Le 29/01/2025

1. GENERAL PROVISIONS

These general terms and conditions of sale (hereinafter referred to as the "GTCS") apply to all products sold by ELYDAN (hereinafter referred to as "the Seller") to its professional customers (hereinafter referred to as "the Buyer(s)").
Confirmation of an order implies the Buyer's full and unreserved acceptance of the GTCS, to the exclusion of any other documents issued by the Seller, which are for information purposes only.
Any condition to the contrary opposed by the Buyer shall be unenforceable against the Vendor, except with the Vendor's prior written acceptance.
The GCS may be modified at any time, it being understood that any modification will be notified to the Buyer and will take effect on the date of presentation of the notification.

2. OFFER AND ORDER

2.1. Orders must be sent in writing either to the Seller's head office at the following address: 127 avenue Louis Blériot- 38590 Saint-Etienne-de-Saint-Geoirs, or by e-mail to the following address: contact@elydan.eu
2.2. Offers contained in the catalog or in any other commercial document are for guidance only and for a fixed period.
They may be modified at any time without notice.
2.3. Orders are final only when they have been confirmed in writing by the Vendor, the dispatch of the products constituting acceptance.
2.4. Orders for specific products, i.e. non-standard products not included in the Seller's price list, may give rise to the application of additional processing charges. Similarly, any request for handling or unpacking of products will give rise to a surcharge on the amount of the order.
2.5. The Vendor may refuse any order which is incompatible with the GCS, or which is abnormal for any reason whatsoever, or which is placed in bad faith, or which is not covered by credit insurance.
2.6. The Vendor may, at any time, make any modification it deems useful to its products, without being obliged to modify products previously delivered or in the process of being ordered.
2.7. The benefit of the order is personal to the Buyer, who may not assign or transfer it without the Vendor's prior written consent.
2.8. All orders accepted by the Vendor are final and may not be modified or cancelled, in whole or in part, by the Buyer. However, the Vendor may cancel, in whole or in part, any order in progress, in the event of solvency problems on the part of the Buyer.
Cancellation by the Buyer of an order for standard products after acceptance by the Vendor, for any reason whatsoever, shall give rise to payment of a sum corresponding to 50% of the total amount of the cancelled order, exclusive of tax, by way of compensation for the loss suffered. In addition, any deposits paid shall be retained.
Cancellation by the Buyer of an order for specific products after acceptance by the Vendor, for any reason whatsoever, shall give rise to payment of the full amount of the cancelled order, which shall remain the property of the Vendor, by way of damages, in compensation for the loss suffered, in addition to invoicing for all products ancillary to the products whose order has been cancelled.
In addition, for any cancellation of an order or modification of the delivery date within 72 hours of the delivery date confirmed by the Vendor, a lump sum of €950 excluding VAT will be invoiced for costs incurred (cancellation of transport and administrative management).
The Vendor does not take back unsold products.
2.9. The Seller may subcontract all or part of the execution of the order.

3. FINANCIAL CONDITIONS

3.1. PRICES
3.1.1. Prices are quoted in euros, ex-works, exclusive of taxes, transport and packaging costs. Any tax, duty or other service to be paid in addition, such as insurance costs, customs duties, handling and assembly costs, etc., shall be borne by the Buyer.
3.1.2. The price applicable is that in force on the date of receipt of the order by the Seller for all deliveries made within 30 days of the order date.
3.1.3. In accordance with the provisions of article 1164 of the French Civil Code, it is agreed between the Vendor and the Buyer that the Vendor shall be entitled to set the price of the Products unilaterally, it being the Vendor's responsibility to justify the conditions for setting this price, if necessary, at the Buyer's request. Thus, prices may be revised at any time with one (1) month's notice prior to the date of application.
3.1.4. Eco-contribution: the portion of the unit cost borne by the Seller for the management of waste Construction Products and Materials from the Building sector (PMCB), as invoiced by the eco-organization to which it (the Seller) belongs, is passed on in full to the professional Buyer of the product, without any possibility of price reduction.
3.2. PAYMENT
3.2.1. Invoices are payable within 30 days of the date of invoice for the goods, at the Seller's registered office.
In the event of solvency problems on the part of the Buyer, the Seller may demand payment of the amount of the order from the Buyer.

