Agreement
Article 1. Definition of the Product
"Product" means the Bordeaux-Primeur wine that the Producer Chateau stores.
Article 2. Execution of the sales contract
This sales contract is concluded when the buyer (hereinafter referred to as "Party B") applies to the seller Tokuoka Co., Ltd. (hereinafter referred to as "Party A") to purchase the Product, and Party A accepts this.
Article 3. Issuance of Exchange Order
1. Party A will issue a Bordeaux-Primeur wine product exchange voucher (hereinafter referred to as "product exchange voucher") to Party B as proof of the conclusion of the sales contract set forth in the preceding paragraph.
2. Party B's name, address, telephone number, and product delivery schedule shall be stated on the product exchange voucher.
Article 4. Reissuance of Exchange Order
In the event that Party B has stolen, lost, or damaged the exchange voucher in the preceding paragraph, or in the case of Article 6, Paragraph 2, Party B may request Party A to reissue the exchange voucher. However, Party A may refuse to reissue a product exchange receipt if Party B cannot prove its identity.
Article 5. Buyer's payment obligation
1. If Party A applies for the purchase of the Product, Party A will notify Party B of the details of the price of the product sales contract by e-mail.
2. The commodity sales contract price in the preceding paragraph means the amount of the display price plus consumption tax.
3. There are two methods of payment for the purchase and sales contract price: transferring money to a financial institution account designated by Party A, and paying by credit card at the time of purchase application.
4. When transferring money to a financial institution account, Party B shall pay the amount set forth in the preceding two paragraphs within the payment date stated in the email set forth in the preceding paragraph. The fee for payment shall be borne by Party A.
5 The financial institution accounts designated by Party A are as follows.
Mizuho Bank No. 5 Concentrated Branch Ordinary Account
Account number 1949985
Account holder: Tokuoka Co., Ltd.
6. If the consumption tax, liquor tax, or customs duty is revised between the time of payment and the time of product delivery, the difference due to the increase or decrease will be settled at the time of product delivery.
7 Except in the case of the preceding paragraph, the commodity trading value shall not change regardless of price fluctuations.
8. The storage and delivery costs for the Products shall be borne by Party B in accordance with the provisions set forth in Article 10.
Article 6. Buyer's non-transferable obligation
1. Without the prior consent of Party A, Party B shall not transfer to a third party the rights or status based on this sales contract and the exchange voucher.
2 If there is a change in rights or status based on the Sales Contract due to inheritance or other unavoidable circumstances, the acquirer of the right or status shall notify Party A of the cause of acquisition (inheritance, etc.) on the exchange receipt. You can request the reissuance of a product exchange order by submitting a document that certifies the product.
Article 7. BUYER'S NOTIFICATION OBLIGATIONS
1 Party B shall immediately notify Party A if any of the following ① or ② occurs. The right notice shall be in writing containing the necessary items specified by Party A.
① Change of Party B's address, telephone number, email address, and other contact information
②Theft, loss or damage of the product exchange order
2. In the event that the notice set forth in the preceding paragraph is not given, Party B will not raise any objection even if delivery is delayed or normal delivery becomes impossible.
Article 8. Seller's obligation to deliver goods
Party A is obliged to receive delivery of the Product from the Producer Chateau and deliver it to Party B. However, this does not apply if delivery is impossible for reasons not attributable to Party A.
Article 9. Delivery method
1. When the Product is delivered from the producer chateau, Party A will promptly notify Party B by e-mail, setting a delivery period of one month. In this case, notification shall be sent to the e-mail address that Party B has notified to Party A.
2. When Party B receives the email in the preceding paragraph, Party B will promptly reply to Party A by email with the delivery date and time desired by Party B.
3. Upon receiving the notice set forth in the preceding paragraph, Party A shall promptly deliver the Products to Party B on the date and time of delivery desired by Party B.
4 If Party B receives delivery by an agent or a messenger, a document entrusting the delivery (hereinafter referred to as "power of attorney") and a product exchange receipt will be mailed to Party A. The power of attorney shall include Party B's signature and seal, as well as the name, address, and telephone number of the agent or messenger to whom Party B entrusts the delivery.
Article 10. Storage period, storage cost and delivery cost
1 Party A shall be obligated to store the Products at Party B's expense for one year counting from the day following the date on which the delivery period specified in Paragraph 1 of the preceding article has passed. In this case, storage costs shall be in accordance with separate regulations.
2. Party B shall bear the cost of delivery of the Products and pay by cash on delivery at the time of delivery of the Products.
3. Party A may refuse delivery of the Products until the payment is made if storage costs and delivery costs are incurred in accordance with the preceding paragraphs 1 and 2.
