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Last update: 5 May 2026
INSIGHT SAS with capital of 15,000 € Registered at Amiens, France RCS: 993 453 091 Article 1 – Purpose and Scope These general terms and conditions of Sale (“GCTS”) govern all sales of scientific instruments and related equipment (“Products”) and services (“Services”) by INSIGHT (“INSIGHT” or “Seller”) to any customer (“Customer”), worldwide. Any deviation from the GCTS must be expressly agreed in writing. Upon conclusion of the purchase contract, Customer also agrees to receive electronic messages from INSIGHT, such as e-mails for invitations to trade fairs, for product presentations, etc. Customer shall be entitled at any time to revoke this service with INSIGHT by sending a notification to contact@insight-instruments.eu.
Article 2 – Quotations and Orders 2.1 Quotations and cost estimates of the Seller are subject to change. Quotations issued by the Seller are valid for 30 days as of their issuance date, unless otherwise specified. 2.2 Orders shall only be deemed to be accepted by the Seller if they have been executed or are confirmed in writing. Any order accepted by INSIGHT is irrevocable, unless otherwise agreed in writing. 2.3 Dimensional, weight, and performance tolerances, as well as technical or design changes and document deviations due to technical progress, may be made by INSIGHT at any time. . 2.4 The Customer will accept the quotation, which constitutes an order, by post and/or email. 2.5 Any request to modify an order placed by the Customer must be made in writing and accepted by INSIGHT. It will only be taken into consideration after the Customer has accepted the price offer and an amendment to the initial order has been concluded.
Article 3 – Price 3.1 Prices are stated in EUR, exclusive packaging, shipment and any applicable taxes (VAT). 3.2 Payment terms are as follows: For orders exceeding € 30,000 (taxes excluded): a down payment of 50% of the total price is required upon placement of the order, and the balance shall be paid within thirty (30) days after the date of the final invoice. For orders of € 30,000 or less (taxes excluded): The total amount of the order shall be fully paid within 30 days after the date of invoice. Bank charges, currency conversion fees, and taxes are exclusively borne by the Buyer. 3.3 The Seller shall issue and send invoices to the Buyer according to the following schedule: In the event of a down payment: A down payment invoice will be issued immediately upon receipt of the order. The order will only be processed and confirmed once this payment has been cleared. A final invoice for the balance will be issued upon shipping or delivery of the Equipment (as defined in the delivery terms). In all other cases: A unique invoice will be issued upon dispatch or delivery of the Products and/or services. All payments shall be made via bank transfer to the account details provided on the invoice. No discount will be granted for early payment. 3.4 Late payments bear interest at a maximum rate allowed by applicable law, without prejudice to additional damages. 3.5 The applicable price is that in force on the day the order is placed, based on the rates communicated to the Customer in the quotation, taking into account the VAT applicable on the day of the order; any change in the rate may be reflected in the price. 3.6 Postage or shipping costs will be charged separately on the invoice.
Article 4 – Shipping, Export, and Customs 4.1 Delivery is made according to the Incoterm stated on the quotation or invoice (Incoterms® 2020). 4.2 Unless otherwise agreed in writing, all deliveries are made under Incoterm CIP (Carriage and Insurance Paid To, Incoterms® 2020) to the destination specified in the Order Confirmation. 4.3 Under CIP, the Seller arranges and pays for transport to the named destination and provides insurance covering the Customer’s risk from the point the goods are handed over to the first carrier. 4.4 The Customer is responsible for import customs clearance, duties, taxes, and any local charges in the destination country. 4.5 Delivery times indicated by the Seller are estimates only. Delays shall not give rise to penalties or compensation unless expressly agreed. 4.6 Partial shipments may occur unless expressly excluded in the order. Any such shipment shall constitute a separate delivery. 4.7 The Customer acknowledges that the Products may be subject to export control laws and regulations of the European Union, the United States and other applicable jurisdictions. Consequently, the Customer undertakes to provide the Seller, in a timely manner, with all information and documentation required for the processing of export licenses or the fulfillment of customs formalities. This includes, but is not limited to (i) a formal End-User Statement signed by the final recipient (ii) a detailed description of the intended end-use of the Products, (iii) the identification of the final destination country and the precise installation site. The Customer warrants that all information provided is accurate, complete, and reliable. The Seller shall not be held liable for any delays in delivery resulting from the Customer’s failure to provide the aforementioned documentation or from the denial/revocation of an export license by competent authorities. 4.8 The Customer agrees not to export, re-export, or transfer the Products to any country, entity, or person in violation of applicable international sanctions or export control regimes (notably those of the EU, UN, or USA). Any breach of this clause shall be considered a material breach of contract, entitling the Seller to cancel the order immediately without compensation. 4.9 The Customer shall indemnify and hold the Seller harmless against any claims, fines, or damages arising out of the Customer’s failure to comply with Export Laws or for any unauthorized end-use of the Products. Failure to comply with this section shall constitute a material breach of contract, entitling the Seller to terminate the agreement immediately without any liability.
