VFP Ink Technologies
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Terms of sale

Article 1 – Scope

Any order implies the Customer's full and unreserved acceptance of these general terms of sale, to the exclusion of any other provisions or documents, and in particular the Customer's own general purchase conditions. If a specific contract or particular terms are signed between our Company and the Customer, these general terms continue to apply except for the provisions expressly derogated from by that contract or those particular terms. The fact that our Company does not invoke any of these general terms at a given time may not be interpreted by the Customer as a waiver of our Company's right to invoke them at a later date.

Article 2 – Price

All our prices are quoted exclusive of tax, ex-warehouse, packaging extra where applicable. They may change by the delivery date, depending on supplier price increases or currency exchange rate fluctuations.

Article 3 – Delivery and lead times

Delivery and service lead times are given for information only and without guarantee. Stated lead times are automatically suspended by any event beyond our Company's control that delays delivery. Delivery or performance delays do not entitle the Customer to cancel the sale or service, or to refuse the goods. They may not give rise to withholding, set-off, penalties or damages. Deliveries are made subject to availability. Our Company is authorized to make full or partial deliveries. The Customer must inspect the goods on delivery, in particular checking quantities, references and conformity with the order. No claim will be considered after a period of fifteen days from the date of delivery.

Article 4 – Transport

All our products are deemed sold ex-warehouse, regardless of the mode of transport or payment. Our products, even when shipped carriage paid, travel at the Customer's risk, who becomes responsible for them as soon as they leave our warehouses. The Customer undertakes to take out insurance covering the risks of loss, theft or destruction of the products. Where products are delivered by a carrier, it is the Customer's responsibility to make the usual findings and reservations enabling it to exercise all legal remedies against the carrier, in accordance with Articles L. 133-3 and L. 133-4 of the French Commercial Code. Any return of products requires our Company's prior written agreement; return costs remain, in all cases, the Customer's responsibility.

Article 5 – Warranty, limitation of liability

General and technical documentation is available for all our products upon request. In any event, our Company's liability may not exceed the market value of the products sold or services provided. Likewise, our liability may not be engaged for any material or immaterial consequences, or commercial losses, resulting from the use of our products, equipment, machines and analysis or measurement instruments, from the quality of their results, or from the interpretation of such results. Products distributed by our Company but manufactured by third parties carry only the third-party manufacturer's warranty. The warranty ceases to apply in the event of modification of the products, and is subject to the Customer's strict compliance with normal storage, use and maintenance rules. We reserve the right to modify the characteristics of our products, even after receipt of the order, where we consider that such modifications improve their quality, without any obligation to exchange or modify products delivered prior to such modifications. It is furthermore expressly agreed that, for sales between professionals, the seller is exempt from any warranty for latent defects in the goods sold.

Article 6 – Returns

Our Company may accept the return of standard, non-consumable products whose value does not exceed €450 excluding tax. In this case, packaging and transport costs are borne by the Customer, both outbound and return. The return request must be made prior to shipment, within ten days of receipt. Returned goods must be in strictly unused condition. Once the returned goods are accepted, a credit note will be issued for the invoiced value of the goods, reduced by 20% to cover inspection and handling costs, excluding any packaging and transport costs. The credit will be applied to the Customer's account.

Article 7 – Invoicing, payment, discounts

Our invoices are payable in cash. Specific payment terms may be negotiated with certain customers based on criteria such as creditworthiness, credit insurance limits, or the nature of the products sold. Any delay in transit due to transport difficulties or force majeure does not affect the payment due date. The Customer must strictly comply with the payment terms agreed and stated on the invoice (date and method of payment). Where bills of exchange are issued for payment at agreed due dates, the Customer must accept them upon receipt of the goods. Due dates may not be postponed on any grounds whatsoever, even in the event of a dispute. Failure to pay an invoice under the contractually agreed terms causes all amounts owed to us to become immediately due and suspends any further delivery. Any late payment also suspends the contract, without our Company being held liable in any way for the resulting delay in the performance of the contract. If, in respect of a previous order, the Customer has failed to meet any of its obligations, our Company reserves the right to no longer deliver goods or provide services, notwithstanding any contract in progress, unless the Customer provides satisfactory guarantees or cash payment. Any late payment automatically triggers, without prior notice, the payment of penalties calculated at the rate provided for in Article L. 441-6 of the French Commercial Code, due the day after the payment date stated on the invoice, without prejudice to any damages and legal costs due. Any right of set-off arising from a reciprocal claim of the buyer is excluded. No discount is granted for early payment.

Article 8 – Retention of title

Products sold remain the property of our Company until full payment of the price, including principal, interest and incidental costs, by the Customer. In the absence of payment at the agreed due date, our Company may repossess or have the products repossessed. The sale will be automatically rescinded and any deposits paid will be retained by our Company. Before full payment:

  • the Customer may not transfer the products free of charge or pledge them;
  • in the event of seizure by third parties, the Customer must immediately inform our Company so as to enable it to object and assert its rights;
  • in the event of resale, the Customer undertakes to inform sub-purchasers that the products are subject to a retention of title clause, and agrees in advance to assign to our Company the claim arising from the sale to the sub-purchaser.

Payment of the price means effective collection of funds. The delivery of a bill of exchange or any other instrument creates an obligation to pay but does not constitute payment. In order to protect our Company's rights, in particular in the event of the transfer or pledging of a business, the seizure or confiscation of goods, or the opening of insolvency proceedings, and to enable clear distinction between products subject to a retention of title clause and those not, the Customer undertakes to identify in its stock the goods delivered and not yet paid for. Failing this, stored products will be presumed to be subject to the retention of title clause and related to unpaid invoices owed to our Company. Notwithstanding this retention of title clause, all risks relating to the products sold are borne by the Customer as of their departure from our warehouses.

Article 9 – Jurisdiction

The interpretation and performance of these general terms, as well as all acts and contracts arising from them, are governed by French law. In the event of a dispute, both parties recognize the exclusive jurisdiction of the Commercial Court of our Company's registered office, notwithstanding any contrary clause in the Customer's documents. However, our Company may also bring proceedings before the court of the Customer's registered office or that of the location of the goods delivered. This express jurisdiction clause also applies in the event of multiple defendants and for all claims, including incidental claims, third-party proceedings or warranty claims. Any agreement between our Company and the Customer regarding the place of delivery of products, performance of services, or payment terms may not operate as a novation of, or derogation from, this jurisdiction clause, which is a substantial element of the agreement between our Company and the Customer.