before shipment of the products. To this end, the Vendor will send the Buyer a pro-forma invoice. The order will not be considered firm and definitive until the Vendor has received the full amount of the invoice.
3.2.2. Bills of exchange and cheques only constitute methods of payment, and payment shall not be deemed to have been made until the price has actually been collected by the Vendor.
3.2.3. In accordance with the provisions of article L. 441-10 of the French Commercial Code, any delay in payment shall result in
automatically incurring, without prejudice to any other course of action:
- a late payment penalty equal to the European Central Bank refinancing rate (Refi rate) in force on the first day of the calendar half-year in which payment is due, increased by 10 points (Example: For the 1st half-year of 2024, the ECB refinancing rate is 4.50%. The total penalty rate will therefore be equal to ECB refinancing rate + surcharge i.e. 4.50%+10%=14.50%)
-the flat-rate indemnity of 40 euros for collection costs provided for in article D.441-5 of the French Commercial Code. If the actual costs of collection, justified by the Seller, exceed the amount of this indemnity, the latter shall be increased accordingly.
3.2.4. In the event of notorious insolvency, payment after the due date, placement under court protection, receivership or compulsory liquidation, the Seller may, subject to the mandatory provisions of article L.622-13 of the French Commercial Code:
-rightfully and without further formality, repossess the goods corresponding to the order in
cause
-and possibly any previous unpaid orders, whether or not payment is overdue;
-rightfully terminate the contract in its entirety on simple notice given to the Customer by registered letter with request
for acknowledgement of receipt, without further formality and without prejudice to the exercise of all its other rights.
In accordance with the provisions of article L.622-7 of the French Commercial Code, it is expressly agreed that in the event of the Customer being placed under court protection, receivership or liquidation, the unpaid amount of any invoices issued by the Customer in respect of services rendered to the Vendor, and any price reductions due, shall be offset against any amounts still owing to the Vendor, which shall become immediately due and payable.
3.2.5. No payment may be offset at the sole initiative of the Buyer, in particular in the event of an allegation by the Buyer of a delay in delivery or non-conformity of the products delivered, the prior written agreement of the Vendor being essential, and this, regardless of any provisions to the contrary which may appear in the Buyer's terms and conditions of purchase.

4. PACKAGING - DRUMS

4.1. Products are packed in standard packages as defined in catalogs and/or price lists or at the Seller's discretion.
4.2. Packaging bearing the Seller's trademark may not be used to designate products belonging to the Buyer and/or third parties.
4.3. The reels made available to the Buyer by the Seller as part of the sale of the products are the property of the Seller. The conditions under which the drums are made available are appended to these general terms and conditions of sale.

