Terms and Conditions of Sale TILOLI SAS 2023
GENERAL TERMS AND CONDITIONS TILOLI SAS
- Application and acceptance of the general terms and conditions of sale
The present General Terms and Conditions of Sale ("GTCS") apply to sales made by TILOLI SAS to any professional customer acquiring product(s) from TILOLI SAS, within the framework of his professional activity (the "CUSTOMER"). In accordance with the clauses of the article L.441- 1 and following of the Commercial Code, the relations between TILOLI SAS and the CUSTOMER are exclusively governed by the present GTCS. The GTCS shall prevail over any general terms and conditions of purchase, or any other document issued by the CUSTOMER that has not been expressly accepted by TILOLI SAS. The present conditions constitute the sole basis of the commercial negotiation and replace any previous agreement between the parties.
By the simple fact of its order, whatever it is, the CUSTOMER recognizes to have taken knowledge of them and to accept them, notwithstanding any contrary clause which can appear on its documents of purchase. These general conditions of sale are applicable to all products sold by TILOLI for any order placed by its customers in France and abroad, whatever the place of delivery.
- Orders and processing
Any CUSTOMER order received by TILOLI is firm and final and is worth approval without reserve by the CUSTOMER of the present general conditions of sale.
No derogation to these conditions can be made without prior written agreement between TILOLI and the customer. The relations between TILOLI and its customers will be governed exclusively by the applicable rules to the relations between professionals of the same branch.
- CUSTOMER account opening
In order to be able to order and receive prices, promotions and access to the catalog, any new CUSTOMER must, prior to his first order, establish a request for the opening of a reseller account by returning:
- the present general sales conditions signed and stamped by the CUSTOMER's legal representative,
- a certificate of incorporation of less than three months,
- a R.I.B (Bank Details) and a letterhead with the SIREN number and the APE code.
- Process of order
Any order placed by the CUSTOMER, will have imperatively to be the object of a written order, based on the marketed products, addressed to TILOLI either on www.tiloli.fr or by e-mail to the address email@example.com.
TILOLI is committed only on the quantities of products resulting from an " order acknowledgement " sent by TILOLI under two working days and being worth acceptance of any order addressed by the CUSTOMER under the conditions above, or of a commercial proposal emanating from TILOLI and accepted by the CUSTOMER within the validity period announced in the aforementioned. Any order from the CUSTOMER under conditions other than those detailed above shall not be taken into consideration.
The CUSTOMER's order must imperatively include the elements necessary for the correct execution of the delivery, as follows:
- the exact specification of the products ordered (exact references, designation, price, and quantities, desired or mandatory delivery date)
- logistical information: delivery address, names, and details of logistical contacts (telephone, e-mail, etc.),
- logistical specificities: opening hours of the delivery points, logistical charter (delivery with appointment, dimensions of the pallets, truck with tailgate etc...)
In any case, the logistic conditions of the CUSTOMER cannot be opposed to TILOLI, except if TILOLI expressly agrees in writing and beforehand on these logistic conditions.
Incomplete or erroneous information from the CUSTOMER leading to errors in the execution of the order shall in no case be imputed to TILOLI.
With the order acknowledgement, TILOLI agrees to attach a delivery note listing the goods immediately available.
In case of back order, TILOLI will provide, as far as possible, information on the availability of the products still to be shipped.
The unavailability of a product due to a stock shortage or its deletion from the catalog shall not entail any cancellation of the overall order and shall not entitle the customer to any compensation from TILOLI.
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- Shipping costs
For areas outside metropolitan France, the contribution to shipping costs will be considered individually
- Order cancellation
Any modification or cancellation of an accepted order will have to be the object of a preliminary written agreement of TILOLI to validly modify the obligations of the CUSTOMER towards TILOLI. Any order already prepared cannot be cancelled.
- Payment terms
As part of an accepted account opening and for all initial orders, subject to what follows, shipment of the goods ordered will be made after receipt of payment of the amount including VAT of the order by credit card or bank transfer.
