General terms and conditions of sale
Preliminary : The present General Conditions of Sale also called in short CGV, have for goal to govern the commercial and contractual relations that the SAS CAPTEUR PROTECT, company with the capital of 2000.00 euros registered in the RCS of Nimes under the number 897 825 980 whose head office is located Impasse du Mas Chemin de Bourdilhan, 30200 Bagnols-sur-Cèze, can be brought to maintain in a punctual or usual way with one of its customers.
By " CUSTOMER ", it is understood any moral or physical person, that is to say more precisely any individual company, commercial company, liberal profession, group of general interest, central purchasing office, association, territorial community, institution or public community (without this being restrictive) with which SAS CAPTEUR PROTECT can be brought to conclude an order of any nature that it is, in particular of sale.
By " ORDER ", it is more precisely understood any contract binding the customer to SAS CAPTEUR PROTECT for any retail, half-wholesale and wholesale sale of pharmaceutical products or for the para-medical sector of any nature whatsoever, marketed or supplied by SAS CAPTEUR PROTECT.
The GTC are applicable to all orders placed from 1 January 2010.er October 2021. The fact of placing order implies the express acceptance without reserve by the customer of the entirety of the clauses and conditions envisaged by the present GTC. The GTC of SAS CAPTEUR PROTECT which are written in French language, prevail on all other conditions, including the general conditions of purchase, except written exemption of our part.
Consequently, in case of contradiction with the general conditions of purchase of the customer, the provisions of the present GTC will prevail. SAS CAPTEUR PROTECT reserves the right to modify unilaterally and at any time the present GTC and to apply them to any order placed after the date of modification.
In the event of a conflict between these GTC and the legal provisions of other countries, it is agreed that French law shall prevail.
2. Quotations, orders for products and materials
2.1 The orders can give place to the preliminary establishment by SAS CAPTEUR PROTECT of estimates. The estimates are established free of charge, and except contrary agreement, the validity of the estimates is limited to 30 days as from their reception by the customer, this, except particular provision. Any document given to the customer within the framework of this estimate remains confidential and is the exclusive property of the SAS CAPTEUR PROTECT. It must be returned at his request or destroyed if it is about computer files. The customer commits himself not to make any use of the documents likely to harm SAS CAPTEUR PROTECT and forbids himself any disclosure to third parties even if these third parties would be co-contractors of the customer.
2.2 Any order must be the object of a written order and signed by the customer, recalling if necessary the number of estimate. The orders transmitted to the SAS CAPTEUR PROTECT become final only when an acknowledgement of receipt of order is issued. The acknowledgement of receipt which will include the specifications of the products and materials sold, the payment conditions, the price, the delivery time and place, the transport mode is determining for the execution conditions of the order.
The customer is required to report any errors or omissions in the acknowledgement of receipt within 3 days of receipt. After this period, no dispute or claim can be accepted and the order will be considered final and irrevocably binding on the customer.
2.3 It is the responsibility of the customer to ensure by himself or with the assistance of a consultant of his choice and at his own expense that the characteristics of the equipment ordered correspond to his needs. The customer remains solely responsible for the use and operation of the equipment or product offered or supplied.
Considering the specificity of the products or materials sold by the SAS CAPTEUR PROTECT this last one declines any responsibility as for a bad use of the products or materials sold by the user or an incompatibility at this last one, of the product or material sold.
The customer is moreover only responsible for the compatibility of the products and materials supplied by the SAS CAPTEUR PROTECT with the regulations or the specific standards of his field of activity.
2.4 An order accepted by SAS CAPTEUR PROTECT can always be cancelled by the latter in the following cases and without any compensation : in case of force majeure, pandemic In case of cancellation of the contract, the customer will be informed of the reasons for the cancellation, such as : the cancellation of the sanitary facilities, the stop of the production by the supplier from whom SAS CAPTEUR PROTECT could be brought to supply itself, the legal redress or the legal liquidation of the supplier from whom SAS CAPTEUR PROTECT could be brought to supply itself and if necessary in case of modification of the financial or legal situation of the customer (safeguard procedure, legal redress, legal liquidation). In all these cases, the payments possibly carried out at the date of the cancellation will be refunded to the customer without the least compensation of some nature that it is and without these payments having been able to carry interest to the profit of the customer.
3. Delivery times
3.1 Except contrary stipulation, the delivery is carried out from the head office of SAS CAPTEUR PROTECT or from one of the storage platforms of the latter. The carriage is advanced on invoice. The delivery periods begin to run from the date of the acknowledgement of receipt of the order.
The SAS CAPTEUR PROTECT commits itself as far as possible to send all the products and materials ordered by the customer without incurring any responsibility because of these expeditions or because they are incomplete.
The unavailability of a product or material resulting from a manufacturing interruption, a shortage or any other circumstance, cannot have effect on the rest of the order, nor engage in any way the responsibility of the company CAPTEUR PROTECT.
The delivery periods indicated in the acknowledgement of receipt of the order as well as in the estimate are given only as an indication, as precisely as possible, but are function of the possibilities of supply and/or transport. The customer will be informed as soon as possible and as far as possible of any delay which would come to occur without the responsibility of SAS CAPTEUR PROTECT being sought for this reason in some title that it is. Delays in delivery shall not give rise to any penalty or compensation of any kind, nor shall they give rise to the cancellation of the order by the customer, whatever the reason.
