General sales condition

CGV version of October 2023

Definitions

ABEILLON 's privacy policy available on https: // www. abeillon .com/CONFIDENTIALITIALITY/

ABEILLON SAS with a capital of € 41,600 - 28 rue Rochebrune, SIRET 582 003 034 00029, RCS: Bobigny B582003034

ABEILLON website ABEILLON website accessible to https : // www. abeillon .com/

2. General

All product orders on our website and accepted by ABEILLON are subject to these General Conditions. No other condition applies to the supply of products by ABEILLON, unless it has been agreed in writing by an authorized signatory ofABEILLON or that it is expressly indicated in these conditions.

All the descriptions of the products contained on theABEILLON website or otherwise communicated in an individualized manner to any buyer of these products (the "customer") are only approximate and are not part of the contract between ABEILLON and the customer.

ABEILLON is not responsible for the customer for any error or omission on the ABEILLONwebsite, theABEILLON catalog or any other general advertising on products. Advertising products on theABEILLON website does not constitute an offer likely to be accepted; It simply constitutes an invitation by ABEILLON to the Customer to make a product purchase offer. The acceptance by ABEILLON of the customer's order takes place when ABEILLON confirms in writing to the customer the prices and the delivery dates, and a contract is then concluded between ABEILLON and the customer.

ABEILLON is a business supplier to business. TheABEILLON website is intended to be used by professional customers and not by individuals acting as consumers ("consumers") and these general conditions of sale apply to professional customers. Notwithstanding the above, nothing under these general conditions affects the compulsory rights of a customer who deals as a consumer.

The particular attention of the customer is required for article 12, which provides for certain limitations ofABEILLON 's responsibility

3. Price

The prices of the products are those indicated on theABEILLONwebsite. ABEILLON reserves the right to modify prices without notice and at any time. The customer is informed that the prices and products appearing in a possible catalog printed on paper are likely to be modified. Updated information can be found on theABEILLONwebsite. In the event of a conflict between the prices of any product on the website and the prices appearing in a possible catalog.

All prices are outside VAT and other applicable local sales taxes, which ABEILLON will add to the price at the rate in force on the date of acceptance of the order.

4. Order

ABEILLON reserves the right to refuse to do business with any company or person. ABEILLON can refuse to accept any order, whether payment has been received or not, giving a notification of non-acceptance to the Customer by telephone, by email or by fax within a reasonable time depending on the reception of the order by ABEILLON. In addition, ABEILLON can cancel orders that have been accepted by giving a written notification of this cancellation to the Customer by phone, email or fax within a reasonable time depending on the reception of the order by ABEILLON. If ABEILLON rejects or cancels an order for which a payment has been made, it reimburses the amount to the customer as soon as possible.

ABEILLON performs orders according to the customer's requirements, but can provide replacement products if the customer requests it or if the product has been replaced by the latest version. Insofar as orders cannot be fully executed from stocks, the balance not executed will be (at the choice of the customer) or put on hold to be executed when ABEILLON has available stocks, or canceled and refunded to the customer.

The customer must submit his orders usingABEILLON stock numbers and the price units used on theABEILLON website or in a possibleABEILLONpaper catalog. If the customer commands the poor product or the wrong number of products, or if it is doubled, the provisions of article 13 (cancellation and feedback) apply.

5. Delivery

Regarding orders placed on the website, ABEILLON can only ensure deliveries in mainland and Corsican France. More specifically, deliveries to the French overseas departments and territories will only be possible by contacting ABEILLON to the following address:

A participation in processing costs of € 22.50 excl. Tax is billed for all orders less than € 100 excl. Tax placed on the internet, orders of more than € 100 excl. Tax are exempt from delivery costs.

Subject to the cancellation, replacement or non-execution of customer orders in accordance with article 4 (order), ABEILLON will deliver the products specified in the customer's order. ABEILLON can use third -party delivery agents to deliver products to customers.

The customer's delivery options, as well as their prices, are those indicated on theABEILLON website on the date of the order or will be notified to the customer at the time of the order. The Customer is informed that the delivery options and the prices appearing in a possible catalog printed on paper are likely to be modified and that updated information can be found on theABEILLONwebsite. In the event of a conflict between delivery options and delivery prices for any product on theABEILLON website and in a possible printed catalog, delivery options and delivery prices appearing on theABEILLON website will prevail.

The delivery prices apply by order, regardless of the number of products ordered. Delivery will be made to the customer's usual professional address, unless otherwise agreed in writing.

