General conditions of sale - HIFI FILTER France
1 – OPPOSABILITY OF THE GENERAL CONDITIONS OF SALE
Our general conditions of sale govern only our sales, excluding the client’s general conditions of purchase and any other document issued by him. The dispositions figuring in it are lawfully cancelled and without formality. Taking possession of the goods implies the acceptance of our conditions. In the same way, any new order shall be situated in this legal framework.
2 – ORDERS
Any order must give the name of the client, date, product, quantities and prices.
The buyer’s order is deemed as final after his acceptance by the seller and this, by telephone, telex, fax or any other form of communication.
Orders made out by the client are under his responsibility, as he alone knows the final use of the product and the conditions of use of which we are in all cases deemed to be unaware. For order from documentation provided on CD-ROM or paper, the information, images, photographs or manuals are given for information and are liable to be modified by manufacturers between two editions or to misprints. This information does not take the place of checking the manufacturer’s references. It is necessary to contact us in case of doubt.
3 – CHANGE OF THE BUYER’S SITUATION
In case of change in the buyer’s situation, especially in case of his death, bankruptcy, liquidation of goods, dissolution or modification of his company, we keep the right, even after partial fulfilment of an order, to require guarantees or cancel the rest of the orders not yet delivered.
4 – DELIVERIES
The deliveries are made with the manufacturers’ tolerances on all characteristics relevant to the product, especially the dimensions and thicknesses. The buyer, being aware of this principle, must check the suitability of the product for his needs before any installation.
Our goods, even sent free of charge, are transported at the risks and perils of the addressee who must, in case of dispute, make all reserves with the transporters on receiving the goods. These reserves must be confirmed by registered mail within three days of reception (article 105 of the Code of Commerce). Each of our deliveries is deemed to be done in fulfilment of the distinct contract. In no case may a plurality of deliveries constitute a continuous contract. The dimensions and weight indicated on our price lists, catalogues, invoices and notes have only an information value and may not be disputed on delivery of the goods.
5 – CLAIMS
The delivery times are respected as much as possible, but are given only as information and without the seller’s guarantee. Delays may in no case justify cancelling the order or payment of any compensation by the seller.
Claims not made by registered mail within eight days of the date of receiving the goods shall not be accepted.
All events affecting the seller, his suppliers or services, with or without the juridical characteristics of force majeure or fortuitous cases such as, especially, any stoppage of work, lock-out, war, flooding, fire, material accident, total or partial penury of products or services, occurring in the premises of the seller or his suppliers and impeding the fulfilment of all or a part of the order by the seller, lawfully suspend, and without formality, the seller’s obligations, and his liability is lawfully cleared.
6 – PAYMENTS AND PROPERTY RESERVE CLAUSE
No discount will be granted. Our prices are net and payable in full upon receipt of the invoice, unless otherwise agreed in writing. Our invoices are payable at the registered office of our company. Ownership of the goods sold remains with our company until full payment of the total price has been made. Failure to pay may result in the return of the goods at the buyer's risk and expense.
These provisions do not prevent the transfer to the buyer of the risks of loss or deterioration of the goods sold upon delivery. The buyer shall bear all legal and court costs arising from any legal action.
In the event of late payment or non-payment, penalties shall be due the day following the payment date indicated on the invoice and will be calculated based on the interest rate applied by the European Central Bank to its most recent refinancing operation plus 10 percentage points, along with a fixed recovery fee of €40 (Decree No. 2012-1115 of 02/10/2012), without the need for a reminder (Art. L441-9 of the French Commercial Code).
Non-payment of a delivery entitles us to suspend shipments and renders immediately due the value of special products that have been ordered, are available, or are in the process of being manufactured. Failure to pay by the due date immediately makes all other outstanding claims payable and may result in the recovery of unpaid goods.
In the case of debt recovery through legal proceedings, the amounts owed to the seller will be automatically increased by 15% as a penalty, excluding any other rights or taxes.
