Article 1 – Purpose and scope of application
These General Terms and Conditions of Sale (hereinafter "GTC") define the rights and obligations of JURINE SARL, operating the EPIBOX brand, hereinafter referred to as "EPIBOX" or "the Supplier", and its professional clients, hereinafter referred to as "the Client", within the framework of the sale of the products marketed by EPIBOX.
They apply to all contractual relationships between EPIBOX and the Client, whether the order is concluded through the EPIBOX website, following a quote, a purchase order, or by any other means accepted by the parties.
In accordance with Article L.441-1 of the Commercial Code, the present GTC constitute the basis for commercial negotiation.
Any order or acceptance of an offer from EPIBOX implies acknowledgment and acceptance of these GTC, subject to any specific conditions expressly accepted by the parties.
Any deviation from these GTC must be subject to an express agreement between EPIBOX and the Client.
The applicable version of the GTC is the one brought to the Client's attention at the time of the conclusion of the contract.
Article 2 – Contractual documents
Unless otherwise agreed between the parties, the contractual documents applicable to the commercial relationship include notably :
the quote or commercial offer issued by EPIBOX and accepted by the Client ;
- any specific conditions expressly accepted by the parties ;
- the present GTC ;
- the accepted order ;
- the delivery note and the invoice.
The information contained in catalogs, brochures, photographs, advertising materials, and other commercial documents has an informative value, unless they are expressly integrated into the contractual documents.
In case of contradiction between several contractual documents, the specific conditions expressly agreed upon by the parties prevail over the present GTC.
Article 3 – Products and definition of need
The essential characteristics of the products marketed by EPIBOX are presented on the product sheets, catalogs, quotes, or other commercial documents communicated to the Client.
The Client, in their capacity as a professional, is responsible for defining their needs and must ensure that the ordered products are suitable for the intended use and the constraints of which they are aware.
EPIBOX commits to taking into account the needs and constraints expressly communicated by the Client and to providing them with the necessary information within the limits of the information available, the technical feasibility of the request, and the characteristics of the proposed products.
Some products are subject to a minimum order packaging. This is specified on their product sheet or during the preparation of the quote.
The photographs, illustrations, and representations of the products are presented for informational purposes and may show variations that do not affect the essential characteristics of the product.
Article 4 – Order and formation of the contract
Orders can notably be placed on the EPIBOX website, after a quote, a purchase order, or by any other means accepted by EPIBOX.
The Client is required to verify the references, quantities, characteristics, and other information related to their order before its validation.
The order becomes firm upon its acceptance by EPIBOX, subject to applicable mandatory legal provisions.
EPIBOX reserves the right to refuse or suspend an order under the conditions permitted by applicable regulations, notably in the presence of a prior payment incident or overdue amounts remaining unpaid. EPIBOX may, when the situation justifies it, request appropriate payment guarantees or advance payment before accepting or continuing a new order.
Article 5 – Minimum amount and packaging
The minimum order amount is set at €80 net excluding tax.
Below this amount, a flat fee may be applied, except for specific conditions notably for spare parts.
Certain products may be subject to a minimum quantity or packaging requirement for orders. This information is specified on the product sheet, the quote, or any other document provided to the Client before the conclusion of the order.
Article 6 – Special and custom manufacturing
Products made according to dimensions, characteristics, adaptations, or specific specifications requested by the Client constitute special and custom manufacturing.
The characteristics of these products are defined in the quote, the plans, the specifications, or any other contractual document accepted by the parties.
A deposit between 30% and 50% of the order amount is requested before any manufacturing begins.
The applicable percentage is determined notably based on the quantity ordered, with orders for larger volumes potentially leading to a lower deposit rate. The exact amount of the deposit is communicated to the Client at the time of the quote or order ;
Given their specific characteristics, special and custom manufactures are neither returned nor exchanged, except by express agreement of EPIBOX or mandatory legal provision.
This provision applies notably subject to the special regime provided in the article relating to the right of withdrawal of certain professionals and the legal exceptions provided therein.
Article 7 – Price
Prices are billed at the rates in effect on the day of the order or according to the prices listed in the quote accepted by the Client.
Prices are expressed in euros excluding taxes (HT). The applicable VAT as well as any transport, delivery, packaging, or other applicable fees are added under the conditions communicated to the Client.
Prices correspond to the products and services expressly provided in the order or the quote. Any additional service or supply requested by the Client may be subject to an additional billing after informing and obtaining the Client's agreement.
Any potential price reductions and specific commercial conditions applicable are specified in the price list, the quote, the order, or any other applicable contractual document.
Article 8 – Payment Terms
Unless otherwise expressly agreed between the parties, the invoices are payable within sixty (60) days from their date of issue, in accordance with article L.441-10 of the French Commercial Code.
