Terms and Conditions of Sale
These terms and conditions of sale are applicable regardless of the terms and conditions of the buyer’s purchase. Any exemption provided in the order can only be considered accepted if it has been agreed to by the seller; in writing.
- General Information – Prices and information on catalogues, prospectuses and price lists do not bind the seller, who reserves the right to make any change in layout, shape, size or material to its appliances, machines and elements of machines, consumables, or the engravings and descriptions which appear on promotional material.
The seller is only bound by its commitments under the heading LCA France. A quotation for the goods given by the seller shall not constitute an offer. A quotation shall only be valid for a period of 30 calendar days from its date of issue, unless otherwise advised by the seller in writing.
After the order, the seller supplies for each device, if applicable, and excluding any working drawings, the drawings and weights necessary for the buyer to study the installation. For additional supplies, prices and new deadlines are discussed between the seller and the buyer. Under no circumstances may the conditions for the additional supplies adversely affect those of the main order. No cancellation of the order by the buyer may occur without written agreement from the seller, and is subject to the prior fixing of a compensatory allowance.
If any of the provisions of the terms and conditions of Sale hereunder is found to be void, this nullity does not result into the nullity of other provisions which remain in force.
- Completion of the sale — an order can only be considered irrevocable following the written acceptance of the seller, possibly within the deadline set by the buyer.
The purchase order constitutes an offer by the buyer to purchase the goods in accordance with these conditions. The buyer shall ensure that the terms and conditions of the purchase order and any relevant specification are complete and accurate.
The purchase order shall only be deemed to be accepted when the seller issues a written acceptance of the purchase order, at which point the contract shall come into existence.
III. Time of Delivery — Any time of delivery stated by the seller shall be treated as an estimate only and the time of delivery is not of the essence. The seller will use its reasonable endeavors to deliver by that time.
- Place of Delivery – The goods shall be delivered to the buyer at the place of delivery recorded on the buyer’s purchase order or (if no such address is recorded there) at the premises of the seller.
If the buyer fails to accept delivery of the goods within 3 business days of the seller notifying the buyer that the goods are ready, then, except where such failure or delay is caused by the seller’s failure to comply with its obligations under the contract:
- delivery of the goods shall be deemed to have been completed at 9.00 am on the third business day following the day on which the seller notified the buyer that the goods were ready; and
- the seller shall store the goods until delivery actually takes place, and charge the buyer for all related costs and expenses (including insurance).
If 10 business days after the seller notified the buyer that the goods were ready for delivery the buyer has not accepted delivery of them, the seller may resell or otherwise dispose of part or all of the goods.
The seller may deliver the goods by installments, which shall be invoiced and paid for separately. Each installment shall constitute a separate contract. Any delay in delivery or defect in an installment shall not entitle the buyer to cancel any other installment.
V. Penalties – Delivery delays do not oblige the seller to pay any damages, compensation or penalty, unless otherwise specifically stipulated in the conditions.
VI. Delivery and transfer of ownership — by express agreement the transfer of ownership is suspended until full payment of the price. However, regardless of the destination of the equipment and the conditions of the sale, the delivery of the material is deemed to be made in the stores of the seller and the risks relative to the sold item are borne by the buyer:
– As soon as the item is handed over to the carrier if the material is shipped without notice
– Otherwise, as soon as the buyer has been informed that the equipment was at his disposal, if necessary for acceptance tests.
The rights of the seller may not be affected by the incorporation or transformation of the supply and, until full payment has been made, the buyer cannot use the material without the prior agreement of the seller and the assignment to the latter of the resulting receivables.
When it occurs, the return of the equipment to the seller takes place at the expense and risk of the buyer. In case of a return authorized by the seller, the equipment must be returned in its original packaging and in perfect condition. Any equipment recovery will generate a lump-sum discount. This discount may not be less than 15% of the amount initially invoiced. In any case, the sold item cannot be returned more than one month after the delivery date.
VII. Transport— Regardless of the delivery conditions stipulated in the contract, the operations subsequent to delivery, namely transport, handling, and assembly, are in every case at the expense, risk, and peril of the buyer, even if the shipment was at the seller’s expense.
