Professional Terms and Conditions

These Professional Terms and Conditions (hereinafter « Pro T&Cs ») apply to all sales concluded on the FCH website, published by:

• FCH DISTRIBUTION — Simplified Joint Stock Company (SAS)
• Share capital: €1,000.00
• Registered office: 64 rue Waldeck Rousseau, 69006 Lyon
• SIREN: 100 199 751 — RCS Lyon B 100 199 751
• SIRET: 100 199 751 00015
• VAT identification number: FR48100199751
• Email: contact@fchdistribution.fr

These Pro T&Cs govern the sale of products on the FCH website exclusively to professionals and legal entities (hereinafter the « Professional Client »), acting in the course of their professional, commercial, craft or liberal activity.

These Pro T&Cs are governed by the French Commercial Code (in particular Articles L441-1 et seq.) and not by the Consumer Code.

The Professional Client declares that they have verified their SIRET when creating their professional account and acknowledges that they are acting in the course of their professional activity. Validation of the order constitutes unreserved acceptance of these Pro T&Cs in force on the date of the order.

FCH reserves the right to modify these Pro T&Cs at any time. The applicable Pro T&Cs are those in force on the date the order is placed.

The products offered for sale are those described on the website on the date of consultation. Product photographs and descriptions are as accurate as possible but cannot bind the seller's liability.

Prices are indicated in euros excluding tax. VAT at the applicable rate (20%) is added to the ex-tax price. The total amount including tax is indicated before order validation.

FCH reserves the right to modify its prices at any time. Products will be invoiced at the rates in force at the time of order validation.

Unless expressly agreed in writing under special conditions, no discount will be granted for early payment.

Orders are placed according to the following steps:

1. Product selection and addition to cart
2. Verification of cart contents
3. Completion of delivery and billing addresses
4. Order summary with total amount excluding and including tax
5. Acceptance of these Pro T&Cs
6. Order validation with choice of payment method (immediate payment by card or deferred payment by bank transfer, according to agreed conditions)

A confirmation email summarising the order is sent to the Professional Client after the order is placed. In the case of deferred payment, the invoice is attached to this email with bank details for the transfer.

5.1 Payment methods

Payment may be made by:

• Credit/debit card (Visa, Mastercard, CB) — immediate secure payment via Stripe (PCI-DSS Level 1, 3D Secure 2)
• Bank transfer — deferred payment according to conditions granted to the Professional Client

5.2 Payment terms

In accordance with Article L441-10 of the French Commercial Code, the payment term is set at a maximum of sixty (60) days from the invoice date, or forty-five (45) days end of month from the invoice date.

The specific payment term granted to each Professional Client is indicated in their customer area and on their invoices. In the absence of any indication to the contrary, payment is due upon order.

5.3 Late payment penalties

In accordance with Article L441-10 of the French Commercial Code, any late payment shall automatically and without prior formal notice give rise to:

• Late payment penalties calculated on the basis of three (3) times the statutory interest rate in force, applied to the amount including tax of the invoice, from the day after the due date
• A flat-rate indemnity for recovery costs of forty (40) euros (Article D441-5 of the French Commercial Code). Where the recovery costs actually incurred exceed this flat-rate amount, FCH reserves the right to claim additional compensation, upon justification.

Deliveries are made in mainland France to the address indicated by the Professional Client when placing the order.

Delivery times are indicated when placing the order and run from order confirmation (or payment for orders with immediate payment). These times are given for guidance only.

In accordance with Article L.133-3 of the French Commercial Code, the transfer of risk occurs upon delivery of the goods to the first carrier. The Professional Client must verify the condition of the goods upon receipt and submit any reasoned reservations to the carrier within the legal time limits (three days following receipt, by registered letter with acknowledgement of receipt).

In accordance with Article L221-3 of the French Consumer Code, the provisions relating to the right of withdrawal do not apply to contracts concluded between professionals.

Consequently, the Professional Client has no right of withdrawal under Articles L221-18 et seq. of the French Consumer Code. Any validated order is firm and final.

In accordance with Article 2367 of the French Civil Code and Articles L624-16 et seq. of the French Commercial Code, the goods delivered remain the property of FCH until full payment of the price, principal and accessories.

The transfer of ownership is suspended until full payment of the price by the Professional Client. In the event of non-payment at maturity, FCH may reclaim the unpaid goods.

The Professional Client undertakes to keep the goods in conditions that allow their identification and not to transform them before full payment.

9.1 Legal warranty against latent defects

In accordance with Articles 1641 to 1649 of the French Civil Code, FCH is bound by the warranty for latent defects in the thing sold which make it unfit for its intended use, or which so diminish such use that the buyer would not have acquired it, or would have given a lower price for it, had they known of them.

The Professional Client has a period of two (2) years from discovery of the defect to take action.

9.2 Exclusion of conformity warranty

The legal warranty of conformity provided for in Articles L217-3 et seq. of the French Consumer Code does not apply to sales between professionals. Any conformity defects must be reported as soon as possible following delivery.

The liability of FCH is limited to the amount of the order concerned. FCH cannot be held liable for indirect damages, loss of business, loss of profits or loss of earnings suffered by the Professional Client.

FCH cannot be held liable for non-performance of the contract concluded in the event of force majeure as defined in Article 1218 of the French Civil Code, or disruption or total or partial strike, in particular of postal services and transport and/or communications.

Personal and professional data collected in the context of the commercial relationship are processed in accordance with the General Data Protection Regulation (GDPR) and the amended French Data Protection Act. For more information, please consult our Privacy Policy.

Data relating to SIRET, VAT identification number and company contact details are retained for the duration of the commercial relationship and the applicable legal retention periods (in particular accounting and tax obligations of 10 years).

These Pro T&Cs are governed by French law.

In the event of a dispute relating to the interpretation or performance of these Pro T&Cs, and in the absence of amicable resolution, exclusive jurisdiction is attributed to the Lyon Commercial Court, even in the case of multiple defendants or third-party proceedings, notwithstanding any clause to the contrary.

If any of the provisions of these Pro T&Cs is declared null or inapplicable, the other provisions shall remain in full force and effect.

The fact that FCH does not avail itself at any given time of any of these conditions may not be interpreted as a waiver of the right to avail itself thereof subsequently.

These Pro T&Cs, together with the order forms and invoices, constitute the entire agreement between the parties and supersede all prior agreements, undertakings or proposals having the same subject matter.