Policies

These standard terms and conditions of sale (STCS) govern the relationship between AERO Specialties (the “Seller”) and the customer, (the “Customer”), whenever products (such as new equipment, secondhand equipment, or spare parts) (the “Equipment”) and services are sold to the Customer. The placement by the Customer of an order with the Seller implies the express acceptance of these terms and conditions of sales, which the Customer acknowledges having read and understood.

The Customer acknowledges having accepted them without reserves or limitations. Any special or general clause, contrary to or different from these STCS, which may appear in any document from the Customer, including, but not limited to, in any general terms and conditions of purchase not expressly accepted by the Seller or any terms and conditions contained or attached to a Customer’s purchase order, is declared to be not binding on the Seller. In the event of any discrepancies between these STCS and the Seller’s specific terms as set out in an offer, a quotation or a specific agreement presented by the Seller, the provisions of the specific terms shall prevail over the present STCS.

ARTICLE 1 – ORDERS/SALES CONTRACTS

1.1 An order placed with the Seller must be in the form of a written purchase order. The issuance of a purchase order by the Customer shall be deemed as evidence and authentication of the Customer’s acceptance of these STCS. Any other form of confirmation or acceptance of these STCS will bind the Customer to the terms and conditions set forth herein.

1.2 Without prejudice to, but not conditioned upon, the execution of an agreement for the sale of Seller’s Equipment or services, all proposals, quotations, bids, or other similar communications sent by the Seller to the Customer shall be considered an invitation to the Customer to submit an offer to contract. A binding sales contract will be deemed effective when the Seller expressly accepts the Customer’s purchase order by sending a Sales Order Acknowledgement (“SOA”), or an acknowledgment copy of an issued purchase order, to the Customer. In the absence of the foregoing, the sales contract will be formed by any form of written communication from the Seller to the Customer clearly expressing Seller’s acceptance of the purchase order (such as acceptance via electronic mail with receipt confirmation).

1.3 Customer acknowledges and agrees that an order may be rejected by the Seller for any reasonable motive, including, but not limited to (i) the Seller’s historical performance of payment to the Seller, other suppliers and creditors; (ii) any terms and conditions contained in the purchase order (including but not limited to technical specifications, pricing, delivery schedule and warranty conditions). The Seller shall not be liable for any rejection of a purchase order and Customer may not claim any damages or indemnity on the basis of such rejection.

ARTICLE 2- EQUIPMENT

2.1 The specifications and all technical documents of Equipment to be purchased by the Customer may be subject to updates and modifications in order to adapt and continuously improve it. Should any update or modification be carried out on the Equipment manufactured by the Seller or its affiliates, the Seller shall under no circumstances be obliged to carry out any such update or modification to the Equipment of the same type previously delivered to or ordered by the Customer, except if mandatorily required by applicable law or regulation.

2.2 The Customer hereby acknowledges and agrees that the Equipment will be sold as-is and pursuant to the specifications defined in the technical and operational documents. Accordingly, If the Customer makes any modification to the Equipment, including, but not limited to, install, replace or remove any part or Equipment, without the consent of the Seller in writing, the Customer shall be solely responsible for any damages or losses arising out of such modification and the Seller shall have the right to refuse any warranty claim that can be attributed to such modification.

ARTICLE 3- TERMS OF PAYMENT

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3.1 The specific terms and conditions of payment may be set forth in Seller’s offer, quotation or any other document sent, or expressly agreed, by the Seller. If these terms and conditions are specifically defined by the seller in such documents (offer, quotation or any other similar document), they will be binding upon the Customer upon the formation of the sales contract as per Article 1.2. above and they will supersede any terms and conditions contained in the Customer’s purchase order or any other document sent by the Customer. Any expenses incurred due to the chosen payment method shall be borne by the Customer. No payment will be deemed received until the full amount has been duly credited to the Seller’s bank account.

3.2 All orders, other than e-commerce purchases and/or purchases made by established accounts with payment terms and in good credit standing, must be accompanied by a check or other form of payment, payable to AERO Specialties. AERO Specialities is pleased to accept VISA®, MasterCard®, and American Express® as payment for most orders. All orders up to $10,000 (ten thousand) USD must be paid for in advance without approved terms. Starting January 1st, 2025, all orders paid with VISA®, MasterCard®, and American Express®, totaling over $5,000 (five thousand) USD, will be charged the actual bank fee (which, as of Oct 2024, averages 2.5%) when applicable. Orders exceeding $10,000 (ten thousand) USD must be accompanied by 50% (fifty percent) deposit. In this case, the Customer shall not have the possibility of retracting an order in return for abandoning such deposit. The Seller shall always be entitled to require the Customer to take delivery of the Equipment ordered and to pay its full price. Credit cards will be charged at the time of purchase including deposits for Equipment orders. Established accounts are invoiced at Net 30 days unless otherwise stated, according to their credit standing and limit. All others will be invoiced for payment prior to delivery.

