GENERAL TERMS & CONDITIONS OF SALE
Updated on 02/12/2025
GENERAL INFORMATION ON THE PUBLISHER AND THE VENDON
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Identity |
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Name : |
ADALTRA |
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Form : |
Simplified joint stock company |
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Capital : |
2 727 360 euros |
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Unique identification number : |
320 921 364 |
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Trade & companies register : |
Evry (France) |
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Contact details : |
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Geographic address :
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14 Mail du Commandant Cousteau 91300 Massy France
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Tel.: |
+33 (0)1 69 79 14 14 |
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E-mail address : |
clients@adaltra.com |
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Contact form : |
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Individual identification number : |
FR13320921364 |
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Publication Director : |
Adil Crespin |
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Host : |
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Name : Form : Capital : Unique identification number : Trade & companies register : |
SAS 717 519,10 euros 521 496 059 Paris (France) |
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Address : |
22, rue de Palestro, 75002 Paris |
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Tel.: |
+33 (0) 1 40 09 30 00 |
DEFINITIONS
Capitalized terms have the meaning attributed to them in the following table.
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Buyer |
a User that buys a Product. |
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Administrator |
the meaning attributed in Section 5.2.1 below |
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GTUs |
the Website’s general terms & conditions of use. |
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GTCs |
the general terms & conditions of sale for products via the Website. |
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General Terms & Conditions |
the GTUs and the GTCs. |
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Incident declaration |
has the meaning attributed in Article 2.1. |
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Electronic Documents |
has the meaning attributed in Section 22 below. |
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Data |
all information and data appearing on the Website, including intellectual property rights. |
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Publisher |
the Website publisher, identified more fully above. |
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Client Area |
means the personal Website interface offered to the Buyer by the Vendor, access to which is reserved for the Administrator by means of personal and non-transferable access codes. |
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Operator |
the Publisher (GTUs) or the Vendor (GTCs). |
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Form |
means the account opening form or credit request form to be completed and submitted by the Buyer, which is available at this address: https://www.cae-groupe.com/contact-us |
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Working day |
means a day other than a Saturday, Sunday, national or public holiday in accordance with the law. |
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Products |
all products sold or offered for sale by the Operator via the Website |
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Website |
www.cae-groupe.com |
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Territories |
Worldwide |
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User |
any person, acting on their own behalf or on behalf of an entity, visiting the website, including Visitors and Buyers. |
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Vendor |
the vendor of Products, identified more fully above. |
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Visitor |
any person visiting the Website and viewing the Products, who has not yet purchased a Product. |
WARNING
The Products marketed on www.cae-groupe.com are intended for professionals with the required qualifications and/or skills for this genre or type of product (in particular relating to the installation of electrical products). If you do not have all the required qualifications and/or skills or should you have any doubts, we recommend that you seek the assistance of a professional with all the qualifications and/or skills necessary to handle, install and commission our products. The Vendor may not be held liable for a lack of or insufficient qualifications and/or skills on the part of the Buyer.
CONTENTS
I - GENERAL TERMS & CONDITIONS OF USE (GTUs)
II - GENERAL TERMS & CONDITIONS OF SALE (GTCs)
7 PRINCING - PRICES - ADDITIONAL COSTS
14 SPECIAL TERMS AND CONDITIONS
III - COMMON PROVISIONS OF THE GTCs AND GTUs
Events that may affect the User
15 INTERRUPTIONS, RESTRICTIONS AND PERMANENT CLOSURE
The General Terms and Conditions are divided into three main parts: the general terms and conditions of service (GTCS) for use of the Website (TITLE I, sections1 to4 ); the general terms and conditions of sale (GTCS) for the sale of Products (TITLE II, sections5 to12 ); and the provisions common to the GTCS and GTCS (TITLE III, sections13 to26 ). The GTCU apply not only to Visitors but also to Purchasers. The GTC apply only to Purchasers. The common provisions form an integral part of the GTCU and GTC.
GENERAL TERMS AND CONDITIONS OF USE (GTCU)
1 PURPOSE AND SCOPE
The Terms of Use define the conditions of access to the Website, as well as the terms and conditions of use of its features by the User.
The Terms of Use apply to any use of the Website by a User.
By accessing and using the Website, the User unreservedly and unconditionally accepts the Terms and Conditions and undertakes to comply with them in full.
The Terms of Use may be modified at any time by the Operator. The applicable Terms of Use are those in force at any given time for the Visitor on the day of use of the Website.
The Website is accessible to all countries worldwide.
2 CONTENT
The purpose of the Website is to offer Users access to the Website, enabling them to view product offers, as well as its catalogue, documentation, blog and information about the Seller and the services offered, and, through the "e-commerce" section of the Website (reserved for Buyers), prices, product availability, quotes and the ability to make a purchase from the Seller using an Account that allows Products to be ordered electronically. The Buyer may also report after-sales service incidents using a form available at this address (the "Incident Report") in accordance with the conditions set out at this address.
The purchase of Products is limited to mainland France (excluding any other Territory, in particular the DROM-COM).
The use of the Site's content is free of charge and can be accessed simply by visiting the Site. Viewing applicable prices and making purchases requires the creation of a personal customer account, which entails the creation of a Customer Area. The creation of a Customer Area implies acceptance of the Terms and Conditions.
Users may subscribe to the Publisher's newsletter by completing the form on the Website. To unsubscribe, Users may click on the "unsubscribe" link in the newsletter, and their request will be processed immediately (during business hours). Users may resubscribe to the newsletter at any time by completing the form on the Website.
The Operator is the owner (or valid holder of the rights) of all Data made available to Users from and on the Website, including, but not limited to, information and/or documentation and/or data of any kind, commercial and/or technical, relating to the Products.
3 INTELLECTUAL PROPERTY
Any violation of the terms of this section shall automatically result, in addition to the User's liability, in the suspension or termination (at the Operator's discretion) of the supply of Products to the User, without prior notice.
All copyrights (copyright and related rights such as database producers' rights, as well as copyrights on the software comprising the Site) of the protected works reproduced and communicated on this Site are reserved worldwide. The User undertakes not to use the works other than for reproduction or consultation for personal purposes.
