Terms of sales

Article I – SCOPE

The present General Terms and Conditions of sale apply to all sales concluded by Alphatex with professional buyers, regardless of the clauses that may appear on the customers’ documents, in particular their general terms and conditions of sale, with regard to the following products:

  • Netting in HDPE, PA, PES, PP
  • Tarpaulins in HDPE, PVC, PES, etc.
  • Installation accessories
  • Digital printing work
  • Fire-resistant shrinking films and accessories
  • Absestos products
  • Pikes – Shutters – Combs – Closures and installation accessories
  • Custom-made nets.

Article II – PRODUCTS

In theory, the products delivered comply with the descriptions in the catalogues and comply with the samples sent. However, the supplier reserves the right to modify or discontinue the product, whether for safety reasons, manufacturing practices or improvements to the product, or changes in the related standards in force. In the event of a pending order for a product that has been modified in this way, the supplier’s only obligation is to deliver the product ordered, replacing it with the newly manufactured product or failing that a higher-quality product. For our custom-made nets, our dimensions are always calculated between two rows of knots, knot center to knot center, dry net and under a normal tension. Manufacturing tolerance + or – 5%.

Article III – ORDER ACCEPTANCE AND PRICES

Orders taken by the supplier’s employees or any other duly authorised person at the company, are only definitive following receipt of a purchase order as per the quote, a copy of which must be dated and signed by a person authorised by the Purchaser and sent to the Supplier. The products are provided at the rates indicated in the attached pricing schedule, or as the case may be, in the business proposal addressed to the customer.

These prices are firm and cannot be revised during their period of validity, which is 30 days, without the Supplier’s express authorisation.

For any order under 150€ excl. Tax, an administrative service will be charged 29€ excl. Tax.

Article IV – PAYMENT TERMS

The price may be paid in cash with a 1.5% discount on receipt of the invoice, excluding special conditions, by bill of exchange accepted within 30 days from the date of invoice or by transfer.

Bills of exchange must be sent within 8 days. In the event of non-compliance with this deadline, the Supplier shall be entitled to demand immediate payment of all invoices due, including those that are not yet payable and suspend all pending or delivery phase orders, without prejudice to our rights to damages, where appropriate. Any invoices not paid in compliance with the preceding contractual conditions or individually agreed conditions, shall automatically accrue interest and surcharges at a rate 10 points higher than the BdF’s bank rate, with no further procedures nor prior formal notice.

This clause may not in any way be prejudicial to the payability of the debt. Moreover, any delay in payment shall automatically result, at the Purchaser’s expense, in compensation, by way of a penalty clause, equal to 15% of the unpaid invoice, which will be recovered by the Supplier’s legal department in compliance with articles 1152 and 1126 of the French Civil Code. The cost of returning unpaid goods shall be paid by the drawee.

Article V – DISCOUNTS, REBATES and REDUCTIONS

In the event of quantitative rebates or reductions; the Purchaser may benefit from discounts, rebates or reductions, in return for participating in a Marketing or Sales campaign on behalf of the Supplier.

Article VI – DELIVERY AND SHIPPING FEES DELIVERY

Delivery

The delivery date provided is for information purposes and is an estimate.

This date is not a fixed deadline and the Supplier cannot be held liable towards the Purchaser in the event of late delivery not exceeding one week. The products may be delivered to any other place specified by the Purchaser, subject to one week’s notice and a minimum deadline of 72 hours, entirely at the Purchaser’s expense. In the event of delivery to another place specified by the Purchaser, they shall provide the Supplier with precise information about the persons authorised (and under the Purchaser’s responsibility) to receive the ordered products.

If the Purchaser makes special requests with regard to the specific packaging (including metal racks which must be returned and are the inalienable property of the Supplier) or transportation conditions for the goods ordered, which are accepted in writing by the Supplier, the related costs shall be subject to specific additional invoicing. The Purchaser must check the appearance of the products on delivery. Unless explicit reservations are made by the Purchaser on delivery, the goods delivered by the Supplier will be considered compliant with the order in quantity and quality.

The related transfer of risks of loss and deterioration to the Purchaser, shall occur as the goods leave the Seller’s warehouse.

It is the Purchaser’s responsibility to check the condition of the packages delivered, indicate any reservations on the transporter’s delivery slip, and confirm these reservations by letter with acknowledgement of receipt within the legally prescribed 48 hours to the transporter and

inform the Supplier in writing within the same deadline. No claim may be accepted if the Purchaser does not comply with these requirements. The Supplier shall promptly, and at its own expense, replace the goods delivered whose non-conformity has been proven by the Purchaser. The Purchaser must sent us the complaint specifying the reservations made to the carrier and the photos of the merchandise. The claim will be admissible as soon as the Purchaser has dully fullfield the above criteria. Failure to comply with these formalities will result in the loss of any recourse against the carrier, and in fact prevents us from taking into account any claim for compensation and/or reimbursement.

SHIPPING COSTS

Prices are established ex works. Shipping costs are additional.

Article VII – TRANSFER OF OWNERSHIP – TRANSFER OF RISKS – RETENTION OF TITLE

The transfer of ownership of the goods from the Supplier to the Purchaser, will be effective only after full payment of the price agreed, regardless of the delivery date of such products. It is nevertheless expressly stipulated that the Purchaser shall be responsible for the goods in their possession following physical delivery. If the Purchaser fails to pay all or part of the price, the Supplier retains ownership of the goods sold until full payment is received, allowing it to claim the goods in the event of non-payment.

Any deposit paid by the Purchaser will remain the property of the Supplier by way of compensation, without prejudice to any other courses of action they are legally entitled to take against the Purchaser.

Article VIII – THE SUPPLIER’S RESPONSIBILITIES – GUARANTEES

The products delivered by the Supplier are covered by a warranty period in accordance with the needs specified by the Purchaser, who stipulated the terms on confirming the purchase order. In compliance with the legal provisions, the Supplier guarantees the Purchaser against any hidden defects due to defective material, design or manufacture affecting the delivered goods rendering them unfit for use. All warranties are considered void in the event of wrongful use, negligence or lack of maintenance by the Purchaser, and for normal wear and tear of the goods or force majeure. To assert its rights, the Purchaser must, under penalty of invalidating any other relevant actions, inform the Supplier in writing of these defects within a maximum of six months of their discovery.

The Supplier shall replace or repair the guaranteed goods or parts deemed faulty. This guarantee only covers the goods «on the ground» and in no case the labour costs related to their removal and reinstallation (excluding special agreements).

The replacement of faulty goods or parts shall not extend the warranty period fixed above.

Article IX – ELECTION OF DOMICILE AND COMPETENT COURT

In the event of dispute, the Rouen Commercial Court shall be the sole competent authority. All orders automatically presume that the Purchaser has accepted the Supplier’s general terms and conditions of sale, notwithstanding any contradictory stipulations in their own general terms and conditions.

Article X – APPLICABLE LAW

All clauses in the present general terms and conditions of sale, and all purchases and sales described herein, are governed by French law.

Article XI – INTELLECTUAL AND COMMERCIAL PROPERTY CLAUSE

All of the Supplier’s documents are protected by patents filed with the INPI (National Institute of Industrial Property) and WIPO and by current laws on industrial and commercial property. Any full or partial reproduction by any means will be prosecuted in the relevant courts. For the diffusion of Alphatex supports, a written authorization validated by our marketing department is required.