GENERAL TERMS OF SALE

Basic terms & conditions

These Sales Terms shall be forwarded or presented to each purchaser to enable that party to place an order for products of the CINDARELLA ® brand. Consequently, the act of placing an order implies that the Customer accepts such General Terms of Sale, excluding all other documents such as catalogues, brochures... issued by Cindarella and which are indicative only. No specific condition not provided herein may, unless approved in advance in writing by the CINDARELLA ® brand, prevail over these General Terms of Sale and is therefore non-invocable against the CINDARELLA ® brand regardless of when it is brought to the brand's knowledge. The fact that the CINDARELLA ® brand did not prevail at any given time of any of these General Terms of Sale cannot be interpreted as a waiver of any such conditions prevailing at a later date.

All of our merchandise, including if sent by us, is sold ex-works and is payable in Combs la Ville. It is transported at the recipient's risk, to the customer's door, who must address any appeals to the transport companies. Any complaint must be made within 48h of receiving goods. In case of litigation, the Court of Melun shall have sole competency for all rulings.

Orders

Orders are only considered final once written and signed confirmation has been issued by us. However, acceptance could also result from the shipping of products. On the other hand, a signed purchase order is a binding commitment from the buyer. The proceeds of the order are personal to the buyer and can be ceded without agreement by the CINDARELLA ® brand.

Any change or cancellation of an order requested by the buyer may be taken into consideration only if it is received in writing 20 days prior to shipment of the products.

Otherwise the CINDARELLA ® brand reserves the right to:

  • - make any change that he considers useful for its products at any time without having to modify the products that were previously delivered.
  • - change, without prior notice, the models shown in the brochures or catalogues.

Pricing

Products are supplied at the price in force on the day the order is confirmed and unless otherwise stated, prices are net, exclusive of all taxes and ex-works. Any tax, dues or other allowances payable according to a French regulation, or the regulation of an importing country or transit country, shall be payable by the buyer.

Deliveries

Methods

Delivery shall be effected by providing the goods directly to the customer or delivered by a shipper or carrier from the CINDARELLA ® brand.

Lead times

Deliveries are made according to stock availability and the order in which orders are received. The CINDARELLA ® brand is authorised to carry out deliveries or to have them carried out in a complete or partial manner. The CINDARELLA ® brand makes every effort to ensure that any order correctly received meets the buyer's requested delivery dates.

Nevertheless, delivery lead times are given without any guarantee. Delays in delivery will not lead to payment of damages, nor to the withholding, nor cancellation of pending orders.

Accidents, floods, lack of labour or raw materials, strike action, war, political events, etc. are cases of force majeure which give us the authority to suspend or to terminate commitments, to prolong lead times without payment of damages to the buyer. The CINDARELLA ® brand will keep the buyer informed of such cases and events detailed above. In every instance, delivery on time can be made only if the buyer is up to date with his obligations to the CINDARELLA ® brand of any type.

Risk

The transfer of risk for the product takes place at the time of dispatch from the CINDARELLA ® brand's warehouses. As a result all our products, even those shipped carriage paid, travel at the risk of the recipient who must check the quantity and quality of the product on arrival, before accepting delivery and, in the case of faulty or missing product, must note any remarks (detail of any faults on a signed receipt) on reception to the carrier in the 48h following reception of goods, with copy submitted to the CINDARELLA ® brand.

Complaints

Without prejudice measures to be taken towards the carrier, claims for defects or non-compliance of the product delivered with the ordered goods or packing slip, must be submitted in writing, together with the delivery note, within eight days of receiving products. It is the buyer's responsibility to provide any justification regarding defects and to propose a solution. He will refrain from intervening himself or involving a third party for that purpose. For packaged goods, initial weights and dimensions are evidence of the quantities delivered.

Returns

All returns must be the subject of a formal agreement between ourselves and the buyer, and in this case, are shipped postage paid by the CINDARELLA ® brand. Any product returned without our agreement is at the buyer's expense and will not give rise to any reimbursement or credit. The buyer shall always be responsible for the costs and risks relating to a return, following qualitative and quantitative verification of the returned products.

In the event of a fault or of non-compliance of the goods delivered, duly ascertained by the seller in accordance with the terms provided in the article entitled "Complaints", the buyer will receive a free replacement or refund for the goods at Cindarella's discretion, excluding any compensation or damages.

