knowledge thereof and waiver of its own terms and conditions of purchase.

2.6 The fact that JACARANDAS SPICES & INGREDIENTS does not exercise, at any time, a prerogative recognised by the T&Cs shall not in any manner whatsoever be interpreted as an express or tacit waiver of the right to exercise the said prerogative in the future, or of the right to demand performance of the commitments entered into herein.

2.7 JACARANDAS SPICES & INGREDIENTS may modify its T&Cs at any time by giving TWO (2) months’ notice to the CLIENT before the new T&Cs come into force.

Article 3: Object

The purpose of these General Terms and Conditions of Sale is to set forth the rights and obligations of JACARANDAS SPICES & INGREDIENTS and its CLIENT in relation to the sale of spices and ingredients (hereinafter referred to as the Products).
Any service provided by JACARANDAS SPICES & INGREDIENTS therefore implies the CLIENT’s unreserved acceptance of these General Terms and Conditions of Sale.

Article 4: General provisions

These General Terms and Conditions of Sale (hereinafter “T&Cs”) apply in their entirety to all sales made by JACARANDAS SPICES & INGREDIENTS and form an integral part of the Contract. These T&Cs are drawn up in accordance with the principle of transparency which governs relations between JACARANDAS SPICES & INGREDIENTS and its CLIENTS and constitute the sole basis of negotiation between the parties.

At the same time as placing an order, the Buyer declares that he/she has read these T&Cs in full and expressly and irrevocably accepts the conditions in full, without reserve. The Buyer hereby acknowledges that he/she has received the necessary advice and information to ensure that the offer is suited to his/her particular needs in relation to a product or service, and accepts this without restriction or reservation.

The Buyer declares that he/she is legally capable of entering into a contract under French law or that he/she validly represents the natural person or legal entity on whose behalf he/she is entering into a contract. It is expressly understood that JACARANDAS SPICES & INGREDIENTS is not obliged to accept any conditions of purchase or requests from the CLIENT.

JACARANDAS SPICES & INGREDIENTS reserves the right to amend these terms at any time by simply publishing a new version for immediate application.
The applicable T&Cs are those in force on the date on which the CLIENT places an order. The General Terms and Conditions can be viewed and downloaded from the Company’s website at the following address: https://jacarandas-si.com/

Article 5: PRODUCTS AND COMPLIANCE WITH REGULATIONS

5-1 The products described herein are spices and ingredients. Their characteristics, packaging and quantities are described in the JACARANDAS SPICES & INGREDIENTS catalogues and technical data forms in force.

5-2 The PRODUCTS marketed by JACARANDAS SPICES & INGREDIENTS comply with the regulations in force. They are intended to be marketed to the CLIENT.

5-3 Each of the PARTIES hereby acknowledges that it is aware of the legislation applicable to PRODUCTS and undertakes to comply with its obligations in this respect.

5-4 The specific nature of our products means that the total weight of the goods delivered must not vary by more or less than 5% from the quantity ordered.

Article 6: Signature of the contract – Orders

6-1 A Contract shall not be deemed to have been concluded between the PARTIES until the following essential formalities have been completed:

  • Placement of an order by the CLIENT:
  • In writing or by e-mail to JACARANDAS SPICES & INGREDIENTS;
  • Through a sales representative;
  • Any electronic means addressed to JACARANDAS SPICES & INGREDIENTS.

Orders received by JACARANDAS SPICES & INGREDIENTS are firm and final, even when taken by telephone or through representatives or a sales person, only on receipt of a written confirmation message from the CLIENT or his representative.

To be valid, the order must specify the following information: the CLIENT’s contact details (address, name and telephone number), the quantity and description of the PRODUCT, the place and time of delivery, the incoterm and the price.

If the CLIENT requires a specific delivery time, it is their responsibility to confirm this in writing on the order form. JACARANDAS SPICES & INGREDIENTS is not bound by the oral agreements of its agents or representatives.

JACARANDAS SPICES & INGREDIENTS reserves the right to refuse or cancel any order from a CLIENT with whom there is a dispute relating to the payment of a previous order.

