Terms and conditions of sale

Article 1 – Purpose and scope

1.1 Any order of products implies the acceptance without reserve by the purchaser, and its full and complete adhesion to the present general conditions of sale which prevail on any other document of the purchaser, and in particular on any general conditions of purchase, except express and preliminary agreement of our company.

1.2 The present general conditions of sale apply to all sales of products by our company, unless a specific agreement prior to the order has been agreed in writing between the parties. Consequently, the placing of an order by a customer implies the latter’s unreserved acceptance of these general terms of sale, except in the case of special conditions agreed in writing by our company to the purchaser.

1.3 Any other document than the present general conditions of sale and in particular catalogs, prospectuses, advertisements, notices, has only an informative and indicative value, not contractual.

Article 2 – Intellectual Property

2.1 All technical documents given to our customers remain the exclusive property of the seller, the sole owner of the intellectual property rights on these documents, and must be returned to him at his request.

2.2 Our customers undertake not to make any use of these documents that might infringe our company’s industrial or intellectual property rights and undertake not to disclose them to any third party.

Article 3 – Orders

3.1 Definition : By order, it is to be understood any order relating to our products appearing on our tariffs, and accepted by our company, accompanied by the payment of the installment possibly envisaged on the purchase order.

3.2 Update :

3.2.1. The orders transmitted to our company are irrevocable for the customer, except written acceptance of our part.

3.2.2. Any request for modification of the composition or volume of an order placed by a customer can only be taken into account by our company if the request is made in writing or by e-mail, and is received by our company, at the latest 8 days after receipt by our company of the initial order. In case of modification of the order by the customer, our company will be released from the deadlines agreed for its execution.

Article 4 – Delivery

4.1 Delivery time

4.1.1. Delivery times are given for information purposes only and are indicative, depending in particular on the availability of carriers and the order of arrival of orders.

Our company endeavors to respect the delivery deadlines it indicates at the time of acceptance of the order, according to the logistical deadline of reference in the profession, and to carry out the orders, except in the event of force majeure, or in the event of circumstances beyond its control, such as strikes, freezing, fire, storm, flood, epidemic, difficulties of provisioning, without this list being limitative. Delays in delivery cannot give rise to any penalty or compensation, nor can they motivate the cancellation of the order.

4.1.2. Any delay in relation to the indicative delivery deadlines initially planned cannot justify a cancellation of the order placed by the customer and recorded by our company.

4.2 Risks: The transfer of risks on the products sold by our company is carried out at the handing-over of the products to the carrier or at the exit of our warehouses.

4.3 Shipping : It is up to the customer, in case of damage of the delivered goods or of missing goods, to make all the necessary reserves with the carrier. Any product that has not been the subject of reservations by registered letter with AR within 3 days of receipt from the carrier, in accordance with Article L.133-3 of the Commercial Code, and a copy of which will be sent simultaneously to our company, will be considered accepted by the customer.

4.4 Reception :

4.4.1. Without prejudice to the measures to be taken by the customer vis-à-vis the carrier as described in article 4.3, in case of apparent defects or missing items, any claim (beyond a margin of +/- 5% and except for specific articles or cases of force majeure), whatever its nature, concerning the delivered products, will only be accepted by our company if it is made in writing, by registered letter with acknowledgement of receipt, within the period of 3 days provided for in article 4.3

4.4.2. It is up to the buyer to provide all the justifications as for the reality of the defects or lacks noticed.

4.4.3. No return of goods may be made by the customer without the prior express written agreement of our company, obtained in particular by mail or e-mail.

Les frais de retour resteront à la charge de l’acheteur sauf accord express de notre part.

4.4.4. The return costs will be charged to the buyer unless we expressly agree otherwise.

4.4.5. The unconditional acceptance of the products ordered by the customer covers any apparent defect and/or shortage. Any reservation must be confirmed under the conditions provided for in article 4.4.1

4.4.6. The claim made by the purchaser in the conditions and according to the methods described in this article does not suspend the payment by the customer of the of the goods concerned.