3.1.1 Reproduction
The User undertakes not to reproduce all or part of the Site on any medium whatsoever (paper, electronic, etc.), other than for personal and private use. Any representation or reproduction, in whole or in part, of this Site and its content (e.g. general structure, texts, animated or non-animated images, sounds), by any means whatsoever, without the prior express authorisation of the Operator and/or the rights holder concerned, is illegal within the meaning of Article L. 122-4 of the Intellectual Property Code and may constitute an infringement punishable under Articles L. 335-2 et seq. of the same code.
Furthermore, the Publisher's trademarks appearing on the Website are registered trademarks. Any total or partial reproduction of these trademarks without the express authorisation of the Publisher and/or the relevant rights holders is therefore prohibited.
3.1.2 Links
The User may set up a hypertext link to its content, provided that: it does not use deep linking, i.e. the pages of the Website must not be embedded within the pages of another website, but must be accessible by opening a new window; mentioning the source that will direct the user directly to the targeted content via a hypertext link;
The data from the Website may only be used by the User for personal purposes. Any use for commercial or advertising purposes by the User is prohibited.
The possibility offered to the User to create a link to the Website does not apply to the creation of links on websites disseminating information of a controversial or pornographic nature, inciting racial hatred or any form of discrimination, or which may, to a greater extent, be offensive to the general public or public order.
Users who wish to make any other use of the content of the Website or who have any doubts about the scope of their rights under the Terms of Use must consult the Operator before taking any action.
The Operator is the owner or licensee of the intellectual property rights to both the general structure of the Website and its content.
The User acknowledges and accepts that access to the Website and the Products made available to them by the Operator does not entail any transfer or licence of intellectual property rights (in particular trademark rights or copyright) or other rights to the User.
The User acknowledges and accepts that the use of the Website and access to the Products and their content does not authorise the User to reproduce, resell, exchange, rent, modify, adapt or correct, either free of charge or for a fee, all or part of the Website, the Products and their content protected by trademark law or any other intellectual property right whatsoever.
None of the terms and conditions of the T&Cs may be interpreted as a transfer or licence of any of these rights to the User.
4 USE OF THE WEBSITE
The User undertakes to consult and use the Website, in particular the Data, only for the purposes of obtaining quotations and purchasing Products and executing the sale, where applicable. The User shall refrain from using the Data for any other purpose, in particular for commercial use or for any use contrary to the provisions of the Terms and Conditions, and from circumventing the measures implemented by the Operator to ensure the security and reliability of the Website and transactions.
Use of the Website requires the User to have an Internet connection and adequate computer equipment, the costs of which are independent of the Products offered by the Operator. The User is solely responsible for the use of their means of accessing and using the Website, in particular their hardware and software.
The User undertakes not to: sell, transfer, publish, present, disclose or make available to third parties any of the Products or Data made available to them by the Operator; reverse engineer, decompile or disassemble any elements of the Website; remove the Operator's identification and ownership notices; create hypertext links to the Website (other than under the conditions set out in the section3.1.2 below); publish any performance tests or analyses or evaluations relating to the Operator or the Website or the Products; access the source codes of the software comprising the Website; use the elements of the Website for purposes other than personal and private use, or copy or transmit them to third parties.
GENERAL TERMS AND CONDITIONS OF SALE (GTC)
5 CUSTOMER ACCOUNT
5.1.1 Membership of the online sales channel (existing customer)
For individuals who are already customers of the Seller, the customer account is created by the Buyer by contacting their usual contact person at the Seller. The Seller will provide the Buyer with an Administrator declaration form for the purposes of validating and authorising the creation of a customer account for online sales. If an Administrator has already registered with the Seller, the Administrator will receive an email containing a link enabling them to retrieve their login details and initialise their password.
5.1.2 Terms and conditions for opening a simplified account ( ) (new customer)
Any first order by a Buyer must be preceded by the opening of an account in the name of the Buyer on whose behalf the Products will be ordered.
Create an account opening request using the "create an account" form for new customers who only have access to cash payment methods (VISA, MasterCard, SEPA transfer, PayPal). The Seller may apply payment limits depending on the payment method used (such as a cap).
5.1.3 Membership of the outstanding balance service
To sign up for the credit service, you must submit a credit account application using the form provided for this purpose, along with the necessary documents (e.g. K-bis extract, balance sheet, letterhead). The credit application will be validated by the Seller's accounting department and its credit insurance provider. The Buyer does not have an automatic right to credit, the acceptance of which remains at the sole discretion of the Seller, for whatever reason.
The Buyer must designate a manager (the "Administrator") to the Seller who is duly authorised to operate the customer account and to legally commit the Buyer, in particular for the purchase of Products. In groups of companies, each entity must designate an Administrator.
The Administrator may be the Buyer's legal representative or any person attached to its service to whom one of the Buyer's legal representatives or one of its duly authorised representatives has validly delegated its powers at the time of opening the customer account or subsequently by sending a new Form designating a new Administrator.
If the Administrator is not the legal representative, they shall be dismissed and replaced under the same conditions as above.
The appointment, dismissal or replacement of an Administrator shall only take effect one (1) Business Day after receipt of a request to that effect by the Buyer to the Seller.
The Administrator shall have sole access to the "administrator" account. The administrator account grants authorisations and revokes access.
The access codes for the "administrator" account are personal and non-transferable. The Buyer is solely responsible for maintaining the confidentiality of the access codes and keeping them secure. The Administrator may not disclose them to other persons.
All Users are prohibited from using the Website on behalf of any third party other than the Purchaser.
All orders for Products placed by the Administrator shall irrevocably constitute, by express agreement between the parties in accordance with the option provided for in Articles 1356 and 1368 of the Civil Code, orders for Products placed by the Purchaser.
The Buyer's account may be suspended or closed and the Seller may prohibit the Buyer's access to it, temporarily or permanently, in the event of the communication, whether intentional or not, of erroneous, incomplete, inaccurate or misleading information, or fraudulent use of the Site or the account. Suspension, closure or denial of access to the Website or account may be decided without prior notice and shall not give rise to any compensation or indemnity.
