GENERAL TERMS AND CONDITIONS OF SALE
I. GENERAL REMARKS
Any order placed and / or reception of goods delivered implies acceptance of our general and particular sales conditions not withstanding any stipulation of the contrary, either mentioned in the orders or separately, by our customers.
The particular sales conditions mentioned on our proposals shall prevail, in case of discrepancy, on the part of these general sales conditions concerned.
Our commitments are only valid subject to written confirmation from us.
Taking into account the specific nature of the techniques used, our delivery dates are given only as an indication. Any late delivery penalty and / or cancellation of orders and / or damages chargeable to us are hereby excluded in case of late delivery for any reason whatsoever.
Our price quotations shall only be construed as a commercial offer whose acceptance by the purchaser would lead to the creation of a contract upon approval by us as regards the performance and settlement terms and conditions, requiring the purchaser to present guarantees deemed satisfactory.
Our prices are quoted according to our packaging standards, ex-works, exclusive of any taxes, and our invoices in addition, clearly bear all other elements of cost.
Regarding our activity of plastic raw materials conversion, the material cost is a determining element in our sales price, and every sudden and important increase of the material costs can oblige us to re-examine our sales prices even if they have previously been confirmed by us.
Due to the specific characteristics of the extrusion process (notably, compression and drawing of the material, sublimation, etc.) and due also to the general tolerances (thickness, formats) which are therefore in use in the trade, as well as for the sake of simpleness both for our customers and ourselves, our prices per kg are established based on a theoretical density, the maximum difference between the density obtained after extrusion and the theoretical density is ±10 % for thickness of less than 2.5 mm.
Equally a ±10% tolerance in tonnage will be allowed on any delivery load.
Taking into account the large variety of possible compositions or additives and also the considerable influence of the conditions of transformation, and the use of the products sold, our company is expressly relieved of all responsibility and guarantee as far as the choice, use and implementation of the products is concerned. For the same reasons, the information given on both sides of our technical information sheets, as well as our potential advice, opinions, research or recommendations, are supplied to the client according to our experience and in all sincerity. However, in no case does it bind our responsibility. It is the responsibility of the client to take preliminary precautions to confirm from their perspective (independently from our company and from the information given) – notably by way of tests or experiments in relation to the true working conditions – that our supplies are perfectly adapted to the use for which they have been designed and to the conditions of this use or to the necessary formal conditions which may apply (for example, fire classification regulation).
In the case where our customers supply their own regrinds for transformation by re-extrusion or coextrusion, it is imperative that they verify the cleanliness and the origin of the regrinds sent to us, polluted regrinds can have serious consequences for the personnel and for the goods (notably, mixing with the PVC, by its chlorine emissions, leads to an irreversible chemical reaction of the screws, dies, calanders, etc.). The resulting financial consequences will be directly attributed to the client supplier of the regrinds.
II. TRANSPORT
The goods are shipped at the consignee’s risks, including for FOB and door-to-door delivery. In case if missing goods, averages, late deliveries, it is incumbent on the consignee to make written and summary reserves with the carrier at the time of delivery, and to confirm said reserves by registered letter with acknowledgement of receipt within THREE days (articles 103 to 108 of the commercial code).
III. COMPLAINTS
As our activity is an activity of either subcontracting or the manufacturing of semi-finished goods, the customer assumes the entire liability for the choice of the material(s) as well as the design of the parts in keeping with the industrial results that the customer seeks, and that only the customer knows precisely. The customer assumes in particular full liability concerning patent or any industrial property rights for production and/or use (nature, aspect, drawing, setting, film, surface, grain) of the ordered products. Therefore the customer shall determine the technical specifications in use to define in every respect the products to be manufactured.
Apart from transportation risks mentioned above, any goods not returned , or not forming the subject of technical remarks within EIGHT days as of delivery, shall be considered as conforming to the order both in terms of quantity and quality, it being understood that no claim whatsoever can be taken into account after the products have been used. The possible storage on worksite or on the sales point is carried out at the customer’s risk , as particularly every storage, conformation or conversion which could occur some excessive stresses (flexion, distortion, for example) within the products would be.
In case a quality defect is found, our possible responsibility is strictly limited to the mere replacement of the goods or, as required, rework performed by our company, exclusive of any other costs and / or compensations of any nature.
