Article 1 : OBJECT
The present General Conditions of Sale and Hiring constitute the base of the commercial negotiation and are systematically addressed or given to each Purchaser or Tenant to enable him to place order.
All the sales or hirings of material, any service marketed by ZAACK, are subjected to these General Conditions of Sale and hiring which prevail on all the conditions of purchase or all other conditions or other document, except exemption by express and written agreement of a representative of ZAACK, duly authorized for this purpose. No particular condition can, except formal and written acceptance on behalf of ZAACK, prevail on the present General Conditions of Sale and Hiring.
The General Conditions of Sale and Hiring are placed at the disposal of the Purchaser and the Tenant on the site of ZAACK. The acquisition or the hiring of a Product implies the knowledge and the acceptance without reserve by the Purchaser or the Tenant of these General Conditions of Sale and Hiring in force at the day of the order.
ZAACK reserves the faculty to modify its General Conditions of Sale and Hiring constantly. In the event of modification, the applicable General Conditions of Sale and Hiring are those in force at the date of the order by the Purchaser or the Tenant of which a dated copy can be given to him with its request.
The fact that ZAACK does not prevail with one moment given of the unspecified ones of the present General Conditions of Sale and Hiring cannot be interpreted like being worth renunciation to prevail of it later.
Article 2: DEFINITIONS
The Salesman or Hirer indicates the company ZAACK, SAS with the capital of
500.000 euros, whose registered office is 2, rue des Communes 78260 Achères, registered with the RCS of Versailles under the number 829.142.314.
ZAACK has in particular for activity to sell or rent the Product. The Purchaser and the Tenant indicate any natural person or entity wishing to carry out a purchase or a hiring of the Product.
The Product is a box of measurement of the indoor air quality with an access to the collected data.
Article 3: ORDERS
The order is considered as firm and final when it is accepted at the end of a sale or rental contract or an order form signed by both parties.
The contract is then irrevocable and cannot be modified or terminated by either party, except with the express agreement of the other party.
The benefit of the order is personal to the Purchaser or the Hirer and cannot be yielded without the express agreement of ZAACK.
Article 4: PRODUCT
ZAACK reserves the right to make any modification to the Product. ZAACK draws the attention of the Purchaser and the Hirer to the fact that it is formally prohibited to him to move the Product or to modify the environment of initial installation carried out by the technician of ZAACK. Any displacement of the Product can be carried out only by an authorized representative of ZAACK.
Article 5 : PRICE
The price of the Product is indicated in euros, all taxes included (VAT and other taxes applicable on the day of the order).
All orders and rentals are payable in Euros.
Any change in the applicable VAT rate or exchange rate may be reflected in the price of the Product.
Similarly, if a tax or contribution is created or modified, either upwards or downwards, this change may be reflected in the sale and rental price of the Product.
In case of delivery to a country outside of metropolitan France, the Buyer or the Renter will be considered as an importer of the Product. Customs duties or local taxes or import duties or state taxes may then be charged. These rights or taxes are the responsibility of the Purchaser or the Tenant, both in terms of declarations and payments to the authorities and competent organizations.
ZAACK reserves the right to modify at any time the price of its Product. The Product will be invoiced on the basis of the tariff in force at the time of the validation of the order and subject to availability of the Product.
Article 6: PAYMENT TERMS
In the absence of a specific agreement to the contrary, the Buyer shall pay the invoice for the goods in cash on the day of delivery by bank transfer. The Hirer shall pay the rent by SEPA direct debit. In the event of delay in the payment of any sum due by the Purchaser or the Tenant, ZAACK will be able to require the payment of an allowance of delay equal to 1%, per month, as from the day of the delivery, of the amount net of tax of the price of the material delivered, increased by the V.A.T., as well as the refunding of the expenses engaged for the recovery of its debt.
Article 7 : DELIVERY TIME
The delivery times provided on the order form are only indicative and, unless otherwise stipulated, any delay shall not authorize the Buyer and the Hirer to cancel the sale or the rental, to refuse delivery of the equipment or to claim damages.
However, if 30 days after the indicative date of delivery the Product was not delivered and installed, for any other cause than a case of absolute necessity, the sale or the hiring could then be cancelled at the request of ZAACK or the customer.
ZAACK will be released from its obligation of delivery in the event of cause beyond control: the war, the riot, the fire, the strikes, the accidents (etc). In all assumptions, the delivery can intervene only if the customer is up to date of its obligations towards ZAACK.
Article 8 : DELIVERY – INSTALLATION AND TESTING
The material is delivered free of port and packing to the seat of the customer, within the limit of Metropolitan France. The Product is transported with the risks and dangers of ZAACK.
The report of setting in service is established at the day of the delivery. In the event of dispute, this time will be prolonged of 8 days, in order to allow ZAACK to raise the possible reserves. After this time, the report of setting in service will be regarded as final.
No return of the Product will be able to take place, except express and preliminary agreement of ZAACK. This agreement will not comprise, to in no case, the assumption of responsibility for the expenses, risks and dangers of the transport of return by ZAACK. The price of the Product includes exclusively the installation of the delivered Product. The tests are carried out in the presence of the Purchaser or the Tenant, which signs, at the end of these tests, the report of setting in service.
The operation will be considered satisfactory and the installation in conformity as soon as the customer will not have denounced this report to ZAACK by registered letter, in the eight days of its signature.
With the initial installation of the Product and for each one of its displacements carried out by a technician authorized of ZAACK, a card of site will be established by ZAACK and signed by the Purchaser or the Tenant.
