The online shop of the www.xilam.shop website (hereafter the “Shop”) has been set up by Xilam Animation, Public Limited Company with capital of 491 130 €, registered at the Commerce and Business Registry of Paris under number 423 784 610 and whose registered office is at 57 boulevard de la Villette, 75010 Paris, France (hereafter “Xilam”).
Xilam's main activity is the production and distribution of animated audio-visual programmes for children, adolescents and adults, broadcast worldwide on television or on digital video-on-demand platforms (hereafter the "Cartoons"). The Shop set up by Xilam allows it to sell products, remotely, derived from these Cartoons to the consumer (hereafter the "Product(s)").
Xilam has entrusted order management, including payments, to Ad Astra Corporation, also called AAC or Le Super Atelier, a Limited Liability Company with capital of 12,450 €, registered with the Commerce and Business Registry of Rouen under number 789 710 118 and whose registered office is located at 221 rue Jacqueline Auriol, 14760 Bretteville-sur-Odon, France (hereafter the "Service Provider").
These terms and conditions (hereafter the "General Terms") are made up of 3 parts:
The following are attached to these General Terms:
- The legal information, accessible here (hereafter the "Legal Information"), making it possible to precisely identify Xilam,
- The conditions applicable to shipping and returns, accessible here (hereafter the "Conditions of Shipping & Returns"), which also detail the conditions applicable to replacements and refunds,
- The privacy policy applied by Xilam, accessible here (hereafter the "Privacy Policy"), which specifies the conditions on the management of personal data, as well as cookies, in the context of the Shop.
Part 1 – The Terms of Use (ToU)
1.1. Purpose
These ToU apply between Xilam and any natural person accessing the Shop (hereafter the "User"), in order to view it and/or use the features made available by Xilam (subscription to the newsletter, etc.), and are intended to define all the rights and obligations of Xilam and the User.
1.2. Scope of application
Any connection to the Shop automatically implies full acceptance by the User of the terms and conditions defined in these General Terms. In the event that the User refuses to adhere to these ToU, he/she must absolutely refrain from connecting, accessing, visiting, viewing and/or using the Shop, including the features present on the Shop, in any way whatsoever.
These ToU therefore take effect on the date of the User's connection to the Shop and remain in effect for the duration of the User's visit, until the end of the User's session.
1.3. Contractual documents
The contract established between Xilam and the User is formed by Part 1 and Part 3 of these General Terms (with the exception of the Conditions of Shipping & Returns, which are applicable only between a Customer and Xilam).
No general or specific conditions contained in the documents sent or remitted by the User may be included herein.
Part 2 – The Terms of Purchase (ToP)
2.1. Purpose
These ToP apply between Xilam and any individual consumer making a purchase in the Shop (hereafter the "Customer"), and are intended to define the rights and obligations of Xilam and the Customer.
2.2. Scope of application
By ticking the box provided for this purpose at the time of cart validation and clicking on the "Validate" button, the Customer accepts these ToP without reservations (including all of its attachments) and places an order with Xilam. These ToP therefore apply to all sales of Products made through the Shop.
Thus, any order for a Product appearing in the Shop requires prior consultation by the Customer of these ToP.
These ToP therefore take effect on the date of signature of the purchase order and remain in effect for the duration necessary for the supply of the Products ordered, until expiry of the guarantees due by Xilam.
The Customer acknowledges that he/she is fully aware that his/her agreement regarding the content of these ToP does not require the handwritten signature of this document. By ticking the box provided for this purpose at the time of validation of the cart and by clicking on the "Validate" button, the Customer acknowledges that he/she is signing the purchase order electronically and confirms his/her acceptance of the ToP, and this electronic signature has the same value between the parties as a handwritten signature. Thus, the Customer declares to have read all of these ToP and to accept them without restriction or reservation, and further acknowledges having benefited from the necessary advice and information, if necessary, in order to ensure the suitability of the offer for his/her needs.