The company CAPTEUR PROTECT is released from its obligation of delivery for all the fortuitous cases and force majeure in particular and not limitatively:
- In the event of a total or partial strike ;
- Interruption of transport ;
- Fire ;
- Technical accident affecting the proper functioning of the facilities;
- Supply difficulties due to, for example, a shortage of raw materials;
- Pandemic ;
- Delays caused by a subcontractor or supplier ;
The situation of force majeure has moreover the effect of suspending the obligations of SAS CAPTEUR PROTECT during the duration of the event. If the situation of force majeure continues beyond a period of one month, each of the parties can, subject to prior notification, cancel the part of the order not executed. The termination will be without compensation on either side, and any advance payments made by the Buyer for the part of the order not fulfilled will be returned to the Buyer.
3.2 On delivery, The storage site of the products and materials sold by SAS CAPTEUR PROTECT must be in conformity with the standards of storage which could be specified by SAS CAPTEUR PROTECT in order to ensure the good conservation of the products and materials sold.
4.1 Except particular written agreement, the prices are exclusive of shipping costs, material under standard packing. The invoicing of the shipping costs will be carried out according to the conditions agreed between the SAS CAPTEUR PROTECT and the customer, according to the tariffs in force at the time of the placing of the order.
4.2 The prices and rates are indicated excluding taxes and customs duties, which remain the responsibility of the customer. They are based on the price lists in force at the date of the order of which the customer declares by the present to have a perfect knowledge. The SAS CAPTEUR PROTECT reserves the right to modify its prices during the year.
5. Terms of payment
5.1 Unless otherwise agreed in writing, invoicing shall take place at the time of delivery of the products and materials sold, taking into account any changes. Any delivery, even partial, shall give rise to an invoice.
5.2 Unless otherwise agreed, the terms of payment for account customers are as follows:
- Payment on receipt of invoice: maximum 10 days, including the time taken to receive the invoice
- Online LCR payment, the transaction is secured by the Stipe platform. Payment is made by credit card on our website. Once the online purchase is confirmed, an order confirmation email is sent to the customer.
- For all customers who are not on account, or outside the French metropolitan territory, the terms of payment are 100% at the order of the amount of the order including VAT.
5.3 Any recourse by the customer to a financing organisation must be indicated at the latest when sending the order. Any lack of information may be grounds for cancellation of the order.
5.4 In the hypothesis where SAS CAPTEUR PROTECT would have granted derogatory conditions of payment, the latter reserves the right to ask for a complete payment with the order in case of incident of payment or serious and concordant indices, putting in question the financial credibility of the customer.
6. Late payment/default of payment
6.1 The non-payment of a single bill or a single invoice at its due date makes immediately payable all the debts of the SAS CAPTEUR PROTECT even not yet due towards the customer. Any delay of payment entails by right and without prior notice, the collection of penalties of delay which amount is 3 times the legal interest rate. SAS CAPTEUR PROTECT reserves the right, in case of delay of payment, to suspend all the deliveries or services with staggered payment, in progress until the complete payment.
6.2 In case of total or partial non-payment 48 hours after the formal notice remained unsuccessful, the sale will be cancelled by right if it seems good to the SAS CAPTEUR PROTECT, which can ask in summary proceedings for the restitution of the products, without prejudice of all other damages.
6.3 The customer will have to reimburse all costs incurred due to non-payment (including the costs of returning goods).
7.1 As indicated in the article 4.1 the invoicing of the transport costs will be made according to the conditions agreed between SAS CAPTEUR PROTECT and the customer, according to the tariffs in force at the time of the placing of the order. The products and materials are under standard packing.
7.2 It is up to the customer, in case of damage of the products and materials delivered or of missing, to make all the necessary reserves with the carrier and to inform SAS CAPTEUR PROTECT by registered letter with acknowledgement of receipt. Any product not having been the object of reserves by registered letter with AR in the 3 days of its reception with the carrier and of which copy will be addressed to the SAS CAPTEUR PROTECT will be considered as accepted by the customer.
No complaint of any nature whatsoever will be possible towards SAS CAPTEUR PROTECT.
8. Pro rata reserve
8.1 The materials and products sold are sold with a clause expressly subordinating the transfer of property to the integral payment of the price in principal and accessory, even in case of granting of the terms of payment. The simple delivery of a title creating an obligation to pay, draft or other, does not constitute a payment in the sense of the present provision, the original debt of CAPTEUR PROTECT SAS on the customer remaining with all the guarantees which are attached to it, including the reserve of property until the aforementioned commercial paper was effectively paid.
In case of seizure or any other intervention of a third party on the sold products and materials or in case of safeguarding procedure, legal redress, legal liquidation or any other equivalent insolvency procedure, the customer will have to inform SAS CAPTEUR PROTECT without delay in order to allow it to oppose it and to preserve its rights.
The customer shall also refrain from pledging or transferring the ownership of the products and materials sold as security.
In the same way, the customer is forbidden to transfer his business or to give it in lease management as long as the products and materials sold by the SAS CAPTEUR PROTECT will not have been completely paid.
8.2 The execution of the retention of title does not mean the withdrawal of the order and is not exclusive of other claims of SAS CAPTEUR PROTECT against the customer.
By mutual agreement between the customer and SAS CAPTEUR PROTECT, it is agreed that the latter will be able to make use of the rights which it holds under the present clause of property reserve, for any of its debts, on the totality of the products and materials sold in possession of the customer or that this last one could have sold to a third party or at the disposal of this one, these products and materials sold being conventionally presumed to be those unpaid.
From then on, SAS CAPTEUR PROTECT will be able to take back or claim its products and materials sold in compensation of any of its unpaid remaining invoices, and this without prejudice of its right to pursue the resolution of the sales in progress.