GENERAL TERMS AND CONDITIONS OF SALE
ARTICLE 1: APPLICATION OF THE GENERAL TERMS AND CONDITIONS OF SALE
Our sales are subject to these general terms and conditions which prevail over all other terms and conditions laid down by the customer, except when formally and expressly waived by us. Consequently, the fact of signing a contract with LA COQUE DE NACRE S.A.S implies the customer's total acceptance and without reserve of the general terms and conditions. Failing express acceptance, all contrary terms and conditions set by the customer shall be not be binding on LA COQUE DE NACRE S.A.S, irrespective of when it is be informed of them.
ARTICLE 2: CONTRACT FORMATION
When we sign a contract with a purchaser, it shall include the special terms and conditions which supplement or modify these general terms and conditions.
ARTICLE 3: MODIFYING THE GENERAL TERMS AND CONDITIONS
In the event that LA COQUE DE NACRE S.A.S grants to other purchasers terms and conditions which, overall (prices, payment terms, guarantee), shall be more favourable that those in these general terms and conditions of sale for similar sums, quantities and quality, which would not be justified by genuine trade-offs, and which would set up a competitive advantage for its acquirers, it shall give the same benefit to the purchaser as of the day it is applied to the other customers.
ARTICLE 4: FORCE MAJEURE
In the event of a case of force majeure or an accidental event, if the supplier is obliged to interrupt supplies, the performance of the contract shall be suspended for the period in which it is unable to provide deliveries. Once the obstacle due to force majeure or accidental events ceases, the obligations under the terms of this contract shall once again be applicable.
Considered as being cases of force majeure or accidental events: war, riots, fire, strikes, accidents, pandemic, impossibility of obtaining supplies.
The seller shall keep the purchaser informed at the appropriate time of any of the aforementioned cases and events.
ARTICLE 5: ORDER
Any order sent to LA COQUE DE NACRE S.A.S only becomes final after acceptance by LA COQUE DE NACRE S.A.S. LA COQUE DE NACRE S.A.S. shall be considered as having accepted it, failing express refusal, within a period of 10 days from the date of receipt of the order.
ARTICLE 6: MODIFICATION OF THE ORDER
Any modification or cancellation of an order requested by the purchaser can only be taken into consideration with the seller's agreement. This modification shall be the subject of a written agreement prior to delivery.
ARTICLE 7: DELIVERY OF THE PRODUCTS
Delivery shall be made either by directly delivering the product to the purchaser, or by simple notification of availability, or by collection by a forwarding agent or carrier from the seller's premises. The deliveries shall be made subject to availability. The seller is authorised to make total or partial deliveries. The delivery times shall be given as accurately as possible but subject to the seller's procurement situation and transport. Exceeding the delivery times shall not give rise to damages, deductions or cancellation of the orders in hand. In any case, delivery shall only be made within the time limits if the purchase is up to date with its obligations towards the seller, irrespective of the reason. The products shall be delivered carriage forward or for cash on delivery at the agreed location, in all cases, they shall travel at the purchaser's risk. Nevertheless, LA COQUE DE NACRE S.A.S may insure the transport at the purchaser's request.
It is essential that, on delivery, the recipient purchaser checks for any possible damage or losses in transport and, if necessary, states the damage or loss observed in writing on the consignment note's receipt. Furthermore, it should inform LA COQUE DE NACRE S.A.S immediately and in writing within two days after the delivery, so that the latter may be in a position to claim against the carrier. Failing complying with the foregoing provisions, the recipient purchaser may not ask LA COQUE DE NACRE S.A.S for any compensation nor refuse to pay for the goods.
ARTICLE 8: RETURN
Any product error shall be covered by a formal agreement between the seller and the purchaser. Any product returned without this agreement shall be held at the purchaser's disposal and shall not give rise to the issue of a credit note. The costs and risks involved in the return are always at the purchaser's expense. A credit note shall be issued to the order of the purchaser for any product taken back by the seller, after the quality and quantity of the goods returned have been checked.
