1.1 Any request for equipment from the Purchaser shall give rise to a preliminary offer which shall be submitted to the Purchaser by Read Generators for acceptance.
1.2 All offers shall be valid for a period of 1 month from the date of dispatch, except in the case of exceptional periods such as pandemics or geopolitical crises which could affect or influence the European market. The validity period of our offers will therefore be reduced to a maximum of 8 days.
1.3. The specifications relating to the equipment appearing in the offers and in particular, its quality, power, capacities, measurements, yields, are those indicated by the manufacturer and do not engage any guarantee on behalf of Read Generators.
ARTICLE 2 ORDER
2.1. All orders, including those placed by telephone, must be confirmed in writing by fax, e-mail or post.
2.2. The order must mention in particular: the quality, brand, type and references of the equipment, the agreed price, the method of financing, the place and date of delivery or collection if other than the place of invoicing.
2.3 Any addition to or modification of the order is only binding on Read Generators if accepted in writing.
2.4. Orders taken by Read Generators employees are valid only if they have not been cancelled in writing by Read Generators within 15 days of receipt.
ARTICLE 3 FINANCING
3.1. The financing of the equipment by a financing organization must be mentioned on the purchase order.
3.2. In the absence of a favourable response from the financing organisation within 30 days of placing the order, Read Generators reserves the right to cancel the sale. Any deposits paid will be returned to the Purchaser.
ARTICLE 4 CHANGE OF TECHNICAL SPECIFICATIONS
4.1. The Purchaser shall not be entitled to rescind the sale or seek the Vendor’s liability in the event of modifications to the initial technical specifications or characteristics, occurring between the placing of the order and delivery, which result from the application of a national or Community text or from the Manufacturer’s recommendations.
4.2 Read Generators undertakes to inform the Purchaser of such modifications as soon as possible.
4.3. In the event that Read Generators is unable to deliver the equipment ordered, it may either cancel the sale and refund any advance payments received, without further compensation, or deliver equipment with the same characteristics, at the Purchaser’s written request.
4.4 Unless otherwise specified by the Purchaser, the generating set is prepared by default with a TT neutral system. Any modification of the neutral system must be specified in advance by the Purchaser to the sales representative, before signing the quotation which initiates the actual order for this equipment. This modification of the neutral system may result in additional costs for the purchaser. The omission of specific information on the neutral system, other than the original assembly, shall not in any way legitimize the Buyer’s request to cancel the sale or to seek any liability on the part of the Seller.
ARTICLE 5 DELIVERIES DEFINITION
5.1. Delivery is made in accordance with the stipulations on the order, subject to compliance with the terms of payment.
5.2. Delivery shall be understood to mean: either dispatch to the Purchaser of the equipment from Read Generators’s factory or depot, or provision of the equipment at Read Generators’s head office or depot.
ARTICLE 6 DELIVERY TIMES TERMS AND CONDITIONS
6.1. Delivery times are always communicated according to supply possibilities at the time of the offer and are given as an indication only.
6.2. Any delay in delivery due to circumstances beyond the control of Read Generators shall not result in cancellation of the order. Read Generators may not be held liable for any prejudice resulting from this delay.
6.3. However, if delivery of the equipment has not taken place 3 months after the indicative delivery date, for any reason other than force majeure, the sale may be cancelled at the request of either party after sending a registered letter with acknowledgement of receipt. The Buyer will then only be entitled to the return of the deposit(s) paid, without further compensation.
6.4. Read Generators is automatically released from any liability in the event of force majeure or events such as: block-out, strike, epidemic, war, requisition, fire, flood, tooling accident or delay in transport or any other cause leading to partial or total unemployment for Read Generators or its suppliers.
6.5. Read Generators shall inform the Purchaser in a timely manner of the cases and events listed above.
6.6. Any delay in delivery due to force majeure shall result, at Read Generators’s discretion, either in the outright cancellation of the sale, or in the extension of the delivery or availability deadlines, without either party being entitled to claim any compensation.
6.7 In any event, timely delivery shall only occur if the Purchaser has fulfilled all its obligations to Read Generators.