4.4.7. The responsibility of our company can in no case be called into question for facts during transport, destruction, damage, loss or theft, even if it has chosen the carrier

4.5 Suspension deliveries: In the event of non-payment of an invoice that has fallen due, after after formal notice remained without effect within 48 hours, our company reserves the right to suspend company reserves the right to suspend all current and/or future deliveries. future.

4.6 Refusal of order: In the case where a customer places an order to our company, without having proceeded to the payment of the previous order(s), our company can refuse to order and to deliver the goods concerned, without the customer being able to concerned, without the customer being able to claim any compensation, for any reason whatsoever. any reason whatsoever.

Article 5 – Tariff and Price

5.1 Tariff :

5.1.1. The current price list can be revised at any time, after prior information of our customers. Any tariff modification will be automatically applicable on the date indicated on the new tariff.

5.2 Price :

5.2.1. Our prices are fixed by the tariff in force at the day of the placing of the order.

5.2.2. They are always exclusive of tax and shipping costs.

For the specific articles, a payment of 70% of the amount including all taxes will be asked with the order.

A minimum charge of of 50€ HT will be applied.

For prices specified by quantity, any order for a smaller quantity will result in a change in the will result in a change in the price quoted.

5.2.3. Unless agreement, delays in delivery do not entail cancellation or modification of the modification of the contract. They cannot give rise to damages. The penalty clauses appearing on the commercial papers of our customers are not are not opposable to us.

5.2.4. The in an order are accepted by our company and are only binding under the following conditions company and are only binding under the following conditions: compliance by the customer with of the conditions of payment and payment of the installments, supply in time of the technical technical specifications, no delay in the studies or preparatory work, no case of preparatory work, absence of force majeure, social, political, economic or technical events political, economic or technical events that hinder the operation of our factories or their supply or their supply of components, energy or raw materials.

5.2.5. Sauf accord contraire, les emballages sont déterminés et préparés par notre société. Ils sont facturés en sus des prix indiqués à la commande s’ils ne correspondent pas à nos standards ou s’il s’agit d’une demande spécifique de l’acheteur.

Article 6 – Terms of payment

6.1 Unless Unless otherwise agreed, the packaging is determined and prepared by our company. They are invoiced in addition to the prices indicated at the time of order if they do not correspond our standards or if it is a specific request of the buyer.

6.2 Cash payment: All orders that we accept to execute are, that the customer presents sufficient financial guarantees, and that he will effectively and that he will effectively pay the sums due at their due date, in accordance with the legislation. Also, if our company has serious or particular reasons to fear to fear payment difficulties on the part of the customer at the date of the order the date of the order, or after it, or if the customer does not present the same does not present the same guarantees as at the date of acceptance of the order, our company can subordinate the acceptance of the order or the continuation of its execution the acceptance of the order or its further execution to a cash payment or to the provision by the customer of guarantees in favor of our company.

Our company will also have the faculty, before the acceptance of any order, as during the execution during the execution, to require from the customer communication of its accounting documents, and in particular profit and loss accounts, even if they are provisional, allowing to assess its solvency.

In case of refusal by the customer of the cash payment, without any sufficient guarantee being proposed by the latter, our company may refuse to honor the order(s) placed and order(s) placed and to deliver the goods concerned, without the customer being able to unjustified refusal to sell, or to claim any compensation. compensation.

6.3 Non-payment

6.3.1. any amount including all taxes not paid by the due date will result in the payment by the customer of penalties fixed at three times the legal interest rate. These penalties are payable by right and will be automatically debited from the customer’s account. customer’s account.

Any payment shall automatically give rise, in addition to the late payment penalties referred to penalties referred to above, the payment by the Customer of a fixed indemnity of 40 € for for collection costs.

An additional indemnity may be claimed, upon justification, when the collection costs expenses are higher than the amount of the lump-sum indemnity. lump sum

6.3.2. In addition, our company reserves the right to refer the matter to the competent court in order to stop this non-performance, under daily penalty per day of delay. day of delay.