Warranty

Our warranty is restricted to free replacement or repair of the product or element acknowledged to be defective by our team, following inspection, excluding all other compensation. Any product covered by warranty must first be sent to the CINDARELLA After-Sales Department, which must agree to any replacement of any defective parts returned carriage paid.

Defects and deterioration caused by wear and tear or externally (incorrect assembly, installation not compliant with professional standards ... defective maintenance, abnormal use), or by a modification to the product not set out by or specified by the CINDARELLA ® brand are not covered by the warranty. Likewise, the warranty does not cover visible defects for which the buyer should avail himself of the conditions set out in paragraph "Complaints".

Interventions under the warranty do not result in any prolongation of the duration of the warranty. Presentation of the warranty certificate will be strictly required when the warranty is invoked.

Invoicing

Each delivery has a corresponding invoice. The date that the goods leave the warehouse is the same date the invoice is issued and also the start date of call for payment, if payment is to be made by instalments.

Payment terms

Methods

Our invoices are payable within 30 days after being issued, unless otherwise agreed.

For deferred payment or payment by instalments, for the purposes of this article, a payment does not constitute the mere presentation of a commercial paper or cheque implying an obligation to pay, but payment thereof on the agreed due date entered upon receipt of order.

For draft payments, the latter must be returned and accepted within two weeks of shipping.

Delayed or default payment

In the event of late payment, the CINDARELLA ® brand shall suspend all pending orders without prejudice to any other courses of action. Full or partial default of payment on the due date will automatically, and without formal notice (Civil Code Article 1153), incur late interest penalties, if unsuccessful, the sale shall be legally cancelled by the CINDARELLA ® brand which may request summary proceedings, entailing the return of the products, without affecting any other claims for compensation.

Cancellation shall apply not only to the order in question but also to any prior orders that are unpaid, whether or not deliveries have been made or are being delivered and whether payment for them has failed or not. In the event of payment using a commercial paper, failure to return the paper shall be considered to constitute refusal, when the payment is staggered, the non-payment of one single instalment shall entail the immediate call for payment of the whole sum, without prior notice.

In all the above cases, the sums due for other deliveries, or for any other reason, will become immediately payable if the CINDARELLA ® brand does not opt to rescind correspondence. The buyer shall reimburse all costs incurred by litigious recovery of sums due including legal fees.

Furthermore, if the buyer defaults on payment, despite notification, compensation amounting to 15% of the unpaid sum must be paid to us, with the minimum amount being 70€ net of tax.

The CINDARELLA brand reserves the right to set a new overdraft limit for a buyer at any time, according to the risks incurred, and to set certain payment deadlines or guarantees. This will be the case particularly if a change in the debtor's capacity, in his legal structure...has a negative effect on his credit.

Retention of title clause

The transfer of delivered merchandise to the buyer is subject to full payment of the price, in principal and incidental amounts, or collection of bills of exchange or other titles issued to represent that price by the buyer at maturity. The buyer shall be responsible for the goods and the risks taken by the goods.

In the event of the buyer not meeting one of the goods payment due dates, regardless of the reason or more generally in the event whereby we have legitimate reason to believe that the buyer will not be able to meet the agreed deadlines, Cindarella, without any loss of rights may request, by registered letter sent by recorded delivery, the goods to be returned at the buyer's expense and risk. The CINDARELLA ® may unilaterally and immediately compile an inventory of goods unpaid by the buyer. In addition to claims costs including transport costs, the buyer is also responsible for litigation costs and any legal and court costs. In the event of suspension of payment or non-payment of the price on the due date, the buyer is forbidden from reselling the goods. Furthermore, in both such cases, he shall inform CINDARELLA ® of the names and addresses of those buyers and the amount which remains unpaid by them.

Place of jurisdiction

All our sales are considered to be handled at our head office which constitutes the place of payment. Notwithstanding any provisions to the contrary, the Court of Melun shall have sole competency for ruling on any litigation that may arise regarding the conclusion or execution of the agreements concluded with us and similarly in the event of introduction of third parties or multiple defenders, of summary actions or incidental claims regardless of the type or methods of payment.