General conditions of Sale

1. Application of the general conditions of sale of FROG AGENCY

The present general conditions of sale are applicable to all the products and the services sold by FROG AGENCY. They are applicable in their entirety for any contract crossed between FROG AGENCY and there customers in France or abroad, about is the place of delivery. No dispensation on the present general conditions of sale can be admitted without agreement specially and prerequisite of FROG AGENCY. Any condition against the present general conditions of sale put by the buyer, in its general conditions of purchase or in quite other document, will be non-invocable to FROG AGENCY, about is the moment when she will have been able to be worn in her knowledge.

2. Orders and execution

Any order crossed with FROG AGENCY is firm and definitive for the customer from the reception by FROG AGENCY of an order form, an agreement of the customer on its estimate by the mention " voucher for agreement ", or of quite other support stating a order. The unavailability of a product because of a shortage of stock, its deletion of the catalog cannot pull no cancellation of the global command(order) and will give the right to no compensation on behalf of FROG AGENCY.

3. Price

Products are supplied at the price fixed on the basis of the price list FROG AGENCY current at the time of the reception of the order. Catalogue prices get departure store, T.V.A and quite other not included taxes which will be charged in more. The prices are modifiable without advance notice and vary according to the discounts and the discounts applicable to the date of reception of the order. The conditions and the rates of discounts will be communicated by PHODIA to the customer on simple request.

4. Delay and terms of payment

4.1 Payment times

Invoices are payable in the office of FROG AGENCY, in a way that this last one arranges sums the day of the term. Invoices will be cash on delivery or according to the conditions indicated by FROG AGENCY on the invoice. The customers benefiting from a credit line will be entitled to a payment time, the duration of which will be a function for every customer of the amount of its credit line and the realized figure of business. FROG AGENCY agrees the law to modify or to delete and without advance notice incurs it granted to the customer.

4.2 Delays in payment

In case of payment occurring after the maturity date representing on the invoice, under the term "method of payment", FROG AGENCY will require the immediate payment of all the not fallen invoices. Besides, for lack of payment, a penalty at the rate of twice the legal interest rate will be applied from the day of the term appearing on the invoice, without however that this penalty can be lower than 107 euro. The delay in payment can give place besides to the deletion of the orders and the current deliveries and to the retreat of any possibility of payment time such mentioned above.

5. Conditions of delivery

5.1 Modalities

The delivery comes into effect at the time of the removal of products by the customer instead of storing of FROG AGENCY, or at the time of the removal of products by the carrier. The customer makes a commitment to take delivery of products in the store of FROG AGENCY to Pontorson du Lundi in Saturday during the opening hours in 3 days following the order or, in case of inalienable products in stock, in 3 days following the reception of these products by FROG AGENCY. For lack of removal in 3 days, FROG AGENCY saves himself the possibility of cancelling the order of products.

5.2 Delivery deadlines

The delivery deadlines indicated by FROG AGENCY are given as a rough guide. No compensation can be tuned to the customer in case of non compliance with these extensions, and no order can be cancelled without the agreement deliberately by FROG AGENCY. In case of shortage of stock of one or several ordered products, FROG AGENCY will inform the customer about it and will proceed to the delivery of the existing. At request of the customer, FROG AGENCY will agree to wait for the availability of the totality of products ordered to deliver the customer and avoid partial deliveries, except in case of order of specific products. The partial delivery can however be postponed from no more than 30 days.

5.3 Transfer of risks

The transfer of the risks intervenes in the delivery date such as defined in the point 5.1. Consequently, products travel at the risks and the dangers of the addressee.

5.4 Transport costs

The transport costs are defined according to the price rates of the carrier who will take care of the transport of products. And can be communicated to the customer on simple request.

5.5 Reception of products

Without prejudice measures to take towards the carrier in application of the article L 133-3 of the commercial law, any reserve in the delivery and any refusal in the delivery by the customer for averages, missing and for nonconformity of products delivered to the waybill must be formulated in writing and in a precise way on the delivery slip, as well as on the travel voucher. It will be up to the customer to supply any justification as for the reality of the noticed abnormalities. A detailed complaint will so have to be sent to FROG AGENCY (to the accounting administrator in charge of the concerned account) by mail recommended with acknowledgement of receipt, for the extension not exceeding 7 days following the delivery.