6-2 All definitive orders may neither be cancelled or modified by the CLIENT. The CLIENT is solely and exclusively responsible for its forecasts and the quantities ordered.

Any changes subsequent to a firm and definitive order may result in a delay in delivery and an additional cost which will automatically be charged to the CLIENT, who accepts accordingly. In the event of cancellation by the CLIENT of a firm and definitive order, the CLIENT must pay the full price of the order and the related transport costs to JACARANDAS SPICES & INGREDIENTS.

6-3 The benefit of the order is personal to the CLIENT and cannot be transferred without the agreement of JACARANDAS SPICES & INGREDIENTS.

6-4 Any order, for an amount lower than €3,000.00 (three thousand euros) euros net of tax could not be honoured, except exemption of JACARANDAS SPICES & INGREDIENTS and will give place to a fixed contribution of management expenses, which it accepts.

6-5 All CLIENT orders will be processed as soon as possible after receipt, except in the case of stock shortages, orders that do not comply with the quantities or packaging shown in our catalogue or for any other reason inherent to the PRODUCTS ordered.

Article 7: Delivery

7-1 Delivery lead times

Deliveries are made subject to availability and on a first come, first served basis.
Delivery lead times are ten (10) working days, excluding holiday periods, public holidays and events beyond our control, from the date of receipt of firm and definitive orders which are deemed to have been accepted.

Delivery times are given purely as an indication and are however subject to JACARANDAS SPICES & INGREDIENTS’ supply and shipping possibilities. Consequently, exceeding the delivery deadline shall not under any circumstances give rise to cancellation of the order in progress, refusal to accept delivery of the PRODUCTS, withholding or payment of damages, regardless of the causes, extent or consequences of the delay.

In any event, delivery on time can only occur if the CLIENT is up to date with its obligations to JACARANDAS SPICES & INGREDIENTS, whatever the cause.

7-2 Date, place and method of delivery

The PRODUCTS are delivered by carrier to the CLIENT on the date and at the address indicated by the CLIENT on the order.

For deliveries in mainland France, delivery of the PRODUCTS to the agreed place of delivery will be made on an Ex-Work basis according to the definition of Incoterms 2020 in force since 1st January 2020.

7-3 Impediment to delivery

If it is impossible to deliver the PRODUCTS (absence of the CLIENT, refusal to accept the goods, impossibility of delivery due to the configuration of the delivery site, etc.), another appointment will be scheduled with the CLIENT.
The costs of the first delivery will remain payable by the CLIENT in addition to the costs of representation at the customer’s premises.

In addition, the CLIENT will be charged storage costs of €10 (ten euros) per day from the initial delivery date until final delivery. The cost of this second delivery will be invoiced.

In the event that delivery is not possible during the second appointment fixed between the parties (as defined in article 4.2 hereof), all orders will be returned to the Jacarandas Spices & Ingredients warehouses, where the CLIENT will be responsible for collecting the PRODUCTS, after payment of the price and all costs incurred.

7-4 Shipping

Regardless of the mode of shipping and the originator of the shipping order, the PRODUCTS will travel at the CLIENT’s risk and will be in the CLIENT’s custody from the time they are picked up and/or loaded by the carrier. The CLIENT shall bear the risk of loss or damage to the PRODUCTS for any reason whatsoever.
The CLIENT will choose the carrier and the mode of transport used to deliver the PRODUCTS. The CLIENT may decide to contract his own carrier or that of JACARANDAS SPICES & INGREDIENTS. In the event that the customer schedules the collection of their order via their own carrier, they must inform us of the date on which their carrier will pass by. After this date and for more than 2 working days, the customer will be charged €10 for storage on the quay for each additional day.

By mutual agreement, unloading at the place of delivery is carried out exclusively by and under the responsibility of the CLIENT, regardless of the involvement of the carrier’s driver in the unloading operations. The client is responsible for checking the completeness of the goods and the guarantee strips. If there is a problem, it should be explicitly mentioned on the consignment note and ideally photos should be taken as documentary evidence.

