General conditions of sale - DOCR0104 Ind B
Unless otherwise agreed upon in writing, the silence of the customer during a period of eight (8) days following receipt of the notice of the order acceptance is deemed to be the approval of general conditions of sale contained herein, notwithstanding any general conditions of the customer to the contrary.
2.1 Except in the case of an express stipulation to the contrary approved by the Seller, a delay of delivery shall not result in the cancellation of an order.
2.2 The Seller shall be released from all its commitments relating to delivery periods if the Customer shall not have respected its obligations relating to the order concerned, shall have failed to make payments due to the Seller, or if the delay results from force majeure such as or generally speaking, any events independent of the will or beyond the control of the Seller.
2.3 All transportation and customs clearance operations shall be the responsibility and at the expense of the Customer who shall bear all the risks and dangers thereof, regardless of whether the Seller or the Customer selected the transporter. The Customer, consequently, shall be responsible for verifying goods upon their arrival and for taking action against the transporters, if necessary. In the case of shipment by the Seller, this is effected “port dû” and at the lowest rates, except in the case of an express request to the contrary by the Customer.
2.4 We do not accept any liquidated damages.
Prices are exclusive of taxes, ex-works or Seller’s warehouse, for delivery within the delivery period.
4) Late payment
4.1 Any delay in payment shall, ipso iure and without prior summons, cause interest to accrue on the sums due at French interest rate * 1.5.
4.2 Non-payment of an invoice shall authorize the Seller, without prejudice to its other rights and remedies, to suspend any delivery to the Customer until payment in full shall have been made.
4.3 In addition to the provisions of Article 5 hereinbelow the Seller may, seven (7) days after a formal notice to pay without effect, request that the goods in the Customer’s possession be returned.
5) Title reserved
The Seller shall retain ownership to the sold goods until payment in full of the purchase price, plus any other monies owed, shall have been made.
Nevertheless, the Customer shall upon delivery of the goods assume the risks of their loss or deterioration, as well as the liability for damages they could cause.
Any claim for error, deficiency or apparent default shall be filed not only with the transporter but also with the Seller within three days of delivery of the goods to the Customer either directly or by a transporter.
7.1 In order to benefit from the warranty set forth hereinabove, the Customer shall immediately and in writing advise the Seller of alleged defects and place the Seller in a position to carry out all necessary verifications and investigations.
7.2 The warranty shall be strictly limited to the replacement of the part recognized as defective by the Seller.
It is expressly agreed upon, that the Seller shall hot be liable for any other indemnisation in particular, the Seller shall not be liable for direct or indirect consequence, resulting from defects in the goods delivered by him.
7.3 This warranty shall be valid for a period of twelve (12) months from the date of delivery.
7.4 The warranty does not apply in the following cases:
events of force majeure;
damages incurred during transportation of the goods;
normal wear an tear;
deterioration resulting from negligence, deficient supervision;
any other events beyond the scope of the Seller’s responsibility.
IN THE ABSENCE OF AN AMICABLE SETTLEMENT AND EXCEPT IN CASE OF AN EXPRESS STIPULATION TO THE CONTRARY, ANY DISPUTES ARISING OUT OF THIS AGREEMENT SHALL BE SUBMITTED TO THE EXCLUSIVE JURISDICTION OF THE TRIBUNAL OF COMMERCE OF THE DISTRICT OF THE SELLER’S REGISTERED OFFICE, WHATEVER THE CONDITIONS OF SALE MAY BE AND EVEN IN THE CASE OF AN IMPLEADER OR A PLURALITY OF DEFENDANTS.
APPLICABLE LAW: LAWS OF FRANCE