The Customer declares and guarantees that:
- He/she is able to legally establish a under French laws,
- He/she is a consumer as intended under the French Consumer Code and that, therefore, acquisition of the Product(s) is not directly related to his/her professional activity, since purchase of them is reserved for personal use. Therefore, as a consumer, the Customer has specific rights, which would be called into question in the event that the Products acquired in the context of the Shop were, in fact, related to his/her professional activity.
2.3. Contractual documents
The sale contract established between Xilam and the Customer is formed by the following contractual documents, presented in descending hierarchical order: (i) Part 2 and Part 3 of these General Terms (including the attachments listed in the preamble below); (ii) the Purchase Order. In the event of contradiction between the provisions contained in the documents of different rank, the provisions of the document of higher rank shall prevail.
For all intents and purposes, it is specified that application of the ToU and ToP may be combined in the event that the Customer is also a User.
No general or specific conditions contained in the documents sent or remitted by the Customer may be included herein, as long as these documents are incompatible with these ToP.
Information recorded by Xilam constitutes proof of all transactions, unless proven otherwise.
2.4. Products
The Shop allows the Customer to remotely order Products offered for sale online in the Shop, and only for the following territories: Austria, Belgium, Bulgaria, Croatia, Czech Republic, Denmark, Estonia, Finland, France, Germany, Greece, Hungary, Ireland, Italy, Latvia, Lithuania, Luxembourg, Malta, Republic of Cyprus, Netherlands, Poland, Portugal, Romania, Slovakia, Slovenia, Spain, Sweden, Switzerland and United Kingdom (the “Territories”). Therefore, Xilam will refuse any order for which the delivery address is located outside the Territories.
It is specified that Products belonging to the toy category comply with CE standards (“European Compliance”).
Xilam offers Products for sale in the Shop, accompanied by the following information:
- Presentation of the essential characteristics of each proposed Product, under the conditions provided for in Article L.111-1 of the French Consumer Code,
- Indication in Euros of the price including all taxes (TTC) of the Products, as well as the delivery costs,
- Indication of the terms of payment, delivery or execution if these differ from these ToP,
- The period of validity of the offer or price if applicable, with the understanding that offers are valid only within the limits of available stocks.
The elements such as photographs, texts, graphics illustrating the Products are not contractually binding, which the Customer acknowledges and accepts.
Xilam also offers for sale on the Shop gift cards of a determined amount (€20, €50 or €100) (hereinafter the “Xilam Shop Gift Card”). A Xilam Shop Gift Card is delivered to the Customer by email, in the form of a unique code. This code is valid for 1 (one) year from purchase, and can be used: (i) to make purchases on the Shop only, and (ii) on more than one order provided that the balance of the Xilam Shop Gift Card is sufficient.
A Xilam Shop Gift Card, even partially spent, cannot be exchanged, resold or credited to a card or bank account, and cannot give rise to any monetary consideration from any party. For the purposes of these ToP, the term “Product” includes the Xilam Shop Gift Card, unless otherwise provided.
2.5. Order
The order summary will be confirmed by email, at the latest at the time of delivery or, failing that, at the delivery and/or billing address indicated by the Customer in the purchase order.
Orders will be processed within the limit of our available stocks or subject to stocks available from the Service Provider. In the event of unavailability of the Product ordered, the Customer will be informed as soon as possible. The Customer will then receive a refund under the conditions stipulated on the Shipping & Returns page of the Shop.
2.6. Price and payment
Prices are indicated in euros including all taxes (TTC) and are valid only upon validation of the order by the Customer. Xilam reserves the right to modify its prices at any time in the future.
Customs duties, other local taxes, import duties or state taxes may be payable in certain cases, but such duties and amounts do not fall under Xilam's responsibility. They will then be the responsibility of the Customer and fall under his/her responsibility (payment to the competent authorities, etc.). Therefore, Xilam invites the Customer to inquire about these aspects beforehand with the corresponding local authorities.
The prices do not include the cost of delivery, billed in addition, and indicated before validation of the order.
Payment is due immediately upon ordering. At no time can the sums paid be considered as a deposit or down payment. For all intents and purposes, the Products remain the property of Xilam until full payment of the price by the Customer.
