General Terms and Conditions of Sale - Oreca expériences
Applicable from 1 July 2025 These General Terms and Conditions of Sale (hereinafter "T&Cs") are concluded between ORECA SAS, registered with the Toulon Trade and Companies Register under number 302 045 794, whose registered office is located at Parc d'Activités du Plateau de Signes – 83870 Signes (hereinafter "ORECA") and any legal entity (hereinafter the "Client") wishing to benefit from the services provided by ORECA (hereinafter the " Services") via the Website ORECA-experiences.com Thus, the purpose of these T&Cs is to define the conditions under which ORECA will provide the Client with the Services. By placing an order with ORECA, the Client unreservedly accepts these T&Cs.
1 – Contractual documents
1.1 The contractual relationship between ORECA and the Client is exclusively composed of the following documents, listed in order of priority, the first document cited taking precedence over the following: i. The quote or the order ii. The contract or special conditions, if any, iii. These T&Cs, (hereinafter the "Agreement"). 1.2 These documents complement each other and should be interpreted as a whole. In the event of ambiguity, discrepancy or contradiction between several documents that cannot be resolved by reference to this order, the Client shall inform ORECA, which shall notify ORECA of the interpretation to be adopted.
2 – Acceptance of the quote / order
2.1 ORECA offers the Services as an organiser of sports events and programmes, a travel agent, a trainer or a digital service provider. 2.2 Travel agencies or communication agencies purchasing the Services are neither agents, representatives nor agents of ORECA. Consequently, they are not entitled to present themselves as such to future customers or third parties. 2.3 The quotation is drawn up free of charge upon written request by the Client and indicates in particular the price and the dates of performance of the Services. 2.4 The quotation is valid for a limited period of time. At the end of this period, ORECA reserves the right to refuse the Client's order or to condition its acceptance on new technical, temporal and/or pricing conditions on the basis of a new quote. 2.5 Acceptance of the quotation by the Client before the expiry of this period shall constitute unreserved acceptance of the terms of the Contract. To this end, the quote must be signed and dated by the Client, accompanied by the words "good for agreement" and the Client's commercial stamp, to which the initialled, signed and dated T&Cs will be attached. 2.6 The acceptance of the quotation by the Client must be accompanied by the payment of the deposit provided for in paragraph 5.2. 2.7 Any modification of the quotation requested by the Client is conditioned, on the one hand, to the written agreement of ORECA and, on the other hand, to the validation of a new quotation drawn up under the conditions of this Article 2. 2.8 The validation of the order implies unreserved or restricted acceptance of the T&Cs that the Client declares to have read before its validation.
3 – Obligations of the Client
3.1 The Client undertakes, without any specific incentive, to transmit to ORECA all documents and information that could legitimately be considered necessary or important for the proper performance of the Services by ORECA. 3.2 In addition, the Client undertakes to inform ORECA, as soon as possible, of any new situation and/or any modification or evolution that it may have to know concerning the circumstances in which the Services were initially ordered and which could have consequences on the proper performance of the Services by ORECA or modify the conditions of performance. If ORECA were to be informed of these changes while the performance of the Services has begun, it may, on its sole initiative, modify the quote and the price. 3.3. In the event that the Client omits or refuses to inform ORECA of the appearance of new circumstances concerning the conditions of performance of the Services or if the Client refuses to assist ORECA in order to enable the proper performance of the Services, all additional costs incurred by ORECA must be reimbursed by the Client. In addition, in the event that the Client's conduct, through its action, inaction or negligence, makes the performance of the Services excessively difficult or impossible, ORECA reserves the right to refuse to perform its obligations without this refusal being able to be invoked against it. 3.4 The Client undertakes to pay ORECA the price corresponding to the Services in accordance with the provisions of the Contract.
4 – Performance of the Services
4.1 It is specified that the Services provided by ORECA are based on an obligation of means. 4.2 ORECA shall be able to commence the performance of the Services once all documents, authorisations and approvals have been provided by the Client and after payment of the deposit due by the Client in accordance with Article 5.2 hereof. Consequently, any delay in the transmission of information or in the payment of the deposit by the Client may result in the postponement of the date of performance of the Services initially agreed upon without this postponement being able to be invoked against ORECA. 4.3 The Services are performed by ORECA, in consideration of the Client's instructions, the data and information communicated by the latter as well as in consideration of the national or international laws and regulations applicable on the day of performance of the Services. In the event of non-compliance of the Services due to an error in the instructions, information and/or data provided by the Client or as a result of changes in applicable legislation and regulations, such non-compliance and its possible consequences may in no way engage the liability of ORECA. 4.4 ORECA reserves the right to subcontract, in whole or in part, the performance of the Services to third parties. At the Client's request, ORECA undertakes to communicate the names of these subcontractors. ORECA acknowledges that it is jointly and severally liable for third parties who will contribute to the performance of the Services. However, ORECA may not be liable, either for itself or jointly and severally, for any Services for which the Client has requested the intervention of third parties.
