General Terms and Conditions of Sale

1. GENERAL PROVISIONS

Placing an order implies the buyer's unreserved acceptance of these terms and conditions of sale. Consequently, none of the clauses appearing on purchase orders or in correspondence received from our buyers may deviate from these terms unless expressly and specifically stipulated otherwise in the text of our offers or acceptances.

2. QUOTATIONS AND CATALOGUES

Quotes are valid for 30 days from their date of issue and only become binding once the customer has approved them. Photos, diagrams, etc., appearing in catalogs provided by the seller or on the website www.teesourcing.com are not contractual. The seller reserves the right to a 5% tolerance on weight and dimensions.

3. COMMITMENT

The seller is only bound to a customer once the customer's order has been confirmed by a written acknowledgment of receipt expressly stating acceptance, issued by the seller. This is subject, where applicable, to the results of a credit check. Cancellation or partial or total modification of an order by the customer will only be permitted with the seller's agreement. In the event of a breach by the customer of any clause of these terms and conditions or the payment terms, the seller will have the right to cancel the order without charge or compensation. The seller reserves the right to invoice the buyer for materials supplied, labor costs, and expenses incurred by the seller in preparing and/or fulfilling the canceled order.

Offers made by our agents or by telephone are binding on us only if confirmed in writing. The buyer is deemed to have agreed to the content of our confirmation if, within eight days and in any case before delivery, they have not notified us in writing of any objections.

4. PRICE AND BILLING

Our prices are subject to change without notice, and sales are always finalized upon delivery. Any changes to the rates or nature of taxes applicable to our sales will be reflected in the prices already quoted to our customers, as well as those for current orders, from their legally applicable date.

We reserve the right to revise our prices, even during the execution of a contract, if labor, material, or transportation conditions change. Unless otherwise agreed in writing, our prices are always for goods delivered to our warehouses.

5. DEADLINES

Under no circumstances will delays give rise to the payment of damages of any kind whatsoever, including for loss of profits, nor to the withholding of all or part of the price, nor to the cancellation of the order in progress. The seller's contractual obligations will be automatically suspended without formality, and the seller will not be liable to the customer in the event of occurrences such as, but not limited to: any work stoppage, lockout, accident or manufacturing delay, fire, flood or accidental event, equipment breakdown (in our workshops or at our suppliers' premises), war, riot, requisition, government action, mandated reduction of imports, shortages or difficulties in the supply of raw materials, delays in the transport of goods, and, more generally, in the event of any circumstance beyond the control of the seller, its suppliers and service providers, occurring after the conclusion of the sales contract and preventing its execution under normal conditions. The delivery times and transport times indicated by us are given for information purposes only and, except in unforeseen circumstances or cases of force majeure, do not constitute any commitment on our part.

5. TRANSPORT

Regardless of the mode of transport, and even if shipped carriage paid by the seller, goods always travel at the recipient's risk. In case of delay, loss, damage, or theft, it is the customer's responsibility to initiate a claim with the carrier within the allotted time, by registered letter with acknowledgment of receipt.

Goods transported in our trucks are delivered to the recipient's door. For deliveries to construction sites, the site must be easily accessible, safe, and without risk. We decline all responsibility for any damage caused by the transport vehicle on the construction site if such damage results from difficult access or unsuitable terrain. Similarly, the recipient is responsible for directing and managing the necessary maneuvers for vehicle access and movement within the recipient's premises.

The unloading of goods is always the responsibility of the customer, whether transported by rail, water, or road. A delivery stipulated as "free on site" does not alter this clause. Unloading must be carried out properly and efficiently with sufficient manpower and as quickly as possible after arrival at the site. Waiting time will be charged to the recipient.

7. RECEIPT OF GOODS

Goods are considered received and accepted upon leaving the factory or warehouse. Upon arrival at the recipient's address or the construction site, it is the customer's responsibility to inspect their condition before unloading. The customer alone is authorized to raise any concerns with the carrier.

8. RETURNS

Goods that have been delivered and accepted are not returnable. If, exceptionally, such a return is agreed upon, it may only take place subject to the following two conditions:

– return less than one month after delivery.

– based on the invoice, 20% of the net unit price will be deducted as a return and logistics fee.

9. WARRANTY – CLAIMS

In the event of non-compliant delivery or a dispute, all claims must be submitted to us in writing within eight days of receiving the goods. In the case of a latent and acknowledged defect, our warranty is limited solely to the replacement of the defective products, excluding any compensation for ancillary costs such as removal and reinstallation of materials, or for damages due to downtime or other losses. Under no circumstances can our liability exceed that of our own suppliers. The dimensions, colors, and weights of certain materials, which are subject to variations inherent in their nature or manufacturing process, are subject to standard tolerances.

10. PACKAGING

If the goods are delivered on pallets or in returnable packaging, the deposit amount is included on the invoice and payable at the same time as the goods. Reimbursement of this deposit is only due after receipt of the packaging, returned carriage paid and in good condition to the point of origin, within a maximum period of one month. Damaged packaging will not be accepted. Under no circumstances does the deposit of packaging confer ownership.

11. REGULATIONS

Acceptance of our drafts does not constitute a novation or a waiver of the above clause. Failure to pay by the agreed due date, or even refusal to accept our drafts, renders the entire amount owed immediately payable. It automatically results in the termination of all current contracts and orders and releases us from all our obligations. Late payment interest, calculated at 2% per month, accrues automatically from:

a. The due date of an unpaid bill, even in the absence of a protest or formal notice.

b. The contractually agreed deadline. After unsuccessful formal notice by registered letter, the buyer further undertakes to pay, as compensation and a penalty clause, in accordance with the provisions of Article 1226 of the Civil Code, a surcharge equal to 10% of the remaining principal amount due. During the performance of a contract, before or during deliveries, we reserve the right to demand from the buyer a sound and solvent guarantee for the price of the supplies delivered or to be delivered and, in the event of refusal, to terminate the contract.

12. PROPERTY

The seller retains ownership of the goods until the customer has paid the invoice in full. However, it is understood that the mere delivery of a negotiable instrument creating an obligation to pay, such as a bill of exchange or any other instrument, does not constitute payment within the meaning of this clause. The seller's original claim against the buyer remains in effect, with all associated guarantees, including the retention of title, until said instrument has been paid in full. The above provisions do not preclude the transfer to the buyer, upon delivery of the goods, of the risks of loss or damage to the goods subject to retention of title, as well as any damage they may cause. The buyer must take out insurance covering these risks from the date of delivery. Until the price has been paid in full, the buyer must keep the goods from the seller separate and not mix them with other goods of the same nature from other suppliers. In the absence of individualization, the seller may demand immediate payment for the goods or repossess those still in stock. In the event of seizure (precautionary or assigned), or any other intervention by a third party concerning the goods, the buyer must inform the seller immediately so that the seller can take action to oppose it and protect its rights. Furthermore, the buyer is prohibited from altering, pledging, or transferring ownership of the goods, whether as security or otherwise, until the principal and any related charges have been paid in full to the seller.

13. DISPUTES

Any dispute arising from the interpretation or performance of these agreements shall be subject to the exclusive jurisdiction of the Commercial Court of the seller's establishment, regardless of the payment terms, even in the event of a third-party claim or multiple defendants, and notwithstanding any conflicting clauses. All costs, fees, and expenses of any kind incurred in the enforcement proceedings shall be borne entirely by the party found to be in default of its contractual obligations.