These general terms and conditions of sale are binding on all buyers. We expressly reject any other clause to the contrary, whether or not printed on the purchaser’s commercial documents, which has not been previously and specifically accepted by us in writing.
The price applicable is the one in force on the day of delivery, unless otherwise stipulated by us in the order confirmation.
Prices quoted without an option period are only binding on us after we have accepted the orders. For all deliveries made more than one month after our acknowledgement of receipt, the price is to be revised in accordance with the formulas in use, unless our acknowledgement of receipt contains a specific stipulation.
The tools remain our property, even if the buyer is asked to contribute to their production.
TERMS OF PAYMENT
Our goods are payable in cash unless otherwise agreed between the parties. No discount shall be granted in the event of payment before the due date shown on the invoice.
They are sold, deemed taken and payable, or considered as such, at our factory: 38830 CRÊTS EN BELLEDONNE – France.
In the event of late payment, the sums due shall automatically bear interest on the basis of the Bank of France’s rate for advances, without this clause affecting the due date of the debt. In addition to the late payment penalties, a fixed indemnity for collection costs of €40 shall be added (Articles 441-3 and 441-4 of the French Commercial Code). No refusal of payment can be accepted if we have not been informed of the cause of the dispute.
RETENTION OF TITLE CLAUSE
The transfer of ownership of the goods delivered is deferred until full payment of the corresponding price. Consequently, in the event that the buyer remains in default of payment to us, we expressly reserve the right to take back any delivered goods that he still holds.
In the event of the goods being taken back, the buyer shall be credited by us with the amount of the price of the present contract, minus on the one hand the sums corresponding to the costs incurred by the taking back and on the other hand any reduction in the price of the goods between the date of the contract and the date of their taking back.
As long as the ownership of our goods has not been transferred to the buyer, the buyer is prohibited from pledging them or granting any rights whatsoever to a third party, subject to what is stipulated below.
The buyer undertakes to store the goods delivered by us under reservation of title in such a way that they cannot be confused with other goods and can be recognised as our property.
The transfer of risk shall take place upon delivery. The buyer undertakes to insure the goods for the benefit of whomever he wishes against all risks that they may incur or cause upon delivery.
The buyer has the right to sell and deliver to third parties the goods sold under retention of title, within the framework of the normal operation of his business, provided that he informs his buyers of the present retention of title clause and of the possible application of article 66 of the law of 13 July 1967 by us.
Our indications of delivery time never constitute a firm commitment on our part to deliver on a fixed date, except in the case of an express stipulation on the orders and duly accepted in writing on our acknowledgements of receipt or other documents issued by us. No penalty for late delivery can be claimed from us.
Delays in delivery, for whatever reason, may not under any circumstances lead to the cancellation by the buyer of his order, unless we have given our express written and signed agreement.
War, strikes, epidemics, floods, transport disruptions or interruptions, product shortages, difficulties in the supply of raw materials or energy, administrative difficulties or any other accidents that prevent or reduce production are considered as cases of force majeure and release us from the obligation to deliver.
Deliveries, even when made carriage paid and packed, are made at the risk of the consignees who must take recourse against the carriers in the event of damage.
In the event that shipment is delayed at the request of the buyer, the latter shall be required to pay, for storage and insurance costs, 1% of the value of the goods and/or equipment per month or fraction of a month. The material shall be stored at the Buyer’s expense and risk, and the Seller shall not be liable for any subsequent warranty arising from such storage. This clause does not affect the time fixed for payment of the goods and/or equipment.
If, for any reason whatsoever, the order is cancelled in whole or in part, payment shall be made as follows
– the part of the order corresponding to the design and tooling costs already incurred shall be paid to us,
– the various elements in the course of execution will be made available to our customer in our factories, in the state in which they are at the date of cancellation and will be invoiced, with justification, on the basis of our own disbursements plus 35%.
In the event of any change in the buyer’s situation (suspension of payment, death, legal settlement, liquidation of assets, dissolution, change of company, relocation, etc.), EUROMAG shall be entitled to cancel the contract or to demand guarantees. If the contract consists of several deliveries or if different orders are in progress, the refusal to collect a delivery or the failure to pay on the due date shall entitle “EUROMAG” to cancel the contract or the other orders in progress, or to suspend deliveries.
Our company shall in no case be held responsible for the consequences of defective use of the products sold, nor for the consequences of their use for a purpose other than that for which they are ordinarily intended.
The guarantee that we give for our products never extends beyond the pure and simple replacement and as soon as possible or reimbursement, without any compensation, at our discretion, of returned goods recognised as defective by us. We do not accept any return of goods more than three months after delivery and without presentation of the inspection certificate.
ATTRIBUTION OF JURISDICTION
In the event of disputes relating to a supply or its payment, the Commercial Court of GRENOBLE has sole jurisdiction, whatever the conditions of sale and the method of payment, even in the event of a guarantee appeal or multiple defendants. In particular, bills of exchange, bills of exchange or acceptances of payment of any kind may not entail either novation or derogation from this jurisdiction clause.