5.3 Terms and conditions of closure
Any account closure must be notified by the legal representative or, if they are not the legal representative, by the Administrator in accordance with the conditions set out in Article24 . The Seller shall confirm to the Buyer that the account has been closed on the date of this confirmation, which may not exceed eight (8) Business Days from the date of receipt by the Seller of the closure notification.
5.4 Security
The Seller uses the HTTPS protocol for the Website, allowing the User to verify the identity of the Website they are accessing through an authentication certificate issued by a third-party authority deemed reliable. The HTTPS protocol guarantees the confidentiality and integrity of data sent by the User (in particular data entered in forms) and received from the server. When the User accesses the Website, the website address includes an "s" after the first letters "http" and a closed padlock symbol appears in the Website's address bar, allowing the User to transmit data securely, particularly when making payments.
6 ORDERS
6.1 Orders are placed through a purchase process on the Website, which includes selecting products and quantities. A summary of the order allows for validation and acceptance by the Seller.
6.2 In order to be considered accepted by the Seller, all orders must be accompanied by an order acknowledgement, drawn up by the Seller and sent to the Buyer by email (to the email address indicated on their customer account). After validation of the order, the Seller sends a confirmation email (to the email address indicated on the Buyer's customer account) after checking availability, at which point the order becomes irrevocable and the Buyer waives the provisions of Article 1195 of the Civil Code (unforeseeable change of circumstances).
The place of conclusion of the sale is the location of the Seller's registered office on the date on which the order, whether initial or modified as indicated in 2-3 below, becomes irrevocable.
6.3 In the event that the Buyer, who has an outstanding balance, refuses the terms and conditions of payment proposed by the Seller, is unable to provide sufficient financial guarantees, or has apparent or proven financial difficulties, the Seller may refuse to honour the order(s) placed and to deliver the Products concerned, without the Buyer being entitled to claim any compensation of any kind whatsoever.
Furthermore, in the event that a Buyer places an order with the Seller without having paid in full any invoices already due, the Seller may refuse to fulfil the order and deliver the Products concerned, without the Buyer being entitled to claim any compensation of any kind whatsoever.
6.4 The Buyer may not modify the terms of the order (quantity, date and delivery terms) after receiving the Seller's email confirming receipt of the order. Any request to modify an order by the Buyer must first be sent to customer service for approval. If an order is modified with the Seller's agreement after delivery of the Products, the return of these Products to the Seller's warehouses shall be at the Buyer's expense and shall give rise to the payment by the Buyer of compensation to cover the costs of restocking, contractually fixed and agreed at a flat rate of 20.00% of the pre-tax sale price. of the returned Products if the products are returned within 30 days of the delivery date, and 30.00% for a period exceeding 30 days.
6.5 All orders must meet a minimum amount, otherwise administrative fees will be charged.
The order threshold and the administrative fees applicable to the Buyer are indicated in the special terms and conditions of sale available in the Customer Area as well as on quotations and order acknowledgements.
7 RATES – PRICES S – ADDITIONAL COSTS
7.1 The prices of the products indicated on the Website are indicative retail prices. The price of the Products applicable to the Buyer is the price indicated in their Customer Area. The price may be revised either under the conditions agreed with the Buyer in a specific agreement (e.g. quotation, discounts), or, in the absence of such an agreement, in accordance with the provisions of Article 1164 of the Civil Code, at any time during the year, and the Buyer will be notified of any such revision. Any price change shall be immediately applicable on the date an order is placed or, if the date of the change is delayed, on the date indicated on the new price list.
7.2 Additional costs (administration fees, cutting costs, postage, etc.) and any related thresholds are indicated in the Buyer's Customer Area and/or on the order confirmation.
7.3 Prices are always exclusive of tax and ancillary costs or special preparation.
7.4 The Products are sold at the prices listed in the price list in force between the Seller and the Buyer on the date of the order confirmation. In the event of a discrepancy between the prices applicable to the Buyer and the price indicated on the order confirmation, only the price indicated on the order confirmation shall prevail , except in the case of a gross error (e.g. a derisory price in view of the order).
8 PAYMENT FOR ORDERS
8.1 All orders placed by a Buyer are payable in full, without discount, at the time of ordering. However, this clause does not apply in the case of orders placed by a customer with outstanding payments.
8.2 Orders for customers with outstanding accounts are payable on the date agreed upon by both parties when the account is opened, or later, and which will appear on each invoice, it being understood that the payment period may not exceed the periods referred to in I of Article L. 441-10 of the French Commercial Code (any period expressed as "end of month" is calculated from the end of the month in which the invoice is issued). No discount shall be given for early payment.
8.3 The following means of payment are accepted: for cash payments: credit card; for customers with outstanding balances: credit card, bank transfer, cheque, administrative money order.
8.4 Invoices are issued when the Seller ships the Products ordered and are payable at the Seller's registered office, notwithstanding the provisions of Article 1342-6 of the Civil Code (payment at the debtor's domicile). All payments are applied first to the oldest invoices.
8.5 In the event of payment by commercial paper, only their actual collection on the due date shall be considered as full payment within the meaning of the GTC.
8.6 Any sum not paid by the due date shall, in accordance with Article L. 441-10 II of the French Commercial Code, the payment by the Buyer of late payment penalties at the interest rate applied by the European Central Bank to its most recent refinancing operation plus 10 percentage points and a fixed compensation for recovery costs in the amount set out in Article D. 441-5 of the Commercial Code. Upon presentation of supporting documentation, this amount may be increased if the recovery costs exceed the amount of this fixed compensation.
8.7 Pursuant to Article L. 441-10 of the French Commercial Code and by way of derogation from Article 1231-5 of the French Civil Code (formal notice), these penalties and compensation shall be payable by operation of law, without the need for prior formal notice, on the day following the payment date shown on the invoice. The Seller shall inform the Buyer by means of a debit note.
9 DELIVERIES
9.1 The Products ordered, subject to the reservations indicated in Article9.2 , shall be delivered to the address indicated on the Order Form.
