www.applewood.fr website

Effective 17/04/2023

APPLEWOOD ENTERPRISES FRANCE (hereinafter “APPLEWOOD”) is a simplified joint-stock company (SAS) with a capital of €200,000, registered with the Evreux Trade and Companies Register under number 390 049 054, with its registered office located at 677 Allée de la Fosse Moret – ZAC ECOPARC 2, 27400 HEUDEBOUVILLE, France. APPLEWOOD specializes in operational marketing. It develops tailor-made solutions and offers tools enabling companies to implement customer loyalty programs and boost team performance. In this context, APPLEWOOD operates the website www.applewood.fr (hereinafter referred to as “the Site”), which offers a wide range of multi-brand products. The company’s contact details are as follows: Telephone: +33 02 32 634 634 – Email: support@applewood.fr.

ARTICLE 1: PURPOSE AND SCOPE

These General Terms and Conditions of Sale (hereinafter “GTCs”) outline the terms of the contract between the professional customer (hereinafter “the Customer”) and APPLEWOOD (hereinafter “APPLEWOOD” or “the Supplier”). They detail the full obligations and rights of both parties and apply to all product sales concluded by APPLEWOOD with its professional Customers.

The signing of any quote, purchase order, commercial proposal, or any other document by the Customer implies the Customer’s full and unconditional acceptance of these General Terms and Conditions, which form the sole basis of the commercial negotiation.

The GTCs take precedence over any contrary conditions, including any general or specific conditions issued by the Customer, including any potential purchase conditions and purchase orders, which have not been expressly accepted by the Supplier. These GTC may be amended at any time, without prior notification from the Supplier before they come into effect. They may be supplemented and/or partially modified by special conditions regularly approved by the Parties. The failure to enforce any provision of the GTC at any given time does not imply a waiver by the Supplier to enforce it at a later date. Should certain provisions of the GTC be or become invalid, or should one or more clauses be lacking, the validity of the other provisions of the GTC shall not be affected.

ARTICLE 2: OPENING OF A CUSTOMER ACCOUNT

To open an account with APPLEWOOD, the Customer agrees to provide complete contact details (Company name, address, commercial contact, phone number, email, VAT number, billing address, accounting information, bank details, etc.) as well as a current KBIS (company registration) certificate. Any changes to contact details and information, particularly those listed on the KBIS (company registration) certificate, must be communicated to APPLEWOOD as soon as possible. No order will be processed by the Supplier without the opening of an account by the Customer and its subsequent approval as specified below. Without an account, the Customer will be unable to place an order or access the product catalog available via the www.applewood.fr website made available by the Supplier.

ARTICLE 3: PRODUCTS AND ORDERS

  • Products

Selection of products can be carried out in the following ways:

Access to the Site by the Customer is only permitted once the account has been opened and duly approved by the Supplier, using the credentials provided.

Once logged into their account online, the Customer creates and names a selection, then accesses the Supplier’s multi-brand product catalog and selects the products they wish to include in their order. When the selection is complete, it is sent to and processed by the Supplier, who then converts it into a purchase order. These General Terms and Conditions of Sale are supplemented by the General Terms of Use of the www.applewood.fr website.

  • Orders

An “order,” is understood as any request for our products sent by the Customer to the Supplier exclusively via email at: commande@applewood.fr. The order is considered firm and final only after the acknowledgment of receipt is sent by the Supplier and the order is confirmed by the Customer ‘s email reply.

Sales are finalized only after the Supplier’s express written acceptance of the Customer’s order, which will include ensuring the availability of the requested products, as evidenced by the Supplier’s signature on the purchase order or by sending the Customer a confirmation of the order.

Orders must be confirmed in writing with a purchase order duly signed by the Customer.

Products are provided at the prices listed on APPLEWOOD’s website and, if applicable, in the commercial proposal sent to the Customer. These prices are fixed and non-negotiable during their validity period.

Should the Customer place an order with APPLEWOOD without having paid for previous orders or in the event of payment delays or exceeding credit limits, APPLEWOOD may refuse to honor the order and deliver the concerned goods, without the Customer being entitled to any compensation.

  • Order Modification and Cancellation

Cancellations, suspensions, or modifications must be requested in writing by the Customer.

Any modifications requested by the Customer can only be considered, within the limits of the Supplier’s capabilities and at its sole discretion, if notified in writing at least ten (10) days before the scheduled delivery date of the ordered products. This is after the Customer has signed a specific purchase order and adjusted the price if necessary. Failure to comply with these conditions will result in the Customer being liable for the full agreed price.