7 – PRICES AND MODIFICATIONS
Our prices are those in force at the time of reception of the order for an immediate delivery. Our prices are ex-works, unless we otherwise agree in writing. Our company keeps the right to change its prices and rates without advance notice.
8 – GUARANTEES
We guarantee the quality of our equipment against any latent manufacturing fault for the length of use recommended by the manufacturer and in all circumstances for a maximum of 12 months from its delivery date, provided the conditions below are fulfilled.
The guarantee is immediately and completely void if use is not in keeping with technical specifications, or if the customer modifies, repairs or has repaired the supplied or repaired goods without our consent. Before the installation a visual check is compulsory to verify similarity with the changed filter. Any visible fault is lawfully covered by reception without reserve of the seller’s goods.
After the installation of a new filter, the sealing qualities and the good working of the motor must be checked.
The seller shall not be responsible for the use and/or for special conditions of uses of the goods as soon as he will not have been informed of such subjection in writing in the order.
Our guarantees, of whatever nature, are strictly limited, before assembly, only to replacement of filters recognized to be defective, and after assembly to the reparation of material or bodily harm directly occurring the result of a latent defect in the product supplied, excluding any claim of an immaterial, indirect or subsequent nature.
The buyer has to prove the latent defect. Advice of the accident must reach our company immediately after the occurrence of the accident. The filter complained must be sent to our premises within 15 days accompanied by a sample of oil.
9 – DEFINITION OF THE HIFI GROUP AND COMPANIES
HIFI is a registered trademark, and the HIFI group is understood as the companies holding and/or directly selling the HIFI brand except the retailers. These general conditions apply in our company as in all the companies of our group and mentioned in our documentation and invoices. Manufacturer is understood to mean industrial companies that make filters for our group before our brand is attached to them.
10 – OBLIGATION OF PRELIMINARY DIRECT ACTION AGAINST THE MANUFACTURER
Any legal action or informal claim based on a hidden fault in the delivered product and directly concerning the quality of manufacture of the sold product must be directed against the manufacturer of the aforementioned product and his insurer. It is only in case of his failure that action may be taken against a company of the HIFI group and its insurer, according to the conditions of liabilities described in article 8. In case of failure to respect this article 10, expenses committed for our defence (notably Lawyers, experts, bailiffs) as well as possible conviction on the basis of article 700 of the NCPC must be entirely paid to us.
11 – ATTRIBUTION OF JURISDICTION – SEVERABILITY OF CLAUSES
French law governs only the sales of our company, expressly excluding the Convention of Vienna for international sales of goods and excluding any rules of conflict of law or other regulation subject to cause the application of any dispositions other than French law. Our terms and conditions are translated as accurately as possible. However, the French version alone is contractually applicable, particularly in the event of a difference in interpretation.
Any dispute relating to our goods or their payment are exclusively under the competence of the Tribunal under whose jurisdiction the headquarters of our company are placed, as for the case of a plurality of defendants or appeal in guarantee. Any taking of an order implies acceptance without eserve of these general conditions. These shall not be modified by contrary conditions appearing on the client’s order forms or in the general conditions.
If for any reason whatsoever, one of these clauses should be declared inapplicable, this shall not affect the application of the other clauses of the terms and conditions, the clause considered inapplicable being in such a case replaced by a clause that is as similar as possible in its effects as the original one.
12 – CUSTOMISATION OF VEHICLE – USE ON ROADS OPEN TO TRAFFIC
Our H-AIR FILTER product range has technical filtration features measured on a filtration test bed and not according to a predetermined usage or form of motor transport. Therefore, our products have to be mechanically adapted. Such adaptations have to be approved by a professional and may need to be certified for a land-based motor vehicle for use on roads open to traffic (on-road).
The maintenance conditions recommended in the instruction manuals accompanying our products must be complied with in order to avoid damaging the product or affecting the performances as described in the technical characteristics.
We cannot under any circumstances be held liable for failure to comply with the above conditions or damages resulting from incorrect use, a non-certified modification or racing, competition, off-road, nautical, aerial or industrial use.