5. DELIVERY

5.1. MODALITÉS
5.1.1. La livraison est réputée effectuée par la délivrance des produits ou par leur mise à disposition de l’Acheteur ou de son transporteur, dans les entrepôts du Vendeur (INCOTERM EX WORKS). Le transfert des risques intervient donc au départ des usines du Vendeur, conformément à l’article 7 ci-dessous.
5.1.2. L’INCOTERM EX WORKS s’applique quand bien même un lieu de livraison effectif distinct est indiqué dans la commande.
5.1.3. Les livraisons ne sont opérées qu’en fonction des stocks disponibles et dans l’ordre d’arrivée des commandes. Il peut être procédé à des livraisons partielles avec émission des factures correspondantes. En cas de livraison partielle, l’Acheteur ne peut se prévaloir de l’attente du solde de sa commande pour différer le paiement de ces factures.
Si une commande n’a pu être que partiellement livrée, du fait du Vendeur, les frais supplémentaires nécessités par la livraison du reliquat sont pris en charge par celui-ci.
5.2. DÉLAIS
5.2.1. Les délais de livraison sont fonction des possibilités d’approvisionnement. Les retards de livraison ne donnent pas droit à l’Acheteur de résilier tout ou partie de la commande ou de demander des dommages- intérêts. Ainsi, en cas de retard éventuel de livraison, ou plus généralement en cas d’allégation par l’Acheteur d’un manquement du Vendeur à l’une quelconque de ses obligations, l’Acheteur ne pourra prétendre qu’à la seule réparation de son préjudice réellement subi, et sur le chiffrage duquel l’Acheteur et le Vendeur devront s’être accordés préalablement à tout paiement. En cas de désaccord sur le chiffrage du préjudice éventuellement subi par l’Acheteur, celui-ci sera déterminé à dire d’expert désigné par le Président du Tribunal de commerce compétent, statuant à la requête de la partie la plus diligente.
5.2.2. La modification des dates et/ou du calendrier de livraison à la demande expresse de l’Acheteur ne peut se faire sans l’accord écrit du Vendeur et peut donner lieu à un réajustement de prix et/ou à la facturation de frais supplémentaires.
Dans le cas d’un report de date de livraison supérieur à 15 jours calendaires sur demande de l’Acheteur, le Vendeur pourra prétendre sans préjudice des dispositions de l’article 2.8, à la facturation de frais à hauteur de 5% de la valeur des marchandises par mois de stockage.
5.2.3. Si l’Acheteur ne procède pas à l’enlèvement des marchandises à la date convenue entre les parties, 8 jours calendaires après présentation d’une mise en demeure par lettre recommandée avec avis de réception restée sans effet, la vente pourra être résolue sans autres formalités, à la discrétion du Vendeur. Les éventuels acomptes versés par l’Acheteur sont alors conservés par le Vendeur, outre la facturation, à titre de clause pénale, de pénalités égales à 90% du montant total de la commande.
Par ailleurs, en cas de retard d’enlèvement ou de livraison d’une commande de produits spéciaux à l’initiative de ou imputable à l’Acheteur, le Vendeur pourra facturer sans préjudice des dispositions de l’article 2.8, des frais généraux à hauteur de 10% de la valeur des marchandises ainsi que les frais de stockage ou d’entreposage générés. Dans ce cas la responsabilité du Vendeur ne peut en aucun cas être recherchée en cas de dégradation ou perte de la marchandise stockée, le transfert des risques étant réalisé dès la mise à disposition des marchandises dans les locaux du Vendeur, conformément à l’article 7 ci-dessous.
5.2.4. Les frais de déplacement de nos marchandises ou tourets effectués à la demande de l’Acheteur sont facturés sur devis selon le régime des frais réels et sur présentation des justificatifs.
5.3. ANOMALIES OU MANQUANTS– RETOUR DE PRODUITS
5.3.1. Il appartient à l’Acheteur de vérifier la conformité des produits (à la commande ou encore aux spécifications convenues) lors de leur réception, de faire toutes les contestations et réserves nécessaires sur le bordereau de livraison et d’informer le Vendeur, au plus tard dans les trois (3) jours ouvrés consécutifs à la livraison pour les contrôles quantitatifs et dix (10) jours ouvrés consécutifs pour une non-conformité produit ou un vice apparent avec justificatifs à l’appui (Preuves photos, traçabilité, produits avec n° lot, étiquettes…). Aucune réclamation ne sera acceptée au-delà des délais précédemment mentionnés. La protestation devra être motivée par lettre recommandée avec accusé de réception et ce, à peine de forclusion.
L’Acheteur doit fournir toute justification quant à la réalité des anomalies ou manquants constatés. Il doit laisser au Vendeur toute facilité pour procéder à la constatation de ces vices ou manquants. Il s’abstient d’intervenir lui-même ou de faire intervenir un tiers à cette fin. L’absence de contestation dans les délais et formes requis vaut pour l’Acheteur acceptation pleine et entière des produits, lui interdisant d’exercer tout recours à l’encontre du Vendeur.
5.3.2. Il incombe à l’Acheteur de contracter toutes les assurances nécessaires contre les risques de perte ou de détérioration des produits.
5.3.3. Aucun retour de produit pour quelque motif que ce soit ne peut être effectué sans un accord préalable et écrit du Vendeur. A défaut de cet accord écrit, les produits retournés seront tenus à la disposition du Client avec facturation des frais de magasinage et ne donnent pas lieu à l’établissement d’un avoir ni à la résolution de la vente. En toute hypothèse, en cas d’accord écrit du Vendeur, les frais et risques de retour sont à la charge de l’Acheteur, quels que soient le mode de transport ou les modalités de règlement du transport (franco, port dû, départ, contre-remboursement, fob…).

