General Terms and Conditions of Sale
Preamble
The general terms and conditions of sale set out below (hereinafter "the General Terms and Conditions") govern exclusively the contractual relationship between the seller UTOPYA.FR (hereinafter "the Seller") and the buyer (hereinafter "the Buyer").
The ordering of products presented on the UTOPYA.FR website (hereinafter "the Site") is subject to acceptance by the Buyer and constitutes the Buyer's unreserved acceptance of all the general terms and conditions of sale set out below.
These general terms and conditions of sale apply to the Buyer notwithstanding any specific clauses added by the Buyer, save with the express agreement of the Seller, and notwithstanding any advertising material issued by UTOPYA.FR.
The Seller may update these general terms and conditions from time to time. They should therefore be re-read before each visit to the Site. Any amendment to these general terms and conditions takes effect as soon as it is published online on the Site but does not apply to contracts concluded beforehand.
The Buyer's acceptance is evidenced by the Buyer's electronic signature, given through the "offer payment click", together with the provision of the Buyer's bank details upon completion of payment for the order. This electronic signature has the same value as a handwritten signature between the parties. This two-step process means that the Buyer acknowledges having fully read and approved all the conditions set out below.
Accordingly, UTOPYA.FR invites customers to read the general terms and conditions of sale below carefully before placing any actual order for products shown in the shop.
Article 1 — Purpose
The general terms and conditions of sale contained in this document govern the contractual relationship between the company and its customer within the framework of a distance selling system. Both parties accept them without reservation. These conditions shall prevail over any other conditions. This contract is governed by French law.
Article 2 — Identification of the Seller
The UTOPYA Site is the property of the company UTOPYA, whose registered office is located at 54/56 Avenue Hoche – 75008 Paris (Please note: do not use this address for after-sales service returns, failing which the return will not be processed), a simplified joint-stock company (SAS) with share capital of €100,000, registered with the Paris Trade and Companies Register under number 791.460.660.
The customer service department can be reached via the "Assistance" button on the Site, Monday to Friday, from 9 a.m. to 1 p.m. and from 2 p.m. to 6 p.m.
For security reasons, the company's various premises are not open to the public.
Article 3 — Orders
3.1 Orders and payment may only be made by the means available on the Site. Payment is due at the time of ordering, by bank card (Visa, MasterCard, American Express) or bank transfer.
3.2 In the case of payment by bank transfer, the order will only be processed once the funds have actually been received in the Seller's bank account. The Seller's bank details will be communicated to the Buyer at the time of ordering. Final confirmation of the order, the reservation of the ordered products for the Buyer and their delivery are subject to receipt of the transfer. Any fees relating to the transfer, whatever their nature or origin, are borne entirely by the Buyer.
3.3 Online payment is secured (SSL encryption) via the La Banque Postale platform. Online payment by bank card triggers the reservation of the products ordered by the Customer. If a transaction is declined by the payment centres, the Seller reserves the right to suspend the corresponding orders; the Buyer will be notified by email and must contact their bank or attempt to make the payment again.
3.4 It is the customer's responsibility to ensure that their order is correct before validating it. Once the order has been paid for, no change may be made (change of reference, addition of products, change of carrier, etc.).
3.5 No payment may be made at the Seller's warehouse, nor may any equipment or order be collected there (including an order previously paid for online).
3.6 For security reasons, no order or payment may be made via customer support or online by telephone.
3.7 Cut-off times are indicated when the carrier is selected. They may vary depending on the customer's department and at any time of year. Dispatch commitments (cut-offs) do not apply on the day after public holidays, owing to the abnormally high number of parcels to be processed.
Article 4 — Delivery
4.1 Items are delivered to the Buyer's registered office or to any other premises of the Buyer's business. Delivery to a third party (drop-shipping) is not permitted and may result in penalties up to and including closure of the customer account. For security reasons, no change of delivery or billing address may be made once payment has been completed.
