Terms - Stickers Green

General terms and conditions of sale and use

Preamble – The purpose of these general conditions of sale is to define the conditions under which the company NADPIS markets the Products to its customers.
Acceptance of the General Conditions of Sale – The General Conditions of Sale determine the contractual conditions applicable to relations between NADPIS and the Customer and constitute, in accordance with the Commercial Code, the sole basis for commercial negotiation.
Products – NADPIS offers, primarily, personalized labels. The Products thus offered are the subject of a general presentation on the Website and are specified in our Quotations. The information appearing on the Website is not of a contractual nature and no penalty may be claimed in this regard from NADPIS in the event of a dispute.
Formation of contract – The Quote signed by the Customer is binding on the latter from the date of signing the Quote. The seller is only committed on the date of establishment of the order confirmation or, failing that, at the start of the work. Any proofing or printing started must be fully paid for by the Customer, regardless of any subsequent changes requested by the latter, and the resulting added value for him. The open order must meet the conditions mentioned below: it is limited in time by the agreed deadline, it defines the characteristics and price of the product, the minimum and maximum quantities and the completion times are provided. If the corrections made by the Customer to the provisional estimates of the schedule of the global open order or of the delivery orders deviate by more than 15% more or less from the amount of the said estimates, the seller assesses the consequences of these variations. . In the event of an upward or downward variation, the parties must consult to find a solution to the consequences of this difference, which may modify the balance of the contract to the detriment of the seller. In the event of an upward variation, the seller will do its best to satisfy the Customer’s request in quantities and deadlines compatible with its capacities (production, transport, subcontracting, human, financial, etc.).
Good to print (BAT) – Orders are made after receipt by the seller of a good to print – BAT – drawn up according to the Customer’s specifications and accepted by him without reservations. If the proof is transmitted by the seller electronically, the Customer undertakes to return it electronically approved. Validation of the proof releases the seller from any liability arising from errors or omissions noted after manufacture. The same applies to any order executed without proof, due to or by the will of the buyer. The archiving of files provided by the Customer for printing is limited to 3 years after the invoice date of the order concerned. If it is the seller who created these files, the archiving period is then extended to 5 years.
PPrice – The prices, freely discussed with the Customer, are subject to revision between the dates of order and delivery either in the event of a change in economic conditions, or in the event of a change in the applicable regulations, or even if the buyer requests a change in the command. Any realization, at the request of the buyer, of sketches, models, models, etc. will be charged. Reproduction materials, such as forms, special tools, etc. provided by the seller, remain its exclusive property even in the event that they have been invoiced in whole or in part.
Terms of payment – Unless expressly agreed otherwise between the Customer and the seller, payment is made in advance, when ordering and in any case before departure for delivery or availability. Invoices are drawn up on the day the delivery note is issued or the goods are made available and are, unless the customer expressly disagrees, sent electronically.
Late payment – Any late payment automatically entails the application of late payment penalties at the rate of 1.5% per month of delay and a lump sum recovery indemnity of 40 euros per invoice not paid on the due date. If an invoice is not paid when due, the seller may claim immediate payment of all invoices not due, as well as payment before delivery of all orders accepted, unless the buyer provides real security or personal guarantee of said payments approved by the seller. In addition, the seller may suspend any order in progress, refuse any new order, and initiate the termination of the contract according to the conditions of article 12 of these general conditions of sale, all without prejudice to damages. If the deficiency of the Client leads the creditor to resort to the services of a third party to recover his debt, the Client undertakes to pay, in addition to the principal, the costs, expenses and emoluments ordinarily and legally payable by him, an indemnity fixed at 15% the principal amount including tax of the debt with a minimum of 1000 euros and this, as conventional and lump sum damages.
Retention of title – The Products sold to the Customer remain the exclusive property of NADPIS until full payment by the buyer of the total price of said Products, in principal and incidental. Payments made by the Customer will only be considered final after effective collection by NADPIS of the sums due. Does not constitute a payment under this article, the delivery of a title creating an obligation to pay. Notwithstanding the foregoing, the risk of loss and damage to the Products shall pass to the Customer upon delivery to the carrier by NADPIS. In the event of non-payment by the Customer on the due date, ETAC may exercise its right of repossession of the Products in the Customer’s possession.
Shipping and delivery times are given for information only. The indicative shipping time of the Products is indicated in the Quotation. This is an average time estimated according to the characteristics of the order concerned, and the agreed delivery point. This period runs from the delivery of the Products by NADPIS to the said carrier. Non-compliance with the delivery time communicated to the Customer can in no way justify cancellation of the order by the Customer or engage the responsibility of NADPIS.