Article 11. force majeure
If Party A becomes unable to ship, store, or pick up the Product due to an accident such as fire, earthquake, or theft during aging or storage at the Chateau of the Producer, Party A's obligation to deliver the Product will be extinguished. However, in this case, since agricultural insurance recognized by the French government is applicable, Party A will pay Party B the amount equivalent to the price of the product sales contract described in Article 5 at the time of initial delivery of the product.
Article 12. Timing of transfer of ownership
Ownership of the Product shall be transferred to Party B upon receipt of the Product Exchange Order by Party B. provided, however, that this shall not apply in the case of the preceding article.
Article 13. Cancellation of Contract by Buyer
1 If Party B notifies Party A that it cannot agree to the Agreement within 8 days from the date of issuance of the exchange receipt, Party B may withdraw from the Agreement for any reason. In this case, Party B is obliged to return the exchange receipt to Party A, and Party A is obliged to return the paid price to Party B.
2. When Party B makes a written request to Party A to cancel the contract stating justifiable reasons, and Party A agrees to this, the contract can be canceled. In this case, Party A will pay Party B the following amount in exchange for the product exchange receipt, depending on when the request for cancellation reaches Party A. If such payment is made, Party A shall be released from all obligations under this Agreement.
①Within 8 days counting from the day on which Party B received the product exchange receipt...Amount equivalent to 100% of the price of the product sales contract
(2) Within 6 months from the date on which Party B received the product exchange receipt: an amount equivalent to 90% of the same
(3) Six months from the date on which Party B received the product exchange voucher until delivery of the product in question … an amount equivalent to 70% of the same
Article 14. Termination of Contract by Seller
Party A asks Party B to cancel the contract when one year has passed since the day after the delivery period described in Article 9, paragraph 1 has passed because Party B does not cooperate with the delivery of the product. can be done. However, in this case, Party A shall be obligated to refund Party B an amount equal to 50% of the amount equivalent to the price of the contract for the sale of goods described in Article 5.
Article 15. understanding
Due to the nature of this product, Party B shall understand the following circumstances.
(1) The delivery time of the Products may exceed two years from the conclusion of the Agreement.
(ii) The market price of products similar to the Products in question may fluctuate due to fluctuations in evaluations of chateaux or vintage, exchange rate fluctuations, etc.
(3) As a result of (2), the purchase price of the Products may fall below the market price of similar products.
④ Party A does not guarantee anything about the risks of ②③
Article 16. agenda
Party A and Party B shall discuss matters not stipulated in this Agreement in accordance with the principle of mutual good faith.
that's all
"Product" means the Bordeaux-Primeur wine that the Producer Chateau stores.
Article 2. Execution of the sales contract
This sales contract is concluded when the buyer (hereinafter referred to as "Party B") applies to the seller Tokuoka Co., Ltd. (hereinafter referred to as "Party A") to purchase the Product, and Party A accepts this.
Article 3. Issuance of Exchange Order
1. Party A will issue a Bordeaux-Primeur wine product exchange voucher (hereinafter referred to as "product exchange voucher") to Party B as proof of the conclusion of the sales contract set forth in the preceding paragraph.
2. Party B's name, address, telephone number, and product delivery schedule shall be stated on the product exchange voucher.
Article 4. Reissuance of Exchange Order
In the event that Party B has stolen, lost, or damaged the exchange voucher in the preceding paragraph, or in the case of Article 6, Paragraph 2, Party B may request Party A to reissue the exchange voucher. However, Party A may refuse to reissue a product exchange receipt if Party B cannot prove its identity.
Article 5. Buyer's payment obligation
1. If Party A applies for the purchase of the Product, Party A will notify Party B of the details of the price of the product sales contract by e-mail.
2. The commodity sales contract price in the preceding paragraph means the amount of the display price plus consumption tax.
3. There are two methods of payment for the purchase and sales contract price: transferring money to a financial institution account designated by Party A, and paying by credit card at the time of purchase application.
4. When transferring money to a financial institution account, Party B shall pay the amount set forth in the preceding two paragraphs within the payment date stated in the email set forth in the preceding paragraph. The fee for payment shall be borne by Party A.
5 The financial institution accounts designated by Party A are as follows.
Mizuho Bank No. 5 Concentrated Branch Ordinary Account
Account number 1949985
Account holder: Tokuoka Co., Ltd.
6. If the consumption tax, liquor tax, or customs duty is revised between the time of payment and the time of product delivery, the difference due to the increase or decrease will be settled at the time of product delivery.
7 Except in the case of the preceding paragraph, the commodity trading value shall not change regardless of price fluctuations.
8. The storage and delivery costs for the Products shall be borne by Party B in accordance with the provisions set forth in Article 10.
Article 6. Buyer's non-transferable obligation
1. Without the prior consent of Party A, Party B shall not transfer to a third party the rights or status based on this sales contract and the exchange voucher.