6.8. When delivery is made by availability,Read Generators undertakes to inform the Purchaser in writing of the availability date.
6.9. The purchaser undertakes to take delivery of the equipment within 8 days of receipt of the notice of availability.
6.10 If the purchaser does not take delivery of his equipment within this period and at the latest 10 working days after the machine has been made available, storage costs will be invoiced to the purchaser without prejudice to any action the Vendor may take. The method of calculation will be as follows Length of unit x width of unit x €2.20 excl. tax x number of working days, i.e. €2.20 excl. tax/working day per m2. This amount will be invoiced and payable by the purchaser. This invoice will be subject to VAT.
ARTICLE 7 TRANSPORT
7.1. Read Generators chooses the mode of transport best suited to the shipment of the equipment.
7.2. Unless otherwise stipulated, transport operations are at the expense, risk and peril of the Buyer, who is responsible for checking the quantity and condition of the equipment on receipt of delivery. In the event of damage or breakage, he must make the usual reservations on the delivery note and inform the carrier within 48 hours of receipt, by registered letter with acknowledgement of receipt.
ARTICLE 8 RECEIPT AND INSPECTION
8.1. Equipment must be received and inspected within 2 days of delivery.
8.2. Without prejudice to the measures to be taken with regard to the carrier, the Purchaser shall inform Read Generators by registered letter with acknowledgement of receipt within the period specified in article 8.1. of any apparent defects or lack of conformity of the equipment delivered.
8.3 It shall be the Purchaser’s responsibility to detail the lack of conformity or the defect noted in a registered letter which must be sent to Read Generators within the time limits specified in article 8.1. The Purchaser shall allow Read Generators every facility to proceed with the observation of these defects or anomalies and shall refrain from intervening itself or having a third party intervene for this purpose.
8.4. After the period stipulated in article 8.1, any claim of any nature whatsoever shall be deemed inadmissible.
8.5. If the Buyer expressly or tacitly waives this acceptance, the equipment will be deemed to have been delivered in accordance with the order.
8.6. The non-conformity of part of the delivery does not relieve the Buyer of his obligation to pay for the material for which there is no dispute.
8.7. Any defect or fault recognized after contradictory examination shall only oblige Read Generators to replace, free of charge, the parts or equipment recognized as defective.
ARTICLE 9 PRICE DETERMINATION
9.1. Invoiced prices are those established on the date of the order on the basis of current economic conditions.
9.2. Prices are exclusive of VAT, excluding transport, and will be increased by VAT and/or any other similar taxes which may become due, at the rate applicable at the time they become due.
ARTICLE 10 PRICE INDEXATION
10.1 The parties agree that prices may vary according to fluctuations in exchange rates, the price of raw materials and/or transport, as well as any increases in the manufacturer’s tariffs or any taxes that may be imposed on us by the legislator. Insofar as the order activation date and the delivery date requested by the Buyer exceed or could exceed 60 days, then the parties agree that prices may change according to these fluctuations.
10.2 If, between the order and delivery dates, the price of the material ordered undergoes an increase not exceeding 10%, the Buyer will bear an increase equivalent to this variation.
10.3 If the variation exceeds 10%, Read Generators shall inform the Purchaser of the amount of the increase by registered letter with acknowledgement of receipt. When the sale concerns standard equipment, the Customer shall have the right to cancel the sale, in writing, within 8 days of receipt of the letter informing him of the price variation. In the case of specific equipment, the Purchaser may not cancel the sale, but Read Generators will bear the cost of any variation in excess of 10%.
ARTICLE 11 TERMS OF PAYMENT – In the absence of a special agreement negotiated between the parties, or a specific agreement with reference companies for which specific 30-day payment terms have been agreed between the parties, invoices are payable in cash, without discount. In the event of payment by instalments, non-payment of a single instalment will trigger the resolutory clause defined below.