9.2 The delivery times mentioned on the order confirmation issued by the Seller are given for information purposes only and are not guaranteed. Exceeding this time frame shall not give rise to any withholding or compensation of any kind whatsoever. However, without prejudice to Articles6.3 above and18 (Force majeure) below, the buyer who has not received delivery by the indicative date may cancel all or part of their order within fifteen (15) days after formal notice has remained unsuccessful.
9.3 If the Buyer wishes the Products ordered to be delivered by "express delivery", they must notify the Seller before confirming the order. The additional cost associated with this delivery method shall, in any event, be borne exclusively by the Buyer.
9.4 The Products may be collected by the Buyer, or a third party designated by them, from the Seller's premises, with the Seller's agreement.
9.5 If the Buyer or the third party designated by them does not take delivery of or collect the Products ordered within the agreed time frame, the Seller may then, without prejudice to Article 1657 of the Civil Code (termination of the sale), either dispose of the Products ordered as it sees fit or store them at the Buyer's risk, who shall be required to pay any additional storage, transport, insurance or other costs.
9.6 The transfer of risk takes place at the time of delivery of the Products by the Seller or its carrier in accordance with the Buyer's instructions.
9.7 In the event of damage to the delivered Products or missing items, it is the Buyer's responsibility to make all necessary reservations with the carrier. Any Product that has not been noted on the delivery note, confirmed by extrajudicial document or by registered letter with acknowledgement of receipt, within 3 days of receipt, to the carrier, in accordance with Article L. 133-3 of the Commercial Code, and a copy of which shall be sent simultaneously to the Seller, shall be deemed to have been accepted by the Buyer. In the case of an export order, the registered letter with acknowledgement of receipt may be replaced by any other written or electronic document whose date of issue is not disputable. It is the Buyer's responsibility to provide all evidence of the reality of the defects or missing items noted.
9.8 Any variation in the quantities of cables delivered that is less than or equal to five per cent (5.00%) compared to the order shall not give rise to any claim.
9.9 No Products may be returned by the Buyer without the prior express written consent of the Seller, after reporting the incident using the Incident Report in accordance with Article2.1 . The Seller's final agreement is subject to the following conditions: the products must be returned in their original packaging or equivalent (cardboard box, wrapped pallet) and accompanied by the return form previously provided by the Seller's sales teams, without this form being stuck to the products. Without prejudice to the following paragraph, the following products, given their nature, cannot be returned: racks, cabinets, cut cables (copper and fibre).
Where, after inspection, an apparent defect or, without prejudice to the provisions of clause9.7 , a missing item is actually found by the Seller or its representative, the Buyer may request, at the Seller's expense, the replacement of the non-compliant items and/or the addition of items to make up for the missing items, without however being entitled to claim any compensation or cancellation of the order. Replacement may only apply to missing or defective items.
9.10 The complaint made by the Buyer, including under the conditions and in accordance with the terms described in this article, does not suspend payment by the Buyer for the Products concerned.
10 RESERVATION OF TITLE
10.1 Without prejudice to the provisions of the clause9.5 , the transfer of ownership of the Products ordered is suspended until full payment of the price thereof by the Buyer, in principal and accessories, even in the event of the granting of payment terms. Any clause to the contrary, in particular those included in the Buyer's general terms and conditions of purchase, shall be deemed null and void, in accordance with Article L. 621-122 of the French Commercial Code.
10.2 By express agreement, the Seller may exercise its rights under this retention of title clause, for any of its claims, on all of its Products in the Buyer's possession, the latter being conventionally presumed to be those unpaid, and the Seller may take them back or claim them as compensation for all its unpaid invoices, without prejudice to its right to terminate current sales. The Buyer shall store and identify the Products supplied by the Seller without interruption so that they can be recognised as belonging to the Seller in the event of this clause being invoked.
10.3 The Buyer may only resell unpaid Products in the normal course of its business and may not under any circumstances pledge or grant security over unpaid Products. In the event of non-payment, the Buyer shall refrain from reselling Products up to the quantity of unpaid Products.
10.4 The Seller may also demand, in the event of non-payment of an invoice by the due date, the cancellation of the sale after sending a simple notification by any written means. Similarly, the Seller may unilaterally, after sending a formal notice, draw up or have drawn up an inventory of its Products in the Buyer's possession, who hereby undertakes to allow free access to its warehouses, stores or other premises for this purpose, ensuring that the Company's Products can always be identified.
10.5 In the event of the opening of receivership, safeguard or liquidation proceedings, orders not yet delivered shall, by express agreement between the Seller and the Buyer, be automatically cancelled without prior formal notice being necessary. If the Buyer has resold the Products to a third party before full payment of their price to the Seller, the Seller may claim the price or part of the price that has not been paid, settled in value or offset in the current account between the Buyer and the non-purchasing third party on the date of the declaratory judgment and shall have an acquired right to the allocation of the resale price up to the amount of its rights.
10.6 This clause does not prevent the risks of the Products from being transferred to the Buyer under the conditions stipulated in Article9 above.
10.7 The Buyer shall be the depositary and custodian of the said Products from the date of delivery. In the event of non-payment, and unless the Seller prefers to seek full performance of the sale, the Seller reserves the right to terminate the sale, after formal notice, and to reclaim the Products delivered, with the return costs remaining the responsibility of the Buyer and the payments made being retained by the Seller as a penalty clause.
11 WARRANTY AND LIABILITY
11.1 The Purchaser is required to familiarise themselves, with the assistance of any professional or qualified third party if necessary, with their requirements and the technical characteristics of the Products before any purchase, use or installation. The Purchaser is also required, either directly or with the assistance of a qualified or competent third party, to take the usual precautions and comply with the laws, regulations, standards, rules, methods, requirements and practices applicable to the Products, their use or their installation. The Buyer is solely and fully responsible for the conditions of preservation, protection, storage, handling, use, installation, integration or use of the Products.
11.2 The Seller exclusively guarantees the Products against hidden defects, which are understood, under the terms of the GTC, to be a defect in the manufacture of the Product rendering it unfit for use and not likely to be detected before use. Any other defect, such as a defect in design or durability, is not a "hidden defect" within the meaning of the GTC.
