ORDERS AND QUOTATIONS:

Signing the order form constitutes full acceptance of these Conditions by the Customer.
The order quantity must be the same as the packaging unit. All orders must be in multiples of outer packaging unit indicated in the quotation.
AQUATOOLS disclaims all responsibility for any shipment errors caused by any typing errors in the Cutomer’s order. However, AQUATOOLS may, under certain circumstances, accept returned goods under the conditions specified in the Returns section.
The Customer agrees to these terms from the moment that we receive the order, which cannot be cancelled. Orders are accepted without obligation to deliver the order in full in one delivery. AQUATOOLS undertakes not to deliver Goods with an expiry date of less than 4 or 6 months minimum (depending on the model). In the event of urgent delivery at the express request of the Customer, AQUATOOLS may deviate from the provisions mentioned above. The Customer will be advised of the product’s validity period and delivery will be subject to their prior agreement.
Our commercial representatives are not authorised to agree additional terms verbally, or to provide verbal guarantees beyond those provided in the written contract.
In the event of default or delayed payment, the Company will be entitled to suspend deliveries or cancel existing orders without any claim for damages from the Customer.
In the event of a change in circumstances of the buyer, we reserve the right to cancel existing orders or to demand payment guarantees.
We do not accept open orders or orders for call-off.

PRICE:

Deliveries are invoiced according to the conditions in place at the date of despatch. Prices are given without guarantee and they may be changed without notice subject to fluctuations in costs, VAT or other taxes, according to the prevailing economic conditions.
Price increases apply to current markets, quotes and orders in hand.
Orders will be despatched free-of-charge for all deliveries in mainland France, excluding express
deliveries.

PAYMENTS:

Payment terms in France, subject to credit approval and prior agreement, are strictly 30 days End of Month in the first year, then 45 days End of Month. In all other countries, payment terms are confirmed when the account is opened, subject to credit approval, and terms determined in each country.
We do not give discounts for early payment.

In accordance with Article L441 6 of the Commercial Code, any delay in payment will give rise to the following from the first day of delay, regardless of their status with the supplier:

• An interest rate for delayed payment will be applied, equal to the European Central Bank refinancing rate plus 10% (French Law of Modernisation of the Economy - LME - No. 2008 776 of 4^th August 2008);
• A one-off payment of 40 Euros will apply to cover expenses (European Directive 2011/7 of 16^th February 2011, Law 2012 387 of 22^nd March 2012, and Decree 2012 1115 of 2^nd October, 2012);
• When the recovery costs exceed the amount of the one-off payment, additional compensation will apply where justified.

In the case of late payment, a one-off payment may be required, replacing existing conditions.
We will not accept any set off, only our assets have a legal value.

DELIVERY TIMES:

Despatch dates are indicative only and we shall not be liable for any delay or failure in carrying out our obligations where the delay or failure to deliver is caused by risks of manufacturing or where the cause is beyond our control. Delivery delay will not give rise to compensation payment or goods rejection.

SHIPPING:

The fees and assumption of risk for transporting the Goods are determined by the Incoterm used for the commercial transaction.
The carrier is solely responsible for their delivery, and in the event of delay, missing items, damage or other dispute, the Customer must indicate this via the delivery driver’s paperwork (either electronically or in hard copy) AND follow up with written notification sent by recorded delivery within 72 hours. A copy of this letter must be addressed to us.
The whole of the delivery cannot be rejected because of partial damages and shortages.

CLAIMS:

For any claims against AQUATOOLS, the Client must include:

• The Order date;
• The Goods delivered date and the delivery note number;
• The reference number, batch number of the Goods concerned, and the expiry date indicated on the packaging (where relevant);
• The detailed reason for the complaint,
• The date or the invoice number; the subject of the complaint.

PROPERTY IN GOODS:

Notwithstanding any agreed terms of sale, the goods shall remain the property of the seller until payment is made in full. The failure to meet a payment deadline may result in the reclamation of these goods. The buyer assumes the risks of loss or damage, regardless of the means of delivery, as described in "DELIVERY TIMES" and "SHIPPING" above, as well as liability for the damage they might cause.

