x NOTES x GENERAL CONDITIONS OF SALE These CONDITIONS are valid for the supply of CATALOGUED HANDLING EQUIPMENT AND DEVICES For SPECIFIC EQUIPMENT AND DEVICES please refer to our corresponding conditions 2.1
Contractual documents more payment incidents 1 GENERAL In the event of a serious failing on the part of either Party to fulfil an essential obligation These general conditions apply to all contractual relationships between HUCHEZ he- the non-defaulting Party may terminate the contract ipso jure after issuing formal notice reinafter referred to as the Supplier and the client hereinafter referred to as the which shall have remained without effect for 30 days specifying the alleged failing and Client hereinafter also referred to collectively as the Parties and each individually stating the wish to terminate the contract by virtue of this Article This provision shall as a Party and define their rights and obligations for the sale of catalogued equip- not stand in the way of the right to seek damages for the harm and loss suffered as a ment and devices hereinafter the Equipment and the associated services if any result of the total or partial non-performance of the contract Application of Article 1222 They are compliant with the rules of competition law of the Civil Code relating to the Client's power to have the obligation carried out itself is In accordance with Article L.441-1
of the Commercial Code the general expressly excluded No price reduction requested on the basis of Article 1223 of the Civil conditions of the Supplier constitute the sole basis for commercial negotiation Code may be applied without the Supplier's express prior agreement Unless otherwise agreed by the Parties all orders placed with or acceptances of 2.4
Return of Equipment offers from the Supplier entail acceptance of these general conditions Any purchase conditions of the Client have the value of a proposal Returns namely the taking back of merchandise and the issue of a credit note in favour No other document derogating provision or other provision not included in these of the Client can take place only with the Supplier's express prior written agreement general conditions will be enforceable vis-à-vis the Supplier unless the Supplier has and subject to all the following conditions being met expressly accepted it in advance and in writing - returns are admitted only for the standard products shown in the catalogue in force at the The particular conditions can result only from a negotiation based on these general time of the request for return with the exception of gantry cranes jib cranes and hoists conditions of sale - the request for return must be sent to the Supplier within 30 days of the date of delivery Any derogation from these general conditions in favour of the Client is subject to - the Client must return the product carriage paid costs and risks for its account to the valuable consideration place indicated by the Supplier - the product must be returned in perfect condition protected or packed in its original 2 ORDERS CONTENT AND PERFECTION OF THE CONTRACT packing - the return does not exonerate the Client from its obligation to pay - The return gives rise to the issue of a credit note for the price of the products These general conditions and the particular conditions accepted in the terms referred concerned after verification of the condition of the products less a flat amount withheld to in Article 1 are contractual documents in respect of administrative handling and with a possible further deduction taking The following contractual documents apply in the following decreasing order account case by case of the specific costs associated with the return and with storage of priority of the products - the Supplier's offer The Supplier's consenting to the return of a given product does not give the Client the - these general conditions right to return any other products even if they are identical - the accepted order Where catalogued Equipment has been technically modified to meet the Client's needs - the delivery note and the invoice no return of such Equipment will be accepted by the Supplier The Supplier's technical specifications form the technical basis of contracts unless 2.5
Unforeseen events and force majeure specifically agreed otherwise a In the event of an unforeseeable change of circumstances at the time of concluding Documents such as promotional documents catalogues advertising and prices not the contract making its execution excessively onerous for one or other of the Parties specifically referred to in the particular conditions do not form part of the contract they will negotiate the amendment of the contract in good faith It is further agreed Information photographs weights models prices and drawings appearing in such do- that such events include the following in particular but without limitation change in the cuments are provided for purely indicative not contractual purposes and the Supplier price of commodities change in customs duties change in exchange rates change in reserves the right to make such changes to them as it sees fit even after acceptance legislation of orders provided the essential characteristics and performances of the Equipment If either Party refuses to renegotiate or if attempts to renegotiate are unsuccessful the are not altered Parties may agree to terminate the contract with effect from such date and on such Where versions of documents exist in more than one language and where the inter- conditions as they may determine or they may by common accord ask a court to adapt it pretation of terms is called into question the French version shall prevail Failing agreement within a reasonable time the courts may at the request of a Party 2.2