In the event of cancellation of the order by the Customer for any reason other than force majeure, the deposit paid with the order will be automatically retained by the Supplier and will not be subject to any refund.

In case of permanent or temporary unavailability of a product, the Supplier reserves the right to offer the Customer an equivalent or superior product under the same pricing conditions.

ARTICLE 4: ELECTRONIC PROOF

In the event of an order via electronic or digital means, these General Terms and Conditions of Sale will be deemed accepted at the time the order is placed, in accordance with the provisions of Articles 1366 et seq of the French Civil Code.

ARTICLE 5: PRODUCT AVAILABILITY

APPLEWOOD is not a manufacturer and therefore does not supply products in large quantities. Product offers are valid within the limits of available stock at the manufacturers. In the event a product becomes unavailable after the order has been placed, the Supplier will inform the Customer as soon as possible.

ARTICLE 6: PRICES AND BILLING

For each product offered, the catalog accessible via the internet lists:

  • The purchase price excluding taxes (indicated in red) for the product offered by APPLEWOOD.
  • For reference, the product price (referred to as “PPI”) is provided by APPLEWOOD’s suppliers.
  • The indicative delivery price (price according to quotation, adjusted for weight).

Due to pricing adjustments imposed by APPLEWOOD’s manufacturers/suppliers, the Customer is informed that the prices of products listed on the Site may fluctuate upwards or downwards. APPLEWOOD thus reserves the right to modify the prices of products listed in the catalogue at any time. The products presented on APPLEWOOD’s website do not constitute a firm and complete offer.

Products will be billed to the Customer based on the prices in effect as stated in the confirmed purchase order/quotation agreed upon by the parties.

Supplier prices, unless otherwise stated, are quoted in euros, excluding taxes, with shipping costs additional as per the Customer’s requirements. Prices include the applicable French VAT as of the day of the order. Any change in the applicable rate may be reflected in the selling price of the products listed on the site. Prices are provided to the Customer excluding taxes (HT) and including VAT (TTC).

For any first order, the Customer must make the full payment on the same day via bank transfer. Payment is due in full according to the terms specified in the commercial proposal or purchase order.

  • Advance Payment

For subsequent orders, an advance payment of thirty percent (30%) of the total order price is required for any order exceeding €10,000 excluding VAT. In such cases, the order will only be considered valid upon receipt of the corresponding advance payment. The remaining balance is payable within 30 days from the issuance of the invoice. The Supplier is not obligated to proceed with the delivery of the products ordered by the Customer if the Customer does not pay the price in accordance with the conditions and terms outlined above.

For orders below €15,000 excluding VAT, the Customer must pay the full amount within 30 days from the issuance of the invoice.

  • Payment Methods

The following payment methods are authorized:

  • via bank transfer to the Supplier’s bank account, which will be provided to the Customer upon request.
  • by bank check, which must be issued by a bank located in mainland France or Monaco.

The check will be processed for deposit immediately.

Payments made by the Customer will only be considered final once the Supplier has received and collected the amounts due.

  • Payment due dates

Except for the advance payment mentioned above, the remaining balance of the price is to be paid in full and in a single installment within thirty (30) days from issuance of the invoice. The due date will be specified on the invoice sent to the Customer. Invoices will be sent by the Supplier via email or by post if requested by the Customer.

If the Customer has a credit limit, it will be accepted up to an amount of €15,000 excluding VAT, unless expressly agreed otherwise by APPLEWOOD.

  • No Discount

No discount will be granted for immediate payment or for payment within a period shorter than that specified in these General Terms and Conditions of Sale or on the invoice issued by the Supplier. Compliance with the payment terms and dates is an essential condition of the contract. The Customer agrees to pay any tax, duty, or other charges required by French regulations.

  • Late Payment

The Supplier may suspend all ongoing orders and will not be obligated to proceed with the delivery of products if the Customer fails to pay the price in accordance with the conditions and terms specified above, without prejudice to any other legal actions against the Customer.

Any amount unpaid by the due date will incur late payment penalties to be paid by the Customer. These penalties will be due the day after the payment deadline stated on the invoice if the amounts due are paid after this date. In accordance with the provisions of the French Commercial Code, this rate is equal to the interest rate applied by the European Central Bank to its most recent refinancing operation, plus an additional 10 percentage points. Late payment penalties are due automatically without the need for a reminder. In accordance with Articles L441-6 and D.441-5 of the French Commercial Code, any late payment also incurs a fixed compensation of €40 for recovery costs. The Customer must also reimburse any costs incurred from the legal collection of the amounts due, including fees for legal officers. Late payment penalties are due without formal notice or additional demands. Under no circumstances can payments be suspended or offset without the prior written consent of APPLEWOOD. Any partial payment will first be applied to the non-preferential portion of the debt, then to the amounts that are the oldest in terms of due date.

