 GENERAL PURCHASING CONDITIONS  |
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| PRELIMINARY ARRANGEMENTS |
| All orders are subject to the general conditions described below.
The fact of accepting our order implies relinquishing the general conditions of sale of the supplier, the adoption of the special conditions for orders and the present general conditions. |
| Dispensations to the present conditions may be granted by mutual agreement between ourselves and the supplier, on condition that they are written on the order. These dispensations will be applied exclusively to the order in question without the supplier being able to benefit from them for other business.
All material or work supplied in producing this order must be in conformity both with the applicable stipulations, with the codes and standards prescribed and the rules of the art of the profession. |
| ACCEPTANCE OF ORDERS |
| We are only validly committed by an order form issued in the proper way by the Purchasing Dept. The order will only become definite after we have received the acknowledgement attached to our order form, duly approved and stamped with the sales stamp of the supplier. No commercial or technical modification to our order may be made on this acknowlegement, unless in case of prior express agreement by us, in the form of a separate amendment. If the acknowledgement is not returned within 8 days following the issue of the order, we reserve the right to cancel it by simple recommended letter. In this case, the supplier relinquishes any claim to compensation from us. The acknowlegement must be sent to the address shown on the order form. |
| PRICE – CARRIAGE |
| Except in case of special written agreement, the prices shown on the order form and the acknowlegement are firm and not subject to change and are for goods wrapped and carriage paid to the place of delivery shown on the order, The risks of carriage are at the expense of the supplier. |
| SUBCONTRACTORS |
| The order may not be subcontracted in part or in whole without our express agreement. |
| DOCUMENTS, MODELS AND TOOLING |
| The documents, drawings, plans, models and tooling entrusted by us or carried out on our account, are our exclusive property. They may not without our written permission be used by the supplier for other uses than ours, not be copied, reproduced or communicated in whole or in part to anyone. |
| The supplier bears the cost of the maintenance of production of tooling. The absence of maintenance or negligence in the use of our tools may be the subject of an invoice for repair. |
| The supplier relinquishes all rights to keep these documents, models and tooling which must be returned to us within the shortest delays, at our request, and at the latest, from the end of production work. |
| By accepting this order, the vendor recognizes that it is in possession of all documents and tools needed for the perfect execution of the order. |
| INSPECTION AND TESTS |
| The supplier agrees to set up a quality system in conformity with standard ISO 9002 (NF29002). We have the right to inspect the quality and progress of the production of the order on the premises of the supplier, at any time. Our customers or their representatives have the same right. All the tests scheduled in the contractual documents, including those required by regulations, are carried out at the costs of the supplier. |
| DELIVERY DELAYS |
| If the order is not carried out, supplied, and accepted in the set time limits, we reserve the right to cancel in whole or in part and to place an order with another supplier at the costs and risks of the detail supplier, and this by simple recommended letter, without prejudice to damages-interest at his cost, these arrangements are accepted by the supplier from today. In the case in which deliveries are accepted after the deadline, the supplier will pay, at our request, an indemnity equal to 2% of the amount of the delivery, per week overdue. |
| DELIVERY |
| The order will be delivered at the address shown on the order form. |
| GOODS IN – CHECK |
| Every delivery of goods to our premises will be the subject of a quantity and quality check. All work done outside our walls may be the subject of technical checking and reception on the premises of the supplier. All excess goods or goods not in conformity with the specifications of our order may be refused and returned at the cost and risks of the supplier. |
| CONDITIONS OF PAYMENT AND INVOICING |
| Unless there is a special agreement specified on the order form, payment of invoices will be at our convenience by cheque, credit transfer or promissory note 60 days from date of the invoice. |
| Invoices must reach our Account Department at the latest on the 25th of each month in triplicate, any invoice received after the 25th of each month will be posted and payment will be deferred one month. |
| A separrate invoice must be sent for each order form and the order number must be indicated on these invoices. |
| WARRANTY |
| Supplies are guaranteed against all design, manufacturing or material defects for at least one year from the date of shipment. This guarantee is unlimited by time in the case of hidden defect(s). The supplier will be required to replace, adjust or repair faulty equipment with a maximum delay of 8 days counting from the formal demand by recommended letter, and this, at no charge. After this time limit, we shall proceed with or authorize the above proceedings at the cost of the supplier at fault. The supplier is required to repair all the direct or indirect damages in consequence of faults in his goods. In particular, the supplier will be held responsible for the financial consequences of his legal liability if a claim is made against us concerning physical, material or immaterial damage arising from a fault in products supplied by him and built into our manufactures or resold. |
| INDUSTRIAL OWNERSHIP |
| The supplier guarantees us from all claims by third parties with regard to industrial property for the items which he supplies to us and agrees to act in our behalf if responsability is sought. |
| ATTRIBUTION OF JURISDICTION |
| The contracts agreed in virtue of the present Conditions are subject to French Law only, notwithstanding any foreign legality. Any dispute, whatever the nature or the cause, will be duly submitted to the jurisdiction of the Paris Tribunals (Tribunaux de Paris), even in cases under guarantee or if there are several defendants. |
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