GENERAL TERMS AND CONDITIONS OF SALE
ARTICLE 1 – PURPOSE AND SCOPE
These General Terms and Conditions of Sale (hereinafter the "GTCS") govern the supply of any Product by the company FOREST IMPORT PARTS—an SAS (simplified joint-stock company) with a share capital of €1,000, located at 2 Lotissement des Iris, 34190 LAROQUE, registered with the Montpellier Trade and Companies Register under number 942 496 217 (hereinafter the "Seller")—to professional buyers (hereinafter the "Purchaser").
The term "Product" refers to the goods marketed by the Seller, specifically including new, reconditioned, or used spare parts and consumables for industrial wood-processing machinery. The Products sold are intended exclusively for professional use. In its capacity as a professional, the Purchaser determines its own requirements and the intended use of the ordered Products, and expressly acknowledges possessing the technical expertise necessary to use the Products.
These GTCS constitute the sole basis of the commercial relationship within the meaning of Article L.441-1 of the French Commercial Code. Any order implies the Buyer’s full and unreserved acceptance of these General Terms and Conditions of Sale (GTCS), which apply without restriction or reservation and prevail over any other document from the Buyer (including their general terms and conditions of purchase), except in the case of signed special conditions or an express written waiver by the Seller.
CONTRACTUAL DOCUMENTS
The contractual relationship between the Seller and the Buyer is governed by the following documents, in descending order of priority:
- These GTCS;
- The quotation or commercial offer accepted by the Buyer;
- Any special conditions expressly agreed upon in writing.
Any document other than these general terms and conditions of sale—such as catalogs, brochures, advertisements, or instruction manuals—is for information and indicative purposes only, is non-contractual, and may be revised by the Seller at any time.
ARTICLE 2 – PRODUCTS
The Seller markets, in particular, parts for industrial wood-processing machinery (whether OEM or compatible, reconditioned, used, or new), as well as consumables, intended exclusively for professional use.
The Products offered may be in stock, available to order, quoted upon request, or sourced specifically based on part numbers provided by the Buyer.
Upon request, the Seller also offers custom reconditioning kits—particularly for heads or grapples—as well as parts not listed in the catalog.
The essential characteristics of the Products are presented on the website and in quotations.
Photographs, visuals, descriptions, illustrations, and technical information provided by the Seller are for indicative purposes only and shall not bind the Seller beyond the characteristics expressly agreed upon.
ARTICLE 3 – ACCESS TO THE SITE AND CUSTOMER ACCOUNT
The Purchaser may be required to create a customer account to order certain Products from the Seller’s website. The Purchaser agrees to provide accurate, complete, and up-to-date information and to maintain the confidentiality of their login credentials. Any order placed using these credentials shall be deemed to have been placed by the Purchaser. The Seller shall not be held liable for any fraudulent or unauthorized use of the Purchaser’s customer account.
ARTICLE 4 – ONLINE ORDERING
The Purchaser selects the Products they wish to order on the website, adds them to their shopping cart, enters the information required for the order, selects a payment method, and confirms the order after expressly accepting these General Terms and Conditions of Sale. Order confirmation entails an obligation to pay and constitutes a firm commitment on the part of the Purchaser, subject to final confirmation by the Seller. An order acknowledgment may be sent electronically.
This acknowledgment of receipt does not constitute final acceptance of the order.
The order only becomes final after:
- verification by the Seller of the Product’s availability or the possibility of sourcing it;
- validation of payment, where applicable;
- and, if necessary, express confirmation of the order by the Seller.
The Seller reserves the right to refuse or cancel any order in the event of a manifest error regarding the price, description, or image; Product unavailability or inability to source the Product; a prior dispute with the Buyer; non-payment or late payment; or incomplete, erroneous, or inconsistent information provided by the Buyer.
If the order cannot be fulfilled, any sums paid by the Buyer for the Product in question will be refunded, without further compensation.
ARTICLE 5 – ORDERS BASED ON QUOTES AND SPECIFIC REQUESTS
Requests concerning, in particular, refurbishment kits, non-catalog parts, specific part numbers, part searches, or Products requiring a preliminary assessment, are subject to a quote prepared by the Seller.
The quote specifies, as applicable, the Product description, price, payment terms, delivery arrangements, and, where applicable, the estimated lead time.
An order based on a quote is only finalized upon the Buyer’s express acceptance of the quote and, where applicable, payment for the order.
Products ordered specifically for the Buyer, non-catalog parts, Products sourced at the Buyer’s request, and custom refurbishment kits cannot be cancelled, returned, or exchanged, except with the Seller’s express written agreement.