  • Retention of Title

The Supplier retains ownership of the products sold until full payment of the price by the Customer is completed. This retention of title allows the Supplier to reclaim possession of the products if payment is not made. Any advance payment made by the Customer will be retained by the Supplier as a flat-rate indemnity, without prejudice to any other actions the Supplier may take against the Customer. However, the risk of loss and deterioration of the products will transfer to the Customer upon delivery of the ordered products.

Products delivered by the Supplier and held in stock at the Customer’s premises must be handled by the Customer as being on deposit. The Customer is responsible for insuring these products against all risks that might affect their value, at the Customer’s expense, until the price is fully paid.

Action by Third Parties: The Customer must immediately inform the Supplier of any actions taken by third parties that could affect or jeopardize the retention of title, such as seizures or pledging. These third parties must also be notified that the goods are the property of the Supplier.

ARTICLE 7: DISCOUNTS AND REBATES

The Customer may benefit from discounts and rebates as outlined in the Supplier’s pricing terms, based on the quantities purchased or delivered by the Supplier in a single transaction and at a single location, or based on the regularity of the Customer’s orders.

ARTICLE 8: DELIVERY

APPLEWOOD provides the Customer with the following resources:

– Frequently Asked Questions (FAQ), accessible via the following link: https://applewood.fr/assistance/litiges-transporteurs/

– Goods Reception and Transport Dispute Procedure Document, accessible via the following link:https://catalogue.applewood.fr/assets/pdf/PROCEDURE_RECEPTION_ET_LITIGES_TRANSPORTS_v180121.pdf

Products are delivered to the address provided by the Customer to the Supplier during the ordering process.

  • Delivery Time

Unless otherwise agreed by the parties on specific delivery times, these times are provided for indicative purposes only

Orders will be fulfilled to the best of the Supplier’s abilities.

The Supplier is committed to making every effort to meet the delivery times of the products. Any delays beyond the specified delivery time cannot give rise to claims for damages, retention, or cancellation of ongoing services. In any case, the Customer is advised that timely delivery can only occur if the Customer is up to date with their obligations to the Supplier, regardless of the cause.

The Supplier uses the services of an independent carrier to deliver the products ordered. Based on the delivery conditions set by the carrier, the Customer must inspect the package upon receipt and accept it only if it is compliant.

  • Goods Reception Procedure

The Customer is responsible for following the recommended procedure for receiving goods.

The Customer must review the transport documents to ensure that the goods are correctly addressed to them. They should verify the quantities and inspect the condition of the packages and goods in the presence of the carrier before signing the delivery note.

In the event of any apparent anomalies upon unloading, such as damaged goods or discrepancies from the order, the Customer must refuse the delivery and record precise and comprehensive reservations (e.g., shortages, damage: condition of the packaging, marking on the product, type of damage, etc.) on the delivery note. Additionally, the Customer must confirm these reservations, including photos if applicable, to the carrier by registered mail with acknowledgment of receipt within a maximum of 72 (seventy-two) hours from receipt. Otherwise, the right to hold the carrier liable will be expired.

If the carrier refuses to wait for the complete inspection of the packages, it is recommended to sign the transport document with the following reservation: “Inspection impossible as the driver refuses to wait for the complete inspection of the package(s).”

For any defects discovered in the package content that were not apparent at the time of unloading but noticed after the departure of the carrier, the Customer must send the details of the defects to the carrier (contact information available on the delivery note) by registered mail with acknowledgment of receipt within a maximum of 72 (seventy-two) hours following receipt of the goods. Otherwise, the right to hold the carrier liable will be expired. Simultaneously, the Customer must inform the Supplier by email at the following address: litigetransporteur@applewood.fr

Please note that the term “subject to unpacking” has no legal value and does not establish that damages existed at the time of delivery.

Failure to comply with the aforementioned procedures will prevent any claims against the carrier or the Supplier. In any case, compliance with these obligations by the Customer does not guarantee compensation from the carrier. The final decision on whether a claim is valid rests solely with the carrier, who will determine if the claim is acceptable.