ABEILLON will endeavor to deliver the products in accordance with the hours and the delivery dates indicated on the website or by the employees ofABEILLON, (the "delivery times indicated"), but the delivery times indicated are only apple and ABEILLON cannot be held responsible for the consequences of any delay in delivery. The delivery time indicated does not constitute an essential condition of the contract. The delivery of products marked in possible paper catalog or on the website as requiring special handling can (due to the nature of the products) take more time to be delivered.

If a delivery has not been made within the delivery time indicated, RS will endeavor to check whether the product has been delivered and will inform the customer of the delivery state or the new scheduled delivery time, provided that the customer sets out of this delay. RS may also, at its discretion, reimburse the total amount of delivery costs to the customer. If the new delivery time is not acceptable, RS can also, at its discretion, offer another delivery option. These are the exclusive remedies of the customer in the event of delay in delivery.

Orders whose total value is less than € 100 are subject to additional shipping and handling costs, such as published on the ABEILLON website or indicated at the time of the order.

Orders whose total value is equal to or greater than € 100 are not subject to additional shipping and handling costs. These shipping and handling costs apply by order, regardless of the number of products ordered, and will be taken during the first delivery of products as part of the order concerned.

6. Inspection, delivery delays and non-delivery

The customer must inspect the products as soon as it is reasonably possible after delivery or collection. The Customer must, within 30 days of the date of delivery or collection or, in the case of the clause below, the delivery period indicated or any estimated date of updated delivery, give ABEILLON a detailed notification of the following:

Any product defect which is apparent during a reasonable examination. In this case, ABEILLON must, at its discretion, replace the products or reimburse the purchase price. In any event, the customer must refuse the packages delivered to him in a damaged state;
Any lack of products delivered. In this case, ABEILLON must, at its discretion, deliver the unvilled products or reimburse the price of the unvilled products;
Any delivery of products not in accordance with the order. In this case, ABEILLON must, at its discretion, replace the products or reimburse the purchase price
Any non-delivery of the products (in this case, the deadline is 10 days from the scheduled shipping date). In this case, ABEILLON must deliver the unvilled products or reimburse the price of the unvilled products.

If the Customer omits to give such a notification, the products are therefore presumed to be, in all respects, in accordance with the order and exempt from apparent defects, and the customer is deemed to have accepted the products accordingly. The ABEILLON recording of shipped products (including quantity) constitutes conclusive proof of the products received by the customer, unless proven otherwise on the part of the customer.

The appeals set out above are the exclusive remedies of the customer in the event of non-delivery or incomplete delivery of the products, or in the event of apparent defects of the products or the delivery of products not in accordance with the order.

7. Payment

Payment conditions are in cash at order.

If a sum is not paid on the date of payment of payment, then, without prejudice to any other right or appeal:

All sums due by the customer will become immediately due and payable, even if these sums are not due before a later date

ABEILLON can invoice the Customer of interest from the date of maturity until full payment (before and after any judgment) on the unpaid amount at a rate which is 4 percent per year above the basic rate of the European Central Bank as it is set for December 31 for the period from January 1 to June 30 inclusive of the following year and as it is set for June 30 for the period from July 1 to December 31 inclusive (but at the rate of 5 per year basic European central bank is less than a hundred zero), cumulated monthly

Pursuant to article L 441-6 paragraph 12 of the Commercial Code, any payment delay makes it due, as of right, from the first day following the date of payment appearing on the invoice, a flat-rate allowance for recovery costs, an amount of 40 euros HT (article D 441-5 of the Commercial Code), ABEILLON may cease to accept orders and/or suspend shipments until the payments are made in full.

8. Risk and property

With regard to the products to be delivered to the ownership of the customer, the risk of loss or damage to the products is transferred to the customer to delivery, unless the customer fails to take delivery of the products, in which case this risk is transferred to the customer when ABEILLON tried to deliver the products.

The ownership of any product provided is not transferred to the Customer as long as the full payment of the purchase price of the products and all the other amounts due to ABEILLON has not been made. If the customer is late in paying any amount to ABEILLON, the latter has the right to immediately return all the products whose ownership has not been transferred to the customer. The customer authorizes ABEILLON and his agents to recover these products in such circumstances and to enter the customer's premises for this purpose.

The request or recovery of products by ABEILLON does not in itself release the customer from his obligation to pay the full price and to take delivery of the products, nor the right of ABEILLON to bring an action for the entire price.

