1 - APPLICATIONS
1.1. The General Terms and Sales Conditions determine the rights and obligations of Neolix and their customers and shall apply to any order of goods and services placed with Neolix. Any order placed by the customer implies agreement without restriction of these terms of sale.
1.2. These General Terms and Sales Conditions are the only ones that can be applied, except the General or special conditions of sale for the customer, or any other condition, subject to any special conditions, amendments or changes upon express and written agreement by both parties as part of a special order.
1.3. Neolix deals with practising dental surgeons and professional dentistry organizations and not with consumers. Anyone offending this provision is liable to expose himself to legal proceedings and be responsible for the damage caused to NEOLIX consequently.
1.4. Neolix is not bound by the information disclosed about our plates, prices, website or any other documents. We reserve the right to delete or modify information provided in these documents without notice and at any time, with no obligation to make any changes in the products delivered or ordered.
1.5. Neolix reserves the right to use duly selected subcontractors or suppliers.
1.6. We can only take into account the orders placed by the customer through a contract, an order form, or on company letterhead and sent by fax or by post. Any customer can use the forms provided by Neolix or place phone orders as well, upon express written confirmation by the customer.
1.7. For any additional order, the order terms (price, deadline…) are subject to our price list except by mutual agreement of both parties.
1.8. The possible invalidation of provisions of the current general terms and sales conditions in part could not make the other conditions null and void.
1.9. The failure in applying the provisions specified in these general terms and sales conditions by Neolix or by the customer could not mean the abandonment of these rights.
2 – PRICES AND DEADLINE
2.1. Unless specified in NEOLIX’s special conditions, our sales proposals are valid for one month.
2.2. Our prices are shown in euros and are EXW France, exclusive of taxes and duties, based on the current pricing on the day of the offer issuance. The price exclusive of taxes invoiced upon order confirmation is a firm rate.
2.3. The applicable taxes are the current taxes on the billing date. Any VAT increase or any other tax declared between the order issuance time and the delivery time will be charged to the customer.
2.4. Any levy, tax or any other service fees, in accordance with the French laws, or those charged by an importer country or a transit country are charged to the customer.
2.5. The rates shown on the documentation and Neolix website as well are guaranteed until new rates are applied and supersede all previous prices.
2.6. Any order is considered as firm and subject to acceptance by Neolix able to put it on hold or cancel it.
2.7. Neolix prices are only applied to the supply of products and services detailed in the quotes or special conditions with the exception of any other products and services. If the latter are ordered by the customer, they will be charged to him in addition to the corresponding price in the special conditions.
2.8. The delivery times are given on an indicative basis with the most possible accuracy and especially depend on our current supply capacity and forwarders. The indicative delivery times could not be considered as the company’s commitment unless otherwise specified and significant delay is attributable to Neolix. Neolix will do everything in its power to comply with the stated delivery times.
2.9. The customer cannot put forward a termination of the contract or compensation due to delivery delay or the partial delivery of an order. He cannot put forward any other claims unless written acceptance by Neolix. It may be only possible to cancel an order after two months completed and sending a formal notice by registered mail.
3 – DELIVERY
3.1. The delivery is either completed by door-to door distribution, or by notification of the availability of the product. Otherwise the product will be handed over to the driver from a shipping company.
3.2. In metropolitan France, for any order below € 500 exclusive of taxes, the shipping and insurance costs are charged to the customer and billed at the rate of € 10.00 exclusive of taxes.
3.3. Goods travel at the Customer’s risk. At the time of their receipt, express reservations should have to be notified to the driver with clear mentions on the delivery note of the number of parcels received, the poor condition of the parcels…The customer would be able to sue the shipping company in the time period set by the law. The claims submitted about the visible defects or the non-compliance of the product delivered compared to the product ordered or the packing slip, have to brought to our attention in writing within 15 days of the delivery date.
3.4. The customer should have to show evidence of the defects, issues noticed and give Neolix ability to investigate and fix the defects.
3.5. Should the customer refuse repairs, the shipping fees related to the maintenance equipment possibly offered will be charged.
3.6. Corsica : The shipping and packing costs are charged to the Customer regardless the order payment amount (shipping rate of the forwarder).
3.7. DOM-TOM (French Overseas Territories and Departments) and abroad: any purchase order form has to be sent by mail, or by fax at + 33-2-53-68-20-05, or by email to email@example.com.The remittance of these order forms is only a 100% down payment.
- The shipping, packing, carriage and insurance costs are charged to the customer.
- The shipments are usually sent via TNT or TNT International unless an other carrier is specifically required by the customer.
3.8. The products and services are usually delivered as soon as all is ready or from the completion of the services to the attention of the people designated by the customer, if need be.
4 – PAYMENT TERMS
4.1. Payment is due 30 days from invoice date without discount, except for contrary arrangements specified in our offers, order or invoice confirmations.
4.2. Any overdue payment not settled on the agreed date at our billing address means interests charges of 1.5% per month will be applied with no need to send a formal notice previously, and without prejudice to any legal costs and damages depending on the amount of prejudice incurred.
4.3. All legal costs incurred involving debt collection are charged entirely to the debtor. A standard payment rate of 15% based on the amount of the sum owed will be applied on any overdue invoice as damages for a rate of at least € 500 exclusive of taxes.
4.4. The payment method in application is T/T remittance or a bank cheque (the latter only for France). For any other payment method we require prior agreement of Neolix.
5 – OWNERSHIP- GUARANTEE- ACCOUNTABILITY
5.1. Our sales are subject to the retention of title clause and the transfer of ownership is only effective after the full payment of the invoice and its receipt.
5.2. The Customer is responsible for the goods under retention-of-title and accepts the risks involved. He shall insure them and will be held accountable for any damage incurred.
5.3. Neolix ensures the services provided to the customer are compliant with the third party rights and are not illegal.
5.4. The customer is solely responsible for content of the submitted orders sent to Neolix.
5.5. Neolix will not be responsible for any delays, mistakes, damage or any other reasons affecting the completion of its obligations except in case of force majeure including for example war, strikes, riots, equipment breakdowns, fire, bad weather, natural disasters, impossibility for Neolix to be supplied, etc…
6 – SALES TERMINATION
6.1. Neolix has right to terminate the sale by registered letter in case of non-fulfilment of contractual obligations by the customer especially if payment is more than 30 days late or if the customer fails or is likely to fail to meet any of its main obligations, and this before the obligation is required.
6.2. In the event of the termination of the sale by Neolix in accordance with the above paragraph, the customer will owe 40% of the selling price in damages.
6.3. No goods can be returned without our prior consent and on the condition that they are returned sealed in their original packaging. Returns will be accepted if the Customer provides a copy of the invoice and details regarding the reasons for the return or exchange. Any claims have to be reported within 15 days at the latest following the receipt date of the goods. The buyer is responsible for all the charges and risks involved in the return of merchandise.
6.4. In the event of the cancellation of an order in full or in part without the express prior consent of Neolix, the company has right to claim termination fees and payment for the goods already suppied and all services carried out. In the event of the unilateral cancellation of an order in full or in part by the Customer, all costs incurred in processing the order will be subject to compensation. The payment received by Neolix as compensation of the order termination remains the property of Neolix in any circumstances and no repayment will be accepted.
7 – LITIGATION
7.1. Any disputes with the Customer will be litigated before the Commercial Court of Laval where Neolix is registered even in the event of many plaintiffs of warranty recourse.
7.2. Cheques, bank transfers or any other transfer of venue could not supersede this clause conferring the jurisdiction. National law is applicable.