4.2 Dispatch is carried out in accordance with the commitments made by the Seller at the time the order is validated. No dispatch takes place on Sundays or public holidays. In the event of exceptional circumstances attributable to the carrier (parcel collection problems, strike action, etc.), the Seller cannot be held liable for any delay in dispatching orders. The Seller allows itself an additional period of 24 working hours for the dispatch of export orders requiring administrative and customs formalities.
4.3 The flat rates indicated for dispatch costs include packaging costs and postage costs. For export orders, and if the volume of the parcel exceeds the maximum volume indicated when the order was placed, additional postage costs may be invoiced retrospectively at the time the order is dispatched. Such costs may under no circumstances exceed 80% of the actual amount charged by the carrier.
4.4 Should the Buyer be absent at the time of delivery of the ordered product, it is the Buyer's responsibility to collect the delivery from the address indicated by the carrier and in accordance with the arrangements specified by the carrier on the delivery notice left at the delivery address.
4.5 If the delivery is not collected within the time stated on that notice, or if the Buyer refuses delivery, the parcel is returned to the Seller. The products are then refunded to the Buyer by way of internal credit (with the exception of the initial delivery costs). An administrative fee of €11.50 (excluding VAT) will also be withheld from the refund amount, in particular to offset the return costs charged by the carrier.
4.6 The delivery time depends on the delivery method chosen by the Buyer when validating the order. The Seller cannot be held liable for any failure to meet carriers' commitments. In particular, exceeding these times cannot give rise to any cancellation of the order, any reduction in the price paid by the Buyer, or any payment of damages, provided that the customer is delivered within thirty days following confirmation of the order.
Article 5 — Delivery Contingencies
5.1 In the event of a stock shortage affecting an order, the Seller will inform the Buyer at the time of dispatch. If the shortage concerns the entire order, the order will be cancelled and the Buyer will be refunded in full. Otherwise, the out-of-stock product will be refunded to the customer in the form of internal credits, which may be used on a future order. An accounting credit note will also be issued and sent to the customer by email.
5.2 The Buyer is required to refuse, in full, the delivery of any parcel that has visibly suffered significant impacts in transit or whose weight is abnormally low given the order placed. If, despite external damage, the Buyer accepts the parcel, the Buyer waives the right to claim a refund for items damaged in transit or missing.
5.3 The contents of each parcel must be inspected in the presence of the delivery driver and before the parcel is accepted. If, despite this, the Buyer encounters a problem (reference error or missing item), the Buyer must report it within 24 hours of the date of receipt of the parcel, by email to customer service. Each report of non-conformity will be the subject of an internal investigation by video surveillance. The Seller reserves the right to close a customer's account in the event of an abusive and untruthful report concerning the contents of a parcel.
5.4 The Buyer may claim a full or partial refund of delivery costs only where the delay exceeds 48 working hours and only where the delay involves fault on the part of the carrier. The following are not regarded as faults attributable to the carrier: exceptional weather events, strike action affecting the carrier, and delivery problems involving the customer (unidentified address, absence at the time of delivery, etc.). If the refund conditions are met, the Buyer simply needs to make the request by email to the Seller's support department once the parcel has been delivered.
5.5 In cases of obvious fraud (parcel handed to an unauthorised person, total or partial theft of goods, etc.), the customer undertakes to provide all the documents requested by the carrier's insurer before being able to be fully compensated. These documents may range from a sworn statement to a criminal complaint, depending on the seriousness and the amount of the loss. The customer may also be called upon if a complaint is filed by the carrier.
5.6 All the carriers offered on UTOPYA commit to a quality rate above 94%. This rate covers both the day of delivery ("24h" or "48h" delivery) and the delivery time slot. It is checked regularly by our teams to ensure compliance.
Article 6 — Warranty and Returns
6.1 The products offered on UTOPYA may benefit from a manufacturer's warranty. This is stated on all product sheets as well as on the sales invoice. This warranty does not cover problems related to the use of the product or to its assembly.