3.3 If timely payment is not made, the Customer shall be responsible for interest charges at a rate at least equal to the maximum rate permitted under the applicable law and any collection procedures (judicial or extrajudicial) or attorney’s fees. Late payment interest shall accrue automatically, without the need for a reminder, and without prejudice to any other rights or remedies available to the Seller.

3.4 In the event of late payment or failing settlement of one or several invoices, the Seller may grant, at its own choice, a reasonable grace period to the Customer by means of a formal notice and, if payment is not made in full within such period, the Seller may, without prejudice to any other Seller’s rights set forth in this STCS or by law: (i) at any time thereafter cancel the sales contract by written notice faxed, mailed or e-mailed to Customer and thereupon be entitled to recover the cancellation charges set forth in Article 10 (ii) cancel the supply of the Equipment and/or services; (iii) suspend the processing of any ongoing orders; (iv) demand the immediate payment of any outstanding amount owed by the Customer; (v) execute any existing payment guarantees; (vi) demand entire upfront payment or a guarantee from the Customer for any future orders; or (vii) require the immediate return without process of the Equipment, if it has been already delivered, in which case the Customer will bear the costs and expenses of such return. In case any of Seller’s rights set forth in this provision requires the Customer to take any action, including, but not limited to, taking any measures to effectively return the Equipment and allow the Seller to repossess it, the Customer hereby agrees to immediately take such action and cooperate with the Seller. In the event the Seller suspends work on Customer’s order due to Customer’s failure to make payment at the time provided for in the sales contract, any claim by customer against the Seller for delay in completion of the work shall be waived and barred.

3.5 Unless previously authorized in written by the Seller, the Customer may not deduct or offset, regardless of the reason, any amounts from the payments due to the Seller.

3.6 Unless otherwise agreed between the Parties in writing upon receipt of a purchase order by the Seller, invoices to be sent by the Seller shall be sent to the Customer’s legal entity and address foreseen in the Customer’s purchase order. In addition, if the Customer requests the Seller to include any special information in the invoices, such request shall be made by the Customer at the moment the Customer sends the purchase order only. Accordingly, once the Customer receives an invoice from the Seller and such invoice is in accordance with this provision (including the name of the Customer’s legal entity and address), the Customer may not, as a condition for payment, ask the Seller to reissue or resend the invoice in a different manner, or with extra information, or to a different legal entity or address, and the Customer must proceed with the payment of such invoice immediately. If the Customer insists that the reissuance of the invoice is a condition for payment, a reissuance surcharge of 2.5% over the invoice amount will be charged in the new invoice. This provision is without prejudice to the Seller’s remedies for late payment or payment default set forth in Article 3.3 of these STCS, which shall still apply and the payment due date for such remedies to apply shall remain the due date of the first invoice sent, regardless of any reissuance made pursuant to this provision.

ARTICLE 4- PRICES

4.1 Prices may be quoted either net of or inclusive of standard packaging and applicable tariffs or duties, as specified in the purchase order or quotation.

4.2 If, at any time after receiving a purchase order from the Customer, any new tariff or duty (i.e., not publicly known at the time the purchase order is accepted by the Seller), or any increase in existing tariffs or duties, is imposed by any government and is reasonably expected to apply to the sale of the Equipment — notably in cases of deliveries to be made under the DDP Incoterm — then the purchase price shall be subject to immediate review, and the Parties shall adjust it to reflect the increase resulting from such new or increased tariffs or duties. The adjustment shall be made in such a manner that the Seller receives, net of any such new or increased tariffs or duties, the same amount it would have received had such new or increased tariffs or duties not been applied. After notifying the Customer about such increase in the purchase price, the Seller may reflect the adjusted amount in the invoice to be issued to the Customer.

In the case of DDP sales involving advance payments made by the Customer prior to the imposition of any such new or increased tariffs or duties by the government of the importing country, the purchase price shall nonetheless be adjusted in accordance with this provision, and the Seller shall have the right to invoice the Customer for any balance due between the amounts already paid and the adjusted purchase price.

4.3 The Parties further agree that, if at any time after receiving a purchase order from the Customer, any new or increased tariffs or duties imposed by any government affect the cost of components or parts used in the manufacturing of the Equipment — resulting in increased production costs for the Seller (or any of its affiliates or partners involved in the manufacturing) — then the purchase price of the Equipment shall be subject to immediate review to account for such increased production costs.

Upon notifying the Customer of the increase, the Seller may reflect the adjusted amount in the invoice to be issued to the Customer. In the case of any advance payments made by the Customer prior to the imposition of such new or increased tariffs or duties, the Seller shall have the right to invoice the Customer for any balance due between the amounts already paid and the adjusted purchase price.