The Seller guarantees only the Buyer, to the exclusion of any third party such as the Buyer's assignees or insurer, and the Buyer shall refrain from any transfer or subrogation of its rights to third parties.
This warranty may be invoked by the Buyer, under the conditions set out in this article, within twelve (12) months of the date of delivery of the defective Product.
11.3 Under this warranty, the Seller shall be liable, at its sole discretion, only for the replacement or repair of the Products (under the same delivery conditions as the defective Products) or for the reimbursement of the Purchase Price of the defective Products to the Buyer, without the Buyer being entitled to claim any other compensation, costs, cost, penalty or compensation for any reason whatsoever, such as damages, labour costs, handling costs, subcontracting costs, service provider costs, removal costs, installation costs, downtime costs, warranty implementation costs, operating losses, penalties or late payment interest, this list being illustrative and not exhaustive. If one of the two options is called into question, the other option shall apply automatically, which the Purchaser accepts.
11.4 In order to benefit from this warranty, the Purchaser must comply with the procedure known as the "After-Sales Service Procedure", a detailed description of which is available in the Customer Area; consequently, any Purchaser who encounters a defect in the Product undertakes, as soon as they become aware of it, to complete the Incident Report, which will indicate the procedure to be followed; The benefit of the warranty is lost in the event of failure to comply with the procedure provided for by the Seller's sales department. It is specifically agreed that any Buyer who, without the express prior consent of the Seller, undertakes to remove the defective Product and replace it with replacement equipment, shall do so exclusively at their own expense.
11.5 Without prejudice to the Seller's right to terminate any sale under the terms of Article 1226 of the Civil Code, the warranty stipulated in this article11 shall be suspended, automatically and without the need to send a notification to the Purchaser or formal notice, if the Purchaser fails to fulfil any of its obligations under the General Terms and Conditions or, in general, under the texts applicable to sales. This warranty may also be suspended under the same conditions in the event of a clear risk of non-performance.
11.6 The warranty set forth in this Article11 is the sole warranty granted by the Seller to the Buyer in connection with the sale of the Products. The Seller excludes any other warranty, including any legal warranty, or any other liability of any kind whatsoever that is not a matter of public policy, the Seller thus excluding any other compensation for damages, losses and harm, whether direct or indirect, including in the event of cancellation of the sale. The Buyer therefore waives any recourse against the Seller on these grounds and shall hold the Seller harmless against any third-party action on these grounds.
11.7 The exclusions and limitations of liability and compensation, as well as the procedural and waiver clauses and their effects, are enforceable against third parties.
12 REGULATIONS AND SPECIAL MEASURES
12.1 Regulations concerning product performance or safety
The end use of certain Products may be subject to specific regulations regarding performance and safety, such as, for example, fire and panic safety regulations in establishments open to the public (ERP) and high-rise buildings (IGH), as amended by the decree of 17 May 2024, Delegated Regulation (EU) 2016/364 on the classification of the reaction to fire of electrical cables, or Regulation (EC) 305/2011 establishing harmonised conditions for the marketing of construction products.
In the absence of knowledge by the Seller of the end use for which all the Products are intended, it is the sole responsibility of the Buyer to ensure that the Products purchased and installed are suitable, in particular with regard to their compliance with all applicable regulations. The Seller shall not be held liable for the non-compliance of the Products purchased with any regulations applicable to the use for which they are intended by a Buyer. Any Buyer is invited, if they wish, to contact the Seller's sales teams in order to assess the suitability of the Products they are considering purchasing with the regulations applicable to their use.
12.2 Regulations concerning producers of certain types of waste
In accordance with Article L. 541-10-1 of the French Environmental Code, the principle of extended producer responsibility pursuant to Article L. 541-10 of the same code applies in particular to construction products or materials in the building sector intended for households or professionals (PMCB) and components and waste from electrical and electronic equipment, whether intended for use by individuals or professionals (WEEE).
As such, the Seller:
- indicates, in accordance with the provisions of Articles L. 541-10-13 and R. 541-173 of the Environmental Code, that its unique producer identifiers subject to the principle of extended producer responsibility pursuant to Article L. 541-10 of the same code are:
WEEE: FR326109_05ESTC
PMCB: FR326109_04XGEP
- specifies, in accordance with the provisions of Article R. 543-290-3 of the Environmental Code, the standard contract established by the eco-organisation providing for it, that the share of the unit cost borne by the Seller for the management of PMCBs is passed on to the buyer without the possibility of a discount.
For the end-of-life management of electrical and electronic equipment, you can use the free solutions provided by Ecologic via the media developed for this purpose:
- www.e-dechet.com (contact tel: +33 (0)1 76 52 00 00) for collection from the holder/end user (reminder of the criteria for free collection on the website)
- the iDepose app (downloadable on smartphones or tablets) for delivery to an Ecologic partner recycler.
If you decide to take responsibility for the end-of-life management of electrical and electronic equipment, we invite you to consult the legal obligations incumbent on the holder, as set out in particular in Article L. 541-2 of the French Environmental Code.
12.3 Sanctions, restrictions and embargoes
The Buyer undertakes not to export, re-export, resell or transfer, directly or indirectly, the Seller's products to any country, entity or person subject to mandatory or enforceable economic sanctions, trade restrictions or embargoes resulting from any law, regulation or measure imposed by France, the European Union, the United Nations, the United States of America or any other competent authority or organisation. In particular, the Buyer undertakes not to sell, deliver or use the Seller's products in the territories of the Russian Federation, Belarus or any other country subject to sanctions, restrictions or embargoes. The Buyer warrants that it will use the Seller's products in accordance with applicable export control regulations.
The Buyer shall, under its sole responsibility, ensure compliance with the above provisions and undertakes to indemnify the Seller against any action, claim, liability, damage or cost that the Seller may incur as a result of the Buyer's failure to fulfil its obligations.