ARTICLE 9: RESERVATION OF OWNERSHIP CLAUSE
The goods, the subject of this contract, are sold with a clause expressly subordinating the transfer of their ownership to full payment of the principal and accessories. However, it is understood that the simple delivery of a title creating an obligation to pay, a bill of exchange or any other, is not a payment in the meaning of this clause, the seller's original receivable on the seller shall remain with all the related guarantees, including the reservation of ownership until the said bill of exchange has in fact been paid. The purchaser cannot use the goods as a pledge or transfer the ownership as a guarantee. Consequently, in the case of payment due and non-payment or all or part of the agreed price, LA COQUE DE NACRE S.A.S may, depending on the case, claim its ownership of the goods in the purchaser's hands or the amount owed to it out of the price received from their resale to the acquiring third party.
The risks on the goods sold is transferred once the purchaser takes possession of them which shall, consequently and until full payment of the price, ensure the goods are kept in good condition and shall insure them against any risk to them which may occur. In the case of attachment or any other action by a third party on the goods, it is imperative that the purchaser shall so inform the seller without delay so that it can object to it and retain its rights.
ARTICLE 10: GUARANTEES
The guarantee only covers the plating on the product and for a period not exceeding 10 years from delivery. Any deterioration brought about by an external accident (unsuitable cleaning, abnormal use, etc.) shall not be covered by the guarantee. Similarly, the guarantee shall not be applicable for apparent defects of which the purchaser should avail when the product is delivered in application of article 7 of these terms and conditions.
ARTICLE 11: PRICES
The prices of the products sold are those given in the seller's price lists which are given to the purchaser on request. The prices are understood to be net, ex works, including packing.
ARTICLE 12: INVOICING
An invoice is drawn up for each delivery and included with it. This invoice shall include all the endorsements in compliance with article 31 of the order of 1st December 1986.
A discount of 2% shall be granted for payment made within five days of receipt of the invoice.
ARTICLE 13: PAYMENT TERMS
Invoices are payable in full in cash, by bank cheque, credit card or postal cheque with a discount of 2% if paid within five days. The case of deferred payment, or payment on due date, constitutes payment in the meaning of this article, not the simple sending of a bill of exchange or a cheque involving an obligation to pay, only settlement at the agreed due date.
In the case of payment by a bill of exchange, this shall be returned to LA COQUE DE NACRE S.A.S and accepted by it within eight days.
ARTICLE 14: LATE OR NON-PAYMENT
In the case of late payment, the seller may suspend all orders in hand, without prejudice to any legal proceedings. In the case of failure to pay in full on the due date fixed, the following terms shall be applied:
- payment shall be due immediately without prior formal notice,
- and in compliance with article L.441-6 of commercial code, penalties shall be payable the day after the scheduled payment date (shown on the invoice). The penalty rate is 20% per year.
ARTICLE 15: USE OF TRADEMARK
The business relations established by LA COQUE DE NACRE S.A.S and the purchaser do not confer any right to use the LA COQUE DE NACRE S.A.S and BIJOUX CN trademarks or any other trademark or logo marketed by LA COQUE DE NACRE S.A.S and its subsidiaries. Any sale of counterfeit goods resembling those of LA COQUE DE NACRE S.A.S liable to create confusion in the minds of the public is prohibited.
ARTICLE 16: ADVERTISING
Advertising or any advertising material produced may only use the trademark with express and prior agreement by LA COQUE DE NACRE S.A.S
ARTICLE 17: JURIDICTION-DISPUTES
Before taking any legal action, the parties shall endeavour to come to an amicable agreement. In the case of a lawsuit of any nature or any dispute concerning the establishment, or the fulfilment, of the contract, only the Paris Commercial Court shall have jurisdiction.
RESERVATION OF OWNERSHIP
Law No. 80.335 of 12 May 1980, relating to the reservation of ownership clause, is applicable to the goods described in this document, in fact they shall remain our property until full payment has been made.