Terms & Conditions for Sale



Definitions


In this document the following words shall have the following meanings:
"Buyer" means the organisation or person who buys Goods
"Goods" means the articles to be supplied to the Buyer by the Seller;
"Intellectual Property Rights" means all patents, registered and unregistered designs, copyright, trade marks, know-how and all other forms of intellectual property.
"Seller" means PM2S, 7 rue Georges Méliès, 78390 BOIS D'ARCY, France

General


Any variation to these Terms and Conditions shall be inapplicable unless agreed in a written and signed document produced by the Seller.
These General Terms shall take precedence over all contrary clauses in the Terms and conditions of the Buyer or on the order form.

Price and Payment


The price shall be the Recommended Retail Price less agreed discount, unless otherwise agreed in writing between the parties.
Unless explicitly written, the price is exclusive of VAT or any other applicable costs.

Customer validation


Due to international trade agreements he has to fulfill, the Seller must verify he has the ability to sell to the buyer, so the registration on the site as a potential buyer does not bind the seller to accept a registered person or company as a customer.

Order validation


For each item, the quantity available in stock is indicative and does not bind the Seller on the actual availability of this item. Therefore, each order will be the subject of an explicit acceptance, or of an explicit refusal by the seller, according to this real availability.

Title - Transfer of ownership


As long as the Seller has not been paid in full for the Goods, they remain the sole property of the Seller.

Delivery


Unless otherwise agreed in writing, delivery of the Goods shall take place at the address specified by the Buyer on a date taking into account the transport times.
The Buyer shall make all arrangements necessary to take delivery of the Goods when they are tendered for delivery.
If the Seller is unable to deliver the Goods because of actions or circumstances under the control of the Buyer, then the Seller shall be entitled to place the Goods in storage until such times as delivery may be done and the Buyer shall be liable for any expense associated with such storage.
Any damages, shortages, over deliveries and duplicated orders should be reported to the Seller within 14 days of signed receipt to enable replacement or refund.

Risk


Risk in the Goods shall pass to the Buyer upon receipt of the goods. Where the Buyer chooses to collect the Goods itself, risk will pass when the Goods are entrusted to it or set aside for its collection, whichever happens first.

Return of unused goods


All goods are sold on a firm sale basis, i.e. the Seller will not take back any goods not required or sold by the Buyer, unless otherwise agreed, in which case the following terms apply.
Any returns must be authorised by the Seller before any credit will be given.
Where the Seller agrees to accept the return of goods that are not damaged the Buyer will be responsible for the cost of carriage and will ensure that they are carefully packaged to avoid any damage in transit. The Seller will not be obliged to accept any goods that are damaged in any way.
Credit of amounts due or paid in will only be given for goods that are in saleable condition.

Limitation of liability


The Seller shall not be liable for any all loss or damage suffered by the Buyer in excess of the contract price.


Force majeure


The Seller shall not be liable for any delay or failure to perform any of its obligations if the delay or failure results from events or circumstances outside its reasonable control, including but not limited to acts of strikes, lock outs, accidents, war, fire, breakdown of plant or machinery or shortage or unavailability of raw materials from a natural source of supply, and the Seller shall be entitled to a reasonable extension of its obligations.
If the delay persists for such time as the Seller considers unreasonable, it may, without liability on its part, terminate the contract.

Relationship of parties


Nothing contained in these Terms and Conditions shall be implying any partnership or joint venture between the parties and nothing in these Terms and Conditions shall be implying either of the parties as the agent of the other.

Assignment and sub-contracting


The contract between the Buyer and Seller for the sale of Goods shall not be assigned or transferred, nor the performance of any obligation sub-contracted, in either case by the Buyer, without the prior written consent of the Seller.

Intellectual Property Rights


The Buyer will comply with all intellectual property rights of the Seller.

Waiver


The failure by either party to enforce at any time or for any period any one or more of these Terms and Conditions shall not be a waiver of them or of the right at any time subsequently to enforce all Terms and Conditions of this Agreement.

Severability


If any term or provision of these Terms and Conditions is held invalid, illegal or unenforceable for any reason by any court of competent jurisdiction such provision shall be severed and the remainder of the provisions hereof shall continue in full effect as if these Terms and Conditions had been agreed with the invalid, illegal or unenforceable provision eliminated.

Governing law and jurisdiction


This Agreement shall be governed in accordance with the laws of France and the parties hereby submit to the exclusive jurisdiction of the french courts.

Any dispute arising during or in connection with these Terms and Conditions shall be submitted to the Court of Commerce of the Seller headquarters in which the parties assign exclusive jurisdiction whatever the place of delivery of the Goods ordered.