General Sales Conditions (GSC) are a fundamental pillar of distance selling. They define the rules between seller and customer, from the transaction to post-sale obligations.
For business-to-business transactions, the compulsory information is that set out inarticle L. 441-1 of the French Commercial Code.
In the context of distance selling, GTCs govern the key aspects of commercial relations, ensuring transparency and protecting the interests of both parties. They are intended for different types of customers, such as wholesalers and retailers.
I. Mandatory elements of distance selling terms and conditions of sale
A. Settlement details
- Price list and discounts
The price list and any discounts must be explicitly stated in the GTC.
These discounts can take the form of EFRs or unconditional rebates.
- Terms of payment
The GTC must specify the conditions under which the customer must make payment.
- Payment methods
The T&Cs must also detail the payment methods accepted, such as cheque, credit card or payment by instalments.
- Discounts and their mention in the General Terms and Conditions of Sale
If early payment discounts are allowed, these must be specified in the GTC.
B. Information on late payments
- Interest rate on late payment penalties
The interest rate applicable in the event of late payment must be stipulated in the GCS. Between professionals, this is article L. 441-10 of the French Commercial Code, which states that :
Unless otherwise stipulated, which may not set a rate lower than three times the legal interest rate, this rate is equal to the interest rate applied by the European Central Bank to its most recent refinancing operation, plus 10 percentage points.
- Flat-rate compensation for collection costs
The lump-sum compensation due for late payment must also be specified.
This indemnity amounts to 40 euros per invoice(Articles L. 441-10 and D. 441-5 of the French Commercial Code), but collection costs may be higher than this flat-rate amount, provided that the person claiming more than this sum provides proof of the loss.
- Risks associated with non-compliance with these conditions
Failure to comply with these conditions may result in fines of up to €75,000 for a sole proprietorship or €2,000,000 for a company(Article L. 441-16 of the French Commercial Code).
C. Terms and conditions of sale
- Property transfer conditions
The conditions under which the product becomes the property of the customer must be detailed in the GCS.
- Terms of delivery
Delivery conditions, including deadlines and terms, must also be clearly defined.
Incoterms can be used to manage these stipulations. To find out more, consult this article from French customs.
D. Legal warranty details
- Hidden defects warranty
The legal guarantee against hidden defects, which protects the buyer against hidden defects, must also be mentioned(Article 1641 of the French Civil Code).
- Information required about the professional guarantor
The General Terms and Conditions of Sale must also provide precise information on the professional who guarantees the goods, including his postal and telephone contact details, his e-mail address and any other means of communication enabling the implementation of the guarantees to be requested.
E. Details of the right of withdrawal
- Withdrawal period and its start
The General Terms and Conditions of Sale must specify the 14-day cooling-off period for the sale of goods, which runs from the day after receipt.
The right of withdrawal between professionals, originally intended for consumers, applies to professionals(Article L. 221-3 of the French Consumer Code) if :
- the contract is concluded off-site ;
- the subject of the contract does not fall within the company's core business;
- the number of employees must be less than or equal to five.
- Withdrawal terms and conditions
The conditions under which the customer may withdraw from a distance selling contract must be clearly defined.
- Refund procedure
In the event of retraction, the company has 14 days to reimburse all sums paid by the customer.
- Exceptions to the right of withdrawal
Certain exceptions to the right of withdrawal exist and must be mentioned, such as for personalized or perishable products, video cassettes, CDs, DVDs if they have been unsealed by the consumer, and the press.
II. Specific case: sale of food products
A. Obligation to provide information on product composition
For the sale of food products, the general terms and conditions of sale must include information on the product's composition. This information is provided for in article L. 441-1-1 of the French Commercial Code, but only concerns certain categories of food products.
B. Logistical penalties
The latter are governed by article L. 441-17 of the French Commercial Code, but the adversarial mechanism can already be set out in your General Terms and Conditions of Sale.
C. Price & Price renegotiation
Article L. 441-8 of the French Commercial Code specifies that renegotiation may be requested if certain conditions are met.
In addition, as early as the General Terms and Conditions of Sale, you must specify the indicators that have an impact on the prices of your food products, as well as a method for taking these indicators into account, in accordance with article L. 443-4 of the French Commercial Code.
III. Conclusion
A. Summary of key points
General Terms and Conditions of Sale (GTCS) for distance selling govern the key aspects of commercial transactions, from price and payment to delivery conditions and guarantees.
B. The importance of complying with legal obligations in terms of terms and conditions of sale
Compliance with legal obligations regarding T&Cs is essential to avoid disputes and potential fines. Particular attention must be paid to the transparency and clarity of the information provided in the T&Cs.
Don't wait any longer to ensure the compliance of your General Terms and Conditions of Sale in distance selling. Set up clear, precise and legally compliant terms and conditions to protect your business and provide a secure shopping experience for your customers.
Remember, well-written GTCs are the foundation of a trusting customer relationship.
So act now to strengthen your distance selling business. Contact us today for a personalized consultation and help in drafting your T&Cs.