13 RESALE OF PRODUCTS
The Buyer shall be solely responsible, in connection with the resale of the Products, to its customers or prospects, households, authorities and, in general, the public, for legal obligations relating to information, communication, alerts, advice, provision of data, marking, labelling, signage, display or any other process, certification, return and other measures concerning the Products, including, but not limited to:
- under Title I (Consumer Information) of Book I(Consumer Information and Commercial Practices), in particular Articles L. 111-4 and L. 113-1 of the Consumer Code;
- Chapter I (Distance and off-premises contracts) of Title II (Rules governing the formation and performance of certain contracts) of Book II (Formation and performance of contracts), in particular Article L. 221-5 of the Consumer Code;
- Chapter III (Obligations of producers and distributors) of Title II (Safety) of Book IV (Conformity and safety of products and services) of the Consumer Code;
- Articles L. 541-9-1, L. 541-9-2, L. 541-9-3-1, L. 541-9-11, L. 541-10-8 and L. 541-10-10 of the Environmental Code;
under the penalties provided for in the aforementioned codes (in particular Articles L. 131-1 et seq. and L. 452-5 et seq. of the Consumer Code and Articles L. 541-9-4 et seq. and L. 541-9-14 et seq. of the Environmental Code).
The Buyer shall indemnify the Seller against any third-party claims against it arising from the Buyer's failure to comply with its obligations in connection with the resale of the products.
14 TERMINATION CLAUSE
It is expressly agreed that in the event of failure to pay any sum owed by the Buyer on its due date or normal date of payment, or in the event of failure to comply with any of the terms and conditions of sale or any legal or regulatory obligation applicable to the Buyer, and fifteen (15) days after a request for payment or performance has remained unsuccessful, the sale shall be terminated automatically, at the Seller's discretion, without the need to complete any legal formalities, notwithstanding any deposits or actual offers made after the above deadline. All costs incurred as a result of the Buyer's breaches, and all costs that may arise as a result or consequence thereof, as well as collection costs and fees, shall be borne exclusively by the Buyer, who shall indemnify the Seller in this regard.
15 SPECIAL TERMS AND CONDITIONS
These General Terms and Conditions may be supplemented or amended by special terms and conditions. These special terms and conditions are indicated in the Customer Area.
STIPULATIONS COMMON TO THE GTC AND GTCU
As a reminder, the User may be both a Visitor and/or a Buyer.
Events that may affect the User
16 INTERRUPTIONS, RESTRICTIONS AND PERMANENT CLOSURE
The Operator does not undertake any obligation of any kind regarding the accessibility or availability of the Website, particularly in the event of slowdowns, suspensions or unavailability for any reason whatsoever.
The Operator may, at any time, restrict, partially or totally, temporarily or permanently, access to the Website by the User, including the User's account, with the Operator making no commitment regarding advance notice or a maximum period in the event of suspension, in particular in the event of technical problems, breakdowns, maintenance of the Website, incompatibility of the Website with the User's computer systems, violation by the User of the General Terms and Conditions, proven suspicion of fraudulent use of the Website by the User or a third party, alteration by the User, whether intentional or not (in particular in the event of hacking) of the functionality, availability or, in general, the integrity of the Website. The User waives any action against the Operator in this regard.
The Operator may decide to permanently close the Website at any time.
None of the provisions of the Terms and Conditions may be interpreted as constituting an acquired right for the User to use the Website.
17 MODIFICATIONS TO THE TERMS AND CONDITIONS
The Operator may, at any time, modify the terms of these Terms and Conditions for the future. These modifications are binding on the User as soon as they are posted online. It is therefore recommended that the User regularly consult these Terms and Conditions in order to be aware of any new conditions. For ease of reference, an update date is indicated at the top of the Terms and Conditions.
18 NATIONAL LAW
In the event that the Website or the Products it references or the manner in which they are offered or marketed violate, in whole or in part, any regulations under the national law of the User's country of residence (other than France), it is the User's responsibility to refrain from accessing them from that territory or to access them from other territories where they are deemed legal. Users who choose to access the Website from a territory where the Website or the Products violate, in whole or in part, applicable national regulations do so on their own initiative and at their own risk, and they are responsible for assuming the consequences of the application of the public policy rules of their country of residence, without being able to hold the Operator liable.
19 RISKK
The Website is subject to the risks inherent in communication networks, particularly in terms of security breaches in data transmission and continuity of access to the Website or the various Products offered.
The User agrees to personally assume these risks and their consequences, including any damage, regardless of its extent, to the User. It is the responsibility of each User to take all appropriate measures to protect their own data, software and hardware from contamination by viruses or other forms of attacks that may circulate through the Website.
The User waives any action against the Operator in the event of interruption, disruption, latency or error resulting from maintenance operations carried out to ensure the proper functioning of the Website, or due to the behaviour of other Users, any other events beyond its control, or events of a Force Majeure nature (see below).
20 FORCE MAJEURE
Neither the User nor the Operator shall be held liable to the other in the event of failure to perform one of its obligations as a result of an event constituting force majeure within the meaning of Article 1218 of the Civil Code.
By express agreement, the following events are also considered by the User and the Operator to constitute force majeure for the Operator, without the Operator having to establish that the event has the characteristics defined in Article 1218 of the Civil Code the following events, insofar as such events prevent the Operator from fulfilling its obligations to its suppliers or subcontractors: fire, theft of all or part of the equipment, lock-out, strike, shortage of raw materials, scrapping of parts during manufacture, shortage of fuel or energy, interruption or delay in transport or postal and telecommunications services, work stoppage at suppliers, acts of sabotage, demonstrations, declaration of a state of emergency provided for by Law No. 55-385 of 3 April 1955 relating to the state of emergency or of a state of health emergency or measures having equivalent effects , and the measures taken for their application, over all or part of the territory. In such circumstances, the Operator shall notify the User in writing, in particular by email, within forty-eight (48) working hours of the date of occurrence of the events, the contract between the Operator and the User being then suspended automatically without compensation, from the date of occurrence of the event. Where applicable, and if the event lasts for more than eight (8) days, the contract between the Operator and the User may be terminated at the Operator's request.
