CLAUSE n° 1: PURPOSE AND SCOPE
These General Terms and Conditions of Sale make up the base of commercial negotiations and are systematically addressed or given to each buyer so that they can place an order. The General Terms and Conditions of Sale found below specify the rights and obligations of FRENCH TOUCH CONCEPT (“FTC Tree”) and its customers during the sale and purchase of merchandise. Any acceptance of a quote/purchase order that includes the clause “I acknowledge having read and accepted the attached General Terms and Conditions of Sale” implies unconditional acceptance of these General Terms and Conditions of Sale by the buyer.
CLAUSE n° 2: PRIce
The prices of merchandise sold are those in effect on the date the order is placed. The prices are shown in euros and do not include tax. Consequently, prices will increase according to the VAT rate and the applicable shipping fees on the order date.
FTC TREE reserves the right to modify its prices at any time. Nevertheless, FTC commits to invoicing the ordered merchandise at the price indicated when the order was placed.
CLAUSE n° 3: discounts
No discounts will be granted in the case of advance payment.
CLAUSE N° 4: terms of payment
Payment of orders will be done through bank transfer.
Payment will be carried out according to the following terms: Payment is due no later than 30 days after the date on the invoice.
CLAUSE N° 5: late payments
In the event of partial payment or non-payment for merchandise delivered on the due date, the buyer must pay a late payment penalty fee to FTC TREE equal to three times the legal interest rate.
The determining legal interest rate is the one in force on the delivery date of the merchandise. Beginning 1 January 2015, the legal interest rate will be revised every six months (French Ruling 2014-947 of 20 August 2014).
This penalty is calculated using the remaining amount due, including taxes, and accrues beginning at the due date without the need for prior formal notice.
In addition to late payment penalty fees, any amount, including the deposit, that remains unpaid at the due date will automatically give rise to a €40 flat-rate fee for recovery costs (Articles 441-10 and D. 441-5 of the French Commercial Code).
CLAUSE N° 6: resolutive condition clause
If the buyer has not paid the remaining amounts due within the 15 days following the implementation of the “Late payments” clause, the sale will be cancelled ipso jure, and FTC TREE could be entitled to damages and interest.
CLAUSE N° 7: title retention
FTC TREE maintains ownership of merchandise sold until full payment of the price (principal and ancillary costs). In this respect, if the buyer is subject to court-ordered reorganisation or liquidation, FTC TREE reserves the right to claim, within the structure of collective proceedings, the merchandise sold that has remained unpaid.
CLAUSE N° 8: passing of risk
Notwithstanding the Title Retention clause cited above, the passing of risks to the customer is at delivery, except if expressly stated otherwise on the order confirmation. The occurrence of an event causing the loss, deterioration, or destruction of the products before full payment by the customer does not release the customer from the obligation to pay. The customer is expected to have insurance covering the risks of loss or deterioration of the product until full payment of the price. FTC can decide to receive an indemnity payment directly from the insurer if the customer agrees, but the customer will remain liable for the difference between the indemnity payment and the damages suffered by FTC.
CLAUSE N° 9: delivery
Delivery is carried out by the delivery of merchandise at the address indicated by the buyer on the purchase order.
The delivery date indicated when recording the order is approximate and not guaranteed. FTC TREE cannot be held liable for late deliveries.
Consequently, any reasonable delay in delivering the products shall not entitle the buyer to:
- Cancellation of the order
The buyer shall bear the carriage risks in full.
In the event of products missing or damaged during shipping, the buyer must note all of the necessary reservations on the purchase order when these goods are received. Moreover, these reservations must be confirmed in writing within five days of delivery by registered letter with acknowledgement of receipt addressed to FTC.
CLAUSE N° 10: RETurns
Returns are only authorised if FTC has accepted them in advance after receipt of the return form and under the following terms: The products must arrive at FTC unused, in perfect condition, in their original packaging with the original instructions, and within one month following the acceptance of return. If applicable, FTC will reimburse the price fully.
If not, FTC will apply an adjusted reduction of at least 10% from the credit note.
CLAUSE N° 11: LIMITATION of liability
FTC TREE cannot be held liable for:
- Non-performance of its obligations stemming from either an unforeseeable and insurmountable act of a third party or in the event of force majeure.
- Direct or indirect damages caused by the use or maintenance of a product that does not comply with FTC instructions or the rules and good practices governing the user’s activity.
- The inability to buy, sell, or use the products because of a product recall ordered by FTC, one of our suppliers, or a competent authority.
Except where in conflict with existing laws, FTC’s contractual liability will not exceed the amounts paid by the customer for the purchase of the disputed products.
CLAUSE N° 12: FORCE MAJEURE
FTC TREE cannot be held liable for the non-performance or delay in performance of one of its obligations listed in these General Terms and Conditions of Sale resulting from a case of force majeure. In this respect, force majeure means any unforeseeable, insurmountable, exterior event within the meaning of Article 1148 of the French Civil Code.
CLAUSE N° 13: competent court
Any disputes related to the interpretation and performance of these General Terms and Conditions of Sale are subject to French law.
If no amicable agreement can be reached, the Commercial Court in Romans-sur-Isère, France, will have sole jurisdiction.