Only written claims concerning orders placed and confirmed in writing can be taken into account, however providing and being expressed to the customer that in no case can any slight variations in thickness, color or shiny / mat effect within the usual tolerances can justify a complaint; in the same way, the process of flat die extrusion from a worm screw being likely to generate defects intrinsic to the technique, notably: small surface defects such as pitting or scores, or flaws of flatness, notably for low thicknesses ≤ 2 mm, the customer can in no case use such defects to support a complaint.
We advise the purchaser to familiarize themselves in advance of any conditions of use of our products, and to take all usual steps required and notably, in the case when products such as inks, adhesives, paints, fat bodies, cleaning agents, etc. should be applied to our plates or to the parts manufactured from them, taking into account the possible physical and chemical evolution of the various components, we strongly advise our customers to perform previous tests systematically on each reception of our materials, to check the proper compatibility and / or the possible adhesion between the products. We also draw the customer’s attention to the flammability risks of certain of our materials and we advise them to inquire accordingly before any utilization.
Any questionable goods must be stored in warehouse by the purchaser, until final settlement of the claim. The purchaser shall in no case refuse to receive the goods forming the subject of such a claim, or return them without written approval from us.
IV. CANCELLATION
An order which has been acknowledged in writing by us can not be cancelled by the customer without invoicing by us of generated costs (supplying of special material, special colorant, production costs, etc).
V. SETTLEMENT
Our goods are payable in EUROS, net thirty days of invoicing, subject to the previous approval of our financial services,. Cash in advance payment shall not give rise to discount.
Any amounts still outstanding by the agreed due date will produce, by right and without previous formal demand, a lateness penalty of at least one and a half times the legal interest rate, without prejudice to all other damages, interests and expenses.
Non-payment or late payment by the due date entitles us to suspend the deliveries, to terminate the contract or to amend the conditions of the contract. It follows that the whole outstanding amount must immediately be paid by whatever means. It includes those amounts not yet approaching the due date and entitles us to cancel all orders in progress.
In any case, we hereby reserve the right, at any time including in the course of execution of a contract or an order, to require a guarantee or security approved by us to secure proper observation of the customer’s commitments, and / or to require COD payment. Any refusal or impossibility for the customer to provide such security shall entitle us to cancel the order (or contract) wholly or partly or to suspend delivery, having specified that the payment even of non-delivered goods still remains outstanding, each fabrication being specific to each order. For the same reason, all ordered goods that are, according to the customer, able to be delivered, remains outstanding up to the date of payment initially stipulated.
According to the Art. L 441-3 et L 441-6 of Commercial law, and since 1st January 2013, a flat compensation for recovery fees of €40 is due for any payment delay.
VI. JUDICIAL CLAUSE
It is hereby expressly agreed that should the recovery of any debt by any means other than amicable settlement shall increase the amount of said debt by fifteen per cent in addition of any interest, with a minimum of 1,525 €, and shall entail payment of the costs of any judicial action.
VII. TERMINATING
As required and at our own discretion, we are entitled to deem the sales contract terminated as of right, at the purchaser’s fault, upon mere registered letter sent to same:
- in case of even partial failure to meet one or more obligations,
- in case of bankruptcy proceedings or judicial petition in bankruptcy against the buyer.
VIII. JURISDICTION – APPLICABLE LAW
It is expressly agreed that the Court of ANGERS (France) shall have sole jurisdiction in case of any dispute and even in the case of plurality of defendants or in case of guarantee claim. The various shipment or payment modes shall, in no case, be deemed as an amendment or a waiver to this jurisdiction clause. This sales agreement shall be construed and ruled under French Law, exclusive of any other legislation or convention, notably the convention of Vienna on international sales of goods.
IX. OWNERSHIP RESERVE CLAUSE (Law 85-98 from 25.01.85)
The ownership of the goods is vested on us until complete settlement of the price. Therefore, the customer who is the holder of the goods upon delivery shall in no case dispose of same until complete settlement of the price. However, notwithstanding this ownership reserve clause, the purchaser shall support all risks of loss or destruction arising between the delivery of the goods and the complete settlement of the price and the customer shall subscribe all required insurance policies to this effect. Failing complete settlement, the goods can be claimed to our profit without delay and without any other formality. However, we hereby reserve the right not to claim for return of goods and to introduce any suitable action to obtain settlement of outstanding sums, increased by suitable interests, penalties and costs.
This translation of our general sales conditions is only for information, in case of any discrepancies, the original French version will always prevail
