«Not just a piece of fabric, a piece of art fabric »

Terms & Conditions PRODUCTS

1- APPLICABILITY OF THE TERMS AND CONDITIONS

These general sales terms and conditions ("Terms and Conditions") are applicable to all Products orders placed with Yaël & Valérie by the Customer. All general purchase terms and conditions of the Customer are excluded (regardless of their mode of transmission or medium). The Customer acknowledges that by placing an order with Yaël & Valérie, the Customer has received, read and accepted these Terms and Conditions.

2- PRICE

All orders are invoiced in US Dollars based on the applicable rate on the day of the order. All initial orders are systematically issued in the form of a pro forma invoice. The minimum yardage for any fabric order is: 1 meter.

All Products ordered, except for furniture, are shipped postage paid at the applicable rate in the Customer's country of destination. Given the specificities of the Products, the delivery is only carried out by carriers approved by Yaël & Valérie.

For certain sales, the Client may choose his carrier, provided that he bears all risks and costs, including those of FOB delivery. Inventory reserves are valid for 15 days.

3- PAYMENT TERMS AND CONDITIONS

Unless otherwise stipulated, all invoices from Yaël & Valérie are payable for confirmation. All purchases are final.

A 60% deposit is required for any order requiring custom fabrics, lighting, confection. For any order (custom-made or not), any order is only registered in the production process upon receipt of the order confirmation that comes with a payment of the 60% deposit. The Balance shall be paid before the order is shipped.

Once the advance is paid, the order is final. If the Client wants to cancel the order, and the order has been put into production no refund will be made. Failure to pay the balance before delivery, it’s at the cost of the Client.

A delay of 1 month is required to keep the order in stock, after this time, Yaël & Valérie is no longer responsible of this order status.

4- RESERVATION OF OWNERSHIP

The transfer of ownership of the Products and its accessories is deferred upon full payment of the price. This reservation of ownership does not affect the transfer of risks to the Customer as soon as the Products are made available to the Customer.

Payment failure on a due date may result in the Products delivered being claimed back, even if they were subsequently resold by the Customer to an end customer. The provision of a title involving an obligation to pay (such as a bill of exchange or other title) does not constitute a payment within the meaning of this clause. In the event of a garnishment procedure, preventive seizure or any other intervention by a third party on the Products, the Customer must inform Yaël & Valérie without delay in order to enable it to oppose this and to preserve its rights. The Customer shall refrain from pledging or transferring ownership of the Products delivered by Yaël & Valérie by way of security.

5- ORDER POLICY & DELIVERY

In general, the Products ordered are deemed to be in stock. If not the time of productions is between 8-10 weeks once the order is confirmed. Samples are available upon request

The delivery dates provided for in the order confirmations issued by Yaël & Valérie are indicative and any delay shall not give the Customer the right to cancel the sale, refuse the Products or claim damages.

Yaël & Valérie shall have the possibility of delivering the Products in part. Any partial delivery will be subject to its own invoicing payable under the agreed conditions.

All deliveries are made from Monday to Saturday. Yaël & Valérie shall reserve the right to discontinue any reference listed in its catalogues and price lists without this giving the Customer the right to lodge any complaint against Yaël & Valérie.

6- FORTUITOUS EVENTS AND FORCE MAJEURE

If Yaël & Valérie is prevented from performing one of its obligations due to force majeure, and in particular the delivery within the contractually agreed delivery times, Yaël & Valérie shall inform the Customer in writing.

In case of a force majeure event, Yaël & Valérie's obligations will be suspended for the duration of the event.

In particular, total or partial strikes, any natural disasters, shortages of raw materials, administrative closures due to pandemics, wars and acts of terrorism are considered to be cases of force majeure.

7- TRANSPORT AND CONDITIONS APPLICABLE TO PROFESSIONALS

The Products are transported at the Customer's own risk, regardless of the delivery system. In the case of express shipment at the Customer's request or for cash on delivery, a lump sum will be invoiced.

8- ACCEPTANCE OF GOODS

Any complaint relating to the condition of the Products at the time of receipt must be made by the recipient to the carrier. The Customer must check the condition of the parcels on delivery and express detailed reservations on the delivery note, failing which no complaint will be accepted by Yaël & Valérie.

