Unless derogations, notifications or stipulations confirmed in writing by MECALECTRO, these general conditions of purchase shall prevail over any general or special conditions of sale of the SUPPLIER. Our company declares that the fact of subjecting this order to these conditions is considered by it to be essential, consequently, it would not have dealt if these conditions did not govern the contract. The mere execution of the order implies the unreserved acceptance of its clauses and these conditions.
02.PRICES AND PRICE CONDITIONS
Except in the case of special clauses, our prices are exclusive of firm and definitive taxes, including packaging, packing, carriage and insurance.
Unless otherwise agreed, the number of items delivered shall be between 0 and 5% of the number of items ordered. Any excess may be returned to the SUPPLIER at its expense.
04 DELIVERY TIME – DELAY – PENALTY
The delivery dates are for material RENDERED in our factories. In the event of early delivery due to the SUPPLIER, only the contractual deadlines mentioned on our orders shall determine the invoice payment dates. In the event of exceeding the delivery dates, the SUPPLIER may be liable to penalties on the following grounds:
– 1% of the amount of each supply for the first week.
– 2 % per week for the following weeks
– Maximum applicable: 10%.
Delivery must be made on working days to the address and at the times indicated on the front of the order. It will be accompanied by a delivery slip on which the order number or delivery call number must be indicated.
06.PACKAGING – PACKING – TRANSPORT – INSURANCE
The SUPPLIER shall be responsible for packaging and wrapping and shall be appropriate to the supplies, the mode of transport and the place of destination. In the event of damage or loss due to inadequate or defective packaging, the SUPPLIER shall be held liable. Supplies, the nature of which requires special packaging or special handling, must have the necessary markings and indications on the packaging, in particular the weights, and slinging points, allowing unloading without risk of accident. Unless otherwise specified, the SUPPLIER shall choose the carrier with due regard for our interests.Transport shall always be at the SUPPLIER’s risk and peril. In the event of damage noted on receipt, the usual reservations shall be made to the carrier and the SUPPLIER, the latter remaining solely liable to us and having to take recourse to the appropriate authorities. The SUPPLIER shall be personally responsible for insuring the goods against all risks during transport to their destination.
07.RECEPTION – CONTROL – NON-COMPLIANCE
Our receipts are provisional and are accepted under all reservations on arrival of the supplies, afterwards we reserve the right to check the quantity and quality. If, after checking, a non-conformity is detected, a notice of refusal will be drawn up and sent to the SUPPLIER. We reserve the right for all or part of the supply deemed to be non-compliant to return it to the
SUPPLIER at his expense, risk and peril for repair or replacement. However, in the event of an emergency, we shall ourselves carry out repairs at the SUPPLIER’s expense after having notified the SUPPLIER in advance.
Invoices must be sent after delivery in DOUBLE EXAMPLES and must mention the order number and the number of the corresponding delivery note. Invoices shall only be paid for the value of the accepted supplies and after receipt of a credit note for the value of the rejected goods, if necessary after debiting the repair costs by us.
The order determines the terms of payment. In the absence of any specific provision, the deadline for payment of the sums due is set at the thirtieth day following the date of the invoice.
In accordance with Law No. 2008-776 of 4 August 2008, the date on which payment must be made must not be set later than 45 days end of month or 60 days net, from the date of issue of the invoice.The invoice shall indicate the date on which payment must be made as well as the rate of penalties payable on the day following the payment date indicated on the invoice.
10.REVENUES AND AUDITS
MECALECTRO reserves the right to delegate a specialist to assess the means, manufacturing and control methods of its subcontractors. MECALECTRO, during its audits or recipes, may be accompanied by the final customer.
11.RESERVATION OF OWNERSHIP AND TRANSFER OF RISK
The transfer of ownership is made upon full payment of the price.The transfer of risk takes place at the time of delivery.
The SUPPLIER guarantees MECALECTRO against any defects in its products:
• within the framework of MECALECTRO’s guarantee to its customers, the SUPPLIER is obliged to replace its supply without prejudice to the reimbursement by it of the costs incurred.
• As a general rule, our company reserves the right to call into question the SUPPLIER’s civil liability at any time in all cases where an action is brought against it concerning material or physical damage resulting from a defect in the material, design or manufacture of the products delivered by the SUPPLIER and incorporated into our products or resold to our customers as they are.
13.TOOLS AND GOODS READY OR ENTRUSTED
The tools manufactured by the SUPPLIER, on behalf and at the expense of MECALECTRO in whole or in part, as well as the goods and tools made available to it by MECALECTRO, must only be used for the fulfilment of MECALECTRO’s orders. The SUPPLIER shall be responsible for the safekeeping and maintenance of these goods and tools at its own expense and risk. The SUPPLIER undertakes to take out all necessary insurance for this purpose and to provide proof thereof. These goods and tools shall remain the property of MECALECTRO. They must be provided by the SUPPLIER, if they are not already so, with a permanent marking or a plaque indicating this ownership.The SUPPLIER undertakes to return them in good condition at MECALECTRO’s first request.
14.CONFIDENTIALITY – INDUSTRIAL PROPERTY
Plans, working drawings, sketches, manufacturing drawings, models, notes, in general, all documents, written or verbal information communicated to the SUPPLIER are strictly confidential.
All the information referred to above shall remain our exclusive property; these provisions shall be imposed by the SUPPLIER on any subcontractors and suppliers. The drawings, models and tools manufactured on our behalf are our property by right and must be returned to us on first request if we consider that circumstances so require.
15.ENVIRONMENT AND SUSTAINABLE DEVELOPMENT
MECALECTRO is committed to a Sustainable Development approach and applies the rules defined in the ISO 14001 standard. The SUPPLIER undertakes not to supply MECALECTRO with supplies containing one or more dangerous substances referred to in European Directive 2002/95/EC and, more generally, to comply systematically with both European and French laws and regulations. The SUPPLIER shall indemnify MECALECTRO for all costs, damages and losses incurred or charged to it as a result of claims by third parties due to the presence in the supply of dangerous and/or prohibited products or substances. For the substances contained in the articles covered by the “candidate list” and its updates, the seller shall inform the purchaser of the presence of substances which are candidates for authorisation contained at more than 0.1% by weight/mass in relation to the total weight in the articles supplied under this contract. The seller shall provide the buyer with sufficient information at its disposal to enable the safe use of the said article.
16.SECURITY – REGULATORY DOCUMENTS
– In the event of work to be carried out by the SUPPLIER in our establishment, a prevention plan will be signed in advance, with a visit if necessary.
– In the event of deliveries or collections, the safety protocol will apply.
– In both cases, the SUPPLIER undertakes to comply with the internal regulations in force as well as with the legal provisions, in particular those concerning health and safety, labour law, and employment relating to work carried out in an establishment by an outside company, as well as with the provisions of the United Nations International Convention on the Rights of the Child of 20 November 1989, which prohibit the employment of children under the age of 15, it being specified that these provisions must also be complied with by any subcontractors for which the SUPPLIER acts as guarantor.
The Commercial Court of Essonne shall have sole jurisdiction to hear all disputes or contestations concerning directly or indirectly the execution of our orders.
18 – APPLICABLE LAW
The law applicable to this contract is French law.
Massy, February 02, 2021