General terms and conditions of sale
1. APPLICATION OF THE GENERAL CONDITIONS OF SALE :
The present general conditions of sale are applicable to all products sold by IRIS INFORMATIQUE. They are applicable in their entirety to any contract concerning any type of service concluded between IRIS INFORMATIQUE and its customers in France or abroad, regardless of the place of delivery. No derogation to these conditions can be accepted without the express and prior agreement of IRIS INFORMATIQUE. Any condition contrary to the present general conditions of sale set by the buyer, in these general conditions of purchase or any other document, will be unenforceable against the seller, regardless of the time when it may have been brought to its attention.
In any case, and for all the services or would not exist a contract signed with IRIS INFORMATIQUE, the latter will be based to rely on the rules and general conditions of the editor inserted in the documentation provided with the products sold and whose opening by the customer implies their acceptance. This will apply in particular to the services from date to date (maintenance, assistance...) including clauses of tacit renewal and cancellation, which in this framework will have to follow the rule decreed by the editor, namely that the tacit renewal must be denounced by RAR 3 months before the expiry date mentioned in the invoice.
2. ORDERS AND EXECUTION :
Any order placed with IRIS INFORMATIQUE is firm and definitive for the customer as soon as IRIS INFORMATIQUE receives an order form or any other medium indicating an order. The unavailability of a product due to a stock shortage or its deletion from the catalog will not result in any cancellation of the overall order and will not give right to any compensation from IRIS INFORMATIQUE.
Special case of the provision of personnel :
Any request for intervention cancelled less than 7 calendar days before the scheduled date, will be invoiced and due by right. For any intervention, the problems related to the malfunctioning of the hardware or software being the subject of the intervention could not call into question the payment of the service provided.
In the event of cancellation/rescheduling of an initially booked and scheduled service, it will be invoiced as follows:
10% of the total amount of the service in case of cancellation on D-3
30% of the total amount of the service in case of cancellation at D-2
50% of the total amount of the service in case of cancellation on D-1
100% of the total amount of the service in case of cancellation on the same day
The products are supplied at the price fixed on the basis of the tariff in force at the time of the reception of the order. Our prices are ex-warehouse, VAT and all other taxes not included which will be invoiced in addition. Prices are subject to change without notice and vary according to the discounts and rebates applicable on the date of receipt of the order.
The prices are net prices excluding taxes for order quantities corresponding to the piece or packing units (EU). The prices in all our documents are expressed in euros (€). The products ordered are invoiced on the basis of the tariff in force on the day of delivery. Prices are subject to change without notice. The price of services (installation, maintenance) is fixed in the estimate given to the customer: it can be either integrated into the price of the product (offers of products "supplied installed") or identified on a specific line of invoicing, as well as the additional costs (travel expenses, rental of equipment, ...). In the case of an hourly billing of the service, it is specified that any hour started is due and will thus be entirely invoiced to the customer.
4. ACCOUNT OPENING - PAYMENT TERMS AND CONDITIONS :
4.1 Opening an account
Any new customer of IRIS INFORMATIQUE must make a request to IRIS INFORMATIQUE prior to placing an order in order to obtain the account opening questionnaire and return this questionnaire duly completed to IRIS INFORMATIQUE by mail or fax, accompanied by a signed copy of these general terms and conditions of sale, a bank statement, and for companies, a K-Bis extract, SIREN number and NAF code, intra-community VAT number.
Any new customer of IRIS INFORMATIQUE must fill in an account opening questionnaire. This questionnaire should be sent to IRIS INFORMATIQUE by post, e-mail or fax, together with a signed copy of these general terms and conditions of sale, a bank statement, and for companies, a K-Bis extract, the SIREN number, the NAF code as well as the intra-community VAT number.
The delivery or installation, even if partial, is the basis for invoicing (pro rata to the delivery or installation). The customer is not authorized to proceed to compensations, whatever the reason. All invoices must be paid on the due date, even in the event of a dispute over the wording or content of the invoice, which will, if necessary, be the subject of a subsequent adjustment. Any invoice dispute must be made within 3 days of its receipt. After this period, it is deemed accepted.
4.3 Terms of payment
The invoices are payable at the head office of IRIS INFORMATIQUE. Invoices are payable on delivery or collection by bank transfer or by check. IRIS INFORMATIQUE reserves the possibility of requesting a deposit at the time of order payable in cash. No delay of payment will be accepted except particular written agreement negotiated between IRIS INFORMATIQUE and its customer.
