Our sales and ancillary services are subject to these terms and conditions, which shall prevail over any other document of the Client, including all terms and conditions of purchase, unless otherwise in writing and specified in the offer.
These general conditions of sale are sent or given to each Client. The placing of an order implies the full acceptance without reserve of the Customer in these general conditions of sale that form the foundation of the commercial negotiation, in accordance with the provisions of article L. 441-6 of the French commercial Code.
Our offer or quote to define the specific conditions to supplement or amend these terms and conditions. It remains valid for one (1) month from the date of shipment and must be signed by the Client to form a contract between the parties.
Any command issued by the Client, shall receive express acceptance on our part. The order accepted, possibly with amendments, shall constitute the special conditions.
The benefit of the contract is personal to the Customer and cannot be transferred without the approval of our Company.
In all cases, the acceptance of the offer defines forward of the place, date and time of delivery, the quantity and the characteristics of the product to be delivered.
By way of exception, in the absence of order in advance and formalised in writing, the delivery or removal shall be deemed, by express agreement, claim letter or purchase order and, therefore, constitute the written sales contract between our Company and the Client, allowing our Company to exercise its remedies against the Customer, in particular in the event of non-payment.
The quotation and the documents that our Company will have established and that will not give rise to order must be returned to our Company, without prejudice to our Company to charge a fee of studies, development of prototypes and travel.
In all cases, it is the responsibility of the Customer to verify the content of the quote, projects, calculation notes that our Society will be given and certify that they meet the conditions of employment considered.
Any modification or cancellation of order shall be the subject of a written agreement between the Company and the Customer.
All information provided by our Company, and in particular the sale price of the specific confidential. The constituent elements of our offer, including the formulations and technical solutions implemented, even when they are established on the basis of information provided by the Client are the intellectual property and material of our Company.
Except by written consent of our Company, therefore, they may not be used, reproduced, disclosed, revealed or transmitted in any reason whatsoever by the Customer to third parties, and in particular to competing companies, under penalty of damages and interests. This provision does not affect the freedom available to the Client to view, compare and appreciate the different offers that are submitted.
The Client may, at its own expense, to reviews, to ensure the quality of products supplied, as well as to test the usual, standardized and adapted to the intended use of the products sold. It is forbidden to proceed with the analysis of the composition of these products.
The Client is solely responsible for when for the compliance of the products to the specifications it passes, our Company runs a manufacturing who is unwittingly infringement of patents, drawings, models or deposited.
The final selection of the products, and their destination and use belongs in all cases, the Customer. Nevertheless, our Company is bound by an obligation of the board which can not be implemented without clear information and advance by the Customer.
As such, and prior to the development of the offer of our Company, the Client will take care to inform our Company, including on :
In the application of this reporting requirement, the Client will furnish all the documents and plans required for the full information of our Company.
The information given by the Customer is decisive for the successful execution of the command. In the event of a breach by the Customer of its obligation and in the pending information or additional information, our Company may postpone the execution of the command. The Customer will then be the consequences of its failure on the time and price.
Our Company shall in no case be held responsible for side effects due to improper use of the products and, if applicable, to the non-compliance of the product sheets.
Delivery is carried out in accordance with the order. No changes may not be made more than twenty-four (24) hours prior to the day of delivery specified in the order is accepted and in any case, after the loading in factory or warehouse.
Beyond that, no change request will be accepted and the order will be charged. In any case, such changes remain subject to the express agreement of our Company.
The products sold are manufactured in accordance with the technical specifications of the offer signed by the Client to form the contract, as well as the rules of the art of the profession and the standards in force in Metropolitan France on the day of the submission of the offer of our Company.
The products can be marketed under their brand in the state and in their original packaging.
The Client undertakes to take delivery of the products to the place and date indicated on the order is confirmed by our Company or the quote. In the event of a deficiency on his part, delivery with all its effects will be deemed to have taken place on this date.
Our Company undertakes to make its best efforts to ensure on-time delivery.
Deliveries are only made according to availability and in the order of arrival of orders. Our Company is authorized to make deliveries in whole or in part. Delivery times are indicated as precisely as possible, but depending on the capabilities of supply and transport, and does not begin to run as from the day on which we are in possession of all the technical information necessary for the execution of the work.
The deviations from the time of delivery shall not give rise to damages and interest, or deductions or cancellation of orders in course. However, if two (2) months after the estimated date of delivery, the product was not delivered for any reason other than a force majeure event, the sale may be cancelled at the request of one or other of the parties ; the Customer can get refund of his payment excluding any other compensation or damages and interests.
