For Informational purpose only.

PREAMBULE

The purpose of these general terms and conditions of sale is, on the one hand, to inform any potential Buyer of the terms and conditions under which the company sells and delivers the products ordered.

Offers are only valid within the option period and unless otherwise specified, this period is 1month.

The acceptance of orders is, in all cases, linked to the solvency and regularity of the Buyer’s payments, the strict application of our conditions of sale.

It is only after acceptance of the Buyer’s order that both parties are bound by the sales contract. The fact of placing an order implies the Buyer’s full and unreserved acceptance of these general terms and conditions of sale to the exclusion of any other document such as brochures, catalogues, issued by RIVELEC and which have no indicative value.

No special conditions may, except formal and written acceptance by the seller, prevail over these general terms and conditions of sale. Any contrary condition imposed by the Buyer shall therefore, in the absence of express acceptance, be unenforceable to the seller regardless of when it may have been brought to his attention.

ACCOUNT OPENING

A Bank Identity Statement, accompanied by a letter from your institution containing your contact details (address, telephone, etc.) and your intra-Community VAT number and your SIRET number are required to open a company account.

The customer account opening form will be returned to us signed with the company stamp by the Buyer for validation within a maximum period of 7 days.

ORDERS

Orders can be sent to us by mail, fax or e-mail directly to our Sales Department: infos@rivelec.fr

All orders placed by the Buyer become firm and final upon receipt of the Acknowledgement of Receipt (Order Confirmation) within 72 hours.

All orders placed by the Buyer with programmed delivery schedules will be deliverable within a maximum period of 12 months from the date of the order (unless an exemption is granted by the seller).

Beyond this period, the balance of the order will be delivered and invoiced to the Buyer.

The goods are manufactured and delivered in compliance with the rules of use and in accordance with the requirements of the standards in force.

Each supply meets the standards and technical requirements previously specified by the Buyer. Thus, the specifications provided by the Buyer are binding on him and he may under no circumstances raise a complaint for unsuitability of the delivered goods in accordance with the order.

When ordering, the Buyer is required to recall the exact technical requirements, in particular for any supply on quotation similar to a previous delivery.

ORDER CANCELLATION

An order cannot be cancelled, in whole or in part, without the prior written consent of our company. In the event of cancellation of an order in progress, all goods for which production has started shall be delivered and invoiced. In addition, if our company has had to source raw materials or special products in order to execute this order, the cost of these specific supplies, not used due to the manufacturing stoppage, will be invoiced.

DEADLINES, DELIVERIES

The deadlines are given as an indication. Any delay occurring, either independently of our will, or in case of force majeure, will not give right to compensation or cancellation of the sale. RIVELEC is authorized to proceed to deliveries in a global or partial way.

In the event of transport damage, the Buyer must send a registered letter with acknowledgement of receipt to the carrier within 48 hours following delivery (with a copy to RIVELEC), our responsibility can in no case be called into question for destruction, damage, loss, theft, occurring during transport.

In any event, the delivery within the deadlines can intervene only if the Buyer is up to date of the obligations towards RIVELEC, whatever the cause.

PRICE – REGULATIONS

Our prices are net and without discount. They are indicated on the price list in force on the day of the order, unless otherwise agreed. Prices are subject to revision according to variations in raw materials, which can in no case be a reason to cancel the order. Prices are in Euros excluding tax, plus VAT.

For customers who do not have an account on our books, payment is made cash or upon receipt of an invoice as indicated on the acknowledgement of receipt.

For customers with account, the payment of invoices is payable in accordance with the new law on the modernization of the economy (LME law). This law specifies that the period agreed between the parties to pay the amounts due may not exceed: 60 days net from the date of issue of the invoice.

Payment is made by bank transfer at 30 days.

No discount for advance-payment will be accepted.

The address of payment of our invoices is our head office: RIVELEC – 202, Rue Gustave Courbet – 34750 – VILLENEUVE LES MAGUELONE.

TRANSPORT and MINIMUM ORDER

A minimum billing of 150 € Net excl. taxes is required for France, and a minimum billing of 300 € Net Excl. taxes for other countries. If not reached, a fixed invoicing fee of 20 € will be applied.
Any direct delivery to the customer of one of our distributors will generate a fixed charge of 20 € HT per customer delivered in France.

