GENERAL CONDITIONS OF SALE

Information notice

The following conditions of sale are provided for information purposes only and have no legal value. Only the French version is binding.

1. General conditions

Any order given to the seller supposes full acceptance to the present conditions of sale and cancels in advance any contrary clauses inserted in the letters of his correspondents.

2. Buyer’s clauses

Any clause indicated in the order or in the correspondence sent to us by the buyer consequently cannot derogate from this, except if the text of our offers or acceptances includes contrary stipulations.

3. Formation of the contract

Offers established by our agents or given by phone, orders or contracts given to our representatives constitute no engagement from us until written confirmation from us has been made.

4. Delivery

Dates given for the delivery of goods are given as an estimate only. Our liability can in no way be involved in case of late or none delivery. Unless agreed, penalty or indemnity for late or none delivery will not be accepted.

5. Quotations and prices

Our quotations do not involve any firm engagement. We reserve the right to revise our prices at any time if the conditions for staff, raw materials or transports charges have changed.

6. Product modifications

We can modify our products at any moment. At the delivery date our technical specification is the only reference and gives no rights to any indemnity or cancellation of order.

7. Transport

All goods are supplied from our stock; packing and transport costs are excluded. They are sent, even when freight is prepaid, at the buyer’s risk and cost. The seller accepts no liability for any loss or damage to the goods howsoever caused after the risk has passed to the buyer and the buyer should in its own interest insure the same.

8. Returns and guarantee

Goods once dispatched may not be returned by the buyer without the seller’s consent in writing. We guarantee the good quality of our products as described in our specification books and professional Federation. In the case of defect of our products, we replace them without any extra charge. The goods shall be examined by the buyer on receipt and no claim in respect of the goods will be entertained unless notice in writing is sent to us within 8 days to delivery. Our guarantee does not include any other expense such as transportation cost, on site worktime.

9. Payment

Payment for all goods delivered shall be made in full without any deduction, unless otherwise agreed with written confirmation. Time for payment is the essence of contract. If the buyer fails to pay on the due date we shall be entitled to suspend further deliveries until the payment has been made and to cancel the contract.

10. Export control

10.1 Restrictions on sale and use based on trade control laws and regulations

10.1.1. FERMOD undertakes to deliver the Products and Services to the Buyer in compliance with trade sanctions and export control regulations of the United Nations, of the European Union, the law governing this Agreement and, when applicable, those of the United States of America (hereinafter “Applicable Trade Control Laws and Regulations”).
The Buyer shall comply with all Applicable Trade Control Laws and Regulations and shall ensure that its clients also comply with such laws and regulations. The Buyer further undertakes to ensure that the items are used and/or resold exclusively for civilian purposes.
Each Party agrees to provide the other with any declarations or certifications required by Applicable Trade Control Laws and Regulations and all information necessary to obtain and to comply with any required license (including providing without delay duly completed and signed end-user statements/certificates).

10.1.2 No re-export to the Russian Federation and to the Republic of Belarus

The Buyer shall not sell, export or re-export, directly or indirectly, to the Russian Federation or to the Republic of Belarus, or for use in the Russian Federation or the Republic of Belarus, any Products or Services supplied under or in connection with this Agreement that fall under the scope of Article 12g of Council Regulation (EU) No 833/2014 or Article 8g of Council Regulation (EC) No 765/2006.

10.2 Due Diligence and compliance process

10.2.1. The Buyer shall undertake to ensure that the purpose of this Article is not frustrated by any third parties further down the commercial chain, including by possible resellers or end-users. For this purpose, the Buyer shall:
(i) perform screening against all Applicable Trade Control Laws and Regulations prior to any onward operation, such as sale, re-export or transfer (including in-country operations) and obtain undertakings at least as stringent as those contained in this Article from the onward operator;
(ii) set up and maintain an adequate monitoring mechanism to detect conduct by any third parties further down the commercial chain, including by possible resellers, that would frustrate the purpose of this Article, and inform FERMOD immediately in case such conduct is detected.

10.2.2. The Buyer shall make available to FERMOD information concerning compliance with its obligations within two weeks upon FERMOD’s request.

10.2.3. Upon FERMOD’s request, the Buyer shall provide FERMOD with an end-use certificate signed and stamped by its authorized representatives before any shipment of Products or provision of Services, pursuant to a template to be provided by FERMOD.

10.3 – Penalties and remediation measures

Any false statement or violation of this Article shall constitute a material breach of an essential element of this Agreement, and FERMOD shall be entitled to seek appropriate remedies, including, but not limited to:
(i) termination of this Agreement without any penalty or indemnity due by FERMOD
(ii) indemnification of FERMOD by the Buyer for documented damages: the Buyer shall hold FERMOD harmless from and against all consequences of any judgments, claims or decisions of authorities against FERMOD in connection with part or all of the Products and/or the Services supplied hereunder based on breach by the Buyer of the commitments stated in this Article.

11. Third party claims

The Buyer shall indemnify and hold harmless FERMOD from any damages, liabilities, costs, and expenses arising out of any claim brought by an end user, consumer, or third party in connection with the Products after their resale, distribution, installation, or use by the Buyer or any party in its distribution chain. The Buyer shall maintain adequate product liability insurance and shall impose equivalent obligations on any subsequent purchaser or distributor. This clause shall apply to the fullest extent permitted by applicable law.

12. Settlement of disputes

In the case of contesting, the buyer submits to the juridiction of the French Courts.

13. English version

The English version of our general conditions of sale is not binding, and is only given for information purposes. Only the French version can be used in case of legal action.

Disclaimer: in order to improve the quality of our products, we reserve the right to modify any product without notice.
The characteristics and pictures of the products presented on this website are not of any legal value.

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