General Terms and Conditions of Sale SAMR Métal Rouge

GENERAL TERMS AND CONDITIONS OF SALE SAMR SAS

ARTICLE 1 – VALIDITY OF OFFERS
Unless otherwise specified, the prices and conditions stated in the quotes from SAMR SAS are valid for a period of one month and for all items and total quantities offered.

ARTICLE 2 – PRICES
Unless otherwise stipulated, prices are understood as net, EXW Incoterms R 2020 excluding VAT. Shipping, specific packaging, certificates, insurance costs, and customs duties, among others, are additional. A flat fee of €30 excluding VAT will be charged for any order amounting to less than €300.

ARTICLE 3 – ORDERS
Customer orders constitute a firm sale only after written acceptance by SAMR SAS in an order acknowledgment. Any cancellation of an order by a customer, for whatever reason, will render them liable for payment of an amount equal to the operating costs incurred in materials and labor, increased by 20%.

ARTICLE 4 – BILLING
SAMR SAS issues its invoices on the date of shipment of the goods. Unless otherwise stipulated, billing will be based on the quantities produced by SAMR SAS, for any order line where the quantity exceeds 10, with a tolerance of plus or minus 10% applied to the deliverable and billable quantity. Unless otherwise agreed in writing, payment of any invoice is due before shipment. An advance payment of up to 100% of the invoice may be required before order registration, depending on the nature of the ordered parts.

ARTICLE 5 – PAYMENT
In case of delay or non-payment of an overdue invoice, this default will result in the immediate enforceability of all other pending invoices, and SAMR reserves the right to suspend the execution of ongoing orders until full payment of the overdue invoices. In accordance with Article L.441-6 of the Commercial Code, late payment penalties at an annual rate of 20%, and a fee of €40 are due for non-payment the day following the payment date stated on the invoice.

ARTICLE 6 – DELIVERY
Sales are governed by INCOTERMS R 2020. Unless otherwise indicated, the applicable INCOTERM will be EX WORKS. Unless specifically required by the customer in their order, goods are packaged by SAMR SAS according to professional standards. Any goods delivered to their recipient without reservation on the delivery note provided to the carrier cannot be subject to any claim against SAMR SAS. Unless expressly agreed, our delivery times are given as an indication only. The buyer cannot claim a delay to cancel their order, refuse the goods, or claim compensation.

ARTICLE 7 – STORAGE
SAMR SAS does not provide storage for goods after invoicing, or parts belonging to the customer, except at the customer’s expense, risk, and peril. In case of delivery postponement, the SAMR SAS invoice will be issued on the initially scheduled shipping date. Unless otherwise stipulated, our parts are delivered greased to protect against corrosion for 3 months under storage conditions, sheltered and in a non-aggressive atmosphere. The nature of the parts, multi-metallic and “open,” makes them sensitive to climatic variations (humidity and temperatures). Their free state is dependent on climatic conditions, and dimensional accuracy is guaranteed “under load.”

ARTICLE 8 – WARRANTY
In the absence of a reservation noted on the delivery note or notified by registered letter with acknowledgment of receipt within eight days, the buyer will have accepted goods that are compliant with the order, sound, fair, and marketable. Items manufactured by SAMR SAS cannot be subject to replacement warranty or lifespan guarantee due to their specific nature, as they are wear parts intended to fit into a mechanism and designed to preferentially sacrifice themselves in case of failure or malfunction of the whole.

ARTICLE 9 – LIMITATION OF LIABILITY
Notwithstanding any contrary effect in this contract, including all documents forming part of it and relating to it, and authorized by law, SAMR SAS shall not be held liable for indirect, punitive, special, incidental, or consequential damages in connection with this contract. Loss of profits or production interruption, loss of business opportunities, as well as all costs related to delays, or claims by the customer for such damages (including negligence) are excluded from SAMR SAS’s liability. Solutions implemented by the buyer to remedy SAMR SAS’s failures to meet its contractual obligations are exclusive. SAMR SAS’s liability for its contractual faults, intentional fault, warranty, or otherwise (including negligence) shall not exceed 100% of the contractual price, unless the claims result from its misconduct or gross negligence.

ARTICLE 10 – RETENTION OF TITLE
SAMR SAS remains the owner of the delivered goods until full payment by the customer. In the event of warranty enforcement, it cannot exceed the net amount of the disputed parts.

ARTICLE 11 – JURISDICTION CLAUSE
In case of disputes, litigation, or interpretation in the relations between SAMR SAS and its customer, the COMMERCIAL COURT OF TROYES (10) will have jurisdiction, even in the case of multiple defendants.