distributeur français d’équipements et consommables pour l’industrie du Semiconducteur.
distributeur français d’équipements et consommables pour l’industrie du Semiconducteur.
In accordance with applicable law, MICROTEST’s general terms and conditions of sale apply to all orders placed with MICROTEST. They may be adapted, within the framework of special conditions of sale, when justified by the specific features of the transaction.
The purpose of this document is to set out the general terms and conditions of sale for services marketed by MICROTEST to its customers.
MICROTEST is a Société à Responsabilité Limitée S.A.S. with capital of €600,000, headquartered at ZA la Garrigue du Rameyron, 84830 Sérignan-du-Comtat, France. SIREN 399 397 678.
Receipt of the order form implies acceptance of these general terms and conditions of sale, which take precedence over any conflicting terms or articles contained or referred to in any document submitted by the customer, in particular the customer’s own general terms and conditions of purchase, unless expressly waived by us.
It is agreed that any indication relating to the services offered in MICROTEST’s presentations, illustrations or website shall not be considered contractual, unless expressly stipulated otherwise in the contract itself. Likewise, exchanges of information between MICROTEST and the buyer, regardless of their form and nature, prior to the buyer sending the order, are not of a contractual nature.
The service offered by MICROTEST will be described as accurately as possible in the quotation sent to the customer, and includes exactly and solely the services specified in the quotation. Acceptance of the quotation also implies acceptance of these conditions. However, MICROTEST cannot be held responsible for any errors or omissions in this presentation.
MICROTEST’s specific offers are not contractual and are valid for 60 days from the date of the quotation. Only after MICROTEST’s written acceptance of the purchaser’s order under
In the form of an order acknowledgement, both parties are bound by the sales contract. Any additional services or supplies will be quoted separately. Under no circumstances
conditions for additional services or supplies may not prejudice those of the initial order.
Only warranties relating to the quality of service expressly granted in writing by the seller shall be enforceable against it.
Services are priced according to the number and experience of staff required, and the level of skill and responsibility required. The applicable prices are those in force on the day of the order and, where applicable, those specified in the special conditions sent to the customer, subject to MICROTEST’s availability. Prices are given in Euros, exclusive of tax and will be increased by the value added tax (“VAT”) applicable on the day of the order. In addition, any change in the applicable VAT rate will result in a corresponding adjustment to the price of services.
These prices are firm and non-revisable during their period of validity, MICROTEST reserving the right, outside this period of validity, to modify prices at any time.
MICROTEST reserves the right to refuse the service or to express reservations about the result for any equipment whose acceptance conditions are not satisfactory in view of the operations to be carried out.
(non-conforming packaging, functional state of equipment, etc.).
The equipment must be delivered in the packaging precisely requested by MICROTEST, and in a state of cleanliness that allows it to be used as required.
Delivery of the equipment to be serviced shall be made on MICROTEST’s premises and only with prior notification to MICROTEST.
MICROTEST reserves the right to make any claims or reservations upon receipt, in the form of a registered letter with acknowledgement of receipt addressed to the carrier within three working days of delivery, with formal notification to the customer within the same period, in the event of equipment delivered in an unacceptable condition.
After service, the equipment is returned to the customer in accordance with MICROTEST’s operating procedures.
Shipment is effected either by direct delivery to the customer, or by simple notice of availability, or by delivery to the customer’s factories or warehouses or to a carrier designated by the customer or, in the absence of such a carrier, by the following means
chosen by MICROTEST. On the other hand, delivery deadlines shall be deemed to have been met if MICROTEST delivers the goods to the carrier/intermediary agreed between the parties within a reasonable period of time which gives reason to believe that, under normal circumstances, the goods will be delivered to the purchaser within the agreed time.
If shipment is delayed for any reason beyond MICROTEST’s control, and MICROTEST consents thereto, the material shall be stored and handled, if necessary, at the customer’s expense and risk, MICROTEST disclaiming any subsequent liability in this respect.
It is up to the Customer to indicate to MICROTEST the service(s) he wishes to order. Contractual information is presented in French or, at the Customer’s request, in English. Offers
of services are valid for the calendar year in progress at the date of issue of the offer and within the limits of availability of MICROTEST personnel.
By way of proof, the data recorded in MICROTEST’s computer system constitutes proof of all transactions concluded between MICROTEST and the Customer.
