The present general sales conditions (hereafter “the General Sales Conditions”) constitute, in accordance with article L 441-1 of the Commercial Code, the only foundation of the commercial relationship between the parties. They are valid in their current form for all present and future sales operations between the CMP Group (hereafter “CMP” or “the Supplier”) and the professional buyers (hereafter “the Buyers” or “the Buyer”). Any opt-out, contrary or additional clause may not be inserted into the general conditions of sale unless CMP has given express agreement in writing as to their validity.
These sales conditions prevail over all other document exchanged between the parties, in particular the Buyer’s general purchasing conditions, whatever the time when they could have been brought to the attention of CMP.
Any order implies on the Buyer’s part, the acceptance of the General Sales Conditions.
The orders can be through the CMP showroom, during exhibitions, by telephone, fax, email or via CMP’s sales websites. Sales are final only after express acceptance and in writing of the Buyer’s order by the Supplier who will guarantee in particular the availability of the requested products.
Any order recorded by CMP’s services entails actual acceptance of the General Sales Conditions by the Buyer.
The minimum order total is up to 2,500 Euros net excluding taxes, and the minimum total for a shipment is 1,500 Euros net excluding taxes.
Products are billed excluding taxes in Euros on the basis of the cost in force on the day of the execution of the order and, if necessary, in the specific sales proposition sent to the Buyer. These costs are fixed and non revisable during the period of their validity, as indicated by the Supplier.
The costs declared by CMP include free shipping and packaging for shipments only within the territory of France. Except for within a specific agreement, the prices shown on the order are valid for the aforesaid order only.
The costs used by CMP may undergo fluctuations resulting in particular from increases in supply costs, the rate of exchange of the euro with other currencies or other reasons. The costs indicated on the purchase order take into account any potential fluctuations and correspond with what is billed.
When the order is executed, an approximate delivery time scale is given to the Buyer. In the event of a more specific request, including advertising operations, leaflets and other items, the purchase order showing a more precise time scale must be signed by both parties.
This time scale does not constitute a firm time scale and the Supplier will not see his liability engaged with respect to the Buyer in the event of a shipping delay not exceeding 20 days.
CMP’s liability will not be engaged in any event for delays or cancellation of the shipment attributable to the Buyer or in the event of force majeure.
CMP cannot be held responsible for imponderable factors linked to manufacturing, importing, customs clearance, transportation or bad weather.
In the event of delivery delays, CMP undertakes to inform the Buyer of this as soon as possible in order to agree a new delivery date.
Any delay in delivery time scales, in any case, may only lead to payment of penalties for delay or of damages and interest which may not exceed the total purchase price excluding taxes for the products whose delivery is delayed.
The products are transported at the risk and peril of the Buyer to whom they belong on receipt of products to carry out an inspection. In the event of missing items or apparent damage, the Buyer must make all the necessary remarks and note them on the signed receipt given to the driver, then alert CMP immediately in the 8 days following delivery of the products.
In the absence of stock expressly made by the Buyer at delivery and confirmed by CMP, the products will be considered to be conforming in quantity and quality to the order.
No claim can be accepted when these formalities have not been respected by the Buyer.
The Supplier will replace, in the quickest time frame and at his cost, the delivered products whose lack of conformity has been duly proved by the Buyer.
Any product that is refused without just cause on an agreed delivery date will give rise to a rebilling of costs of redelivery and potential restocking.
The products delivered by the Supplier benefit from a contractual guarantee for a duration of 2 years, starting from the delivery date, covering non-conformity of the products to the order and any hidden faults, arising from a fault in material, design or manufacturing affecting the delivered products and rendering them unfit for use.
The guarantee forms a whole, inseparable from the product sold by the Supplier. The product may not be sold or resold in an altered, transformed or modified state.
This guarantee is limited to the replacement or reimbursement of the non-conforming products or those affected by a fault.
All guarantee is excluded in the event of misuse, negligence or maintenance fault on the part of the Buyer, as in the case of normal product wear and tear or force majeure.
So as to enforce his rights the Buyer must, on penalty of forfeiture of any action relating to this, inform the Supplier in writing of the existence of faults in a maximum time frame of ONE (1) month starting from their discovery.
