The present general conditions of sale (here after referred to as the "General Conditions of Sale") regulate the exclusive manner of the commercial relations between the enterprise FACTEM (here after referred to as the "Company"), and its clients (here after referred to as the "Clients"). They prevail over all other documents, contractual or not, issued by the Client. All orders issued to the Company will be subject to these General Conditions of Sale. Placing an order implies entire adherence by the Client to the present General Conditions. The information listed in the catalogs, electronic specifications, notices and public documentation are only supplied as purely informative material and could be changed at any moment without notice. The company cannot be linked to comitments of its representatives or employees that are reserved under written agreement on its part. All pricing offers are only valid in the time limit of, unless otherwise stated, thirty (30) days for the material of the catalog and ninety (90) days for the developements and projects. The provision to the Client by the Company of any information, advice, recommendation, technical study, or price offer is only information and does not engage the liability of the Company. It is up to the Client to proceed, prior to his order, with a detailed analysis of the needs and objectives and, if the Client estimates that they lack the necessary competence to execute, to seak the services and advice of a qualified specialist of their choosing. Depending on costs of the Company, the benefit of services will be billed to the Client, including but not limeted to, the training, technical assistance, mounting of material, the location of material, warranties, handling charges, and study costs. All changes in the jurisdiction or financial situation of the Client corresponds to the events listed hereafter, including but not limited to, will require a written notice to the Company, for which the Company can, if they wish, cancel current orders, refuse orders, demand guaranties or modifie the conditions of payment and the timeline of payment.
The order of the Client is considered definitively accepted by the Company after the Company recieves the last eventual payment provided and in all cases can send a written confirmation to by the Company or by the shipping of the merchandise sought in the order. An order cancelled in part or in full by the Client, without preexisting or written consent of the Company, will be billed to the Client. An administrative cost will be applied monthly.
III. PRICEOur prices, given in the information, do not include taxes and accessories bills such as: administrative costs, delivery costs, environmental contribution (notably the DEEE regulations, put into place by the European directive 2012/19/CE). The billing will be established the day of the delivery. Our tarifs are modifiable without notice and change with the tarifs of our suppliers, even during the course of executing and order to a delivery. These variations will not justify the cancelling of the order by the Client. The TVA is billed extra according to taxes.
IV. CONDITIONS OF PAYMENT
• Our invoices are payable in cash without discount. Where the Company agrees to for the billing to be regulated and issued by the customer, the payment must reach the payment treatment center of the Company ten days later, dating from the reception of the bill.
• The creation of commerce bills of whatever kind does not constitute waiver or or exemption instead of payment.
• Any forward payment request involves opening an account by the administrative services. The Company is free to refuse, reduce or terminate at any time without notice and without having to justify its decision.
• The order of non stocked equipment are payable when placing the order unless written agreement stating the contrary.
• In any case the payment can be suspended or be made as the object of compensation
• The Company reserves the right at any moment, even after partial shipment of an order, depending on the financial capacity of the client, to demand payment ahead of the order or to comply to commercial use.
V. LATE PAYMENTS AND DEFAULTS OF PAYMENTSIn the case of total or partial default of payment by the deadline, the entire sum due to by the Client for the order or other orders executed or in course of executing will become immediately due without prior notice and without prejudice of faculty by the resolution provided in the article XII below. Otherwise, without prejudice of damages and interests, the Company reserves the right to demand payment from the Client, absence of total or partial payment of the bill will result in suspension by the Company any new delivery and the payment by the Client:
• Of a forfeited compensation of 40 euros by the unpaid bill, this amount is likely to be changed if Company justifies that the recovery charges are superior to the forfeited compensation charge
• Of a penal clause conforming to the articles 1226 and following of the Civil Code. The amount of this compensation will be equal to the amount of 15% of the total amount billed and not paid for by the Client;
• Of late penalties calculated on the base of interest tax practiced by the Central European Bank in its most recent operation of refinancing plus 10 percentage points, the interest rate applied being applied, for the first part of the year, on the 1st of January of the considered year and, for the second part, on the 1st of July of the considered year. These penalties are applicable to the day after the due date of the bill and until the complete payment of the due sums.
VI. CONTESTING OF THE BILLAll contestation or reclamation concerning the billing adressed by the Company to the Client cannot, in any state of cause, be examined by the Company if it was made in writing in the 8 days following the reception of the billing that is being contested.
VII. DELIVERY - TRANSPORTThe delivery times are given in good faith as an indicative title and the not following of the timeline cannot in any case be the cause of compensation. or cancellation of orders by the Client. During the delivery, it is up to the Client to verify in the presence of the transporter the proper state of the delivered merchandise. In the case of damage or missing parts or products, the Client should:
• Indicate in the reserve transport documents that they are clear, precise and complete and pertain to the product and,
• Confirm these reserves to the transporter by recommended letter with a notice about the reception in the three days that follows the reception of merchandise and address a copy of the letter of reception to the Company.
In the case of not following this clause, the Client cannot claim compensation. The Company reserves the possibility of making partial deliveries accompanied by distinct bills. All partial deliveries should be considered as a separate contract. The Client cannot, by consequence, prevail to wait on the balance of the ordered material to make payment for the delivered merchandise.
VIII. TRANSFER OF RISK
The merchandise is transported at the risk and perils of the Client who takes delivery under his responsability, whatever be the mode of transport or the method of paying the price. It is up to the Client to verify upon reception the quantity, the quality, the weight, and the dimensions of the delivered merchandise and, in the case of damage, exercise recourses against the transporter following that which is indicated in the article VII. In the case where the delivery was performed directly by the Company, the Client should show the damages or defects to the deliverer.
IX. RECOVERY - RECYCLING - DESTRUCTION
The sold merchandise and materials are not returnable or exchangeable. Only exception being with written and preexisting agreement with the Company, a merchandise or a material could be returned, on the condition that it is in a perfect state, in its original packaging, and has been delivered within less than fifteen (15) days. All returns must be made and the costs paid by the sender, with numeric indications and date of delivery and should be accompanied by a compensation commande of the equivalent amount of the returned merchandise and materials. Accepted returns will lead exclusively to the issuance of a corresponding total ammount for the of the solded product, minus a portion for the cost incurred for recieving the product, in all cases equal to at least 10% of the billed value. No return will be accepted for merchandise not stocked by the Company or products made by special requests of the Company from its suppliers.
The Company has taken measures to validate the information given by suppliers concerning the collection, removal, treatment, and the conditioning of the electric and electronic equipment, and the Company always looks after the traceability of the documents and insures the documents allow the respect of obligations by the manufacturers for the products, and to keep a hold of manuals of the electric and electronic equipment. It will be up to the user to address the manufacturer and/or supplier of the components and/or products to confer over relative arrangements with respect to inherent obligations in the articles R 543-173 and following the environmental code, its changes and/or modifications, relative to the treatment of the wastes of electric and electronic equipment, and assure the collection, removal, treatment and conditioning of professional wastes.