3. GENERAL TERMS OF SALE
Reference FP85-2 — October 2026 version — supersedes version FP85-1
1 - GENERAL CLAUSE
Our sales are subject to these general terms, which prevail over any terms of purchase, unless formally and expressly waived by us.
2 - OFFERS
Our offers are made with an option period of 4 months; after this period, they are subject to confirmation. An order becomes effective only upon receipt of a firm written order. The prices of the manifold blocks quoted in our offers take into account the hydraulic circuit diagram, the bill of materials and any particular specified requirements. They are subject to change should any of this information change. Any significant particularity of the hydraulic circuit must be clearly specified in the invitation to tender, in particular where it concerns the safety of persons and machines (e.g. absolute leak-tightness of a circuit, a circuit performing a load-holding function, etc.).
3 - ORDERS
Under no circumstances may cancellation of an order apply to non-standard equipment, which will be invoiced for the part of the order already performed.
4 - PRICES
Unless otherwise stated, prices are exclusive of tax, for unpacked equipment, ex works, without any particular acceptance procedure. Any other service is not included in our prices and must be the subject of a specific agreement. No hydraulic components or connection elements are supplied. Only the counterbore plugs (for blocks manufactured according to a hydraulic circuit diagram) are delivered separately and are identified on the general arrangement drawing for fitting.
5 - DESIGN STUDIES
A general arrangement drawing of each manifold block ordered is submitted for your approval before production begins. The external representation of the components on the general arrangement drawing is given for information purposes only and is not binding on us. We are bound only by: the fitting of the components in the spaces provided and compliance of the hydraulic circuit with the diagram supplied and with good engineering practice. The sale of our equipment does not entail the transfer to the customer of the property rights in our manufacturing designs.
6 - DELIVERY LEAD TIME
Delivery lead times are stated as accurately as possible but are given for information purposes only; they depend on our supply and transport capabilities. Under no circumstances may a delay give rise to a claim for compensation, an extension of payment terms, or the cancellation of our orders. Delivery lead times run from the date of written agreement between the parties. Their observance presupposes that all information (in particular approval of the general arrangement drawing before manufacture) reaches us in good time and that the payment terms are complied with. On the contractual due date, we reserve the right to invoice if the non-completion of the equipment ordered is due to the customer's failure to comply with its obligations to supply information. By way of exception, orders placed with the Chronobloc option benefit from a guaranteed lead time under the conditions set out in Article 12.
7 - DELIVERY - TRANSPORT - ACCEPTANCE
Unless otherwise stipulated, delivery is deemed to take place ex works. If such delivery is delayed for a reason beyond our control, it shall be deemed to have taken place on the agreed date. Unless otherwise stipulated, the buyer shall bear the costs and risks of transporting the goods sold after delivery and shall make all necessary reservations upon receipt in the event of missing items or damage.
8 - PAYMENT
Unless otherwise stipulated, our invoices are payable net, without discount, at our Registered Office - 225 Av. de Coulins Z.A. - 13420 GÉMENOS - at 30 days end of month from the invoice date.
- Discount: in accordance with the conditions stated on our invoices.
- Penalties: in the event of late payment on the due dates set, the sums owed shall automatically bear interest, without the need for formal notice, at a rate of three times the statutory interest rate, from the due date set in our general terms of sale, without this clause affecting the enforceability of the debt. In the event of non-payment of any instalment, the other instalments shall become immediately due and payable, even if bills of exchange have been issued for them.
In addition, in the event of late payment, the customer shall automatically be liable to us, in addition to the late payment penalties provided for above, for a fixed indemnity for recovery costs of €40.
9 - WARRANTY
Unless otherwise stipulated or subject to special conditions, we warrant our equipment for a period of 6 months from delivery. We undertake, from the day the equipment is made available at our works and throughout the warranty period, to bring into conformity or to supply at our expense, as quickly as possible, replacement parts for those recognised as defective as a result of a material flaw or manufacturing defect, without this warranty entailing for us any obligation other than the straightforward supply of new replacement parts, with no compensation on either side. Every manifold block shall be deemed to have been fully tested by you in your workshop. The tests shall cover in particular circuit conformity, resistance to overpressure, and internal and external leaks. Under no circumstances shall NUMERHYD bear any installation and removal costs or any costs of operating losses due to the stoppage of a machine incorporating its equipment. The application of the warranty entitles us to verify the conditions of use of the equipment: any refusal to allow such verification releases us from liability. We are released from liability for any damage caused by oil losses, leaks, etc.
10 - RETENTION OF TITLE
The seller retains title to the goods sold until full and effective payment of the price, both principal and ancillary amounts. Failure to pay any instalment may result in the goods being reclaimed. These provisions do not prevent the transfer to the buyer, upon delivery, of the risks of loss of and damage to the goods sold, as well as of any damage they may cause.
11 - JURISDICTION
Unless otherwise specifically stated in our acknowledgements of order, only the above terms shall be valid. The fact that the customer places an order with us implies knowledge and acceptance of these terms, notwithstanding its own terms of purchase. The Commercial Court of Marseille (Tribunal de commerce de Marseille) shall have sole jurisdiction to hear any disputes that may arise in connection with the performance of an order, payments or the contractual terms of a supply. Our bills of exchange or acceptances of payment shall not constitute a waiver of this jurisdiction clause, nor shall any contrary provisions in the customer's general terms of purchase.
12 - SPECIAL CONDITIONS OF THE CHRONOBLOC OPTION
12.1 The Chronobloc option allows a manifold block to be designed, manufactured and delivered within a maximum of one week. It applies to a new block, a repeat of an existing block or a small batch, provided that the block is declared "eligible for the Chronobloc option" in our quotation. 12.2 The lead-time commitment presupposes that:
- the option is selected within a maximum of 3 days after the quotation is issued;
- the diagram, the bill of materials and the desired layout are finalised and supplied with the order;
- approval of the general arrangement drawing is given within less than half a day. If approval is given later, the one-week lead time restarts from the date approval is given.
12.3 Transport time is included in the final lead time, on the basis of one day anywhere in mainland France. However, any delay caused by the carrier cannot be considered a failure to meet our commitment. Outside France, the commitment applies to the "ex works" date. Express shipping costs are invoiced in addition to the price of the block. 12.4 The option is subject to a surcharge of a fixed €100 per reference, plus 40% of the manufacturing price of the block. 12.5 If delivery takes place after the lead time, the Chronobloc surcharges are not invoiced. This provision constitutes the sole consequence of exceeding the lead time: it excludes any other compensation, in accordance with Article 6. 12.6 In the event of cancellation after the design study has been delivered, the design costs and surcharges are invoiced.
13 - LANGUAGE
These terms are drawn up in French. They may be translated into English, German and Italian. In the event of any discrepancy between the versions, only the French version shall be binding.