4.4 The purchase price of the Equipment is based on raw material and commodity costs applicable as of the date of issuance of the quotation or the acceptance of the purchase order by the Seller (the “Reference Date”). If the cost of key raw materials or commodities, as measured by recognized indices (including but not limited to LME, PPI or any other relevant index), increases by more than fifteen percent (15%) compared to the Reference Date, as determined by the Seller prior to delivery or invoicing, the purchase price of the Equipment shall be subject to revision in order to reflect such variation, including in accordance with the following formula:

Adjusted price = purchase price of the Equipment × [1 + y × ((new index / base index) – 1)]
For the purposes of this clause:
a) “y” means the proportion (weighting) of the relevant material or commodity in the price of the Equipment;
b) “base index” means the index value applicable at the Base Date;
c) “new index” means the index value applicable at the time of adjustment.

Such adjustment shall apply only where the variation exceeds the above-mentioned threshold and shall be capped at a maximum increase of twenty percent (20%) of the Equipment purchase price established at the Reference Date.

The Seller shall notify the Customer of such adjustment with at least thirty (30) days’ prior notice, together with reasonable supporting documentation. Unless the Customer submits a reasoned objection within eight (8) days from receipt of such notice, the adjusted price shall be deemed accepted and the Seller may reflect the adjusted amount in the invoice issued to the Customer.

4.5 If the Customer refuses to pay the purchase price of the Equipment adjusted pursuant to Articles 4.2, 4.3 and 4.4 above and the Parties fail to reach an agreement, the Seller shall have the right to cancel the purchase order without any penalties, compensation or indemnity rights to the Customer. In the event of any such cancellation: (i) any advance payments made by the Customer shall be reimbursed by the Seller; and (ii) the Equipment, if already delivered, shall be returned to the Seller and any damages caused to the Equipment while in Customer’s custody shall be repaired at Customer’s cost before such return.

4.6 The Customer may not resort to any unpredictability doctrine, established by law, jurisprudence or otherwise, in order to reject the revised purchase price pursuant to the above provisions.

ARTICLE 5- DELIVERY AND SHIPPING

A. The Seller’s offer, quotation or any other document sent, or expressly agreed, by the Seller shall define the Incoterm applicable to the purchase. Each Party’s liabilities regarding delivery and shipping shall be in accordance with the chosen Incoterm and the provisions below shall apply to any chosen Incoterm. Risk related to the Equipment is transferred to the Customer upon delivery, unless otherwise stated in the chosen Incoterm.

B. The Customer may inform the Seller of the date it requires the Equipment to be delivered pursuant to the chosen Incoterm. The Seller shall make reasonable commercial efforts to respect the delivery date, which is hereby agreed that is not of the essence. Delivery dates shall be automatically extended in the case of delays due to a force majeure event in accordance with the terms of Article 16 hereunder or the Customer’s failure to provide the Seller with adequate delivery instructions or any other information that are relevant to the supply of the Equipment. Otherwise, the Seller shall not be liable for any delay in delivery of the Equipment, which shall be in accordance with the customary tolerances accepted in the industrial sector of Seller.

C. Notwithstanding the Customer’s requested date of delivery, as set forth in Article 5.B above, as soon as the Equipment is available and ready for delivery, the Seller shall notify the Customer. Such notice shall establish the effective delivery date, to be defined by the Seller (“Delivery Date”), in which the delivery will take place in accordance with the chosen Incoterm.
In case, the Customer fails to take delivery (or arrange shipment) of the Equipment at the Delivery Date, or to provide the necessary information or documents necessary for the Seller to effectively arrange the delivery, depending on the chosen Incoterm, the Seller shall have the possibility to either::

• Send a formal notice to the Customer to take delivery and pay the total purchase price of the Equipment, if it is still outstanding;

• Invoice storage expenses of 1% of the sales price per month;

• Transfer the Equipment to another customer, in which case the delivery of the Equipment will be postponed to a later date, according to the Seller’s capacity, without such action being a cause for (i) reimbursement of any down payment already received by Seller; or (ii) any Customer’s claims for late delivery, including, but not limited to, any damages or expenses; or

• Consider that the Customer has cancelled the contract and therefore apply conditions of “Article 10 – Cancellation Charges” below.

D. The Equipment is under the responsibility and care of the Customer or of any agent or freight forwarder appointed by the Customer, as soon as it leaves the premises where the delivery took place. In a case where the Equipment is made ready at the factory and not removed by the Customer, the responsibility and care are fully incumbent upon the Customer.

E. All Equipment shall be examined and controlled upon within ten (10) calendar days as from the delivery of the Equipment to the Customer, in order to check its compliance with the order, the quality and the technical specifications. The Customer may notify in writing any objection to the Seller within such ten (10) calendar days (the “Objection Notice”). Failing any claim within that period, the Customer shall be deemed to have accepted the delivery of the Equipment and satisfied with its quality and quantity.

ARTICLE 6 – WARRANTY

6.1 Unless otherwise specifically agreed by written, the only warranty, which the Seller makes in connection with its Equipment sold is:
• For AERO Specialties OEM Equipment, the AERO SPECIALTIES general warranty conditions.
• For TLD GSE equipment, the TLD general warranty conditions.

