1 – APPLICATION AND OPPOSABILITY OF THE GENERAL CONDITIONS OF SALE

These general terms and conditions define the rights and obligations of our Company and its Customers and constitute the legal basis of the sales contracts for all provisions that have not been the subject of an express specific agreement. No clause contrary to the general or particular conditions of the order, whether it appears on the customer’s printouts or that it is explicit in its order, can not be opposed to PROJETS X.

2 – VALIDITY PRICE OFFER

Our offer can only be deemed firm if it has a validity period of not more than 3 months, and in the absence of modifications by the customer of the technical specifications submitted previously.

However, at any time and without notice, information on catalogs, notices, offers or tariffs may change due to changes in technique or economic conditions. The PROJETS X prices are based on the prices of the raw materials in force at the date of the offer. At the end of the period of validity, these may be reviewed in the light of developments in these prices.

For the application of the European Directive 2002/96 / EC of 27 January 2003 on electrical and electronic waste, and taking into account the resulting costs, reference is made to the basic tariffs and / or special conditions of each families of products.

3 – PROPERTY RIGHTS

The sale of the parts carried out by us does not involve the transfer to the customer of our right of ownership on the studies, plans, samples, models. Consequently, the client, or his prospective beneficiaries, cannot directly or indirectly dispose of our studies or disclose them without having expressly stated them.

4 – RESPONSIBILITY

The responsibility of PROJETS X is limited to the specifications and the usual standards related to its products. The use of its products under conditions different from those recommended by PROJETS X and by the usual standards in force in the country of installation cannot engage its responsibility.

5 – FORCE MAJEURE

The occurrence of force majeure within the meaning of positive law has the effect of suspending the performance of the PROJETS X obligations. If the case of force majeure is prolonged for a period of three (3) consecutive months, PROJETS X is entitled to cancel all or part of the order without any obligation to the Purchaser.

6 – CONTROL MODIFICATION / CANCELLATION

Any modification or resolution of order requested by the buyer can only be taken into account if it has been received in writing prior to the dispatch or the making available of the products (sale ex works). After 10 days from the date of acknowledgment of receipt, the modifications or cancellation of order will give rise, at the choice of PROJETS X, either to a billing of the expenses incurred for the said order, or to the payment of equal penalties to 20% of the amount of the initial order.

7 – DELIVERIES AND CLAIMS

In the case of any order which is less than the minimum required, a flat-rate contribution to the transport costs is applied, which is indicated on the quotations. Orders can be executed in one or more deliveries.

Unless otherwise specified on certain orders, the products travel at the risk of the Buyer, who is responsible for verifying shipments on arrival regardless of the place of delivery, to report any reservations and to make claims from the last carrier by LRAR within 3 working days of delivery, even if the shipment has been made carriage-free.

To be taken into account, any complaint concerning the nature, type, characteristics, delivery notes and the apparent quality of the products must be reported to PROJETS X in writing within 3 days of delivery. As a reminder, the imprecise reservations of the type “UNDERPACK OF UNPACKING OR CHECK” have no value in case of dispute. If necessary, any return of goods is subject to our prior agreement. In the event of a quality problem, the customer sends to PROJETS X a complaint defining, with the most possible information (OF number, date of manufacture, sample, drawing, sketch …) the defect.

PROJETS X undertakes to respond within 24 hours for immediate shares, 5 days for medium-term shares and 90 days for long-term shares. If it is proved that PROJETS X is responsible, PROJETS X will ensure the replacement of the associated parts and transport costs. All other charges will have to be negotiated on a case-by-case basis and no expenses incurred without the prior agreement of PROJETS X can be re-invoiced.

In the absence of any defect, no return for refund or exchange of product can be made without prior agreement. In this case the goods will be forwarded Franco de Port and a reduction of 20% will be applied on the original price. No materials will be accepted on specific equipment.

