GENERAL TERMS AND CONDITIONS OF SALE

1. General Provisions

All contractual relations are subject to these general terms and conditions of sale unless a waiver was written by AGRESTA Technologies.

Information contained in catalogues and brochures are given for informative purpose only.


2. Offers - Orders

Offers are only valid within thirty (30) calendar days from date of its issuance unless otherwise stated on offers.

Orders should be placed in writing (electronic form or text form by fax or e-mail) and require written order confirmation from AGRESTA Technologies. It implies full acceptance of these general conditions of sale and payment terms. Buyer’s terms differing from our General Terms and Conditions of Sale shall require our explicit approval in writing for their validity and application. Buyer cannot modify or refuse these terms, except written agreement from our part.

Any modification or any possible observation relating to the order or to the delivery conditions transmitted after our order confirmation will result in additional charges, which is a fixed allowance of 50 euros.

Regarding the orders delivered by truck, before placing the order, the buyer has to make sure that the address where the delivery has to be made is on a stable ground and accessible by semi-trailer truck, 16.5 m long and 2.5 m wide (with limited turning radius). Driver can decide not to unload the products if security conditions are not met. Additional transportation costs shall be borne by the buyer.

3. Deadline - Delivery

Delivery and transport times are only given as an estimate, without a commitment from us.

Delivered quantities, volumes or weights are prepared according to the standard tolerances. This fact cannot lead to a disagreement by the buyer.

Specified destination is required and cannot be modified along the way. In case of delivery on a construction site, it has to be easily accessible without any danger or risk. Any special conditions of delivery will be charged additionally. Examples: 2 unloading points, tailgate, 19 T truck or delivery on appointment.

It is essential that the client or its authorized representative is present to receive the order. Unloading of goods is always the responsibility of the client. Unloading must be performed properly and promptly from the time of arrival of the truck. Waiting times will be charged to the recipient. Unloading, displacement and storage of the goods are not within the missions of the driver. If there is a failure to comply with certain safety (security) standards during unloading, induced costs could be charged to the customer.

Any abnormality concerning the delivery (missing product compared to order, damaged product, etc.) must necessarily be indicated on the delivery order in the form "handwritten reserves ", accompanied with the signature of the customer and driver. The costumer has to report this abnormality to the carrier within three (3) working days following the date of delivery by sending a registered mail with acknowledgement of receipt exposing the aforementioned complaints, even if the delivery was made free of charge. The buyer must immediately inform AGRESTA Technologies by sending a copy of this mail.

4. Returns - Warranties

Delivered and accepted goods are not taken back.

However, AGRESTA Technologies attaches special attention to customer satisfaction. If, despite the care taken in the order, customer wishes does not comply with the order, information should be given within 24 hours following the delivery. This claim must be confirmed in writing within 48 hours after delivery with justifying elements. Otherwise, delivery will be considered accepted.

In case of refusal of goods by customer, transportation costs (Go / Return) and a fixed allowance of 100 euros will be charged to the customer. Warranty of our products is limited to replacement of products recognized as defective, without any kind of indemnity, damages or interest. AGRESTA Technologies declines any responsibility for disorders that could occur due to incorrect storage, improper implementation or application of any product, the customer assuming responsibility for them.

Any information or any document (implementation tips, technical data sheet, catalogue, etc.) is given only for information purposes. The buyer has to make sure, if necessary by testing, that the product is compatible technically and lawfully with his particular usage and he remains solely responsible for this.

5. Price - Invoicing

The products are priced based on the price lists (rates) and conditions which are applicable on delivery day.

For the convenience of the buyer, AGRESTA Technologies offers include shipment to the delivery address. These prices must be understood as Ex-works price plus transportation costs.

As a consequence, any changes in the amount of these charges lead to a corresponding revision of the total price.

Any changes in the legislation will be passed on to waiting order. This will lead to changes in prices which have already been given.

All prices are quoted as net prices and do not include value added tax, which is to be paid additionally by the Customer in the amount specified by applicable law. The applicable VAT rate is the one on the day of delivery.

We reserve the right to revise our prices, even when a contract is being processed, if labor force conditions, materials or transport costs are modified.

6. Payment

Payments should be done in planned terms and deadlines, in accordance with the agreements concluded between AGRESTA Technologies and the buyer and without exceeding the rules of French law (LME).

Making a complaint does not relieve the buyer from his obligation to pay within the stated period of time and does not give the buyer the right to cancel the order or to refuse previous deliveries under the pretext of complaint.

Payment shall be effected according to the choice of AGRESTA Technologies. Payment period shall commence on receipt of the invoice. We reserve the right to change payment terms and to request a payment before delivery according to customer’s creditworthiness.

Any unpaid invoice by the due date, will cause late payment interests and without the need for prior formal notification. The penalties cost are based on the refinancing rates of the ECB (EUROPEAN CENTRAL BANK) + 10 points and cannot be lower than what is stated in the decree 2014-1115 of 02/10/2014, JO (Journal Officiel) of 4.

In case of late payment, customers are also automatically liable, in addition to the late payment interest, to a fixed allowance of 40 euros as recovery cost per invoice. If actual recovery costs are higher, an additional allowance of 15% of the unpaid amount may be requested from the debtor.

In case of advance payment, no discount can be deducted by the customer. Unless otherwise stated, any invoice amount which is less than 1 500 € (VAT included) should be paid by bank transfer or PayPal before shipment of the goods.

7. Retention of title

All goods supplied by us remain our property until the payment of all claims in respect of the business relationship with the Buyer, including any future claims. In case the payment wouldn't be done in the period forecasted by the parties, AGRESTA Technologies reserves the right to take back the delivered good and, if considered necessary, to resolve the contract.

From the delivery day until the effective payment, risks that may occur are transferred to the buyer who shall bear all liability for damages that these goods may suffer or cause for any reason whatsoever.

8. Industrial property

Purchaser agrees not to repackage, resell or modify product information or product names without the prior authorization of AGRESTA Technologies, or otherwise be liable for financial penalties.

9. Governing law and jurisdiction

All offers, confirmations and agreements are governed by and construed in accordance with the laws of France. All disputes arising out of or in connection with any agreement shall first be attempted by Buyer and AGRESTA Technologies to be settled through consultation and negotiation in good faith in a spirit of mutual cooperation. All disputes which cannot be resolved amicably shall be submitted to the exclusive jurisdiction of the courts of AGRESTA’s head office.    

10. Special conditions for export and sales in the EU

Prices are given in Euros, net, free of taxes and other fees. Any order, regardless of its country of origin, shall be payable in Euros. Any order delivered outside of mainland France may be subject to potential local taxes and customs duties which are applicable when the order arrives at destination. Their acquittal is charged to the buyer and is buyer’s responsibility. Buyers in foreign countries are advised to consult their local authorities regarding taxes and regulations concerning their purchase.

All transportation costs are the responsibility of the buyer. We shall entrust the transport to a company approved by our choice, unless otherwise specified. Any expenses or additional costs of a packaging in the export will be chargeable to the Buyer.

Goods exported from our company can only be used within the countries named in the order form confirmed by the buyer. The buyer cannot sell the goods directly or indirectly in a country without our written consent.

It is the responsibility of the buyer to verify with the local authorities of his country concerning possible importation restrictions which may apply or use of the products which the buyer intends to order. The applicable law is the law of France.

All disputes which may arise out of or in connection with present legal terms shall be finally settled under the Rules of Arbitration of the International Chamber of Commerce in Paris. The arbitration proceedings shall take place in Paris (France), in the French language.

In cases where the arbitration court could not validly solve the dispute; the commercial court of AGRESTA’s head office will be the only competent.