GENERAL TERMS AND CONDITIONS OF SALE (GTCS) - AIR&DEV
Effective as of November 1, 2024
Article 1 – General
These general terms and conditions apply to all products and services offered by SAS AIR&DEV, whose registered office is located at 11 rue de Concarneau, 29910 Trégunc, registered with the Quimper Trade and Companies Register under number 387701238 (hereinafter the “Company”), as well as to authorized resellers. Any order implies acceptance of these GTCS, whether placed directly by a customer or by a reseller.
The Company’s main activities include the design, development, and marketing of IoT solutions, software, and technical hardware for agriculture, notably irrigation supervision systems: AIR (Automated Rational Irrigation).
The products offered are those listed on the AIR&DEV website at https://airedev.fr, subject to available stock. SAS AIR&DEV reserves the right to modify its product range at any time. Each product is presented online with a description of its main technical characteristics (capacity, usage, composition, etc.). Photographs are as accurate as possible but do not bind the Seller. Sales are intended for buyers residing in countries that fully permit importation of these products.
These terms and conditions form the legal basis for any contract concluded and any order placed with the Company for all provisions not covered by specific, express agreements.
The Company reserves the right to modify these general terms and conditions at any time without notice.
Article 2 – Order and Contractual Commitment
The contract is formed with any customer or reseller upon written acceptance of a quote, pricing proposal, or purchase order issued by the Company.
Unless otherwise stated, any quote or price proposal is valid for one (1) month from its date of issue.
By placing an order, the customer declares that they fully understand the technical specifications of the Company’s products and services.
After the contract is formed, the customer may not cancel or modify the order nor refuse delivery or service without the Company’s express agreement. In such cases, the Company may claim compensation for all incurred costs (including specific equipment, study fees, labor and procurement expenses, stocks and work in progress, tooling) and for all direct and indirect consequences. Furthermore, if contract termination is accepted, any deposit already paid shall remain with the Company.
Article 3 – Pricing and Payment Terms
Article 3.1 – For TrackAIR Products
Prices for services, products, and deliverables are shown on the online catalog product pages and/or in the price list available on request.
Prices charged by the Company are those specified at the time of order and in effect on the date of product delivery or service performance, except for special contractual terms.
Orders are accepted subject to any price increases imposed by the Company’s international suppliers and/or circumstances beyond its control that would make delivery or service performance subsequently impossible or more expensive.
The Company has established its invoicing and payment terms. Invoices indicate the due date and the chosen payment method as stated on the purchase order. Invoices must be paid within 30 days of issue, unless otherwise agreed.
If the invoice is issued in the name of a third party, the customer and the third party are jointly liable for payment and for fulfilling other obligations.
Any invoice dispute must be submitted to the Company within fifteen (15) days of receipt.
Any adjustment resulting from a disputed invoice will be issued as a credit note against the next invoice.
In case of late payment, penalties will apply in accordance with Article D.441-5 of the French Commercial Code.
Article 3.2 – For Other Products
Prices listed on the online catalog product pages are in Euros (€). SAS AIR&DEV reserves the right to change its prices at any time, provided that the price shown in the catalog on the order date is the only one applicable to the buyer. Prices do not include shipping fees, which are charged in addition based on the total order amount.
Article 4 – Copyright and Intellectual Property
All products and associated materials are protected by copyright and remain the exclusive property of the Company. Any unauthorized reproduction or distribution is strictly prohibited.
Resellers may use the Company’s registered trademarks and logos only for the sale and promotion of products, in accordance with the co-branding terms defined.
Article 5 – Service Conditions and Delivery Times
The Company performs only the work and services explicitly described in the order accepted by the customer.
Products must be installed according to the Company’s specifications, and resellers must ensure installations comply with these guidelines.
The customer certifies and guarantees that their facilities and service locations comply with legal, technical, and safety regulations, allowing risk-free execution of the Company’s services, or that they will do so by the time Company personnel intervene.
The customer agrees to provide free access to the relevant locations for the duration necessary to complete services or deliveries, and to perform all actions incumbent upon them prior to intervention.
Failing this, the Company may refuse service and consider the order canceled.
The customer agrees to allow peaceful execution of services or deliveries and must provide the Company with all documents and information necessary for service performance and product delivery (including specific safety and security rules).