User protection
21 PERSONAL DATA
The terms "Personal Data", "Processing", "Data Controller", "Data Subjects", "Data Processor" and "Supervisory Authority" have the definitions given to these terms in Article 4 of European Regulation (EU) No. 2016/679 of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data (the "GDPR").
Within the framework of the contractual relationship, the Operator, as Data Controller, collects and processes Personal Data (e.g. personal identification, contact details, orders, payment details, messages, customer account information) of Data Subjects, namely the User and/or its employees, managers and/or representatives, in order to manage the contractual relationship. Personal Data that must be provided in order to execute the contract is indicated by an asterisk. If the User does not provide such data, the Operator will be unable to supply the Product. The provision of data that is not marked with an asterisk is optional and the User may refuse to provide it. Please note that the Operator may offer to provide certain personal data for the Operator to send commercial prospecting messages to the Persons Concerned (in particular, sending information related to the launch of new Products and/or services, the organisation of promotional events and marketing activities of all kinds).
In this context, the Operator is required to implement Personal Data Processing in strict compliance with the applicable provisions on the protection of personal data, in particular the GDPR and/or any other provisions arising from applicable national legislation (the "Applicable Regulations").
The Operator processes Personal Data for the purposes of customer management (right to use the customer account, administrative and financial management, management and monitoring of customer relations) and the contractual relationship, including contract management, orders, delivery, invoices, accounting, monitoring of the contractual relationship, after-sales service management, prospecting and commercial offers and marketing operations, compilation and management of statistics (surveys, analysis, statistics, opinions of individuals on Products or content), account management and software security supervision (access to and use of the Website, software improvement, data, software and Website security) and, more generally, the management of operations enabling it to communicate with the User (including prospecting and commercial offers and the management of the rights of Data Subjects with regard to the Personal Data referred to below).
The processing operations carried out by the Operator in this context are mostly based on the proper performance of the sales contract, and for other purposes, in particular commercial prospecting, on the legitimate interest of the Operator (in particular its economic interest, such as combating payment fraud, managing the Website and its operational functions, resolving technical problems, improving and developing new features), and, in certain cases, in particular for purposes related to accounting (management of invoicing, payment and collection), on the Operator's compliance with its legal obligations (tax obligations).
The Operator retains Personal Data for as long as necessary to fulfil the purposes of the processing. The retention period varies from one type of Personal Data to another, as it depends on: the Operator's need to retain Personal Data in relation to its activities, contractual obligations, legal obligations, applicable limitation periods, and rules and recommendations published by the authorities responsible for personal data protection. In general, Personal Data collected and processed in this context, as well as the entire file associated with a User, will be retained for the duration of the contractual relationship and/or activation of the Customer Area and for the applicable limitation period. The User may close their customer account at any time by sending a request by email to [email protected] At the end of the commercial relationship and/or the closure of the customer account, the data is archived for the applicable limitation period (which is currently five years) before being permanently deleted after this period. The Operator may therefore retain certain Personal Data despite the User's wish to close their account in order to fulfil its legal or regulatory obligations and to enable the User to exercise their rights (e.g. to bring an action before any court and/or to defend themselves in an action before a court).
The data collected and processed in this context will only be accessible to the Operator's employees who need to access it in the course of their duties and for the purposes indicated above, and may be communicated to subsidiaries or other entities of the Operator or the group to which the Operator belongs, as well as to third-party service providers acting as Subcontractors, in order to perform services related to the above purposes, such as hosting, storage, analysis, communication, data processing, database management, marketing, accounting, delivery, payment or IT maintenance services. In this context, these Subcontractors may have access to Personal Data. These Subcontractors act only on the instructions of the Operator and will only have access to the Personal Data of the Data Subjects in order to perform the services that the Operator has agreed with them (i.e. they are not authorised to use it for any other purpose) and will be bound by the same security and confidentiality obligations as the Operator. The data collected and processed may also be disclosed to accountants, auditors and factoring companies acting as separate Data Processors, who will process the Personal Data of Data Subjects in accordance with the Applicable Regulations. In addition, the Operator may be required to disclose the Personal Data of Data Subjects to the following persons: judicial, police or administrative authorities legally authorised to receive such data, parties involved in legal proceedings to defend the Operator or exercise its rights.
The Personal Data of Data Subjects is currently hosted and processed within the European Union. This Personal Data may be transferred outside the European Union for the purposes of Processing set out above. For each transfer, the Operator will then put in place appropriate safeguards to ensure an adequate level of protection within the meaning of the Applicable Regulations. Depending on the type of data transfer, the recipient and its location, the transfer will be governed by an adequacy decision of the European Commission (including by using a recipient benefiting from EU-US Privacy Shield certification), the signing of standard contractual clauses following the model approved by the European Commission (a copy of the model used for the signing of these clauses is available at the following address: https://www.cnil.fr/fr/les-clauses-contractuelles-types-de-la-commision-europeenneou the use of a recipient with Binding Corporate Rules.
In accordance with the Applicable Regulations, Data Subjects have the right of access (the right to know what Personal Data the Operator holds about them and to request a copy of it, as well as to request information about the purpose of its processing), rectification (the right to obtain the rectification of Personal Data concerning them that is inaccurate), erasure (the right to request the erasure of Personal Data (under certain conditions), restriction of Processing (the right to request the restriction of the use of Personal Data concerning them in certain cases), to object to the processing of data concerning them (right to object to the processing of Personal Data concerning them for commercial prospecting purposes or to processing based on the legitimate interest of the Operator), to portability (where applicable (when processing is based on consent or the performance of the contract), the right to receive a copy of the Personal Data concerning them that has been transmitted (in a machine-readable format) or to have this data transmitted to another company), withdrawal of consent (the right, at any time, to withdraw consent given for the use of Personal Data concerning them when this is required. Data Subjects also have the right to send the Operator specific instructions regarding the fate of their Personal Data after their death. To exercise these rights, Data Subjects may contact the Operator either by email at [email protected] or by post at the Operator's address (indicated at the beginning of the General Terms and Conditions), for the attention of the GDPR Committee.