2 If there is a change in rights or status based on the Sales Contract due to inheritance or other unavoidable circumstances, the acquirer of the right or status shall notify Party A of the cause of acquisition (inheritance, etc.) on the exchange receipt. You can request the reissuance of a product exchange order by submitting a document that certifies the product.
Article 7. BUYER'S NOTIFICATION OBLIGATIONS
1 Party B shall immediately notify Party A if any of the following ① or ② occurs. The right notice shall be in writing containing the necessary items specified by Party A.
① Change of Party B's address, telephone number, email address, and other contact information
②Theft, loss or damage of the product exchange order
2. In the event that the notice set forth in the preceding paragraph is not given, Party B will not raise any objection even if delivery is delayed or normal delivery becomes impossible.
Article 8. Seller's obligation to deliver goods
Party A is obliged to receive delivery of the Product from the Producer Chateau and deliver it to Party B. However, this does not apply if delivery is impossible for reasons not attributable to Party A.
Article 9. Delivery method
1. When the Product is delivered from the producer chateau, Party A will promptly notify Party B by e-mail, setting a delivery period of one month. In this case, notification shall be sent to the e-mail address that Party B has notified to Party A.
2. When Party B receives the email in the preceding paragraph, Party B will promptly reply to Party A by email with the delivery date and time desired by Party B.
3. Upon receiving the notice set forth in the preceding paragraph, Party A shall promptly deliver the Products to Party B on the date and time of delivery desired by Party B.
4 If Party B receives delivery by an agent or a messenger, a document entrusting the delivery (hereinafter referred to as "power of attorney") and a product exchange receipt will be mailed to Party A. The power of attorney shall include Party B's signature and seal, as well as the name, address, and telephone number of the agent or messenger to whom Party B entrusts the delivery.
Article 10. Storage period, storage cost and delivery cost
1 Party A shall be obligated to store the Products at Party B's expense for one year counting from the day following the date on which the delivery period specified in Paragraph 1 of the preceding article has passed. In this case, storage costs shall be in accordance with separate regulations.
2. Party B shall bear the cost of delivery of the Products and pay by cash on delivery at the time of delivery of the Products.
3. Party A may refuse delivery of the Products until the payment is made if storage costs and delivery costs are incurred in accordance with the preceding paragraphs 1 and 2.
Article 11. force majeure
If Party A becomes unable to ship, store, or pick up the Product due to an accident such as fire, earthquake, or theft during aging or storage at the Chateau of the Producer, Party A's obligation to deliver the Product will be extinguished. However, in this case, since agricultural insurance recognized by the French government is applicable, Party A will pay Party B the amount equivalent to the price of the product sales contract described in Article 5 at the time of initial delivery of the product.
Article 12. Timing of transfer of ownership
Ownership of the Product shall be transferred to Party B upon receipt of the Product Exchange Order by Party B. provided, however, that this shall not apply in the case of the preceding article.
Article 13. Cancellation of Contract by Buyer
1 If Party B notifies Party A that it cannot agree to the Agreement within 8 days from the date of issuance of the exchange receipt, Party B may withdraw from the Agreement for any reason. In this case, Party B is obliged to return the exchange receipt to Party A, and Party A is obliged to return the paid price to Party B.
2. When Party B makes a written request to Party A to cancel the contract stating justifiable reasons, and Party A agrees to this, the contract can be canceled. In this case, Party A will pay Party B the following amount in exchange for the product exchange receipt, depending on when the request for cancellation reaches Party A. If such payment is made, Party A shall be released from all obligations under this Agreement.
①Within 8 days counting from the day on which Party B received the product exchange receipt...Amount equivalent to 100% of the price of the product sales contract
(2) Within 6 months from the date on which Party B received the product exchange receipt: an amount equivalent to 90% of the same
(3) Six months from the date on which Party B received the product exchange voucher until delivery of the product in question … an amount equivalent to 70% of the same
Article 14. Termination of Contract by Seller
Party A asks Party B to cancel the contract when one year has passed since the day after the delivery period described in Article 9, paragraph 1 has passed because Party B does not cooperate with the delivery of the product. can be done. However, in this case, Party A shall be obligated to refund Party B an amount equal to 50% of the amount equivalent to the price of the contract for the sale of goods described in Article 5.
Article 15. understanding
Due to the nature of this product, Party B shall understand the following circumstances.
(1) The delivery time of the Products may exceed two years from the conclusion of the Agreement.
(ii) The market price of products similar to the Products in question may fluctuate due to fluctuations in evaluations of chateaux or vintage, exchange rate fluctuations, etc.
(3) As a result of (2), the purchase price of the Products may fall below the market price of similar products.
④ Party A does not guarantee anything about the risks of ②③
Article 16. agenda
Party A and Party B shall discuss matters not stipulated in this Agreement in accordance with the principle of mutual good faith.
that's all