All complaints must be made in writing within 8 days of delivery. The Customer must carefully examine the Products delivered, check their yardage and color and any possible defects, before using them or reselling them to an end customer.

No complaints will be accepted after any cutting or use and, in any case, beyond one month from the date of invoice. The liability of Yaël & Valérie is strictly limited to the value of the Products invoiced.

In the event that the Products are delivered directly to the final customer, it shall be the responsibility of the Customer to ensure that the Products are received and verified by the final customer and that they comply with the order.

Given the specificities of the Products, Yaël & Valérie recommends that any order for Products by the final customer from the Customer should be made after consultation by the final customer of a sample to give them the opportunity to check the conformity of the Product to his/her own needs. For reversible fabrics, the Customer must specify the desired side.

9- REMINDER ON THE SPECIFICITIES OF THE PRODUCTS

Fabric shrinkage varies and depends on the fabric's composition and construction. Shrinkage will not be accepted as a reason for any claim. Before using a fabric for curtains, wall-covering or loose covers, please take into consideration its composition, construction, type of backing and the atmospheric conditions of the room. In light of these characteristics, shrinkage of 3% to 5% in both length and width should be expected. Note also that dry cleaning can cause slight shrinkage.
Washable fabrics: For such fabrics, possible shrinkage must be considered. We advise that the fabrics be washed or aged prior to preparation or use. The spinning must be moderate, at maximum 600 turns/minute.
Special treatments: (flame proofing, stain-resistance, etc...): Such treatments are carried out under the sole responsibility of the customer who must request and accept a trial beforehand.

10- AUTHENTICITY / EXCLUSIVITY

The client can choose a different color of our chart and also change the size of one or more elements in our patterns. A One-time fee for these new prints will be charged.

Given the specificities of the Products, Yaël & Valérie cannot guarantee absolute consistency from one production to another. Yaël & Valérie suggests that the Customer request a sample taken from the fabric by indicating to Yaël & Valérie the approximate yardage that the Customer may possibly need so that Yaël & Valérie can record a reservation on the fabric for the Customer and this for a maximum period of 15 days.

For the home accessories, Yaël & Valérie can make any changes to its models without prior notice.

11- RETURNS POLICY OF PRODUCTS

As all digital printing is on natural fabrics, it is likely it will shrink after our steam, wash and dry process, this can vary from different base cloths.

Due to the nature of Yaël & Valérie fabrics, there might be fibers lost leaving small white specs, this is something we cannot affect. Final quantities for finished products may vary from initial order between 5-10%. If the fabric is incorrectly supplied or damaged, the client must contact Yaël & Valérie within 14 days of receipt. Yaël & Valérie will be happy to arrange for a new order to be re-sent.

The client is required to return or send a photograph of the damaged fabric. Any faults or damages that are not mentioned in this time frame will not be subject to credits or replacements.

Since the fabric or wallpaper after sale are cut or printed upon request, Yaël & Valérie can’t resell them. Therefore, Yaël & Valérie cannot accept returns for unwanted fabrics, Yaël & Valérie strongly recommend that that client order a small quantity before placing larger orders.

12- USAGE RECOMMENDATIONS & GUARANTEES

The description of Products in Yaël & Valérie's catalogs and price lists is given for indicative purposes only. The Customer acknowledges that the fittings & widths may vary slightly from one batch to another (+ or - 5%). Yaël & Valérie may modify the characteristics of its Products without the catalogue and price lists being opposable to it. If certain characteristics of the Product are essential for the Customer, it shall be the Customer's responsibility to mention this in writing when placing the order and to obtain a written guarantee from Yaël & Valérie that they are essential for the sale. The Customer remains the sole judge of the use he makes of the Products ordered, of their adaptation to his needs or those of the final customer and the Customer remains solely responsible for the consequences of their use.

13- DISTRIBUTION NETWORK

Taking into account the specific characteristics of the Products, the need for technical advice for their transformation, installation and integration into complex projects, and the luxury and prestige image of the Products and Trademarks, Yaël & Valérie has organized the commercialization of its Products to final customers only through Customers selected on the basis of their skills, their know-how and their status as professionals in the furniture and decoration sector.