The Customer hereby declares it has read, understood and agreed with the warranty terms (including the special terms associated to Li-Io batteries, if applicable). Receipt of information from the Customer and delivery by the Seller of Equipment specified in Customer’s order does not imply a warranty by the Seller that the Equipment, parts or products so delivered will be suitable for the purposes disclosed. IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE ARE EXCLUDED.

6.2 The Customer represents and warrants that it is aware of the technical specifications of the Equipment and that it is its sole responsibility to:
(a) Choose the appropriate Equipment;
(b) Ensure that the Equipment ordered is suited for the Customer’s intended use and compatible with its own products;
(c) Ensure compliance with all regulations applicable to the Equipment and its use;
(d) Ensure that the Equipment is used and maintained in accordance with the manuals (or any other Equipment operational document) and pursuant to the applicable industry standard rules/conditions; and
(e) Inform its employees, clients, sub-contractors and/or agents regarding the use and maintenance of the Equipment.

6.3 The Customer hereby acknowledges that the Seller provides Equipment which is designed and manufactured pursuant to
internationally recognized standards (e.g. IATA, SAE and CEN) and according to the Seller’s own risk assessment. The Customer shall notify Seller in advance in case any local specific rules or regulations, that are different from the internationally recognized standards, apply to the Equipment.

6.4 In case the Customer is not sure or has any questions regarding the use and operation of an Equipment (including, but not limited to, any uncertainty regarding the interpretation of a rule/condition established in the Equipment user manuals or any other Equipment operational document), the Customer must contact the Seller before putting any Equipment into service, under the penalty of not benefiting from the Seller’s or TLD general warranty (and/or the special warranty terms associated to Li-Io batteries). The Seller accepts no liability whatsoever for any inappropriate use of the Equipment by the Customer, including, but not limited to, any use that is not in accordance with the Equipment’s manuals, user guide and/or documentation in general.

ARTICLE 7 – CUSTOMER’S LIABILITY

he Customer shall be solely and exclusively liable and shall indemnify and hold harmless the Seller and its respective officers, directors, employees, agents, representatives and permitted assigns from and against any losses, damages and all third party actions, suits or proceedings, including appeals, as well related legal expenses (including reasonable attorney’s fees), that are incurred by the Seller and that are caused by, result from, arise out of or occur in connection with an act or omission of the Customer while operating the Equipment or any breach by the Customer of any of its obligations under this STCS. Customer’s liability set forth herein shall not be limited in any manner. If the Customer send a purchase order but is not the end-user of the Equipment, then the Customer shall be solely liable for any commitments made to such end-user and will indemnify and hold the Seller harmless against any claims made by the end-user against the Seller due to such Customer’s commitments.

ARTICLE 8 – LIMITATION OF LIABILITY

IN NO EVENT SHALL THE SELLER BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, including but not limited to loss of profits, loss of use or damage to reputation whether arising out of or in connection with its acceptance of Customer’s order or in connection with the manufacture, delivery or installation of the Equipment so ordered, whether Customer’s claim for such damages be based upon failure or delay of delivery, breach of guaranty or warranty or otherwise.

ARTICLE 9 – RETURNS

Any Equipment, which is returned under warranty, may be returned only with the prior written approval of the Seller, which approval will not be unreasonably withheld. Equipment for which return is authorized must be shipped prepaid to the Seller’s warehouse or a AERO SPECIALTIES Factory as advised in the written approval. A re-stock fee of up to 15% may be applied to the return depending upon the condition of product and circumstance of return.

ARTICLE 10 – CANCELLATION CHARGES

A. Unless agreed otherwise and except in the cases expressly specified in these STCS, the cancellation of an order by the Customer shall entitle the Seller to immediately invoice the full price of the Equipment ordered and/or retain any amount already paid by the Customer.

B. In the event Customer causes delays, or otherwise materially hampers or interrupts the Seller’s manufacture, shipment or installation of the Equipment, the Seller may terminate the sales contract and the Customer shall pay the Seller the applicable cancellation charges set forth above.

C. The Seller may retain any amount already paid by the Customer, to offset any portion of the cancellation charges set forth herein.

D. The cancellation charges set forth herein are without prejudice to any other rights and remedies of the Seller set forth in these STCS or in any applicable legislation.

ARTICLE 11 – RETENTION OF TITLE

11.1 Seller will retain sole legal title in the Equipment purchased by Customer until the total price has been received in full by Seller, at which time, legal title and ownership of the Equipment shall pass to the Customer.

11.2 Until the ownership of the Equipment has passed to the Customer, the Customer shall refrain from selling, transferring it or mortgaging it to a third party.

11.3 Until the price is paid in full, the Customer shall maintain the Equipment in satisfactory condition, store it under good condition, and shall make sure that such Equipment is easily identifiable and insured. An ownership data plate (if any) may be affixed by the Seller on the Equipment to evidence this retention of title, in which case this plate must be preserved until full payment has been made.

