1. GENERAL CONDITIONS
All orders placed imply the Client's full acceptance of the Terms of Sale to the exclusion of any other document, without any reservation. No special terms may take precedence over these Terms of sale unless they are stated in writing by CODECO on the Purchase Order in its final and binding form.
Orders are final when they are written, accordingly order by phone will be considered after the confirmation of CODECO (by fax or acknowledgement of receipt and acceptance of the buyer). If the order is not preceded by a price offer, the order shall be accepted in writing by CODECO.
3. MODIFICATION OF AN ORDER
The buyer can cancel an order which has been accepted only with the written agreement of CODECO, under pain of being sued for damages. Any modification of an order agreed by CODECO start a new delivery delay (as explained below).
4. DELIVERY, SHIPMENT and DELAYS
Delivery delay start from the date of acknowledgement of receipt of the order. Delays announced are indicative and are given the most precisely, depending on our supplies. As a result, if delays are exceeded, the order is not cancelled and no damages will be paid. However, if 3 months after the indicative delivery date the ordered products were not delivered, for any other reason that a case of force majeure, either CODECO or the customer may cancel the corresponding order and the purchaser shall be reimbursed of its payment in value-goods excluding any other allowance or damages. The cases considered as force majeure that exonerates CODECO from performing his duty of delivery are wars, riots, fires, strikes, accidents, the impossibility to get supplies or any other unpredictable cause. The purchaser will be informed by CODECO in due time.
5. DELIVERY MODALITIES
Goods are delivered to the address specified on the order.
6. TRANSPORTATION OF GOODS
The goods are carried at the recipient’s risk. In case of average or missing the buyer must make a formal claim against the carrier within the legal time limits, even if the shipment is delivered postage paid.
7. RECEIPT OF THE GOODS
Claims against visible defects or delivered goods that do not comply with the goods ordered, must be expressed in a written form by registered mail in the 8 days following the receipt of the goods.
8. RETURN GOODS
Any product return must be the object of a formal written agreement between CODECO and the buyer. Any product returned without this agreement shall be kept available to the purchaser and not give rise of the establishment of an asset. The cost and risk of returning goods is the responsibility of the purchaser and no returns will be accepted after one month from delivery date.
Each delivery corresponds to an invoice. The invoice date corresponds to the starting point of the due date, in case of deferred payment. Invoices with an amount less than 300€ -exclusive of taxes- are increased of 60€ -exclusive of taxes- corresponding to management charges, payable in cash at the receipt of the invoice, without discount, allowing exception notified in writing. Invoices (for consumables and services) with an amount greater than or equal to 100€ -exclusive of taxes- are payable within Net 60 days from the invoice date (Loi de Modernisation de l’économie n°2008-776 du 04 Août 2008) without discount, allowing exception notified in writing. Invoices for spare parts and printers are payable 50% on account and the balance is payable within Net 30 days at the delivery date.
10. TERMS OF PAYMENT
Paying late an order allows CODECO to suspend any delivery till full payment. Any unpaid sum on the due date will incur by law and without preceding proof of default, under the derogations provided for in Article 1153 of the Civil Code, to the payment of default interest at the rate referred to the associated invoice. Interest shall be payable from the due date to the payment. Any deterioration of the buyer’s credit will warrant the requirement for guarantees, the cash settlement or the demand draft, before the order fulfillment. Any delays in payment due will generate by rights a penalty calculated on the whole amount due, equal to 1.5 times the legal interest rate and an obligation of the debtor to pay a fixed compensation of 40€. An additional compensation could be requested if recovery costed are higher than the amount of the fixed allowance.
11. RISK TRANSFER
The risk transfer takes place as soon as the products are handed over to the first forwarding agent or to the first carrier.
12. RETENTION-OF-TITLE RIGHT
CODECO retains the property of products sold until actual payment of the full amount of the order. These provisions shall not exclude the transfer of risk to the buyer from the shipping of the goods.
13. WARRANTIES – LIMITATION OF LIABILITY
CODECO warrants that the products delivered shall comply with their current specifications during their shelf life as specified on the package of the products, under the condition that the storage conditions specified by CODECO are respected. The only binding requirement incumbent upon the seller would be the free product replacement (with no extension of the warranty). CODECO’s responsibility arising from a vice of the product is limited to the previous stipulations, notably regarding hidden defects and non-material damage.
14. ASSIGNMENT OF JURISDICTION
These General Terms of Sale are governed by French law. Failing amicable settlement, any dispute arising from these General Terms of Sale is to be submitted only to the competent Commercial Courts of the seat of CODECO (Tribunal de Commerce, Vienne).
Quotations, schemes, draws, or any other documents provided by CODECO are the exclusive property of CODECO and can’t be used, communicated, reproduced, even partially (they must be returned after the delivery). Tools, molds, matrices and formulas developed specifically for the customer’s needs are the exclusive ownership of CODECO, and will not be given or submitted, even if the customer has contributed to the costs. The Buyer hereby agrees to keep confidential and not to disclose to any third party any information of any nature from CODECO.
16. OTHER CONDITIONS
CODECO reserved the right to adjust the quoted prices in case of extreme price increase of the main used raw material.
February 21, 2022 release