6. WARRANTY - REPAIR LIMITS

6.1. The Vendor is only bound by the legal warranty for latent defects and non-conformity of the products with the order.
It is the Buyer's responsibility to use and install the products in compliance with the technical standards and recommendations, which he declares to be familiar with.
The legal warranty is not due in the event of non-conforming use of the Vendor's products by the Buyer, or storage of the products in a manner that is non-conforming or incompatible with the nature of the products.
6.2. In order to assert his rights, the Buyer must, under penalty of forfeiture of any action relating thereto, inform the Vendor, in writing:
-of the existence of apparent defects and/or loss or missing product upon delivery, within three (3) consecutive working days of receipt of the products and,
-for other defects or non-conformities, within 10 working days of their discovery, enclosing the number of the parcel control sheet and/or the product identification codes.
6.3. After agreement on the reality of the defects or lack of conformity, the Vendor may proceed, at its sole discretion:
-either to replace the products free of charge if they are still manufactured,
-or to supply similar products free of charge,
-or to repair or bring the products into conformity, if necessary at the Buyer's premises,
-or to issue a credit note.
No other claim for any reason whatsoever will be accepted.
6.4. In the event of direct and certain prejudice suffered by the Buyer due to the fault of the Vendor and resulting from any defect and/or lack of conformity, the Vendor's liability cannot exceed the pre-tax value of the products and/or services sold.
The Vendor cannot, under any circumstances, be held liable for damages resulting indirectly from any defect and/or lack of conformity such as loss of clientele, loss of earnings, loss of profit.
The Seller cannot be held liable for faulty assembly, installation or modification of the product by the Buyer, nor for faulty maintenance, storage or use, or for the consequences of obsolescence or normal wear and tear.
6.5. No claim may be made if the Buyer and/or a third party has attempted to remedy any non-conformity or defect in the product without the Seller's prior written consent.
Similarly, the present warranty is excluded:
-in the event of improper use, implementation, negligence or lack of maintenance of the products on the part of the Buyer,
-in the event of normal wear and tear of the product or force majeure,
-in the event of use of the products in a manner that does not comply with the standards of use or technical recommendations of the Seller, or in the event of use that does not comply with the purpose for which the products were manufactured.

7. RETENTION OF TITLE AND TRANSFER OF RISK

7.1. Products are sold with a clause expressly subordinating the transfer of ownership to full payment of the price in principal, interest and accessories, which means that the Buyer does not become the owner of the products until they have been paid in full.
Until the price has been paid in full, the Buyer must individualize the products delivered under this contract and must insure them accordingly.
The Seller may verify compliance with this clause at any time by visiting the Buyer's premises.
7.2 Notwithstanding the present reservation of title, the risks are transferred to the Buyer as soon as the products leave the factory, or as soon as the goods are made available by the Seller in its warehouses, according to the delivery terms agreed between the parties. It is therefore the Buyer's responsibility to assume the risks and to take out comprehensive insurance (fire, theft, water damage, etc.) covering the risks arising from the time the products leave the factory or are made available in the Seller's warehouses.
The Buyer may not modify, incorporate or resell the products sold under reservation of title without the Seller's prior written consent.
7.3. In the event of seizure or any other intervention by a third party on the products, the Buyer must inform the Vendor without delay in order to enable the Vendor to oppose the seizure and preserve its rights.
The Buyer shall also refrain from pledging or assigning by way of security the ownership of Products not paid for in full.
7.4. If the legislation of the Buyer's country does not recognize the validity of the retention of title clauses, in particular in the event of receivership or liquidation proceedings, or if the Buyer wishes to resell the Products before payment, he/she must provide the Seller with serious payment guarantees such as certified cheques, customer drafts, subrogation of payment, endorsements on drafts, etc.
7.5. Product identification codes must be preserved by the Buyer.