11.4 Any damage, theft, destruction and/or loss that may be caused to the Equipment subject to retention of title from the time of its delivery shall be covered by an insurance policy at the Customer’s responsibility and expenses. The Customer shall designate the Seller or any Seller’s affiliate that manufactured the Equipment as beneficiary of all the insurance policies covering the Equipment subject to retention of title. Any deductible shall be at the Customer’s expenses.

11.5 Provided that it is authorized by the applicable legislation, the Customer authorizes the Seller to take any security interest on the equipment purchased up to the amount of its sale price. Such security interest shall be lifted as soon as the purchase price has been fully paid.

11.6 The Seller reserves the right to claim from the Customer the Equipment delivered but not fully paid for, in case the Customer enters into (or in case there is reasonable evidence that Customer will enter into) a voluntary or involuntary liquidation (judicially or extrajudicially), insolvency or a reorganization procedure, in any jurisdiction.

11.7 The Seller shall be entitled to take any actions legally required and permitted, necessary to ensure and maintain such retention of title, subject to the specific applicable law. The Customer commits to cooperate in all measures that are necessary and beneficial to the validity and enforceability of the above-mentioned rights.

ARTICLE 12 – INTELLECTUAL PROPERTY

12.1 No rights in patents or right to apply for patents trademarks, trade names, service marks, domain names, copyrights and all applications and registration of such worldwide, schematics, product/part, drawings, designs industrial models, inventions, know-how, trade secrets, computer software programs, and any other intangible proprietary information (“Intellectual Property”) related to any Equipment delivered hereunder, shall pass to Customer and Customer agrees not to reproduce or simulate or cause or knowingly allow to be used, reproduced or simulated, either directly or indirectly, such Intellectual Property.

For avoidance of doubt, the Seller does not transfer to the Customer any know-how or intellectual property rights related to the Equipment.

12.1 The Customer shall not, under any circumstances, directly or indirectly, analyze, attempt to modify or reverse-engineer or otherwise seek to determine the structure of any Equipment for purposes of discovering the details of any intellectual property related to it.

ARTICLE 13 – COMPLIANCE WITH REGULATIONS

13.1 The Customer shall be solely responsible for compliance with the regulations in force related to the importing and use of the Equipment in their countries of delivery or use. The Customer shall also be solely responsible for providing appropriate warnings and information to the Equipment’s end users or operators as to the use of the Equipment and any consequences which may result therefrom. More generally, the Customer undertakes to comply with all applicable economic sanctions and export control legislation. If, at any time, a legislation renders the performance of the Seller’s duties impossible or illegal, the Seller shall be entitled to cancel any accepted purchase order, without any liability.

13.2 The Customer shall comply with the requirements of all applicable anti-corruption and anti-bribery legislation both domestic and abroad (if applicable, in case of any international sales), including, but not limited to, the United States Foreign Corrupt Practices Act (FCPA), the UK Bribery Act 2010, and the French “Loi Sapin II”

.13.3 The Customer hereby acknowledges and agrees that the Alvest Group, to which the Seller is a part of, has set out its ethical commitments, through a Code of Ethics and Business Conduct and a compliance procedure in its relations with third parties. This Code of Ethics and Business Conduct is available at the Alvest Group’s website https://alvest.fr/wp-content/uploads/2020/12/DMS_236_rev_9.pdf , and on demand, by the Customer. The Customer hereby represents and warrants that while doing any business with the Seller, it will comply with and abide by such Code of Ethics and Business Conduct.

13.4 Without prejudice to the foregoing, the Customer hereby also commits not to make, promise, offer to make, accept or solicit any payment or transfer anything of value (directly or indirectly) to any (a) individual, (b) corporation, (c) association, (d) partnership, or (e) public body who, whether or not acting in its official capacity, is in a position to influence, secure, or retain any business and/or provide any financial or other advantage to itself or the Seller.

ARTICLE 14 – CONFIDENTIALITY

14.1 The Parties acknowledge and accepts that they may have access to each other’s confidential information in connection with the sale of the Equipment and/or the provision of the services by the Seller. Each Party shall take all reasonable measures to comply with the strict confidentiality of the information to which it has access and shall not disclose it to any third party without prior consent of the other Party. Notwithstanding the foregoing, each Party may disclose the other Party’s confidential information in the context of any mandatory legal request/order made by a Government Authority or a Court of Law, provided that (i) prior notice is sent to the other Party, to the extent legally possible; (ii) the disclosure is limited as much as legally possible, in which case the Party complying with the order shall only disclose to the Authority/Court the information actually being requested; and (iii) the Party subject to the order shall request the relevant Authority/Court to preserve the confidentiality of the information, to the extent such request is legally possible.

14.2 The Customer agrees that Seller will suffer irreparable harm in the event of a violation by Customer of this Article 14. Accordingly, in case of violation of the confidentiality obligations set forth herein, the Customer shall, upon receipt of written notice from the Seller: (i) immediately stop using Seller’s confidential information and/or disclosing it to third parties and perform any act to minimize the damages for the Seller, including requesting the third party to return or delete the Seller’s confidential information (including by using appropriate legal measure, at Customer’s own costs, if necessary); and (ii) indemnify and hold Seller harmless from any damages suffered as a result of Customer’s violation of its confidentiality obligations set forth in this Article 14.

