Conditions générales de vente

1. GENERAL PROVISIONS

These general terms and conditions of sale (hereinafter referred to as the « GTC ») apply to any offer made by INTELLIGENT ELECTRONIC SYSTEMS (hereinafter referred to as the « Seller ») and to any contract concluded between the Seller and a Client. Specific terms and conditions of sale may be agreed upon between the Seller and the Client. Any catalogs, brochures, advertisements, notices, or videos provided by the Seller are for informational and indicative purposes only and are not contractually binding. Any derogation from the GTC will only be valid if expressly accepted in advance by the Seller.

The express derogation from one of the clauses of the GTC does not imply a waiver of the other clauses. The Seller reserves the right to modify the GTC at any time. The applicable GTC are those in effect on the date of the Client’s final.

2. DEFINITIONS

« Seller » refers to the company INTELLIGENT ELECTRONIC SYSTEMS (IES), registered with the Montpellier Trade and Companies Register under number 384 229 167, with its registered office located at Ecoparc, 615 Avenue de la Marjolaine, 34130 – Saint-Aunès.

« Client » refers to the entity that has placed an order with the Seller.

« Product » refers to the products, materials, equipment, and supplies manufactured by the Seller or purchased from a third party and resold by the Seller.

« Charger » refers to IES charging solutions according to the catalog of products marketed by the Seller, excluding charging cables but including software and firmware developed by the Seller.

« Cable » refers to the cables according to the catalog of products marketed by the Seller.

« Charging Management System » refers to the charging management solution according to the catalog marketed by the Seller. « Warranty Holder » refers to the owner of the Chargers, Cables, or Charging Management Systems.

3. ORDER

3.1. Quotation

When a Client wishes to order Products from the Seller, they must submit a quotation request to the Seller:

• For spare parts: https://sav-ies-synergy.zendesk.com
• For product orders: https://ies-synergy.com/contactez-nous/

This quotation request is considered valid and accepted by the Seller provided that:

• The Client’s company name is clearly identified,
• The designation and quantity of the requested products are clearly specified,
• The desired delivery time is indicated,
• The delivery location is specified,
• Its payment may be considered final and non-disputable.

It falls within the following technical specification conditions: the characteristics, descriptions, dimensions, weights, standards, colors, visuals, etc., mentioned on our website and in our catalogs are for informational purposes only.

We reserve the right to make any modifications we deem appropriate, even after receiving the order, without affecting the essential characteristics.

3.2. Issuance of the Purchase Order

The Client’s unconditional and irrevocable acceptance of the quotation is formalized by the issuance of a purchase order within the validity period, including the details of the aforementioned quotation (designation of the Products, quantities of the Products, prices of the Products, payment and delivery terms, etc.).

The Client may send the purchase order to the Seller through the following means:

• Sending a simple or registered letter.
• Direct handover, confirmed by a receipt or signature.
• Transmission via email with a request for acknowledgment of receipt.

The Seller will inform the Client in writing of its acceptance of the purchase order by sending an acknowledgment of receipt. The order becomes final and binding for the Client once the Seller informs the Client in writing of its acceptance of the purchase order. If the Client issues a purchase order that does not reflect the details of the quotation, the Seller is not bound by the conditions of the quotation. In this case, the quotation becomes void, and a new quotation may be issued by the Seller at its sole discretion. When the purchase order includes transportation, delivery will be made to the address specified by the Client in the purchase order (or, in the case of a modification, to the address indicated by the Client with at least three business days’ notice). The Client acknowledges that any refusal to accept the order delivered to the validly specified address will result in additional transportation costs and a fixed charge of €80 for logistics fees. The same applies to any special circumstances regarding delivery reception (specific time slots, etc.) that prevent the delivery from taking place as agreed.

3.3. Order Modification

Once the order has become final and binding upon receipt of the purchase order by the Seller, the Client may only modify it with the Seller’s written consent.

4. PRICES

Prices are stated excluding VAT (HT) + VAT (Value Added Tax) and are based on departure from the company’s warehouse or its exclusive partner. Prices are stated excluding VAT for shipments exempt from VAT. Prices do not include shipping costs or additional fees such as cash-on-delivery charges or banking fees. Invoicing is done excluding taxes for countries outside French territory, and it is the buyer’s responsibility to pay the VAT directly in the country or territory of delivery.

The validity period of our prices and rates is one month for our quotations and proposals. Prices and descriptions, when they are an integral part of a pre-established purchase order recorded on our website, formally bind the contracting parties. Prices may be revised during the contract period in the event of unforeseeable economic changes at the time of signing this contract, subject to the agreement of both Parties, formalized through an amendment.

5. SHIPPING

5.1. Delivery Times

Delivery and shipping times are provided for informational purposes only and without commitment. They can only be confirmed if the Client is up to date with all their obligations toward the Seller. The Seller strives to meet the delivery time indicated in the offer, except in cases of force majeure or circumstances beyond its control, such as strikes, riots, war, government decisions, supply difficulties, fires, storms, floods, epidemics, natural disasters, among others.

A delay shall not justify the cancellation of the order nor give rise to any compensation or penalties. Deliveries may be made in full or in part. For products not available in stock, delivery times begin from the receipt of payment, unless otherwise agreed.

5.2. Reservations

Unless otherwise stipulated, transportation operations are the responsibility and at the cost, risk, and peril of the Client, who must check the quantity and condition of the goods upon delivery. In case of damage or loss, the Client must note the usual reservations on the delivery receipt and notify the carrier within seventy-two (72) business hours of receipt by registered letter with acknowledgment of receipt.

Failing this, any Product for which no reservations have been made by registered letter with acknowledgment of receipt within this period to the carrier, in accordance with Article L.133-3 of the French Commercial Code, and for which a copy has not been simultaneously sent to the Seller, will be deemed accepted by the Client.

