Terms and Conditions of Sale and Use

The purpose of these Terms and Conditions of Sale and Use (hereinafter the “TCSU”) is to define the rights and obligations of the parties in connection with the sale of products (hereinafter the “Product(s)”) distributed by NOX STORAGE (hereinafter “NOX”), a simplified joint stock company with capital of €1,000, whose registered office is at 544, Route de Villebrumier 31340 Villemur sur Tarn, registered with the Trade and Companies Register under number 829 112 598 R. C.S Toulouse, VAT number FR77829112598.  

Placing an order with NOX implies the BUYER's irrevocable acceptance of these terms and conditions, without restriction or reservation.
The TCSU applies without restriction or reservation to all services and products sold by NOX. These terms and conditions are subject to change.
The applicable terms and conditions are those in effect on the date of the order.
These terms and conditions take precedence over any other document, and in particular over any general terms and conditions of purchase.
Any terms and conditions of the BUYER that are not expressly recognized in writing by NOX are not binding, even if they are not objected to.
If the BUYER's terms and conditions have been validly agreed and contradict these TCSU, the latter shall take precedence over the BUYER's terms and conditions even if the BUYER's terms and conditions provide for their own applicability in such a situation of conflict.
No general or specific conditions contained in documents sent by the Customer may be incorporated into these TCSU without the express written consent of NOX. 

Offers made to the public by NOX in brochures, catalogs, on the Internet (including the online store), in advertisements, etc., as well as individual offers, are always non-binding and without obligation.
Illustrations are similar to, but not necessarily identical with, the product offered. All orders are based on a quotation.
The price of the Products, currencies and applicable taxes will be indicated on the quotation associated with the order.
The BUYER places an order by contacting NOX by e-mail or telephone.
All orders placed by the Customer are firm and final upon receipt by NOX of the signed quotation, to which the General Terms and Conditions are attached.
Signing the quotation implies the BUYER's (tacit) acceptance of the GCS.Once the quote has been signed by the BUYER, the prices may not be modified, except with the express agreement of NOX.
NOX undertakes to deliver the quantities ordered subject to availability. Except in certain clearly stated cases.
All taxes, duties or other services to be paid of any nature whatsoever, relating to the agreed sale, are the responsibility of the Customer.

Only the actual provision of funds to NOX constitutes payment within the meaning of this article.Payments are accepted by credit card, bank transfer or cheque.
For these 3 methods of payment, only payments in euros are accepted.
The remittance of bills of exchange not payable at sight or any other instrument creating an obligation to pay does not constitute payment.
Ownership of the Products shall not pass to the BUYER until payment has been made. Payment is understood to mean payment of the price of the Products, the costs associated with the sale and interest. 

The terms of payment are set out in the quotation.
NOX reserves the right to verify the BUYER's solvency and to demand full or partial advance payment or other appropriate guarantees, in accordance with its own criteria.
NOX is entitled in all cases to demand payment in advance, even if the BUYER is solvent.
Any sum not paid by the due date will automatically incur late payment interest at a rate not less than three times the legal interest rate, as well as collection costs of €40.
The non-payment of any sum not paid on the due date renders all outstanding invoices immediately payable, without the need for NOX to issue a formal notice of default.
These events release NOX from any obligation and authorize NOX to suspend all deliveries until full payment of the invoices concerned, and to cancel all orders to be executed or in progress.

NOX is the owner of the goods until full payment has been received for the goods. Extended retention of title is agreed. The BUYER is obliged to take the necessary measures to protect NOX's property.
In the event of non-payment, even partial, and without prejudice to its other rights, NOX may therefore obtain the return of the goods at the BUYER's expense.
If the products cannot be returned to NOX, the BUYER will be responsible for the costs of recovering both the unpaid sums and the sums due under the penalty, including legal fees.
Even if he is not the owner, the BUYER shall bear the risks and damages that the equipment may suffer or cause to suffer from the moment he takes delivery of the equipment.

NOX determines the optimal means of transport, carrier and terms and conditions. Orders are shipped directly to the address provided by the BUYER. For this purpose, the BUYER must provide all information required for delivery, as well as the contact details of a receptionist. 

Delivery times are given for information only and depend on availability, carriers and the order of arrival of orders. Exceeding delivery times shall not under any circumstances give rise to the award of damages or penalties for late delivery, nor to the cancellation of the sales contract.

In accordance with legal provisions, NOX will be released from its obligation to deliver either in the event of a force majeure event such as strikes by one of its subcontractors or road blockages, or in the event of fault on the part of a third party or the BUYER.

NOX reserves the right to make deliveries in whole or in part. No change in the terms of delivery of the products may be made without the prior express agreement of NOX.

