These general conditions are applicable to any contract for the sale on-line of materials/ equipment/ goods/ products signed by the company FILLON TECHNOLOGIES, hereinafter referred to as “the Seller" and the customer, hereinafter “the Customer” subject to the amendments that either side may make to it by an express agreement recorded in writing and to the exclusion of any other documents of the Customer and in particular its own general terms and conditions of purchase.
2.1. The Customer places its order online from the on-line catalogue and by using the form which can be found on the website. The sections mentioned in the form (product references, quantity, delivery address, delivery type,...) must all be completed. The payment of the products ordered inclusive of VAT as well as the transport costs must be made at the same time by credit card or by bank transfer in accordance with article 7 below. So that the order can be confirmed, the Customer must accept these terms and conditions of sale by clicking in the space indicated on the website. As a result, the Customer acknowledges that the placing of the order and acceptance of the general terms and conditions of sale constitute a firm and final acceptance of the general terms and conditions of sale as well as of the prices and descriptions of the products available for sale. Following its acceptance a confirmation email will be sent by the Seller as indicated below.
2.2 The contractual information will be confirmed by e-mail no later than the delivery or failing that, to the address indicated by the buyer on the purchase order.
2.3 In certain cases, such as an incorrect address or another problem concerning the Customer’s account, the Seller reserves the right to hold back the order until the problem has been resolved.
3. ELECTRONIC SIGNATURE
The online payment for the full price and the confirmation of the order will serve as evidence of the Customer’s agreement as well as the signature and acceptance of all the transactions performed.
4. PROOF OF THE TRANSACTION
The computerized registers, which are stored in the computer systems of the Seller in properly secured conditions, will be considered as proof of the communications, orders and the payments which have occurred between the parties. The purchase orders and invoices are archived using a reliable and sustainable system so that they can be produced as evidence.
5- CANCELLATION PERIOD
Because the Customer is a professional buying as part of and for the needs of its business, the cancellation period stipulated by the consumer code is not applicable.
The prices listed on the Seller’s website on the day of the order are valid for goods packed in standard boxes.
7. PRICE - PAYMENT METHOD
Prices are in Euros, exclusive of VAT, on basis ex-works and are determined by the price applicable on the day when the order was placed. The VAT applicable on the day of the order as well as the delivery costs, which are invoiced additionally, will be indicated before the order is confirmed. The payment of the full price must be made when ordering by:
-credit card in accordance with the terms and conditions indicated on the website,
-bank transfer, it is up to the Customer, to whom the Seller has given its prior consent to use this payment method, to make all the necessary arrangements with its bank for the payment of the full price to the bank account of the Seller.
The Seller reserves the right to suspend any order which is being processed and any delivery in the event of the non-payment of all or part of the price.
8-TRANSFER OF RISK – RETENTION OF TITLE
8.1 The goods always travel at the Customer’s risk, with the risks being transferred to the Customer as of the release of the goods in the warehouse nominated by the Seller in accordance with incoterm EXW (Ex Works) 2010, notwithstanding the retention of title clause stipulated below.
8.2 THE TRANSFER OF OWNERSHIP OF THE GOODS ONLY OCCURS AFTER FULL PAYMENT OF THEIR PRINCIPAL PRICE AND ADDITIONAL COSTS AND INTEREST, IN ACCORDANCE WITH ARTICLE L 624-16 OF THE COMMERCIAL CODE
In the event of the Customer failing to pay all or part of the price, the Seller shall be entitled to claim payment for the goods sold or to obtain their return, with the costs and risk being for the Customer, and without prejudice to its right to terminate any sales in progress.
The Customer must therefore ensure that the goods are stored correctly, that they are insured against damage and loss, and in the event of their total or partial destruction even as a result of an Act of God, force majeure or because of the actions of a third party, have them repaired or replaced, in accordance with article 1137 of the Civil Code.
As long as the ownership of the goods has not been transferred to the Customer, the Customer shall undertake not to grant to a third party any collateral guarantee whatsoever over these goods or to transfer them to a third party without the prior agreement of the Seller.
These provisions shall not impede the transfer to the Customer, once the goods have been released, of any risks of loss and damage caused to the goods, in accordance with article 8.1 of these general terms and conditions.
9.1 Deliveries are understood as being on basis ex Seller’s works or warehouses using the standard packaging referred to above. The delivery times given before the order confirmation are indicative and start to apply as of the date when the order was recorded as shown on the order confirmation email if the payment was made by credit card and as of receipt of full payment in the case of payment by bank transfer. Late deliveries may not give rise to damages, deduction, or cancellation of current orders by the Customer.
In any case, the Seller is exempt from any liability in the event of late deliveries caused by force majeure.
In the event of such a case lasting more than 30 days, as of the date of its occurrence, the sales contract may be cancelled by the first party to act, without any of the parties being able to claim for interest and damages.
9.2 It is up to the Customer, in the case of visible damage caused by transport or in the event of a shortfall, to issue upon delivery, on the delivery receipts explicit reserves which clearly show the nature of the damage or the shortfall quantity.
These reserves must be confirmed to the carrier by registered letter with acknowledgement of receipt within three days after delivery, in accordance with the provisions of article L.133 - 3 of the Commercial Code, with a copy sent to the Seller.
Claims regarding visible defects or non-conformities concerning the delivered product must be mentioned on the delivery notes and must be made to the Seller by registered letter with acknowledgement of receipt within 3 days of the arrival of the products. It is the responsibility of the Customer to provide any proof in respect of the existence of the defects or abnormalities that have been recorded.
10 GUARANTEE - LIABILITY
10.1 in addition to the legal guarantee of articles 1641 and subsequent of the civil code, the products are guaranteed against any material, manufacturing or design defect, for a period of 24 months as of the invoice date unless special conditions.
Faulty products must be returned promptly, to the Seller, with the costs and risk being for the Customer,
The following are not covered under the guarantee:
- parts which are subject to wear and tear and consumables.
- equipment which has failed as a result of poor maintenance or non-compliance with the conditions and operating instructions specified in the product manuals.
- equipment which has been converted in any way without prior authorisation from FILLON TECHNOLOGIES.
The guarantee does not apply for visible defects.
10.2 The Seller’s guarantee is limited to the replacement or repair of the part which has been acknowledged as being faulty by FILLON TECHNOLOGIES, after examination at its factories.
The guarantee is limited to compensation for direct damage and may not exceed the amount of the net invoice for the product concerned. Under no circumstances may the guarantee extend to indirect damage. Indirect damage, means in particular any damages in respect of loss of turnover, income or profits, whether foreseeable or not, lost earnings, loss of business opportunities, loss of brand image and reputation, loss of customers, loss or destruction of data, losses associated with the product not being usable and finally any other loss or financial prejudice whatsoever.
11 - APPLICABLE LAW AND JURISDICTION CLAUSE
These general terms and conditions of sale are subject to French law.
In the event of any dispute arising between the Seller and the Customer, express attribution of jurisdiction is given to the Courts whose jurisdiction applies at the location of the registered office of the Seller.