The buyer is obliged to verify the condition of the delivered merchandise, even if the package has no obvious defect, and even if the driver does not agree. The buyer has at its disposal 15 minutes to carry out this check. If the driver does not allow the buyer this time to verify the condition of the merchandise, it must then indicate this on the delivery slip.
Any reservations must be made on the delivery slip. They must specify the product reference, quantity, and the nature of the problem. If these three conditions are not met, no dispute will be taken into account
VIII. Shipping — Goods are shipped at the recipient’s expenses.
- Prices and payments
IX.1) The price of the goods shall be the price set out in the seller’s quotation. The price of the goods is exclusive of the costs and charges of packaging, insurance and transport of the goods, which shall be paid by the buyer when it pays for the goods.
IX.2) The price, which includes insurance for the benefit of the seller, shall become payable on or before delivery of the goods, notwithstanding specific provisions accepted by le seller, which cannot, in any case, lead to a time period greater than 30 days granted to the buyer to settle the payment. The time of payment shall be of the essence. No discount for early payment will be granted. However, depending on the frequency of orders, turnover achieved, guarantees provided, it is possible for the customer to request the opening of an account. The application must include the name of the person in charge, the legal form, the bank references, as well as a copy of the entry in the Commercial Register (KBis) or the Registry of Crafts. After consideration on the seller’s part, the payments or payments of balance will be made by duly signed and accepted bills of exchange and will have to be returned to the seller within eight days after receipt of the bill, or with unaccepted bills of exchanges with direct presentation to your bank. Any modification concerning the company will have to be communicated to the seller as soon as possible, under penalty of immediate closure of the account.
IX.3) It is explicitly agreed that the failure to pay any invoice on the agreed payment date stated on the invoice, will lead to the following consequences without prior formal notice :
In case of late payment of the sums due by the buyer beyond the agreed payment date shown on the invoice, late penalties calculated at the monthly rate of 2% of the amount of the purchase price, will be automatically and rightfully acquired. They will be due the day following the date of payment, without a reminder being required (articles L.441-3 and L.441-6 of the French Commercial Code). Additionally, a standard payment rate, by way of a penalty clause, of up to 15% of the outstanding amounts, with a minimum of 750 euros excluding-tax, will be applied. Furthermore, in the case of late payment, in accordance with article L.441-6 of the French Commercial Code, a lump sum payment of up to 40 euros will be due, to cover the collection costs. In the event of a delay, all amounts owed by the buyer to our company shall be due immediately, without prejudice to any other action that our company would be entitled to file, as such, against the buyer.
- Fitness for Purpose
X.1) The seller gives no warranty that the goods are fit for the buyer’s purpose or purposes. The buyer, notably in consideration of his own professional skills, warrants that he has satisfied himself that the goods will be fit for every purpose which he requires them and that he does not rely on any skill or judgment of the seller in that regard.
The buyer further warrants that:
- he is aware that the goods are supplied for the purpose for which they were manufactured, and
- he has all the licenses that are required for their use, and
- the goods will be tested prior to use, and
- the goods will only be used by suitably qualified individuals, and
- the goods will be regularly serviced, tested, certified and inspected, and
- the goods will not in any way be adapted or altered, and
- he will not give or imply any warranty to any person whom he may sell or let the goods other than the foregoing and that he will notify that person of the requirements of the seller as to license, test, use, service, inspection, certification, and adaptation as above and of any statutory authority of any state or country in which the buyer or that person is resident or carrying on business.
X.2) Except as set out in these terms and conditions, all warranties, conditions and other terms implied by statute or common law are, to the fullest extent permitted by law, excluded from the contract.
X.3) These conditions shall apply to any repaired or replacement goods supplied by the seller.
- Acceptance – The buyer shall inspect and test the goods immediately upon delivery and shall within 7 working days after delivery give notice in writing to the seller of any respect in which he alleges that the goods are not in accordance with the contract. If the buyer shall not have given such notice within that time the goods shall be deemed to be accepted in every respect in accordance with the contract.