Article 9: MODIFICATION OF ORDER
If it is required of ZAACK to modify the ordered Product, to carry out additional work, in particular visits of a technician other than those contractually agreed or to provide additional parts, the additional expenses (on estimate) will be added to the purchase price. ZAACK will be able, with discretion, to accept or refuse any change of specifications requested by the Purchaser or the Tenant.
Article 10: TRANSMISSION OF COLLECTED DATA – CONTROL VISITS
ZAACK collects the data and transmits them to the Buyer or Lessee in the form of a monthly report.
The Buyer or Tenant is solely responsible for the quality and continuity of the web and power supply allowing for uninterrupted data transmission to ZAACK.
Any exceeding of the threshold contractually fixed by the customer will result in an alert by ZAACK.
ZAACK does not carry out any analysis of the data collected that it is satisfied to transmit to the customer.
ZAACK will carry out a monthly visit of control of the Product. ZAACK places at the disposal of the customer a hotline of Monday at Friday of 8h with 20h.
ZAACK must imperatively carry out the calibration of the Product every 24 months.
Article 11 : WARRANTY
The Product benefits from a 24-month warranty as of its installation.
This guarantee completes the legal guarantee of the seller for defects and hidden faults.
This warranty does not cover :
malfunctions due to any displacement of the Product or abnormal modification of its environment by the Buyer or the Renter,
normal wear and tear resulting from the use of the devices: consumables, sensor cables, filters,
damage resulting from negligence or misuse of the Product and in particular: false operations, falls from the case, cables and wires torn or twisted,
The terms of application of the warranty are as follows:
the guarantee gives right to the replacement, under 24 hours for Paris and the Ile de France and under 48 hours everywhere else (in France and Europe), of the defective parts or with the change of the case with the choice of ZAACK, which takes with its load the labour, the possible travelling expenses,
the interventions carried out under guarantee do not involve extension of this one,
the engagements of guarantee are personal with the Purchaser or the Tenant,
the warranty excludes any payment or indemnity for any reason whatsoever, and in particular for operating losses caused by the immobilization, regardless of its duration,
the warranty ceases as soon as, without the express authorization of the seller, a modification or a repair has been made by persons other than the seller.
Article 12 : CONTRACTUAL LIABILITY
In the event of violation of the guarantee by ZAACK, its responsibility will be limited exclusively to the repairs or replacement (with its discretion) of any defective Product covered by the guarantee or the refunding of the price relating to it. In no event shall
ZAACK, its subsidiaries or establishments will not be responsible for the damage and indirect losses resulting from a violation of the guarantee or any other provision of the present General Conditions of Sale and Hiring, nor for any failure with a duty or an obligation resulting from a law, a contract, the rules of civil liability, case law or otherwise, including but not limited to loss of use, loss of profits or revenue, labor costs, loss of use of other equipment, compensation for damages to third parties, loss of employee service, loss of contracts or opportunity, penalties of any kind or failure of the Product to comply with applicable law. The responsibility for ZAACK could not exceed the price of purchase or hiring of the Product.
Article 13: PROPERTY RETENTION CLAUSE
ZAACK preserves the property of the delivered Product until the complete payment and real and integral collection of its price in principal, interests, penalties of delay, expenses, accessories and taxes. It will be able consequently, in the event of total or partial non-payment of the price and of its accessories with the expiry, for some cause that it is and with some title that it is, to require of right and without formality the restitution of the Product to the expenses, risks and dangers of the Purchaser or the Hirer.
Until the transfer of ownership, the customer is obliged to :
to maintain the Product in perfect working order,
not to dispose of the Product in any form or manner whatsoever, and in particular not to resell it, pledge it as security or pledge it as collateral, nor to constitute any security interest or right whatsoever on it for the benefit of a third party,
not to withdraw the Product from the place where it was delivered and installed without the consent of ZAACK.
The customer commits himself, consequently, to subscribe with the company of his choice a contract of insurance covering the risks incurred by the delivered Product. In the event of seizure or any other intervention of a third party, the customer is held to immediately advise ZAACK of it. For the case where the present clause of reserve of property would be implemented, all the sums paid by the customer would remain acquired with ZAACK as compensation.
Article 14: PATENTS, COPYRIGHT, TRADEMARK, CONFIDENTIALITY
All the elements of the Product, all the rights of intellectual property are and remain the exclusive property of ZAACK. The sale or the hiring of the Product could not have for effect to grant to the Purchaser or the Tenant any licence or any other rights of intellectual property on patents, royalties or marks of which ZAACK is titular or for which it is licencee.
Article 15: PERSONAL DATA
ZAACK is committed to protecting and ensuring the safety and confidentiality of the personal data of its customers, in particular by taking all useful precautions to prevent that these data are deformed, damaged or that unauthorized thirds have access there.
Article 16 : NULLITY OF THE CLAUSE
If any clause of these general conditions of sale were considered null and void for any reason whatsoever, it alone would be considered null and void. The other clauses will be maintained and will produce their full effect.
Article 17 : LITIGATION
Only French law is applicable.
Any dispute caused by the supply of the sold or rented Product, or any services, will have, under penalty of inadmissibility and foreclosure, to be communicated to ZAACK in the eight days of its knowledge or its discovery, by registered letter with acknowledgement of delivery, addressed to the seat of the company ZAACK.
Any litigation, opposing a tradesman with ZAACK, relating to the sale or hiring, even in the event of recourse in guarantee or of plurality of defendants, will give place to an attempt at friendly settlement (except case of urgency). In the absence of agreement of the parts within the 30 days as from the denunciation of the dispute, the Commercial court of PARIS will be only qualified to know the litigation.