It is the BUYER's responsibility to verify the quantity and conformity of the Products delivered upon receipt.
The BUYER must make any complaint concerning apparent defects or the conformity of the Products delivered by email sent to nox@noxstorage.com or by letter addressed to the administrative headquarters within two (2) weeks of receipt of the Products.
The BUYER must provide full justification for any defects or anomalies observed. The BUYER must give NOX every opportunity to ascertain the defects or non-conformities and to remedy them if necessary. The BUYER shall refrain from intervening himself or having a third party intervene for this purpose. Otherwise, the BUYER may not claim any indemnification or compensation from NOX for any reason whatsoever.
In addition, it is the BUYER's responsibility, in accordance with Article L.133-3 of the French Commercial Code, to make any reservations to the carrier on the delivery receipt of the single transport document (DUT) and by registered letter with acknowledgement of receipt within three (3) working days following receipt of the Products, with a copy to NOX.
Products will not be returned or exchanged, except in exceptional cases. In accordance with legal provisions, any product returned without NOX's agreement may not give rise to a credit note, deduction or compensation. 

In accordance with legal provisions, the PURCHASER may decide to cancel his purchase within 7 days of the delivery date, with only the shipping costs remaining at his expense. Refunds will be made within 30 days of NOX's receipt of the goods in due and proper form, as if the right of withdrawal had been exercised. 

Unless otherwise specified, the return will be made by the BUYER's means.

This right of withdrawal may never be exercised if the products delivered have clearly been used by the BUYER, even if the use is minor. 

Products must be returned properly protected, in their original packaging, in perfect condition for resale (undamaged, damaged or soiled by the customer) with all accessories, instructions and documentation to the address indicated above, accompanied by the invoice. 

All costs and risks associated with the return of the product shall be borne by the sender. Returned products will be reimbursed at the purchase price.

The Products delivered by NOX are of fair and mercantile quality, it being specified that any samples given to the BUYER are intended solely as evidence of the type of workmanship and usual quality of these products.
Any return of goods must be the subject of a formal written agreement between NOX and the BUYER. The costs and risks of the return are borne by the BUYER.
Any return of a previously accepted order will result in the creation of a credit note for the benefit of the BUYER after qualitative and quantitative verification of the products by NOX, the sole judge of the defective nature of the delivery.
In the event of non-conformity of the goods delivered as determined by NOX, the BUYER may obtain free replacement or reimbursement of these goods, to the exclusion of any compensation.

The return of unsold products by the BUYER is not accepted.
NOX does not take back packaging.

NOX undertakes to provide the BUYER with all the information necessary for the proper use of its Products (instructions, manuals, online support, FAQ, training, etc.) and guarantees their proper operation when used in accordance with these instructions.

Under no circumstances does NOX undertake an obligation of result and shall not be held liable in the event of improper handling of its Products.

Furthermore, the BUYER is solely responsible for any bodily injury or material damage caused to third parties by the use of the Products, and undertakes to indemnify NOX against any resulting liability claims.

Special characteristics such as food authenticity, suitability for special use, etc. are only considered to be agreed if they are indicated on the quotation and with it the certificates deriving therefrom.

Any intellectual property rights to the goods delivered remain entirely with NOX.

NOX reserves all intellectual property rights to quotations and technical documents such as drafts, drawings, descriptions, illustrations and the like. Their use and the fact that they are made accessible to third parties require the prior written consent of NOX.

If NOX has delivered Products in accordance with the drawings, models, samples or other documents transmitted by the BUYER, the BUYER warrants that no intellectual property rights of a third party have been infringed.

If a third party prohibits NOX from manufacturing and delivering items due to infringement of intellectual property rights, NOX may cease all activity and claim damages from the BUYER.

The BUYER further agrees to indemnify NOX from any liability in connection with third-party claims.

Copyrights, patent and trademark rights as well as know-how and practical experience, also expressed in drawings and designs, remain the property of NOX. They may not be reproduced, used or transferred to third parties without express permission.

The BUYER undertakes to treat as strictly confidential all information such as, for example, documents, programs, evaluations and any other know-how which is made accessible to him under the present contract, of which he becomes aware or which is revealed to him in any other way, during the term of the present contract and for an unlimited period after the end of the contract, irrespective of whether such information constitutes trade secrets or not.

Any complaint concerning the non-conformity of the Products in relation to the contractual commitments may be reported by email to nox@noxstorage.com.
If, despite NOX's efforts to find a suitable solution, the situation remains unresolved, the BUYER agrees to seek mediation before initiating legal proceedings.
No third party may intervene without the joint agreement of NOX and the BUYER.
If any provision of these terms and conditions is held to be invalid or unenforceable in whole or in part, such invalidity or unenforceability shall be limited to the provision in question and shall not affect the validity of the remaining provisions.
The present legal relationship is governed exclusively by French law, to the exclusion of any choice-of-court clauses and to the exclusion of the provisions of the Vienna Convention (United Nations Convention on Contracts for the International Sale of Goods, concluded in Vienna on 11.4.1980).

Any dispute relating to this convention will fall within the exclusive jurisdiction of the courts of Toulouse (FRANCE). However, NOX reserves the right to defend its rights in the courts of the BUYER's domicile.