General terms and conditions of sale
ART 1. SCOPE OF APPLICATION
These general conditions of sale constitute, in accordance with Article L 441-6 of the Commercial Code, the sole basis of the commercial relationship between the parties.
They prevail over all general conditions of purchase of the customer.
Any order by the customer implies his acceptance of these General Conditions of Sale and conditions of use of our website for online orders.
In accordance with the regulations in force, CF GROUP FRANCE - DEL SAS reserves the right to derogate from certain clauses of these General Conditions of Sale, according to negotiations carried out with the customer via a written amendment signed with them. CF GROUP FRANCE – DEL SAS reserves the right to modify or adapt them at all
times. The General terms and conditions of sale will be those applicable to the order.
ART 2. OPENING OF AN ACCOUNT
A customer account will only be created after receipt of the complete opening file including bank details, a certificate of incorporation or trade register certificate along with the signed General terms and conditions of sale.
ART 3. ORDERS
3.1 All orders, even those taken by our representatives and distributors or online, are only binding on us after receipt of the customer's written order followed by an acknowledgement of receipt by our Sales Administration department.
3.2. Custom-made or special orders cannot be subject to any cancellation by the customer or a return or exchange and the customer will remain liable for full payment of their order, unless agreed by CF GROUP FRANCE - DEL SAS to only invoice items that have been purchased or manufactured to fulfil the said orders.
ART 4. PRICES - PRODUCTS
4.1. The prices in the catalogue do not include taxes or eco-tax. They are expressed in Euros and fixed according to current economic conditions. They do not include delivery costs. These prices may be revised at any time by CF GROUP FRANCE - DEL SAS, in particular due to the evolution of manufacturing components.
4.2. The characteristics of products indicated in the catalogue are subject to change, at any time and without notice. CF GROUP FRANCE - DEL SAS reserves the right to modify the technical design of its production to improve the quality of its products
4.3. In the event of modification, CF GROUP FRANCE - DEL SAS undertakes to inform its customer no later than at the time the order is placed by the customer and, where applicable, in the specific commercial proposal sent to the customer.
4.4. The price of packaging and transport are net and do not include any discount.
4.5. Customers undertake to refrain from unilaterally changing the price for any reason without the prior approval of CF GROUP FRANCE - DEL SAS. They explicitly renounce to the application of article 1223 of the French Civil Code, a price discount can only result from a common agreement with CF GROUP FRANCE - DEL SAS or a court order.
ART 5. PAYMENT
5.1. After the account has been opened, orders are payable in advance without discount, or at 30 (thirty) days from the invoice date if credit has been granted by our Insurance and Credit Company. In case of advance payment, orders must be paid in full by bank transfer or bank card as soon as CF GROUP FRANCE – DEL SAS has sent
the order confirmation to be validly taken into account. No discount will be granted for early or cash payments. In addition, custom-made or special orders may be subject to a deposit. All payments shall be made by bank transfer in EUR.
Since 26th April 2019, the billing address must appear on the invoice when it is different from the parties’ address as well as the order number if it was previously indicated by the buyer.
Any significant deterioration in the financial situation of the customer and/or significant delays in payments and/or repeated delays, even after partial execution of previous orders, will entitle CF GROUP FRANCE - DEL SAS to revise the payment terms and in particular to require the payment of a deposit or full payment of a future order. If the
customer refuses, CF GROUP FRANCE - DEL SAS will be entitled to cancel the order.
5.2. By waiver of Article 5.1, the payment of export shipments is made by bank transfer on the order or bank transfer at 30 days from the order invoice, subject to credit granted by our Insurance and Credit Company, under the ex-works regime (EXW) or under any incoterm previously agreed on between the two parties.
5.3. Any payment incident will give rise to the sending of a registered letter with acknowledgement of receipt by CF GROUP FRANCE - DEL SAS, to the systematic blocking of your account, without notice, on the date of the payment incident (which results in the stoppage of the transmission of estimates, the recording of orders, the suspension of production and deliveries). A payment incident declaration will be communicated to our Insurance and Credit Company. A rejection fee of 40 € will be charged on the following invoice.