6.2 In accordance with the manufacturers' general terms and conditions, no original part may be accepted back under warranty once it has been installed or glued onto the device. The Buyer's choice to repair a device from these manufacturers implies full acceptance of this condition.
6.3 The detailed conditions of coverage and the return procedures are set out on the "Warranty and After-Sales Service" page. The Seller accepts no liability in the event of a return that does not follow the appropriate procedure.
6.4 If the Buyer so wishes, the Buyer may request the return of parts not accepted under warranty, at the Buyer's expense and at the time the return form is issued. Unless expressly requested otherwise, goods not accepted are destroyed, the Buyer undertaking in such case not to resell them or return them to the supplier.
6.5 The Seller is in no way responsible for the return of defective goods. Any damage to or loss of a parcel occurring during a goods return is the responsibility of the Buyer. It is therefore for the Buyer to ensure the conditions under which the goods are returned (choice of carrier, parcel tracking and any insurance).
6.6 Return costs are borne by the customer, whatever the origin of the problem encountered.
Article 7 — Prices
7.1 The prices displayed on the Site may be modified by the Seller without notice. Net prices are expressed in Euros and are exclusive of taxes and delivery costs.
7.2 Prices are fixed once the order has been duly submitted, even in the event of a price reduction occurring shortly after payment for the order.
7.3 Any tax, levy, charge, WEEE waste disposal cost or other duties payable in France are invoiced in accordance with the regulations in force and are included in the price shown at the time the order is placed.
7.4 In the case of an order to be delivered outside France, the Buyer must inform themselves of any customs duties or any other duties or taxes whatsoever that are payable in the country of delivery of the products. The Buyer is responsible for full payment of these duties and taxes relating to the customs clearance of their order.
7.5 Discounts are applied in accordance with the loyalty programme, the details of which are provided on the dedicated page. The pooling of volumes between independent customers in order to qualify for a higher category is not permitted, unless they belong to the same entity/person or are part of a common franchise. Supporting documents must be provided.
7.6 Schedule of unit prices. In accordance with Article L441-1 of the French Commercial Code, UTOPYA's schedule of unit prices consists of the prices displayed on the UTOPYA.FR Site, updated in real time according to market conditions and accessible to any Buyer logged in to their customer account. A detailed schedule may be provided, on express request, to any business customer on a durable medium.
7.7 No early-payment discount. In accordance with Articles L441-1 and L441-9 of the French Commercial Code, no discount will be granted for early payment. This absence of an early-payment discount is stated on every invoice issued by UTOPYA.
Article 8 — Potential Disputes
8.1 The Seller's total and aggregate liability, whatever the cause, is limited to the amount paid by the Buyer in respect of the order concerned.
8.2 Under no circumstances shall indirect and/or intangible or non-material losses give rise to compensation from the Seller, namely in particular financial or commercial losses such as loss of profit, loss of orders, loss of business, loss of data, loss of earnings, damage to image and interruption of service, as well as losses of a similar nature resulting from a claim brought against the Seller in respect of damage suffered by a third party.
8.3 The Seller's liability is limited, in the case of a defective part, to the value of that part, even if its assembly has caused collateral damage to the device.
Article 9 — Retention of Title
9.1 The Seller retains ownership of the goods sold until the full price, principal and accessory amounts, has actually been paid. In the event of incomplete payment, the Buyer therefore undertakes not to dispose of the products by reselling or transforming them.
9.2 The Buyer undertakes to inform the Seller immediately of any difficulties likely to lead to the Buyer's default, and of any seizures carried out by third parties over the products. These provisions do not prevent the transfer to the Buyer, upon delivery, of the risks of loss of and damage to the goods sold, as well as of any damage they may cause.
9.3 In the event of non-payment, even partial, the Seller shall be entitled to demand the immediate return of the equipment delivered. All costs generated by this return shall be borne by the Buyer. It is expressly agreed between the parties that, in such case, any deposit paid shall remain the property of the company by way of damages.