ARTICLE 15 – SERVICES

The provisions of these Standard Terms and Conditions relating to sales contracts, including, but not limited to, terms of payment price, and limitation of liability are applicable to any services provided by the Seller whether separately or in conjunction with a an Equipment purchase order.

ARTICLE 16 – FORCE MAJEURE

The Seller shall not be liable for any breach of its obligations in the event of a force majeure event hindering, preventing or delaying performance of such obligations. Any natural disaster, storm, fire, flood, earthquake, pandemic, virus, accident, interruption of services, labor dispute, strike (including a strike affecting the Seller’s suppliers), lock-out, interruption and/or delay in loading or transportation, energy blackout/failure of power, embargo, trade prohibition, epidemics and/or pandemics, shortage of or inability to obtain raw materials and/or components, disruption of supplies including but not limited to the supply of raw materials, components, formulas, substances energy or equipment, including the failure of the suppliers that supply the Seller, tooling accidents, sabotage, intervention of civil or military authorities, acts of war, declared or undeclared hostilities, terrorist act and riots, shall, inter alia, be considered force majeure events. The Seller shall promptly notify the Customer in writing of any force majeure event affecting the performance of the sales contract, but without any liability in case the Seller delays or does not send such notification. In any such case, Seller’s obligations shall be suspended, performance time schedules shall be extended and the order shall remain in effect.

ARTICLE 17 – SEVERABILITY

In the event that any provisions of these standard terms and conditions are declared to be unenforceable, null or void, the other provisions shall continue in full force and effect.

ARTICLE 18 – GOVERNING LAW AND DISPUTE RESOLUTION

The governing law shall be the laws of the country of the Seller’s registered office. Any dispute, controversy, proceedings or claim of whatever nature arising out of or in any way relating to these Standard Terms and Conditions (or any matters contemplated herein) or its formation, validity, interpretation or performance, shall be submitted to the competent Courts located in the jurisdiction wherein the registered office of the Seller is located.

To order replacement parts, please have the following information available:

Call Customer Service at 208-378-9888, or email service@aerospecialties.com

• Equipment manufacturer
• Model number as it appears on unit
• Serial number as it appears on unit

AERO Specialties products are warranted to be free of manufacturing or material defects for a period of
one year after shipment to the original customer. This is solely limited to the repair or replacement of
defective components. This warranty does not cover the following items:

1. Parts required for normal maintenance
2. Parts covered by a component manufacturers warranty
3. Replacement parts which may have a 90-day warranty from date of shipment

Additionally, the following warranty terms apply:

AERO Specialties JetGo-900, JetGo 45-400, JetGo-28 iBS, Hydraulic Power Units (all sizes):

• 2 year/2000 hours (whichever comes first) Bumper to-bumper limited warranty
• 3 years/3000 hours (whichever comes first) Major component warranty

Major components are defined as follows:

JetGo products:

• Deutz Engine Parts: Crankcase, Crankshaft, Camshaft, Connecting Rods,
• Cylinder Head Casting
• Generators

Hydraulic Power Unit products:

• Electric pump motor
• Hydraulic pump

If you have a problem that may require service, contact AERO Specialties immediately. Do not attempt to repair or disassemble a product without first contacting AERO Specialties, as any action might affect warranty coverage.

When you contact AERO, be prepared to provide the following information:

1. Product Model Number
2. Product Serial Number
3. Description of the problem.

If warranty coverage is approved, either replacement parts will be sent, or the product will have to be returned to AERO Specialties for repairs. A decision on the extent of warranty coverage on returned products is reserved pending inspection at AERO Specialties. Any shipments to AERO must be shipped freight prepaid. Freight costs on shipments to customers will be paid by AERO on any approved warranty claim.

AERO Specialties, Inc., agrees, upon prompt notification of defect and confirmation that the equipment has been operated and maintained per the written guidelines contained in the product manual, to repair or replace any part or parts proven to our satisfaction to have been defective in materials or workmanship. Replacement parts will be invoiced in the regular manner with invoices subject to adjustment after the parts claimed to be defective are examined at our factory. No material or parts will be
accepted at our factory for in-warranty repairs or credit without previous authorization from AERO Specialties, Inc.

Equipment, parts or products for which return is authorized must be shipped prepaid to AERO Specialties. Parts replaced under warranty following inspection will be shipped in the most economical manner at our expense. If inspection by AERO Specialties, Inc., does not verify defects in material or workmanship, our regular parts and freight charges will apply.

All warranty replacement parts provided will be warranted for the remainder of the original 12-month warranty or ninety (90) days, whichever is greater.

Warranty does not cover batteries, cables, fuses, bulbs, filters, belts or hoses unless these parts are found to be defective prior to use. In all cases, please notify AERO Specialties immediately of any defects so a remedy can be addressed.