8. INTELLECTUAL PROPERTY

8.1. OWNERSHIP OF DRAWINGS AND ENGINEERING
Drawings, photographs, tools and products made and/or developed by the Seller, with or without the Buyer's collaboration, may not be reproduced under any circumstances without the Seller's prior written consent.
8.2. PRODUCTS
8.2.1. The Buyer indemnifies the Seller against all claims by third parties based on their intellectual property rights and relating to the manufacture and delivery of a product manufactured in accordance with the Buyer's instructions.
8.2.2. Dies, tools, etc. used by the Seller in the manufacture of products ordered by the Buyer remain the exclusive property of the Seller, even if the Buyer has paid for them.
8.2.3. Any technical studies and quotations are drawn up on the basis of information supplied by the Buyer under its sole responsibility. The Vendor provides such estimates and studies for information purposes only. The Vendor may not be held liable for said quotations and studies, or for technical elements supplied by the Buyer.

9. PRIVACY

9.1. The studies, drawings, models and documents owned by the Seller and transmitted to the Buyer may not be communicated or disclosed by the latter to third parties, except for the sole purpose of ensuring proper use of the products and/or services.
9.2. This obligation is absolute and valid as long as the elements set forth in article 9.1. have not fallen into the public domain other than by breach of an obligation of confidentiality.

10. RESOLUTORY CLAUSE

If, within 15 days of the application of the late payment penalties provided for in article. 3.2.3., the Buyer has not paid the sums still due, the sale is automatically cancelled and may give rise to the payment of damages to the Seller.
Advances paid are retained by the Seller.

11. WRITTEN AGREEMENT

11.1. In accordance with the provisions of article L.441-3 of the French Commercial Code, an agreement called the "Written Agreement" between the Vendor and the Customer will be drawn up before March 1st of year n and will define all the obligations to which the parties have committed themselves with a view to fixing the price at the end of the commercial negotiation; within this framework, the Written Agreement will specify:
-The conditions of the product sales transaction, including in particular the pricing conditions communicated by the Vendor prior to the commercial negotiation and, where applicable, any special sales conditions granted to the Buyer. The granting by the Vendor of any rebate is subject to the condition that the Buyer has complied with all its commitments, as well as with the due dates of all invoices preceding the date of payment of such rebates.
-The provision of commercial cooperation services designed to promote the marketing of products, by
defining the services to be provided, the products concerned, the dates and duration of said services, and their remuneration, as well as the total remuneration relating to all of these obligations. In accordance with current regulations, invoices for the provision of services drawn up by the Buyer must include the name and address of the parties, the invoicing address if different, the date of issue of the invoice, the start and end dates of the service, its precise description including the products and brands concerned, and the price excluding VAT. These services are subject to the current VAT rate. Invoices are paid once the service has been rendered.
Invoices cannot be offset against invoices for the delivery of products, and cannot be deducted from payment of the latter, any deduction being considered as a default in payment by the Buyer. Sales will be reduced by any sums withheld by the Buyer for any reason whatsoever, and in particular for the invoicing of penalties, regardless of the reason, unless the Vendor has given its prior written consent.
-Any other obligations intended to promote the commercial relationship between the Vendor and the Buyer which do not fall within the scope of commercial cooperation, specifying for each of them the purpose, the expected date of completion of the service and the terms and conditions of its performance, as well as the remuneration or overall price reduction relating to all of these obligations.
11.2 In accordance with the provisions of article L.441-9 of the French Commercial Code, invoices for services drawn up by the Customer must include the name and address of the parties, the invoicing address if different, the date of issue of the invoice, the start and end dates of the service, its precise description including the products and brands concerned, as well as the price excluding VAT. Invoices must also show the type of company providing the service(s) in question, its share capital, its registration number in the Trade and Companies Register, its registered office and invoice numbers. These invoices must comply in all respects with the provisions of article 289 of the French General Tax Code and article 242 nonies A of appendix II of the French General Tax Code.
11.3. These services are subject to the VAT rate in force. Invoices are paid after completion of the service. Invoices cannot be offset against product delivery invoices, and cannot be deducted from payment of the latter, any deduction being deemed equivalent to default of payment by the Customer.

