FRANCAL General Conditions of Sale
Pursuant to article L 441-6 of the French Commercial Code, our GCS constitute the sole basis for commercial negotiation. The customer expressly acknowledges that he has read our CGS, available via the following website : www.groupefrancal.com
Groupe Francal, Maison Francal & Francal are brands that belong to Francal SARL.
1 – Any order implies full and unconditional acceptance of our conditions of sale.
2 – Orders / Tenders
We understand the term order to refer to any document submitted by the customer including the name and reference of the product, the quantities and the price. The information provided in our catalogues is for information purposes only. Subsequent changes to orders are not possible without written consent being provided by us.
3 – Delivery
Delivery times are indicative. There shall be no penalties for late delivery and our company can make either full or partial deliveries.
In the event of force majeure or any event that makes it difficult for the seller to fulfil the order within the agreed time period, the indicative delivery times will be extended until the event preventing the normal fulfilment of the contract passes. Our company is entitled to cancel all ongoing contracts or orders, without penalty, when force majeure prevents normal fulfilment.
The following are considered cases of force majeure: stock shortages, any form of strike action, lock-out, fire, epidemic, flooding, bad weather, damage to equipment, rioting, war, loss of driving power, interruption in the energy supply, shortage of raw materials, rise in raw material costs, changes to standards and regulations whether on our part or on the part of our suppliers or carriers, delayed delivery on the part of our suppliers or sub-contractors, even if only partial and whatever the cause.
If an instance of force majeure persists for more than four weeks, the order can be cancelled upon simple notification being issued by our company and without any compensation to the purchaser.
4 – Price
Except where other special conditions apply, the price shall be taken from the general pricing conditions applicable on the date of dispatch to the purchaser. The prices stated are exclusive of shipping costs. Taxes or specific duties are added at the bottom of the invoice.
5 – Shipping
Unless specifically stated otherwise, the goods will be delivered to the address indicated by the customer when placing the order. We reserve the right to select the most appropriate shipping method.
Our goods and their packaging are always shipped at the purchaser’s risk whatever the method of payment. The transfer of risk shall take place upon handover of the goods to the carrier.
We can under no circumstances be held liable for destruction, damage, loss, or suspected theft during transportation. The standard reservations laid down in article L 133-3 of the French Commercial Code must be justified and must be submitted to the carrier upon receipt of the goods, and must be confirmed to him by registered letter with acknowledgement of receipt, within a period of three working days. A copy of the consignment note on which the reservations are to be stated must be submitted to our company on the same day.
6 – Receipt – Complaints – Return of Goods – Warranties
6.1. Generally speaking, in the event that goods are noted to be defective or non-conformity, our responsibility as the seller is limited either to the replacement of the goods with identical or equivalent goods, or to the value for which they were invoiced. Liability for indirect damage is excluded.
6.2. Obvious defects, breakages and non-conformity:
The conformity of the order must be checked at the time of delivery. Without prejudice to the measures to be taken with regard to the carrier, complaints for obvious defects, breakages and the non-conformity of the delivered products must be issued to our complaints service and must be accompanied by all supporting documentation, within eight working days following the receipt or provision of the products, at risk of forfeiture and the rejection of the complaint.
Any claim for missing items not issued upon delivery and not mentioned in the reservations stated on the consignment note will be rejected.
All claims must be justified. The purchaser must afford our company every opportunity to verify the accuracy of these alleged defects or instances of non-conformity and to rectify them.
The purchaser is prohibited from returning the contested products without our prior written consent.
No product can be returned if it is not in perfect condition and in its original packaging. The costs and risks involved in the return are the responsibility of the purchaser.
In the event of a justified complaint, our warranty is limited either to the replacement of the goods with identical or equivalent goods, or to the value for which they were invoiced.
Our warranty for obvious defects, breakages and non-conformity expressly excludes all damages and interest charges, transport costs or compensation, handling or implementation costs.
6.3. Hidden defects:
Complaints concerning hidden defects must be submitted to our complaints service within eight days of them being discovered.
Claims cannot be raised for hidden defects once a period of one year has passed.
We guarantee the free repair or replacement (with an identical or equivalent product or the value at which it was invoiced) of any product subject to a hidden defect relating to materials or workmanship.
Our warranty for hidden defects expressly excludes all damage and interest charges, transport costs or allowances, handling, implementation and disassembly costs etc.
Any abnormal use of the product or any use that is not compliant with the specifications defined by our company (such as those in the catalogue, product sheet, notice, etc.) is exclusive of any warranty. So too are defects and deteriorations caused by natural wear, improper storage or any other event outside of our control.
6.4 It is the responsibility of the purchaser to ensure the presentation of the products with a view to their resale to consumers. We cannot be held liable in this regard, or for failures on the part of the purchaser regarding his obligations towards the consumer.
7 – Intellectual property
The studies and projects, drawings and models produced at the customer’s request shall remain the exclusive property of FRANCAL. All creative rights, and in particular copyright, trademark rights, patents and right relating to expertise shall remain strictly reserved to FRANCAL.
8 – Payment
Except where other special conditions apply, invoices are payable within 10 days. The fact that you may have benefitted from payment flexibility does not result in any obligation on our part to continue to provide this flexibility. The date of issuance of the invoice forms the basis for the calculation of its due date. Any failure to pay and, more generally, any credit deterioration on the part of the purchaser may justify a requirement for guarantees, a cash payment or payment by bill of exchange, payable on demand, prior to the fulfilment of orders.
Any complaint relating to invoices must be issued to us by recorded delivery within a period of eight days, at risk of forfeiture and the rejection of the complaint.
No compensation or deduction of the fees owed to our company can be made unilaterally by the purchaser.
9 – Default of payment
Any default of payment without prior formal notice shall, ipso jure, incur interest charges at the ECB base rate plus 10 percentage points. The purchaser is also liable, ipso jure, to pay fixed compensation in the amount of €40 in the event of late payment. All legal fees are the responsibility of the purchaser.
The late payment or maturity of a single invoice shall result, ipso jure, in all sums becoming immediately due for payment by the purchaser.
10 – Retention of title
The goods shall remain the property of our company until the price is paid in full. The purchaser shall bear all risks of loss and deterioration, including in the case of unforeseen circumstances, vicarious liability or force majeure.
11– Term – Notice – Termination due to misconduct
The parties can terminate their commercial relationship by providing notification of their intention by recorded delivery, with due respect for the notice period fixed at: six months if the commercial relations have been in place for between one and five years; twelve months if the commercial relations have been in place for between five and ten years; eighteen months if the commercial relations have been in place for more than ten years. Only written notification sent by recorded delivery, with respect for the notice period specified in this article, shall be valid as a letter of termination. Any other form, such as notification of a competitive tendering procedure, cannot be taken as the starting point for the notice period. In the case of gross misconduct by one of the parties in the fulfilment of its contractual obligations, the other party may terminate the commercial relationship, but only after having sent a notice of default or notice to remedy the non-compliance, with such notice having gone without effect for a period of 30 days.
The LILLE METROPOLE Commercial Court shall have exclusive jurisdiction in the case of questions relating to the drafting, validity, interpretation, execution or non-execution of these general conditions of sale and of the orders that result from these conditions. The LILLE METROPOLE Commercial Court shall have exclusive jurisdiction in the case of disputes relating to the business relations between the parties or the means of their termination. French law shall be solely applicable.