Are considered as cases of force majeure, we unbinding of right from our obligation to deliver, in particular, war, riot, fire, epidemics, pandemics, strikes, lock-outs, interruptions, total or partial of transportation, acts of piracy or other hostilities, the embargo and impediments resulting from the provisions of the administrative authority of import and export, currency or economic regulation, shortage of raw material, wreck, accident, equipment failure, the impossibility of being supplied. Our Company shall not be held liable for any delay, for the same reason, of its own stakeholders, suppliers, sub – contractors, or carriers.
In addition to cases of force majeure, the delivery time will be increased in case of events affecting or hindering the normal functioning of the installations and especially in case of bad weather, mechanical failure of our equipment or facilities, lack of energy or of delay by the other stakeholders, suppliers, sub-contractors or carriers, for the reasons set out above. We keep the Customer in a timely manner, situations and events listed above.
The delivery can only take place if the Customer is in breach of its obligations in respect of our company.
When the delivery is performed by the delivery of the product to the Customer or to a third party carrier chosen by the Customer, in the factories, and warehouses of our Company, the Customer undertakes to accept the goods in the conditions listed on the order and in accordance with the instructions of traffic and security site-specific removal (including the traffic plan, the security protocol possible).
All subsequent operations on the load, including the transport, handling, taken to work, insurance and customs clearance possible… are made at the risk of the Customer.
When the delivery is performed by the delivery of the product to the Customer at his place of choice, our Company will either use its own services, whether a third party carrier chosen by his care, and with the technical capacity to be sufficient, under the command and information provided by the Client. The Customer must ensure the accessibility of any security of the site of delivery by the vehicles of our Company or by vehicles in the carrier chosen by our Company.
The Client undertakes to ensure the unloading of products in compliance with safety and technical requirements in force and with the aid of a sufficient labour force. The unloading must be initiated within fifteen (15) minutes after the arrival of the vehicle of our Company or of the vehicle the carrier chosen by our Company, on the site of delivery. The operation of
unloading should not exceed fifteen (15) minutes. Our Company reserves the right to charge the Customer the fees and additional costs in case of exceeding the period of discharge as provided for herein.
When the delivery is performed by the delivery of the product to the Customer or to a third party carrier chosen by the Customer, in the factories, and warehouses of our Company, it is up to the Customer and, where applicable, to the carrier selected to ensure that the delivered product corresponds to the command, in particular with regard to the characteristics of the product, including the immediate control is such that in particular the quantity delivered. No claims will be allowed for this masterpiece after the removal, either by the Customer or the carrier chosen. It is the Customer’s responsibility to check all deliveries arrive on its website and to exercise, where appropriate, the action that it deems useful in the conditions and time limits determined with the carrier.
When the delivery is performed by the delivery of the product to the Customer at his place of choice through our services or by a third party carrier chosen by our Company, it is the Customer’s responsibility in case of damage, missing or non-conformity or defects, to make any reservations in writing, stating the existence and the extent of the damage from the services of our Company and the carrier chosen at the time of delivery and confirmed by registered letter with acknowledgement of receipt within three (3) days of the receipt of the goods. It is up to the Customer to provide any justification as to the reality of the defects and anomalies. It will give us all facilities to carry out the observation of defects and remedy them. The Customer shall not take action itself or to involve a third party to that end. Otherwise, the Customer is deemed to have purchased the product without reservations.
The results of the controls on the characteristics of the products and, possibly made at the request of the Customer can not be opposed to our Company that if they carry on samples made by the parties and in duplicate at the time of delivery.
The results of tests on the amount cannot be opposed to our Society if they are carried out jointly and using a weighing system, electronic approved by the Service of Measuring Instruments and precision commercial use.
Returns are not allowed, except as expressly agreed and formal for our society. Any product returned without this agreement would be held at the Client’s disposal and shall not give rise to the establishment of an asset. The costs and risks of return are always borne by the Customer.
VERY IMPORTANT
Products Where :
Some of the products, in an emulsion that can be damaged by the cold will not be shipped by freezing time. If freezing occurs in the course of transportation, our Company could not be held liable for any damage that may occur.
Any ancillary service shall be performed in accordance with the technical specifications laid down in the offer signed by the Client to form the contract, as well as the rules of the art of the profession and standards in force in Metropolitan France, the day of the submission of the offer of our Company. The quantities listed in quotes are indicative only. For the establishment of the invoice, only the amounts actually implemented will be taken into account.
Our Company reserves the right to make an appeal to the sub-contractors of our choice, the agreement of the Client on the combined pleasure of the latter.