RESPONSIBILITY:

Our filters can be used for up to 6 months after installation (depending on model). They have an expiration date that must not be exceeded.
Disasters or major water damage as a result of manufacturing defects are covered by our product and/or public liability insurance. In any eventuality, any loss resulting from the clogging of our filters linked to excessive water turbidity would be outside our scope of liability.
The Customer must immediately notify us in writing of the defects attributed to the product, specifying the conditions of use in place at the time of their discovery and provide us with all relevant material elements demonstrating the existence and nature of the defect.

Our responsibility does not include the following:

• Installation that does not comply with the technical specification in the installation guide or current recommended guidelines;
• Worn parts;
• Non-compliance with installation, user and maintenance guides;
• Other factors independent of our products’ quality, for example: detergents or abrasive cleaning products, the action of hard water, foreign bodies (e.g., gravel, sand, iron filings, scale, etc.), chemical and electrolytic phenomenon;
• Lack of supervision, poor storage or poor maintenance;
• Product modifications or actions by the Customer, or a third party, without our authorisation using non-AQUATOOLS’ components and/or consumable items;
• Errors, carelessness, negligence or incorrect information from the client;
• Products past their expiry date.

AQUATOOLS will only be required to replace free of charge the Goods it recognises as defective.
When exporting Goods, AQUATOOLS cannot be held liable for failure to comply with the legislation of the country where the Goods are delivered. It is the distributor’s or importer’s responsibility to register medical devices with local authorities and to ensure the goods can be used before they are ordered.
The supplier’s civil liability is excluded in all cases listed above. It is limited to compliance with the specifications and can only be initiated if the Customer has previously demonstrated the existence and extent of damage, of a fault and the causal link between this fault and the damage. It is limited to direct material damage, excluding all immaterial or indirect damage such as loss of operation, profit, opportunity, commercial damage, loss of earnings. The supplier’s liability, for all causes except bodily injury and gross negligence, is limited to €750,000 per order or contract.

REGULATORY LIABILITY OF THIRD PARTIES:

Any modification to the product, including but not limited to packaging, labelling, or instructions for use, transfers to the third party involved all regulatory responsibilities normally assigned to the
manufacturer, in accordance with the provisions stipulated by Regulation (EU) 2017/745, Federal Code (US) 21 CFR, and any other local regulations applicable in the country of importation. By making such modifications, the third party acknowledges that it accepts and assumes these regulatory responsibilities fully.

RETURNS:

Goods may not be returned to us for credit without our prior written approval obtained by the buyer from the Company and they are received in a good state (determined by our goods inwards department).
All transportation costs for returned goods must be paid by the buyer. Goods must be returned to our factory^* with good protective packaging.
The filters are packaged individually and, depending on the model, packed in boxes of 10. AQUATOOLS filters are CE class I medical devices for non-sterile versions and class Is for sterile versions.
Returns are only possible when received in boxes of 10 units from the same batch number (for models sold in boxes of 10 units). The filters must also be in their sealed individual packaging and in their original box.

Products cannot be exchanged or replaced if:

• The filters have been damaged or the individual packaging has been opened,
• The filters have an expiry date of less than 6 months,
• They are sterile medical devices.

If sent to AQUATOOLS, those products outside the scope of returns will be immediately destroyed/ recycled, and will not be returned to the Customer. Returns without prior agreement: deduction of 5% of the value of the goods with a minimum value of €50 excl. VAT.
^* AQUATOOLS S.A.S. 18, rue du Maréchal Foch 80130 Friville Escarbotin - FRANCE.

DISTRIBUTORS AND IMPORTERS OF MEDICAL DEVICES:

It is the responsibility of importers to comply with the provisions of Article 13, and of distributors to comply with the provisions of Article 14 of Regulation (EU) 2017/745.
The manufacturer undertakes to provide the necessary documents upon request.

PHOTOGRAPHS AND DRAWINGS:

All photos, drawings or illustrations are for illustrative purposes only, without contractual obligation, and may be subject to change without notice. We reserve the right to modify designs and dimensions without notice and without recourse. This applies to all references, dimensions, information contained in various documents, catalogues, installation guides, price lists and websites, which can be modified or discontinued at any time without notice.