5.4 In case of late payment, late interest calculated on the invoice amount will be due, based on a rate equal to three (3) times the legal interest rate from the due date until full payment of the invoice. The late interest will automatically be acquired by CF GROUP FRANCE - DEL SAS without formality or any prior notice. Finally, a flat-rate fee for recovery costs of 40 € will be due, by right and without prior notice by CF GROUP FRANCE - DEL SAS to the customer.
5.5. In the event of a dispute, a flat-rate penalty equal to 20% of the due amount excluding VAT, will be claimed as compensation for the damage suffered by CF GROUP FRANCE - DEL SAS.
5.6. Any compensation or deduction made unilaterally by the customer, without the prior agreement of CF GROUP FRANCE - DEL SAS, will be considered a payment default, resulting in the application of Articles 5.3 to 5.5 above.
5.7. Payments due dates run from the date of invoice (French Commercial Code art. L 441-10 new).
ART 6. DELIVERIES
6.1. Delivery lead times: In case of equipment not available in stock or custom-made equipment, the delivery lead time, given for information purposes on our website, will be communicated by CF GROUP FRANCE - DEL SAS on receipt of the order (Art. 3.1 above).
For custom-made equipment, the lead time is confirmed in the acknowledgement of receipt issued by CF GROUP FRANCE - DEL SAS. These times are not binding and if they are exceeded, for whatever reason, this will not result in any damages or cancellation of the order.
Notwithstanding the communication of a delivery location communicated to the transporter by the customer, the parties agree that the duty to deliver is fulfilled when the ordered equipment is made available on the transporter platform. Delivery on time or the availability of goods can only occur on condition that the buyer is up to date
with their payment obligations.
CF GROUP FRANCE - DEL SAS reserves the right to make total or partial deliveries. In the event of partial deliveries, each one will be considered a full commercial operation and a proportional payment will be requested.
6.2. Delivery costs: The transport costs or shipping paid amount will be applied according to the transport costs schedule shown in our annual general catalogue applicable at the time of the order. The payment of delivery tax is paid by the customer.
6.3. Force majeure: CF GROUP FRANCE - DEL SAS will be released from its obligations in case of the occurrence of a force majeure event or an event beyond its control which excessively prevents or delays the delivery of products. This will be the case in particular in the event of the occurrence at CF GROUP FRANCE - DEL SAS or its own suppliers of
an event such as strikes, fires, lock-outs, epidemics, embargoes, machinery accidents, breakage of machinery, interruption or delay in transport, inability to be supplied, defects in raw materials or any other event beyond human control resulting in a total or partial stoppage of work.
ART 7. RISK TRANSFER
Unless otherwise agreed in writing between the parties, the customer shall assume the risks as of the collection of goods from CF GROUP FRANCE - DEL SAS’s premises by the carrier or the customer (Incoterm: EXW), even if sales agreed carriage paid. In case of delivery by carrier, goods shall travel at the risk of the customer who must check the
condition of the goods on their delivery and, in case of damage, loss and any damage in general, make any reservations or exercise any recourse against the carrier, in accordance with the provisions of Article L 133-1 et seq. of the Commercial Code. It is explicitly specified that the liability of CF GROUP FRANCE - DEL SAS cannot
be claimed for any damage during transport or non-compliance by the customer with the formalities to be taken with the transporter.
CF GROUP FRANCE - DEL SAS will be deemed to have fulfilled its obligation to deliver when it has handed the ordered goods over to the transporter, or to the customer, who has accepted them without reserve.
Due to the transfer of risks to the customer upon loading or collection, the customer undertakes to insure, at its expense, all products ordered, against all risks and damage, until the transfer of ownership and to provide evidence of this when placing the order.
Failing this, CF GROUP FRANCE - DEL SAS will be entitled to delay the delivery until presentation of such proof.