Article 10 — Customer Account Management
10.1 The UTOPYA Site is for the exclusive use of professionals in the repair and sale of telephony, IT and multimedia products. The Seller reserves the right to refuse the registration of any customer who does not comply with this point or who does not provide the documents proving their professional activity.
10.2 The Site is strictly prohibited to private individuals or to professionals operating in an activity other than the one described above.
10.3 The Customer undertakes to provide UTOPYA with honest and accurate information when opening the account and throughout the business relationship. The Customer undertakes to inform UTOPYA, within a maximum of forty-eight (48) hours, of any change affecting the registration or legal status of the business, in particular:
- a change to its SIREN or SIRET number;
- a change of company name or trade name;
- a change of legal form;
- a transfer of registered office;
- a change of legal representative;
- a change of NAF code or of activity;
- a suspension of activity;
- the opening of insolvency proceedings (safeguard, judicial reorganisation, liquidation);
- the cessation of activity or removal from the Trade and Companies Register.
Any failure to comply with this obligation may result in the suspension or permanent closure of the Customer's account, without prejudice to UTOPYA's right to recover any sums still owed. UTOPYA also carries out a weekly automated check of the legal status of its customers via INSEE's Sirene database.
10.4 The Seller reserves the right to delete the account of any customer who engages in threats or insults, or who makes vulgar and degrading remarks towards the company or one of its employees. This action requires no notice. No re-registration may be accepted following this type of suspension.
10.5 The Seller reserves the right to suspend an account showing a payment arrears of more than 48 hours, for as long as the situation has not been resolved.
10.6 Inactive account. The Seller reserves the right to permanently close the account of any customer who has not placed any order over a rolling period of twenty-four (24) months. Only the date of the last paid order is taken into account to assess account activity; consulting the Site or logging in to the customer area does not in itself constitute commercial activity.
A first notification will be sent to the Customer at the end of a 22-month period without an order, followed by a reminder at 23 months. Closure takes place at 24 months without a new order. It is deferred if an operation is in progress on the account (an order awaiting processing, an active support ticket, a quotation still within its validity period, or a dispute or unpaid amount being processed).
Closure is permanent and irreversible. The Customer's historical invoices are nonetheless retained for the legal period of 10 years (Article L123-22 of the French Commercial Code) and may be provided on simple request.
Article 11 — Jurisdiction Clause
11.1 All disputes relating to the formation, performance and termination of the contractual obligations between the parties that cannot be settled amicably shall be submitted to the jurisdiction of the Paris Commercial Court, in whose district the Seller's registered office is located, regardless of the conditions of sale, the place of order or delivery, and the method of payment accepted (even in the event of an action on a warranty or of multiple defendants), the Seller nonetheless reserving the right to bring the matter before the territorially competent court of the Customer's registered office. This attribution of jurisdiction is general and applies whether the matter is a principal claim, an incidental claim, an action on the merits or an interim proceeding.
11.2 Furthermore, in the event of legal action or any other action by the Seller to recover debts, the costs of formal notice, court costs, and lawyers' and bailiffs' fees, and all related costs shall be borne by the customer at fault, as shall the costs connected with or arising from the Buyer's failure to comply with the payment or delivery conditions of the order in question.
11.3 This contract is governed by French law. The application of the Vienna Convention on the International Sale of Goods is expressly excluded.
11.4 The fact that the Seller does not, at a given time, rely on any of the clauses of these terms cannot constitute a waiver of the right to rely on those same clauses at a later date.
Article 12 — Personal Data and Confidentiality
12.1 The personal data collected by UTOPYA in connection with the creation of the Customer account and the performance of these general terms and conditions of sale is subject to processing described in the Privacy Policy accessible on the UTOPYA.FR Site.
12.2 The Customer may exercise their rights of access, rectification, erasure, objection, restriction and portability under the conditions specified in the Privacy Policy, by contacting the data protection officer at the address [email protected].