5 – Financial conditions
5.1 The prices indicated on the quotation, order, contract or special conditions, if applicable, are stipulated in euros, excluding taxes and all taxes included. 5.2 Unless otherwise agreed in writing by the parties, the prices are payable at the time of the order or upon receipt of the invoices, as the case may be, by bank transfer to the account indicated by ORECA or by credit card, according to the following schedule: ♦ Upon acceptance of the quote / placing of the order: payment of a deposit of 50% of the price including VAT; ♦ 15 days before the date of performance of the Services: payment of the remaining price, i.e. 50% including VAT; ♦ Possible supplements: an additional invoice will be sent after the performance of the Services in the event of additional services not provided for in the Contract. 5.3 In the event of non-payment of an invoice when due, ORECA reserves the right to suspend the performance of the Services without any delay being able to be invoked against it. 5.4 In accordance with the provisions of Articles L.441-10 and D.441-5 of the French Commercial Code, in the event of late payment and from the first day of delay, the Client will be liable to ORECA for late payment penalties calculated on the basis of a rate equal to the interest rate applied by the European Central Bank to its most recent refinancing operation plus ten percentage points as well as a lump sum indemnity for recovery costs of 40 euros per invoice not paid on the due date. 5.5 Withholding or netting payments by the Client, for any reason, is excluded. 5.6 Changes to the financial terms are subject to the prior written consent of ORECA.
6 – Absence of the right of withdrawal
In accordance with the terms of Article L-221-28 12° of the Consumer Code, we inform you that you cannot exercise a right of withdrawal when booking remotely for services of "accommodation, transport of goods, car rental, catering or leisure activities that must be provided on a specific date or period". Consequently, you cannot benefit from the right of withdrawal for the services offered under these T&Cs.
7 - Cancellation and Modification
7.1 In the event of cancellation by the Client before the date of performance of the Services, the following cancellation conditions apply: ♦ From the signing of the quote to 80 days before the date of performance of the Services: postponement of the Services or credit to be used for 1 (one) year from the date of cancellation, then beyond this period, loss of the deposit; ♦ From 79 days to 50 days before the date of performance of the Services: 50% of the total price including VAT of the Services will be due to ORECA; ♦ From 49 days before the date of performance of the Services: 100% of the total price including VAT of the Services will be due to ORECA. 7.2 The Services are offered in a defined manner. Thus, any Service commenced is due in full by the Client unless derogatory conditions agreed in writing between the parties. 7.3 The absence or departure of one or more participants before the end of the Services, for any reason whatsoever, will not give rise to any refund. 7.4 When performing the Services, ORECA reserves the right to make any modification, adaptation or cancellation at any time if, for any reason whatsoever, the safety of the activities provided for in the program is not ensured.
8 – Non-solicitation of personnel
8.1 The Client shall refrain from hiring, soliciting or having worked, directly or indirectly, any of ORECA's salaried employees, regardless of their specialisation, even if the initial solicitation is made by the employee, for the entire duration of the Services plus a period of one (1) year following the end of the performance of the Services. 8.2 In the event of non-compliance with this clause, the Client undertakes to pay ORECA a compensatory indemnity equal to one (1) year's gross salary of the employee, including related social security contributions, and to compensate ORECA for any other damage suffered in this respect.
9 – Guarantees
9.1 ORECA will perform the Services in accordance with best practices. 9.2 ORECA and the Client guarantee that they each own all property rights, including intellectual and industrial property rights, over the documents and information provided to the other party in the context of the performance of the Services.
10 – Insurance
10.1 ORECA declares that it is the subscriber of a professional indemnity insurance policy with an insurance company known to be solvent intended to cover all risks that may arise during the performance of the Services. 10.2 At the Client's first request, ORECA will provide a copy of the corresponding up-to-date insurance certificate. 10.3 Unless otherwise agreed between the parties, no other insurance is taken out by ORECA such as an individual accident policy. However, the Client is informed that he and/or his clients may contact ORECA to obtain information on the subscription of an additional policy.
11 – Liability
11.1 In the event of damage suffered by the Client in connection with the performance of the Services by ORECA or one of its subcontractors, ORECA's liability shall be exclusively limited to direct damage resulting from its act or negligence, or from the act or negligence of its subcontractor. As this is an obligation of means, the Client must provide certain and irrefutable proof of the liability of ORECA or its subcontractor, as the case may be. 11.2 ORECA cannot be held liable for indirect damage or financial consequences, including loss of profit, opportunity, recall or availability that the Client may claim. 11.3 ORECA cannot be held liable for fortuitous events (bad weather, strikes, demonstrations, decision taken by any competent authority, etc.) or cases of force majeure (in particular epidemics, pandemics, health crises, economic crises, etc.) resulting in the cancellation, modification or non-performance of the Services. Cases of force majeure as defined by Article 1218 of the Civil Code and French case law, must be notified as soon as possible from their occurrence, by registered letter with acknowledgement of receipt, and will result in the suspension of the performance of the Services. If the Benefits cannot be postponed within twelve (12) months of the initial date, ORECA will proceed with the reimbursement of the Services.
