General Terms And Conditions of Sales
ART. 1 – GENERAL CLAUSE
All orders we receive are subject to these General Terms and Conditions (GTC), which apply to all
purchases, unless otherwise formally and expressly stipulated by us in the order confirmation.
By placing an order, the buyer fully and unconditionally accepts our general terms, to the exclusion of
all other documents such as brochures or catalogues issued by the seller, which are only indicative.
No special conditions supersede the general terms of sale, unless formally agreed in writing by the
seller. No contrary conditions can be invoked by the buyer.
Any waiver by AGRISEM International relating to the performance by the Customer of any provision
of these General Terms shall not be deemed a waiver of AGRISEM International’s rights in the future.
The provisions of these GTC remain fully in force.
ART. 2 – ORDERS
Orders are not final until a written, signed confirmation is received from us, contained in the
acknowledgment of receipt of order. However, acceptance may also result from the shipment of
products. The signing of purchase orders is definitively binding on the buyer.
Orders cannot be cancelled.
ART. 3 – TRANSPORT AND LACK OF CONFORMITY
Unless otherwise specifically agreed, all costs of transport, insurance, customs and handling shall
be borne by the Buyer.
Goods travel at risk of the Buyer, who is responsible for checking the condition of the goods at the
time of delivery. Buyer must check the quality, quantity and references of the goods to ensure they
are in conformity with the order.
No complaints will be considered after a period of 48 hours from the date of delivery.
The goods that are recognized to be non-conforming and are reported in the period indicated above
will be replaced or a discount applied, excluding any other type of compensation.
ART. 4 – DELIVERY
Deliveries are made subject to availability and in the order of arrival of orders. The seller is authorized
to make partial or full deliveries.
Delivery times are indicative and not binding. Delays in delivery do not entitle the buyer to cancel the
order or to demand compensation.
Cases of force majeure or unforeseeable circumstances, such as mobilization, war, riots, partial
or general strikes of the personnel of the vendor’s company or other businesses which handle our
orders, including shipping companies, lockouts, epidemics, shortages of materials, fires, floods,
explosions, manufacturing equipment accidents, etc. relieve us from our obligation to supply the
goods for which production is suspended.
In any event, delivery will be made on time only if the buyer is current in its obligations to the seller,
whatever the cause.
AGRISEM International and the Buyer recognize each other as professionals of the products sold.
The goods and parts manufactured by AGRISEM International are warranted against defects in
materials or workmanship for a period of 6 months from the date of delivery.
The warranty is limited to replacing the parts found to be defective by AGRISEM International’s after
sales service, excluding any other compensation for damages. In all cases, the cost of labour will
be borne by the buyer.
A credit note issued by the AGRISEM International for warranty purposes is valid during 12 months
as from the date of issue, and can be deducted from any further order.
The applicable warranty terms are contained in the manual for each machine.
The warranty applies only if the customer has met the general obligations of the contract, in particular
the payment terms.
Under the warranty terms, the following are excluded from this warranty: wear parts, incidents arising
from misuse of equipment, poor maintenance, the use of parts not approved by the manufacturer or
changes made by the buyer, and in general any failure to comply with the requirements stipulated in
the manual that came with the machine. Parts that have suffered abnormal wear and tear during the
warranty period are also excluded from the warranty.
Warranty claims must be made on AGRISEM’s “warranty claim form” sent by registered mail with
return receipt by the dealer to the technical department of the company within 10 days from the date
of the incident.
If the defects may cause damage to the machine, it is mandatory to stop using the equipment,
otherwise AGRISEM International will be released from its contractual liability.
The buyer must present the warranty certificate and the invoice when the warranty is invoked. The
warranty is not extended unless we give our prior written consent.
To benefit from the warranty, all products must be sent to AGRISEM International’s after sales
service, whose agreement is necessary for any replacement.
The buyer shall pay for any shipping costs involved. Repairs made under the warranty do not extend
ART. 6 – RETURN OF PARTS
Parts can be returned only after prior written agreement from AGRISEM International. Returned parts
must be received properly packaged in original factory condition, shipped at buyer’s expense to our
premises, including the delivery slip number or invoice number.
After receipt and inspection of the parts, a credit note will be drawn up with a reduction of 30% on
the net price charged.
ART. 7 – PRICES
The products are supplied at prices in effect at the time of delivery. The price listed on the order
conformation is indicative only.
Prices are net ex-works, VAT not included, packaging and shipping not included, Ex-works (EXW) for
deliveries outside France. All taxes, duties or services payable under French regulations, or those of
an importing country or transit country are the responsibility of the buyer.
Unless otherwise agreed in writing by the seller, shipping is always paid by the buyer.
ART. 8 – TERMS OF PAYMENT
All our goods are payable to our registered offices, regardless of payment method used, under the
conditions defined in the quotes and invoices.
Unless otherwise specified on the order form and in the order confirmation sent to the customer, all
our invoices are payable upon receipt. The first order must be paid before the goods are shipped.
In case of payment by bill of exchange, the bills of exchange must be returned and accepted within
two weeks of being sent.
Payment is made when the funds are actually posted to our account. A bill of exchange or any other
instrument creating an obligation to pay does not constitute a payment.
ART. 9 – LATE PAYMENT OR FAILURE TO PAY
By express agreement and unless we grant a deferral, failure to pay by the deadline will entitle us
to, without prior notice:
- Demand immediate payment of all outstanding sums.
- Apply late charges of 3 times the legal interest rate in effect on the outstanding
sums, incl. VAT.
The payment of all direct or indirect fees, lawyer expenses, collection agency fees and costs and any
legal costs incurred to recover sums due, will be charged to the buyer.
In case of payment by negotiable instrument, failure to return the instrument within 15 days or return
with extended terms will be considered failure to pay.
Failure to pay on the due date immediately releases our company from all obligations to the buyer,
such as warranties, agreements, contracts, etc. ...
If an amicable settlement cannot be reached, the buyer will also owe an amount equal to 20% of the
outstanding sums incl. VAT or 750 €, whichever is more, under article 1229 of the French Civil Code.
In all cases, the goods must be returned at the expense of the defaulting buyer, who is responsible
for risks until we receive our equipmen
ART. 10 - RESE
Seller expressly reserves ownership of the goods delivered and designated below until
payment has been made in full of the principal and any interest due.
If the buyer fails to pay by the due date, the seller may take back the goods. The sale will
be cancelled automatically at the discretion of the seller and seller will retain any deposits
already paid in exchange for the enjoyment of the goods that the buyer benefited from.
The goods remain the property of the seller until full payment of their price, but the buyer will
become liable for any risks upon physical delivery. Accordingly, the buyer agrees to take out
an insurance policy covering risks of loss, theft or destruction of the goods.
The goods remain the property of the seller until full payment of their price, and therefore it
is forbidden for the buyer to sell them or transform them.
However, as a mere tolerance and for the sole purpose of its business, the seller authorizes
the buyer to sell the goods provided that the buyer pays the full price outstanding as soon
as the goods are sold.
The delivery of documents or the sale of products by AGRISEM International implies transfer
only of physical property. Intellectual and industrial property of plans, designs, trademarks,
logos, and generally all AGRISEM International documents or products belong exclusively
to AGRISEM International.
ART. 11 - JURISDICTION
For any disputes arising from the implementation or interpretation of these general terms of sale, the
Commercial Court of Nantes shall have sole jurisdiction. This applies even in the case of summary
procedures, incidental claims or multiple defendants, and whatever the mode or manner of payment.
For international sales, the contract is also governed by French commercial law and jurisdiction is
also assigned to the Commercial Court of Nantes.