4.4 Late payment
In the event of late payment in relation to the contractually agreed deadline, the company IRIS INFORMATIQUE is entitled, in accordance with the provisions of articles L 441-3 and L-441-6 of the commercial code (modified by the law known as LME of August 4, 2008), to apply penalties equal to three times the interest rate without the need for a prior formal notice. These penalties are included and payable on all subsequent invoices issued. In addition, late payment may give rise to to the In addition, late payment may result in the suspension of orders in progress and the immediate payment of all sums due as well as the cancellation of all agreements on payment terms that may have been negotiated.
5. TERMS OF DELIVERY :
5.1 Terms and Conditions
The delivery takes effect at the time of the removal of the products by the customer at the place of storage of IRIS INFORMATIQUE or at the time of the removal of the products by the carrier to be delivered in the premises of the customer.
Any additional transportation costs incurred by the customer, such as in the case of an incorrect delivery address, absence of the recipient or insufficient information regarding particular constraints, etc., will be charged to the customer at the actual cost incurred. Any return in case of impossibility of delivery will be charged to the customer, including the costs incurred such as storage or redelivery.
Finally, if the customer expressly requests partial deliveries (in particular to meet storage requirements), the additional costs related to these multiple shipments will be invoiced to the customer on the basis of the costs actually incurred by the seller.
5.2 Delivery time
The delivery times indicated by IRIS INFORMATIQUE are given as an indication. No compensation can be granted to the customer in case of non-compliance No compensation can be granted to the customer in case of non-compliance with these deadlines, and no order can be cancelled without the express agreement of IRIS INFORMATIQUE. In case of stock shortage on one or several ordered products, IRIS INFORMATIQUE will inform the customer and will proceed to the delivery of the existing ones. Upon written request from the customer, IRIS INFORMATIQUE will agree to wait for the availability of all the products ordered to deliver to the customer and thus avoid partial deliveries, except in the case of orders for specific products. Partial delivery may not, however, be deferred for more than 15 days.
The equipment is sold with its accessories and its original manuals provided by the manufacturer. IRIS INFORMATIQUE cannot be held responsible for the content and language of these.
5.4 Transfer of risk
The transfer of risk occurs on the date of delivery as defined in point 5.1. Consequently, the products travel at the exclusive risk of the recipient.
5.5 Transportation costs
The transport costs are defined in a separate scale which will be communicated by IRIS INFORMATIQUE to the customer.
5.6 Receipt of products
Without prejudice to the measures to be taken with respect to the carrier, within 3 days following receipt of the products, any reservation on delivery and any refusal on delivery of the products by the customer, for damage, shortages and for non-conformity of the products delivered in relation to the dispatch note, must be formulated in writing on the delivery note which must be returned to IRIS INFORMATIQUE on the day of delivery. It will be up to the customer to provide any justification as to the reality of the anomalies noted. The refusal of products on delivery by a customer may be considered abusive if this customer cannot justify the reality of the anomalies invoked on his delivery slip. In the event of abusive refusal of the delivered products, IRIS INFORMATIQUE will be able to claim from the customer a fixed allowance of 50 € HT.
6. WARRANTY CONDITIONS :
The products sold by IRIS INFORMATIQUE are guaranteed under the conditions determined by the manufacturer or the editor who will be communicated to any customer who requests it.
7. RETURN OF PRODUCTS :
Within the framework of the legal guarantee, the product will have to be returned to us in its original packing, intact, accompanied by all the possible accessories, instructions for use and documentations, as well as the initial invoice of purchase. Any missing or damaged identification label will cancel the legal warranty.
No return of product will be accepted in the absence of express and prior written agreement from IRIS INFORMATIQUE, which must be informed of the customer's complaint within a maximum of 2 working days from the date of delivery. No return will be accepted after a period of 8 days from the date of the express and prior agreement of IRIS INFORMATIQUE.
The returns of goods accepted with the agreement of IRIS INFORMATIQUE will give place to the establishment of a credit note or the replacement of the products with the identical one. Except in cases of return of products for material or manufacturing defects; no credit note will be issued and no replacement of identical products will be made in the case of returns of products, whose packaging will have been opened, or of products that will have been installed or tested. The costs and risks of return will be borne by the customer, except in the case of returns exclusively attributable to IRIS INFORMATIQUE. Any accepted return justified by reasons attributable to the customer will give rise to the invoicing to the customer of administrative expenses of management, of a fixed amount of 100 €.