8 – TIME LIMIT

Delivery times are given as an indication. The date on the acknowledgment of receipt being that of the consignment, it is necessary to add the transport time to define the delivery time. Failure to comply with these data can not result in penalties or damages. Our deadlines are from the date of written and definitive validation of all the technical data necessary for the realization of the products. In the exceptional case where PROJETS X has expressly committed itself to a deadline for delivery and is unable to fulfill its commitments, does not notify the customer early enough and this affects the activity of the latter must inform PROJETS X of any costs incurred that could be re-invoiced. Costs should be negotiated with PROJETS X and should reflect realistic costs.

9 – PROPERTY RESERVE

of the full price of principal and accessories. Failure to pay for any of the deadlines may result in the claim of these products. In this case, if the refund is refused by the buyer, PROJETS X may avail itself of this clause of ownership in order to obtain an enforceable authorization in restitution of the goods, by judgment or order of urgency. The acceptance of the deliveries or the documents relating to this delivery implies acceptance of this clause. The payment of the prize is the actual collection. The installments will be retained by PROJETS X and will be charged successively to the difference in the market value of the goods taken over then to the other outstanding debts to PROJETS X. The balance will be allocated to PROJETS X as compensation.

10 – SPECIAL CASE OF SAMPLES FOR SUBMISSION

All requests for samples, for submission, must be ordered. In case the case can not be entrusted to PROJETS X, a credit will be established after the return of the goods in good condition. Special equipment not included in the catalog, produced according to technical criteria requested by the buyer, can not be returned to us.

11 – WARRANTY (see our warranty conditions)

PROJETS X guarantees, for a period of 12 months (except for the specific period indicated in the data sheets of certain products and / or accessories) from the date of delivery, the conformity of the products with the specifications of PROJETS X, standards and state of the technical knowledge of the moment. The warranty does not cover defects arising from failure to comply with the installation, use and maintenance requirements or failure to comply with the applicable standards or state of the art, product, any abnormal use or any modification or intervention of the Buyer or a third party, without the prior written consent of PROJETS X. In the event of an unfair application of the guarantee, PROJETS X reserves the right to charge the costs incurred to the Buyer. Similarly, any work on site, at the buyer’s request, will be invoiced to the buyer once the non-conformity encountered is not the responsibility of PROJETS X. The products are warranted against the apparent defects of material and workmanship and against hidden defects for a period of twelve months from the date of their release. During this warranty period, any complaint must be made by registered letter with acknowledgment of receipt at the latest within one month of the discovery of defects or defects, and any action must be taken to be admissible within two months of the date of the complaint.

12 – LIMITATION OF LIABILITY

The liability of PROJETS X under the guarantees provided for in Article X is limited to the conditions laid down in that Article. In no event shall PROJETS X be liable for indirect, foreseeable or unforeseeable damages, such as loss of profit, production, turnover, loss of use, income or commercial loss. In no event shall contractual liability for any other damage in connection with an order exceed fifty (50)% of the amount of the payments (excluding taxes) received by PROJETS X in respect of the products in question.

13 – CONDITIONS OF PAYMENT AND DELAY OF PAYMENT

Except as otherwise agreed in the price offer, payment shall be made:

• To order for any new customer account
• Net cash upon receipt of

The goods are payable at the headquarters of PROJETS X. In the event of non-payment of an invoice at its due date, PROJETS X may automatically suspend the deliveries until the receipt of the invoice. Non-payment by the buyer of an invoice without reason at maturity may make the payment of the other invoices immediately payable even if they have given rise to already issued bills or to transferable debits. When the buyer’s credit deteriorates, or if the total of unmatured bills exceeds the amount guaranteed by our “credit” insurance, we reserve the right to review the terms of payment so as not to exceed guaranteed outstandings. In case of delay and taking into account the obligations of the LME of 4 August 2008, penalties may be automatically applied at a rate of 3 times the legal interest rate in force.

14 – JURISDICTION

In case of dispute, French law is the only one applicable and the Courts of Melun, to which the domicile of PROJETS X belongs, are the only ones competent, whatever the conditions of sale and the method of payment.