GENERAL TERMS AND CONDITIONS OF SALE
Preamble
These general terms and conditions apply exclusively between the company DFC INSTRUMENTS, a simplified joint-stock company (SAS) with a share capital of €1,000, whose registered office is located at Chemin départemental 172, Mas de Fabre, Mauguio (34130), registered with the Montpellier Trade and Companies Register under number 798 597 050, represented by its current president, residing in that capacity at the aforementioned registered office (hereinafter referred to as the "Seller"), and any professional natural or legal person (hereinafter referred to as the "Client") visiting or placing an order via the website https://www.dfc-instruments.fr.
In accordance with Article L541 10 13 of the French Environmental Code, DFC INSTRUMENTS declares that it is registered with the ADEME under the following unique identifiers: FR529918_01ZMML
The Seller's business activity is the sale of equipment for dental surgeons (turbines, contra-angles, air motors, handpieces and accessories).
The Seller carries out the marketing of the aforementioned Goods through the website https://www.dfc-instruments.fr. The list of Goods offered for sale online by the Seller can be consulted on the website available at https://www.dfc-instruments.fr.
The Parties agree that their relationship shall be governed exclusively by this contract, to the exclusion of any conditions previously available on the Seller's website.
The Customer declares that they have the ability to save these general terms and conditions.
Any order placed on the website https://www.dfc-instruments.fr implies prior consultation and unconditional acceptance of these general terms and conditions.
The Seller reserves the right to modify these General Terms and Conditions of Sale at any time by publishing a new version on the Site. The General Terms and Conditions of Sale applicable are those in force on the date of Order Validation.
The Parties agree that the photos and videos of the Goods for sale on the site https://www.dfc-instruments.fr have no contractual value. Furthermore, the Seller cannot be held responsible for typographical errors that may appear in paper and online catalogues and in all offers and communications addressed to dental surgeons.
Article 1st – Definitions
The terms and expressions referred to below shall mean, when preceded by a capital letter, for the purposes of interpretation and performance of these terms:
"Article": the Good or Goods that are the subject of the Order;
"Good": any product offered for sale on the Site;
"Customer": a professional buyer who purchases Products from the Seller. A professional buyer means any natural or legal person, public or private, acting for purposes falling within the scope of their liberal, commercial, industrial or craft activity;
"Order": a request for Goods made by the Customer to the Seller;
"General Terms and Conditions of Sale": the general terms and conditions of sale that are the subject of these presents;
"Contract": this deed, including its preamble as well as any amendment, substitution, extension or renewal made to these presents pursuant to the agreement of the Parties;
"Delivery Period": the period between the date of Order Validation and the date of Delivery of the Order to the Customer;
"Delivery Costs": the cost of expenses incurred by the Seller to deliver the Order to the delivery address indicated by the Customer;
"Delivery": dispatch of the Article to the Customer;
"Price": the unit value of a Good; this value is inclusive of all taxes and exclusive of Delivery Costs;
"Total Price": the total amount of the cumulative Prices of the Goods that are the subject of the Order; this amount is inclusive of all taxes;
"All-Inclusive Price": the Total Price to which the price of Delivery Costs is added; this amount is inclusive of all taxes;
"Site": the Online Sales site "https://www.dfc-instruments.fr" used by the Seller for the marketing of its Goods;
"Order Validation": has the meaning given in Article 5;
"Online Sale": marketing of the Seller's Goods via the Site.
Any reference to the singular includes the plural and vice versa. Any reference to one gender includes the other gender.
Article 2 – Subject Matter
The purpose of this Contract is to define the rights and obligations of the Parties in the context of the Online Sale of the Goods offered for sale by the Seller to the Customer.
Article 3 – Scope of Application
These General Terms and Conditions of Sale are reserved exclusively for professional buyers, as defined by law, acting exclusively on their own behalf.
In view of the specific nature and medical purpose of the Goods sold on the Site, no sale may be made to a consumer.
These General Terms and Conditions of Sale apply to all sales of Goods by the Seller made through the Site.
The Customer declares that they have read these General Terms and Conditions of Sale prior to Order Validation as defined in Article 5. Order Validation therefore constitutes acceptance without restriction or reservation of these General Terms and Conditions of Sale.
Article 4 – Entry into Force – Duration
This Contract enters into force on the date of Order Validation as defined in Article 5.
The Contract is concluded for the period necessary for the supply of the Goods, until the expiry of the warranties and obligations owed by the Seller.