ARTICLE 6 – PRICES
Product prices are quoted in euros, excluding tax (excl. tax) and excluding shipping, insurance, and customs costs, where applicable. The applicable VAT is the rate in effect on the date of the Order, and the applicable shipping costs are those in effect on the day of delivery.
Product prices may be revised between orders at the Seller’s discretion, particularly—though not exclusively—in the event of fluctuations in raw material costs, exchange rates, or transport costs. However, the price applicable to the Order is the price
in effect at the time the Order is confirmed or the quote is accepted, subject to final confirmation by the
Seller.
ARTICLE 7 – PRODUCT AVAILABILITY + OUT-OF-STOCK PRODUCTS + ORDER MODIFICATION/CANCELLATION
Products offered by the Seller may be available in stock, available to order, or subject to a quote.
The Seller maintains limited inventory, and a significant portion of the Products is procured upon order to ensure a wide product range and competitive pricing.
Availability status displayed on the website is indicative only, unless expressly stated otherwise. A Product shown as available may become unavailable between the time it is listed online and the final confirmation of the Order. In the event of total or partial unavailability following an Order, the Seller will notify the Buyer as soon as possible. The Seller may then propose an extended timeframe or an equivalent Product—subject to the Buyer’s agreement—or offer cancellation and a refund for the Product in question.
No unavailability shall give rise to damages, penalties, or compensation other than the refund of any sums paid for the unavailable Product.
“Out-of-stock Products” are defined as products not held in stock by the Seller that are specifically ordered for the Buyer and/or custom-made for the Buyer. Their availability depends exclusively on suppliers. Orders for Out-of-stock Products are irrevocable, firm, and final once the Seller sends the acknowledgment of receipt. They may not be modified, cancelled, returned, or refunded without the Seller’s express written consent. In the event that the Seller exceptionally agrees to a cancellation, modification, or return, the Seller may charge the Buyer a fixed fee of up to 100% of the order amount (including tax) to cover all costs incurred (purchasing, design/engineering, procurement, logistics, etc.).
The Seller reserves the right to modify or cancel the Order, in whole or in part and without compensation, in the event of force majeure or any event likely to halt, reduce, or delay the manufacture or transport of Products or prevent the normal performance of the contract, as well as in the event of a change in the Buyer’s situation that jeopardizes the Seller’s receivables. Any request by the Buyer to modify or cancel the Order (regarding quantity, part number, specifications, lead time, etc.), for any reason whatsoever, is subject to the Seller’s prior written consent; the Seller reserves the right to refuse any modification without providing a reason.
In the event of an unauthorized modification or cancellation by the Buyer:
- any down payments made shall be retained by the Seller as compensation,
- all costs incurred shall be invoiced (purchases, engineering/design work, preparation, logistics, etc.),
- a penalty equal to 15% of the Order amount (including tax) may be applied.
It is expressly noted that no cancellation will be accepted for orders involving out-of-stock Products.
ARTICLE 8 – PAYMENT TERMS
Payment for orders is made according to the methods offered by the Seller, specifically by bank card or bank transfer.
- For online orders paid by bank card, payment is due immediately upon placing the order, unless otherwise specified.
- For orders paid by bank transfer, the order will only be processed once the funds have been effectively received in the Seller’s account, unless otherwise expressly agreed.
- For orders based on a quote, payment terms are attached to the quote.
ARTICLE 9 – DELIVERY: TERMS – TIMEFRAMES – TRANSFER OF RISK
TERMS
Deliveries are made either by making the goods available in a designated area specified by the Seller or by shipment via a third-party carrier (Chronopost, UPS, DHL, Schenker, DPD). In the latter case, the provided delivery address must be accurate and accessible.
TIMEFRAMES
Delivery timeframes are always indicative—particularly when Products are being restocked, imported upon request, or depend on a third-party supplier—and represent the usual average processing times plus transit time. Exceeding these timeframes shall under no circumstances give rise to any deduction, compensation, or Order cancellation. These timeframes begin to run from the date of the order acknowledgment and receipt of full payment for the order.
In the event of warehouse pickup, the Buyer is notified when the Products are available and undertakes to collect them within a reasonable timeframe.
Delivery costs, if not included in the price, are borne by the Buyer and specified prior to order confirmation or on the quote.
TRACKING
When transport is carried out by a third party, the Buyer may request the delivery tracking number and/or link from the Seller in order to monitor the progress of the delivery. The Buyer is required to check deliveries within a reasonable timeframe and to notify the Seller in writing of any delays.