It is up to the Buyer to provide any proof as to the reality of the stated faults and to facilitate the inspection of the state of the product by CMP. The existence of faults and non-conformity will only be recognised after observation and confirmation by CMP services.
In the event of fault or non-conformity of the products being duly observed by CMP under the conditions noted above, the Buyer may obtain, at the choice of CMP, a replacement of products within the limits of available stock, or a refund of the products’ purchase price excluding taxes, excluding all compensation, damages, interest or penalties.
The replacement of products will not cause an extension of the duration of the guarantee noted above.
In the event of a return, CMP will collect the products at their own cost and by their choice of carrier. In any case the Buyer may not return the products to CMP on their own initiative with a request for reimbursement of transportation costs.
The guarantee may not intervene if the products have been the subject of abnormal use or have been used in conditions other than those for which they are manufactured, in particular in the case of not respecting the conditions set out in the instructions for use.
It does not apply also in the case of deterioration or accident arising from impact, dropping, negligence, a lack of surveillance or maintenance, unsuitable storage or even in the case of transformation of the product.
In accordance with the provisions of article L441-10 of the Commercial Code, except contrary provision expressly agreed by CMP, payments will be made with a maximum time frame of sixty (60) days net after the date that the invoice is provided.
CMP reserves the right to request under certain conditions a payment by transfer or cheque before delivery or cash on delivery at the time of delivery. The choice of method of payment is at the instigation of CMP.
A discount of 1.50% will be given when payment is received within 8 days of the invoice date.
Missing payment of an invoice on its due date will lead to an immediate suspension of deliveries and the advance payment of all invoices already sent by CMP to the Buyer which are not yet paid, whatever the method of payment agreed.
The Supplier reserves the right of ownership, until full payment of the price by the Buyer, over the products sold, allowing him to retake possession of the aforesaid products. Any deposit paid by the Buyer will remain to the credit of the Supplier in fixed compensation without prejudice to all other actions that he may be entitled to bring from this fact against the Buyer.
In the event of safeguard, receivership or judicial liquidation proceedings in respect of the Buyer, the ownership of the delivered and as yet unpaid goods may be demanded by CMP.
On the other hand, the risk of loss and deterioration will be transferred to the Buyer as from the delivery time of the ordered products.
The Buyer is consequently obliged to insure at his own cost, the ordered products, for the benefit of the Supplier, with a suitable insurance policy, until the property has been completely transferred.
With even a partial default in payment at the payment date, a late interest equal to 3 times the legal rate of interest will be due from the Buyer unless a previous formal notice is necessary and without any prejudice to any other action that the Supplier may be about to try in this respect against the Buyer.
Finally, a penalty compensation for the costs of recovery for a total of 40.00 euros will be due, in full rights and without prior notification from the Buyer in the case of late payment. The Supplier reserves the right to request from the Buyer an additional compensation if the recovery costs which have been effectively undertaken exceed this total, on presentation of receipts as proof.
The transfer of title of the products, to the benefit of the Buyer will only happen after full payment of its price, and whatever the delivery date of the aforementioned products.
The transfer to the Buyer of the risks of loss and deterioration will occur at acceptance of the purchase order by the Supplier, creating the agreement of the parties on the fact and the price, independent of the ownership transfer, and whatever the date may be for payment and product delivery.
The brands, logos, slogans, drawings or models, illustrations, texts or other elements of intellectual property incorporated in CMP’s products (including during their packaging, packing and instructions) are protected by intellectual property rights which belong to CMP or are ceded to them. All use of these elements, in whatever way by the Buyer, requires prior written consent from CMP.
In accordance with decree n° 2020-1455 dated 27 November 2020 bringing reform to producers’ extended liability which inserted the new article R. 541-173 in the environmental code and in the capacity of producers subject to the REP sector ; CMP shall communicate the unique identifiers which have been communicated to them by the eco-organisations of which they are members:
These general conditions of sale and the operations arising from them are subject to French law.
They are written in French. In the event that they are translated into one or several languages, it is only the French text which will be valid in the event of litigation.
For all disputes relating to the validity, the interpretation and/or the execution of the present contract, only the court of PARIS will be the court of competent jurisdiction and only French law will be applicable.
The present general sales conditions are expressly agreed and accepted by the Buyer, who shall declare and note having read them, and renounces by this any claim of any other contradictory document, and in particular, its own general conditions of sale.