1- GENERAL CLAUSE
Every order (including sale -maintenance - and all kind of services) placed to RABAUD means that you - the customer - accepts these general sales conditions and refuses your own.
These general sales Conditions cannot be modified by any stipulation made in all the customer’s documents. These general sales Conditions do not exclude the application of special RABAUD conditions - in order to modify or complete these conditions.
The special conditions can be an offer - a price offer or a RABAUD order form.

2- CONTRACT FORMATION
No order will be taken into account and no contract definitively formed - if this order does not come with a dated and established order made on a RABAUD order form or on headed notepaper - signed and stamped by the customer. All the risks related to sold products are transferred to the customer when the contract is formed - following the N°1583 French civil code article.

3- DELIVERY AND TRANSPORT
RABAUD products are delivered as soon as the customer receives them. It is written on every order form if the delivery is done at the customer’s address or at RABAUD warehouses. Our products travel at the consignee’s own risks. Delivery times are made according to the information given to RABAUD at the day of the order.
Unless an express agreement - RABAUD is not committed to delivery times -which are given as an indication. In case of a delivery at RABAUD warehouses - the collection of goods is at the expense of the customer.
Every delivery comes with a delivery note - including details about shipped products.

4- CONFORMITY
In case of a delivery at his point of delivery - the customer has to make his reservations. These reservations have to be written on the delivery note. Any later request will not be taken into account:The delivery is considered done and exact with a signature and without reservations on the delivery note. In case of a collection by the customer at RABAUD’sWarehouses - the delivery is considered done and exact with a signature and without reservations on the delivery note.

5- PRICE
Unless a contrary agreement - all prices are given as an indication and can be modified any time - without notification. All prices are in Euros and without Taxes.Taxes are invoiced at the rate in force at the day of delivery.
Unless an express agreement - invoices are paid in cash at the delivery. Without a formal notice to the debtor - the failure to pay a bill :

• Lead to the forfeiture of the deadline and means that the customer must pay the whole price immediately.
• Means that RABAUD can stop all other orders - notwithstanding all damages.
• Means that the customer automatically owes a basic penalty for delay - equal to the interest rate applied by the European Central Bank to its most recent refinancing operation - raised by 10%.
• Means that the customer automatically owes a contractual penalty - whose amount is 15% of the inclusive of tax amount of the debt. This is if RABAUD has to institute legal proceedings.
  In case of nonpayment of any bill - every further payment - no matter what caused it -will be immediately and in priority charged on the oldest debt.

6- RETENTION OF TITLE CLAUSE
The title transfer for sold goods is subject to the customer’s payment at maturity. RABAUD owns the title property of the goods until the payment of the whole price - principal and accessories.
The nonpayment of one bill at its date of payment means that RABAUD could claim the goods. Without prejudice to the previous statements - Risks are transferred to the customer when the contract is formed.

7- WARRANTY
RABAUD and the customer are known each other as professionals for the sold goods.

7-1 Warranty extension
RABAUD products are guaranteed against all functioning defect coming from a matter defect - in the conditions below.
Warranty is strictly limited to the replacement of spare parts - recognized as defective by RABAUD.
The delivery to a RABAUD retailer does not extend warranty: RABAUD products are guaranteed for a year from the delivery date to the final customer.
The delivery date to the final customer is the date written on the invoice sent to the final customer - and on warranty form sent by the final customer to RABAUD.

7-2 Warranty exception
Warranty is excluded:

• When the customer does not pay the price at the deadline
• For pneumatics - belts - equipment and electrical cables - pipes and all other parts that can be damaged.
• For every modification done by someone without RABAUD agreement.
• If the defective matter was brought by the customer
• If the customer refuses that RABAUD makes all investigations on the spare part which is necessary to identify the defect’s cause.
• If the functioning defect comes from an intervention on the product - done without RABAUD agreement. Using spare parts which are have not been on the machine at its production make the customer lose his right to guarantee.
• If the defect comes from a standardal wearing of the good - a customer’s act of carelessness or a maintenance defect.
• If the functioning defect is a result of an act of God.
• If the delivery date written on the warranty form is different from the date written on the final customer’s invoice.

7-3 Warranty conditions
If the customer wants to benefit from warranty - he has to warn RABAUD regarding all defects -without delay and by written means.
This request has to be sent to RABAUD - be done in the 12 months following the order - and be sent with the defective spare part.The number of the machine and the commissioning date must be indicated with your request.
All the costs due to warranty use - such as delivery costs - labour costs (assembling and dismantling) - and immobilization costs are at the customer’s expenses.
The replacement of spare parts does not extend warranty time - as it is mentioned in 7-1 article.

7-4 Spare parts delivered to RABAUD
RABAUD will request the customer’s written agreement if it needs to physically modify the spare part in order to find the cause of its defect.
If the customer keeps silent during 8 days - it will mean that he accepts the right for RABAUD to search and do all handlings on the spare part.
No compensation of any kind will be owed by RABAUD if the warranty is finally refused - even if the spare part handled with the customer’s agreement would be damaged.
When the warranty is used - RABAUD will become the owner of the replaced spare part -when the customer receives the new part from RABAUD.
After a close inspection of the so called defective spare part - and if the right to warranty is refused - RABAUD can destroy this spare part - 1 month after having told the customer to take it back by a registered letter with confirmation of receipt - and if the customer keeps silent.

8- OUT OF WARRANTY INTERVENTIONS
Out of warranty interventions and replacements of parts done by RA BAUD will be the subject of an offer.

9- SPARE PARTS ORDER
The order of spare parts and/or accessories done with machines order at the same moment will give a “machine discount” to the customer. Every order of spare parts and/or accessories further to machines order will only give a “spare parts discount” - except for the “machine discount” rates. For every order of spare parts and/or accessories done further to machines order - the customer must give the type and the serial number of the good - as it is mentioned on the builder plate and the commissioning certificate.

10- RESEARCHES AND PROJECTS
Researches - plans - schemes - drawings - projects and commercial documents of all kind - (especially pricelists and technical instructions) - given or sent by RABAUD always remain under RABAUD’s title.
These documents cannot be communicated or used without a written agreement of RABAUD.

11- TERMINATION CLAUSE
If the customer does not execute his contractual obligations - the contract will come to its termination -without a formal notice and for the benefit of RABAUD -without prejudice of damages that could be claimed to the defaulter side.

12- LAW (ELECTIO JURIS) AND JURISDICTION CLAUSE
Only French law applies to all RABAUD contracts. Every litigation will be under the competence of LA ROCHE SUR YON trade tribunal - even in case of appeal or many defendants.