12.3 The Seller reserves the right to contact its customers by any means regarding information relating to their account or their orders, or for marketing communications compliant with the applicable provisions. The Customer may object at any time to receiving marketing communications via the unsubscribe link included in each mailing.
Article 13 — Force Majeure
13.1 In addition to the events usually recognised by French case law, the Seller's obligations shall be automatically suspended in cases of force majeure or the occurrence of events beyond its control or outside its control, preventing the normal performance of the contract (fire, storm, flood, strikes or social unrest, internal IT failure, loss of connection, etc.).
13.2 The Seller, upon noting the event, must inform the other party as soon as possible of the impossibility of performing the service. The suspension of obligations may under no circumstances be a cause of liability for non-performance of obligations, nor give rise to the payment of damages or late-payment penalties.
13.3 As soon as the cause of the suspension of obligations has ceased, the Seller will inform the Buyer of the resumption of its obligation. If the suspension of service is shorter than 48 hours, the Buyer may not request a refund of the order, which will be dispatched as normal. If this cause continues beyond 48 hours, the contract of sale between the parties shall become null and void, and any deposit paid will be refunded.
Article 14 — Protection
14.1 The characteristics of the products offered for sale are presented on the website. Photographs fall within the scope of the contract only as regards the essential characteristics of the products.
14.2 All texts and images presented on the Site are reserved and protected, worldwide, under copyright and intellectual property law. Their reproduction, even partial, is strictly prohibited without the formal agreement of the company. Likewise, the setting up of any hyperlinks to the Site without the express authorisation of the company's legal representative is strictly prohibited.
14.3 The design of the Site is the property of the Seller. Any partial or total reproduction is strictly prohibited.
Article 15 — Resale on Marketplaces
15.1 Authorised distribution channel. UTOPYA operates exclusively through a retail distribution channel, intended for physical shops and for e-commerce sites owned outright by professionals. The distribution authorisations granted to UTOPYA by the brands do not cover resale on marketplaces. Consequently, the products distributed by UTOPYA are not intended for resale on marketplace-type platforms such as Amazon, eBay, Cdiscount, Fnac or any other online marketplace.
15.2 General prohibition by the brands. As of today, all the brands distributed by UTOPYA explicitly prohibit the resale of their products on marketplaces. This includes, without limitation, the brands Fairplay, Samsung, RhinoShield, Belkin and Otterbox. No exemption may be granted without the written and explicit agreement of the brand concerned. In the absence of such agreement, any publication, listing or sale on a marketplace constitutes a contractual breach engaging the reseller's liability.
15.3 Penalties in the event of a breach. In the event of unauthorised resale on a marketplace, the brand concerned may ask UTOPYA to suspend the reseller's account temporarily or permanently. It may also require the immediate removal of the products concerned from online platforms. Legal or financial action may be taken against the professional in breach. UTOPYA also reserves the right to act independently, whether on a preventive or a corrective basis, when a violation is identified.
15.4 Resale authorised on a wholly owned e-commerce site. These restrictions do not apply to resale on an e-commerce site owned and operated directly by the professional holding the UTOPYA account, provided that this site cannot be likened to a marketplace, that the products are sold under the professional's name and direct responsibility, and that the image of the brands is strictly respected, in particular as regards visuals, prices and commercial presentation.
Article 16 — Pre-Owned / Second-Hand Devices
16.1 The Pre-Owned device range is intended exclusively for refurbishers. It may under no circumstances be resold directly to the end user.
16.2 For devices offered under Margin VAT, UTOPYA calculates VAT on the pre-tax profit margin of the products offered to the refurbisher and declares and collects VAT from the French Treasury under the margin VAT scheme. Pursuant to Article 297 E of the French General Tax Code, no VAT will be mentioned on these invoices. The refurbisher independently determines the VAT scheme applicable to the invoice it issues to its own customers when placing the device into circulation.
