We will only enter into a contract under the terms and conditions specified below. No auxiliary and/or contrary clauses mentioned in any of the customer’s documents whatsoever will be applicable unless overriding written consent has been given prior to the sale.

All orders shall be considered firm and definitive on the day they are confirmed by our services.

Sizes and features are always given as a rough guide only. We only guarantee sizes and features that have been expressly indicated as such by our company.

Delivery times will be respected as far as is possible. An order may only be cancelled for this reason once official notice (registered post with receipt) has remained unanswered for two weeks.

The customer shall bear the full cost and risks of delivery (loading, from the first handling operation by the carrier, transport, unloading and installation). The customer shall be responsible for formulating any claims within the legal conditions and time limits, should there be any transport delays or damage.

Without prejudice to the measures to be taken with regard to the carrier, any claims concerning apparent defects in the article delivered or its non conformity with the article ordered, must be sent in writing within 8 days of delivery of the article, along with proof of the real nature of the said defects or non conformity.

If no such reserves are sent by registered post (with receipt) within 8 days of delivery, the order is deemed to be complete and the articles are deemed to be in compliance with the order, its specifications and with the customer’s requirements.

We will not accept returned goods, whether all or part of the order, unless we have given prior written consent for their return.

If we have given our consent for a return, we shall, as we see fit, either replace the article with one with similar characteristics, or reimburse its purchase price (price after application of discounts or rebates granted on the corresponding invoice) less an indemnity for loss of enjoyment equal to 10% of the pre-tax price.

In addition to the legal guarantee, we guarantee the products we manufacture against design defects not resulting from errors or omissions in the information and documents that have been supplied to us for the purposes of our studies.

Our contractual guarantee is valid for 12 months from the date of delivery. It may only be brought into play if we have been informed that a defect or fault has been detected within 48 hours of the discovery of the aforesaid fault or defect and if we have been able to examine the defective goods before they have been taken apart in any way. Under the terms of this guarantee, we shall, as we see fit, repair the article (parts and labour only; postage and packing costs incurred in sending the goods to our company and in returning the repaired article to the customer are to be paid by the customer) or replace it with an article with similar characteristics.

Our prices shown on the confirmation of the order are determined according to the price scales in force on the day the order is placed. They do not include VAT, packaging or transport costs.

Our invoices are all payable to WARNER ELECTRIC EUROPE , B.P. 20095 – 49182 ST BARTHELEMY D’ANJOU Cedex, within 30 days of the date shown on the invoice at the latest, unless other conditions are stipulated, and by the methods indicated on the invoice. If payment is made by banker’s draft, the accepted draft must be returned to us within ten days of the date shown on the invoice.

The minimum invoice amount is 175 € exc. VAT.

Nonetheless, depending on the risks incurred, we reserve the right to reduce the time allowed for payment at any time or to ask for certain guarantees.

A discount is given for advance payment. The amount of this discount is determined according to the financial market and is specified on the invoice.

The customer waivers the benefit of compensation as given in article 1289 of the Civil Code.

Payment dates are imperative. Whatever the method of payment used, any invoice that remains unsettled on its due date will result in the following steps:

• all sums remaining due for delivered goods will become payable immediately, as will all accounts receivable from the customer, whether outstanding or due,
• the suspension or cancellation, as we see fit, of any ongoing orders. In these circumstances, instalment payments that have already been made will be kept by our company as compensation,
• the payment of interest at twice the legal rate in force on the due date for the payment, in application of the law of 31^st December 1992. Interest will be capitalised as soon as it is due for a full year.

As a penalty clause, the payment of a penalty equal to 15% of the sums due will be incurred for the contentious recovery of a debt. This penalty is without prejudice to the other costs and fees incurred.

Our studies, projects, plans, models etc. always remain our property. No papers or documents, or the content thereof may ever be divulged or used either partially or in whole, without our prior written authorisation.

The order delivered shall remain our property until full payment of the principal sum, interest, costs and accessories has been received. Risk in the goods and insurance obligations shall pass to the customer upon departure of the articles from our warehouses.

All litigation relating to the interpretation or execution of these terms and conditions is subject to the courts located in ANGERS.