The Company and its customer agree to maintain confidentiality of all documents or information accessed during service performance or product development.
The Company may assign service personnel of its choice and inform the customer of their identity and professional contact details.
Company personnel remain under its exclusive authority. The customer may only give instructions to this personnel regarding contract execution, proper use of customer-provided machines, materials, goods, and documents needed to execute the contract.
In general, the customer must not take any action that undermines the independence of Company personnel or its collaborators.
Upon completion of work or at the end of each week of intervention, personnel will have their presence validated by a service report.
Delivery times are indicative and start from the following dates:
• Date of final acceptance of the order.
• Date of payment of any agreed deposit.
• Date of receipt of all materials, equipment, and tooling.
• Date of fulfillment of any prior contractual or legal obligations.
Deadlines may be revised in case of circumstances beyond the Company’s control.
In case of delay, no order cancellation or compensation applies unless expressly stipulated otherwise.
Article 6 – Warranties and Liability
Article 6.1 – For TrackAIR Products
The Company guarantees product quality and functionality for 12 months from final delivery. Repairs and replacements are covered under the applicable warranty terms.
• Twelve (12) months for parts, labor, and travel within the defined geographic area of 120 km around Pissos. The installation report is required to validate the warranty period.
Outside the standard warranty period, for repairs, the following warranty applies:
• Three (3) months for parts, labor, and travel within the defined geographic area of 120 km around Pissos. This warranty is valid only if repair is performed by Air&Dev. Requests must include the latest service report.
The Company’s liability is limited to direct damages and does not include consequential or indirect losses.
Warranty exclusions:
The Company provides no warranty for normal wear, accidental damage, defects, and deterioration, including:
- Non-compliant installation or use of the product
- Addition of non-compliant parts or elements
- Opening or modification of the warranted product
- Modification of the product’s original design or characteristics
- Any third-party intervention, repair, or opening not authorized by the Company
- Maintenance failure, repair, or non-compliant part replacement due to normal wear
- Climatic events (lightning, flood, fire, surge), impact, insect presence, or any other external event or accident
The Company is insured for risks related to its own activities and cannot intervene beyond what is covered by its insurer.
The Company is not liable for damages discovered or caused after its teams depart, resulting from faults attributable to the customer or any third party in contract execution.
The Company retains full ownership of contracted goods until full payment of the invoiced price.
However, from delivery onward, the customer is responsible for any damage to or caused by the goods for any reason.
Until full payment, the goods may not be resold, altered, or incorporated without prior agreement.
Article 6.2 – For Other Products
All other products supplied by SAS AIR&DEV benefit from the legal warranty provided by Articles 1641 et seq. of the French Civil Code. In case of non-conformity, a product may be returned to SAS AIR&DEV, which will take it back, exchange it, or refund it. All claims, exchange, or refund requests must be sent by postal mail to SAS AIR&DEV, 11 rue de Concarneau, 29910 Trégunc, within thirty days of delivery.
Article 7 – Right of Withdrawal and Termination
In accordance with applicable law, the customer may exercise their right of withdrawal within fourteen (14) days of order validation without justification or penalty.
The Company will inform the customer of return or collection procedures. Return shipping costs are the customer’s responsibility.
The product must be in its original condition, complete, and in a state fit for resale. The customer must include a copy of the purchase invoice. Damaged or incomplete products will not be accepted.
Refunds will be issued within fourteen (14) days of product receipt.
Subscription and AIR Communications & Support Plan:
The AIR subscription is for one year from the subscription date and cannot be terminated mid-year except in cases of force majeure or under specific conditions.
At the end of the one-year period, the subscription automatically renews for another year unless the subscriber objects at least thirty (30) days before expiry.
Under the law, the subscriber has a fourteen-day withdrawal period from the subscription date. After this period, the subscription is firm and final.
In case of non-compliance with these GTCS by a customer or reseller, the Company reserves the right to terminate the contract with 30 days’ notice.
Any violation of intellectual property or co-branding terms may lead to legal action and immediate termination of agreements.
Article 8 – Applicable Law and Jurisdiction
These GTCS are governed by French law. Any dispute falls under the exclusive jurisdiction of the Commercial Court of Quimper.
In case of disagreement, the parties agree to seek an amicable solution before initiating legal proceedings.