9. Product information and their availability

ABEILLON reserves the right, without notice, to abandon any product or to make design modifications as part of its continuous product improvement program, or to facilitate the availability of products, and such modifications can take place during the life of an ABEILLONcatalog. The most recent information on the availability and design of the products provided by ABEILLON is available on the website.

Unless otherwise confirmed in order to be written otherwise, nothing on theABEILLON website or in any ABEILLON catalog should be considered as a representation of the source of origin, the manufacture or production of the products or any part of these.

All our products only have traceability of the supply source. It is the customer's responsibility to ensure that this condition is enough for the requirements of the final destination of the goods purchased.

10. Guarantees and recourse

ABEILLON guarantees that no product purchased from ABEILLON is materially defective.

In the event that such a product is materially defective, and subject to the provisions of article 5 (delivery) concerning apparent defects on delivery, ABEILLON will replace or repair the product (to its choice) or reimburse the purchase price.

These guarantees do not apply to any defect resulting from inappropriate use, non-compliance with the instructions of the product or any repair or modification carried out without the consent ofABEILLON.

The appeals set out in this article 10 will be the only use of the Customer for any violation of the guarantee and with regard to the supply or non-fierving of products.

The availability of the appeals set out in this clause 10 is subject to the following conditions:

A complaint is made in writing in ABEILLON, before the return of any defective product, and within 6 months from the date of initial shipping, or any other period indicated by ABEILLON for specific products at any time in writing

The customer returns or has the products concerned, or makes them available toABEILLON to collect them, in accordance with the instructions ofABEILLON and in an appropriate packaging. In particular, for any return, the customer must obtain a return number ofABEILLON and indicate it on all documents, as well as the number of the original invoice of the products and the nature of the defect invoked.

When the customer returns defective products other than in accordance with these provisions, ABEILLON can refuse these products and return them to the customer at the expense of the latter.

The products that are replaced by ABEILLON become his property. The ownership of replacement products is transferred to the customer in accordance with the provisions of article 8 (risk and property), and the replacement product warranty period

Corresponds to the unsolved period of the defective product guarantee.

The Customer will have no recourse with regard to any false general declaration which has been made to him and on which he relied to order products (unless this false declaration has been made fraudulently), with the exception of any recourse expressly provided in these general conditions.

Unless expressly provided in these general conditions, all implicit guarantees, conditions and conditions (whether statutory or other) concerning the supply or non-fierving of products are excluded to the full extent permitted by law.

The customer acknowledges that it is up to him to ensure that the products he commands are adapted to the purposes for which he intends to use them.

11. Export control and use limits

A minimum order of € 100 excl. Tax is required for any shipment outside the metropolis. A cash regulation is required for any export order, except in special cases. The regulations will be made by swift or bank card or under conditions granted to your account. The shipping costs, special packaging, and banking for any shipping outside metropolis are the responsibility of the customer.

Certain products sold by ABEILLON are subject to the export control regulations of the United Kingdom, the United States of America, the European Union and other countries ("export laws"). The Customer must comply with export laws and obtain any license or permit required to transfer, export, re -export or import the products.

The customer must not, directly or indirectly, sell, allow to sell, dispose, export, re-export or provide any way products to any country or entity subject to a sanction or an embargo administered by the United Kingdom, the United States of America, the European Union or any other country.

The Customer certifies that the products purchased fromABEILLON SAS will not be used, sold or incorporated in products used directly or indirectly in the design, development, production or use of chemical, biological or nuclear weapons, their vectors and their systems or in the development of any weapon of mass destruction.

12. Civil liability

Subject to article 12.3, ABEILLON cannot be held liable (whether under civil liability (including negligence), contractual or breach of an obligation or otherwise) of any loss or any indirect, intangible or consecutive damage, as a loss of income, a loss of profits, a loss of productivity, a loss of production, a loss of affairs or future affairs. to reputation or goodwill.

If, notwithstanding any other provision of these conditions, ABEILLON is responsible.ABEILLON 's responsibility for the customer arising from these conditions or any order, whether under a contract, an offense or otherwise, is limited overall to € 5,000 or to the total value of the order, depending on the highest amount.

No provision of these general conditions (including, without limiting this article 12) excludes or limits the responsibility ofABEILLON in the event of death or bodily injury caused by the negligence ofABEILLON or its employees, agents or subcontractors.

13. Cancellations and faultless feedback

ABEILLON can, at its discretion and in writing, allow the cancellation of an order when the product presents no defect, provided thatABEILLON covers with the customer the costs incurred by the latter and subject to the processing costs provided for in this article

In the event of a part of a part of an order, ABEILLON can invoice the Customer any difference in selling price per unit applicable to the quantity actually sent until the time of cancellation compared to the quantity ordered.

