The General Terms and Conditions of Sale, including these Terms and Conditions of Sale and Payment, apply legally to all sales made by the seller (hereafter « the Seller ») to any purchaser (hereafter « the Purchaser ») who approves them and acknowledges that he has full knowledge of them and consequently waives any rights under any contradictory document and particularly his own general terms and conditions of purchase.
The Purchaser accepts that the Seller may later modify the General Terms and Conditions of Sale and that their relationship will always be governed by the latest terms and conditions in force on the order date.
No document other than these terms and conditions of sale can confer obligations on the parties or supersede these terms and conditions of sale unless it is subject to written approval signed by the parties or a statement in the order acknowledgement.
The Seller agrees to do everything within his power to carry out the fulfilment of the customer’s order upon its receipt.
However, this is an obligation of means and not a performance obligation.
The Seller is obliged to comply with the minimal guarantees imposed by law, according to the product ordered by the Purchaser.
In accordance with standards and safety measures, the Seller agrees to supply the equipment necessary for the fulfilment of the corresponding product.
The Seller disclaims all liability claimed in connection with the product or service sold by the Purchaser.
The Seller does not recognise any guarantee for services provided free of charge and accepts no obligation, liability or possibility of compensation whatsoever.
Clauses limiting or suppressing liability are lawful to the extent that the damage suffered by the customer is not caused by intentional or gross negligence by the Purchaser.
Under no circumstances will the Seller be liable for damages resulting from the Purchaser’s breach of his own obligations, or indirect damages, even if the Seller was aware of the possibility of the occurrence of such damages.
2.1 An order will only be deemed accepted by the Seller on the date that the Seller dispatches the order by recorded delivery or on its fulfilment.
2.2 Any cancellation of a confirmed order (undisputed confirmation) shall be subject to prior written agreement by the Seller. Any request to change an agreed order may be refused by the Seller. No change request can be handled by the Seller in the event of an order on quotation that has begun to be fulfilled.
2.3 For any open order which has become dormant (lack of delivery request) over a period greater than 18 months the Seller is authorised to consider himself released from his commitments/obligations towards this order (price, acceptance of a subsequent order, etc.).
2.4 The Seller will refuse any order subject to late penalties. Any order made by the Purchaser therefore means his implicit acceptance of this clause.
2.5 The Seller does not perform assembly or installation operations outside of an acceptance mentioned in the quote/order.
2.6 The Seller will never fit the thread inserts on the pieces that he may be asked to produce. (Excluding occasional business gestures, in these rare instances, he cannot be held liable for forgetting a break or the quality of the fitting of these thread inserts).
The customer, even in the event of the fitting of the thread insert being mentioned on the plans/orders/quotes always fits them himself.
3.1 The price is agreed in euros, per unit, excluding tax, (Unit Price excl. tax) and on site (excluding freight and packaging charges).
3.2 No discount will be agreed in the event of an advance payment.
3.3 Since our prices are established following a quote, unless otherwise specified, they are valid for a period of 2 months from the date the offer is issued.
3.4 Since the quote is prepared taking into account the Purchaser’s specifications in order to provide him with the lowest price that satisfies his requirements, any change in these requirements (materials / quality / time frames / non-exhaustive list) after acceptance by the Seller is likely to lead to amendments.
3.5 The goods are always deemed to be sold on leaving the factory and are transported at the Purchaser’s own risk even if the price is established post-paid.
In this respect, the Purchaser agrees to subscribe to an insurance contract covering the risks that may affect the goods.
Lead times :
4.1 The delivery date that we provide is the date that the order is available, ready to be shipped or collected on the day indicated from 3.00pm.
4.2 Everything will be done to meet the requested lead time. However, in the event that a date put forward by the Purchaser, he must take into account that we will process his request in accordance with the same system as for point 4.1. the Purchaser putting forward a date should check its compatibility with the following material supply times : Fortal 8 to 12 business days worked to supply, Pom 8 business days worked to supply, aluminium 3 to 4 business days worked to supply, PTT 4 business days worked to supply.
4.3 The short lead time from the date the order is received + 1 business day worked. This time corresponds to the administrative processing time for the order before production begins.
4.4 The lead times for open orders are 2.5 business days worked before incorporation into the manufacturing programme once this is modified by the Purchaser. 5 business days worked before manufacture begins once there is an adequate supply of raw materials covering the requirement at our premises.
5.1 The Seller can provide advice about the choice of materials ; however, it is up to the Purchaser to ensure that this suits his requirements and application. The Seller cannot be held liable in the event of failure of the material used insofar as this has been requested by the Purchaser. Any order started and completed means that the Purchaser has confirmed the choice of materials.
5.2 The Purchaser is solely liable for the effect on industrial property rights of the product(s) that he asks the Seller to produce for him. On placing the order, he assumes full liability in the event of infringement of industrial property rights.
5.3 The Purchase is solely liable for the effect of changes that he asks us to make to an existing piece. If the change requested does not fulfil the Purchaser’s anticipated hopes. Likewise, no modification will be undertaken without the Purchaser’s agreement or instruction, for many repairs, these instructions are oral, in the event that the Purchaser has not provided any plan or asks us to note down the dimensions from an old part and perform a service, the fulfilment of the order implies that the Purchaser has given his agreement to the Seller and that the latter cannot be held liable if the parts reproduced or the modification provided does not fulfil the Purchaser’s hopes. The entire order remains due to the Seller.
5.4 The Purchaser has 15 days from the date of receipt to lodge any complaint, after this time period, the order is considered to be accepted as is.
In the event of alterations, these will be performed by the Seller.
Any alterations made by the Purchaser without prior written agreement with the Seller will imply that the order has previously been accepted as is and the Purchaser cannot demand compensation from the Seller.
5.5 In the event of a quality failure on a product duly noticed by the Seller, and this within the timeframe given in 5.4, its warranty is limited to the pure and simple replacement of the defective product.
5.6 Dornberger & fils’ liability cannot exceed the invoiced price of the piece.
Applicable law – Disputes
6.1 This contract is subject to French law.
6.2 The language of this contract is French.
6.3 In the event of disputes, only the French courts will have jurisdiction.
6.4 Disputes arising between Dornberger et Fils and professional customers fall within the jurisdiction of the Draguigan Commercial Court.