11.4. When the amount of a financial benefit (remuneration for the provision of services or rebate) is determined by applying a percentage to the sales figure, the latter is understood to be net of all duties, contributions and taxes, and in particular excluding all environmental contributions and levies. The rebate base will be made up of the sales actually received, less any sums withheld by the Customer for any reason whatsoever, and in particular for the invoicing of penalties, whatever their reason, unless the Vendor has given its prior written consent.

12. EXCLUSION FROM PENALTIES

12.1. In accordance with the terms of Recommendation n°19-1 of the Commission d'examen des pratiques commerciales relative
to a guide to good practice in the matter of logistical penalties, no penalty unilaterally predetermined by the Customer will be accepted by the Vendor without the latter's prior written agreement, whatever the reason for the penalty.
Furthermore, penalties may not be unilaterally deducted from invoices issued by the Vendor. Any clause to the contrary shall be deemed unwritten.
In any event, only the prejudice actually suffered, demonstrated and evaluated by the Customer, may give rise to compensation by the Vendor, after request to and negotiation with the Vendor. In this respect, the Customer must provide the Vendor with any document attesting to the loss actually suffered (delivery note, etc.). Failing agreement, the loss suffered will be assessed by an expert appointed by the President of the competent Commercial Court at the request of the most diligent party.
12.2. In the event that the competent authorities declare a state of emergency on national territory in accordance with the legal provisions in force, in particular a state of health emergency in application of the provisions of article L.3131-12 of the French Public Health Code, the Vendor shall not be liable to the purchaser for any penalty during this period and also for a period of three (3) months from the end of the said state of emergency, in order to enable the purchaser to return to a normal supply situation.

13. COMMERCIAL DISPUTES

As an express exception to the provisions of article L.110-4 of the French Commercial Code, any dispute on the part of the Buyer relating to the entire commercial relationship with the Vendor (invoices, commercial cooperation contracts, separate service contracts, sums due under mandates, miscellaneous receivables, etc.) may not be taken into account after the expiry of a period of one (1) year from the end of the calendar year in respect of which the sum is due.

14. FORCE MAJEURE

14.1. The Vendor's obligations shall be suspended, in whole or in part, ipso jure and without formality, and its liability discharged, in the event of the occurrence of a case of force majeure, as defined in article 1218 of the French Civil Code.
14.2. The following will be considered as force majeure, without the Seller having to establish the characteristics defined in article 1218 of the French Civil Code: fire, natural disasters, lock-out, strike, limitation or temporary stoppage of work, epidemic, war, riot, requisition, act of public authorities, flood, tooling accident, operating accident, machine breakdown, shortage of raw materials essential to production, interruption or delay in transportation, difficulties with subcontractors or suppliers, legislative or regulatory provisions, or any other cause leading to total or partial unemployment for the Seller or its suppliers, epidemic, pandemic as well as any measures taken by the competent authorities to limit the spread of an epidemic or pandemic, whether or not in the context of a declaration of a state of health emergency.
14.3. The Vendor's obligations will be suspended for as long as it is unable to perform them due to the force majeure invoked.
In the event of a fortuitous event or force majeure within the meaning of the present article, the party suffering the force majeure shall inform the other party by all available means as soon as possible and within 72 hours at the latest. Should this suspension continue beyond a period of 10 working days, the other party will have the option of cancelling the order in progress.
14.4. The foregoing provisions do not apply to payment obligations.

15. GENERAL DATA PROTECTION REGULATION (GDPR)

15.1. The Seller and the Buyer undertake to comply with, and to ensure that their employees comply with, the regulations applicable to the protection of personal data, and in particular those arising from Regulation 2016/679/EU of 27 April 2016 "on the protection of individuals with regard to the processing of personal data and on the free movement of such
data" and Law no. 78-17 of 6 January 1978 relating to information technology, files and freedoms.
15.2. The Vendor, as data controller, processes personal data for the purpose of managing its relations with its customers, including the Buyer, and for the performance of the sales contract concluded with the latter. The information is essential to this processing and is intended for the relevant departments of the Vendor and, where applicable, its service providers and/or subcontractors. It is kept for the duration of the commercial relationship, and for five years after the end of the relationship.