Finally, Data Subjects may lodge a complaint with the Supervisory Authority, namely, in France, the Commission nationale de l'informatique et des libertés (CNIL).
The User undertakes to forward the information contained in this article18 to its employees, managers and/or representatives whose Personal Data may be processed as a result of the contractual relationship.
22 COOKIES
The Website uses the Google Analytics statistical tool and the Google Adwords advertising tool, which record certain data concerning the User's browsing on the Website. No personal data will be recorded as part of the statistical data policy. The Website also records browsing information in the form of cookies. No personal data will be collected.
Miscellaneous
23 LIMITATION OF LIABILITY
Without prejudice to any other provision of the General Terms and Conditions, the Operator provides the User with free access to the Website, including the Data, under the sole responsibility of the User, in particular with regard to the appropriateness of accessing, consulting and using it and its compatibility with the User's computer systems. The User acknowledges and accepts that the Operator shall in no event be liable, in the event of proven fault, for any indirect and/or incidental damages (including loss of income, business interruption, expiry of a time limit, loss of opportunity, loss of data or any other nature) resulting from the use or inability to use the Website.
The Operator does not guarantee to the User that the Website will meet all of the User's requirements or that the Website will be available at all times without interruption or error. The Operator makes no representations or warranties as to the accuracy or completeness of the Data.
The Operator does not provide any warranty or liability other than those expressly stipulated in the Terms and Conditions and excludes any other warranty or legal or implied liability.
24 COMMUNICATION
Unless otherwise provided for in a clause of the General Terms and Conditions, exchanges between the Operator and the User may take place by any written means, in particular by email to the email address provided by the User at the time of ordering or in any other document.
25 AGREEMENT ON EVIDENCE
Notwithstanding any legal provision to the contrary, in particular foreign provisions, in accordance with the provisions of Articles 1356 and 1368 of the Civil Code, the User accepts that the records and backups (including Data and any connection data) made from the Site and emails exchanged with the Operator, as well as their faithful reproductions on microfiches, optical discs, magnetic discs, electronic discs, semiconductor discs or any other equivalent medium kept by the Operator (collectively, the "Electronic Documents"), shall have probative value, equivalent to a written document on paper signed by its author, between the User and the Operator. Thus, the Electronic Documents (including their date and time) shall be deemed authentic, unless proven otherwise, between the User and the Operator in the event of a complaint or dispute.
The User agrees that any expression of intent through the Website, in particular the acceptance of the Terms and Conditions or any other expression of intent, after authentication, constitutes an electronic signature within the meaning of Articles 1366 et seq. of the Civil Code and expresses his/her consent by characterising his/her proof.
26 MEMBERSHIP
The User agrees to the General Terms and Conditions in their entirety, without exception or reservation.
27 NOTIFICATION AND CALCULATION OF TIME LIMITS
Any notification may be made either via the Website (using the contact form) or by email to the email addresses agreed between the User and the Operator, or by extrajudicial document, or by registered letter with acknowledgement of receipt (including by registered electronic mail, this clause and the opening of the account constituting consent within the meaning of Article L. 100 of the French Postal and Electronic Communications Code), or by door-to-door delivery against signature by the recipient by a leading international carrier.
The time limits shall be calculated in accordance with the provisions of Articles 640 to 642, 668 and 669 of the Code of Civil Procedure, it being specified, however, that, contrary to the aforementioned Article 669, for notifications made by registered letter with acknowledgement of receipt, the date of first presentation shall be the date taken into account.
28 GENERAL PROVISIONS
The fact that the Operator does not exercise, on one or more occasions, the rights, options, claims or actions under the General Terms and Conditions, any other acts taken for their execution, or conferred on it by law, shall not be interpreted as a waiver or renunciation of the right to avail itself of said right, exercise said option, make said claim or take said action, such waiver or renunciation having to be express and made in writing.
Without prejudice to any other waiver expressly provided for in these General Terms and Conditions, the User waives against the Operator the provisions of the following articles of the Civil Code: 1221 (performance in kind of an obligation), 1222 (self-performance of the obligation) and 1223 (price reduction in the event of non-performance). Notwithstanding Articles 1347 et seq. of the Civil Code, the User may not offset any sum owed by the Operator to the User against any sum owed by the User to the Operator.
The invalidity, unenforceability or non-application of any clause of the General Terms and Conditions, in particular pursuant to a law, regulation or following a final decision by a competent court after exhaustion of ordinary and extraordinary legal remedies, shall not result in the invalidity, unenforceability or non-application of the other clauses of the General Terms and Conditions, which shall remain in full force and effect.
The headings of the clauses of the General Terms and Conditions are for reference purposes only and have no contractual value or particular meaning in themselves.
The language of the General Terms and Conditions and related contracts is French only. The use of any other language on the Website is for information purposes only. In the event of any difficulty in interpretation or any contradiction between the French version and a version in another language, the French version shall prevail.
29 APPLICABLE LAW AND COMPETENT JURISDICTION TE
The General Terms and Conditions and the resulting Product sales contracts are governed by French law.
Notwithstanding any clause to the contrary on the part of the buyer, each party irrevocably agrees that any dispute relating to the General Terms and Conditions and the contracts entered into for their execution (in particular the sales contracts concluded by the Seller, including payment of the price) shall be brought exclusively before the Commercial Court of Paris (France), regardless of the place of order, delivery, and payment and the method of payment conflicts of laws or jurisdictions. Commercial paper does not constitute a novation or derogation from this jurisdiction clause.
This clause is stipulated in the sole interest of the Seller and shall apply in particular to any authorised subrogator or assignee of a party.
The attribution of jurisdiction is general and applies whether it is a principal claim, an incidental claim, summary proceedings, expedited proceedings on the merits or proceedings on the merits.
Furthermore, in the event of a breach of the provisions of the General Terms and Conditions, legal action or any other action for debt recovery by the Seller, the costs, rights, fees, emoluments, and expenses incurred or paid by the Operator, including summons and legal costs, as well as solicitor's and bailiff's fees and all related costs, shall be borne by the User at fault, as well as any costs related to or arising from the User's failure to comply with the terms of payment or delivery of the order in question.