Article 5 – Order of Goods and Steps for Concluding the Online Sale
In order to place the Order, the Customer must follow the steps below:
1. Enter the address of the Site;
2. Follow the instructions on the Site and in particular, the instructions necessary to open a customer account;
3. Complete the order form. In the event of prolonged inactivity during the session, it is possible that the selection of Goods chosen by the Customer before that inactivity may no longer be guaranteed. The Customer is then invited to restart their selection of Goods from the beginning;
4. Check the details of the Order and, where applicable, identify and correct any errors;
5. Validate the Order, the Total Price and the All-Inclusive Price (the "Order Validation");
6. Follow the instructions of the online payment server to pay the All-Inclusive Price.
The Customer then receives, by electronic means and without delay, a confirmation of acceptance of payment for the Order.
The Customer also receives, by electronic means and without delay, an acknowledgement of receipt constituting confirmation of the Order (the "Order Confirmation").
The Customer receives, by electronic means, confirmation of the dispatch of the Order.
Delivery shall take place at the delivery address indicated by the Customer when placing the Order.
During the various steps of the Order referred to above, the Customer undertakes to comply with these contractual terms and conditions pursuant to Article 1366 of the French Civil Code.
The Seller undertakes to fulfil the Order only within the limits of available stock of the Goods. If the Goods are unavailable, the Seller undertakes to inform the Customer.
The Seller reserves the right to refuse the Order if it is abnormal, placed in bad faith or for any other legitimate reason, and in particular, where there is a dispute with the Customer regarding payment for a previous order.
Article 6 – Price of Goods and Conditions of Validity
At the time of Order Validation, the price to be paid is the All-Inclusive Price.
Telecommunication costs inherent in accessing the Site remain the sole responsibility of the Customer.
The period of validity of offers and Prices is determined by the updating of the Site.
Article 7 – Payment Conditions
Payment of the All-Inclusive Price by the Customer for the Articles shall be made in full on the day of the order. Payment is made:
- by bank card bearing the CB, Visa, or MasterCard logo online. The Crédit Agricole bank solution allows payment via a secure banking server. The bank card number is therefore directed to the bank's servers; payment is made directly with a bank in a secure environment without passing through the Site's server, a guarantee made all the more significant by the fact that the numbers are known only to the Seller's banking partner (Banque Crédit Agricole du Midi).
The Order is processed immediately after payment has been validated.
- By money order. The Order is processed immediately upon receipt of the money order.
- By bank transfer. The Order is processed immediately after payment has been validated.
Bank transfer is the only available payment method for purchases and deliveries outside the European Union.
- By cheque, payable to DFC INSTRUMENTS and sent to the following address:
DFC INSTRUMENTS
45 rue Merlot, 34130 Mauguio.
The Order is processed immediately but validation for dispatch occurs after a period of 11 days following the deposit of the cheque with the bank. The 11-day period is explained by the risk of the cheque being rejected by the bank, which may occur up to 11 days after the date of deposit.
Article 8 – Delivery of the Order
Shipping rates:
Postage costs are automatically calculated by the Site.
Delivery time:
Once payment has been confirmed, Orders will be dispatched by express courier companies.
The Seller undertakes to dispatch the Order within 8 working days, except in cases of unforeseeable stock shortages on the part of suppliers, delays in delivery caused by the carrier, or any other case of force majeure: permanent discontinuation of a product, strikes, adverse weather conditions, etc. Such cases are extremely rare; should this occur, the Client will be notified immediately.
The availability status displayed on the Site as "in stock" and "unavailable" reflects the Seller's stock status at the time the web page is viewed. However, it is provided as a guide only, and any error in this status resulting in a delivery delay shall not under any circumstances give rise to any entitlement to compensation of any kind.
Geographical delivery zone:
The Seller can dispatch Orders as promptly as possible to the countries indicated on the Site.
The Goods offered comply with applicable French legislation. In the event of delivery abroad, if the Good does not comply with the legislation in force in the country of delivery, the Seller shall not be held liable.
Risks:
Products always travel at the Client's own risk, including in the event of Products being returned under the warranty.
Inspection of the Order upon arrival:
The Client is required to check the condition of the packaging as well as the Items upon Delivery.
It is the Client's responsibility to raise any reservations and complaints they deem necessary, or even to refuse the parcel, where the parcel is manifestly damaged upon Delivery. Said reservations and complaints must be sent to the carrier by recorded delivery letter with acknowledgement of receipt within three working days, excluding public holidays, following the date of Delivery of the Goods.
The Client must also send a copy of this letter to the Seller.
Failure to make a claim within the aforementioned period extinguishes any action against the carrier in accordance with Article L. 133-3 of the Commercial Code.
Issues relating to the receipt of the Order:
Parcel delivery is handled by specialist transport companies. Nevertheless, occasional incidents may sometimes arise.