ARTICLE 12 RESOLUTION CLAUSE – It is expressly agreed that in the event of non-payment of any instalment, the full price shall become immediately due and payable, and may lead to immediate reclamation of the goods. In addition, in the event of non-payment of any sum due under the present terms and conditions, the sale will be cancelled by operation of law after formal notice has been sent by registered letter with acknowledgement of receipt which has remained unsuccessful. As a penalty clause, the Buyer shall, in this case, pay a fixed indemnity of 100 euros for damages and interest, as well as late payment penalties equal to 1.5 times the legal interest rate. These penalties are calculated on the total amount due, including VAT. They run from the due date of the service rendered until full payment.
ARTICLE 13 DELAY OF TERM – In the event of total or partial non-payment of an order on the due date, the sums due in respect of this order or other orders already delivered or in the process of being delivered shall become immediately payable after formal notice has been duly given by Read Generators by registered letter with acknowledgement of receipt.
ARTICLE 14 REFUSAL TO SELL – All orders are accepted in consideration of the legal, financial and economic situation of the Purchaser at the time of the order. As a result, should the Purchaser’s financial situation deteriorate between the date of the order and the date of delivery, Read Generators shall be entitled either to demand cash payment prior to delivery, or to terminate the sale.
ARTICLE 15 WARRANTY – Read Generators’s repair and replacement obligations are subject to the following warranty terms and conditions: Read Generators set equipment is for professional use only and must be used by personnel trained in the use of generator sets. It must be installed and maintained by a professional approved and/or recognized by the generating set industry. In order to benefit from Read Generators service and warranties under the best possible conditions, all the steps involved in the installation, precautions, commissioning and maintenance of the equipment covered by the warranty are set out in the various manuals and guides made available to customers, which can be consulted and downloaded from the https://read-generators.com/ website. We advise you to familiarize yourself with these before using or installing the equipment. Correct installation, use and maintenance directly determine warranty coverage.
ARTICLE 16 RETENTION OF TITLE CLAUSE TRANSFER OF RISK
16.1 In accordance with French law no. 80-335 of May 12, 1980, all equipment sold by Read Generators is delivered and sold subject to full payment. Non-payment, even partial, authorizes Read Generators, notwithstanding any clause to the contrary, to recover the equipment from the Purchaser, after formal notice with acknowledgement of receipt. The right to reclaim shall apply even in the event of the Purchaser’s receivership or compulsory liquidation.
16.2 Notwithstanding article 1583 of the French Civil Code, delivery of the goods transfers the risks to the Buyer, both for damage to the goods and to third parties.
16.3 The return of equipment shall be at the Buyer’s expense and risk.
16.4 In the event of application of the retention of title clause, the Buyer shall be liable to pay an indemnity for devaluation. This indemnity shall not be offset against any advance payments made by the Buyer.
16.5 In the event of intervention by the Buyer’s creditors, in particular in the event of seizure of the equipment or in the event of the opening of collective proceedings, the Buyer shall immediately inform Read Generators by registered letter with acknowledgement of receipt, as well as the seizing creditors or the bodies of the collective proceedings. 16.6 The Customer shall bear the costs of any measures taken to stop such intervention, in particular those relating to a third party opposition.
16.7 The Buyer shall ensure that identification of the equipment is always possible.
16.8 In the event of non-completion of an acquisition following a firm order and over a period likely to exceed 60 days beyond the provisional date of delivery by the Seller, Read Generators may terminate the sale, retaining as acquired all deposits paid, to account for the loss.
ARTICLE 17 MATERIALS FOR RESALE – The Buyer is authorized, within the framework of the normal operation of its business, to resell the goods which are the subject of the sale. However, in the event of resale, the Buyer undertakes to immediately pay the balance of the price still due to the Vendor.
ARTICLE 18 NULLITY OF A CLAUSE – Should any clause of these general terms and conditions of sale be null and void or annulled, the other clauses shall not be rendered null and void.
ARTICLE 19 ATTRIBUTION OF JURISDICTION – In the event of any difficulty in the interpretation or execution of the present contract, the Commercial Court of Read Generators’s registered office shall have sole jurisdiction. In the event of disputes of any nature whatsoever, jurisdiction will be expressly assigned to the competent courts of Read Generators’s registered office, even in the event of summary proceedings, incidental claims or multiple defendants.
