TERMS OF SALES

1) ORDERS:

1.1 Unless otherwise agreed in writing, no contact made by the Customer within a period of 8 days following receipt of order will be deemed as approval of the general conditions of sale stated herein. Any general conditions of the Customer will not be taken into consideration.
1.2 The minimum amount per order is 50 € / 50 $ exclusive of taxes.
1.3 The Seller shall only abide by the technical specifications stated in the Seller's price quotation or in the order acknowledgement.
1.4 In the case of spread out or repetitive orders, any quantity of goods must be removed or received for the agreed periods. If this is not done, we reserve the right to send the available quantities and invoice them. The resulting debts are subjected to our normal terms of payment.

2) PRICE:

Prices are exclusive of tax, ex works or from Seller's warehouse and for delivery within the given lead time confirmed in the order acknowledgement, except for conditions or opposite agreements; they may be
revised according to the economic conditions valid at the time of delivery. The prices are valid only for the order in question. Additional orders are considered as new orders.
3) DELIVERY:
3.1 Unless otherwise agreed, delivery shall be ex works or from Seller's warehouse.
3.2 Except previously agreed and clearly notified by the Seller, a delay in lead time shall at no time result in the cancellation of the order.
3.3 The Seller shall be free of all commitments relating to delivery periods in the case where the Customer does not respect his obligations concerning the order, fails to pay or in the case of force majeure e.g., fire,
flood, war, requisition, strike, or any other incident resulting in the local or partial cessation of the Seller or his supplier's activities, or any event independent of the will or beyond the control of the Seller. No complaint can be lodged for delivery delays.

4) TRANSPORTATION, INSURANCE, CUSTOMS:

4.1 All transportation and customs clearance operations shall be the responsibility and the expense of the Customer who shall bear all risks and dangers that could arise regardless of whether the forwarder was
chosen by the Customer or the Seller. The Customer shall be responsible for the verification of the goods upon arrival within his factory and for taking action against the forwarder if necesary.
4.2 The goods shall not be insured by the Seller. It shall be « port dû » and at the lowest cost possible unless otherwise agreed by both parties.
5) LATE PAYMENTS:
5.1 Any delay in payment shall, by full right and without formal demand, cause interest tu accrue on the amount owed. The interest shall be at the European central bank's interest rate according to its most recent refinancing operation, plus 7 percentage points.
5.2 Non payment of an invoice shall authorize the Seller, all rights and actions reserved, to suspend all deliveries to the Customer until full payment is received.
5.3 In conformity with the article 6 below, the Seller may, upon non payment after a formal notice of 7 days, request that the goods in the Customer's possession be returned to the Seller.
6) OWNERSHIP RIGHTS:
(Law of May 12 th , 1980, #80335) – The Seller shall retain the ownership of the goods sold until payment in full and any other money owed have been received. In conformity with articles 3 and 4 above, the
Customer shall take responsibility of the goods as soon as delivery takes place, that is to say, risk of loss, any deterioration of or damage caused by the goods.

7) CLAIMS:

Any claim for error, deficiency or apparent default of goods should be reported not only to the forwarder but also to the Seller whithin 3 days after delivery of the goods carried out either directly by the Seller or through a forwarder.

8) RESPONSIBILITIES FOR VICES AND DEFECTS:

The complaints concerning the number of pieces, the weight and the technological properties, which can be lodged at the reception, have to be immediately declared when the error, the defect or the vice is
identified, but at the latest whithin 2 weeks after materials reception. In case of justified complaints, a replacement will be made or a credit note will be granted for the period agreed on. No other complaint wil be considered.

9) WARRANTY:

9.1 En cas de découverte par le Vendeur d’un défaut constaté en réception dans ses locaux, celui-ci s’engage à informer le client dans les meilleurs délais de la nature et des conséquences de l’anomalie constatée.
9.2 The Seller guarantees the Customer against any defect in materials or workmanship except if the material
has been supplied by the Customer or if the design of the product was imposed or desired by the Customer.
9.3 This guarantee shall be valid for 1 year after the delivery date.
9.4 The guarantee does not apply in the following cases;
- events of force majeure
- repairs resulting from damages incurred during transportation of the goods;
- repairs resulting from normal wear and tear;
- deterioration resulting from negligence, lack of supervision or maintenance, unsound use, or any use non
conform with the Seller's specifications;
- any other event non imputable to the Seller.
9.5 The guarantee should be strictly limited to either the replacement or repair (Customer's choice) of the part recognised as defective by the Seller. It is expressly agreed that the Seller shall not be liable for any
other indemnification. In particular, the Seller shall not be liable for any direct ou indirect consequences, resulting from defects in the goods delivered by him.
9.6 In order to benefit from the guarantee set forth above, the Customer shall immediately advise the Seller in writing of alleged defects and shall place the Seller in a position to carry out all necessary verifications and investigations. Unless agreed by the Seller, in no case shall the Customer himself proceed with the repair or have the repair carried out by a third party.
9.7 The date of exit mentionned on the product constitutes the starting date of our warranty.

10) REPAIRS:

Unless otherwise agreed, repairs should not result in a new period of guarantee.

11) APPLICABLE LAW:

Any sales contract agreed to by the Seller and a non French Customer is subject to the laws of France.

12) JURIDICTION:

IN THE ABSENCE OF AN AMICABLE SETTLEMENT AND ANY CONTRADICTORY EXPLICIT STIPULATION, ANY DISPUTES ARISING OUT OF THIS AGREEMENT SHALL BE SUBMITTED TO THE EXCLUSIVE JURISDICTION OF THE TRIBUNAL OF COMMERCE IN THE DISCTRICT OF THE SELLER'S HEAD OFFICE, WHATEVER THE CONDITIONS OF SALE AND EVEN IN USE OF THE GUARANTEE OR PLURALITY OF DEFENDANTS.

June 09th 2016

Signature

Frederic WOZNIAK
General Manager