If the carrier's computer system indicates that the parcel has been delivered but this is not the case, a request for a signature trace upon receipt of the parcel will be made with the carrier. If the parcel was signed for as received by the recipient, no claim will be possible.
Article 9 – Right of Withdrawal
The right of withdrawal provided for by the provisions of the Consumer Code does not apply in the present case. Indeed, the purchase of Items by the professional Buyer – dental surgeon – falls within the scope of their principal activity.
Article 10 – Warranty
10.1.- Warranties are only applicable if the Client has previously fulfilled the payment conditions.
The Seller undertakes to ensure that the Items delivered fully comply with the Order, with legal and regulatory obligations, and with applicable French and European standards. The Seller is liable for any lack of conformity existing at the time of delivery of the Items.
The items sold are covered by the legal warranty against hidden defects, within the meaning of Article 1641 of the Civil Code.
In addition to these statutory warranties, a one-year commercial warranty is granted from the date of delivery, covering any malfunctions of the Item where it has been used and maintained in accordance with the good practices described in the user manual.
Claims relating to apparent defect(s) must be made within three days of delivery, by recorded delivery letter with acknowledgement of receipt. Failing this, they will be inadmissible.
10.2.- Within the scope of the warranty, it is specified that the Item will be returned to the Seller's workshops in Mauguio at the Client's expense, and that the return of the repaired Item will be at the Seller's expense. However, as a commercial gesture, a return label via the carrier La Poste, Colissimo, may be made available to the Client. The Client may request this on our website under the "after-sales return" tab.
Where the malfunction does not stem from a hidden defect, a repair estimate for the Item will be provided.
If the Item was purchased (delivery date) less than one year ago, and where it has been used and maintained in accordance with the user manual, it will be covered under the warranty and will either be repaired, exchanged for an equivalent Good, or refunded, at the Seller's discretion.
10.3.- The Seller shall not apply its warranty to items in cases where the Client has not complied with the conditions of use set out in particular in the user manual and, where applicable, optimal storage conditions.
Furthermore, the following are excluded from all warranty coverage:
a. Normal wear and tear of the equipment.
b. Defects arising from improper use or maintenance, negligence.
c. Damage caused by mishandling, improper or abnormal use.
d. Spare parts or accessories whose replacement results from normal wear and tear, or from routine maintenance operations, including: batteries, cells, rotor, bearings.
e. Transport and modification costs for the item in the event of a manufacturer recall due to a serial defect.
f. Damage caused by an external event (lightning, water damage, etc).
g. An intervention carried out on the Item by a person not authorised by the manufacturer's after-sales service.
h. Adverse consequences resulting from the use of non-original accessories or spare parts, disassembly or modification of the Item.
The Seller's commitment ends in the event of the manufacturer's failure to supply spare parts and accessories.
In all cases, the Seller shall not be held liable for non-compliance with the regulatory and legislative provisions in force in the country of receipt. The Seller's liability is systematically limited to the value of the Item in question, at its value on the date of sale, with no possibility of recourse against the manufacturing company. All claims, requests for exchange or refund must be made by recorded delivery letter with acknowledgement of receipt to the following address: DFC INSTRUMENTS, 1763 Chemin du Mas de Fabre, 34130 Mauguio, within thirty days of delivery.
Article 11 – Seller's Liability
The Seller declines all liability in the event of improper use or maintenance of the Goods.
The Client must comply with the instructions indicated on the packaging of the Goods as well as in the user manual(s) included with the Order.
Furthermore, no advice or information, whether oral or written, obtained by the Client from the Seller or during use of the Site, shall be capable of creating warranties not expressly provided for herein.
Article 12 – Intellectual Property Rights
All trademarks, illustrations, images and logos appearing on the Site, their accessories and packaging, whether registered or not, are and shall remain the exclusive property of the Seller. Any total or partial reproduction, modification or use of these trademarks, illustrations, images and logos, for any reason and on any medium whatsoever, without the express prior consent of the Seller, is strictly prohibited. The same applies to any combination or conjunction with any other trademark, symbol, logo or, more generally, any distinctive sign intended to form a composite logo. The same applies to any copyright, design, model and patent that are the property of the Seller.
Article 13 – Protection of Personal Data
The Seller implements personal data processing operations.
Personal data may be collected directly when the Client provides it upon creating their client account. It may also be collected indirectly by means of cookies.
The personal data processing operations implemented are based on the following legal grounds:
° the legitimate interest pursued by the Seller when it pursues the following purposes:
- browsing on the Site;
- prospecting and promotional activities;
- management of the relationship with its clients and prospects;
- organisation, registration and invitation to the Seller's events.