To pay for his order, the Customer has, at his/her choice, all the payment methods offered by the Shop at the time of the order validation procedure.
Payment from the Customer will be made to the Service Provider and the invoice will be issued by the Service Provider.
In accordance with article L.132-2 of the French Monetary and Financial Code, the commitment to pay given by card is irrevocable. By communicating his banking information at the time of order placement, the Customer authorises the Service Provider to debit his/her card for the amount of the price indicated. Cards domiciled outside France must be international bank cards (Mastercard or Visa). Moreover, the information sent is encrypted and cannot be read.
The Customer guarantees Xilam that he/she has the authorizations that could be necessary to use the mode of payment chosen by him/her, at the time of validation of the purchase order. Xilam reserves the right to suspend handling of any order in the event of refusal of authorisation of a bank card payment by the officially accredited agencies, or in the event of non-payment. Xilam notably reserves the right to refuse to make a delivery or to fulfil an order from a Customer that has not fully or only partially paid for a previous order, or with which a payment dispute is in progress.
Electronic records in the IT systems of Xilam or, if applicable, of its duly authorized representative under reasonable conditions of security, shall be considered as proof of communications, orders and payments having taken place between the parties. Purchase orders and invoices are archived on a reliable and durable medium, which may be used to serve as proof.
2.7. Customer’s order management
The conditions applicable to management of the Customer's order are stipulated on the Shipping & Returns page of the Shop, which notably includes the conditions for preparing, shipping and delivering the order, the conditions applicable to returns, refunds, as well as contact information for the Customer Service team of the Shop.
2.8. Right of Retraction
Xilam reminds the Customer that he/she has a right of retraction under the conditions stated in article L.221-18 of the French Consumer Code. Thus, the Customer has a period of 14 days to exercise his/her right of retraction without having to give a reason and without paying penalties, with the exception of the return costs which remain the responsibility of the Customer. For the avoidance of doubt, this right of retraction also applies to the Xilam Shop Gift Card.
The aforementioned period of 14 days runs from receipt of the Product by the Customer or any third party duly authorized by the latter. In the case of an order comprising several Products, the period runs from receipt of the last Product by the Customer or any third party duly authorized by the latter. In the case of a Xilam Shop Gift Card, this delay runs from the date of purchase of such Xilam Shop Gift Card.
In accordance with Regulation no. 1182/71/CEE of the Council of 3 June 1971 determining the rules applicable to periods, dates and time limits:
- The day of receipt of the Product is not counted in the aforementioned period,
- The period begins at the beginning of the 1st hour of the 1st day and ends at the end of the last hour of the last day of the period,
- If this period expires on a Saturday, Sunday, a legal holiday or a day not worked, it is extended to the following business day.
The conditions of exercising the right of retraction are detailed in the paragraph "What to do if you change your mind about your order?” on the Shipping & Returns page of the Shop.
Given the uniqueness of a Product customized at the Customer’s request (printing on textile, embroidery, etc.), a customized Product may not be taken back or exchanged, in accordance with article L.221-28-3° of the French Consumer Code. The Customer is, therefore, not entitled to invoke any right of retraction for a customized Product.
2.9. Legal guarantee of conformity
In accordance with article L.217-3 of the French Consumer Code, the Customer benefits from a legal guarantee of conformity from Xilam, as the seller of the Products.
A Product is compliant if it meets the following cumulative criteria:
- The criteria of compliance with the purchase order, as set out in article L.217-4 of the French Consumer Code,
- The criteria of compliance set out in article L.217-5 of the French Consumer Code.
Xilam is responsible for non-conformities of the Product existing at the time of delivery of the Product, which appear within 2 years from the date of delivery. For the same period, Xilam also answers for defects of conformity resulting from the packaging.
The procedures for exercising this guarantee are detailed in paragraph "B. If you discover an anomaly after the delivery of your order" and in paragraph "C. A full or partial refund if your Product is not compliant or has a hidden defect (exercise of a guarantee)" on the Shipping& Returns page of the Shop.