ART 8. RETURN OF GOODS
8.1. Custom-made products
The customer has a period of 30 (thirty) days, as of the date of receipt of the goods, to contact CF GROUP FRANCE – DEL SAS to request the return of non-compliant or defective goods, by registered letter with acknowledgement of receipt. No returns will be accepted without the prior, formal and written agreement of CF GROUP France-DEL SAS. Furthermore, the goods must be handed over to the transporter in their original packaging or in packaging identical to that of the shipment, for their return to be validly and definitively accepted by CF GROUP FRANCE - DEL SAS. The goods will be returned according to our return procedures (return slip to be completed and yellow sticker to be placed on the package). If the goods are taken back, the customer must pay 50% of the invoiced value and all transport costs related to the return of the products, unless the non-conformity can be assigned to CF GROUP FRANCE– DEL SAS.
8.2 Other equipment
The customer has a period of 8 (eight) days, as of the date of delivery of the goods by the transporter or collection of the goods by themselves, to return non-compliant or defective goods to CF GROUP FRANCE - DEL SAS carriage paid.
In addition, goods must be returned in their original packaging or packaging identical to that of the shipment, carriage paid, for their return to be validly and definitively accepted by CF GROUP FRANCE- DEL SAS.
The costs of returning equipment under warranty and out of warranty are borne by the customer. Returns will entail a minimum deduction for return to stock of 15 % when the goods can be resold as new. Otherwise, the goods must be examined to establish an additional deduction for repackaging and reconditioning of the product. However, if the claim is justified, no deduction will be performed.
8.3. Any claim sent outside of the time limit will be invalid, which the customer acknowledges and accepts. If the claim is justified, the goods will be replaced or will be the subject of a credit note, at the choice of CF GROUP FRANCE - DEL SAS, and the costs of the new delivery will be borne by CF GROUP FRANCE - DEL SAS. If the claim is
not justified, all costs of a new delivery will be borne by the customer. No carriage paid deliveries will be accepted.
ARTICLE 9 – TRANSFER OF OWNERSHIP / RETENTION OF TITLE
Notwithstanding the transfer of risks which takes place on collection of the goods (Art.7), the transfer of ownership of goods to the customer shall only take place after full and effective payment of the price by the latter.
As a result, CF GROUP FRANCE - DEL SAS retains its right of ownership on the goods until the customer has paid all amounts due and may, without the need for prior formal notice, take back the equipment sold, wherever it may be found, including in case of transmission of the equipment sold to a third person.
The sale can only be cancelled by registered letter with acknowledgement of receipt from CF GROUP FRANCE - DEL SAS and the actual return of the equipment sold to CF GROUP FRANCE - DEL SAS.
In the event of collective proceedings against the customer or a judgement ordering the provisional suspension of action against it, this retention of title clause will automatically be applied.
In case of disappearance of the equipment, the insurance compensation consecutive to its disappearance will be collected by CF GROUP FRANCE - DEL SAS.
The customer who is the subject of a seizure must inform CF GROUP FRANCE - DEL SAS in case of non-payment in full of the sums due to it for the goods delivered under a retention of title clause, whether or not the goods have since been resold in the normal exercise of their profession.
If an advance payment is made by the customer, it will be kept by CF GROUP FRANCE - DEL SAS as flat-rate compensation, without prejudice to any other actions that CF GROUP FRANCE - DEL SAS may be entitled to take in this regard against the customer.
ART 10. WARRANTY
10.1 The billing date is the point of departure of the warranty. The applicability of the warranty is subject to full payment of the goods. The warranty ceases when the goods have been modified outside of our workshops.
The warranty only covers the replacement or repair of the defective part to the exclusion of any other compensation, transport charges, labour or non-material damage. Also excluded from the warranty is the provision of water, maintenance products and material and intangible damage.
The warranty does not apply to damage or losses caused wholly or partially by natural disasters, or by vandalism and terrorism. The warranty may only be applied if the installation, fitting and maintenance have been carried out by a pool professional in compliance with the requirements of the "good practices references" NFT 54 802 – NFT 54 804.
In any event, the implementation of the warranty assumes normal use of the product in accordance with the manufacturer's instructions concerning use, maintenance and installation.