16.3 The company UTOPYA or its partners carry out a partial inspection of functionalities in order to inform the refurbisher of any spare parts that may need replacing. Certain functionalities such as the network, and certain components such as the battery, are never tested beforehand. It is therefore essential for the refurbisher to carry out thorough and complete tests before any return to circulation.
16.4 Whatever the condition of the device, no repair or refurbishment is carried out by UTOPYA's teams.
16.5 Data erasure is carried out beforehand by a partner of the company UTOPYA.
16.6 The colour of the device, like its cosmetic grade, is random. The refurbisher may not refuse a device on the grounds that the colour received does not suit them.
16.7 The refurbisher undertakes to comply with the legislation applicable in the country where the device will be placed back into circulation. This relates in particular to complete functionality testing to establish that the devices meet legal safety obligations and the use that the consumer may legitimately expect.
16.8 The Pre-Owned devices offered on UTOPYA carry no warranty, with the exception of problems identified upon receipt and not noted on the product sheet, for which a return is possible within 30 days. A defective battery, or one whose capacity prevents the device from being placed back into circulation, cannot be the subject of a warranty return, and its replacement is borne by the refurbisher.
16.9 For certain devices, the company UTOPYA reserves the right to require, on the same order, the purchase of the spare parts needed to restore the device, in the form of a product bundle.
Article 17 — Private Copying Levy (RCP)
17.1 The private copying levy (RCP) applies only to sales delivered in metropolitan France and in the French overseas departments and collectivities (DROM-COM). Products delivered to other European Union countries (outside France) are not subject to this levy.
17.2 Three types of product are subject to the private copying levy: removable recording media such as USB sticks and SD memory cards, new smartphones, and refurbished smartphones. Second-hand "Pre-Owned" smartphones are not subject to the private copying levy. The amount of the levy depends on the type of medium and its storage capacity. The detailed rates are available on the Copie France website.
17.3 UTOPYA is required to show the amount of the private copying levy separately on the invoice. This enables shops to prove that this levy has been duly paid in the event of an inspection by the DGCCRF (the French consumer protection authority). It is strictly prohibited to include the levy in the overall price of the product.
17.4 If a product subject to the private copying levy is intended for professional use, the end-user business may request a full refund of the levy paid. This request must be made directly online on the Copie France website.
Article 18 — Application of VAT
18.1 Territoriality. VAT is territorial in nature. Whether or not VAT applies depends on the place of delivery of your order. This calculation is performed automatically when the order is placed on the UTOPYA Site.
18.2 France. All businesses, whatever their legal status or tax regime, are subject to VAT. This includes sole traders ("auto-entrepreneurs") who, although they do not charge VAT on their services, are liable for VAT on their purchases.
18.3 Monaco. The VAT rules applicable to Monaco are identical to those of France. All businesses, whatever their legal status or tax regime, are subject to VAT. This also includes sole traders.
18.4 DROM. The DROM (Guadeloupe, Martinique, French Guiana and Réunion) are regarded as export territories. Orders placed via the UTOPYA Site are not subject to the VAT applicable in metropolitan France. However, import taxation will be charged at the time of import (rates and arrangements varying by territory). To benefit from this exemption, deliveries must be made expressly within the export territory. Any delivery on French soil (via a freight forwarder, for example) will be subject to VAT, even if the order is intended for export.
18.5 COM. The COM (Mayotte, Saint Pierre and Miquelon, Saint Martin and Saint Barthélemy) are likewise regarded as export territories. Orders placed via the UTOPYA Site are not subject to the VAT applicable in metropolitan France. Import taxation will, however, be charged at the time of import (rates and arrangements varying by territory). To benefit from this exemption, deliveries must be made directly within the export territory. Any delivery on French soil (via a freight forwarder, for example) will be subject to VAT, even if the order is intended for export.