  • Reporting Transport Disputes to APPLEWOOD

In addition to the actions taken with the carrier as outlined above, the Customer must inform the Supplier of any transport disputes within a maximum of 72 hours from the delivery of the goods.

Failure to comply with these conditions and deadlines will result in the dispute or claim being disregarded.

ARTICLE 9: TRANSFER OF OWNERSHIP AND TRANSFER OF RISKS

The Supplier retains ownership of the products sold until full payment of the entire price, including principal and accessories. The provision of a bill of exchange or other debt instrument does not constitute payment. Failure to pay any of the installments may lead to reclamation of the products and automatic termination of the contract, which will occur upon the sending of a registered letter with acknowledgment of receipt. In such cases, any deposits will remain with APPLEWOOD as compensation, without prejudice to a more complete compensation for the damage incurred.

Notwithstanding the delayed transfer of ownership until full payment of the price, the Customer is informed that, at the moment they physically take possession of the ordered products, the risks of loss or damage to the products are transferred to them.

The Customer acknowledges that it is the carrier’s responsibility to perform the delivery, and the Supplier is deemed to have fulfilled its delivery obligation once the products are handed over to the carrier, who has accepted them without reservation. Therefore, the Customer has no recourse against the Supplier in the event of problems related to delivery of the ordered products or damages occurring during transport or unloading.

ARTICLE 10 : WARRANTY

The products delivered by the Supplier are covered by a contractual warranty up to the limit of the warranty provided by the manufacturer, starting from the date of delivery. This warranty covers non-compliance of the products ordered and any hidden defects resulting from a flaw in material, design, or manufacturing that affects the delivered products and renders them unsuitable for use.

The warranty is inseparable from the Product sold by the Supplier. The Product cannot be sold or resold if altered, transformed, or modified.

This warranty is limited to the replacement or refund of non-compliant or defective products.

The warranty is void in the event of improper use, negligence, or lack of maintenance by the Customer or the Customer’s beneficiary, as well as in cases of normal wear and tear or force majeure.

This warranty also covers labor costs. Replacing defective products or parts does not extend the duration of the warranty. The warranty will not apply if the products have been used abnormally or under conditions different from those for which they were manufactured, particularly if the conditions specified in the user manual are not met. It also does not apply in cases of deterioration or damage resulting from impacts, drops, negligence, lack of supervision or maintenance, or product modification.

The Customer must, under penalty of forfeiture of any related legal action, inform APPLEWOOD of the existence of defects as soon as they are discovered and no later than forty-eight (48) hours from their discovery, by:

  • Email:
  • Using the After-Sales interface procedure accessible by clicking on this link:

The Customer is required to provide the following information to the After-Sales Department: purchase date, product name, serial number, reference and brand of the product, intermediary, order number, delivery note number, description of the observed fault, photos, etc.

APPLEWOOD will acknowledge receipt of the claim opening within 48 working hours. The Customer can track the status of their After-Sales claim online via their After-Sales account.

If the request is approved, the Supplier will send the Customer a document named “After-Sales Return Agreement,” which includes all relevant information and an After-Sales number. The Customer must then send the package at their expense to APPLEWOOD, Logistique Services, 34 Grande Rue, 27430 Saint-Pierre Du Vauvray, France, with the product along with the document titled “Return Agreement” containing the assigned After-Sales number. The Customer is advised they must return the product in packaging that provides optimal protection. In the event of inadequate packaging, the Supplier will be entitled to refuse the request for processing.

Depending on the observed fault, the Supplier will:

  • Replace or repair the defective Products or parts under warranty.
  • Send the product to the manufacturer for repair or replacement depending on the fault.

The Customer is informed that the indicative processing time for SAV requests is 3 weeks from the receipt of the concerned product.

ARTICLE 11 : LIABILITY

The Supplier undertakes to apply all necessary care in the execution of its services and declares it is insured for its professional civil liability with a financially sound insurance company. In all cases, the amount of liability is strictly limited to the reimbursement of the amounts actually paid by the Customer.

ARTICLE 12 : SUBCONTRACTING

The Customer is informed that the Supplier may partially subcontract the services entrusted to it. In such cases, the Supplier will inform the Customer.

The Customer is hereby informed that the services provided by APPLEWOOD require the services of the following subcontractors:

  • A third-party supplier for the hosting of data collected by the Supplier (Hosting Provider)
  • A third-party supplier for the logistical services carried out under these General Terms and Conditions.