Our general conditions of sale govern only our sales, excluding the client’s general conditions of purchase and any other document issued by him. The dispositions figuring in it are lawfully cancelled and without formality. Taking possession of the goods implies the acceptance of our conditions. In the same way, any new order shall be situated in this legal framework.
2 – ORDERS
Any order must give the name of the client, date, product, quantities and prices.
The buyer’s order is deemed as final after his acceptance by the seller and this, by telephone, telex, fax or any other form of communication.
Orders made out by the client are under his responsibility, as he alone knows the final use of the product and the conditions of use of which we are in all cases deemed to be unaware. For order from documentation provided on CD-ROM or paper, the information, images, photographs or manuals are given for information and are liable to be modified by manufacturers between two editions or to misprints. This information does not take the place of checking the manufacturer’s references. It is necessary to contact us in case of doubt.
3 – CHANGE OF THE BUYER’S SITUATION
In case of change in the buyer’s situation, especially in case of his death, bankruptcy, liquidation of goods, dissolution or modification of his company, we keep the right, even after partial fulfilment of an order, to require guarantees or cancel the rest of the orders not yet delivered.
4 – DELIVERIES
The deliveries are made with the manufacturers’ tolerances on all characteristics relevant to the product, especially the dimensions and thicknesses. The buyer, being aware of this principle, must check the suitability of the product for his needs before any installation.
Our goods, even sent free of charge, are transported at the risks and perils of the addressee who must, in case of dispute, make all reserves with the transporters on receiving the goods. These reserves must be confirmed by registered mail within three days of reception (article 105 of the Code of Commerce). Each of our deliveries is deemed to be done in fulfilment of the distinct contract. In no case may a plurality of deliveries constitute a continuous contract. The dimensions and weight indicated on our price lists, catalogues, invoices and notes have only an information value and may not be disputed on delivery of the goods.
5 – CLAIMS
The delivery times are respected as much as possible, but are given only as information and without the seller’s guarantee. Delays may in no case justify cancelling the order or payment of any compensation by the seller.
Claims not made by registered mail within eight days of the date of receiving the goods shall not be accepted.
All events affecting the seller, his suppliers or services, with or without the juridical characteristics of force majeure or fortuitous cases such as, especially, any stoppage of work, lock-out, war, flooding, fire, material accident, total or partial penury of products or services, occurring in the premises of the seller or his suppliers and impeding the fulfilment of all or a part of the order by the seller, lawfully suspend, and without formality, the seller’s obligations, and his liability is lawfully cleared.
6 – PAYMENTS AND PROPERTY RESERVE CLAUSE
No discount will be granted. Our prices are net and payable in full upon receipt of the invoice, unless otherwise agreed in writing. Our invoices are payable at the registered office of our company. Ownership of the goods sold remains with our company until full payment of the total price has been made. Failure to pay may result in the return of the goods at the buyer's risk and expense.
These provisions do not prevent the transfer to the buyer of the risks of loss or deterioration of the goods sold upon delivery. The buyer shall bear all legal and court costs arising from any legal action.
In the event of late payment or non-payment, penalties shall be due the day following the payment date indicated on the invoice and will be calculated based on the interest rate applied by the European Central Bank to its most recent refinancing operation plus 10 percentage points, along with a fixed recovery fee of €40 (Decree No. 2012-1115 of 02/10/2012), without the need for a reminder (Art. L441-9 of the French Commercial Code).
Non-payment of a delivery entitles us to suspend shipments and renders immediately due the value of special products that have been ordered, are available, or are in the process of being manufactured. Failure to pay by the due date immediately makes all other outstanding claims payable and may result in the recovery of unpaid goods.
In the case of debt recovery through legal proceedings, the amounts owed to the seller will be automatically increased by 15% as a penalty, excluding any other rights or taxes.
