Clause n° 1 : Object
The general terms and conditions of sale (“GTCS”) described below the rights and obligations of the company EDMS (ED Machines Speciales) and of its client in connection with the sale of the following goods: wet glue labelling machine ED01 and ED02.
Any service performed by EDMS therefore implies the buyer’s unreserved acceptance of these general conditions of sale.
Clause n° 2 : Price
The prices of the goods sold are those in effect on the day the order is taken. They are denominated in euros and calculated exclusive of tax. Due to the status of Micro entrepreneur, VAT is not applicable on products sold by EDMS.
EDMS grants itself the right to modify its prices at any time. However, it undertakes to invoice the goods ordered at the prices indicated when the order is registered.
Clause n° 3 : Discounts and rebates
The proposed prices include the discounts and rebates that EDMS would be required to grant in view of its results or the assumption by the purchaser of certain services.
Clause n° 4 : Discount
No discount will be granted in the event of early payment.
Clause n° 5 : Payment terms
Orders are paid for:
either by bank transfer;
either by check;
When registering the order, the buyer must pay a deposit of 20% of the total amount of the invoice, the balance having to be paid to trigger the shipment of the goods.
Clause n° 6 : Guarantee
The EDMS company guarantees the equipment for a period of one year from the date of receipt thereof, provided that it has been used, maintained and stored under normal conditions (see recommendations in the user manual) and that it has not been dismantled and / or modified by the customer. All equipment is covered by this warranty, excluding consumables (ink cartridge and O-rings).
Clause n° 7 : Late payment
In the event of total or partial non-payment of the goods delivered on the day of receipt, the buyer must pay EDMS a late payment penalty equal to three times the legal interest rate. The legal interest rate used is that in force on the day of delivery of the goods.
From January 1, 2015, the legal interest rate will be revised every 6 months (Ordinance No. 2014-947 of August 20, 2014). This penalty is calculated on the amount including tax of the amount remaining due, and runs from the due date of the price without any prior notice being necessary.
In addition to late payment, any sum, including the deposit, not paid on its due date will automatically result in the payment of a lump sum indemnity of 40 euros due for recovery costs. Articles 441-6, I paragraph 12 and D. 441-5 of the Commercial Code.
Clause n° 8 : Cancellation clause
If within the fifteen days following the implementation of the “Late payment” clause, the buyer has not paid the sums remaining due, the sale will be automatically terminated and may give rise to the right to the allocation of damages for the benefit of EDMS.
Clause n° 9 : Title retention clause
The EDMS company retains ownership of the goods sold until full payment of the price, in principal and in accessories. As such, if the buyer is the subject of reorganization or judicial liquidation, the company EDMS reserves the right to claim, within the framework of the collective procedure, the goods sold and remained unpaid.
Clause n° 10 : Delivery
Delivery is made:
either by the direct delivery of the goods to the buyer;
either by sending the goods (costs borne by the buyer)
The delivery time indicated during the registration of the order is given only as an indication and is in no way guaranteed.
Consequently, any reasonable delay in the delivery of the products cannot give rise to the buyer’s benefit to:
the award of damages;
the cancellation of the order.
The risk of transport is borne in full by the buyer. In the event of missing or damaged goods during transport, the buyer must make all the necessary reservations on the order form upon receipt of said goods. These reservations must also be confirmed in writing within five days of delivery, by registered post.
Clause n° 11 : Force majeure
The responsibility of the company EDMS cannot be implemented if the non-performance or the delay in the performance of one of its obligations described in these general conditions of sale results from a case of force majeure. As such, force majeure means any external, unforeseeable and irresistible event within the meaning of article 1148 of the Civil Code.
Clause n° 12 : Court of competent jurisdiction
Any dispute relating to the interpretation and execution of these general conditions of sale is subject to French law.
In the absence of an amicable resolution, the dispute will be brought before the Commercial Court of Saint Nazaire (44600).