° the performance of pre-contractual measures or of the contract when it implements processing whose purpose is:
- management of Clients' orders;
- debt collection.
° compliance with legal and regulatory obligations when it implements processing whose purpose is:
- invoicing;
- accounting.
The Seller retains data only for the duration necessary for the operations for which it was collected, in compliance with applicable regulations.
In this regard, Clients' data is retained for the duration of the contractual relationship plus 5 years for promotional and prospecting purposes, without prejudice to any retention obligations or limitation periods. For orders, data is retained for 5 years from the end of use of the Client's orders. For accounting purposes, it is retained for 10 years from the close of the financial year.
The data processed is intended for the Seller. No personal data is shared with third parties.
Under the conditions defined by the French Data Protection Act (loi Informatique et libertés) and the European data protection regulation, natural persons have the right to access their personal data, as well as the right to rectification, enquiry, restriction, portability, and erasure. Where data processing is carried out on the basis of the Client's consent, they may withdraw it at any time. However, processing carried out prior to the withdrawal of the Client's consent remains fully valid.
Individuals subject to the processing operations carried out also have the right to object at any time, on grounds relating to their particular situation, to the processing of personal data whose legal basis is the Seller's legitimate interest, as well as the right to object to commercial prospecting.
They also have the right to define general and specific directives setting out how they wish the rights mentioned above to be exercised after their death, by e-mail to the following address: [email protected] or by post to the following address: DFC INSTRUMENTS, 45 rue Merlot, 34130 Mauguio, accompanied by a copy of a signed identity document.
The individuals concerned have the right to lodge a complaint with the CNIL.
Furthermore, the Seller undertakes to implement appropriate technical and organisational measures in order to ensure a level of security appropriate to the risk posed to the rights and freedoms of natural persons in the context of the processing operations referred to above.
These measures are defined taking into account the state of knowledge, the costs of implementation, and the nature, scope, context and purposes of the processing as well as the identified risks.
Article 14 – Force Majeure
The Seller cannot be held liable for any interruption in the operation of the Site due to unforeseen circumstances or reasons beyond its control, including, but not limited to: natural disasters, such as fires, floods, earthquakes, hurricanes, tropical storms or others; war, insurrection, arson, embargoes, acts of civil or military authorities, or terrorism; fibre-optic cable cuts, strikes, or shortages of means of transport, infrastructure, fuel, energy, labour or materials; the failure of infrastructure providing telecommunications and information services; hacking, spam, or any computer, server or software failure.
Article 15 – Internet Usage Rules
The Client declares that they accept the characteristics and limitations of the internet and in particular acknowledges:
- that they are solely responsible for the use they make of the information. Consequently, the Seller shall not be held, whether under an express or implied obligation, civilly liable to the Client for any direct or indirect damages arising from the use of said information;
- that they are aware of the nature of the internet, in particular its technical performance and response times for consulting, querying or transferring information;
- that the Client's communication of their personal identification details or, more generally, of any information the Client considers confidential, is done under their own responsibility;
- that it is the Client's responsibility to take all necessary measures to ensure that the technical specifications of their computer allow them to consult the information;
- that it is the Client's responsibility to take all appropriate measures to protect their own data and/or software from contamination by any viruses that may circulate through the Website.
Article 16 – Proof Agreement
The Client acknowledges that the recordings and backups (including any connection data) made on the Site (hereinafter the "Electronic Documents") shall have full evidentiary value between the Client and the Seller. Accordingly, the Electronic Documents (including their date and time) shall constitute evidence between the parties in any dispute.
The Client acknowledges, in their contractual relations with the Seller, the validity and evidentiary force of electronic communications. Likewise, the records of orders, amounts paid, discount vouchers, purchase vouchers and other loyalty cards by the Client, as well as their reproductions on microfiche, optical or magnetic discs retained by the Seller, may be relied upon against the Client as evidence.
Article 17 – Severability
If any provision of this Contract were to be declared void, such nullity shall not entail the nullity of the other provisions of the Contract, which shall remain in force between the Parties.
Article 18 – Modification of the Contract
Any amendment, termination or waiver of any clause of this Contract shall only be valid upon written agreement signed by both Parties.
Article 19 – Non-Waiver
The failure of either Party to enforce any commitment by the other Party to any of the obligations referred to herein shall not be interpreted in the future as a waiver of the obligation in question.
Article 20 – Applicable Law – Jurisdiction
The contractual relations between the Seller and the Client are governed by French law.
Any disputes relating to the validity, interpretation and/or performance of these General Terms and Conditions of Sale must be brought, even in the event of multiple defendants or a warranty claim, before the competent courts of the city of Montpellier.