ARTICLE 13 : PERSONAL DATA

The Supplier respects the privacy of its Customer and is committed to treating all information collected that can identify the Customer as confidential.

The information collected is processed by APPLEWOOD, located at 677 Allée de la Fosse Moret – ZAC ECOPARC 2, 27400 HEUDEBOUVILLE, which is responsible for processing orders placed by the Customer.

The collection of the Customer’s information is essential for processing the order. Refusal to consent to the processing of personal data would prevent the Supplier from executing the service.

Personal information is retained for the legally required duration and is intended for the individuals responsible for processing it within the Supplier’s company, as well as for subcontractors, provided that the contract signed with the subcontractors includes obligations concerning the protection, security, and confidentiality of data (Article 28 of the EU General Data Protection Regulation (GDPR) 2016/679) and specifies the security objectives to be achieved.

The Supplier does not transfer data outside the European Union.

Service providers who may be involved in preparing orders on behalf of the Supplier may have access to or be sent parts of this information due to the services performed. In such cases, the Supplier is committed to ensuring an adequate level of data protection.

The Supplier strictly requires its service providers to use Customers’ personal data solely for managing the services they are contracted to provide. The Supplier also requires its service providers to always act in compliance with applicable data protection laws and to pay particular attention to the confidentiality and security of such data.

In accordance with the EU General Data Protection Regulation (GDPR) 2016/679, the Customer has the right to access their data, request corrections, erasure, limit processing, object to processing, or request data portability by contacting dpo@applewood.fr

The Customer is hereby informed of the Data Management Policy implemented by the Supplier https://applewood.fr/confidentialite/

ARTICLE 14 : INTELLECTUAL PROPERTY

It is specified that all elements on documents provided by the Supplier or available on the website, including its structure, the products offered, the contents, the information presented, the illustrations, photographs, images, sounds and videos, their organization, the databases, and the software tools used, are protected under copyright, trademark law, and intellectual property rights by the current intellectual property legislation. APPLEWOOD holds all associated rights.

APPLEWOOD grants the Customer who accesses the website a personal, non-exclusive right to use the Site and its contents. Accordingly, the Customer agrees to respect the intellectual property rights related to the site and its components, and specifically not to:

  • Reproduce, represent, modify, alter, or redistribute any element contained in or relating to the Site without the prior authorization of the Company;
  • Misappropriate or commercially use the Site and/or the services offered;
  • Extract, reuse, store, reproduce, represent, or retain, directly or indirectly, in any form, any qualitatively or quantitatively substantial part of the Site, as well as perform repeated and systematic extraction or reuse of qualitatively and quantitatively non-substantial parts when these operations clearly exceed the normal conditions of use.

Any unauthorized use, dissemination, reproduction, or representation, in whole or in part, of the Site and its components by any means is prohibited and constitutes infringement under the Intellectual Property Code.

ARTICLE 15 : NON-DISCLOSURE

The Customer is prohibited from disclosing to third parties the descriptions and/or informational elements (including photos, prices, tables in Excel or PDF files generated via the Site, etc.) of the products and services offered through the Site. The aforementioned information elements are strictly confidential and cannot be disseminated, in whole or in part, without the written authorization of APPLEWOOD. Failure to comply may result in legal action.

ARTICLE 16 : UNFORESEEABILITY

These General Terms and Conditions of Sale expressly exclude the legal regime of unforeseeability provided for in Article 1195 of the French Civil Code for all Product Sales operations. Both the Supplier and the Customer each waive the provisions of Article 1195 of the French Civil Code and the regime of unforeseeability it provides, committing to fulfill their obligations even if the contractual balance is disrupted by circumstances that were unforeseeable at the time of the sale, even if its execution proves excessively burdensome, and to bear all the economic and financial consequences.

ARTICLE 17 : ENTIRETY

In the event that any clause is declared null and void due to a change in legislation, regulation, or a judicial decision, this shall in no way affect the validity and enforceability of these General Terms and Conditions of Sale.

ARTICLE 18 : WAIVER

APPLEWOOD’s failure to enforce any clause of these Terms and Conditions at any given time shall not constitute a waiver of its right to enforce such clauses at a later time. These General Terms and Conditions of Sale are expressly agreed to and accepted by the Customer, who acknowledges and recognizes having full knowledge of them, and consequently waives any contradictory documents, including their own general terms of purchase.