It is specified that, given the nature of the Products offered on the Shop, Xilam will not be able to bring the Product into conformity.
2.10. Guarantee against hidden defects
In accordance with articles 1641 et seq. of the Civil Code, the Customer benefits from a legal guarantee of hidden defects from Xilam, as the seller of the Products.
The Customer is reminded that any action resulting from unacceptable defects must be filed within the 2 years following discovery of the defect.
In this case of exercise of this guarantee, the Customer may choose between cancellation of the sale or a reduction of the sale price.
The procedures for exercising this guarantee are detailed in paragraph "B. If you discover an anomaly after the delivery of your order" and in paragraph "C. A full or partial refund if your Product is not compliant or has a hidden defect (exercise of a guarantee)" on the Shipping& Returns page of the Shop.
Part 3 – Provisions common to the ToU and ToP
3.1. Intellectual Property
The Products, characters, names, titles, texts, images, data, videos, domain names, trademarks, software or, in general, any information present on the Shop and covered by intellectual property rights are and remain the exclusive property of Xilam and/or its partners, worldwide.
No assignment of intellectual property rights is granted at the time of sale.
Any reproduction, modification, adaptation, retransmission, publication, use, distribution and/or exploitation, in whole or in part, of any element of the Shop, for any reason whatsoever, is strictly prohibited and can, therefore, only be done with the prior written authorisation of Xilam, its partners and/or the beneficiaries.
Xilam expressly reserves all of its rights in this regard, as well as its right to prosecute any offender.
3.2. Hyperlink to the Shop
Xilam authorizes the establishment of a hyperlink to the Shop's home page under the following cumulative conditions:
- Establishment of the hyperlink must be directed to only the Shop's homepage. Links to pages other than the Shop's homepage are, therefore, not allowed,
- The hyperlink must be established from (i) a website belonging to, or (ii) a page of a social network (Facebook, Instagram, etc.) managed by, the person establishing the hyperlink,
- Establishment of the hyperlink must not damage the reputation of Xilam and/or its partners,
- Establishment of the hyperlink should not suggest any form of association, approval or support on the part of Xilam and/ or its partners.
In general, the person establishing a hyperlink to the Shop's home page must do so in a legal manner and without deriving profit from it.
If the above criteria are not met, any establishment of a hyperlink to the Shop must be subject to Xilam's prior written authorisation.
3.3. Hyperlink from the Shop
The Shop may contain hyperlinks to online public communication services (including social media pages) published by Xilam and/or Xilam's third party partners and/or third parties who may provide assistance to the Customer where applicable (hereafter "Third-party Sites"), over which Xilam has no control. Xilam accepts no responsibility for the content of third-party websites. Furthermore, the presence of hyperlinks to Third-party Services cannot mean that Xilam in any way approves the Third-party Services or the information and content they may contain.
3.4. Limitation of liability
Apart from the cases expressly specified by provisions in effect, Xilam's liability is limited to direct and foreseeable damage resulting from use by the User and/or the Customer of the Shop and, if applicable, the Products sold and shipped by Xilam to the Customer. Thus, neither Xilam, nor its Service Provider, nor its suppliers can be held liable for damage resulting from the fault of the User or the Customer, or from non-performance or poor performance of his obligations. The same applies to an unforeseeable and insurmountable event by a third party outside the service or in the event of unforeseeable, irresistible and external force majeure. Regarding the Xilam Shop Gift Card, it is specified that the use of the Xilam Shop Gift Card is of the Customer’s sole responsibility. Therefore, Xilam cannot be held liable on any grounds in the event of theft or loss of the unique code associated with the Xilam Shop Gift Card.
Xilam does not guarantee that the Shop will be available without interruption. Furthermore, Xilam reserves the right to suspend, withdraw or limit the availability of all or part of the Shop and/or the Products for commercial, operational, and/or legal reasons.
Xilam declines all liability in the event of use of the Shop by the User and/or the Customer which does not comply with these General Terms.
3.5. Force majeure
Neither of the parties will have failed in its contractual obligations if their execution is delayed, blocked or prevented by unforeseen circumstances or a case of force majeure.