Intellectual property rights – The Customer certifies that his order does not conflict with any intellectual property right likely to belong to a third party and declares that he himself holds all the rights or authorizations necessary to carry out his order (in particular on trademarks, designs, models, photographs, designations, denominations, etc.). Consequently, it automatically guarantees the seller against any infringement litigation or unfair competition that may result.
Seller’s intellectual property right – In addition, when the seller performs, in any form whatsoever, a work involving on his part, in whole or in part, a creative activity protected by the legislation on literary, artistic or industrial property, all the rights attached to this creation remain acquired by the seller, unless expressly agreed otherwise, including in the event that this creative activity was agreed upon when ordering and notwithstanding the collection of special remuneration or the transfer to the customer of the ownership of the copyright material.
Seller’s warranty – The seller guarantees the buyer against any lack of conformity resulting exclusively from a manufacturing or raw material defect, it is up to the buyer to declare it within 5 days of receipt of the goods. by registered mail with acknowledgment of receipt. The warranty is limited to the replacement of the defective goods, excluding any other prejudice and any payment of damages. The defect of part of the goods cannot justify either its total rejection or a delay in payment for the compliant part and cannot justify either the cancellation or the termination of the contract. It is formally agreed that the seller will be exonerated from any guarantee due to hidden defects.
The seller is not responsible:
1° – Damage resulting either from the use of the goods, or from the nature, quality or use of the labeled product,
2° – Mentions appearing on the goods manufactured according to the specifications provided by the Customer and under his sole responsibility, which must meet the legal and regulatory requirements relating to the labeled product,
3° – Erroneous or incomplete specifications which were specified to him by the Customer when ordering, in particular with regard to compatibility with the laying or transplanting machines,
4° – Derogations from the normal rules for the use of barcodes, expressly requested by the Customer,
5° – Defects inherent in the raw material and the consequences resulting from these defects.
6° – Obligations relating to the legal labeling of products.
7°- Any event which prevents or delays the delivery of the goods, and which is not attributable to it, such as lack of raw materials, other essential supplies, breakdown of machinery, production facilities or power supply transport, strikes, lockouts, closure of railway lines, impediment to navigation, events having the character of a war, insurrections, fires, decisions of public authorities, epidemics, pandemics, etc. It will be the same for any other case of force majeure, or fortuitous. Strikes and lockouts are exempt from the responsibility of the seller, including when it comes from the seller’s staff.
The Customer therefore automatically guarantees the Seller against any action involving its liability in the aforementioned cases.
Unless otherwise stipulated, the seller is in control of the choice of the printing process, as well as the materials used. A defect relating to a maximum of two (2)% of the Products ordered is accepted by the Customer. Beyond that, a defect in part of the manufacture of the order in question cannot justify the total rejection or a delay in payment for the compliant part of the said order. The faithful reproduction of the print colors ordered is not contractual because it is subject to variations due to the printing processes, the nature of the supports to be printed and the surface treatments. The foregoing cannot in any case engage the responsibility of NADPIS.
Non-performance by the Customer of any of his obligations automatically entails the termination of any contract governed by these general conditions of sale, eight days after the sending of a formal notice which has remained unsuccessful, without prejudice damages that may be claimed from it and cannot be less than 10% of the amount of the agreed price.
Any dispute concerning deliveries and the application of the provisions hereof shall preferably be submitted to arbitration.
To this end, each of the parties will appoint its arbitrator to the other by registered letter; if one of them fails to respond to the other within eight days by making its choice known, the latter may have the arbitrator of the defaulting party appointed by the Center for Mediation and Arbitration of Paris. 39 Franklin D. Roosevelt Ave. 75008 PARIS. Phone. +33 1 44 95 11 40. Mail. cmap@cmap.fr.
In the event of the death, refusal, departure or impediment of one of the arbitrators, failing the designation of his replacement by the party he represented, within a week from the date of his notification, this replacement will be made by the President of the competent Commercial Court, at the request of the other party.
If these two arbitrators do not agree, they will add a third arbitrator chosen by them; failing agreement on this choice, he will be appointed by the President of the competent Commercial Court, at the request of the most diligent.
These two arbitrators will decide within two months of the last appointment; this period will be extended to three months in the event of third-party arbitration.
The arbitrators or the third-party arbitrator will rule as amicable composers; the third arbitrator will not be bound to follow any of the opinions expressed by the two arbitrators.
The arbitrators or the third-party arbitrator will decide as a last resort, the parties renouncing, as of now, the appeal and any other means of recourse.
3/ In the absence of agreement between the parties on the use of the arbitration procedure, any dispute relating to the formation, interpretation or execution of the contract governed by these general conditions of sale will be brought before the Commercial Court from Dublin-Ireland, which is expressly accepted by the Client.
This attribution of jurisdiction applies even in the event of summary proceedings, incidental claims or multiple defendants.