The invoice specifies the applicable due date.
For orders placed on the website requiring payment upon order confirmation, payment is made at that time according to the payment methods offered.
Deposits related to special and custom manufacturing are payable according to the terms specified in the quote or order.
No discount for early payment is granted, unless a specific provision is expressly agreed between the parties. The applicable special provisions are specified in the price list, the quote, the order, or any other applicable contractual document.
Article 9 – Late Payment and Collection Fees
In case of late payment, penalties are due by right from the day following the payment date indicated on the invoice, without the need for a reminder or prior formal notice.
The late payment penalty rate is set at three times the legal interest rate in effect.
Any professional in a late payment situation is also liable by right for a flat fee of €40 for collection costs.
When the actual collection costs incurred are higher than the amount of this flat fee, EPIBOX may request additional compensation, without justification.
In case of late payment or significant deterioration of the Client's financial situation reasonably raising fears of default on payment, EPIBOX may, under the conditions permitted by the applicable regulations, suspend the execution of ongoing orders or make their continuation subject to the provision of sufficient payment guarantees.
Article 10 – Delivery
EPIBOX ensures the delivery of its products in Metropolitan France, Corsica, as well as in the European countries served by the company at the time of the order.
The delivery conditions and costs are determined notably based on the destination, amount, volume, and characteristics of the order.
They are communicated to the Client before the validation of the order or specified in the quote.
Conditions of free shipping may be applied by EPIBOX depending on the destination and the amount of the order. The applicable thresholds being subject to change, they are communicated to the Client in the commercial conditions in effect at the time of the order.
Spare parts are delivered free of shipping and packaging.
Direct deliveries to end users are possible subject to the application of the applicable shipping and packaging fee, regardless of the amount of the order.
Article 11 – Transport deadlines and methods
The transport methods are determined based on notably the destination, the volume of the order, and logistical constraints.
The applicable conditions are communicated to the Client at the time of the quote or the order.
The delivery times communicated by EPIBOX are determined based on the availability of products, any manufacturing delays, the destination, and the chosen transport methods.
When a deadline is communicated for informational purposes, a reasonable delay cannot, by itself, justify the cancellation of the order or a request for compensation, subject to mandatory legal provisions and any specific commitments expressly made by EPIBOX.
For export shipments requiring special arrangements, the transport and delivery conditions are defined according to the Client's request and confirmed in the quote or at the time of the order.
Article 12 – Receipt and complaints
The Client must verify, upon receipt and the commissioning of the products, their condition, quantity, references, and their compliance with the order.
Any complaint regarding an anomaly occurring between the preparation of the order, its shipment, its delivery, and its commissioning must be brought to the attention of EPIBOX within a maximum period of ten (10) days following delivery.
The following are particularly concerned :
- quantity errors ;
- incorrect products or references ;
- damaged products ;
- transport-related issues ;
- preparation errors ;
- more generally, any anomaly that can be observed upon receipt or during the commissioning of the product.
This period concerns anomalies related to the order and its delivery and is distinct from the one-year contractual warranty applicable to issues arising later under the conditions set out in Article 14.
Article 13 – Transport damages, EPIBOX errors and returns
13.1 – Transport-related damages
In case of loss, damage, deteriorated product or missing quantity attributable to transport, the Client must check the goods upon receipt and, when the situation requires, make specific and justified reservations to the carrier.
The Client must also complete the required formalities within the applicable legal deadlines, particularly those provided for in Article L.133-3 of the Commercial Code when applicable.
The Client is invited to inform EPIBOX as soon as possible to allow for the processing of the file.
13.2 – Error or defect attributable to EPIBOX
If the product has a defect or if an error in quantity, model, reference or preparation is attributable to EPIBOX, EPIBOX will cover the entire return and proceed with the replacement of the product as soon as possible or offer the Client a solution suitable for the situation.
The Client must contact EPIBOX prior to any return so that the procedures can be communicated to them.
13.3 – Return resulting from a Client error
When the return results from an order error attributable to the Client, particularly regarding size, model, reference or the quantity ordered, the return costs are the responsibility of the Client.
Any return is subject to the prior agreement of EPIBOX.
When the return is accepted, a depreciation of 10% of the price of the returned product is applied, particularly for the control and repackaging of the product.
The product must be returned in a condition allowing its restocking and according to the terms communicated by EPIBOX.
Special and custom-made products are not covered by this return possibility, subject to the mandatory legal provisions applicable.
Article 14 – Contractual warranty
The products marketed by EPIBOX benefit from a contractual warranty of one (1) year from the date of issuance of the invoice.
This warranty covers parts and labor as well as the shipping costs necessary for its implementation.
