This English translation is provided for information only. In the event of any discrepancy, the French version prevails.
These general terms and conditions of sale (the "Terms") are entered into between, on the one hand, PRÉMICES, a simplified joint-stock company (SAS) with a share capital of 3,000 euros, registered with the Nanterre Trade and Companies Register under SIREN number 932 098 064, intra-community VAT number FR29932098064, with its registered office at 63bis rue de Sèvres, 92100 Boulogne-Billancourt, France (the "Provider" or "Prémices"), and, on the other hand, any legal entity carrying on a professional activity that places an order with the Provider (the "Client").
The Provider is a high-end corporate gastronomy agency that designs and coordinates bespoke events on behalf of its professional Clients: selection of independent chefs, sourcing of confidential venues, coordination of floor service and supply or coordination of tableware.
General provisions
Article 1. Purpose and scope
The purpose of these Terms is to define the conditions under which the Provider supplies the Client with its services for the organisation and coordination of corporate gastronomy events (the "Services").
They apply, without restriction or reservation, to all Services ordered by the Client from the Provider, regardless of any clauses that may appear in the Client's documents, in particular its own general terms of purchase, which are not enforceable against the Provider unless expressly agreed otherwise in writing by the Provider.
Article 2. Acceptance of the terms and conditions of sale
Any order placed with the Provider implies the Client's full and complete acceptance of these Terms, which the Client acknowledges having read before signing the quote.
The applicable Terms are those in force on the date the quote is signed. The Provider reserves the right to modify them at any time, the new conditions applying to orders placed after they are published online or communicated.
Article 3. Quote and order
Every request from the Client is the subject of a personalised quote specifying the nature of the Services, the number of guests, the date and venue of the event, the price and the payment terms.
Unless stated otherwise, the quote is valid for thirty (30) days from its date of issue.
The order is only deemed final once the Provider has received the quote signed by the Client bearing the words "bon pour accord" (approved), together with the deposit provided for in Article 5.
Any change of date, number of guests, venue or menu after confirmation of the order is subject to the availability of the third-party providers concerned (chefs, venues, service staff) and may result in a price adjustment in accordance with Article 7.
Financial terms
Article 4. Price
Prices for the Services are stated in euros in the quote. Unless expressly stated otherwise, they are exclusive of tax, with VAT added at the applicable rate.
The price covers the items expressly listed in the quote (selection and coordination of the chef, coordination of the venue where applicable, coordination of service staff, tableware as agreed). Any additional service not included in the initial quote (additional guests, menu changes, extended hours, specific transport, etc.) is invoiced separately, with the Client's prior agreement.
For orders placed more than twelve (12) months before the date of the event, the Provider reserves the right to revise the price, subject to prior written notice sent to the Client at least two (2) months before the event.
Article 5. Payment terms
Unless otherwise specified in the quote, payment is made according to the following schedule: a deposit of 50% of the total amount including tax is payable on signature of the quote and is a condition for confirmation of the order; the balance is invoiced within fifteen (15) days after the event and is payable within thirty (30) days of the invoice date, in accordance with Article L. 441-10 of the French Commercial Code.
Payment is made by bank transfer to the details shown on the invoice, unless otherwise agreed in writing.
Any late payment automatically results, without the need for a reminder, in late payment penalties calculated at three (3) times the legal interest rate, as well as a fixed recovery fee of forty (40) euros, in accordance with Articles L. 441-10 and D. 441-5 of the French Commercial Code. If the recovery costs incurred exceed this fixed fee, the Provider may claim additional compensation on presentation of evidence.
Whether or not the deposit is refundable is governed by the cancellation conditions set out in Article 6.
Performance of the service
Article 6. Cancellation and postponement
Any cancellation must be notified to the Provider in writing (email or letter). Unless otherwise specified in the quote, cancellation is subject to the following scale, calculated in relation to the date of the event:
- cancellation more than two (2) weeks before the date of the event: the 50% deposit is refunded to the Client, with the exception of amounts corresponding to purchases already made specifically for the event, in particular wines, champagnes, spirits and other specific or perishable products ordered, which remain due and are retained by the Provider;
- cancellation two (2) weeks or less before the date of the event, that is between the fourteenth (14th) day before the event and the day of the event inclusive: the full amount of the order is due from the Client, not just the deposit.
Any request to postpone the date is treated, as far as possible, as an amendment to the initial order rather than a cancellation, subject to the availability of the chef, the venue and the providers concerned on the new date requested. Costs already incurred by the Provider with third parties (chefs, venues, suppliers) and purchases already made specifically for the event (wines, champagnes, specific or perishable products) at the date of the postponement request remain, where applicable, payable by the Client.
In the event of cancellation by the Provider for a reason attributable to it, the sums paid by the Client are refunded in full, without additional compensation payable by the Provider, except in the case of proven fault on its part.
Article 7. Changes to the service
Any request to change the number of guests, the menu, the date or the venue must be sent in writing at least ten (10) business days before the date of the event. The Provider confirms its feasibility subject to the availability of the chef, venue and suppliers concerned, and adjusts the price where applicable.
Any reduction in the number of guests of more than 10% communicated less than ten (10) days before the event does not result in a reduction of the price invoiced, as the corresponding commitments have already been made by the Provider with the chef and the venue.