Except in the case of error on the part of the seller, the credit note will be limited to 70% of the amount of the initial invoice to cover all the costs inherent in this operation.
Return of goods without the agreement of IRIS INFORMATIQUE :
When products have been returned without the express prior agreement of IRIS INFORMATIQUE, they will not give rise to the establishment of a credit note or the replacement of identical products. In this case, IRIS INFORMATIQUE will have the free disposal of the returned products without its agreement to do what it sees fit, including reselling them or destroying them. The fact of returning the products without the agreement of IRIS INFORMATIQUE does not exempt the customer from having to pay them in full in principal and interest.
8. CUSTOMER OBLIGATIONS - INTANGIBLE RIGHTS :
The sale of software and other computer products and materials does not entail, in any case, the transfer of reproduction, representation, exploitation rights and more generally all the intangible rights recognized or to be recognized to those who participated in the realization of software and other computer products and materials. This provision extends to their assignees. Consequently, the customer is forbidden to broadcast or to allow the broadcasting by any means known or unknown to date, of all or part of the software and other computer products and materials sold by any system whatsoever. He also refrains from ensuring or having ensured public representations for commercial purposes.
It is more generally recalled that, in accordance with the provisions of the Intellectual Property Code, the software and other products and hardware sold are intended exclusively for private use and that any offender is subject to civil and criminal penalties provided for in terms of counterfeiting. Likewise, the customer is forbidden to reproduce, have reproduced or allow the reproduction even partial of these software or other products and computer equipment whatever the methods.
Violation of these provisions may result in the cancellation of any order, notwithstanding the initiation of legal proceedings. IRIS INFORMATIQUE reserves the right, for the sale of certain products involving a tax exemption, to require the production of all documents likely to justify such an exemption. The customer will be only responsible for the validity and the authenticity of the communicated documents.
The customer is also responsible for the backup of the data contained in its equipment. Unless there is an express contractual provision between the parties, IRIS INFORMATIQUE will not accept any responsibility for data back-up, whether it applies to maintenance operations, installation of new equipment or recovery of old equipment.
9. RETENTION OF TITLE:
IRIS INFORMATIQUE expressly reserves ownership of the goods delivered until full payment of their price in principal and interest. In the absence of full payment of the price of the products in principal and interest, IRIS INFORMATIQUE may, at any time, take back the products from the customer. The delivery of a title creating an obligation to pay, draft or other, does not constitute a payment in the sense of the present article. Until the price has been paid in full, the customer may not pledge the products, exchange them or transfer them as security. The present clause of reserve of property not being obstacle, as of the delivery of the products, with the transfer of the risks to the customer, in accordance with article 5.4 above, the customer commits himself bringing all his care to the guard and the conservation of the products and to subscribe any useful insurance. The delivered products not yet fully paid for must be individualized and not be mixed with other products. The opening of a collective procedure for the benefit of the customer cannot prevent IRIS INFORMATIQUE from claiming the goods. In case of partial payment, this one will be charged first on the penalties of delay, the interests interest and the oldest claims.
If the customer is the subject of a receivership or a judicial liquidation, the seller reserves the right to reclaim, within the framework of the collective procedure, the goods sold and remaining unpaid. In the event of reclamation, the goods found shall be deemed to be the last invoiced and shall therefore be taken in proportion to the unpaid invoices. The customer shall oppose any claims that third party creditors may have on the goods whose ownership is thus reserved and shall notify the seller thereof as soon as possible.
10. JURISDICTION AND APPLICABLE LAW:
For any complaint, the customer will have to present the original invoice with the disputed product. The parties will seek, before any litigation, an amicable agreement.
The present general conditions are governed by French law. In the event of litigation, on the interpretation or the execution of the present conditions and after an attempt to find an amicable solution, competence is expressly attributed to the Commercial court of ARRAS notwithstanding plurality of defendants or appeal in guarantee, even for the procedures of urgency or the conservatory procedures, in summary procedure or by request.
The customer declares to have taken knowledge and to accept without reservation the general conditions of the company IRIS INFORMATIQUE.