DELIVERY CONFIRMATION
Upon receipt of a Product, the Buyer must hand the signed transport document to the driver, affixing their company stamp and noting the date and time of receipt.
The Buyer shall confirm receipt of the order to the Seller as soon as possible—and no later than within 48 hours—in writing at the address magasin@forest-import-parts.fr.
In the event that tracking indicates the order has been delivered but the Buyer has not received it, the Buyer has 48 hours from the time the status changes to "delivered" to notify the Seller, who will assist in locating the order. After this period, the Buyer shall not be entitled to any assistance or compensation from the Seller. In any event, once the tracking link indicates that the order has been delivered to the Buyer, the Seller is deemed to have fully fulfilled their obligations. The Buyer may only seek compensation from the carrier.
TRANSFER OF RISK
Products are always transported at the Buyer’s risk, regardless of the chosen transport method. The transfer of risk regarding the Products—specifically the risk of loss, theft, or damage—occurs at the moment the Products are handed over to the designated carrier (even if the shipment is arranged by the Seller) or when they are made available at the Seller’s premises. The Seller shall not be held liable for any consequences attributable to the carrier or the recipient. It is the Buyer’s responsibility to protect their rights vis-à-vis the carriers.
ARTICLE 10 – RECEIPT – RESERVATIONS – PRODUCT CLAIMS
The Purchaser is required to verify the condition, apparent conformity, and quantity of the Products upon receipt.
In the event of damage, shortage, or deterioration attributable to transport, the Purchaser must record precise, complete, and substantiated reservations on the delivery note or carrier’s document; the Purchaser must also confirm the claim to the Seller as soon as possible, enclosing any relevant supporting documentation.
Failing the recording of reservations under the required conditions, the Products shall be deemed to conform and to have been delivered without reservation.
Any claim regarding apparent non-conformity must be submitted to the Seller in writing within a reasonable time following receipt.
RECEIPT
The Purchaser undertakes to take delivery of the Products on the agreed delivery date. In the event that delivery is impossible due to the Purchaser, or in the event of absence or unjustified refusal to accept delivery, the Seller may claim payment of the price and damages, or alternatively, simply retain any down payments or the total price paid as compensation. If a new delivery is scheduled, storage and re-delivery costs will be charged in full to the Buyer.
RESERVATIONS AND CLAIMS
Upon delivery, it is the Buyer’s responsibility to verify the condition and quantity of the Products received—opening packages in the presence of the delivery person if necessary—and, in the event of anomalies (damage, missing items, apparent defects, non-conformity), to record clear, precise, and detailed reservations on the transport receipt, specifying the nature and extent of the anomalies and any evidence attesting to them; to notify the carrier by registered letter within 72 hours of delivery; and to send a copy by registered letter to the Seller within the same timeframe.
Failure to comply with this procedure and these timeframes shall result in the delivery and/or Product(s) being deemed accepted by the Buyer. Failure to send a registered letter within the aforementioned timeframe extinguishes any right of action against the Seller.
A claim made by the Buyer under the conditions and procedures described in this article does not suspend payment. In any event, the Seller reserves the right to conduct on-site inspections and verifications, either directly or indirectly.
ARTICLE 11 – RETURNS, BUY-BACKS, AND EXCHANGES
No returns, buy-backs, or exchanges will be accepted without the Seller’s prior written agreement. Requests for returns must be made within 10 days of receipt of the Products. Returns shall always be made at the Buyer’s expense and risk.
Returned Products—where a return has been expressly accepted—must be sent back in their original condition and packaging; they must be clean, unassembled, unused, and undamaged, and accompanied by all documentation necessary for their identification.
If the Product was held in stock by the Seller, a 30% price deduction will be charged. Products not held in stock will not be accepted for return unless the Seller has given prior written consent on an exceptional basis.
The following are excluded from any return, buy-back, or exchange, unless agreed to in writing by the Seller:
- Products specially ordered for the Buyer;
- Products not listed in the catalogue;
- Products supplied based on a specific quote;
- Products procured on demand;
- Custom-made refurbishment kits;
- Products that have been used, assembled, altered, or are incomplete.
The financial terms of an accepted return (credit note, partial refund, restocking fees, transport costs) are determined by the Seller on a case-by-case basis, in accordance with the applicable commercial policy.
Any Product returned without the Seller’s consent will be held at the Buyer’s disposal—at the Buyer’s expense (including storage costs) and risk—without this constituting acceptance, acknowledgment of non-conformity, or admission of liability on the part of the Seller, and without entitling the Buyer to any refund.