Article 8. Obligations of the Provider
The Provider selects and coordinates independent chefs and venues that meet the specifications agreed with the Client. It acts as organiser and coordinator of the Service and implements reasonable means, in line with professional practice, to ensure its quality, without being bound by an obligation of result with regard to the acts of third parties.
The Provider ensures that the third-party providers it selects (chefs, venues, service staff) hold the qualifications, authorisations and, where applicable, hygiene certifications (HACCP) required to carry out their activity.
Article 9. Obligations of the Client
The Client undertakes to communicate, in good time, all information necessary for the organisation of the event (final number of guests, diets and allergies, access constraints to the venue, timings).
Where the venue of the event is provided by the Client, the Client remains solely responsible for the compliance of the premises with the applicable safety rules and, where applicable, for obtaining the necessary authorisations.
Article 10. Non-circumvention and non-solicitation
The Client acknowledges that the value of the Services lies in particular in the network of independent chefs, venues and providers selected by the Provider (the "Partners"), built through sourcing, selection and introduction work specific to the Provider.
Accordingly, the Client undertakes not to contact, solicit or contract directly, either itself or through an intermediary, including any company of its group or any third party acting on its behalf, with a Partner introduced by the Provider, with a view to carrying out a service identical or similar to that entrusted to the Provider, without going through the Provider.
This undertaking applies for the entire duration of the contractual relationship and for a period of twenty-four (24) months from the last service performed by the Provider on behalf of the Client.
In the event of breach of this obligation, the Client shall automatically owe the Provider a fixed indemnity equal to 40% of the amount excluding tax of the service or services performed directly with the Partner concerned, without prejudice to the Provider's right to prove greater loss and claim compensation for it, and to obtain cessation of the breach.
Insurance, liability and confidentiality
Article 11. Insurance and liability
The Provider holds professional civil liability insurance with Allianz, covering the financial consequences of its professional civil liability in respect of its coordination activity.
The Provider's liability may only be engaged in the event of proven fault in the performance of its coordination assignment, and is limited to compensation for direct and proven damage, excluding any indirect damage (loss of image, loss of opportunity, commercial loss).
The Provider cannot be held liable for acts attributable to independent third-party providers (chefs, venue owners, additional staff), who remain solely responsible for the performance of their own services and hold their own insurance, except in the case of proven fault by the Provider in their selection.
In any event, the Provider's total liability, for all causes combined, is capped at the total amount actually paid by the Client for the order concerned.
Article 12. Force majeure
Neither party may be held liable for non-performance or delay in performance of any of its obligations resulting from a case of force majeure within the meaning of Article 1218 of the French Civil Code and the case law of the French courts.
The party invoking force majeure shall inform the other party without delay. If the force majeure event continues beyond thirty (30) days, either party may terminate the order as of right, without compensation, with only the sums corresponding to the Services actually performed at that date remaining due.
Article 13. Intellectual property
Menus, creative concepts, visual materials and other original elements designed by the Provider as part of the Service remain its exclusive property. The Client has a right of use strictly limited to the event concerned, excluding any reproduction, distribution or reuse, in whole or in part, without the Provider's prior written consent.
Article 14. Confidentiality
Each party undertakes to keep strictly confidential any commercial, financial or strategic information of which it becomes aware in the course of their collaboration, for the entire duration of the collaboration and for a period of three (3) years after it ends.
Article 15. Commercial reference and communication
Unless expressly refused in writing by the Client, the Provider is authorised, for the purpose of promoting its activity, to:
- cite the Client among its commercial references and, for that sole purpose, display its company name, brand and logo on its communication materials, in particular its website, brochures, presentation documents, commercial proposals and social networks;
- communicate about the events it has organised on behalf of the Client, in particular by means of photographs, videos and descriptions, on all its communication materials.
This authorisation is exercised with respect for the Client's image and the confidentiality obligations set out in Article 14, excluding any financial or strategic information or information expressly designated as confidential by the Client. Where people are identifiable in the photographs or videos concerned, the Provider ensures it holds the authorisations required under image rights.
The Client may at any time withdraw this authorisation or object to a specific use by simple written request to the Provider, which will remove the elements concerned from its online materials within a reasonable time.
Article 16. Protection of personal data
Personal data communicated to the Provider (contact details of the Client's representatives, guests' diets or allergies) is processed by the Provider solely for the purposes of managing the commercial relationship and organising the event, in accordance with Regulation (EU) 2016/679 (GDPR) and the amended French Data Protection Act.
This data is kept for as long as necessary for these purposes, plus the applicable legal limitation periods. In accordance with the regulations, the Client and the persons concerned have the right of access, rectification, erasure and objection, which they may exercise by writing to tom@premices.club.
Final provisions
Article 17. Applicable law and disputes
These Terms are governed by French law.
In the event of a dispute concerning the formation, interpretation or performance of these Terms, the parties will endeavour to resolve it amicably. Failing amicable agreement, any dispute shall be brought before the Commercial Court of Nanterre, including in the case of multiple defendants or third-party claims.
Article 18. Miscellaneous
If any provision of these Terms is declared null or unenforceable, the other provisions shall remain in full force.
The fact that either party does not invoke a breach by the other party of any of the obligations set out in these Terms shall not be interpreted as a waiver of the right to invoke it later.
These Terms, together with the quote signed by the parties, constitute the entire agreement between the Provider and the Client and prevail over any prior document, exchange or agreement on the same subject.