The place of performance shall, at the commencement date, to be accessible, and works preparatory made so as to allow the engagement of the benefits. The time of execution specified in the offer signed by the Customer, or the order is confirmed by us will only begin to run from the date on which our Company will be in the possession of the administrative authorizations and technical documents required.
In addition to cases of force majeure, these time limits will be increased in case of events affecting or hindering the normal functioning of the facilities and, in particular, in the case of inclement weather, pandemic, strikes, epidemic, pandemic, mechanical failure of our equipment or facilities, lack of energy or of delay by the other stakeholders, suppliers, sub – contractors or carriers, or in the event of unplanned work or extra.
The Customer and our Company are obliged to proceed to the receipt of benefits. This reception is, in principle, in the form of a memorandum signed by the Customer and our Company.
The Client agrees to participate actively and loyally to the receipt of benefits, to the initiative of our Company.
If and when the services are completed, the reception will be confirmed by email sent to you by our Company, by registered letter with acknowledgement of receipt.
In the absence of reaction of the Customer within the period of one (1) month, the reception will be gained without reserve at the date of the issuance date of the registered letter with acknowledgement of receipt, and, even without full payment of the price by the Customer.
Has the formal application of our Society, a receiving partial benefits will be conducted in the same conditions, in particular in case of multiple lots, in the case of payments to or involving several companies.
Our Company retains ownership of the products sold until payment of the full price in principal and accessories. The default of payment of any of the deadlines may result in the demand of goods sold or of their price in the conditions provided for by law.
These provisions do not prevent the transfer to the Customer upon the delivery to or collection, custody, risk of loss and damage of goods sold as well as the responsibilities related to the damage which they could cause.
As soon as it has knowledge of the action of third parties designed to obstruct to this provision and, in particular, when a third party would be led to assert their claims on the products sold by way of seizure, confiscation or any other equivalent procedure, the Customer must notify us so that we can safeguard our interests.
The price of sale applicable to products sold are listed on the schedule in force, available on request, except for quotations and orders that are the subject of a quote and a specific price.
Unless special provisions, the prices are stated in euros, excluding vat, ex-works, including packaging unless special packing required by the Customer, taxed extra.
They are a function of our tariff in effect on the date of delivery or collection.
Any discount, rebate or discount will be given on the price in force, except for trade negotiation in particular.
If prices are changed, the formula is the following :
Pn =P0 x(In xI0)
With :
Any tax, duty, customs, or other benefit payable under the terms of the French regulations or those of an importing country or a country of transit are the responsibility of the Customer. All prices are charged in euros.
In the event of a change on the nature of the benefits, as in the case of a variation of more or less twenty (20) per cent in the volume
of sales compared with the amounts provided for the initial estimate,
our Company reserves the right to revise the unit price of its offer.
Our Company reserves the right at any time make any
modification as it deems useful to the products without obligation to modify products previously delivered or in the course of order. Our Company reserves the right to change, without
notice, models defined in its brochures, catalogs, and print advertising different, these documents do not have a contractual value.
Our Company reserves the right, upon acceptance of the offer, or even in the course of delivery and, in particular, in the case of a payment request by the Customer, to require a guarantee of payment of the sale price, net of deposits, advances and payments made. This guarantee takes the form of a joint and several guarantee granted by a credit institution, an insurance company or an organization of collective guarantee.
Our Company may request an increase in the amount of the payment guarantee in case of modification of the initial order.
In the absence of issuance of the guarantee, our Company will not respond to the command, suspend further deliveries or cancel the order, as of right, without compensation and the fault of the Customer.
The suspension will take place eight (8) days after notice has taken effect. This suspension resulting from the mere default of issue of the guarantee requested is not conditioned by a default of payment.
The payment guarantee will be released after the effective settlement of the final invoice.
Our Company reserves, in respect of the privilege furniture and special-called ” pluviose “, the right to enter into with the Customer, who accepts, an agreement the object of which is to succeed our Company to the Client as a creditor of the employer if the products subject to the order are made for the execution of work with the character of public works. The Customer undertakes, in accordance with article 110 of the Code of public contracts, to address this agreement, for approval, to the person in public to the transaction and the accounting assignataire.
Unless special conditions apply, the price is payable immediately and without deduction on receipt of the invoice.
Except as specifically provided in the purchase order and/or inter-professional agreement applicable, the payment would be made forty-five (45) days end of month (45 days from the date of issuance of the invoice, the payment limit speaker at the end of the calendar month in which expire 45 days).
Except when special conditions are fixing a higher percentage, an advance equal to fifty (50) percent of the amount of supplies will be paid when ordering. In the case where several situations monthly would be established, this advance will be deducted from the final invoice.
