Terms & Conditions applicable on 1 January 2014.
These terms and conditions apply to sales made to purchasers established in France and outside of France.
These terms and conditions are established in accordance with the principle of transparency which governs the relations between ULTRA FIGHTER TEXTILE and clients and form an indivisible whole with the tariff conditions ULTRA FIGHTER TEXTILE. These conditions of sale constitute, under the provisions of article L 441.6 of the Commercial Code, the basis of commercial negotiation between the parties and the scope of the business relationship.
Unless prior express derogatory agreement ULTRA FIGHTER TEXTILE, every product, regardless of origin, implies full and unreserved Client to these Terms and Conditions, which cancel any clause that may appear in conditions of purchase, contracts, documents and customer correspondence.
It is expressly understood that ULTRA FIGHTER TEXTILE is not bound to accept the conditions of purchase or requests from the client that would be abusive or derogatory or outrageous of these terms of sale.
Pursuant to Article L 442-6 of the Commercial Code, the customer agrees not to require ULTRA FIGHTER TEXTILE benefits that correspond to any commercial service rendered or manifestly disproportionate to the value of the service, such as a alignment application of its conditions on commercial terms obtained by other customers.
2.1 The information on catalogs, brochures, price lists are indicative only by ULTRA FIGHTER TEXTILE which reserves the right to, at any time and without notice any changes.
2.2 All orders must be received in writing ULTRA FIGHTER TEXTILE on customer letterhead and addressed him by letter, fax or email. Orders are not final until accepted from ULTRA FIGHTER TEXTILE. ULTRA FIGHTER TEXTILE reserves the right to refuse an order that would present an abnormality or in the absence of sufficient information (labeling, gencod, PVC packing) to the satisfaction of that order.
2.3 In any event, acceptance of orders is subject to the condition that, until delivery of all or part of the order, there has appeared no financial risk or other evidence to the challenge . The acceptance of an order may be subject to collateralisation by the customer, especially in case of incapacity, dissolution or modification company or setting pledging of customer goodwill.
2.4 Any change of order will be taken into account if it reached ULTRA FIGHTER TEXTILE in writing and subject to the prior written approval of ULTRA FIGHTER TEXTILE. Subsequent amendments to the order will cause additional costs that will be shown to the customer for acceptance and / or cause a postponement of the original delivery of the order in question. A change may be taken into account below a minimum period of seven days in case of generic control and after raw material supply for a specific command.
2.5 Any cancellation of order by the customer liable and obliged to indemnify ULTRA FIGHTER TEXTILE its expenses and lost profits for the products being manufactured or manufactured.
You will be charged at the current rate on the day of invoicing. Prices are in € excluding all taxes and duties, including net and standard packaging.
For orders delivered in France and greater than one hundred (100) euro prices include postage.
For orders delivered outside metropolitan France and more than five hundred (500) euros, prices are DDP Incoterms 2000.
Sending rates do not constitute a firm offer. These are set based on current economic conditions and ULTRA FIGHTER TEXTILE reserves the right to change in case of fluctuation of these conditions and in particular to take account of factors outside the company such as price fluctuations.
ULTRA FIGHTER TEXTILE reserves the right to discontinue the marketing of any product offered to the customer listed on the tariff or commercial documents and / or modify at any time the characteristics of these products, without notice and without being able to give right to payment of any damages.
ULTRA FIGHTER TEXTILE also reserves the right to change the composition of its products, without notice and without being able to give right to the payment of any damages.
4.1 Invoices are payable in euros to our headquarters located 14 avenue Auriol ,, 33700 Merignac within sixty (60) days net of issuance. This period is also needed for orders delivered outside metropolitan France.
No discount is granted for early payment.
For transfers from foreign banks, ULTRA FIGHTER TEXTILE does not support any bank charges.
4.2 Any amount not paid when due will be automatically and without prior notice, pursuant to Law No 2008-776 of 4 August 2008, the payment of default interest at the rate of three times the rate legal interest.
Non-payment of a single installment, whatever it is, leads to accelerate the maturity of all outstanding claims. ULTRA FIGHTER TEXTILE reserves the right to demand immediate payment of all amounts still owed and reserves the right to suspend delivery until full settlement of all invoices in progress or cancel pending orders, without prejudice exercise of any remedy.
It is expressly stipulated that in this case, the balance due will be increased as a penalty clause of a lump sum fixed at 20% of the amount of the debt owed, without prejudice to any interest, costs and fees that could lead to litigation .
The customer will pay all the costs of litigation sums owed, including fees of public officers.
