Terms of Sales
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PREAMBLE : Any order automatically implies the unconditional acceptance of the CUSTOMER to these general conditions of sale, to the exclusion of any other document emanating from the CUSTOMER, in particular general conditions of purchase which the latter would like to invoke, and this, even if ADOC Solutions is aware of it.
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ARTICLE 1 : ORDER
1.1 All orders, including those placed by telephone, must be confirmed the same day by the CUSTOMER, by post, email, fax, letter indicating the delivery time, details of the goods and the agreed price.
1.2 The sales contract does not become perfect until the ADOC Solutions company sends an “order acknowledgment”, confirming the terms of the CLIENT's order, including ADOC's general terms and conditions of sale. Solutions and any associated maintenance contract.
ARTICLE 2 : CANCELLATION
2.1 Any request for modification or cancellation of an order must be made in writing and sent to ADOC Solutions.
2.2 Any cancellation of an order can only be taken into consideration after receipt of written agreement from ADOC Solutions. The buyer will bear the compensation for withdrawal, i.e. 10% of the amount excluding tax of the order, added by 1% per day since the order was sent.
2.3 In all cases, acceptance or refusal of cancellation by ADOC Solutions will be by registered letter with acknowledgment of receipt.
ARTICLE 3 : PRICE
3.1 Our prices are expressed in Euro, excluding taxes, without discount, postage and packaging extra.
3.2 The prices invoiced are those appearing on the “order form” or on the “order acknowledgment”.
ARTICLE 4 : DEADLINES
4.1 Delivery times are indicative.
4.2 The deadlines start to run from the day ADOC Solutions is in possession of all the technical, legal and financial elements necessary to complete the order. No compensation for delay may be required.
ARTICLE 5 : DELIVERY
5.1 Delivery means the receipt by the CUSTOMER of the goods.
It is materialized by the signature of the unreserved delivery report by the CLIENT.
5.2 Any delay in delivery attributable to an ADOC Solutions supplier may not result in the cancellation of the order. ADOC Solutions cannot be held liable for any damage resulting from this delay. However, if one month after a formal notice remains unsuccessful, delivery has not taken place, for any reason other than a case of force majeure, the sale may then be resolved at the request of one or the other. Parties ; the purchaser may obtain return of his deposit to the exclusion of any other compensation or damages.
5.3 Any delay in delivery due to a fact characteristic of force majeure will result, at the choice of ADOC Solutions, either the outright termination of the contract or the extension of delivery times, and this, without any party being able to claim to no compensation.
5.4 None of the parties has failed in its contractual obligations to the extent that their non-performance results from a case of force majeure. The following are considered to be force majeure releasing the seller from his obligation to deliver: war, riot, fire, strikes, accidents and the impossibility of being supplied. Force majeure only releases the party invoking it from its contractual obligations to the extent and during the time when it is prevented from performing them. Each party bears the burden of all costs incumbent upon it and which result from the occurrence of the force majeure event. The party affected by a case of force majeure immediately notifies the other party by fax confirmed by registered letter with acknowledgment of receipt, providing all necessary justifications. The other party reserves the right to verify and verify the reality of the facts. The party invoking force majeure makes every effort to minimize the damaging effects resulting from this.
In the event that the event giving rise to the case of force majeure continues for more than fifteen days, rendering one of the parties unable to fulfill its obligations under this Contract, the other party may resolve full right the contract without any compensation being able to be invoked by the other party. Deposits paid will be returned immediately.
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ARTICLE 6 : RETENTION OF OWNERSHIP CLAUSE - TRANSFER OF RISKS
6.1 In accordance with Law No. 80-335 of May 12, 1980, all ADOC Solutions goods are delivered and sold subject to full payment thereof. Non-payment, even partial, authorizes ADOC Solutions to recover its goods from the buyer after formal notice by registered letter with acknowledgment of receipt which has remained unsuccessful within eight days of receipt.
6.2 By way of derogation from article 1583 of the civil code, the delivery of goods transfers risks at the expense of the CLIENT.
ARTICLE 7 : GUARANTEE AND PROTECTION OF GOODS
7.1 Unless otherwise stipulated, orders are executed in accordance with the manufacturer's standards and specifications, if any and with customary tolerances, in current quality and without regard to the special use for which the buyer intends them.
7.2 In any event, the CUSTOMER benefits from the provisions of articles 1641 et seq. Of the Civil Code relating to the legal guarantee and against hidden defects.
7.3 No guarantee is due when the defect or deterioration results from poor maintenance, mistreatment of the goods by the CUSTOMER or events taking the character of force majeure as defined in article 5.4 above.