Article 7 – Reservation of ownership

7.1 The transfer of ownership of our products is suspended until full payment of the price of these by the customer, in principal and accessories, even in case of granting of payment deadlines. Any clause to the contrary, in particular inserted in the general conditions of purchase, is deemed unwritten, in accordance with Article L.624-16 of the Commercial Code.

7.2 By express agreement, our company may enforce its rights under this retention of title clause, for any of its claims, on all of its products in the possession of the customer, the latter being conventionally presumed to be those unpaid, and our company may take them back or claim them as compensation for all its unpaid invoices, without prejudice to its right to terminate the sales in progress

7.3 In the event of resale, the purchaser undertakes to inform our company immediately to enable it to exercise its right to claim the price from the third party purchaser. The authorization of resale is automatically withdrawn in the event of legal redress or liquidation.

7.4 Our company may also demand, in case of non-payment of an invoice on the due date, the resolution of the sale after sending a simple formal notice. Likewise, our company may unilaterally, after sending a formal notice, draw up or have drawn up an inventory of its products in the possession of the customer, who undertakes, from now on, to allow free access to its warehouses, stores or others for this purpose, ensuring that identification of the company’s products is always possible.

7.5 In the event of the opening of a procedure or liquidation of assets, the orders in progress will be automatically cancelled, and our automatically cancelled, and our company reserves the right to reclaim the goods in to claim the goods in stock.

7.6 This clause shall not prevent the risk in the goods shall pass to the buyer upon delivery to the buyer. to him.

7.7 From the moment of delivery, the buyer is constituted as the depositary and guardian of the said goods. In the event of non-payment and unless we prefer to demand full performance of the sale, we reserve the right to terminate the sale after notice of default and to reclaim the goods delivered, the return costs being borne by the buyer and the payments made being acquired by us as a penalty clause.

Article 8 – Warranty for visible and hidden defects

8.1 The products must be checked by the customer upon delivery, and any claim, reservation or dispute relating to shortages and apparent defects, must be made under the conditions set out in Article 4. In case of apparent defects, the defective parts are replaced by us, subject to verification of the alleged defects. The customer must provide any justification as to the reality of the defects noted, our company reserving the right to proceed, directly or indirectly, to any observation and verification on site.

8.2 The denunciation of the defects existing at the time of the delivery, and revealed after the reception of the products, will have to be formulated by the customer in writing within 3 days following the date on which it will have discovered the defect of conformity. No denunciation will be taken into account if it intervenes more than 3 clear days as from the delivery of the products.

8.3 No action for non-conformity may be brought by the customer more than 30 days after delivery of the products. It is expressly agreed by the acceptance by the customer of these general conditions of sale that after the expiry of this period, the customer may not invoke the non-conformity of the products, nor oppose it as a counterclaim in order to defend itself in an action for the recovery of debts initiated by our company. If these conditions are not respected, the responsibility of our company towards the customer, because of a hidden defect, cannot be called into question.

8.4 The defects and deteriorations of the delivered products consecutive to abnormal conditions of storage and/or conservation with the customer, in particular in the event of an accident of some nature that it is, will not be able to open right to the guarantee due by our company.

8.5 Au titre de la garantie des vices cachés, notre société ne sera tenue que du remplacement sans frais, des marchandises défectueuses, sans que le client puisse prétendre à l’obtention de dommages et intérêts, pour quelque cause que ce soit.

8.6 Under the warranty of hidden defects, our company will only be required to replace, free of charge, the defective goods, without the customer being able to claim damages, for any reason whatsoever.

Our guarantee only concerns hidden defects. As our customers are professionals, a hidden defect is defined as a manufacturing defect in the product that makes it unfit for its purpose and that could not be detected by the buyer before its use. A design defect is not a hidden defect and our customers are deemed to have received all technical information relating to our products. We do not cover damage and wear resulting from special, abnormal or non-standard adaptation or assembly of our products, unless this has been done under our supervision. Our warranty is limited to the replacement or repair of defective parts.

Our warranty is is limited to the first six months of use. Our parts are deemed to have been used by our customers at the latest within 3 months of available. In any case, our customers must prove the date of the beginning of use. Our guarantee shall automatically cease at the end of this period. Our warranty shall automatically cease if our customer does not notify us of the alleged defect within 20 clear days of its discovery. It is up to the customer to prove the day of discovery.

