General terms of sale
The Buyer and the seller are bound by the written agreements entered into a signed by them or their authorized representatives. Orders by the buyer are subject to acceptance by the seller in writing, by the means of an order confirmation to the seller.
Any change in the initial order by the buyer may entail an additional billing and determine a new delivery time.
Any order is considered as confirmed as long as the seller has not cancelled it, or the buyer has not done so in writing within 7 days (as date of order).
Any order cancelled in writing by the buyer within 7 days entails the buyer’s acceptance of all these general terms of sales and delivery conditions.
Any additional written and accepted clause between the seller and the buyer shall prevail over the foregoing general terms of sales and delivery conditions
Prices and other conditions applicable to the buyer are those accepted in writing by the seller, or in the absence there of, those stated in the offers in force at the time the order is accepted. No modification of prices or conditions will be made unless made in writing and signed by an authorized representative of the seller. Prices are done in accordance with ICC INCOTERMS 2000 EXWORKS. Prices are in € net Free Carrier at seller’s plant, excluding Value Added Tax. All necessary costs, such as taxes, levies, duties and fees for permit or certificates will be charged to the buyer.
The delivery terms commence with the issue of the confirmation order and the approvals of technical drawings. The delivery comprises exactly and only the good specified in the order. All goods exported are tendered to the buyer at his sole expense and risks. The goods even if sold freight prepaid travel at the consignee’s risks according to “C” INTOTERMS ICC 2000.
The delivery times are indicative only and are met only as so far as possible. The seller will not be responsible for the consequences of “force majeure” or any other event unintended by the seller. Partial shipments of orders are authorized unless the buyer specifies otherwise. Unless otherwise notified in advance, all sales EXWORKS plant according to the ICC INCOTERMS 2000 and terms of payment unless otherwise specified on the date of delivery of the good.
All other delivery terms will be submitted to and defined by INCOTERMS 2000.
WARRANTIES, DISCREPANCIES AND CLAIMS
Any discrepancy has to be noticed on arrival of the good and notified to the seller by registered letter and respecting the delay of the international transport conventions. The legal warranty against hidden defects applies according section 1641 of French civil code.
Complaint concerning the quality of the good, excluding any transport dispute, must be made immediately to the seller in writing to the seller at time of the delivery or of the pick up in our factory in the case of a latent and within one week of receipt in the other cases.
The place of payment is LOOS LEZ LILLE 59120 FRANCE. Acceptance of drafts or issuance of cheques doesn’t vary this clause.
The seller’s invoices are payable within 30 days (date of invoice) unless otherwise agreed, by telegraphic SWIFT transfer. Payment will be made according to instructions mentioned on the invoice and secured by a Stand By Letter of Credit according to ISP 98 or by any other mean agreed between the seller and the buyer.
Default in punctual payment by the buyer of the seller’s will, save extension of time punctually requested in writing and granted by the seller entail :
Acceleration of maturity of all outstanding sums, regardless of the agreed method of payment,
Liability on the buyer’s part of a penalty of 10% of the sums due, plus legal interests and any expenses of litigation, and the bank charges without prior notice of default.
Immediate suspension of deliveries
RESERVATION OF TITLE
Transfer of title of goods sold is subject to complete payment of sums due by the buyer. A reservation of title is agreed and granted to the seller as per conditions of French statute n°80-835 of May 12th 1980
APPLICABLE LAW AND JURISDICTION
Theses general terms of sale and delivery conditions are governed by the French law in case of any claim arising from any sale and of a dispute between the buyer and the seller. The commercial French court of Paris will have jurisdiction over and all litigation.