INTELLECTUAL PROPERTY AND USE OF CONTENT:

The content (including but not limited to the information, text, graphics, data, images, photos, visuals, videos and soundtrack, and the format of all these elements and our catalogues, websites, etc.) is protected under copyright and/or other intellectual property.
The content is the sole property of the respective editors. Any copying, reproduction, use, adaptation, alteration, modification, translation, dissemination, complete or partial, of content, whether it belongs to AQUATOOLS or a third party which has granted the rights to AQUATOOLS, by any means whatsoever, is illegal except for the limiting rights that are granted below, and/or private copying for the exclusive use of the copier.
The content presented in our communication and business tools may be subject to change without notice and is provided without warranty of any kind, express or implied, and cannot give rise to any right to compensation. Protected content may be specifically identified by the following copyright notices: © or "All rights reserved".
The names and logos appearing in our catalogues and websites are registered trademarks. These distinctive marks are the exclusive property of AQUATOOLS or third parties who have granted the rights to AQUATOOLS. Any use, complete or partial reproduction, or imitation of these marks is prohibited without prior express consent of AQUATOOLS.
Alteration and modification of the content or its use for any purpose other than that authorised, constitutes an infringement of AQUATOOLS’, or a third party’s, property rights.

With the following limitations, AQUATOOLS grants you the right to download and distribute the content:

• Where the download function exists
• For non-commercial purposes
• In good faith
• For maintaining the proprietary notices intact, and for the publication or posting of existing content online, if such information is stated. This right should in no way be interpreted as a trademark or copyright license for the aforementioned content.

PERSONAL DATA PROTECTION:

In line with the General Data Protection Regulation (GDPR), AQUATOOLS is doing everything necessary to limit to a bare minimum the collection of personal data, and its conservation and ensure its protection.
AQUATOOLS only uses this data for its own use for purposes of information and commercialisation of its products. It is not, under any circumstances, given to third parties.
The right of access, rectification, removal and opposition to the processing in addition to the limitation and transferability of your data is possible on request to our Data Protection Officer (DPO) at AQUATOOLS via email (dpo@aquatools.fr) or recorded delivery with a photocopy of a photo ID to the following address: AQUATOOLS, 18 rue du Maréchal Foch, 80130 FRIVILLE, France.
To improve our services and for training purposes, calls to AQUATOOLS may be recorded. These recordings will not be retained, and will be systematically deleted within a maximum period of 48 hours.
Our company is committed to implementing specific measures regarding the confidentiality of any medical or health information it may receive. We handle this information with the utmost discretion, in accordance with our detailed internal procedures.
Upon receipt of such information, we immediately manually redact it, ensuring that it is recorded in a manner that prevents unauthorised access, including by organisations such as the French National Agency for the Safety of Medicines and Health Products (ANSM). This approach is taken with the strictest respect for confidentiality and the protection of personal data, ensuring maximum security of the health information processed.

SPECIAL CONDITIONS RELATED TO PUBLIC CONTRACTS:

For sales covered by the award of Public Contracts, the conditions stipulated in the Specifications and Special Clauses of the Public Contract accepted by AQUATOOLS, prevail over these General Conditions of Sale.
If one of the provisions of these Conditions were to be cancelled, this cancellation would not entail the cancellation of the other provisions which will remain in force between AQUATOOLS and the Customer. Any contractual modification is only valid after a written and signed agreement of the parties.

TERRITORIAL EXCLUSIVITY:

Our French and overseas wholesalers are authorised to sell in France and its offshore terroritories. For the majority of all other countries, the Company has entered into exclusive agreement 
with import and distribution companies.
In this context, our French customers cannot sell our products outside their national borders unless they have express agreement from us.

JURISDICTION:

Acceptance of an order delivered from France settles the contract under the French law. All disputes arising from the present contract will be settled definitively by the Court located in the area
of our head office^*, even in the event of multiple defendants, regardless of the delivery location or stipulated payment. All clauses to the contrary will be considered null by the mere fact of having dealt with our company.