ARTICLE 19 : FORCE MAJEURE

The Customer cannot hold APPLEWOOD liable or terminate the contract in the event of a case of force majeure. Force majeure, as defined by Article 1218 of the French Civil Code, occurs when an event beyond the control of the debtor, which could not reasonably have been foreseen at the time of the contract’s conclusion and whose effects cannot be avoided by appropriate measures, prevents the debtor from performing their obligation.

If the impediment is temporary, performance of the obligation is suspended unless the resulting delay justifies termination of the contract.

If the impediment is definitive, the contract is automatically terminated, and the parties are released from their obligations under the conditions provided by Articles 1351 and 1351-1 of the French Civil Code.

Explicitly, force majeure or fortuitous events include, in addition to those usually recognized by French case law, the following: the judicial liquidation of a Supplier or a Supplier’s subcontractor; the blocking or disruption of communication, telecommunication, or postal means; as well as an interruption or blockage of the electricity network, cyberattacks, and unavailability of resources, including human resources.

ARTICLE 20 : CONTRACT TERMINATION

  • Termination for force majeure

Termination by operation of law for reasons of force majeure, notwithstanding the clause Termination for failure by a party to fulfil its obligations set out below, may only take place 30 days after receipt of formal notice served by registered letter with acknowledgement of receipt or by any extrajudicial act.

However, this formal notice must state the intention to apply this clause.

  • Termination for failure of a party to fulfil its obligations

The automatic termination for force majeure can only occur 30 days after receipt of a formal notice sent by registered letter with acknowledgment of receipt or any extrajudicial act. However, this formal notice must indicate the intention to apply this clause.

  • Termination for breach of obligations by one party

In the event of non-compliance by either party with the following obligations:

  • Payment by the Customer and, more generally, all obligations imposed on the Customer under these General Terms and Conditions (GTC).
  • Delivery of the ordered products by the Supplier and, more generally, all obligations imposed on the Supplier under these GTC.

It is expressly understood that the termination for breach of obligations will occur automatically 15 days after the dispatch of a formal notice to act, which remains, in whole or in part, without effect. The formal notice can be sent by registered letter with acknowledgment of receipt or any extrajudicial act.

This formal notice must also indicate the intention to apply this clause.

  • Common Provisions in the Event of Termination

Services exchanged between the Parties from the conclusion of the contract until its termination, having fulfilled their purpose as the contract was mutually performed, will not be subject to restitution for the period prior to the last service that did not receive its counter-performance.

In any case, the wronged Party may seek damages through legal action.

ARTICLE 21 : REFERENCING

Unless otherwise agreed, the Customer agrees that the Supplier may include their name, denomination, brands, and logos among its references for advertising purposes and use them as a Customer reference, notably on the homepage of its website and on its commercial documents, to highlight them as a partner who has trusted the Supplier.

ARTICLE 22 : NON-ASSIGNABILITY

The Customer may not assign any or all of the rights and obligations arising from these terms to a third party without the express and prior authorization of the Supplier.

ARTICLE 23 : APPLICABLE LAW – LANGUAGE

By express agreement between the Parties, these General Terms and Conditions of Sale and the associated purchase and sale transactions are governed by French law. They are written in French. Should they be translated into one or more languages, only the French text shall prevail in the event of dispute.

ARTICLE 24 : DISPUTES

In order to find a solution together to any dispute related to the validity, interpretation, or execution of their agreements, the contracting parties agree to meet within fifteen (15) days from the sending of a registered letter with acknowledgment of receipt, notified by either party, to seek an amicable agreement before any contentious action and will provide each other with all necessary information for this purpose.

This amicable resolution procedure constitutes a mandatory prerequisite for initiating legal action between the parties. Any legal action introduced in violation of this clause would be declared inadmissible.

However, if after a period of eight (8) days the parties have not reached a compromise or amicable solution, the dispute shall then be submitted to the jurisdiction specified below.

ARTICLE 25 : JURISDICTION

All disputes arising from this contract and the agreements derived therefrom, including those concerning their validity, interpretation, execution, resolution, consequences, and aftermath, shall be submitted to the competent courts (Commercial Court of Rouen) under common law conditions.

This clause applies even in cases of summary proceedings, incidental claims, multiple defendants, or requests for indemnification, and regardless of the mode and terms of payment, without any impediment from jurisdiction clauses that may exist in the Customer’s documents.

ARTICLE 26 : CUSTOMER’S ACCEPTANCE

These General Terms and Conditions of Sale are expressly agreed to and accepted by the Customer, who declares and acknowledges having full knowledge of them, and thus waives any right to rely on any conflicting documents, including their own general terms and conditions of purchase.