Article 8: Prices

PRODUCT prices are established by reference to the tariffs in force at the time the order is placed. They are denominated in euros and calculated exclusive of tax and will be increased by the VAT rate and shipping costs applicable on the date of the order. JACARANDAS SPICES& INGREDIENTS undertakes to invoice the PRODUCTS at the price indicated when the order was placed.

However, JACARANDAS SPICES & INGREDIENTS. Any change in the VAT rate may be reflected in the price of the PRODUCTS.

Article 9: Payment

9-1 Payment terms

For each sale, an invoice is issued at the time of delivery. All first orders or orders for products with high added value placed by a CLIENT must be paid in cash on a pro-forma invoice.

All invoices are payable to the issuer of the invoice. JACARANDAS SPICES & INGREDIENTS reserves the right, if necessary, to subrogate a third party (bank, factor, etc.) in all its rights to recovery.

9-2 Payment terms:

Invoices are payable in accordance with the terms and conditions defined at the time of the order and indicated on the invoice.
Unless otherwise stipulated in writing and accepted by both parties, invoices shall be payable, in euros, THIRTY (30) days after receipt of the invoice.

9-3 Means of payment:

Invoices will be paid either by bank transfer or cheque.

9-4 Disagreement on billing

Any disagreement with the wording or content of invoices must be notified at the latest within eight (8) days in writing or by any electronic means following receipt of the order form by the CLIENT. After this period, the invoice will be deemed to have been accepted.

9-5 Discounting agreement:

No discount will be granted for early payment of JACARANDAS SPICES & INGREDIENTS invoices.

9-6 Late payment:

9-6-1 Failing total or partial payment on the due date, JACARANDAS SPICES & INGREDIENTS reserves the right to suspend all current orders, without prejudice to any other course of action, in particular that which it may pursue for termination of the contract(s) and/or payment of damages.

9-6-2 All sums unpaid on the due date shown on the invoice will automatically give rise to the application of penalties equal to the legal interest rate in force, increased by 5 points. Late payment penalties are payable without the need for a reminder.

9-6-3 A fixed indemnity of FORTY (40) euros is also due for debt recovery costs. If the recovery costs incurred exceed this fixed amount, additional compensation may be requested, based on supporting documents.

9-6-4 In the event of non-payment, EIGHT (8) days after a formal notice has remained unanswered, the sale will be terminated by operation of law if JACARANDAS SPICES & INGREDIENTS sees fit, which may request, in summary proceedings, the return of the PRODUCTS, without prejudice to any other damages. The cancellation will apply not only to the order in question, but also to all previous unpaid orders, whether delivered or in the process of being delivered, and whether or not payment is due.

9-6-5 In the case of payment by bill of exchange, failure to return the bill of exchange shall be deemed a refusal of acceptance amounting to a default in payment. Similarly, where payment is to be made in instalments, non-payment of a single instalment will result in the entire debt becoming immediately due and payable, without prior formal notice. This sum will then be subject to the aforementioned late payment interest and fixed compensation.

9-6-6 In all the foregoing cases, any sums due for other deliveries, or for any other reason, will become immediately payable if JACARANDAS SPICES & INGREDIENTS does not opt to cancel the corresponding orders.

9-6-7 Under no circumstances may payments be suspended, nor be the subject of any offsetting measure whatsoever without the prior written agreement of JACARANDAS SPICES & INGREDIENTS. Any partial payment will be applied first to the non-preferential part of the debt, then to the sums that fell due the earliest.

Article 10: COMPLIANCE – ACCEPTANCE

10-1 Upon delivery, it is the CLIENT’s responsibility to ensure that the PRODUCTS conform to the order form.

10-2 For added security, JACARANDAS Spices & Ingredients affixes warranty strips to its PRODUCTS on departure, however the CLIENT must proceed to carefully check the PRODUCT received.

10-3 Damages caused during shipping

Any reservation or dispute relating to shortcomings and/or damage associated with the transport of the PRODUCTS must be entered on the carriage document (CMR) and countersigned by the carrier and be confirmed to the carrier in a reasoned manner by extrajudicial act or by registered letter with acknowledgement of receipt within 7 days, not including public holidays, following receipt of the PRODUCTS and reported electronically to JACARANDAS SPICES & INGREDIENTS on the same day as the said delivery, specifying the number of packages, the weight, the nature of the dispute and supported by photographs as documentary evidence.

