Bourgeat 2018

246 GENERAL TERMS OF SALE - BOURGEAT ARTICLE 1 – Applying the general terms of sale – Applicability In accordance with Article 441-6 of the Commercial Code, the present general terms of sale are the basis for business negotiations and shall systematically be sent or given to each buyer to enable him or her place an order. They shall take precedence over the conditions of purchase, except where otherwise formally accepted in writing by the seller. ARTICLE 2 - Orders To be valid, each order must contain the exact quantity and references of the products sold. Except where otherwise specifically stipulated, for the buyer, placing the order is tantamount to accepting the seller’s terms of sale. ARTICLE 3 – Order modification Any order change or resolution requested by the purchaser can only be taken into account if it is accepted by the seller and is received in writing prior to the shipping of the products. ARTICLE 4 - Prices The products shall be provided at the prices applicable at the time of dispatch, in euros and taking account of the VAT applicable on the date the order was placed. Any change in the rate may be reflected on the price of the products. The seller reserves the right to modify its prices at any time subject to thirty days advance notice. ARTICLE 5 - Delivery 5.1. Modalities Delivery shall be made in accordance with the order and the modalities agreed upon by both the seller and buyer. 5.2. Risks Transport-related damage The goods shall be transported at the buyer’s risk. The carrier shall be solely responsible for any damage, loss, theft or late deliveries. During delivery, the client MUST check the state of the delivered goods, indicate any specific reservations on the carrier exculpation document and confirm them with the carrier by registered mail within forty-eight hours after receiving the goods. If the goods are delivered directly to an end-user on behalf of the client, the client shall be responsible for receiving the goods and for expressing any possible reservations to the carrier as specified in the foregoing paragraph. Where the client fails to comply with this complaint-lodging procedure, the seller shall not be held responsible for any damage occurring during transportation Incomplete deliveries In case of complaint concerning incomplete deliveries, the delivery shall be reconstituted and the verified weight shall be deemed valid with regard to the one indicated on the waybill. Any complaint can only be taken into consideration if lodged in writing within five days after the invoicing date. ARTICLE 6 - Acceptance Without prejudice to the measures to take vis-à-vis the carrier, as stipulated above, complaints about obvious defects or non-conformity of the delivered products with the products ordered or dispatch note must be lodged in writing within five days after receiving the products. ARTICLE 7 - Returns Goods may only be returned after a formal agreement between the seller and buyer. Any product returned without this agreement shall be placed at the buyer’s disposal and no credit note shall be issued in relation thereto. The costs and risks inherent in returning the goods shall be borne by the buyer. Any request to return some goods must be made within a maximum of five working days starting from the good-delivery date. If accepted by the seller, the goods shall only be taken back on the following conditions : •The goods must be in a perfect state, must not have been used and must be returned with all their accessories and documentation, in their original package and still covered by the stainless steel surface protective film. •The packaging and transport costs to and fro shall be borne by the client. Except in case of error attributable to the seller, this latter shall apply a 20 % discount on the invoice amount for the goods, to cover the management and restocking costs. Any product order outside the catalogue shall be deemed firm and definite; these “non- catalogue” products shall not for any reason whatsoever be accepted if returned. ARTICLE 8 – Reproducing and modifying the products Pictures of the articles in the seller’s catalogue, as well as the descriptions thereof, are given for information purposes only. The seller reserves the right to make any modifications it deems necessary on its products. Special items produced in accordance with a model or drawing shall be the buyer’s responsibility as regards the applicable patent and copyright scheme. Returned special items shall not be accepted. ARTICLE 9 – Guarantee 9.1. Range The seller only guarantees the goods on the normal utilisation conditions and for a period of one year as from the invoicing date. In case of repair during the guarantee period, spare parts shall be provided free of charge by the seller whereas the cost of labour shall be borne by the client. The client shall equally bear the costs of dispatching and returning the materials and spare parts. Spare parts, which are indispensable for use, are available for a period of 10 years after our products go out of production. InaccordancewithEuropeandirectives2012/19/EUand2011/65/EU,relatingtoelectrical and electronic equipment waste (WEEE) and the restriction on the use of hazardous substances in electrical and electronic equipment (EEE), the seller is registered in the ADEME (environment and energy control agency) register of producers. Insofar as some of our equipment is covered by Decree No. 2014-928 of 23/8/2014, our company, working through a collection system managed by an eco-organisation, organises and pays for the pickup and selective treatment of our professional WEEE placed on the market after 13/08/2005 or when replacing equipment that is equivalent or provides the same function. The buyer undertakes to pass on these terms to any subsequent purchaser of electrical and electronic equipment (EEE) and provide the eco- organisation with all required information. The buyer and/or the end user shall send end-of-life EEE recovery requests to our eco-organisation through the website www.e- dechet.com or by calling + 33 (0)1 30 57 79 14 giving the information needed to locate the WEEE. Depending on their configuration, EEE shall either be voluntarily taken to a collection point or picked up by the eco-organisation from the end user, with the cost of pickup being borne by the latter if weighing less than 500 kg. This eco-organisation ensures the pickup and processing of WEEE in French overseas regions and territories under the same conditions as in mainland France. The eco-organisation shall assume full responsibility for end-of-life EEE from the time equipment is picked up or voluntarily taken to the collection point. 9.2. Exclusions The guarantee shall not apply to obvious defects. Also excluded from the guarantee are faults and defects resulting from natural wear or from an external accident, or even from a modification of the product not planned for or specified by the seller. ARTICLE 10 - Invoicing An invoice shall be issued by the seller for each delivery. ARTICLE 11 – Payment 11.1. Modalities In accordance with law 2008-776 of 4 August 2008, the seller’s invoices are payable after thirty days, at the end of the month. Any product dispatched from the 1st to the 30th or 31st of each month shall take on the value of the said month. In case of late payment, lateness penalties shall be payable the day after the payment date indicated on the invoice. The interest rate used to calculate these penalties, under the terms of Article L.441-6 of the Commercial Code, shall be equal to the interest rate applied by the European Central Bank for its most recent refinancing operation increased by a number of percentage points. These penalties shall be automatically payable. In addition to late penalties, any late payment shall automatically lead to the debtor being required to pay a fixed sum of €40 for collection costs under Articles 441- 6 and D. 441-5 of the Commercial Code. Additional compensation may be claimed on evidence should recovery costs exceed the amount provided for. The seller reserves the right to modify the payment deadlines granted to its clients. At the end of these deadlines, the deliveries shall be paid for in advance through bank transfer. 11.2. Demand for guarantee or payment Any deterioration in the buyer’s credit may result in a demand for guarantees, especially cash payment or payment through draft payable at sight, before the execution of incoming orders. ARTICLE 12 - Risks The buyer shall bear the risks, even in case of carriage paid sale, upon dispatch of the goods from the seller’s warehouses. Therefore, the goods shall travel at the buyer’s risk; in case of damage, loss or incomplete delivery, the buyer shall lodge all complaints or file claims with the carriers responsible as stipulated above. ARTICLE 13 – Reservation concerning ownership In accordance with Articles 2367 to 2372 of the Civil Code, the goods shall remain the seller’s property until they are paid for in full. ARTICLE 14 - Jurisdictional venue – Dispute In the absence of an amicable settlement of a dispute, the jurisdictional venue for any dispute arising in connection with the composition or execution of the order shall be the Court of Vienne (Isère-France), unless otherwise required by the seller. This clause shall apply even in the event of summary judgement, incidental claim, multiple defendants or warrantee proceedings, regardless of the mode and modalities of payment; no jurisdictional venue clause on the buyers’ documents may hamper the application of the present clause.