1. GENERAL POINTS:
Every order automatically implies acceptance of the present general conditions of sale which govern all our sales, and expressly exclude any document from the purchaser; the provisions in such a document are automatically cancelled without formality. Armistol Sapo reserves the right to change their prices and general conditions of sale at any time. In applying the present general conditions of sale, the term “order” means an order from a client for delivery to the same site. When we send the goods and the invoice that implies confirmation of the order and acceptance of the present general conditions of sale.
If we mention our delivery times it is for general guidance only. The purchaser cannot use late delivery as an excuse for cancelling the sale, refusing the goods or claiming a refund. If the purchaser does not accept delivery of the goods in the time allowed, we may without prior formal notice and without prejudice to any damages, demand that the contracts be carried out or consider the sale to be automatically cancelled. We take no responsibility for suspended or late delivery arising from of a lack of provisions, accidents of manufacture, strike, epidemic, lay-off, fire, flood, war, etc. and of course in all other cases of force majeure. We reserve the right to decide whether to cancel or suspend delivery totally or partially, without incurring any penalty whatsoever.
Unless otherwise agreed, our sales terms are ex-works or ex-warehouse and the products are sent by haulier, by post or by French rail. Our products always travel at the purchaser’s risk even when they are sold carriage paid. It is for the recipient to make all provisions against loss or damage to protect the rights of the parties opposite the transporter in accordance with the provisions of articles 133-1 et seq of the Commercial Code.
4. RETENTION OF OWNERSHIP:
The ownership of the goods sold will not be transferred to the purchaser until the price and ancillary costs have been fully paid. However the responsibility for risks of deterioration, loss or theft of the goods will be transferred to the purchaser as soon as the goods are delivered or removed from our depot or factory for all sales whatever their destinations, however they are sold or however the cost of transport is paid. Therefore the purchaser must take out, both on his own behalf and on anyone else’s, any insurance policies necessary to cover those risks once the goods are removed from our premises.
Our invoices are based on our current price lists and the conditions mentioned in any appendix to these conditions. In the event of a discount, only the VAT corresponding to the price actually paid will be deducted. Any payment made after the payment date shown on the invoice, and beyond the time set in the general conditions of sale, will be subject to a surcharge equivalent to the application of three times the legal interest rate.
a) It is expressly agreed and formally noted that failure to pay invoices by the due date will automatically incur, if our company sees fit and without prejudice to any damages that may be payable, plus legal costs and legal interest calculated from the initial payment date:
– A demand for a penalty for lateness on the amount owing at one and a half times the French legal interest rate in force at the time of invoice;
– An immediate demand for all outstanding debts owed to us by the purchaser, whether they arise from the present contract or other contracts running;
– and the option of considering the sale as cancelled or of suspending impending deliveries, without prejudice to the application of the retention of ownership clause.
b) If the purchaser’s financial situation raises justifiable suspicion, we reserve the right, for current orders, to reconsider the conditions of payment that we have granted, by demanding guarantees or methods of payment such as payment in cash or before delivery.
c) In the case of scheduled dispatches of goods arising from an order or a contract, the invoices corresponding to each delivery are payable on their respective due dates, without waiting for all the goods in that order or under that contract to be delivered.
d) Unless specifically agreed, no discount is given for payment in advance.
7. CONDITIONS OF PAYMENT:
1) On receipt of invoice. 2) By cheque for any order below 305 € ex VAT. 3) By 30-day bank draft from 305 € ex VAT upwards. “In accordance with the regulations of the Commercial Code in force on 1 January 2013, compensation calculated on the basis of three times the legal interest rate in force and a lump-sum payment of 40 € for recovery costs will be payable” (decree no. 2012-1115 of 2 October 2012).
a) Any reservations, including any against the transporter, must be made in the time limits and the manner set by the appropriate rules. If no reservations are made at the time of the receipt of the goods by the purchaser or his representative, any claims made for visible faults or damage are void.
In the event of a dispute, the Commercial Court covering the area where our head office is located will have sole jurisdiction whatever the nature, the cause or the place of the dispute, even if there are multiple defendants, third parties involved, of counterclaims or incidents, except that we alone may accepter the jurisdiction ordinarily competent.