GENERAL TERMS AND CONDITIONS OF INTERNET SALE

(Applicable from January 1, 2023)

"The Seller" is the company RAPH'AT DISTRIBUTION "The Buyer" is any natural or legal person, of full age and legal capacity, author of any order and any purchase. The products, objects of the order and offered for sale by the Seller are hereinafter referred to as "The Product(s)".

These general conditions of sale establish the contractual conditions exclusively applicable to all commercial relations between the Seller and the Buyer and will prevail over any contrary stipulations which may emanate from the Buyer.

The Buyer declares having read the general conditions of sale before placing an order and having accepted them without reservation.

The buyer acknowledges that he will lose his right of withdrawal in accordance with article L221-28 of the consumer code.

Version in effect since May 28, 2022.

1. Modification of the general conditions

The seller reserves the right to modify its general terms and conditions of sale at any time and without notice. The applicable general terms and conditions of sale are those in effect on the date of the order placed by the Buyer.

2. Order

The order constitutes a firm and definitive commitment, so that no modification made by the Buyer is possible, except with the express written acceptance of the Seller. In the event of withdrawal by the Buyer after the order, the deposit paid will not be refunded. No cancellation of the order by the Buyer will be accepted.

3. Had to

RAPH'AT DISTRIBUTION quotes are only valid in writing, for a period of 10 days from the quote date, unless otherwise stated in the quote. Orders will only be deemed accepted by RAPH'AT DISTRIBUTION after an acknowledgment of receipt confirming price and delivery times has been sent in any written form.

4. Price

The prices indicated in the RAPH'AT DISTRIBUTION catalog and sales documents are in Euros (€) and take into account the VAT rates as of January 1, 2023. The seller reserves the right to modify the price at any time based on the cost of labor, materials, and taxes in effect on the date of delivery. The Products will be invoiced based on the rates in effect on the date the order is recorded. The price to be paid by the Buyer is indicated on the invoice.

To deduct the VAT already included in the prices, companies must provide their intra-community identification number. Otherwise, VAT will not be deducted. All prices are ex-headquarters.

5. Payment

If the invoice is not paid within the time limit set by the Seller, and after written formal notice, the consumer Buyer will be subject to penalties on the amount due, calculated on the basis of the legal interest rate. Penalties owed by non-consumer Buyers will be calculated on the basis of four times the legal interest rate. In the event of payment of the price in several installments and failure to pay a single installment, the balance will become immediately due.

Recovery costs are the responsibility of the Buyer. As a penalty clause, in the event of non-payment, compensation equal to 15% of the amounts still owed must be paid to the Seller, in addition to statutory interest and any legal costs.

If the Buyer has not paid invoices relating to previous deliveries within the specified time limits, the Seller is released from its obligations to supply a previously accepted order, subject to prior notification to the purchaser.

Unless otherwise stipulated in writing on the purchase order, payments are made as follows:

30% deposit upon order,
Payment of the balance, i.e. 70%, upon collection.
The buyer has the option to pay the entire invoice before collecting the products.

RAPH'AT DISTRIBUTION reserves the right to request a payment guarantee. In the event of non-compliance with the payment terms, interest of 1.50% per month will be automatically charged. RAPH'AT DISTRIBUTION does not sell on credit, and no payment facilities other than those stipulated in the contract will be granted, unless expressly agreed in advance by the Seller on an exceptional basis.

If the Buyer does not collect the item within the contractually agreed timeframe, daily storage costs of 100 euros per day will be charged.

6. Confidentiality

Each party shall maintain the confidentiality of all specific provisions of the Contract and shall not disclose them to any third party. Quotes, plans, and service instructions are confidential and may not be disclosed to third parties. Each party must treat confidential information received from the other with the strictest confidence, in the same way as it would treat its own confidential information, and not below an adequate level of protection.

7. Transfer of ownership

Ownership of the Products is transferred to the Buyer after full payment of the price in principal and interest. In the event of non-compliance by the Buyer with these Conditions and before transfer of ownership, RAPH'AT DISTRIBUTION may recover all the products supplied.

The Buyer shall not sell or grant a pledge on the goods covered by this clause under penalty of termination of the sale. The Buyer hereby authorizes the Seller to enter its premises in order, if necessary, to repossess the goods sold, not paid for by the agreed due date, from the day after said due date. Any costs relating thereto shall be borne by the defaulting debtor.

8. Termination

In the event of non-compliance with any of the Buyer's obligations, and in particular in the event of failure to pay the price on the agreed due date, the sale may be terminated automatically without legal formalities if the Seller so chooses. The Products will be returned to the Seller and the deposit paid when ordering will remain the Seller's property without prejudice to any damages that the Seller may claim against the Buyer.

9. Delivery and warranty

The transfer of risks to the Buyer or its representatives takes place upon delivery. It is the Buyer's responsibility to check the good condition of the Products at the time of delivery. In the event of damage, defect, or non-conformity, RAPH'AT DISTRIBUTION does not offer any warranty that would go beyond the manufacturer's warranty, if applicable. RAPH'AT DISTRIBUTION declines all responsibility regarding the use of the products sold.

10. Force majeure and liability

The Seller shall not be liable in the event of non-performance or poor performance of the contract due either to the Buyer's actions or to the occurrence of a case of force majeure having the effect of suspending or, where applicable, extinguishing the performance of the Seller's contractual obligations.

Either party may terminate the contract if the other:

commits a serious or persistent breach of its contractual obligations and does not remedy them within 30 days following written formal notice;
becomes insolvent or unable to pay its debts when they become due.

RAPH'AT DISTRIBUTION may terminate this contract without notice if:

the Buyer does not pay on the due date;
the Buyer violates export control laws or RAPH'AT DISTRIBUTION suspects the Buyer of violating them.

11. Surviving Clauses and Amendments

The following clauses shall survive the termination or expiration of these Terms and shall continue to bind the parties and their permitted successors: clauses 5 and 13.

No subsequent document, no modification of the contract whatever its form will produce any effect between the parties without taking the form of an amendment duly dated and signed by them.

12. Transport

RAPH'AT DISTRIBUTION is not responsible for delays caused by the carrier, no claims will be taken into account.

13. Disputes and competent jurisdiction

Any dispute or litigation that may arise between RAPH'AT DISTRIBUTION and its customers regarding the validity, interpretation, execution or non-execution, interruption or termination of this contract must be brought before the Commercial Court of PARIS, which shall have sole jurisdiction.

14. Partial nullity

If any provision of these Terms is held invalid by a court, the remainder shall apply.

15. Notifications

Notices must be given in writing to a legal representative of the other party at the address shown on the invoice.

16. Applicable law

The Vienna Convention on Contracts for the International Sale of Goods applies to these Terms. These Terms do not affect mandatory statutory rights granted to Consumers.

17. Assignment of the contract

RAPH'AT DISTRIBUTION may assign, subcontract or transfer its rights or obligations in whole or in part to a third party. The Buyer may only assign, subcontract or transfer its rights with the written consent of RAPH'AT DISTRIBUTION.

18. Personal data

Personal data is stored and processed in accordance with applicable personal data protection laws.

In accordance with the French Data Protection Act of 6 January 1978, the customer has the right to access, oppose and rectify data concerning him/her.

The Seller may, for commercial reasons, transmit the identity and contact details of Customers to a business partner. The Customer may expressly object to the disclosure of their contact details when ordering or by writing directly to RAPH'AT DISTRIBUTION, stating their first name, last name, address, and customer number, so that the necessary action can be taken as quickly as possible.