In any event, in case of deterioration of the customer's credit or if its financial situation would endanger the recovery of debts of ULTRA FIGHTER TEXTILE, or the order from a customer who would not have acquitted all obligations arising from previous cases ULTRA FIGHTER TEXTILE reserves the right to reduce the payment period referred to above or to demand payment before delivery or to require any payment guarantees it deems necessary. Failing to obtain such guarantees, for any reason whatsoever, ULTRA FIGHTER TEXTILE reserves the right not to fulfill orders and / or terminate current orders as well as all previously unpaid orders.
4.3 Unless otherwise agreed, the amounts of which the customer is liable under product purchases can be offset against sums ULTRA FIGHTER TEXTILE would be indebted to him. Any deduction of the amount of the bill that would be made by the customer and why ULTRA FIGHTER TEXTILE would not have agreed, will constitute a payment incident justifying the suspension of deliveries.
If notwithstanding paragraph above, ULTRA FIGHTER TEXTILE accepted the principle of compensation with the customer, the latter shall, in accordance with Article L 442-6 of the Commercial Code, deducted automatically from any of the invoices issued by ULTRA FIGHTER TEXTILE, penalties or discount corresponding to the non-compliance with a delivery date or non-compliance of products, when the debt is not certain, liquid and payable without as ULTRA FIGHTER TEXTILE has been able to control the reality of the corresponding complaint.
5.1 Terms of delivery
In the minimum order limits indicated above (a minimum of one hundred (100) euros for customers based in France and five hundred (500) euros for customers living abroad), the products are delivered:
- Free port instead agreed (sale in France);
- DDP place of destination (Incoterms 2000) for sales outside of France.
5.2 Risk Transfer
Products at the risk and peril of the customer, regardless of the mode and transport management, including when shipped free port at the agreed location.
For deliveries outside mainland France, notwithstanding the Incoterm "DDP place of destination" (Incoterms 2000), the transfer of risk occurs when the care products with transportation committed by the customer at the agreed place .
5.3 Partial deliveries
For sales in France and outside France, ULTRA FIGHTER COMPANY can make deliveries globally or partially. In case of partial delivery, each of which will be considered a full commercial operation. Each partial delivery will match a proportional payment.
The delivery date is indicative. The agreed delivery time-out does not engage the responsibility of ULTRA FIGHTER TEXTILE or give rise to penalties, allowances, payment suspension or cancellation or refusal of orders. No exceedances of delivery shall not give rise to price revision.
In case of late delivery as part of a promotion with support and that would be our fault, our liability is in any case limited to the direct real damage supported and proven by the customer through hardware and objectives encrypted.
Any compensation to the client application must be justified by the actual loss suffered by it.
It is the customer to make the usual checks receipt.
In case of damage, delays, missing and damage, it will be up to the recipient at the time of the delivery of products, recording and regular protests to the carrier, the document reception he must sign, to countersigned by the carrier or its attendant driver, date and confirm by registered letter within three (3) days, excluding public holidays, following of such receipt, in accordance with Article L 133-3 of the Trade code. Customers will be personally responsible for all eventual recourse against the carriers in case of missing, deterioration, damage, delays or other.
Complaints about defects or non-compliance of the product to the order must be made in writing within eight (8) days of receipt of goods. After this period, no complaint or appeal will be accepted against ULTRA FIGHTER TEXTILE
It is for the customer to provide any justification as to the reality of defects or anomalies. He must provide ULTRA FIGHTER TEXTILE every opportunity to make the observation of these defects.
Pursuant to Article L 442-6 of the Commercial Code, the customer agrees not to refuse and / or conduct product returns without ULTRA FIGHTER TEXTILE has been able to control the grievance reality invoked by the Client. Unjustified refusal of some or all of the products will result in charging for freight and other costs caused by the refusal.
Any customer complaint must be sent by registered letter with acknowledgment of receipt and no later than within 48 hours after receipt of goods.
Returns are allowed if the ULTRA FIGHTER TEXTILE has previously accepted and must arrive postage and packing home in perfect nine and without having undergone any changes.
The costs of transport and customs as well as the risks of return are always on the customer.
In case of return of products from the collection of the previous year, ULTRA FIGHTER TEXTILE not provide a refund for these products to 50% of the initial purchase price by the customer.
No products from a collection dating back more than three (3) years will be returned or refunded by ULTRA FIGHTER TEXTILE.
The existence of reserves for product compliance or apparent defects made by the purchaser in the forms does not suspend the payment date. The customer is prohibited to apply deductions, penalties or compensation of any kind on the amounts due for its initial order unless written transaction with ULTRA FIGHTER TEXTILE.