If the payments by bill of exchange has been accepted, the deals must be delivered to our Company within forty-eight (48) hours following the date of the invoice. Any delay will be considered a default in the payment and settlement will become immediately due and payable.
In default of payment of any of the payments that may be granted, all terms will become immediately, and of right payable eight (8) days after notice to pay has been sent by registered letter with acknowledgement of receipt remained unsuccessful.
The Client shall reimburse all costs of litigation incurred to recover sums due, including attorney’s fees of the officers of the department.
The invoices issued to the State, local communities and their public Establishments are payable according to the terms and conditions set forth by the Code of Public Procurement, including in its provisions relating to default interest which will be payable as of right in case of default of payment within the required period.
In no event shall the payments may be suspended, or be subject to any compensation whatsoever without the prior agreement and written consent from our Company.
Any partial payment will be charged to the unsecured part of the debt and then click the sums which is older. All credit deterioration of the Customer will be able to justify the requirement of guarantees or of a cash payment, or by a bill payable to order, before the execution of orders received.
In the event of late payment, the Customer will be as of right and without prior notice, to pay a penalty for late payment calculated pro rata temporis from the application to the full amounts due, to a rate equal to the interest rate applied by the european central Bank plus ten (10) points, as provided for in article L. 441-6, I, clause 8 of the Code of commerce. The interest will run from the day following the payment date shown on the invoice and will continue to run until the date of payment in full of all sums owed to our Company.
In addition, a fixed compensation for recovery costs, in the amount of forty (40) euros will be due and payable as of right and without formality in the case of late payment, supplemented where appropriate by the recovery costs extra to have been incurred by our Company.
When our company makes the delivery on a site chosen by the Customer, the invoices must show clearly all of the items at the Customer’s expense, and, in particular transport costs, possible customs formalities as well as their costs. Only claims that are formed in a period of 15 days from the receipt of the invoices will be taken into account.
In any case, the payments may be suspended. Any partial payment will be charged to the unsecured part of the debt and then click the sums which is older.
The protest in part, of an invoice or a situation does not relieve the Customer of the rules of the undisputed part.
In the event that our company would accept the return of the products sold shall be to the benefit of the Client will be established. In the case of non-conformity of the delivered products, the delivery will be made, or the Customer will be refunded, excluding any compensation or damages and interests.
The products are sold subject to the legal guarantees.
The warranty, however, is excluded :
Dimensions, weight and color of some products which are subject to variations inherent to their nature or workmanship, enjoy the customary tolerances.
Regarding the color of the coatings and materials, respect of hues is subject to customary tolerances and their place in time is not guaranteed unless otherwise a special expressly accepted by our Company.
The replacement of the goods or the defective parts will not have the effect of extending the duration of the warranty set above.
In any event, the liability of our company for any reason whatsoever, is expressly limited to the amount of the offer or of the order to the exclusion of any payment of compensation of any kind and for any purpose whatsoever, subject to the provisions applicable to the warranty against hidden defects. It does that only for the case of a defect of the sold products found in a contradictory manner, to the extent that the defect is not due to one or more of the situations listed in article “Places and delivery times for Products ” or incorrect intervention on the part of the Customer or a third party.
In all cases, the Customer shall continue to pay all other charges and/or allowances of any nature whatsoever, including costs of installation/uninstallation, the operating losses, financial losses, loss of opportunity or gain, of the cost of removing/replacing, the damage to the environment and statutory damages, and all other claims of third parties.
In case of nonperformance of the obligation by one party, the contract shall be automatically terminated in favour of the other party, without prejudice to any late payment penalties and damages that might be claimed to the defaulting party.
The cancellation will take effect the eight (8) days after the sending of a formal notice has remained unsuccessful.
In case of cancellation accepted by our Company, of all or part
of an order, the goods already delivered or in the course of delivery will be the responsibility of the Customer.
In any case, the fact that our Society to refrain from claiming the implementation of an obligation to which he is entitled shall not be construed as a waiver of the performance of that obligation, regardless of the duration of the forbearance or tolerance.
For all disputes relating to the execution or interpretation of the present convention, shall have exclusive jurisdiction of the commercial court in the jurisdiction of which is situated the headquarters
our corporate, even in cases of appeal or plurality of defendants.
By express agreement between the parties, these general conditions of sale and purchase transactions and resulting sales are governed by French law.
The application of the provisions of the Vienna Convention on the international sale of goods is excluded.
For convenience, a English translation of these terms and conditions of sale has been established. However, in the event of a dispute, only the French text shall prevail.
Low-tech innovation for all