General terms and conditions of sale of ADDIDREAM
Each order implies the approval without reserve of the Buyer and his full adherence to the present general terms and conditions, which prevail on any other document of the Buyer, especially general terms and conditions of purchase, unless otherwise expressed by our company. It is the Buyer’s full responsibility to join to his order a design brief establishing the future Product’s specifications, the parts to make, or any other indication that are necessary to the manufacturing process of the Product.
If no validation deadline has been expressly defined in the Seller’s offer, said offer is firm and binding only for a thirty (30) calendar day period, starting from the date of its issue. Once that period of time has elapsed, the offer is no longer binding unless the Seller provides a written agreement declaring so. Each offer is made for the providing of a set of different Products as specified in the offer. Every order addressed to the Seller only binds the Seller if it is in accordance with his last offer (regulation plans, technical specifications, quantities…).
3D printing: Our deadline starts from the reception of all the parts and pieces to print, all the different specifications about the Product, potentially the tooling, the models or any other need about to the order. For the total scope of the supply: our deadline starts after reception of the order and the full specifications of the Product. This deadline is indicative, and will vary depending on the supply, execution and transportation possibilities.
The contractual deadlines may be extended for any cause making it impossible for the Seller to fulfill his obligations, especially in case of Force Majeure (event on which the seller cannot reasonably have control over: strike, blocus, tooling incident, riot, war, natural disaster, fire, etc…) or in case of any event such as bad weather, supply difficulty, accidental stopping of the production, unforeseen evolution of the market, etc. Failing express argument, an event of Force Majeure will not, in any circumstances, prevent the payment at the agreed upon date and price. In the absence of an explicit reference, we cannot be the object of any penalty in case of late delivery. A delay in the delivery can never be a justification for the annulment of an order.
TRANSFER OF OWNERSHIP
The transfer of ownership of our products is suspended until the full payment of their price for all goods by the client, even in case of extension of the payment deadline. Any clause to the contrary shall be deemed not to have been written, as written in article L. 624-16 of the commercial code.
The Seller reserves the right to transfer its debt-claim to a factoring company. It is expressly agreed that our company will be able to make use of the rights it holds under this ownership clause, for any of its debt obligation, on all of the products owned by the client, said products being assumed unpaid, and our company will be in a position to take back those products or claim a compensation of all of the unpaid bills, without prejudice to to its right of rescission for the ongoing contracts.
Any dispute about the enforcement of these general terms and conditions and their subject to interpretation, as well as the contracts signed by our company, or the payment of said contracts, will be referred to the Commercial Court of Limoges. The place of trial will stay the same, no matter the place of the order, the place of delivery, the payment and the payment method, or even in the event of multiple defendants or the introduction of third parties.
In regard to 3D-printing, our guarantee is limited to the alteration of the pieces, or to a replacement of our own making, for parts being recognized as defective within a month after delivery, without entitling the Buyer to any further compensation. Moreover, the general conditions of the Union of Mechanical and Metal-transforming Industries can be applied to this supply as long as it is not subject to the special conditions above.
Unless otherwise agreed upon with the Buyer in the acceptance of the order, the Products are to be sold as “FCA Seller’s site, packing charged in addition to the goods” (Incoterms 2010 of the International Chamber of Commerce) by the Seller. The Buyer will endorse all the risks of loss or damage that may happen to the Products since they are made available by the Seller at the place of delivery and in the deadline agreed upon at the moment of the order. The Buyer will have to pursue his remedy against the carriers (that may or may not be chosen by the Seller), in case of lateness, loss or damage happening after this date.
RECEPTION – TAKE BACK – CLAIM
The Buyer is supposed to have received the Products in a fifteen (15) days period, starting at the date of delivery initially agreed upon. Once this period of time has passed, according to article 1642 of the French Civil Code, the Buyer is supposed to have accepted any visible defects on the Product.
The financial contribution of the Buyer to the tooling costs does not give him any rights on the tooling devices used in the Seller’s factories required for the transaction, and the Seller keeps the whole ownership of these tools. On this basis, the tools created for the needs of the Buyer remain physically in the Seller’s workshop under any circumstances, and are immune from seizure, non-assignable and non-transferable. The Seller keeps the right to scrap said tools without notice in case more than two years happen without them needing to be put to use for an order of enough importance to justify the assembly of said tools. If the Seller feels it is necessary to bring modification for a good making of the pieces, all expenses shall be borne by the Buyer. The Buyer will proceed to the replacement of the tooling should the Seller ask.
ENTRY INTO FORCE
These general terms and conditions of sale take effect on June, 1st 2018. They replace and make void the previous general terms and conditions issued before this date.