10-4 Non-delivery

In the event of loss of the parcel confirmed by the transport company, the CLIENT shall contact JACARANDAS SPICES & INGREDIENTS to report the non-delivery of the PRODUCTS. The CLIENT must contact JACARANDAS SPICES & INGREDIENTS within a maximum period of 10 calendar days from the day on which the PRODUCTS are taken in charge by the carrier. After this deadline, no claim can be processed.

When transport is handled by Jacarandas, in the event of definitive confirmation of the loss of said PRODUCTS proven by documents from the transport company, JACARANDAS SPICES & INGREDIENTS undertakes to issue a credit note within a maximum period of 6 weeks to be consumed within 12 months by the CLIENT, failing which the credit note will no longer be valid.

10-5 Reservations relating to product conformity-Returns

10-5-1 Without prejudice to the measures to be taken with regard to the carrier, complaints concerning apparent defects or the non-conformity of the PRODUCT delivered with the PRODUCT ordered or with the dispatch note, must be made in writing within TEN (10) working days from the date of receipt of the PRODUCTS.

It is the CLIENT’s responsibility to provide any justification as to the reality of the defects or anomalies observed.  The CLIENT should allow JACARANDAS SPICES & INGREDIENTS every right to assess and remedy such defects. The CLIENT will refrain from intervening himself or having a third party intervene for this purpose.

10-5-2 After this period of 10 days, any PRODUCT that has not been the subject of reservations shall be deemed to conform and to have been accepted by the CLIENT, who shall then be deprived of any recourse against JACARANDAS SPICES & INGREDIENTS.

If these conditions are not met, the PRODUCTS delivered by JACARANDAS SPICES & INGREDIENTS will be deemed to comply in quantity and quality with the order, and JACARANDAS SPICES & INGREDIENTS will not be entitled to any refund of the price of the PRODUCTS or payment of any compensation whatsoever.

10-5-3 The PRODUCTS may under no circumstances be returned by the CUSTOMER to JACARANDAS SPICES & INGREDIENTS without complying with the conditions set out in articles 10-4-1 and 10-4-2.

10-5-4 JACARANDAS SPICES & INGREDIENTS will not accept any returns for unsold products or products that have passed their expiry date.

10-5-5 In the event of final confirmation of the apparent defect or non-conformity of said products and provided that the products are returned in perfect condition (in their original packaging, unopened, undamaged, never used) under those conditions set forth under Article 11, they will be replaced by identical PRODUCTS or by similar PRODUCTS at the expense of JACARANDAS SPICES & INGREDIENTS.

Similar PRODUCTS, i.e. those that can be substituted for those ordered, are those of the same quality and fulfilling the same purpose.
Failing replacement, the return of the PRODUCTS may result in the issue of a credit note by JACARANDAS SPICES & INGREDIENTS to be used within 12 months by the CLIENT, failing which the credit note will no longer be valid.

Article 11: Returns

In accordance with the provisions of article L442-1 of the French Commercial Code, JACARANDAS SPICES & INGREDIENTS may not be forced by the CLIENT to refuse or return PRODUCTS without even being able to check the reality of the corresponding grievance. Consequently, any return of PRODUCTS must be subject to the prior agreement of JACARANDAS SPICES & INGREDIENTS.

All PRODUCTS must be returned, in their original packaging and in the condition in which they were delivered, at the latest within TEN (10) days from the receipt of the agreement of Jacarandas Spices & Ingredients by the CLIENT. The costs and risks of return, in particular transport, will always be borne by the CLIENT.

Article 12: Warranties

12-1 Scope

Jacarandas’ obligation is limited to supplying the products ordered; the buyer is solely responsible for the choice and conditions of use of the products purchased from Jacarandas. It is the customer’s responsibility to ensure before ordering that the goods are suitable for the intended use. In addition, it is the responsibility of the purchaser to check the conformity of the products as soon as they are received.