18.6 French Polynesia and New Caledonia. French Polynesia and New Caledonia are likewise regarded as export territories. Orders placed via the UTOPYA Site are not subject to the VAT applicable in metropolitan France. Import taxation will be charged at the time of import (rates and arrangements specific to each territory). To benefit from this exemption, deliveries must be made directly within the export territory. Any delivery on French soil (via a freight forwarder, for example) will be subject to VAT, even if the order is intended for export.
18.7 Switzerland. Orders placed via the UTOPYA Site for delivery to Switzerland are not subject to French VAT. However, import taxation will be charged at the time of import (rates and arrangements to be checked by the Buyer). To benefit from this exemption, deliveries must be made directly to Switzerland. Any delivery on French soil will be subject to VAT, even if the order is intended for a customer registered in Switzerland.
18.8 European Union. A customer may request exemption from French VAT for their intra-Community orders by providing their valid intra-Community VAT number to UTOPYA's support department. If the number is valid, the customer will be exempt from VAT on future orders. However, orders placed before this request is validated cannot be modified, and VAT already invoiced cannot be refunded.
Article 19 — Management of Unpaid Invoices and Debt Recovery
19.1 Outstanding balance and payment due. Payment is due from each customer in accordance with the outstanding balance limit and the payment period contractually granted to them by UTOPYA.
19.2 Invoice due date. Unless UTOPYA expressly agrees in writing to open a credit facility, payment is due in cash at the time of ordering. Where a payment period is granted contractually, it may not exceed thirty (30) days from the invoice issue date, in accordance with Article L441-10 of the French Commercial Code. Each invoice is payable on its due date as thus determined. Any invoice not paid by the due date constitutes an unpaid invoice.
19.3 Late payment and penalty clause. In the event of late payment or non-payment by the agreed due date, late-payment penalties will automatically become payable on the day following the payment date shown on the invoice, without any reminder being necessary. The rate of these penalties is set at 1.80% per month of delay on the gross (VAT-inclusive) amount of the invoice (i.e. 21.60% per year). Any month begun is payable in full. In addition, a fixed indemnity for recovery costs of forty (40) euros is payable as of right (Article D441-5 of the French Commercial Code).
Penalty clause: by way of conventional and fixed-sum damages for the loss suffered as a result of the late payment and the management of the dispute, the Customer shall be liable, in addition to the late-payment interest, for an indemnity equal to 15% of the unpaid sums inclusive of VAT, with a minimum charge of 150 euros per case.
19.4 Formal notice and consequences. In the event of failure to pay by the due date, UTOPYA will send the Customer a formal notice by email and/or by registered letter with acknowledgement of receipt, granting a period of seven (7) calendar days to regularise their situation. In the absence of payment within this period, UTOPYA may, without prejudice to any other recovery action, suspend or block any current or future order until the sums due, increased by the aforementioned penalties and costs, have been paid in full.
19.5 Explicit authorisation to debit the registered bank card. In the event of an unpaid invoice persisting after formal notice, the Customer gives UTOPYA an explicit mandate to debit the bank card previously registered on their customer account. This operation is carried out as a merchant-initiated transaction, in accordance with legal and regulatory provisions, in particular the European PSD2 directive, provided that the initial transaction was the subject of strong authentication.
The amount debited will comprise the unpaid principal, the late-payment penalties, the fixed recovery indemnity, and any duly justified additional costs. The Customer will be informed beforehand by email of the planned debit at least three (3) working days before the operation, except in the event of repeated refusals documented by UTOPYA.
19.6 Suspension of deliveries and preservation of the Seller's rights. In addition to the provisions of Article 19.4, and after prior formal notice has remained without effect, UTOPYA expressly reserves the right to suspend any delivery, service or current order for as long as the Customer has not fully regularised their financial situation. In the event of a proven emergency (repeated unpaid invoices, significant exceeding of the authorised outstanding balance, insolvency proceedings opened against the Customer, manifest risk to recovery), the suspension may take place without delay upon simple notification. The other contractual provisions and guarantees remain fully applicable during this period