Return costs and risks shall be borne by the Seller only if a visible defect is actually confirmed by the Seller and is attributable to them. Where, following inspection, a patent defect or a shortage is duly confirmed by the Seller or its representative and is attributable to the Seller, the Seller may, at its discretion, choose to exchange the Products, refund the Buyer, or issue a credit note in the Buyer’s favor, whereupon the Seller shall be discharged from any further liability. The Buyer shall not be entitled to claim any compensation.
ARTICLE 12 – NO RIGHT OF WITHDRAWAL
As sales are concluded exclusively between professionals, the Purchaser does not benefit from the right of withdrawal provided for by the
Consumer Code, unless mandatory legal provisions state otherwise.
ARTICLE 13 – WARRANTY – CONFORMITY
The Products marketed by the Seller are presented in accordance with information provided by their manufacturer or supplier, or in any technical document available at the time of sale.
Acting in a professional capacity, the Purchaser is solely responsible for the choice, specifications, and type of Products ordered. In particular, it is the Purchaser’s responsibility to verify the Product’s suitability for their equipment and, where applicable, to ensure that the Product is not prohibited from sale, importation, or use in their country. The Purchaser bears full responsibility for requesting from the Seller or Manufacturer the documents necessary to verify the Product and its conformity at the time of the quote request.
The Purchaser remains solely responsible for the use made of the information, documents, references, and resources made available to them; these shall in no way replace the Purchaser’s own obligations regarding verification, conformity, safety, assembly, installation, or use.
The Seller shall not be held liable for ordering errors, unsuitability, technical incompatibility, or non-conformity resulting from incomplete, erroneous, or insufficient information provided by the Purchaser.
ARTICLE 14 – PURCHASER’S OBLIGATIONS
PROFESSIONAL STATUS
The Purchaser undertakes to place orders exclusively for professional purposes and to entrust the Products to personnel who are competent, qualified, and trained in their use, assembly, and integration. It is the Buyer’s responsibility to verify, prior to any order or use, the conformity and compatibility of the Products with their needs, equipment, installations, and intended use, as well as the suitability of the Products for said needs, equipment, installations, and intended application.
The Buyer acknowledges assuming full responsibility for the choice of the ordered Product, possessing the necessary technical expertise and a thorough understanding of the assembly, installation, and operating instructions, as well as any potential risks associated with the Product.
SAFETY AND COMPLIANCE
The Buyer undertakes to use the Products in accordance with their intended purpose, complying in particular with applicable legal and regulatory provisions regarding their assembly, disassembly, and use.
If the Product is installed by the Seller, the Buyer must have obtained prior written consent from the manufacturer to mount the Product onto said manufacturer’s equipment. Should the Buyer fail to comply with this obligation, the Seller shall not be held liable for any damages of any nature whatsoever that may result for the Buyer and/or any third party.
The Buyer is solely responsible for the commissioning, assembly, selection, installation, and integration of the part into an existing machine, and more generally for any modification made to the machine that affects its conformity or safety, as well as for any procedures necessitated by such modifications. The Seller disclaims all liability regarding any use that does not comply with the operating documentation and prescribed safety measures. In any event, the Seller’s liability shall be limited to direct material damage caused to the Buyer resulting from faults attributable to the Seller in the performance of the contract, up to the total amount of the order (including taxes).
ARTICLE 15 – RETENTION OF TITLE
The Products are sold subject to a retention of title clause in favor of the Seller, who retains full ownership until the price—including principal, interest, and ancillary charges—has been paid in full, even if a payment extension has been granted. However, pending payment, the Products remain in the Buyer’s custody, and the Buyer bears all risks associated with them, including in cases of *force majeure*. The Buyer must take all necessary measures to ensure the receipt, maintenance, and proper preservation of the Products. The Buyer undertakes to insure the sold Products—for the benefit of whom it may concern—against all risks to which they may be exposed or which they may cause from the moment they leave the Seller’s premises or are made available, and to provide the Seller with a certificate of insurance upon simple request. In the event of total or partial non-payment, the Seller may reclaim the Products at the Buyer’s expense and risk, following a formal notice to pay that remains unheeded for eight clear days after receipt. Until payment in full, the Buyer may not resell or transform the Products without the Seller’s prior written consent.
In accordance with Article L.624-16 of the Commercial Code, this clause is enforceable against a Buyer subject to insolvency proceedings, provided the Product exists in kind—including where incorporated into another asset, provided separation can be effected without damage to either the Product or the asset.
