The present General Terms and Conditions of Sale (hereinafter referred to as "GTC") constitute the sole basis of the commercial relationship between the parties and aim to define the conditions under which the company [Company Name], [legal form], with a share capital of [amount] euros, registered with the Trade and Companies Register of [city] under number [RCS number], whose registered office is located at [full address], VAT number [number], (hereinafter referred to as "the Seller") provides products (hereinafter referred to as "the Products") to professional or consumer buyers (hereinafter referred to as "the Buyers" or "the Buyer") upon request via the Seller's website, direct contact, or paper-based communication.
These terms apply without restriction or reservation to all sales concluded by the Seller with Buyers, regardless of any clauses that may appear on the Buyer's documents, including their general purchasing conditions.
In accordance with current regulations, these GTC are systematically communicated to any Buyer upon request, enabling them to place an order with the Seller. They are also communicated to any distributor (excluding wholesalers) prior to concluding a unique agreement pursuant to Article L.441-3 of the French Commercial Code, within legal deadlines.
Any order for Products implies acceptance by the Buyer of these GTC as well as the general terms of use of the Seller's website for electronic orders.
The information provided in the Seller's catalogs, brochures, and price lists is indicative and subject to revision at any time. The Seller reserves the right to make any modifications deemed necessary.
In accordance with current regulations, the Seller reserves the right to deviate from certain clauses of these GTC based on negotiations with the Buyer through the establishment of Specific Sales Conditions.
**Orders**
Definition
An order refers to any request for products listed in the Seller's price lists and accepted by them, accompanied by payment of any deposit specified in the order form.
To be valid, any order must be placed using the Seller's official order forms bearing their letterhead.
Modification
Orders submitted to the Seller are irrevocable for the Buyer unless accepted in writing by the Seller.
Any request for changes to an order's composition or volume can only be considered if submitted in writing (including fax or email) within 8 days after receipt of the initial order by the Seller.
If an order is modified by the Buyer, agreed delivery deadlines will no longer apply.
**Pricing**
Products are supplied at prices current on the day of order placement or specified in a commercial proposal sent to the Buyer. These prices are fixed and non-revisable during their validity period as indicated by the Seller.
Prices are net and exclusive of taxes (EXW), excluding packaging costs. Transport, customs fees, and insurance costs remain at the Buyer's expense.
Specific pricing conditions may apply depending on delivery methods, timelines, or payment terms requested by the Buyer. In such cases, a tailored commercial offer will be sent by the Seller.
**Payment Terms**
The price must be paid in full within 30 days from invoice issuance unless stated otherwise. For cash purchases, payment is due in full on delivery day under conditions outlined in "Delivery Methods."
The Seller reserves the right not to deliver ordered products if payment is not made as agreed above.
Late payments incur penalties at a monthly rate of 10% of total invoice value (inclusive of taxes) and a fixed recovery fee of €40 without prior notice. Additional compensation may be claimed if recovery costs exceed this amount upon proof submission.
No discount applies for early payments unless explicitly stated on invoices or within these GTC timelines.
**Delivery**
Delivery timelines are indicative and depend on transport availability and order priority. Delays do not justify penalties or cancellations unless agreed otherwise due to force majeure events like strikes or natural disasters.
Risk transfer occurs upon product handover to transporters or departure from Seller warehouses.
Buyers must report damages/missing items within 3 days via registered mail per Article L.133-3 of French Commercial Code; otherwise, items are deemed accepted without dispute.
Returns require prior written consent from Sellers; associated costs are borne by Buyers unless defects/missing items are verified post-inspection.
**Right of Withdrawal**
Consumer Buyers have 14 days post-receipt per Articles L.221-18 et seq., extended voluntarily by Sellers up-to 15 days overall for returns/refunds covering product cost + initial shipping fees minus return charges borne solely by Buyers.
Returned goods should remain unused/undamaged beyond inspection purposes per Article L221-23; refunds occur within 48 hours post-return validation using original payment methods unless alternative arrangements mutually agreed upon.