Thus, the Customer may only resell the Products for the needs of the furnishing and decoration projects of its final customers. Except with the prior agreement of Yaël & Valérie no Product may be sold by the Customer to a final customer which acquisition is made with the aim of reselling it to a third party (with the exception of sales to final customers who are also retailers approved by Yaël & Valérie).

The Customer may only sell Yaël & Valérie Products on its own website under the following cumulative conditions:

- To have one or more physical shops enabling the Customer to welcome the public and

provide the necessary technical advice, visualize the colors and textures of the Products in daylight.

- be aware of the hand/feel of the fabrics and products.

That more than 90% of the total turnover that the Customer achieves with Yaël & Valérie Products is achieved through sales in his physical shop(s).

The Customer's website on which the Products will be commercialized must not be hosted on a third-party platform (market place) and potential final customers may not access the Customer's website via a website bearing the name or logo of a third-party platform.

The page dedicated to Yaël & Valérie Products shall have an elegant and refined layout in order to conform to the image of luxury and prestige of the Products and Trademarks. The page dedicated to Yaël & Valérie Products shall have an elegant and refined layout to conform to the image of luxury and prestige of the Products and Trademarks.

The Customer's website must comply with the most recent IT and web standards to allow adapted and fluid visualization on any IT medium whatsoever (computer, tablet, smartphone, etc.). For any commercialization on its website, the references of Yaël & Valérie Products must be presented on a dedicated page separate from the other products and services marketed by the Customer.

The Customer may only present the references of Products for which they have acquired samples from Yaël & Valérie and must present at least 75% of these references on the dedicated page of its website. Each reference must be presented by at least three high-definition photographs taken by the Client (or under his direction) to highlight his own know-how and/or the possibilities of use and transformation of the reference.

Among these three photographs, one of them must present a close-up of the reference in order to highlight the texture of the Product, a second photograph must represent the reference in situation and staged in a setting (such as cushions, wall covering, upholstered on a piece of furniture, etc.) and a third photograph must allow the motif of the reference to be seen in its entirety.

The Client shall ensure that the colors of the references thus represented are calibrated exactly. Each reference must be presented with all the mandatory legal information enabling the final customer to be adequately informed.

The Customer may not use the photographs produced by Yaël & Valérie for its catalogues and price lists or for its website or those of another Customer or belonging to third parties.

The Customer acknowledges that any failure to comply with this article shall constitute serious impairment to the image of the Products, Brands and the selective distribution network of Yaël & Valérie entitling Yaël & Valérie to immediately terminate commercial relations with the Customer and to suspend all deliveries.

The Customer acknowledges that any damage caused by this breach will entitle Yaël & Valérie to claim compensation for the loss suffered and to take all necessary measures to put an end to the breach.

14- INTELLECTUAL PROPERTY RIGHTS

For any order manufactured from a design or fabric supplied by the Customer, the Customer guarantees Yaël & Valérie that it is the owner of all intellectual property rights to the design, or that the design is in the public domain, and/or that the fabric supplied is not a counterfeit and that the Customer is its owner. The Customer also guarantees Yaël & Valérie against any third party claim whatsoever and shall hold Yaël & Valérie harmless from all financial and legal consequences (including reasonable lawyer's fees) in the event of a claim in this respect. Yaël & Valérie also reserves the right to initiate any legal proceedings for the preservation of its rights and interests.

15- ELECTION OF RESIDENCE AND PLACE OF JURISDICTION

In case of dispute, Miami Florid has sole jurisdiction, regardless of the place of delivery, the method of payment accepted and even in the event of a recourse in warranty or plurality of defendants. The law applicable to any Product order placed by the Customer is us law and the application of the Vienna Convention on Contracts for the International Sale of Goods is excluded.The law applicable to any Product order placed by the Customer is American law and the application of the Vienna Convention on Contracts for the International Sale of Goods is excluded.

*These terms are not final and are subject to change

Date updated : October 29th 2021