Article – 5 Transfer of Risk 5.1. Under CIP, risk transfers from the Seller to the Customer when the Products are handed over to the first carrier, regardless of the payment of transport costs. 5.2. The Seller shall subscribe to transport insurance conforming to the minimum coverage required under CIP. Additional coverage requested by the Customer must be agreed in writing and paid by the Customer.
Article – 6 Inspection and Acceptance 6.1. The Customer must inspect the Products immediately upon delivery at destination and notify both the carrier and the Seller of any visible damage or loss within 7 calendar days of delivery. 6.2. Any claim regarding non-conformity or hidden defects must be submitted within 30 calendar days of delivery. 6.3. If no claim is made within the said periods, the Products are deemed to be accepted.
Article – 7 Warranty 7.1. Products are covered by a 12‑month warranty against defects in materials or workmanship under normal use. 7.2. The warranty excludes (i) misuse including experimental conditions outside the specifications and/or use in unqualified environments, (ii) negligence, modification, or improper installation by the Customer, (iii) normal wear and tear and (iv)consumables. 7.3. The Seller’s liability is limited to repair, replacement, or refund of the defective Product, at its discretion. 7.4. No other express or implied warranty is offered.
Article 8- Returns and Repairs (RMA) 8.1. No Product may be returned without the Seller’s prior written authorization. 8.2. Return shipping costs are borne by the Customer unless the defect is confirmed and covered under warranty. 8.3. Products returned without authorization will be refused.
Article – 9 Limitation of Liability 9.1. The Seller shall not be liable for indirect, incidental, or consequential damages, including loss of revenue, data, or research results. 9.2. The Seller’s total aggregate liability is limited to the invoiced price of the Product concerned.
Article – 10. Intellectual Property 10.1. The sale of the Products constitutes a sale of the physical hardware only and does not entail any transfer or assignment of intellectual property rights to the Customer. The Seller remains the sole owner of all designs, know-how, trade secrets and experimental methods related to the Products. 10.2 Regarding the Services, the Seller retains full ownership of the methodologies, algorithms, and proprietary software tools used to perform said services. Only the final deliverables (reports and interpreted results) shall become the property of the Customer, subject to Articles 10.3, 10.4 and 10.5. 10.3 Notwithstanding the delivery of the Products or the completion of the Services, the full legal ownership of the Products and the final results of the Services shall remain with the Seller until the Customer has paid the total price in full (including principal, taxes, and any incidental costs). The retention of title shall also include spare or replacement parts even if they are installed and if they become essential component parts. 10.4 While ownership remains with the Seller until full payment, the risk of loss or damage to the Products shall pass to the Customer according to CIP Incoterm regulations. The Customer shall ensure the Products are properly stored and insured until full ownership is transferred. 10.5 In the event of non-payment by the agreed due date, the Seller reserves the right to request the immediate return of the Products at the Customer’s expense and risk, without prejudice to any other legal remedies. 10.6. Documentation provided with the Products remain the exclusive property of the Seller. 10.7 The Customer shall not engage in reverse engineering, disassembling, or decompiling the Products for the purpose of developing, manufacturing, or marketing a competing product, or for any other purpose that would infringe upon the Seller’s trade secrets or commercial interests.
Article – 11. Compliance and Export Control 11.1 The Customer agrees to comply with all applicable export control regulations. 11.2 The Customer shall not resell or use the Products in violation of international sanctions or restricted uses.
Article – 12. Force Majeure 12.1 The Seller shall not be held liable for failure or delay resulting from events beyond its reasonable control, including but not limited to natural disasters, wars, strikes, pandemic, supply chain disruptions, or government actions.
Article – 13. Governing Law and Jurisdiction 13.1 These GTCS are governed by French law. 13.2 Any dispute shall be submitted to the Courts of Amiens, France, which shall have exclusive jurisdiction.
Article – 14. Associated Services 14.1 The Seller may provide optional services related to the Products, including training and technical consulting, carrying out experiments using the Products to obtain results on the Customer’s samples (“Services”). 14.2 Services are subject to separate quotations and are billed at the rates in effect at the time of order. 14.3 Services are provided remotely, exclusively. 14.4 Service deliverables, reports, training materials, or documentation remain the exclusive intellectual property of the Seller unless otherwise agreed in writing. 14.5 The Seller shall not be liable for delays or failures in Service performance caused by lack of cooperation, missing information, or inadequate infrastructure on the Customer’s side. 14.6 Service fees are non‑refundable once delivered.
Article – 15. Miscellaneous 15.1 If any provision of the GTCS is declared invalid, the remaining provisions remain enforceable. 15.2 Failure by the Seller to enforce any clause does not constitute a waiver. 15.3 For any questions: Email: research@insight-instruments.eu Phone: +33 (0)6 7287 5006
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