To benefit from the warranty, the Customer must inform EPIBOX of the problem encountered and allow EPIBOX to examine the product or obtain the necessary information to identify the defect.
Products transformed or modified by the Customer or by a third party without EPIBOX's agreement are excluded from the warranty.
Also excluded are damages or wear resulting notably from :
- a misuse ;
- a use not in accordance with the intended purpose of the product ;
- a bump or a fall ;
- acts of vandalism ;
- an unauthorized modification or intervention on the product.
The contractual warranty applies without prejudice to the legal warranties that may be applicable.
Article 15 – Retention of title
EPIBOX retains full ownership of the sold products until full payment of the principal and accessory price.
Failure to pay all or part of the amounts due may result in the reclamation of the products under the conditions provided by the applicable regulations.
The present retention of title clause does not hinder the transfer of risks under the conditions applicable to the sale.
Article 16 – Intellectual Property
The trademarks, logos, photographs, videos, catalogs, documentations, files, technical documents and, more generally, the contents and elements communicated or made available by EPIBOX remain its property or that of their respective holders.
Their transmission to the Client as part of an offer, a quote or an order does not entail any transfer of intellectual property rights.
They may not be reproduced, communicated to third parties, modified or used for purposes other than those necessary for the study of the offer, the execution of the contract or the use of the products without the prior authorization of EPIBOX.
The plans, studies and technical documents established by EIBOX in the context of special or custom manufacturing remain in particular its property, unless otherwise agreed in writing between the parties.
Article 17 – Force Majeure
No party shall be held liable for a return or non-performance of its obligations when it results from an event constituting a case of force majeure within the meaning of article 1218 of the Civil Code.
When the impediment is temporary, the execution of the obligations concerned is suspended for its duration, unless the resulting delay justifies the termination of the contract.
When the impediment is definitive, the contract may be terminated under the conditions provided by the applicable regulations.
The affected party informs the other party as soon as possible of the occurrence of an event likely to significantly affect the execution of the contract.
Article 18 – Protection applicable to certain professionals
These general terms and conditions mainly govern the relations between EPIBOX and its professional clients.
However, in accordance with article L.221.3 of the Consumer Code, certain protective provisions of the Consumer Code apply to contracts concluded off premises between EPIBOX and a professional Client when the following three cumulative conditions are met :
- the contract is concluded off premises ;
- the subject of the contract does not fall within the scope of the main activity of the professional Client ;
- the professional Client employs five employees or fewer.
When these conditions are met, the Client benefits from the provisions of sections 2, 3 and 6 of chapter I of title II of book II of the Consumer Code under the conditions provided by the applicable regulations.
He notably benefits, subject to the exceptions provided by law, from a right of withdrawal of fourteen (14) days.
For contracts for the sale of goods, this period runs from the receipt of the goods by the Client or by a person mentioned in the annex of these general terms and conditions or any other unambiguous statement expressing his wish to withdraw.
The direct return costs are borne by the Client, unless otherwise provided by regulations or EPIBOX expressly agrees to bear them.
In accordance with article L.221-28 of the Consumer Code, the right of withdrawal cannot be exercised, when the corresponding legal conditions are met, for goods made to the specifications of the Client or clearly personalized.
The provisions of this article prevail over any contrary provision of these GTC when the legal conditions allowing the Client to benefit from them are met.
Article 19 – Personal data
The personal data collected in the context of the business relationship is processed by JURINE SARL for the purposes necessary notably for managing requests, quotes, orders, payments, invoices, deliveries, returns, and customer relations.
The information related to the processing carried out, the data recipients, the retention periods, and the rights of the concerned individuals are detailed in the Privacy Policy accessible on the EPIBOX website.
Article 20 – Applicable law and dispute resolution
These GTC and the contracts concluded between EPIBOX and the Client are subject to French law.
In the event of a dispute relating notably to the formation, the interpretation, the execution, or the termination of their contractual relationship, EPIBOX and the Client strive to seek a prior amicable solution.
In the absence of an amicable agreement and subject to the applicable mandatory provisions, the Commercial Court of Saint-Étienne is the only competent authority, including in cases of multiple defendants or third-party claims.
The provisions of this article apply subject to the mandatory rules that a professional Client fulfilling the conditions of article L.221-3 of the Consumer Code may benefit from.
Article 21 – General provisions
The fact that EPIBOX does not invoke, at a given time, one of the provisions of these GTC cannot be interpreted as a waiver of invoking them later.
If any of the provisions of these GTC were declared null, invalid or unenforceable, the other provisions would retain their full effect, to the extent permitted by the applicable regulations.
Any modification or specific condition deviating from these GTC must be expressly accepted by the parties.