In FRANCE :

• Orders below 990 € net excl. tax = 25 € excl. tax for shipping, packaging, and invoicing costs for delivery in France.
• Orders greater or equal to 990 € net excl. tax = Price according to weight. For our authorized resellers, carriage, and packaging free for all deliveries in France relating to an order and in a single delivery.

For foreign customers and resellers :

• Shipping and packaging costs according to our agreements or according to our commercial offer.
• Delivered At Place (DAP): We organize the transport with our carrier TNT/FEDEX. Shipping costs will be included in the invoice.
• Ex Works (EXW): The goods are ready to be shipped. The buyer organizes the transport with his own carrier and schedules the pick-up during our opening hours.

In the event of a delay in delivery due to the Buyer, payment is due from the date of the notice of availability of the goods. The Buyer shall refrain from taking grounds for a complaint against RIVELEC to defer payment of a due date, in whole or in part, or to provide compensation.

LATE PAYMENT

In the event that the Buyer defaults on a single payment due date or fails to fulfill one of the obligations for which the Buyer is responsible, RIVELEC may suspend further deliveries or interventions and chose one of the following options:

• Demand immediate payment of all the remaining sums due, whatever the method and term of payment initially planned, or the return of the goods at the expense of the Buyer,
• The exigibility, by way of damages and a penalty clause, of an indemnity equal to 15% of the sums due, in addition to any legal costs and subject to any other due,
• Payment of legal interest at the bank base rate plus 10 percentage points,
• In application of the decree 2012-1115 of October 2, 2012, a lump-sum indemnity of 40€ will be due for any delay in payment in accordance with article L441-6 of the French Commercial Code.

The Buyer shall bear all costs incurred by the seller for the recovery of the sums due.

RESERVATION OF OWNERSHIP

RIVELEC retains ownership of the goods sold until effective payment of the full price in principal and accessories.

In the event that the payment should be made by commercial bills, the transfer of ownership to the customer will only take place after the effective payment of the said paper.

In the event of a dispute or contestation on the part of the Buyer, no compensation of any kind may call into question the retention of title clause.

This provision does not prevent the transfer to the Buyer, upon delivery, of the risks of loss and deterioration of the goods sold, as well as the damages they could cause.

WARRANTY

Any complaint must be made within seven days of delivery and must be confirmed in writing by registered letter with Acknowledgement of receipt.

We reserve the right either to replace this item or to establish a credit note for the value of the invoiced price.

Liability is limited solely to goods supplied by RIVELEC and does not apply to damage, injury or loss of income resulting from a defective item.

Our warranty is limited to normal use of our products under conditions corresponding to their technical characteristics or professional standards.

RETURNS, DISPUTES, CLAIMS

The customer has a legal period of 7 days to exercise his right of withdrawal from the date of receipt of the goods.

Any declaration of non-conformity must specify the number of the delivery note, the reference and quantity concerned and the purpose of the non-conformity.
Any return of goods will be notified in writing to the seller so that he can organise the collection of the products.

Without information and validation from the seller, the return costs will be at the expense of the Buyer.

A contribution for administrative and logistical management costs will be charged to the customer if it is not clearly established that this return and/or dispute is attributable to the Seller.

• 5% of the amount excluding VAT of the product returned by the buyer within the legal period of 7 days
• 10% beyond this period.
• After a period of 6 months, no goods will be taken back.

The returned product(s) must be new, unused and in their original box perfectly intact.

The product(s) opened, used, damaged will not be taken back or refunded.

FORCE MAJEURE

RIVELEC will not be held responsible for delay or failure to perform its obligations in case of force majeure, in particular in case of natural disasters, bad weather, fire, explosion, flood, pandemic, national strike, transport accident, riot or civil disturbance, abnormal delay due to the supplier, shortage of products and materials.

EXPORT

Shipping costs for any shipment outside metropolitan France are the responsibility of the Buyer.

COURT OF LAW

RIVELEC shall elect domicile at its registered office. Any dispute shall fall within the exclusive jurisdiction of the Montpellier Commercial Court.

Drafts or acceptance of payment do not constitute a novation or derogation from this jurisdiction clause.

RIVELEC reserves the right to modify these terms and conditions of sale without notice to maintain them in compliance with regulations.