Orbitec - Palissy Galvani

General terms of sale
These general terms of sale are systematically addressed or submitted to
each purchaser to enable him to make an order. These terms take precedence
over the purchaser’s general terms of purchase. The making of an order
implies the purchaser’s complete and unreserved adherence to these general
terms of sale, and no specific condition may, except in the case of formal written
acceptance by ORBITEC, take precedence over these general terms of sale.
Right of ownership
Products supplied by ORBITEC are sold with a clause explicitly subordinating
the transfer of their property to the complete payment of the price (main
price and additional costs), regardless of the acceptance of any bill of
exchange. Until the price has been entirely paid, the purchaser must individually
identify the products supplied by ORBITEC. In the event of distraint or
any intervention by a third party on the products, the purchaser must
immediately inform ORBITEC of this and protect ORBITEC’s rights of ownership
over the products.
1-Offer
The offer is valid within the limits of the option deadline, which, unless stipulated
otherwise, is one month from the date of submission of the offer.
The information given on the documents, catalogues, manuals and price
lists is given as an indication only, without any commitment, and cannot
constitute a firm offer on the part of the Vendor : the Vendor may modify it
at any moment without prior notice.
2-Order
Orders can be sent by mail, e-mail, minitel, fax or made directly by telephone
from our sales departments. In the event of written confirmation of a
telephone order, please mention this and indicate the order number assigned
to you.This confirmation must be immediate. In the event of failure to
comply with these instructions leading to a double delivery, we will be obliged
to invoice the extra handling costs. Any change or cancellation of an
order requested by the purchaser may only be taken into consideration if it
has been sent to us in writing before the products are dispatched, and only
in the case of products kept in permanent stock in the same quantities. We
do not accept any change or cancellation in the case of goods not kept in
stock, or not in our general catalogue.
3-Prices
Prices are fixed according to the economic conditions of the day of the order
and may be modified in accordance with variations in the manufacturer’s
prices.They may be revised at any moment in accordance with variations in
the cost of their constituent parts, within the limits imposed by the relevant
legislation. Prices quoted do not include VAT and fixed delivery costs.
4-Deliveries
Delivery is made either by direct supply of the product to the purchaser or by
transfer to a forwarding agent or transporter on ORBITEC’s premises. ORBI-
TEC reserves the right to make complete or partial deliveries. The delivery
deadlines are indicated as exactly as possible but depend on ORBITEC’s supply
and transport possibilities. Failure to meet delivery deadlines may not
lead to damages, deductions or cancellation of the current order.
Under any circumstances, delivery may only be made within deadlines if the
purchaser is up to date with his obligations to ORBITEC.
5-Risks associated with delivery
Products are transported at the risk of the consignee, whose responsibility it
is, in the event of damage or missing elements, to make all necessary reports
and confirm his reservations by registered letter with acknowledgement of
receipt, sent to the transporter within three days of receiving
the goods.
6-Reception
Claims concerning visible defects or non-conformity of the product supplied
with the product ordered or with the delivery note must be made in writing
within eight days of arrival of the products. It is up to the purchaser to provide
full evidence of the genuine existence of the defects or anomalies reported.
He must allow ORBITEC every opportunity to inspect the goods and
remedy the defects. The purchaser may not intervene himself or call upon a
third party for this purpose.
7-Return: procedure and consequences
Any return of goods must be covered by a formal agreement between
ORBITEC and the purchaser. Goods are always returned at the purchaser’s
expense and at his own risk. The equipment must be returned
in its original packaging and must not have been subjected to
any modification. Any return accepted by ORBITEC shall lead to the
issue of a credit note payable to the purchaser after qualitative and
quantitative verification of the products returned. In the event of a
visible defect or non-conformity of the products supplied, duly noted
by ORBITEC under the conditions stipulated in article 6 above, the
purchaser may obtain free replacement or refunding of the products,
as decided by ORBITEC, to the exclusion of any compensation or
damages. If the return for repair is not justified for reasons for which
ORBITEC is responsible, the goods are taken back at 90 % of their
invoice value to cover administrative costs, return to stock and verification.
8-Guarantee
The equipment and goods supplied by the vendor are guaranteed within
the limits of the guarantee accorded to us by the supplier or the manufacturer.
Under this guarantee the only obligation on ORBITEC is replacement
or repair of the product recognised as being faulty by our technical divisions.
Any faults and deterioration due to natural wear, to an external accident
(incorrect assembly, incorrect maintenance) or to modification of the product
not provided for or specified by ORBITEC or the manufacturer, are
excluded from the guarantee. Similarly, the guarantee will not apply for visible
defects, for which the purchaser must exercise his rights under the conditions
defined in article 6 above. Exchange, repair or modification of a part
during the guarantee period may not prolong this period.
9-Liability
ORBITEC’s liability on any grounds may not exceed a sum equal to twice the
payments received in relation to the order, within the limit of 76 000 Euros
(seventy-six thousand Euros). However, the limit stipulated in this paragraph
does not include the costs incurred by ORBITEC to repair or replace the products
recognised as being faulty in accordance with the above guarantee.
Under no circumstances will ORBITEC be responsible for losses or indirect or
immaterial damages, in particular loss of profit, loss of use or income, claims
by third parties, etc.
10-Invoicing
Invoices include VAT at the rate stipulated by the tax regulations in force
at the time of invoicing. Invoices for exports do not include VAT. Products
intended for export and delivered in France will be invoiced with suspension
of VAT only after the vendor has received the necessary certificates issued by
the tax departments and supplied by the purchaser.
11-Terms of payment
Except under special conditions, the price of the products is payable
in cash and without discount on the day of receipt of the invoice. If
delayed payments have been granted, the date on which the products
leave the warehouse is the starting point of the due date. Payments
must be made under the agreed terms and on the agreed dates. If the
customer has not made the required payment on one of the stipulated
dates, the rest of the price becomes payable immediately. In addition,
ORBITEC may suspend all current orders without prejudice to
any other course of action. Any unpaid sum will lead by rights and
without prior notice, by dispensation from article 1153 of the Civil
Code, to payment of interest for late payment at the rate of 18 % per
year. This interest is applied from the due date to the day of payment.
This clause applying, the debt is still exactable. In the event of failure
to pay, 48 hours after a formal demand, which has gone unanswered,
the sale will be cancelled by rights if ORBITEC sees fit, the products
being returned without prejudice to all other damages and interest.
12-Jurisdiction
In case of dispute only the French law will be applicable and disputes of any
kind or any disagreements regarding the drafting and fulfilment of this
order fall under the jurisdiction of the Paris courts.