These terms and conditions apply to sales between our company and the purchaser. All orders automatically imply adherence to these terms and conditions of sale, which prevail over the terms and conditions contained in any document issued by the purchaser, unless we formally and expressly agree otherwise.
The fact that our company derogates from these terms and conditions cannot be interpreted as a waiver to do so at a later date. The explicit provisions and agreements by the parties between them derogate only from the contrary provisions contained herein.
We reserve the right to make the opening of an account or the application of our conditions conditional to obtaining accounting, financial and legal documents and, where applicable, guarantees. The grant of a payment extension is subject to prior financial analysis..
Our delivery times shall be understood to run from the date on which our company receives the order from the purchaser. Delivery times are communicated as accurately as possible but remain subject to supply and transport possibilities. We do not accept any penalties or indemnities of any kind whatsoever for late delivery.
Our delivery obligations are suspended by right and with no formality, and we cannot be held liable, if certain events should arise such as: strike, supplier failure, import restriction or ban, as well as in the event of circumstances arising that are beyond our control and that of our suppliers, coming after the contract has been entered and preventing its performance under normal conditions.
All of our merchandise is sold ex our warehouses and depots. Our merchandise travels and is unloaded at the recipient customer’s risk; this latter must check the condition of merchandise upon arrival and, if necessary, bring any claims against the haulier.
Prices applied are those in effect on the date of the order and are given exclusive of tax, exclusive of waste removal and recycling costs, inclusive of customs duties but port and packaging are additional, and excluding eco-contributions or other taxes, which are passed on to our customers in accordance with regulations in force. Our prices are given ex warehouse, and do not include insurance, packaging and transportation. The conditions for the application of carriage and packaging , as well as surcharges for low value orders or for over the counter delivery, are the subject of special terms and conditions.
Our invoices are payable within 30 days of the end of the month in which delivery is made, by direct draft. No discount is provided for early payment. The late payment of any instalment whatsoever will result, as of right and with no prior notice, in the forfeit of the payment term, the full outstanding amount becoming immediately payable. 100% of non-payment expenses will be re-invoiced, including bank charges.
In accordance with statutory provisions, in the event of late payment, late payment interest will be applied at the rate applied by the European Central Bank during its most recent refinancing transaction, increased by 10 percentage points. A flat-rate recovery charge of 40 Euros for each outstanding invoice will also be applied.
In the event that the purchaser’s circumstances should change, in particular in the event of death, incapacity, if a company is wound-up or changed, its property mortgaged, its business sold or pledged, outstanding sums owed to our company will become payable with immediate effect, regardless of the terms and conditions that were previously agreed.
RESERVATION OF TITLE
Our company retains the title to products sold until payment in full of their price and incidental charges. In the event that cheques or commercial bills are used, payment will be deemed to have been made only once they have been cashed by our company.
However, risk in the products having been transferred to the purchaser upon dispatch, this latter undertakes to insure them and to indicate our status as owner to the insurer. If the purchaser should be the subject of amicable settlement, receivership or compulsory liquidation proceedings, or any equivalent proceedings, it must inform us thereof in writing sent by recorded delivery with acknowledgement of receipt, without delay, so that an inventory of products sold with reservation of title and held by the purchaser in its stocks can be drawn up and so that this reservation of title clause can be activated.
If full or part payment of the price of the goods has not been made by the due date, these latter must be returned to us upon first written request, at the purchaser’s expense, risk and peril, which undertakes to do so, and this eight days after notice sent by recorded delivery with acknowledgement of receipt and addressed to the purchaser has remained without effect during said period.
WARRANTY – LIABILITY
The goods sold are guaranteed against non-conformity for a period of twelve (12) months from the date of invoice. After this period our company will not be liable, whether to the purchaser or to any third party, under any form of guarantee.
The guarantee is expressly limited to the free-of-charge replacement of defective items provided free at our address. The replacement of parts does not extend the guarantee period. The company may request that the defective product be sent in order to carry out a technical expertise or a visual check.
Excluded from our guarantee are the costs of removal, installation, packaging, return transportation of products that have been acknowledged as being defective, as well as labour costs and accommodation costs for an intervention on site under the guarantee.
Our merchandise is sold for the use, specified purpose, the technical characteristics and the deployment set out in the catalogues of our suppliers. Failure to comply (i) with the normal conditions of storage according to the behaviour of a reasonable person or (ii) recommendations for the storage of the merchandise or (iii) any use that differs and/or does not conform with reference to the information contained in the guarantee determined by our suppliers, in particular that could consist of a failure to comply with the conditions for mounting, assembling, or any other instructions and (iv) not having received our written agreement , fully releases our company from all direct or indirect liability. In particular, we will not be liable for any damage caused to persons or goods that may result from the non-compliant, unsuitable and/or denatured use of the merchandise sold by our company within the meaning of the foregoing provisions. The storage, mounting, assembly and use of the merchandise, their potential integration into a unit, a sub-unit or any other element is carried out under the customer’s sole and entire responsibility.
Are thus excluded from our guarantee damage caused by a connection error, insufficient product protection or maintenance, a mounting error, mishandling, or the fact that the purchaser’s or any re-seller’s premises lack the infrastructure required for the correct use and installation of the products in question, in accordance with the instructions or recommendations of the suppliers and/or manufacturers.
In any case, the statutory guarantee covering all of the consequences of proven hidden defects applies (article 1641 and following of the Civil Code).
All undertakings provided by our company will be suspended in all cases where the non-performance of an obligation is the result of a force majeure event, such as a full or part strike in our establishments or in those of our suppliers and transporters, flood, fire, theft, embargo.
If the purchaser should fail to perform any one of its obligation whatsoever under the terms hereof, and 48h after notice has been given in writing sent by recorded delivery with acknowledgement of receipt, which has remained without effect in whole or in part during said period, the sale will be cancelled as of right, immediately and with no formality. We will keep any down payments made by the purchaser as compensation, without prejudice to the payment by the purchaser of compensation to repair the entire prejudice suffered.
If a clause in these general terms and conditions of sale should be declared invalid, the validity of the remaining provisions shall not be affected.
CHALLENGES – DISPUTES AND JURISDICTION
Professional parties agree to do their utmost to find an amicable solution to any challenge that may arise as to the interpretation, performance or termination of these general terms and conditions of sale.
If no amicable solution can be found, any dispute arising from the sale to purchasers residing in France will be submitted to the Commercial Court of Nanterre, including in the event of warranty claims or the introduction of third parties. The domiciliation of a commercial bill and our acceptance of settlement does not imply either novation or derogation with reference to this attribution of jurisdiction.
PERSONAL DATA – DATA PROTECTION LAW
For the purposes of data processing inherent to our sales activity, you are informed that we may collect, process, transfer our customers’ personal data. These latter have the right to be provided with their Personal Data, and to request rectification, updates, portability or removal of their Personal Data. Further, you also have the right to restrict the processing of Your Personal Data.
These rights of access, rectification, portability or removal can be exercised by sending a letter, by postal delivery, to: ACR GROUP, 2/3 Route de Mole – Bat. C46 – 92637 GENNEVILLIERS – FRANCE or by mail to: email@example.com
Our customers are informed that they can also exercise their rights by contacting the CNIL (French Data Protection Agency) (www.cnil.fr)