General Terms and Conditions of Sale

Identification

Social reason : ID AERO
responsible name : Jacques DELYS
The head office : 29 bis rue Traversière
Zip code : 94140
City : ALFORTVILLE
Country : FRANCE
Phone : 33(0) 1 56 29 20 20
Mail : information@id-aero.com
Web site : www.id-aero.com
TVA intra-communautaire : FR 79 351 363 866
Siret : 351 363 866 00028

Preliminary

These general terms and conditions of sale are also the stipulations governing the offer from the company I.D. AERO to any potential purchaser of its products or services.

SARL I.D. AERO is referred to below as “ID AERO.” The purchaser of its products or services is referred to below as “Client.”

Client when making a purchase order entirely and unrestrictedly accepts these general terms and conditions of sale. No term or condition of Client’s making is opposable to ID AERO. Nevertheless ID AERO reserves the right not to meet an order placed with it. ID AERO is not contractually bound by any document other than these general terms and conditions of sale and notably shall not be bound by prospectuses and catalogues whose contents are issued for indicative purposes only.

ID AERO reserves the right to modify these general terms and conditions of sale at any time.

1. Orders - Subscription

Any order placed by a Client shall be made in writing by any means of communication approved by ID AERO.

ID AERO when processing the order reserves the right to correct any error that may arise at the time of order registration and shall not be held liable in this respect.

The format and content of ID AERO products differ according to their titles. Thus the products may contain one or more elements published at variable intervals depending on title. Orders for products are taken by ID AERO on a subscription basis. Elements contained in a subscription offer shall not be available separately. A precise description of the content of subscriptions is available for consultation from the kiosk accessed on URL http://www.id-aero.com.

Confirmation by ID AERO of the order placed is by delivery of the one or more of its products.

The availability of the content and services of the various subscriptions proposed by ID AERO lasts only as long as the period of subscription itself.

The benefit of the order is strictly personal to the Client placing the order who may not assign or transfer that benefit without prior agreement from ID AERO.

2. Modification of order

Any modification requested by Client to its order shall be taken into consideration only if received by ID AERO in writing within seven days of the original order reaching ID AERO’s headquarter address at 29 bis rue Traversière, 94140 ALFORTVILLE. Past this seven day period, the order cannot be cancelled. Requests for changes in delivery address or name of recipient shall be communicated to ID AERO services in writing

3. Effective date and period of subscription

Orders are recognized on the date of receipt of Client’s payment by ID AERO. All orders shall be placed for an initial firm period of twelve (12) months except when duly notified otherwise by ID AERO at the time of order registration.

For press publications only (i.e. TBM AERO), subscription is for a specified number of issues and for the period shown in the special terms and conditions that apply to subscriptions or as stated in ID AERO publications.

4. Delivery

Products ordered shall be sent to the postal or e-mail address given by Client.

Any and all risks notably of loss or of damage to products shall be borne by Client from initiation of delivery onward.

ID AERO shall make best effort to deliver registered orders as soon as possible, and any date of issuance, shipment or delivery is given by ID AERO for indication purposes only.

ID AERO shall not be held liable to Client or third parties for any damages or prejudice whatsoever whether direct or indirect (including notably loss of revenue or loss of data) arising from a failure or refusal to meet an order, or from any late delivery or error in performance of an order, irrespective of the reason thereof.

Shipment, if delivery paid, shall be by lowest cost means available. Thus the additional expense of any other mode of transport shall be borne by Client. ID AERO products, although delivery paid, are always carried at the recipient’s risk and peril, because product risk transfers from ID AERO to Client from the moment of shipment. It is Client’s responsibility to issue the customary reservations in the event of loss or damage by way of carriage in transit.

5. Force majeure

Delays or failure to deliver orders shall not give rise to compensation or indemnity payable by ID AERO when arising from events of force majeure such as fire, flood, strikes, regulations, orders of public authorities or from any other event of an inevitable and unpredictable nature beyond the control of ID AERO.

The above provisions shall not however release any party from the obligation to pay the other party any sum due and outstanding.

6. Acceptance

Without prejudice to steps taken with respect to the carrier, claims on delivery involving apparent defects in the product or its non-compliance to specifications as ordered or as described in the waybill, shall be made in written form returned to ID AERO within eight days of receipt of the products. It shall be Client’s responsibility to provide proof of the existence of the defects or anomalies alleged. Client shall afford ID AERO with every facility to observe these defects and to remedy them. Client shall not in this respect intervene, either directly or indirectly by way of a third party. Products when returned to sender shall be in the condition in which they were delivered by ID AERO. If the products delivered show a defect or non-compliance, duly recorded by ID AERO as provided for above, Client shall receive a replacement free of charge, but without right to further indemnity, compensation, damages or interest.

7. Price

Subscription shall be inclusive of all elements bound up with the subscription. Subscription prices for ID AERO products are available from ID AERO at Client request.

ID AERO reserves the right to change prices at any time without liability. Changes shall come into force the month after new prices are published.

Prices both present and future are shown exclusive of any tax, duty or levy whatsoever. Consequently, prices payable are or shall be increased in the amount of any tax, duty or levy that ID AERO may be required to raise or pay out in the context of the sale and delivery of the products both for the time being and in the future.

