General terms of sale
Terms of Sales :
The information were concerned catalogs, notes and scales are given only as a rough guide and do not commit the seller. The seller is bound by the commitments of his representatives or employees only subject to confirmation emanating from himself The offers are valid only within the limits of the deadline of option. Unless otherwise stipulated, this deadline is of 1 month. The additional stationery are the object of a new offer of the seller. It is that after express acceptance by the seller of order of the buyer that both parts are bound by the sale contract. Except special convention noticed, the acceptance of the offer by the customer involves its membership in the present general terms of sale. In the hypothesis where the buyer would intend to take advantage of opposite clauses, he will have to send to our company a registered letter with recorded delivery in 15 days following his knowledge of the present general terms of sale. A negotiation can then make a commitment to reach a possible agreement between the parties. Since the deadline of 15 days will be sold without appearance of will on behalf of the buyer, the present general terms of sale will be considered as irrevocably accepted without any reserve.
Terms of delivery :
Goods are sold, taken and approved in factories or store of the seller, even if the postage-paid is granted. If the shipping is delayed by the buyer and the seller grants it, goods are stored and handled at expenses and risks of the buyer without responsibility for the seller. These measures modify not at all the obligations for payment of the supply and establish no novation to the sale contract. Goods always travel at the risks and the dangers of the buyer, except his recourse against the carrier. It falls to the buyer, when he is himself an addressee of the sending, or to his representative when the buyer makes manage the sending to a third party, to receipt dated to the carrier only having made sure that stationery were delivered to him for the normal deadlines and good state. In case of damage or of absent person, the addressee has to achieve all the formalities of law (in particular reserves on it)
The choice of the carrier by the seller does not modify these obligations of the buyer. Except the case where the buyer wishes to choose the carrier or to define condition of the carrier, the shipping are made according to the seller by every possible means by transport, in the most reduced rate. If the buyer imposes his carrier or conditions of transport particular, the seller is entitled to charge him the supplement of the transport costs which he can be brought to support of this fact.
The seller incurs no responsibility of the fact that stationery would not have been packed, in the absence of precise commitment of its part on this point in the sale contract.
Property reserve :
Ownership transfer of the goods is suspended from the complete payment of their price, in main thing and accessories, the risks, the loss or the deterioration of these goods as well as the damage which they could cause falling however to the buyer from the stake of these at his disposal. The seller will benefit from the right of resumption, consequence of the transfer postponed from the property and if he is put obstacle to this resumption address Mister President of the Commercial court of Quimper ruling in emergency proceeding, so that he orders it. The buyer will have to watch that the identification of the goods is always possible. Products in stock are presumed to be the ones to pay.
Studies and projects :
The studies and documents of all kinds transmitted by the seller always stay its whole property. They must be restored to him on his demand. The seller preserves entirely the intellectual property of these projects which can be neither communicated nor executed without his written authorization.
Delivered quantities :
The charged quantities are the ones which were really delivered. They can postpone ordered quantities without this fact can entail a contesting on behalf of the buyer.
Delivery deadlines :
The delivery deadlines indicated by the seller get on from the date of the acknowledgement of receipt of order. Except express agreement these deadlines are given only as a rough guide and are not rigorous, their overtaking can entail neither cancellation of the order, nor compensation. Even in the case of formal acceptance by the seller, of deadlines the overtaking of which would entail penalties, the execution of stationery can be suspended or delayed without compensation chargeable to the seller if the terms of payment are not observed by the buyer or if the information to be supplied by this last one did not reach the seller in due course. The war, the strikes, the epidemics, the total or partial interruption of transport, the shortage of raw materials, the hindrances resulting from measures of the authority regarding import of responsibility or internal economic regulations, the incidents or accidents of any causes entailing the unemployment of everything of all or any factories, the fire, the flood, the breaking of machine, the difficulties of transport, the accident of manufacturing, the imperfection of the raw material as a result of the deficiency of a supplier, quite other accident or the not attributable event to the seller and presenting an irresistible and unpredictable character which prevents or reduces the manufacturing, is considered as cases of absolute necessity and unload our company of the obligation to deliver, without compensation neither damage interests and, in a general way, any coincidences or of circumstances outside one’s control authorizing by rights the suspension of the current contracts or their late execution without compensation(allowance) nor damage.
Prices are established on the basis of the economic conditions indicated in the offers. They are revisable according to the variation of the costs of their constituent elements within the framework of the legislation in force. Charged prices are the ones current, in particular if necessary according to price lists or scales, the day of the provision of stationery. The variations of price can be, on no account, a motive for termination of the order. Minimum order and postage-paid: these conditions are defined on our price lists.
Invoicing is performed at the time of implementation. Supplies are payable to the supplier’s headquarters 30 days net, or by specific agreement, on the due date stated on the invoice. In the case of any payment prior to the due date, the supplier will provide a discount under the conditions stated on the invoice. All due and unpaid amounts will accrue interest by right and without formal notice at the legal interest rate plus 50%. This interest will be invoiced separately at the end of the month. Nonpayment by the buyer of a due invoice immediately renders the other invoices that have been sent to him immediately due, even if other commercial instruments are already in place and all sales not yet completely executed and not yet paid shall be rescinded by right if the seller deems fit, following a formal notice for payment where he will confirm his intention to invoke this clause, and that would not have immediately been acted upon. The supplier will be entitled to carry out or to repossess at the buyer’s cost, the supplies whose sale will have been cancelled by right. In the case of interference with this repossession, the supplier will be able to appeal to the Presiding Judge of the commercial court of Quimper acting in summary proceedings in order to decide. For the purpose of the above, the payments that have been received will be allocated by priority to the supplies that do not exist in kind. For any new supplies, the supplier will have the right to require cash payment prior to shipping. Any change in the buyer’s situation such as, for example, the sale or transfer of all or part of his business, death, inability, dissolution, or change in form, even following the partial performance of the trade or orders, will lead to the same provisions being applied as those referred to in case of non-payment of invoices.
Unless otherwise stipulated, orders are executed according to the standards it exists and with tolerances of use in current quality and without respect in the special use there for which the buyer intends them. The desk clerk has to verify immediately the quantity, the weight, the dimensions and the quality. Goods are guaranteed against the not visible defects of material and manufacturing and against the latent defects during 12 months as from their starting, and at the latest 18 months after the date of provision. During this warranty period, any complaint will necessarily have to be formulated by registered letter with recorded delivery at the latest within one month after the discovery of the defects or the vices and any action must, to be acceptable, be instituted for the deadline of use of 2 months following the complaint. The seller can have only in the pure and simple replacement, in the price list of the most reduced transport, the defective recognized goods without other allowance, so replaced stationery staying its property. The imperfections resulting from a storage, from an assembly or from a use of goods by the clientele in abnormal conditions are excluded from any guarantees, or not corresponding to the rules of art. The seller accepts no return without having authorized him previously.
Test and reception :
Goods are checked in the factories of the seller only on the express demand of the buyer and according to the methods suited during the order. The corresponding expenses, in particular the expenses of vacation and report are chargeable to the buyer.
Attribution of jurisdiction :
In case of contesting, the French law is only application and the courts of the head office of the company are only competent, whatever are the terms of sale and the method of payment suited even in case of call in guarantee or of plurality of applicants or defendants.