The refusal of products in the delivery by the customer can be considered as excessive if this customer cannot justify abnormalities called on his delivery slip ( Bl) and on his travel voucher. In case of excessive refusal of products, FROG AGENCY can demand to the customer a fixed 46-euro compensation.

PHODIA reserves the right to charge the proofs of delivery ( POD), to the customers who make it the request.

6. Conditions of guarantee

FROG AGENCY reminds that she is, in her quality of salesman and person receiving benefits, the intermediary between the manufacturer and the buyer, and that consequently, products sold by FROG AGENCY are guaranteed in the conditions determined by the manufacturer and communicated with every customer who makes it the request by this one.

To benefit from this guarantee, the customer will have to inform at once FROG AGENCY, by any means, adduced disorders. FROG AGENCY will be considered no compensation as the damages such as loss of production, operating loss, loss of luck, loss of data, damage financial or commercial or other which would be the direct or indirect consequence of the damages undergone further to the use or further to the failure of the delivered goods.

It is up to the customer to verify the smooth running of its material, FROG AGENCY cannot be sought in case of invoicing of a third party (EDF, France Telecom, either quite other body or society) for the partial or total payment of an invoice asked after the use or the failure of the delivered goods.

The guarantee not being for the damages undergone after an abnormal use of products delivered or due to viruses or software not supplied by FROG AGENCY.

7. Bonds of the customer - immaterial rights

The sale of software and the other products does not entail, on no account, transfer of the reproduction rights, the representation, the exploitation and any more generally all the recognized immaterial rights or to recognize by those who participated in the realization of the software and the other products and to their legal successors.

Consequently, the customer refrains to broadcast or to allow the broadcasting, of everything or a part of the software and the other sold products, whatever system it is.

He also refrains to make the public representation for commercial purposes.

He is called back more generally than, according to the capacities of the Code of the Intellectual property, the software and the other sold products are exclusively intended for the usage deprived in the executive said " about the family circle " and than every offender explains himself to the civil and penal penalties planned in forgery.

Also, the customer refrains to reproduce, to make reproduce or allow the reproduction even partial of this software or the other products whatever are the modalities.

The violation of these capacities can pull the cancellation of any order, it, in spite of the commitment of pursuits.

8. Property reserve

The FROG AGENCY company saves itself expressly the property of the goods delivered up to complete payment of their price in main thing and interests. For lack of complete payment of the price of products in main thing and interests, FROG AGENCY can, at any time, start again product at the customer. FROG AGENCY can also resume the goods not paid in the hands of sous buyers or demand the direct payment from it on behalf of these. Do not establish a payment in the sense of the present article, the discount of a title creating an obligation to pay, deal or the other one. Up to complete payment of the price, the customer can pawn products, neither exchange them, nor transfer them in property as guarantee. The present clause of property reserve not putting obstacle from the delivery of products to the transfer of the risks to the customer, according to the article 5.3 above, the customer makes a commitment to bring all his care to the guarding and to the preservation of products and  in the preservation of products and to sign any useful insurance. The delivered and not yet paid products must be individualized and mixed with the other products. The opening of a collective procedure for the benefit of the customer cannot make defeat for the demand of the goods by the company FROG AGENCY. The buyer makes, in that case, a commitment to participate actively in the establishment of an inventory of the goods being in stocks and the property of which FROG AGENCY claims.

In defect, FROG AGENCY will have the faculty to make notice by bailiff, at the expense of the customer. In case of partial payment, this one will impute at first on the penalties of delay, the interests and the least former debts. FROG AGENCY intends to maintain its general conditions of sale as long as possible. Nevertheless, FROG AGENCY reserves the right to proceed at any time, without advance notice, to modifications of the present general conditions of sale, by hypothesis, evolutionary.

9. Attribution of jurisdiction and applicable law

In a express way, it is given attribution of jurisdiction to the competent courts of Avranches for any contesting which can appear between the parts, even in case of emergency proceeding, of call in guarantee or of defendants' plurality, diligently of the French law. The customer declares to have acquainted and to accept without reserve the general conditions of the company FROG AGENCY above reproduced, and being at any time available for consultation in our premises.