All prices invoiced to Client by ID AERO shall be those in force on the day of registration of orders for the products, and shall include the benefit to Client of any discounted or reduced prices or bonus offers.

8. Invoicing - Payment

An invoice shall be drawn up and sent to Client as soon as the order has been registered by ID AERO.

For press publications only, an invoice shall be issued and sent to Client on receipt of Client’s initial payment of the subscription price to ID AERO and shall be subsequently re-issued at the time of subscription renewal, irrespective of the dates thereof.

Except if otherwise agreed, payment shall be made on the following terms:

- acceptable means of payment are bank card (VISA, AMEX, MasterCard), bank transfer or postal order;

- all invoices are payable to ID AERO as established in its headquarters or at any other address shown on the invoice;

- except if otherwise stated on the invoice, there shall be no discount for payment made prior to due date.

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In the event of late payment, ID AERO may suspend all current orders without prejudice to further action open to it. Any sum unpaid as of the due date shown on the invoice shall with the full force of the law and without prior notice entail the application of late penalties and a flat rate indemnity of €40 for expenses of debt collection. The interest rate levied on late payment is three times the legal interest rate (0.12% in 2013), calculated on a monthly basis. Penalties shall be due on the day following the due date if payment is outstanding, without need to issue a reminder.

9. Reserve of title

It is expressly understood and agreed by ID AERO and Client that transfer of title in the product shall be withheld until the full price is paid. All the while payment has not been made, title in the product remains vested in ID AERO only although Client shall bear the entire risk of product shipment and delivery in accordance with the provisions of clause 5 above.

10. Warranty - Liability

ID AERO devotes special care and attention to the quality of its work and of its publications.

The information provided by and contained in ID AERO publications is given as indicative without warranty as to its exactness.

Excepting only the express terms of this Contract whereby it is bound, ID AERO disclaims any express or implicit warranty in regard to the information and data published. ID AERO cannot give any assurance with respect to the exactness, comprehensiveness or concordance with events to date of the information. ID AERO makes best effort in regard to the verification and availability of the information and/or tools made available to recipients and subscribers, but may not and shall not in any way be held liable for errors or omissions or for the unavailability of information.

Consequently, those who make use of such information recognize and acknowledge that they do so under their entire responsibility. Client is wholly responsible for its choice of product or products ordered and, as a professional, is responsible not only for the use and interpretation of the information and data received under the order placed, but also for the acts it deduces from and for the advice that it issues in the context of its professional practice. Furthermore, ID AERO shall not in any way be held liable for the consequences of Client’s use and interpretation of the information contained in ID AERO products.

At all events, if liability were to be sought against ID AERO, it shall be limited financially to a sum no greater than the amount received in consideration of the period currently under contract.

11. Intellectual property

ID AERO is the sole owner of the collection of documents, text, work and illustrations contained in its Products or services and of all rights of whatsoever kind including reproduction relating thereto, subject only to the rights if any owned by third parties.

Publications and all elements contained in these files (information, date, trade marks, graphics, etc.) are the exclusive property of ID AERO whether as author thereof or as database owner.

The content and services of the various subscriptions on offer from ID AERO are available to subscribers only for the period covered by subscription.

Any representation or reproduction whether in whole or in part of these files by any process whatsoever is prohibited and shall be considered an infringement punishable under the Code de la propriété intellectuelle (Code of intellectual property).

The recipients of and/or subscribers to these files undertake to restrict themselves to use of these data for purely personal purposes, and the data shall not in any way or at any time be assigned or made available to any third party.

Reproduction of these files by a recipient of and/or subscriber to them shall take place exclusively in the form of extracts making express mention of the copyright held by ID AERO as their source. Such data shall not be modified and no commercial use shall be made thereof. Any reproduction of the files other than as aforementioned, notably by a third party, shall require ID AERO’s express, prior and written authorization.

Client undertakes not in any way whatsoever to copy, publish, disseminate or sell such data nor in any way whatsoever more generally, whether directly or indirectly or through any third parties with whom Client may be associated, act in a manner harmful to ID AERO’s rights, be they rights of reproduction or other rights.

Furthermore Client is debarred from using the name ID AERO (or trade marks of the ID AERO group) in its own promotional and commercial documents except subject to prior approval from ID AERO.

12. Precedence over all others of the clauses contained herein

The clauses contained herein shall take precedence over any other general terms and conditions and documents particular to Client.

13. Election of domicile

For purposes of execution of this Contract, the parties agree to elect domicile as follows:

For ID AERO, at 29 bis rue Traversière, 94140 Alfortville France, for Client at the address shown in the purchase order.

14. Competency - Dispute

Sole competency in case of dispute of whatsoever nature or of claim relating to the formation or execution of the purchase order shall lie with Tribunal de Commerce (Commercial Court) of CRETEIL (94 FRANCE) unless ID AERO exercise its right of preference for any other competent jurisdiction. Client unrestrictedly and unreservedly accepts ID AERO’s choice of jurisdiction. In the event of dispute over the wording and meanings contained herein, solely their expression in the French language version of these general terms and conditions of sale shall be valid and be taken into account.