10.2 Duration
Products manufactured by CF GROUP FRANCE – DEL SAS have a warranty as indicated in the catalogue. Products not manufactured by CF GROUP FRANCE – DEL SAS will benefit from the manufacturer's warranty.
10.3 Spare parts
Spare parts essential to the operation of products manufactured by CF GROUP FRANCE – DEL SAS will be available during the warranty period for the said product as indicated in article 10.2. CF GROUP FRANCE – DEL SAS cannot guarantee the availability of spare parts for products it does not manufacture.
ART 11. SALES BY INTERNET
11.1. All goods intended to be sold via a retail site on the Internet must be clearly specified in the command. In this case, the information of the manufacturer and/or distributor are fully transmitted to the retail site which will be required to inform its own customers.
The retailer undertakes to contractually require its customers to comply strictly with the obligations arising from said information and the "good practices reference BP P90-315 relating to elements of protection for private unclosed in-ground pools for individual or collective use". In this respect, it is essential that the dealer/installer ensures, before the acquisition, the compatibility of the equipment sought by the customer by proposing that they visit the retail site, compliance with the manufacturer's conditions of installation and fitting, guidelines for use, after-sales service and maintenance. The fitting and installation of our products and of our distributors' products, in particular ZPCE equipment, must be carried out by a recognised professional. Otherwise, the warranty referred to in Article 10 may not apply.
11.2. In the event of a dispute or claim by an individual concerning equipment delivered by CF GROUP FRANCE – DEL SAS to a retail site having sold the equipment to said individual, the website must undertake to handle all after-sales and warranty operations itself. CF GROUP FRANCE – DEL SAS shall in no case visit said individual to perform any after-sales operations.
11.3. The information and dimensions communicated to CF GROUP FRANCE – DEL SAS on the order are the exclusive responsibility of the customer who made the purchase on the retail site. This information is essential to the conformity of the product with safety standards.
ART 12. ADVICE AND TECHNICAL ASSISTANCE
The advice and technical assistance provided free of charge by CF GROUP FRANCE – DEL SAS concerning its own products are only provided for information purposes and do not in any way incur the liability of CF GROUP FRANCE – DEL SAS. In addition, CF GROUP FRANCE – DEL SAS is not responsible for assessing the specifications and descriptions provided by its own suppliers concerning products for which it acts as distributor. The customer must check the adequacy between the choice of equipment and actual conditions of use.
ART 13. IMAGE RIGHTS
The sketches, photos and texts in this catalogue are for information purposes only and cannot be considered binding under any circumstances. Any copy, whether in whole or in part and using any method, of the pages published in this catalogue without our permission is illegal and is an infringement. Any use of the photos from our catalogue is subject to the express and prior written permission of CF GROUP FRANCE – DEL SAS.
ART 14. UNFAVOURABLE PRICES
Any breach by the customer of these General Sale TERMS and Conditions, entitles CF GROUP FRANCE – DEL SAS, without prior notice, to temporarily or permanently suspend any preferential price agreement negotiated in favour of the customer. As a result, CF GROUP FRANCE – DEL SAS may impose continued commercial relations with
less favourable price conditions.
ARTICLE 15. INFORMATION BY THE CUSTOMER
15.1 The customer undertakes to inform CF GROUP FRANCE – DEL SAS of any amicable or judicial claim that may arise during the installation of the swimming pool using CF GROUP FRANCE – DEL SAS equipment, no later than within 5 (five) days following the installation, by registered letter with acknowledgement of receipt. This undertaking
implies the transmission of all information of a technical nature with the aim of facilitating an amicable resolution of the dispute.
15.2 The customer undertakes to inform CF GROUP FRANCE – DEL SAS no later than within 30 (thirty) days of its occurrence, by registered letter with acknowledgement of receipt, of any changes in its legal situation (e.g. change of the legal form of the company, sale of business, merger-acquisition, cessation of activity, etc.) and of any
changes relating to its bank account or account referred to in Article 2 above, and more generally any information on changes in the mandatory and optional insurance taken out for the requirements of the activity, in accordance with applicable regulations.