12-2 Waiver of liability

12-2-1 As the CLIENT is a professional, he/she is deemed to be familiar with all technical information relating to the PRODUCTS, their design and their intended use. JACARANDAS SPICES & INGREDIENTS makes no warranties or representations as to the choice of PRODUCT or its suitability for any particular purpose. The CLIENT is responsible for establishing and advertising its resale prices. The Client will be held liable in the event of any unlawful practice of calling prices on PRODUCTS.

12-2-2 If the CLIENT believes that the products delivered may cause damage to consumers, or if he has been warned by any person or authority of the existence of such a risk, he must notify JACARANDAS SPICES & INGREDIENTS as soon as possible by any means in writing. This should clearly and precisely indicate the PRODUCT references, the batch number and the reasons for the warning.
12-2-3 The CUSTOMER is also deemed to check the PRODUCTS upon receipt, in accordance with Article 10.  Consequently, JACARANDAS SPICES & INGREDIENTS shall not be held liable in any way for any apparent defects or for any use of the PRODUCTS that does not comply with or is not compatible with their intended purpose or use.

12-2-4 Defects and/or deterioration caused by natural wear and tear, negligence, improper storage or use of the PRODUCTS, or defects and/or deterioration caused by any modification of the PRODUCT not authorised by JACARANDAS SPICES & INGREDIENTS, whether made by the CLIENT or by a third party, are also excluded. JACARANDAS SPICES & INGREDIENTS shall not be held liable for any damage, loss or theft that may occur during transport, even if JACARANDAS SPICES & INGREDIENTS has entrusted the transport of the PRODUCTS to the carrier that caused the damage. It is the CLIENT’s responsibility to make any reservations to the carrier in accordance with article 10.

12-2-5 Liability is also waived for the following:

– damage due to external causes, even if not caused by man (water damage, lightning, fire, damage caused by domestic animals, overexposure to artificial or natural radiation, unsuitable hygrometric or atmospheric conditions, heating);
– damage caused by the use of unsuitable maintenance or cleaning PRODUCTS;
– failure to comply with the conditions of use, maintenance instructions, instructions for use or installation instructions;
– alterations and deterioration resulting from abnormal use, clumsiness on the part of the CLIENT or accidents.
– changes in the appearance of the PRODUCT resulting from use, in particular for components subject to normal wear and tear.
– removal of the goods by the CLIENT.

Article 13: Nullity & invalidity of a clause

Should any of the provisions of this contract become null and void or invalid in whole or in part, such nullity or invalidity shall not invalidate the other provisions, which shall remain in force between the Parties.

Article 14: FORCE MAJEURE – LIABILITY

14-1 Force Majeure:

Jacarandas Spices & Ingredients shall not be liable for non-performance or delay in performance of any of its obligations caused by force majeure, acts of God or events beyond the control of Jacarandas Spices & Ingredients and commonly accepted by established case law. This includes, but is not limited to, embargo, riot, armed conflict, blockade, act of foreign enemy, act of terrorism or sabotage, rebellion, coup d’état, shortage of raw materials, supply or transport difficulties, defects in raw materials, accident or stoppage of machinery, fire, strike, lock-out, act of government or in the industries or service providers on which Jacarandas Spices & Ingredients depends, labour unrest in the administration or any stakeholder in air, land and port transport, natural disasters, epidemics and pandemics as declared by the World Health Organisation.

In the event of force majeure, unforeseen circumstances or events beyond the control of Jacarandas Spices & Ingredients, Jacarandas Spices & Ingredients will inform the CLIENT without delay of its inability to fulfil its obligations and reserves the right to suspend or terminate all or part of the sale, automatically and without compensation.

The suspension of its obligations shall under no circumstances be a cause of liability for non-performance of the obligation in question, nor lead to the payment of damages or late penalties.

In the event of permanent or prolonged impossibility of fulfilling its obligations, Jacarandas Spices & Ingredients reserves the right to suspend or terminate all or part of the sale, ipso jure and without compensation.