ARTICLE 16 – LIABILITY
The Seller is bound by an obligation of means regarding the performance of its services.
The Buyer remains solely responsible for the choice of Products ordered, their use, verifying their compatibility with its equipment, and the accuracy of the part numbers, technical information, and documents provided to the Seller. Where the Seller acts based on part numbers, specifications, or documents provided by the Buyer, it shall not be held liable for any error, inaccuracy, or insufficiency in the information transmitted. In any event, the Seller’s liability is limited to the amount of the relevant order (excluding tax).
The Seller shall not be held liable for indirect damages, operating losses, production losses, loss of revenue, or any other intangible loss.
By express derogation from Article 1643 of the Civil Code, the Parties agree that the Seller shall not be held liable for hidden defects, even if it was unaware of them at the time of the sale, except in cases of fraud or willful concealment.
No claim on this ground shall be accepted after a period of EIGHT days following receipt of the Products, unless otherwise stipulated.
The Seller shall not be held liable for the product’s non-compliance with the legislation of the Buyer’s country; it is the Buyer’s responsibility to verify whether the product is prohibited for sale in its country. Furthermore, the Buyer may not in any way hold the Seller liable regarding the Product’s compliance if it failed to request information on this matter when requesting a quote. In the event of damage caused by a product safety defect, the Purchaser must seek to hold liable the manufacturer identifiable from the information on the product packaging or upon request to the Seller.
In any event, the Seller’s liability for hidden defects, should it be established, shall be strictly limited to the replacement or reimbursement of the non-conforming Product or the Product affected by a defect that is apparent or known to the Seller, excluding any indirect, intangible, or financial compensation.
The Seller shall not be held liable to the Purchaser:
- on the grounds of contractual or non-contractual liability (including negligence), or for the breach of any statutory or other obligation
- for loss of profit, loss of business, diminution in value, loss of goodwill, or any other indirect, incidental, or consequential loss or damage, nor shall it be liable for special, punitive, or exemplary damages.
The Seller’s total liability to the Purchaser regarding all losses arising from or in connection with the supply of the Products shall in no event exceed the price of the purchased Products or €7,000, whichever is lower.
The Purchaser waives any right of recourse—and guarantees that its insurers will waive any right of recourse—against the Seller or the Seller’s insurers beyond the limits and exclusions set forth above.
The Purchaser shall indemnify the Seller against any claim, action, damage, loss, or expense, including legal fees, resulting from the use, resale, installation, or modification of the Products, as well as from any failure to comply with legislation or with contractual or regulatory obligations applicable in its country. The Purchaser undertakes to inform the Seller immediately of any claim and to cooperate fully in its defense.
ARTICLE 17 – FORCE MAJEURE
The Seller shall not be held liable in any way for any delay or failure to perform any of its obligations under the contract if it is hindered or prevented, directly or indirectly, by an event of force majeure or unforeseeable circumstances. "Force Majeure" is defined as any event of force majeure as defined by Article 1218 of the Civil Code, as well as the following events: natural cataclysms, earthquakes, storms, fires, floods, natural disasters, armed conflict, war, civil unrest, terrorist attacks, labor disputes, total or partial strikes affecting the Seller’s suppliers, service providers, carriers, postal services, or public utilities, mandatory government orders (import bans, embargoes), operational accidents, machinery breakdowns, explosions, epidemics or administrative measures taken due to a health crisis, supplier failure or default, inadequate transport facilities, or inability to procure materials or supplies. The Seller shall promptly inform the Buyer of the occurrence of any event of Force Majeure of which it becomes aware and which, in its view, is likely to affect the performance of the contract, providing an estimate of its duration. If the event lasts for more than SIXTY days from the date of its occurrence, or if it can reasonably be expected to exceed SIXTY days, the contract may be automatically terminated by the more diligent party via registered letter with acknowledgment of receipt. Such termination shall take effect on the date of receipt or, failing receipt, on the date of the first attempted delivery of the registered letter with acknowledgment of receipt, without either party being entitled to claim damages. Any costs advanced by the Seller for the performance of the contract thus terminated shall be reimbursed by the Buyer if the latter is responsible for the termination.
ARTICLE 18 - PERSONAL DATA
In connection with the sale of its Products, the Supplier collects personal data concerning the Buyer that is necessary for processing and fulfilling orders, managing the commercial relationship, and complying with legal obligations. This data is treated confidentially and is accessible only to persons authorized by the Supplier.