7.4 ADOC Solutions can also offer a conventional warranty for the equipment sold. This warranty relates to certain equipment and is the subject of a special guarantee contract accompanying the equipment sold.
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ARTICLE 8 : RECEIPT OF GOODS - LACK OF CONFORMITY
8.1 In the event of loss, substitution or damage related to transport, the CUSTOMER must inform the CARRIER within the legal period of three days by registered letter with acknowledgment of receipt. A copy of the letter addressed to the CARRIER must be sent to ADOC Solutions within the same time limits.
8.2 Upon receipt of the goods, if the CUSTOMER finds that the goods do not comply with the Purchase Order, or that they are damaged, they must inform ADOC Solutions by registered letter with acknowledgment of receipt within eight (8) working days from delivery.
8.3 Failing this, the CUSTOMER will be deemed to have accepted the delivery without reservation.
8.4 Any Acceptance Report, sanctioning the delivery of configuration or application development, which is not contested or for which no reservation has been mentioned, within 5 working days is considered as validated by the Customer. The invoice associated with this receipt report is therefore no longer questionable by the Customer.
8.5 The lack of conformity of a part of the delivery does not exempt from the obligation to pay all the goods for which there is no dispute.
8.6 Any invoice received by the Customer, not contested within a period of thirty (30) calendar days, is considered to be compliant and cannot therefore be the subject of a dispute or an appeal.
8.7 Any return of goods will be made at the buyer's expense and must be subject to the prior agreement of ADOC Solutions (return slip).
In this case, the merchandise must be returned in its original packaging. Any other return will be refused.
ARTICLE 9 : TERMS OF PAYMENT - INTEREST ON DELAY
9.1 Payment for goods is made upon receipt of the invoice unless otherwise stipulated in the order acknowledgment.
9.2 In the event of non-payment on the date appearing on the invoice and after two (2) collection reminders that have not been successful, the CUSTOMER will be liable for flat-rate collection penalties of € 50 excluding tax.
9.3 In the event of non-payment on the date appearing on the invoice and after prior formal notice remained unsuccessful, the CUSTOMER will be automatically liable for the application of late interest equal to twice the interest rate. legal prorata temporis (Law 92-1442 of 12.31.92).
9.4 In the event of application of the retention of title clause, the deposits paid will remain acquired by the seller as a fixed compensation for total or partial non-payment and in return for the depreciation of the goods.
ARTICLE 10 : PENALTY CLAUSE
If the CLIENT's deficiency makes an amicable or judicial recovery necessary, the CLIENT undertakes to pay in addition to the principal, costs, expenses and emoluments ordinarily and legally payable by him, an indemnity fixed at 15% of the principal amount including tax of the debt and this, by way of contractual and fixed damages.
ARTICLE 11 : NULLITY OF A CLAUSE
If one of the clauses of these general conditions is found to be null or canceled, the other clauses will not therefore be canceled.
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ARTICLE 12 : ATTRIBUTION OF JURISDICTION
In the event of a difficulty in interpreting or executing these presents, even in the event of a guarantee call or multiple defendants, the Commercial Court of NANTES has sole jurisdiction.
ARTICLE 13 : INTELLECTUAL PROPERTY
Each of the Parties ensures that it has the rights necessary for the performance and use of the Services. Unless otherwise provided, each Party will retain full and entire ownership of the descriptions, software, plans, drawings and other documents as well as the methods, know-how and software tools that are specific to it. In the event of an action brought by a third party alleging that elements of intellectual and / or industrial property used in the context of the contract infringe a patent or any other industrial and / or intellectual property right, the Party having put available the disputed elements will be solely responsible for defending the settlement of the dispute. As part of the services provided by ADOC SOLUTIONS, technical and human processes are implemented to meet the CUSTOMER's requirements. The details of these personalized Services must not be communicated by the CUSTOMER for reproduction purposes. This detail remains the property of ADOC SOLUTIONS. The Contract does not entail any transfer of intellectual and / or material property rights on the Elements owned by the Parties or for which they have obtained a license or a right of use and which are used or made accessible to the other Party. within the framework of the Services covered by the Contract. If certain Elements belonging to ADOC Solutions are made available to the CUSTOMER and necessary to ensure the execution of the Contract, they will remain, in any event, the property of ADOC Solutions. As such, ADOC SOLUTIONS grants the CUSTOMER on these elements a non-exclusive, non-transferable and irrevocable user license.
ARTICLE 14 : OPT'IN
All orders imply the CLIENT's agreement to receive newsletters and other letters from ADOC Solutions.
In accordance with the Data Protection Act, you have the right to access and rectify the site www.adoc-solutions.eu.