Treatment costs may apply to all returned products for reasons other than defects covered by the clause 10 warranty.

Customers cannot return products to ABEILLON and receive a credit, refund or replacement only under the following conditions:

The customer must contact ABEILLON to obtain a return number (to be indicated on all relevant documents).
Returns must be made within 10 days from the date of delivery (as indicated on delivery documents) or the removal of this product (s).
The products must be returned to ABEILLON in their original condition and packaging and in a state allowing them to be immediately able to resale.
The products must be returned properly packaged and clearly labeled at the service of the returns ofABEILLON
The customer must mention the return number on the returned package.
When the Customer returns products to ABEILLON without respecting article 13.4 above (for example, after the expiration of the return time or in an unfit state), ABEILLON can refuse to accept the return and return the products to the customer at the expense of the latter or apply handling costs which correspond to the actual cost of reprocess.
ABEILLON does not accept any responsibility for any loss or damage to the customer's transit products in ABEILLON when ABEILLON did not provide the collection services.

14. Force majeure

An event of force majeure is any external event, on which ABEILLON does not reasonably exercise any control (including, but without limiting itself, strikes, pandemics, epidemics, crises or epidemics, government measures, traffic jams, the interruption of any external line or the incapacity forABEILLON to obtain the materials or the articles necessary for the prices increased). If ABEILLON is prevented or limited in the execution of the whole or part of his obligations under these general conditions due to a force majeure event, ABEILLON is released from his obligations during the period when the event continues and is not responsible for any delay or breach in the execution of his obligations during this period. If the force majeure event continues for a period of more than fourteen days, ABEILLON can cancel the order concerned, without any responsibility for the customer.

15. Intellectual property rights

The Customer recognizes thatABEILLON and his license conceders hold intellectual property rights on the ABEILLONwebsite,ABEILLONcatalogs, the content of the catalog, and that their total or partial reproduction without the prior written consent ofABEILLON is prohibited.

ABEILLON does not guarantee or give any insurance to the customer that the products provided do not violate the intellectual property rights of a third party.

16. Anti-corruption

The Customer must (and is strong for those associated with him or other people who buy goods within the framework of these General Conditions) comply with all the laws, statutes and regulations applicable in the fight against corruption ("applicable rules") and must: must:

Do not encourage (directly or indirectly) an employee, an agent or an ABEILLON subcontractor to make a concession or to give an advantage to the customer, to refrain or refrain from doing an act, in exchange for a gift, a sum of money or another incentive;

Do not do or put to do any act which will cause or lead ABEILLON to be in violation of one of the applicable rules;
Quickly report to ABEILLON any request or requirement of an undue financial advantage or another advantage of any kind whatsoever received by the Customer within the framework of these General Conditions.

Financial restrictions on gifts and entertainment are contained inABEILLON 's anti-corruption policy and more details are available on request.

Any violation of this article 16 constitutes a substantial violation of these general conditions, to which it is impossible to remedy.

17. Data protection and customer information

Please refer to our confidentiality policy available here ( https: // www. abeillon .com/policies-de-confidentialite/ ) for more information on how we process your personal data.

18. Various

Waiver

No breach or delay of a party in the application or exercise of a law or appeal under these general conditions or of the law will be considered as a renunciation of this right or appeal or any other law or appeal, and will not prevent the application or exercise of this right or recourse or any other right or recourse at any time. Any renunciation to invoke a violation of these General Conditions will not be considered as a waiver to invoke a subsequent violation.

Variation

No alleged modification of these General Conditions will be valid if it is not made in writing (which excludes email) and signed by or in the name of each party.

Applicable law and competent court

These general conditions of sale as well as any contract which comes into force between ABEILLON and the Customer on the basis of these general conditions of sale are subject to French law and all disputes arising from the sales operations subject to these General Conditions of Sale are of the exclusive jurisdiction of the Ile de France Commercial Court.

If part of these General Conditions is deemed to be incapplicable by a court or a competent authority or would be deemed inapplicable if it was interpreted or interpreted in a particular way, it is the express intention of the parties that the relevant label is interpreted or interpreted in order to avoid such a conclusion and that, in the case of such a conclusion, the rest of the provision in question is interpreted or interpreted to give it full effect.

Exclusion of rights of third parties

No express condition of these general conditions or any implicit condition is enforceable against a person who is not a party to it.