Depending on the volume of business carried out by the CUSTOMER, TILOLI may offer deferred payment conditions. However, by virtue of the law n° 2008_776 of August 04, 2008, known as the law of Modernization of the Economy (LME), the maximum delay will not be able to exceed, starting from the invoice release date either:
- 45 days end of month,
- 60 days net.
The date of the invoice is the date of departure of the goods from the TILOLI warehouse. By express agreement and except postponement requested and granted by TILOLI, the non-payment of the invoices of TILOLI at the fixed deadline will involve:
- the immediate payment of all the sums remaining due and this, whatever the mode of payment envisaged.
- the payability of the interests of legal delays, without prejudice to the damages, as well as the possible legal expenses.
In accordance with article L441-6 of the Commercial Code, an indemnity will be calculated based on three times the legal interest rate in force, as well as a fixed indemnity for recovery costs of 40 euros.
- Deliveries and claims
Any litigious delivery (damaged or opened packages) will have to be the object of written reserves established by the CUSTOMER to the carrier who has delivered the goods. The CUSTOMER shall inform TILOLI in order to allow it to have a possible appeal with this carrier. Any quantitative difference (positive or negative) must be reported by writing (mail or e-mail) to TILOLI within two working days.
To be valid, any complaint on the quality of the received goods will have to be announced in writing to TILOLI within a maximum of 7 working days after reception of the shipment and the expertise will only be able to take place with goods which are in the state of delivery.
The returns will be carried out in port and packing at the charge of the CUSTOMER. TILOLI declines all responsibility in case of loss or damage of a return package.
TILOLI's warranty consists, after agreement with the CUSTOMER, in replacing the defective products or in crediting the CUSTOMER of the value of the parts recognized as non-compliant, without this giving rise to penalties or indemnities.
The warranty applies only to products that do not conform to the contractual characteristics agreed with the CUSTOMER and/or have an original defect that makes them unsuitable for their intended use.
This guarantee runs for a period of 2 years from the date of the corresponding invoice.
The warranty will only apply to products which are returned in their original packaging, complete with all accessories and in a state of normal wear and tear.
Any upgrading of parts carried out by the CUSTOMER without the agreement of TILOLI on its principle and on its cost, entails the loss of the right to the guarantee.
Unless otherwise agreed, the parts for which the CUSTOMER has obtained a credit note, replacement or upgrading by TILOLI, shall be returned to the latter carriage forward.
- Ownership transfer
The sales carried out by TILOLI are carried out with retention-of-title. The CUSTOMER becomes the owner upon full payment of the price in accordance with the terms of Law 80.335 of May 22, 1980. The CUSTOMER becomes responsible for the goods as soon as they are received on its buildings or those of its logistic service providers.
Thus, as soon as the goods are delivered, the CUSTOMER must ensure that they are well preserved against all risks.
- Saut de pageTransfer of risks
The transfer of risks related to the item is operated as of the delivery of the said material in the hands of the CUSTOMER who will become from this date responsible for the loss and/or deterioration of the items sold in application of the present contract binding the CUSTOMER to TILOLI.
This clause shall apply in its entirety even if TILOLI is not fully paid for the goods that are the subject of this order.
By way of derogation from Article L110-4 of the Commercial Code, no claim by the CUSTOMER shall be admissible after a period of one year.
- Jurisdiction and applicable law
Any dispute, whatever the nature or cause, will be submitted to the jurisdiction of the competent courts of Orleans.
- Identification of the producer
Tiloli SAS is a company registered with the eco-organizations under the following unique identifiers (article R.541-173 of the Environmental Code):
- Registration number in the Register of Producers for Waste Electrical and Electronic Equipment (WEEE): FR006971_05I7FD (eco-systèmes)
- Registration number in the register of Producers for Household Packaging (EMB): FR243838_01CCRY (ADELPHE)
- Registration number in the Register of Producers for Batteries and Accumulators (PA): FR006971_06YKLY (COREPILE)
Update Nov. 2023