15.3 In the absence of such information within the above time limit, CF GROUP FRANCE – DEL SAS reserves the right to take any legal action to obtain compensation for the damage suffered by it, against the customer, including against its successor in the business, whether resulting from a sale of company equity or a business transfer, any by
any legal means whatsoever.
ART 16. LEGISLATION N° 2003-9 OF JANUARY 3, 2003
The professional customer is bound by a duty to advise and inform the customer. They hereby declare that they are familiar with the regulations resulting from the January 3, 2003 Act covering safety and the subsequent implementing decrees rendering mandatory a standardised safety system aimed at preventing the risk of drowning in private pools. This knowledge covers the scope of application of the legislation and the content of the technical notes relating to the safety system the manufacturer or installer of the pool must provide to their customer. The regulation is currently codified by the French Building and Housing Code, Art L128-1 and L128-3, created by Act N°2003-9 of January 3, 2003 - JO of January 4, 2003 § CCH Art. R28-1 and R.128-4 created by Decree N° 2003-1389 of December 31, 2003 - JO of January 1, 2004 and Decree N° 2004-499 of June 7, 2004 - JO of June 8, 2004. The pool professional undertakes to strictly inform the project owner of the standardised safety systems which have
become mandatory so that the liability of CF GROUP FRANCE - DEL SAS is never sought by the Project owner and/or their beneficiaries for lack of information or advice.
ART 17. ATTRIBUTION OF JURISDICTION
Our relations are governed by French law. In the event of disputes relating to the payment of the price, or to the performance or interpretation of these terms and conditions, the Rennes courts in France will have sole jurisdiction regardless of the place of delivery, the accepted method of payment and even in case of multiple defendants
or the introduction of third parties.
ART 18. HARDSHIP
The only case of hardship that can result in the application of the legal measures defined by article 1195 of the French Civil Code for sales of CF GROUP FRANCE – DEL SAS products to customers subject to these sales terms and conditions, is defined to be limited as follows: rise in the cost of raw materials and transport between 10 % and 40 %
making it impossible for CF GROUP FRANCE – DEL SAS to fulfil the order at the initial order price for economic reasons due to the economic balance of the contract being substantially altered. Beyond this range, it will be necessary to establish the principle according to which the regime of unpredictability (hardship) shall apply. In that case, CF GROUP FRANCE – DEL SAS and the customer will attempt to find a solution out of court within 30 (thirty) days of the request to review the contract price by CF GROUP FRANCE – DEL SAS and, failing a solution out of court, will apply to the courts in compliance with the legal measures for price reviews or contract termination. The request for revision must be made within 15 (fifteen) days of the notice of the unforeseen event, and this by registered letter with an obligation to reach an agreement within one month.
ART 19. BUYER ACCEPTANCE
These general sales terms and conditions as well as the attached prices and schedules for rebates and discounts are explicitly approved and accepted by the customer, who declares and acknowledges having full knowledge of them and as a result, renounces claims based on any contradicting document, in particular their own general purchase terms and conditions.
ART 20. DATA PRIVACY AND GDPR
In compliance with French Act 78-17 of 6 January 1978 amended by Act n°2018‑493 of June 20 2018, it is reminded that personal data (such as surname, first name, address, email address using the surname, mobile phone n°, etc.) which is requested from the customer is required to process their order, issue invoices and for proper customer relationship management. This data may be communicated to eventual CF GROUP France – DEL SAS partners in charge of order fulfilment, processing and payment. The processing of personal data communicated via www.my-cfgroup.fr web site meets legal data privacy requirements.
In compliance with applicable French national and European regulations, covering the relevant personal data (surname, first name, address, email address using the surname, mobile phone n°, etc.), customers have a permanent right to access, alter, correct, oppose, limit, erase this data, as well as a right to its portability, to provide instructions on its use after their death, to withdraw their consent (when given) and a right to make a complaint to the relevant authority. Users can exercise these rights by directly contacting the customer department by email at: export@cf.group or by letter to CF GROUP France – DEL SAS, ZA LA CROIX ROUGE 35530 BRÉCÉ - FRANCE or on the
www.my‑cfgroup.fr website accompanied by proof of their identity.