Article 9 – Force majeure

9.1 Events beyond the control of the parties, which they could not reasonably be expected to foresee, and which they could not reasonably avoid or overcome, shall be considered as force majeure or fortuitous events, insofar as their occurrence makes the performance of the obligations totally impossible.

9.2 The following in particular are considered to be cases of force majeure or fortuitous events that relieve our company of its obligation to deliver within the time limits initially set strikes of all or part of the staff of our company or its usual carriers, fire, flood, war, production stoppages due to fortuitous breakdowns, the impossibility of being supplied with raw materials, epidemics, thawing barriers, roadblocks, strike or disruption of EDF-GDF supply, or disruption of supply for a cause not attributable to our company, as well as any other cause of disruption of supply attributable to our suppliers.

9.3 In such circumstances, our company will notify the customer in writing, including by mail or e-mail, within 24 hours of the date of occurrence of the events, the contract binding our company and the customer being then suspended automatically without compensation, from the date of occurrence of the event.

9.4 If the event lasts more than 30 days from the date of its occurrence, the sales contract concluded by our company and its customer may be terminated by the most diligent party, without either party being entitled to claim damages. This termination will take effect on the date of first presentation of the registered letter with acknowledgment of receipt denouncing the said sales contract.

Article 10 – Attribution of jurisdiction

10.1 The election of domicile is made by our company, at its head office.

10.2 Any dispute concerning the application of these general conditions of sale and their interpretation, their execution and the sales contracts concluded by our company, or the payment of the price, will be brought before the commercial court of the head office of our company, whatever the place of the order, of the delivery, and of the payment and the method of payment, and even in the event of appeal in guarantee or of plurality of defendants.

The bills of exchange bills of exchange do not novate or derogate from this jurisdiction clause. jurisdiction.

10.3 The attribution of jurisdiction is general and applies whether it is a main claim, an incidental claim, an action on the merits or a summary proceeding.

10.4 In addition, in the event of legal action or any other action for the collection of debts by our company, the costs of summons, legal fees, and all ancillary costs shall be borne by the offending customer, as well as the costs related to or arising from the customer’s failure to comply with the terms of payment or delivery of the order concerned.

Article 11 – Arbitration clause

Any dispute arising out of this Agreement shall be submitted to arbitration, to the exclusion of all recourse to the courts.

The arbitration will be established as follows:

• lthe party wishing to submit a dispute to arbitration shall inform the other party by registered letter indicating the subject matter of the dispute;
• each party shall within one month designate the arbitrator it has chosen and notify the the other by registered letter;
• if a party does not choose its arbitrator within the time limit indicated above, the other party may refer the matter to the President of the Commercial Court of Clermont-Ferrand for the appointment of this arbitrator;
• In the event of a tie, the arbitrators will appoint a third arbitrator. In the absence agreement, the third arbitrator will be appointed at the request of the most diligent party by the President of the Commercial Court of Clermont-Ferrand;
• lthe arbitration award shall be final and binding on both parties. parties.

Article 12 – Waiver

The fact that our company not to avail itself at a given time of any of the clauses of the present document cannot be considered as a renunciation to avail itself later of these same clauses.

Article 13 – Applicable law

Any question relating to the present general conditions of sale as well as to the sales which they govern, which would not be treated by the present contractual stipulations, will be governed by French law to the exclusion of any other law, and as a supplement, by the Vienna Convention on the international sale of goods

Article 14 – personal data

We collect personal data in order to manage your order and our commercial relations. We guarantee that this data will not be communicated to companies other than those directly involved in the execution of your order. They are kept for a maximum of 10 years, starting from the closing of the exercise.

In accordance with the RGPD (General Regulation on Data Protection), you have the right to access, modify, delete and oppose your personal data. For this, you can use our contact form, or write to us at the following address

Promotress
19, rue Marc Seguin
63600 Ambert
France

For more information on how we manage your personal data, please see our Privacy Policy