XII. Warrantees – Regardless of legal warranties, the supplied material is guaranteed by the seller against any malfunction resulting from a defect in its design, the materials used, or its execution, for a maximum period of 12 months after delivery, and it is the responsibility of the buyer to provide proof of said defects or faults. The warranty does not apply to replacements or repairs that would result from normal wear and tear of the equipment and machinery, damage or accidents due to negligence, lack of supervision or maintenance, or faulty use of the devices. Industrial warranties of any kind shall cease, in any case, at the latest fifteen months after the delivery of the equipment in the factories or stores by the seller.
The seller’s warranties do not apply to transportation costs, they are strictly limited to supply and may only result in the replacement or repair at the seller’s expense, in its workshops, of all parts affected by defects or faults. The seller reserves the right to modify the devices to meet these warranties. In order to invoke the benefit of the warranty, the buyer must notify the seller in writing without delay of the defects he attributes to the equipment. It must give the seller every facility to ascertain these defects and to resolve them. The buyer must also attach the corresponding receipt of purchase when invoking defects. The seller is exempt from any warranty obligation if any modifications are made to the equipment without its explicit consent, or if original parts have been substituted with parts unrelated to the original equipment, without the seller’s knowledge.
XIII. Liability – This clause shall apply to all claims by the buyer against the seller irrespective of whether such claims arise in contract or in tort (including negligence) breach of statutory duty or otherwise and whether or not the seller was negligent.
Nothing in these terms and conditions shall exclude the seller’s liability for any claims arising from mandatory measures under applicable law, in particular:
- physical injury to or death of the buyer’s personnel and/or third parties, which is directly and wholly caused by the negligence of the seller or its employees, agents or subcontractors in the performance of its or their duties under the contract; or
- fraud or fraudulent misrepresentation; or
- defective products under the 1998 law on liability as regards to defective products; or
- the warranty on latent defects under articles 1641 to 1649 of the French Civil Code.
In the event that notice has been given within the given timeframe that the goods (or part thereof) are not in accordance with the order, the seller shall replace or repair the goods (or part thereof) or provide an equivalent item at its own expense or give credit to the value of the purchase price.
Without prejudice to the generality of the foregoing the seller:
- shall not be liable for damages in the nature of or arising from loss of profits, loss of use, loss of revenue, loss of hire or rental or any other indirect or consequential loss in respect of the goods or any other goods, nor for damages arising from compensation payable by the buyer to any other person, firm, corporation or organization whatsoever, and
- except in relation to claims under this article, shall not be liable for any losses, damages, costs, claims, expenses or liabilities exceeding the purchase price of the goods.
XIV. Limitation of liability – The seller’s liability hereunder is limited, for any reason whatsoever, with the exception of fraud or gross negligence, to the sums received by it under the sales contract. In this regard, the seller cannot be held responsible for any special damage, indirect or intangible, and more generally any damage resulting from loss of profits of the buyer.
- Returns and After-Sale Services — the costs of transportation to and from LCA France, including repair or exchange, are at the buyer’s expense, unless there is a delivery error.
No return of equipment for the after-sale service will be processed without an RMA number assigned by LCA France. This RMA return number must be prominently displayed on the package for LCA France.
Repairs made as part of the after-sales service, are paid for and are guaranteed for 3 months following the date of invoice.
The repairs are carried out after acceptance of the quote by the customer. This warranty applies only to the repair for the failure identified and corrected by LCA France, and not to the entire unit.
After 12 months, any material returned to LCA France for after-sale service, for which the repair quote remains unanswered by the customer, will automatically become the property of LCA France.
XVI. Your rights with regard to the Data Protection Act — Pursuant to the data protection act of 6th January 1978, the processing of personal information relating to buyers and users of the website has been declared to the CNIL. Moreover, the buyer or user has the right to access and rectify its personal details. To do this, it should simply send its request by email to: email@example.com. Furthermore, the professional client is informed when it submits its email address, and upon the sending of each e-newsletter, of the option to block any commercial use of their details, free of charge.
XVII. Scope— These terms and conditions are not applicable to sales covered by the law n° 78-23 of the 10/01/1978.
XVIII. Disputes – In case of dispute and in the absence of amicable settlement, French law is applicable. The jurisdictions of Paris will be the only competent courts.