12 – Termination
12.1 In the event of non-payment by the Client, ORECA may terminate the Contract, after sending a formal notice by registered letter with acknowledgement of receipt, which has remained unsuccessful at the end of a period of 7 (seven) calendar days. insolvency proceedings or if, for any reason whatsoever, one of the parties finds itself in a situation of insolvency. 12.2 Except in the specific and exhaustively detailed cases set out in paragraphs 11.1 and 11.2, unless otherwise agreed in writing by ORECA, the Client may not request early termination of the Agreement under any circumstances.
13 – Confidentiality
13.1 ORECA and the Client reciprocally undertake not to disclose to any third party, including the end client, and with the exception of employees and subcontractors directly involved in the performance of the Services, the drawings, documents and any information of a technical and/or commercial nature transmitted by one party to the other, in particular elements concerning the activity and know-how of the parties. 13.2 Each party is responsible for compliance with these confidentiality obligations by its employees, contractors and/or suppliers. 13.3 This obligation of confidentiality covers the negotiation period prior to the acceptance of the quotation, the period of performance of the Services and an additional period of 5 (five) years. 13.3 However, this obligation of confidentiality does not apply to information: i. for which it can be proved that the party to whom it was addressed was aware of it at the time of disclosure by the other party, ii. which, at the time of the communication by the other party, were already in the public domain, iii. which, after disclosure by the disclosing party, fell into the public domain in the absence of fault on the part of the receiving party. 13.4 Any written or oral advertising or communication to the media relating to the Services shall be subject to the prior written consent of ORECA. 13.5 ORECA may mention the Client's name in its commercial references, in particular on its website, unless otherwise notified by the Client in writing by registered letter with acknowledgement of receipt. 13.6 In the event of non-compliance with this obligation of confidentiality, ORECA reserves the right to claim damages, or, in the event that the Services have not yet been performed, to terminate the Contract and keep the deposit as damages.
14 - Personal data
14.1 In the context of the performance of the Services, ORECA may be required to process personal data on behalf of the latter, whether or not they are transmitted by the Client. 14.2 The Client is the data controller and determines, alone, the purposes and means of the processing of personal data. As such, the Client will be responsible for informing the persons concerned of its personal data protection policy. 14.3 ORECA undertakes to take all necessary measures to maintain a level of security appropriate to the preservation of the personal data that it will be required to process on behalf of the Client. 14.4 After performance of the Services, ORECA undertakes to delete the personal data processed on behalf of the Client within 15 (fifteen) days unless expressly requested by the Client to return the said personal data.
15 – Assignment
15.1 The Client may not assign or transfer (by merger, demerger or partial contribution of assets) the Agreement to any natural or legal person, or to a joint venture, without the prior written consent of ORECA. 15.2 In the event of an agreement between the parties, this shall in no way have the effect of modifying the obligations of the Client, who shall remain jointly and severally liable towards ORECA.
16 – Final Stipulations
16.1 Failure or delay in exercising any right or remedy under the Agreement shall not constitute a waiver of such right for the future, remedy, or a waiver of other rights or remedies. The non-exercise or the sole or partial exercise of a right or remedy provided for in the T&Cs shall not have the effect of preventing its subsequent exercise or remedy. 16.2 If any part of the T&Cs is declared illegal or unenforceable by a court of competent jurisdiction or results in a breach of any applicable law and/or regulation, that part shall be deleted and the remainder of these T&Cs shall remain in full force and effect. 16.3 The Contract is subject to the application of French law to the exclusion of any conflict of law rules. For any dispute relating to the interpretation, performance, formation and/or termination of the Contract, the parties agree to submit such dispute to the Commercial Court of Toulon (France), which has exclusive jurisdiction. In accordance with the provisions of Articles L 211-3 and L 616-1 of the Consumer Code concerning the amicable settlement of disputes, ORECA is a member of the e-commerce Mediator Service of the FEVAD (Federation of e-commerce and distance selling) whose contact details are as follows: 60 rue la Boétie 75008 Paris – http://www.mediateurfevad.fr 16.4 In the event that ORECA makes these T&Cs available to the Client in a language other than French, the parties agree that in the event of difficulty in interpretation, understanding or any discrepancy between the French version and a translated version, the French version shall prevail.