No warranty is made or implied with respect to engine and accessories, component parts, or auxiliary equipment that are covered under the respective manufacturers OEM warranties as these warranties are passed along to the purchaser.

AERO Specialties, Inc., shall in no event be responsible or liable for modifications, alterations, misapplication, or repairs made to its equipment by purchaser or others without the written authorization of AERO Specialties, Inc. This warranty does not apply to damage caused by negligence, improper maintenance, accident, forces of nature, overloading, or improper use by purchaser or others.

AERO Specialties, Inc., shall not be liable for any special or consequential damages, such as loss of profits or revenue, loss of other equipment, down-time costs, costs associated with the removal of equipment from service, aircraft damage due to improper use, or claims of third parties against the purchaser.

AERO Specialties, Inc. makes no warranties, expressed or implied as to the merchantability or fitness for any particular use or purpose.

Responsibility for damages incurred in transit will be borne by the customer, and the customer in turn must file any damage claim against the carrier.

All warranty items are F.O.B. AERO Specialties factory, and freight charges are the responsibility of the
customer.

Used Equipment Definitions and Warranty Terms are available.

Please contact us if you have a question regarding the scope of work performed on an individual unit. We will happily assist with your used equipment acquisition needs.

30-day credit terms to customers based on approval by AERO Specialties.

New customers may fill out our online credit application or submit our printable application.

Standard terms to customers that have not established credit with AERO Specialties are credit card, company check, or wire transfer.

MasterCard, Discover, Visa and American Express are accepted for U.S. and approved international orders.

All export orders require prepayment in full via wire transfer prior to shipping, unless credit or credit card payment has been pre-approved.

All shipments are EXW/FCA factory, unless otherwise noted.

Return shipments must be pre-approved by AERO Specialties and freight prepaid.

TERMS AND CONDITIONS OF USE – PRIVACY POLICY 

Identification of the parties

PUBLISHER:

Alvest Holding

(Publisher may be hereinafter referred to as “Alvest”)

I) Terms and Conditions of Use of the Website

The purpose of these general terms and conditions of use (hereinafter referred to as the “GTC”) is to define the terms and conditions of access to and use of the website https://alvest.fr/ (hereinafter together referred to as the “Website”). 

Any connection to or use of the Website is subject to compliance with these GTC. These GTC may be modified or amended at any time without notice. They come into force as soon as they are published on the Website. Any person, employee, client or supplier connecting and/or browsing the Website (hereinafter the “User”) is therefore invited to check regularly whether any changes have been made.

1. Description of the services provided

The Website is a media that publishes information about the activities of Alvest and its affiliates.

Alvest undertakes to publish accurate information on the Website. However, Alvest cannot be held responsible for any omissions, inaccuracies or late updates of the information, whether they originate from its own will or from third parties who obtain the information.

The information provided on the Website is provided on an “as is” basis. The information may not be complete and is subject to change after it is posted.

2. Access to the Site

The Users can freely access the public content of the Website. Such access is subject to acceptance of and compliance with these GTC.

Alvest endeavors to allow access to the Website 24 hours a day, 7 days a week, except in case of force majeure or an event beyond its control, and subject to possible breakdowns and maintenance interventions necessary for the proper functioning of the Website and its services.

Consequently, Alvest cannot guarantee the availability of the Website and/or the services, the reliability of the transmissions, and the performance in terms of response time or quality. No technical assistance is provided to the User either by electronic or telephone means.

Alvest will not be liable in case of impossibility of access to the Website and/or use of the services.

3. Limitations of liability

The User shall use the Website and the associated services at their own risk.

Alvest and its affiliates are excluded from all liability for any direct or indirect damages arising out of or in connection with access to or use of the Website or any other website linked to it. This includes but is not limited to, direct losses, loss of business or profits (whether or not the loss of such profits was foreseeable, occurred in the ordinary course of business or you advised Alvest of the possibility of such potential loss), damage to your computer, software, computer systems and programs and the data stored on them or any other direct or indirect, consequential and incidental damages.

Alvest does not warrant that the functions performed by the Website will be uninterrupted or error-free, that potential errors in the Website will be corrected, or that the Site or the server linked to it is free of viruses.

Certain areas of the Website allow the User to interact with Alvest (e.g. possibility to ask questions). If the content of these areas does not comply with applicable law, Alvest reserves the right to delete, without prior notice, all content of these sections, in particular elements that may infringe privacy and confidentiality. If necessary, Alvest will exercise the right to prosecute by all possible means any User who has expressed positions with racist, pornographic, abusive or defamatory content.

4. Intellectual Property/Copyright

Alvest is the owner of all intellectual property rights/copyrights and has the right to use all elements accessible on the Website. This includes, but is not limited to, text, images, videos, trademarks, graphics, logos, icons, sounds and software.

Any representation and/or reproduction, partial or total exploitation, copying, modification, publication, or adaptation of all or part of these elements, by any means whatsoever, without the prior written authorization of Alvest and/or its subsidiaries, is strictly forbidden. 