16. DISPUTES - APPLICABLE LAW

16.1. These General Terms and Conditions of Sale and all sales transactions referred to herein are governed by French law.
16.2. In the event of a dispute, the Commercial Court of the Vendor's registered office shall have jurisdiction, even in the event of related actions, third-party proceedings or multiple defendants. This jurisdiction clause shall apply even in the event of summary proceedings. It will only be otherwise in the event of application of the provisions of article D.442-3 relating to the specialization of jurisdictions in matters of restrictive competition practices.
16.3. The Seller shall nevertheless have the option, if it is the plaintiff, of bringing the matter before the Court of the Buyer's registered office.

Appendix to Conditions

General Terms and Conditions of Sale:
Terms and Conditions for the supply of reels-Jan.2025
ANY ORDER FOR A PRODUCT DELIVERED ON A REEL IMPLIES ACCEPTANCE WITHOUT RESERVATION OF THE TERMS AND CONDITIONS BELOW
Elydan (the supplier) makes its reels (the material) available to the customer free of charge as part of a works delivery for a maximum period of six months. This period begins on the date of dispatch of the reel(s) from the supplier's factory. It runs until the date of receipt by the supplier of the request to recover the reel(s)
The reel(s) thus delivered remain(s) the property of the supplier. The customer assumes all risks associated with the storage of the reel(s) from the time of delivery until the reel(s) is (are) effectively returned to the supplier (the period of availability).
The customer may in particular be held liable for any damage, theft, loss, accident, etc. associated with the equipment. It is the customer's responsibility to take out all necessary insurance against the risks of loss or deterioration of products. The supplier may not be held liable for any legal action or liability claim during the period of availability.
When the customer makes the reel(s) available to his customers, he remains responsible to the supplier for the risks associated with the storage of the reel(s). He will be responsible for recovering the reel(s) from his customers.
Delivery is made by flatbed truck, subject to site accessibility on roads and engineering structures, with a minimum height limit of 4.40 m.
Unless otherwise stipulated, unloading and reloading of reels is the responsibility of the customer, in compliance with ELYDAN loading and unloading protocol.
On receipt of the reel(s), the customer must check the condition of the reel(s) and their conformity. It is the customer's responsibility to make any necessary complaints and reservations on the delivery slip and to confirm to the carrier, at the latest within three (3) days, not including public holidays, following receipt of the drum(s), the reasoned protest by registered letter with acknowledgement of receipt, under penalty of foreclosure, in accordance with the provisions of articles L.133-3 et seq. of the French Commercial Code.
Without prejudice to the measures to be taken with regard to the carrier, complaints concerning the non-conformity of the drum(s) must also be sent in writing to the supplier, within 48 hours of receipt of the products. The customer must provide full justification for any anomalies observed. The customer must allow the supplier every facility to proceed
with the detection of these defects or shortages. He shall refrain from intervening himself or having a third party intervene for this purpose. Failure to lodge a complaint within the required timeframe and in the required form shall constitute full and complete acceptance of the reel(s) by the customer, barring him from exercising any recourse against the supplier.
In order to proceed with the reel(s) recovery request, the customer may download a Declaration of availability form from www.elydan.eu. The Reclaim Request must be sent by e-mail to: logistique@elydan.eu
The following details are mandatory for the reel(s) to be made available: reel number, pick-up location (at the customer's or company's depot), name and telephone number of the person to contact.
The customer must ensure that the equipment is accessible for collection by the supplier's carriers.
- If, after a collection request, the reels are not available when the carrier sent by the supplier arrives, a flat-rate charge of €200 (excl. VAT) per reel will be invoiced.

In the event of damage, repair costs will be invoiced at the cost price of the repair (labour and supplies).
-In the event of destruction, Elydan will invoice the reel according to the amounts indicated in the table below.
-In the event of non-return within 6 months of the date of dispatch or loss, Elydan will immediately invoice the customer for compensation equal to the value of the new reel, i.e. in € excluding VAT per reel: