General terms and conditions of sale

The Seller is a designer and producer of scientific instrumentation and custom electronic solutions. The list and description of the goods and services offered by the Company can be consulted on the website (www.caylar.net) or provided on request.

The general terms and conditions described below detail the rights and obligations of the company CAYLAR and of its client in connection with the sale of the following goods: CAYLAR Products. Any service performed by the company CAYLAR implies the unreserved acceptance of the buyer to these General Terms and Conditions of Sale. The Customer declares to have acknowledged and accepted all of these General Terms and Conditions of Sale, and if applicable the Special Conditions of Sale related to a product or service, and accept them without restriction or reservation. The Customer acknowledges that he has received the necessary advice and information to ensure that the offer meets his needs. The Customer declares to be able to contract legally under French law or validly represent the natural or legal person for whom he undertakes. Unless proven otherwise, the information recorded by the Company constitutes proof of all transactions.

The prices of the goods sold are those in force on the day of ordering. They are denominated in euros and calculated without taxes. As a result, they will be increased by the VAT rate and the transport costs applicable on the day of the order. The company CAYLAR reserves the right to modify its rates at any time. However, it agrees to invoice the goods ordered at the price indicated at the time of registration of the order.

The proposed rates include rebates and rebates that CAYLAR would have to grant based on its results or the assumption by the purchaser of certain services. No discount will be granted in case of advance payment.

Payment of orders is made by bank transfer.

If specified in the quotation, when the order is registered, the Customer shall pay a down payment of 20% to 30% of the total amount of the invoice, in order to finance the supply of components and materials, and the balance is to be paid after delivery, upon receipt of the invoice, ie 30 days end of month. The components and materials financed in advance are marked "property of…" (Customer concerned).

Invoices shall be payable in Euros upon receipt and at the latest within 30 days from the date of issue.

CAYLAR reserves the right to request penalties of delay at a rate equal to 10 (ten) % and a flat-rate compensation of at least 40 (forty) euros for recovery costs, due ipso jure, without a reminder being necessary.

The company CAYLAR retains ownership of the goods sold until full payment of the price, in principal and accessories. As such, if the Customer is the subject of a reorganization or a judicial liquidation, the company CAYLAR has the right to claim, as part of the collective procedure, the goods sold and remained unpaid. In this case, the payment of the invoice will have to be made in cash by bank check. Our right of claim concerns both the goods and their prices if they have already been resold (Act of 12 May 1980).

Trademarks, domain names, products, software, images, videos, texts, designs or more generally any information subject of intellectual property rights are and remain the exclusive property of CAYLAR. No assignment of intellectual property rights is realized through the present General Terms and Conditions of Sale. Any total or partial reproduction, modification or use of these goods for any reason whatsoever is strictly prohibited. CAYLAR products sold to the Customer shall not, without the prior written consent of CAYLAR, be subject to reverse engineering and in particular shall not be tested or analyzed by the Customer, directly or indirectly, in order to establish in particular the characteristics or composition thereof.

No party, as Recipient, shall decompile, disassemble, reverse engineer or attempt to reconstruct, identify or discover any source code, underlying ideas, techniques or algorithms in Confidential Information by any means whatever, except as may be specifically authorized in advance by Discloser in writing.

Delivery is made to the place indicated in the order form. The delivery time indicated during the registration of the order is given for information only and is not guaranteed. Consequently, any reasonable delay in the delivery of the products cannot give rise to the benefit of the buyer to:

The risk of transport is borne entirely by the Customer. In case of missing or damaged goods during the transport, the Customer will have to formulate all the necessary reserves on the purchase order upon receipt of said goods. These reservations must also be confirmed in writing within five days of delivery, by registered letter with notice of receipt.

The responsibility of the company CAYLAR cannot be implemented if the non-execution or the delay in the execution of one of its obligations described in these general terms and conditions of sale results from a case of force majeure. As such, force majeure means any external event, unforeseeable and irresistible within the meaning of Article 1218 of the French Civil Code.

In case of cancellation of one of the provisions of the present agreement, this cancellation would not entail the cancellation of the other provisions which will remain in force between the parties. Any contractual modification is valid only after a written agreement signed by the parties.

Any dispute relating to the interpretation and execution of these general terms and conditions of sale is subject to French law. In the absence of amicable resolution, the dispute will be brought before the Commercial Court of Evry (France).