Any use of the aforementioned elements without the prior consent of Alvest will constitute an infringement within the meaning of article L.335-2 (and subsequent articles) of the French Intellectual Property Code. 

5. Hyperlinks and cookies

The Site may contain links to other websites that Alvest does not operate. Alvest does not monitor or review the content of third-party websites that are linked to the Website. Please note that Alvest is not responsible for the privacy practices or the content of such third-party websites.

Browsing the Website may generate the use of cookies on the User’s computer. 

Like most interactive websites, the Website uses cookies to enable Alvest to retrieve the User’s details on each visit. A “cookie” is a small file stored by the Site on the User’s hard disk, containing information about the User’s browsing habits. 

Cookies are used in certain areas of the Website to enable the functionality of that area and ease of use for those who visit it. Some of Alvest’s affiliate partners may also use cookies.

If the User wishes to refuse or decline the use of cookies on his or her computer, certain parts of the Site may not be accessible. However, the User may modify the settings on his or her computer to refuse/unwanted use of cookies:

• With Internet Explorer: “Tools” tab / Internet Options. Go to Privacy and choose to block all cookies. Validate by clicking on OK.
• With Firefox: On the Tools tab, click on Options and then Privacy. Set the settings to “Do not allow cookies” and change the history setting to “Never keep history data”.
• With Safari: go to the Settings tab and then “Advanced Settings”. In “Privacy”, click on “Settings content”, “Cookies”, block cookies.
• With Chrome: click the “Menu” tab, choose “Settings”. Display the advanced settings. In “Privacy”, “preferences”, block cookies.

6. Applicable law – Jurisdiction

These GTC are governed by – and all disputes relating to the Website are subject to French law. Any dispute shall be submitted to the exclusive jurisdiction of the courts of Paris.

II) Privacy Policy / Personal Data

The purpose of this section is to explain to the Users of the Website :

• How personal data is collected and processed;
• The Users’ rights regarding this data;
• The identity of the Data Protection Officer;
• To whom these data are transmitted.

1. General principles for data collection and processing

Certain sections of the Website may require Users to provide personal and confidential information that identifies the persons to whom they are linked (hereinafter referred to as “Personal Data”).

The User provides this information under his/her sole understanding and acceptance of these GTC. In particular, when the data is entered by the User himself/herself. If the required data is mandatory to continue using the Site, the User will be informed of this.

In accordance with the provisions of Article 5 of the European Regulation 2016/679 on the protection of individuals with regard to the processing of personal data and on the free movement of such data (hereinafter referred to as the “GDPR”), the collection and processing of the data of the Users of the Website comply with the following principles:

• Lawfulness, fairness and transparency: Personal Data can only be collected and processed with the User’s consent. Whenever Personal Data is collected, the User will be informed that his/her data is being collected, and for what purpose his/her data is being collected;
• Limited purposes: the collection and processing of Personal Data is carried out for one or more specific purposes;
• Minimization of collection and processing: only the Personal Data necessary for the proper execution of the objectives pursued by the Website are collected;
• Retention of Personal Data limited in time: Personal Data is kept for a limited period of time, of which the User is informed. When this information cannot be provided, the User is informed of the criteria used to determine the retention period;
• Integrity and confidentiality of data: the data controller undertakes to guarantee the integrity and confidentiality of the data collected.

2. Personal data collected and processed in the context of navigation on the Webite

The Personal Data collected on the Site are the following:

• E-mail address;
• Full name(s) of the individual;
• Company name;
• Phone number(s);
• Mailing address;

Personal Data is collected when the User performs one of the following operations on the Website:

• When the User uses the contact form to send a request;

The Personal Data collected on this Site is used only for the purpose and intent for which it is required. No personal or confidential information or data of the User of the Website will be sold, shared or rented to a third party. 

The Personal Data are kept until the User requests the deletion of his account, if he has created one, or, failing that, by virtue of the legal or regulatory period applicable following the end of the commercial relationship, or following the last use of the services offered on the Website.

Only the eventual change of ownership of Alvest can result in the transfer of these data to the new owner, who will be obliged to respect and observe this same clause.

3. Rights of the User – Person in charge of the processing of Personal Data

In accordance with the French law no. 78-17 of January 1978, modified by the French law no. 2004-801 of August 2004, relating to data processing, files and freedoms, and with the GDPR, any User can exercise his right to access, rectify, oppose or delete his personal data.

To execute this request, the User must address their request to the Data Protection Officer of Alvest : 

ALVEST GROUP – RGPD/DPO

100 Boulevard du Montparnasse 

75014 PARIS FRANCE 

Dedicated phone line: (+33) 0140641610 

Dedicated email address: gdpr@alvest.fr 

This site is fully protected and secured and uses a Secure Sockets Layer (SSL) system for encryption of private information transmitted over the internet.

The following graphic and associated link to our SSL Certificate provider provides you assurance of our goal of providing you the most secure and reliable internet service available for your transaction.

AERO Specialties reserves the right to charge a restocking fee on certain returned products.