ULTRA FIGHTER TEXTILE reserves ownership of the goods delivered until full payment of the products.
Does not constitute a payment under this provision, the bill discount or other securities creating an obligation to pay.
During the period of retention of title as depositary, the risks have been transferred under the conditions specified in Section 5.2 above, the customer must ensure the products against all risks of damage or responsibility, including insurance coverage liability products on our behalf and at his expense.
The customer is obliged to allow any time to identify and claim the delivered products. By express agreement, products in stock at the customer are deemed to relate to outstanding invoices.
The customer authorized to resell the goods delivered in the normal execution of his business, is obliged to inform immediately ULTRA FIGHTER TEXTILE seizure in favor of a third party, the products delivered under reservation of ownership. The customer is further prohibited to pledge or assign as collateral the property of the products. Upon sale, it undertakes to sell to ULTRA FIGHTER TEXTILE its claims on subsequent purchasers for the amounts due.
The provisions above shall not prevent the transfer to the customer risk of loss and deterioration of the delivered products as they result from Article 5.2 above.
ULTRA FIGHTER TEXTILE not responsible for the deterioration of or damage to goods for any reason whatsoever (eg water damage, fire, flood, humidity, rodents, etc ...) and in case of loss, total or partial, since the products have been available to the customer in any place whatsoever in the conditions set in section 5.2 above.
In case of complaints accepted as justified by ULTRA FIGHTER TEXTILE, its liability is limited to replacement of the product found not to comply.
The company ULTRA FIGHTER TEXTILE will be released from its obligations to any event beyond its control prevents or delays the delivery of products, contractually assimilated to force majeure. It will be so especially in case of events occurring at ULTRA FIGHTER TEXTILE or any of its suppliers and / or providers, such as: lockouts, strikes, epidemics, embargo, accident, interruption or delay in the transportation, inability to obtain supplies, defective raw materials, significant change of political situation in the client's country or any other event beyond the will of ULTRA FIGHTER TEXTILE resulting in partial or total unemployment ULTRA FIGHTER TEXTILE.
The customer agrees to comply with all intellectual property rights ULTRA FIGHTER TEXTILE which he claims to have perfect knowledge.
The customer agrees not to reproduce or have reproduced, in whole or in part, brands, designs, models, projects and studies or other intellectual property right of which ULTRA FIGHTER TEXTILE holds, under threat of prosecution, and / or to transmit to third parties any information of any kind whatsoever for the total or partial reproduction of these rights.
Any use of the intellectual property rights owned ULTRA FIGHTER TEXTILE, including its brands, will assume the prior written consent of ULTRA FIGHTER TEXTILE, whether for use in France or outside France.
The studies, preliminary designs and samples made at the customer's request, communicated to the customer and not followed by an order, shall be immediately returned to ULTRA FIGHTER TEXTILE.
Each Party undertakes to consider confidential documents, information and information communicated to him by the other party, as part of these Terms and Conditions. A disclosure to third parties of such documents, data and information is possible only with the prior written consent of the other party.
11.1 ULTRA FIGHTER TEXTILE may be led to conclude with its customers trade cooperation agreements for execution by the client services rendered in connection with the resale of products ULTRA FIGHTER TEXTILE to consumers, to ensure their marketing and not falling under the purchase and sale obligations under Article L 441-7 of the Commercial Code.
To this end, it is recalled that the performance by the customer of such services should lead to the establishment of a written agreement in duplicate held by each party, as provided by article L 441.7 of the Code Trade and the issuance of an invoice which complies with the provisions of Article L 441-3 of the Commercial Code and which shall include the exact denomination of the services rendered and dates of beginning and end of the services concerned.
Unless otherwise agreed, can not service the bills give rise to any compensation whatsoever with sales invoices products ULTRA TEXTILE FIGHTER.
11.2 The fact ULTRA FIGHTER TEXTILE not meet any of the obligations imposed on him by the customer for reasons beyond the control of ULTRA FIGHTER TEXTILE, will not result in the immediate termination of any relationship, such as the cancellation of orders and / or termination of sales of products already shipped to the customer.
11.3 ULTRA FIGHTER TEXTILE reserves the right to cancel existing orders for non-performance by the customer of any of its obligations, eight (8) days after sending a notice by registered letter with acknowledgment, remained ineffective.
All past sales under these general conditions of sale are governed by French law as well as trade relations between the parties.
By express agreement, it is attributed exclusive jurisdiction for all disputes arising between the parties in their business, the Courts BORDEAUX (France 33), irrespective of the place of delivery, the method of payment accepted, even if appeal or multiple defendants.