All services will only be rendered upon receipt of an order or an approval of MICROTEST’s offer or quotation.
Any request to modify an order placed by a customer will be the subject of an amendment to the contract. It will be the subject of a new MICROTEST offer. It can only be taken into account after signature, confirmation by an acknowledgement of receipt of order and possible adjustment of the price.
MICROTEST will remain free to refuse the modification of the order requested by the Customer.
If the Customer modifies the order, MICROTEST shall not be bound by the deadlines initially agreed for its execution.
In the event of cancellation of the Order by the Customer, and in the absence of any service being performed, only the shipping costs, if any, will be invoiced.
In the specific case where a deposit/pre-service payment has been made for the Order in question, said deposit will be reimbursed, with the exception of any shipping costs.
MICROTEST reserves the right to cancel or refuse any order from a Customer with whom there is a dispute relating to the payment of a previous order or for any other legitimate reason, without the Customer being entitled to claim any compensation whatsoever.
MICROTEST commits itself and its staff to perform its services impartially and independently in accordance with :
Any situation, initiated by the customer, which may compromise the independence or impartiality of MICROTEST or its staff through the exercise of pressure of any kind, will lead MICROTEST and its staff to take any necessary decision, including stopping its services.
The Customer who has placed an order with MICROTEST undertakes :
Payment of invoices issued by MICROTEST for MICROTEST services shall be due within 60 days net from the date of invoice. Payment will be made by bank transfer.
The invoice indicates the date on which payment is due.
Pursuant to Article L 441-10 of the French Commercial Code, and the LME Act of August 4, 2008, the following rules apply:
Late payment penalties are payable without the need for a reminder. Settlement is deemed to have taken place on the date on which the funds are made available by the customer to the MICROTEST beneficiary.
If the contract is disputed, payment remains due for the undisputed or partially performed part of the contract.
Failure to pay invoices by the due date will automatically and immediately invalidate MICROTEST’s commitments to the customer in respect of the services invoiced.
The services ordered must be carried out within a maximum period of twelve months from the signing of the purchase order.
MICROTEST unilaterally identifies the technicians responsible for carrying out the services, and undertakes to have technical personnel with an appropriate and sufficient level of competence to carry them out. Visit
Any questioning of the competence of MICROTEST’s technical staff by any person shall not exonerate the customer from payment of the services ordered.
Services actually performed for the customer in accordance with the order are considered delivered.
The delivery is effective on the day agreed between MICROTEST and the customer within the agreed time. Delivery only takes place once the order has been confirmed.
Proof of performance consists of a certificate attesting to the completion of the services requested. The delivery generates the invoicing of the services by MICROTEST.
In the event that circumstances or events prevent the performance of the service through no fault of MICROTEST, MICROTEST shall be entitled to suspend the performance of its delivery obligation during the period of the impediment, including an appropriate restart period which shall be granted to the Seller by the Buyer as a matter of right.
Unless otherwise expressly agreed between the parties, MICROTEST shall not be held liable in the following cases: events of force majeure as defined by French case law or events beyond MICROTEST’s control, in particular natural disasters, acts or omissions of governmental, regulatory, legislative or military authorities, changes in the law, stock shortages, insurrection, war, terrorist attack, delays in transportation or disruptions in the use of the Service.
human and material resources, requisition or abusive retention of the goods by a French or foreign authority, lock-out, strike, epidemic/pandemic, fire, flood, tooling accidents.
MICROTEST will keep the Customer informed of any such cases or events in a timely manner.
In addition, any delay in MICROTEST’s performance due to an event characteristic of force majeure will result, at the seller’s discretion, in either the outright termination of the contract or the modification of the contractual terms.
agreed completion schedule, without either party being entitled to claim any compensation.
MICROTEST reserves the right to terminate the contract with the customer with immediate effect in the event of non-compliance with the payment deadlines stated on the invoices and in these General Terms and Conditions of Sale. If MICROTEST terminates the contract due to non-compliance with the terms of payment, MICROTEST shall not be entitled to any reimbursement or damages. Payment of invoices already issued remains due.
MICROTEST retains all intellectual property rights to its names, logos and documents of any kind, which may not be communicated, exploited or executed without its written authorization. MICROTEST retains ownership of all documents delivered or sent to the Customer. They must be returned on request.
Furthermore, the technology and know-how incorporated in the services, as well as all industrial and intellectual property rights relating to the services and materials used, remain the exclusive property of MICROTEST.