Offer price and acceptance revise the contract or terminate it with effect from such date and on such conditions as Unless the Supplier indicates otherwise its Offers shall be valid for one month This they may determine in accordance with Article 1195 of the Civil Code Consequently period will also be considered to constitute the fixed period referred to in Article the Supplier declares that it does not accept the risk of such changes in circumstances 1117 of the Civil Code in advance No stipulation of firm price or any other mention may be interpreted as accep- Once this period has passed the Supplier may alter the conditions of its Offer and tance of this risk update the price taking account of the evolution of costs Prices are quoted before taxes customs duties and expenses and the costs of trans- b Neither Party may be held liable for delay in fulfilling or failure to fulfil any of its obliga- port insurance and packing Ex Works or EXW They are invoiced in accordance tions under the contract if such delay or failure is the direct or indirect effect of an event with the conditions of the contract of force majeure The Client will be notified of any change in the price list two months prior to its taking effect An event of force majeure is an event that is beyond the control of the affected Party Unless a particular price has previously been agreed all deliveries of catalogued products which could not reasonably have been foreseen at the time of signing the contract will be invoiced at the price referred to in the acknowledgement of receipt of the order the effects of which cannot be avoided by means of appropriate measures and which In cases where it is necessary to carry out specific prior studies in order to produce an prevents the fulfilment of that Party's obligation offer in line with the Client's requirements but the offer does not lead to an order such Each Party shall inform the other Party without delay of the occurrence of any event studies will be priced specifically of force majeure of which it is aware and which in its judgement is likely to affect the The contract will be strictly limited to the supplies and services expressly mentioned performance of the contract by the Supplier in its offer or catalogue If the impediment is temporary fulfilment of the obligation is suspended unless the The Supplier reserves the right resulting delay is such as to warrant termination of the contract If the impediment lasts - to replace the products forming the object of the contract with products of an equi- for more than one month the Parties must confer as soon as possible to examine in valent specification providing this does not lead to either an increase in the price or an good faith the evolution of the contract alteration of the quality for the Client If the impediment is definitive the contract is terminated ipso jure in the terms provided - and to entrust all or part of the studies supplies or services forming the object of the by Articles 1351 and 1351-1 of the Civil Code if the affected Party agrees contract to any subcontractor of its choice It is expressly agreed that the following in particular but without limitation are considered The contract is not perfected unless and until the Supplier has expressly accepted the as events of force majeure order in writing by any means and the Client has paid the entire sum indicated in the - natural disaster sales Offer as being due upon ordering - earthquake tempest fire flood An expression of intent to order will not be treated as an order - armed conflict war civil strife terrorist attacks - labour conflicts general or partial strike by employees of the Supplier or the Client 2.3
Amendment suspension cancellation resolution ipso jure - labour conflicts general or partial strike by employees of suppliers service providers The order expresses the Client's irrevocable consent Any amendment suspension carriers postal or other public services or cancellation of all of part of the contract requested by the Client is conditional upon - imperative injunction of the public authorities prohibition of imports embargo etc the Supplier's prior express acceptance formalised in a written agreement taking ac- - operational accidents machine breakdown explosion cyber-attack count of any additional costs and timing differences that may derive from such change - failure or deficiency of suppliers In the event of suspension this agreement will also define how long the suspension will last and the Supplier will have the possibility of invoicing the proportional part of the order already undertaken In the event of total or partial cancellation the Supplier will be entitled to demand 3.1
Supplier's responsibility execution of the contract and payment in full of the sums stipulated therein The Equipment delivered is compliant with applicable technical regulations and the The Supplier also reserves the right not to accept an order or orders or to establish new technical rules for which the Supplier has explicitly stated compliance of the items of payment terms if it considers that the Client's solvency situation foreshadows a partial or Equipment total payment default and/or if the order comes from a Client with which it has had one or 3 COMPLIANCE AND TECHNICAL REGULATIONS HUCHEZ CATALOG 2026 101