14-2 Liability

The liability of JACARANDAS SPICES & INGREDIENTS is limited to direct material damage caused by any faults that are directly and exclusively attributable thereunto, with the exclusion of any indirect or immaterial damage (operating loss, loss of profit, loss of opportunity, loss of turnover or profit, commercial loss, loss of earnings, loss of customers, related to or resulting from the non-performance or faulty performance of its obligations).JACARANDAS SPICES & INGREDIENTS shall not be liable to compensate for the harmful consequences of any fault, failure or omission on the part of the CUSTOMER.
The civil liability of JACARANDAS SPICES & INGREDIENTS is limited, all causes combined, with the exception of bodily injury and gross negligence, to a sum not exceeding the amount exclusive of tax received by JACARANDAS SPICES & INGREDIENTS for the PRODUCTS supplied by JACARANDAS SPICES & INGREDIENTS to the CLIENT and which are the subject of a claim or dispute. The CLIENT hereby undertakes to obtain the same waivers from its insurers.

JACARANDAS SPICES & INGREDIENTS shall also not be liable to compensate for any delay in delivery of the PRODUCTS, whatever the causes, extent or consequences of such delay.

Article 15: Client liability

The CLIENT shall be solely liable to third parties for any damage resulting from its instructions.

Article 16:  Retention of title

16-1 JACARANDAS SPICES & INGREDIENTS retains full and complete ownership of the PRODUCTS sold to the CLIENT until full payment of the price, in principal and in accessories. Consequently, in accordance with Article 2367 of the Civil Code, the transfer of ownership to the CLIENT of the PRODUCTS described on the order will be delayed until full payment of their price, in principal and accessories, even though they have been delivered and placed in its custody. All goods sold by JACARANDAS SPICES & INGREDIENTS are delivered and sold subject to full payment of the price.  In the event of total or partial non-payment of the price when due, for any reason whatsoever, JACARANDAS SPICES & INGREDIENTS may result in the implementation of the retention of title without prior summons and thus the return of the PRODUCTS at the CLIENT’s expense.

16-2 The CLIENT shall be obliged to inform JACARANDAS SPICES & INGREDIENTS of any measure of seizure, requisition or confiscation that is carried out by or for the benefit of a third party.  If the CLIENT is subject to receivership or compulsory liquidation, JACARANDAS SPICES & INGREDIENTS reserves the right to claim, under the collective proceedings, the PRODUCTS sold and remaining unpaid.

16-3 The retention of title does not, moreover, prevent the transfer to the CLIENT , upon delivery, of the risks of loss, theft and deterioration of the PRODUCTS sold by JACARANDAS SPICES & INGREDIENTS as well as any damage they may cause. Consequently, the CLIENT is responsible for the custody and safekeeping of the PRODUCTS from the time of delivery, even if it does not have immediate ownership of them.

Article 17: CONFIDENTIALITY – INTELLECTUAL PROPERTY

Documents, technical data sheets or other information communicated by Jacarandas Spices & Ingredients to CLIENTS concerning its activity or PRODUCTS are confidential and may not be communicated to third parties for any reason whatsoever. They remain the property of Jacarandas Spices & Ingredients and must be returned on request. All trademarks registered by JACARANDAS SPICES & INGREDIENTS, and more generally all intellectual creations (illustration, image, visual, logotype, texts, etc.) used by JACARANDAS SPICES & INGREDIENTS for the marketing of its PRODUCTS, their accessories or their packaging, whether registered or not, are and will remain the exclusive property of JACARANDAS SPICES & INGREDIENTS. No intellectual property rights are transferred under these T&Cs.

Any total or partial reproduction, modification or use of these trademarks, illustrations, images, visuals and logos, for any reason and on any medium whatsoever, is strictly prohibited without the prior written consent of JACARANDAS SPICES & INGREDIENTS.

Article 18: APPLICABLE LAW – DISPUTE RESOLUTION

The parties will strive to seek a resolution to their dispute amicably. Failing amicable resolution, any dispute arising therefrom, whether relating to their validity, interpretation or performance and/or termination, will be subject to the exclusive jurisdiction of the Aix en Provence Commercial Court (13090), irrespective of the place of order, delivery and payment, even in the event of summary proceedings, third-party proceedings or multiple defendants.