It may be shared with external service providers (notably for delivery or invoicing) solely for the purpose of fulfilling the contract, and may be transferred outside the European Union in compliance with the General Data Protection Regulation (GDPR).
The Buyer has the right to access, rectify, object to, or delete such data for legitimate reasons, upon request sent to the Seller at magasin@forest-import-parts.fr or by mail to the Seller’s registered office. In the event of an unresolved issue, the Purchaser may lodge a complaint with the *Commission Nationale de l’Informatique et des Libertés* (CNIL).
ARTICLE 19 – CONFIDENTIALITY
The parties mutually agree to a general obligation of confidentiality regarding all information, data, documents, communications, plans, quotes, projects, know-how, references, and technical or commercial documents—regardless of form or medium—exchanged in connection with the preparation, conclusion, or performance of the contract.
Information shall not be considered confidential if it was already in the public domain at the time of disclosure, enters the public domain subsequently without fault on the part of either party, or is lawfully obtained from a third party not bound by an obligation of confidentiality.
The parties undertake to take all necessary measures to ensure compliance with this confidentiality obligation throughout the duration of the contractual relationship and after its termination, for any reason whatsoever.
They guarantee compliance with this obligation by their employees, associates, subcontractors, and partners involved in the performance of the contract.
ARTICLE 20 – INTELLECTUAL PROPERTY
All plans, specifications, technical documents, commercial documents, visuals, photographs, texts, graphics, databases, website elements, and more generally all content provided, transmitted, published, or made available by the Seller remain its exclusive property or that of their respective owners. They may not be reproduced, communicated, transmitted, distributed, exploited, or used, in whole or in part, by the Buyer or by any third party without the Seller’s prior written authorization.
Any unauthorized reproduction, representation, extraction, distribution, or exploitation may give rise to appropriate legal action.
ARTICLE 21 – SALES OUTSIDE FRANCE AND EXPORT CONTROLS
The Buyer undertakes to comply with all laws and regulations applicable to the resale, export, re-export, transfer, or use of the Products outside France, particularly in the relevant country of destination. It is the Buyer’s sole responsibility to verify that the Products may be marketed, imported, exported, installed, or used in the relevant country, and to obtain, where applicable, any required authorization, license, formality, or document.
The Buyer may not sell, export, re-export, license, transmit, or transfer in any manner whatsoever—whether directly or indirectly—any Product or any information or technology related to the Product, without complying with applicable export control laws and regulations, including, in particular, the laws of the country where the Buyer resides.
The Buyer acknowledges that it will take all necessary measures to comply with the aforementioned laws and regulations—including obtaining any export permits or other permits that may be required—and that it will not commit any act that would cause the Seller to be in violation of said laws. The Buyer undertakes to indemnify and hold the Seller harmless against any claim, action, damage, loss, cost, or expense of any nature whatsoever that may be brought against the Seller as a result of the Buyer’s failure to comply with this Article.
ARTICLE 22 – TOLERANCE – NON-WAIVER – SEVERABILITY
The fact that the Seller does not, at any given time, assert a breach by the Buyer of any of the provisions of these General Terms and Conditions of Sale shall not be construed as a waiver of the right to assert that same breach or any other breach at a later date. If any clause of these General Terms and Conditions of Sale is declared void, illegal, unenforceable, or inapplicable, in whole or in part, by a competent court, such clause shall be deemed unwritten, without affecting the validity, legality, or enforceability of the other provisions, which shall remain in full force and effect.
The fact that the Seller does not assert a breach by the Buyer does not constitute a waiver of the right to invoke said breach at a later date. If any clause is declared void, it shall be deemed unwritten without affecting the validity of the other provisions.
ARTICLE 23 – GOVERNING LAW AND DISPUTES
These General Terms and Conditions of Sale are drafted in the French language. Transactions and disputes arising therefrom are governed by French law. In the event that these Terms and Conditions are translated into one or more languages, the French text shall prevail in the event of a dispute.
In the event of a dispute regarding the interpretation, performance, or validity of these General Terms and Conditions of Sale or of a sale concluded by the Seller, the parties shall endeavor to seek an amicable solution before referring the matter to the competent court.
Failing an amicable settlement, all disputes arising from this contract and any agreements resulting therefrom—whether concerning their validity, interpretation, performance, termination, consequences, or aftermath—shall be submitted to the Commercial Court having jurisdiction over the Seller’s registered office, regardless of the terms of sale or method of payment, and even in the event of a third-party claim or multiple defendants.


















