SUBJECT
1.1 All commercial transactions carried out by the company E.S.M.C. are subject to these General Terms and Conditions of Sale.
These General Terms and Conditions are systematically attached to the commercial documents issued by our company. Consequently, any order placed with our company necessarily implies, as an essential and determining condition, the unconditional acceptance by our Customer of the following General Terms and Conditions of Sale.
1.2 E.S.M.C. reserves the right to modify these General Terms and Conditions at any time. In such cases, the applicable terms will be those in force on the date of the Customer’s order.
PRODUCTS OFFERED
2.1 Our products are offered subject to stock availability.
2.2 These products may be subject to technical and qualitative changes at any time, at the sole discretion of the Company. Catalogs are for informational purposes only and do not constitute a contractual document in the relationship with the Customer.
PRICES
3.1 The prices of the goods sold are those in effect on the date the order is placed. They are exclusive of taxes, ex-works, excluding delivery charges. Consequently, they will be increased by the applicable VAT rate and shipping costs on the date of the order and according to the export zone.
3.2 E.S.M.C. reserves the right to modify its prices at any time. However, it undertakes to invoice the ordered goods at the prices indicated at the time the order is recorded.
DISCOUNT
No discount will be granted for early payment.
PAYMENT METHODS
Unless otherwise specified in our invoice or under the specific conditions of our collaboration, payment for the goods is made at the time the order is placed by credit card. Your order is considered effective upon receipt of your payment.
PAYMENT TERMS
Standard sale with the creation of a purchase order followed by an invoice. Unless otherwise expressly agreed, the Customer pays the full amount of their order upon validation of their invoice.
LATE PAYMENT
7.1 The Customer’s failure to fulfill their payment obligations, or any delay, automatically entitles us, without prior notice, to late payment penalties equal to 1.5 times the legal interest rate in force, applied to the tax-exclusive amount of the invoice, from the day following the delivery of the products.
7.2 In the event of non-payment, 48 hours after a formal notice remains unanswered, the sale will be automatically terminated at the request of our Company, by registered letter with acknowledgment of receipt, without prejudice to any other damages.
RETENTION OF TITLE
8.1 E.S.M.C. retains ownership of the goods sold until full payment of the price, including principal and accessories.
8.2 In this regard, if the buyer is subject to judicial reorganization or liquidation, E.S.M.C. reserves the right to reclaim, within the framework of the collective proceedings, the goods sold and remaining unpaid.
DELIVERY TIMES
9.1 The indicated delivery times are provided as accurately as possible but depend on our packaging capacities, our supplies, and carriers.
9.2 The deadlines apply from the date of receipt of full payment of the order, to which is added, if applicable, the manufacturing time when it is a product made to order.
9.3 Exceeding delivery or manufacturing deadlines cannot give rise to retention, compensation, or cancellation of ongoing orders, provided that the manufacturing or shipment remains within the announced or reasonably foreseeable deadlines for artisanal production.
9.4 However, if within 2 months after the indicative delivery date (taking into account any manufacturing time), the product has still not been delivered for a reason other than force majeure, either party may request the termination of the sale by registered letter with acknowledgment of receipt. The Customer may then obtain a refund of their payment, excluding any other compensation or damages.
The following are considered as force majeure events that relieve us of our delivery obligation: war, riot, customs retention beyond 7 days, fire, strike, accident, impossibility of supply, or any unforeseeable event affecting artisanal production.
9.5 We will inform the Customer in a timely manner of any event that may delay the manufacturing or delivery of the products.
DELIVERY METHODS
10.1 Deliveries are made by carrier. We reserve the possibility of making global or partial deliveries in France and in the countries of the European Union.
10.2 Any delivery outside the European Union is entirely the responsibility of the Customer (organization, costs, customs formalities, etc.).
10.3 The transport fee covers delivery to the entrance of the Customer’s premises. Any additional handling must be the subject of a prior request from the Customer and incurs additional costs.
10.4 — Transfer of Risks
Regardless of the retention of title clause (Article 8), the products travel at the Customer’s risk from the time they leave our warehouses. The Customer assumes all risks related to the custody and preservation of the products from this date.
10.5 In the event of damage or loss noted during transport, the Customer must file the usual reservations with the carrier by registered letter with acknowledgment of receipt within 48 hours of receiving the goods.
RECEIPT OF PRODUCTS
11.1 Delivery is deemed to have been made upon the handing over of the products to the Customer by the carrier. The delivery note provided by the carrier, dated and signed by the Customer upon receipt of their products, will constitute proof of transport and delivery.
11.2 Before signing the delivery note, the Customer must verify the content, condition, and conformity of the delivered product(s). In the event of anomalies, the Customer must refuse delivery or make precise and dated handwritten reservations (the mentions “subject to unpacking” and “subject to assembly” will not be accepted).
11.3 Claims regarding apparent defects and non-conformity of the delivered product with the ordered product must be made by registered letter with acknowledgment of receipt within 48 hours of receipt of the products. In the absence of reservations, the product is deemed accepted by the Customer and cannot be contested regarding its delivery.
11.4 It is the Customer’s responsibility to provide all justification regarding the reality of the defects or anomalies noted. They must give the Company every facility to verify these defects and remedy them. They must refrain from intervening or having a third party intervene.
11.5 Product returns are subject to our prior written agreement. After agreement, we authorize returns within a maximum period of 7 days from the date of delivery of the products. Transport costs will be borne by the buyer. The product must be packaged as at the time of delivery. Any returned product that is not packaged or is damaged will result in charges to the Customer. Returns “carriage forward” are not accepted.
11.6 In the event of an apparent defect or non-conformity of the delivered products, duly noted by the Company under the conditions provided above, the Customer may obtain the free replacement of the products or a credit note for the return of products, at the Company’s discretion, excluding any compensation or damages. The credit note will be reduced by 20% to compensate for costs related to depreciation and reconditioning.
EXCLUSION OF WARRANTY
In all cases, the warranty does not apply to apparent defects. Also excluded are defects and damage caused by natural wear and tear or by an external accident (including abnormal use, defective maintenance, etc.), or by a modification of the product not provided or specified by the Company.
DISPUTES
Before any legal action, the parties will attempt to resolve disputes or controversies of any nature amicably. Any dispute relating to the interpretation and execution of these General Terms and Conditions of Sale is subject to French law. In the absence of agreement, with regard to professionals, the Mulhouse District Court located at 44 Av. Robert Schuman, 68100 Mulhouse, will be the sole competent jurisdiction.