Unforeseen circumstances or force majeure shall be considered as any events or circumstances that are irresistible, external to the party, unforeseeable, unavoidable, independent of the will of the parties and which cannot be prevented by them, despite all reasonable efforts. The party affected by such circumstances shall notify the other within 10 working days of the date on which it becomes aware of them. The following are expressly considered as cases of force majeure or unforeseen circumstances, in addition to those usually retained by the case law of French courts and tribunals: the blocking of means of transport or supply, earthquakes, fires, storms, floods, lightning, as well as a shutdown of telecommunication networks or difficulties specific to telecommunication networks external to the User or the Customer.
The parties will then come together, within 1 month, unless this is impossible due to the case of force majeure, to examine the impact of the event and agree on the conditions under which the contract will be continued. If the case of force majeure lasts more than 3 months, these terms and conditions may be terminated by the injured party.
3.6. Confidentiality policy and personal data
The collection and processing of personal information of the User and/or the Customer undertaken in the context of the Shop is done with respect for privacy in accordance with law no. 78-17 of 6 January 1978 relating to data processing, files and freedoms, as amended, and the European regulation 2016/679 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, which took effect on 25 May 2018.
The conditions for the collection and processing of the User's and/or Customer's personal data, as well as all information relating to cookies present on the Shop, are stipulated on the Shop’s Privacy Policy page.
3.7. Partial invalidity of a clause
If one or several stipulations of these terms and conditions is deemed as invalid or declared as such in application of a law, regulation or following a definitive legal decision from a competent jurisdiction, the other stipulations will retain their full force and scope.
3.8. Non-waiver
The fact that one of the parties does not avail itself of non-respect by the other party of any of the obligations mentioned in these terms and conditions cannot be interpreted in the future as renunciation of the obligation in question.
3.9. Securities
In case of difficulty of interpretation between any of the titles appearing at the beginning of the clauses, and any of the clauses, the titles will be declared non-existent.
3.10. Updating of contractual documents and applicable version
Xilam reserves the right to modify, at any time, all or part of the contractual documents (excluding purchase orders). Therefore, Xilam is free to amend these General Terms, including all or part of its attachments, at any time.
These modifications are brought to the attention of the User and/or the Customer by simply being uploaded to the Shop. Therefore, any User and Customer connecting to the Shop is invited to view the contractual documents during each visit in order to become familiar with their latest version.
It is specified that the following shall apply:
- For the User: the contractual documents, listed in paragraph 1.3 above, in effect at the time of the User's connection to the Shop,
- For the Customer the contractual documents, listed in paragraph 2.3 above, in effect on the date of signature of the purchase order by the Customer.
It is recommended that the User and the Customer safeguard these General Terms, including its attachments, for future consultation, being specified that this safeguard is their sole responsibility.
3.11. Applicable law & competent courts
These General Terms are subject to French law with regard to the substantive rules as well as the rules of form.
It is specified that the Shop complies with French law and that under no circumstances may Xilam give any guarantee of compliance with the local legislation that could be applicable to you, if the Customer accesses the Shop from other countries.
Any dispute between a User and/or Customer, on one hand, and Xilam, on the other hand, must be the subject of a prior attempt at amicable settlement between the parties. To this end, the User and/or the Customer must first send Xilam's customer service an email detailing the complaint to the address shop@xilam.com.
In the event of a complaint by a Customer residing in a country of the European Union, the Customer also has the right, in accordance with applicable law, to resort, free-of-charge, to consumer mediation to seek amicable resolution of the dispute between him and Xilam. To do this, the Customer may use the online resolution platform made available by the European Commission, accessible at the following URL address:
https://ec.europa.eu/consumers/odr/main/index.cfm?event=main.home2.show&lng=FR.
In the event of failure of the discussions to seek an amicable settlement, a dispute related to establishment, interpretation and/or execution of all or part of these General Terms, including in summary proceedings or on request, will be submitted to the competent French courts.
These General Terms were last updated on May 30th, 2023