7 – PRICES AND MODIFICATIONS
Our prices are those in force at the time of reception of the order for an immediate delivery. Our prices are ex-works, unless we otherwise agree in writing. Our company keeps the right to change its prices and rates without advance notice.
8 – GUARANTEES
We guarantee the quality of our equipment against any latent manufacturing fault for the length of use recommended by the manufacturer and in all circumstances for a maximum of 12 months from its delivery date, provided the conditions below are fulfilled.
The guarantee is immediately and completely void if use is not in keeping with technical specifications, or if the customer modifies, repairs or has repaired the supplied or repaired goods without our consent. Before the installation a visual check is compulsory to verify similarity with the changed filter. Any visible fault is lawfully covered by reception without reserve of the seller’s goods.
After the installation of a new filter, the sealing qualities and the good working of the motor must be checked.
The seller shall not be responsible for the use and/or for special conditions of uses of the goods as soon as he will not have been informed of such subjection in writing in the order.
Our guarantees, of whatever nature, are strictly limited, before assembly, only to replacement of filters recognized to be defective, and after assembly to the reparation of material or bodily harm directly occurring the result of a latent defect in the product supplied, excluding any claim of an immaterial, indirect or subsequent nature.
The buyer has to prove the latent defect. Advice of the accident must reach our company immediately after the occurrence of the accident. The filter complained must be sent to our premises within 15 days accompanied by a sample of oil.
9 – DEFINITION OF THE HIFI GROUP AND COMPANIES
HIFI is a registered trademark, and the HIFI group is understood as the companies holding and/or directly selling the HIFI brand except the retailers. These general conditions apply in our company as in all the companies of our group and mentioned in our documentation and invoices. Manufacturer is understood to mean industrial companies that make filters for our group before our brand is attached to them.
10 – OBLIGATION OF PRELIMINARY DIRECT ACTION AGAINST THE MANUFACTURER
Any legal action or informal claim based on a hidden fault in the delivered product and directly concerning the quality of manufacture of the sold product must be directed against the manufacturer of the aforementioned product and his insurer. It is only in case of his failure that action may be taken against a company of the HIFI group and its insurer, according to the conditions of liabilities described in article 8. In case of failure to respect this article 10, expenses committed for our defence (notably Lawyers, experts, bailiffs) as well as possible conviction on the basis of article 700 of the NCPC must be entirely paid to us.
11 – ATTRIBUTION OF JURISDICTION – SEVERABILITY OF CLAUSES
French law governs only the sales of our company, expressly excluding the Convention of Vienna for international sales of goods and excluding any rules of conflict of law or other regulation subject to cause the application of any dispositions other than French law. Our terms and conditions are translated as accurately as possible. However, the French version alone is contractually applicable, particularly in the event of a difference in interpretation.
Any dispute relating to our goods or their payment are exclusively under the competence of the Tribunal under whose jurisdiction the headquarters of our company are placed, as for the case of a plurality of defendants or appeal in guarantee. Any taking of an order implies acceptance without eserve of these general conditions. These shall not be modified by contrary conditions appearing on the client’s order forms or in the general conditions.
If for any reason whatsoever, one of these clauses should be declared inapplicable, this shall not affect the application of the other clauses of the terms and conditions, the clause considered inapplicable being in such a case replaced by a clause that is as similar as possible in its effects as the original one.
12 – CUSTOMISATION OF VEHICLE – USE ON ROADS OPEN TO TRAFFIC
Our H-AIR FILTER product range has technical filtration features measured on a filtration test bed and not according to a predetermined usage or form of motor transport. Therefore, our products have to be mechanically adapted. Such adaptations have to be approved by a professional and may need to be certified for a land-based motor vehicle for use on roads open to traffic (on-road).
The maintenance conditions recommended in the instruction manuals accompanying our products must be complied with in order to avoid damaging the product or affecting the performances as described in the technical characteristics.
We cannot under any circumstances be held liable for failure to comply with the above conditions or damages resulting from incorrect use, a non-certified modification or racing, competition, off-road, nautical, aerial or industrial use.