The Customer authorizes MICROTEST to access all useful and non-confidential information, whether in paper or electronic format, in the context of the tasks entrusted to it.
MICROTEST is committed to the responsible use of packaging to minimize its impact on the environment. With a view to optimizing the life cycle of packaging by limiting waste production and wastage, MICROTEST can use recycled packaging for equipment.
Reusable packaging (crates, special packaging) remains the property of MICROTEST. They are entrusted to the Customer under his responsibility. If the goods are not returned within the time limits customary in the profession, or if they are returned damaged, the customer will be invoiced for the transfer of assets.
MICROTEST and its employees undertake not to disclose or use, for any purpose whatsoever, any confidential information it may acquire or receive in the course of performing the services.
With the prior written consent of its customers, MICROTEST may communicate this information to third parties, legal authorities, internal or external auditors and supervisors.
Reports issued by MICROTEST are for the exclusive use of the Customer. All data sent electronically by MICROTEST is protected by anti-virus, anti-phishing and anti-spyware software. The customer’s provision of a valid and protected e-mail address guarantees secure transmission for both parties.
Unless otherwise stipulated in writing, they may not be published, used for advertising purposes, copied or reproduced for distribution to any natural or legal person outside the scope of the contract.
All complaints (customer dissatisfaction) should be sent either by :
In application of our MICROTEST-PRO51 procedure, MICROTEST will confirm receipt of your complaint by means of an acknowledgement of receipt.
The customer will be notified of any complaint.
The MICROTEST-PRO51 procedure can be supplied to the customer on written request (microtest@microtest-semi.com).
MICROTEST does not subcontract any of its metrological services.
Under no circumstances will MICROTEST be liable for any consequential and/or indirect damages such as loss of business, loss of profit or commercial loss. MICROTEST’s liability is strictly limited to the obligations expressly stipulated in the contract.
Each party warrants that it will not hold the other party liable for any indirect and/or consequential damages, including but not limited to those listed above. MICROTEST’s total cumulative financial liability shall not exceed, for the duration of the Agreement, the amount of the remuneration paid by the Customer to MICROTEST pursuant to the Agreement.
The Customer acknowledges that the clauses of the present article constitute an essential and determining condition of the agreement, without which the latter would not have been concluded.
MICROTEST’s activities are covered by PII insurance under number 114356667H, with the MMA insurance company.
MICROTEST collects data in order to process your order (last name, first name, telephone number, e-mail address). The information collected is recorded in a computerized file by MICROTEST and is communicated only to the company’s internal personnel for the purpose of processing your request. You can access, rectify or request the deletion of your personal data or exercise your right to access, rectify or request the deletion of your personal data.
to limit the processing of your data. To exercise these rights or if you have any questions about the processing of your data under this system, please contact MICROTEST. If, after contacting us, you feel that your rights under the Data Protection Act have not been respected, you may submit a complaint to the CNIL.
We may also use your e-mail address to send you targeted advertising about products in our range that may be of interest to you. If you do not wish to receive such solicitations, please contact us.
No inducement or gratuity in any form whatsoever with respect to MICROTEST personnel and its Laboratory will be tolerated. Any attempt to do so will be registered with the management, who may take legal action against any individual or legal entity who disregards this prohibition. Likewise, MICROTEST’s staff undertakes to comply strictly with the law in its dealings with third parties.
MICROTEST’s Code of Ethics. Any breach of our Code of Ethics will be severely punished.
In the absence of amicable agreement, it is expressly agreed that any dispute relating to the contract will be the exclusive competence of the court in the jurisdiction of MICROTEST’s domicile, even in the case of appeal.
This applies irrespective of the place of delivery of the service and the method of payment accepted. If any provision of these terms and conditions is invalid
in respect of a rule of law in force or a judicial decision that has become final, it will be deemed unwritten, but the other stipulations will retain all their force and scope. In such a case, the parties undertake to rewrite the provision in such a way as to retain, as far as possible, the spirit and economic essence of the annulled provision. The personal data used by MICROTEST in the application of the present terms and conditions are stored and processed by the latter in compliance with the French Data Protection Act dated January 6, 1978, and any legal amendments that may be made thereto. You may exercise your individual right of access, rectification or opposition by writing to the seller.
The rights and obligations of the parties remain exclusively governed by French law.