No penalty shall apply unless previously agreed in writing in the orders and preceded by a formal notice that remains unaddressed. In any case, such penalties would be capped at 2% of the value of the ordered products for which contractual non-performance has been established.

5.3. Storage and Parking Fees

At the express request of the Client, if the order cannot be delivered within the agreed delivery time confirmed at the validation of the firm order, the Seller shall be authorized to charge the Client storage fees to account for the additional costs incurred by the parking of the ordered products, whether in the Seller’s own warehouse or those of its logistics partners.

These fees will be calculated based on a monthly rate of 1%, prorated according to the number of days of storage, and will be subject to the same interest calculation rules as payment delays, as indicated in the « Payment Terms » section.

6. RECEIPT – INSPECTION

The receipt and inspection of the equipment must take place within three (3) business days following delivery. Without prejudice to any actions to be taken against the carrier, the Client must inform the Seller within this period, by registered letter with acknowledgment of receipt, of any apparent defects or non-conformity of the delivered equipment.

The Client is responsible for detailing the non-conformity or defect observed in a registered letter sent to the Seller within the specified period. The Client must allow the Seller every opportunity to verify these defects or anomalies and must refrain from intervening personally or involving a third party for this purpose.

After the period specified in these conditions following delivery, any claim, of any nature, will be considered inadmissible.

If the Client expressly or implicitly waives this inspection, the equipment shall be deemed delivered in accordance with the order.

Non-conformity of part of the delivery does not exempt the Client from the obligation to pay for the equipment that is not contested. Any defect or fault recognized after a joint inspection shall only require the Seller to replace, free of charge, the defective equipment or parts.

7. PAYMENT TERMS

Unless otherwise expressly stipulated in the specific terms, the sale price is payable by bank transfer in full upon receipt of the invoice.

Under no circumstances may payments due to the Seller be suspended or subject to any reduction or compensation without the Seller’s written consent.

In case of non-payment by the due date, penalties equal to the European Central Bank’s (ECB) semi-annual key interest rate (Refi rate) in effect on January 1st or July 1st, depending on the order date, plus 10 percentage points, will be applied from the day following the payment due date stated on the invoice or, failing that, from the 31st day following the receipt of the Products.

In accordance with Article D. 441-5 of the French Commercial Code, in the event of late payment, the debtor shall automatically be liable, in addition to the statutory late payment penalties, for a fixed indemnity of €40 for collection costs.

Any payment made to the Seller shall be applied to the amounts due, regardless of the reason, starting with the oldest outstanding amounts.

If full payment of the price is not made by the due date, the Seller may, by right, terminate the sale and reclaim the Product after a formal notice has remained unaddressed, without prejudice to any damages that the Seller may claim.

The Seller shall not be held liable in the event of fraudulent or unauthorized use of any bank payment method, whether by a third party or the account holder, provided the Seller has received payment in good faith. The amounts collected shall remain acquired by the Seller within the limits of these general terms and conditions and insofar as the order has been shipped.

8. SPECIFIC PAYMENT TERMS

Refusal of Delivery
Without having to justify the reason, the Seller reserves the right to refuse the delivery or shipment of any order in case of concerns regarding the successful completion of payment. A justified concern about the risk of non-payment shall include, among other factors, any negative assessment or reservation from a qualified financial institution.

In such cases, the Seller’s company will only accept the Client’s order with prior payment by bank transfer or any other payment method duly validated by a reputable banking institution.

Deposit
For certain product ranges that are not in stock at the time of the order, the Seller may require the Client to pay a deposit. The collection of this deposit by the Seller will be considered as an initial payment towards the purchase, with the remaining balance to be paid upon delivery.

It is reminded that a deposit entails a reciprocal obligation: for the Client, the firm and final purchase of the goods, and for the Seller, the obligation to supply the goods. Orders with a deposit payment are not subject to the provisions of the « Delivery Time » section.

9. WARRANTY

9.1. Legal Warranty

In accordance with Article R.2-4 of the French Consumer Code, the legal warranty for defects or hidden flaws applies automatically and without time limitation.

9.2. Contractual Warranty

Without prejudice to legal warranties, this warranty constitutes an agreement on the terms and conditions of the warranty concluded between the Seller and the Warranty Holder. Therefore, a claim from a third party will not be admissible as a warranty claim unless the Warranty Holder expressly authorizes this third party to act on their behalf. The third party must provide the Seller with proof of this authorization.

9. WARRANTY

9.1. Legal Warranty

In accordance with Article R.2-4 of the French Consumer Code, the legal warranty for defects or hidden flaws applies automatically and without time limitation.

9.2. Contractual Warranty

Without prejudice to legal warranties, this warranty constitutes an agreement on the terms and conditions of the warranty concluded between the Seller and the Warranty Holder. Therefore, a claim from a third party will not be admissible as a warranty claim unless the Warranty Holder expressly authorizes this third party to act on their behalf. The third party must provide the Seller with proof of this authorization.

The contractual warranty applies to the Products defined in Annexes 1 and 2, in the event of a malfunction covered by these General Terms and Conditions of Sale (GTC).

The owner of the charging stations, onboard chargers, and mobile chargers (hereinafter referred to as the « Warranty Holder ») or a third party acting on behalf of the Warranty Holder undertakes to comply with the warranty conditions set forth in these GTC.

9.3. Warranty Program for Covered Products

The warranty begins on the date of shipment of the Products by the Seller.

Annexes 1 and 2 describe the warranty conditions for charging stations, onboard chargers, and mobile chargers.

Interventions carried out by the Warranty Holder, upon the Seller’s request, will be reimbursed according to the following fixed rates:

• €80 per trip
• €80 per hour of installation, calculated based on the installation time per unit as referenced.

This hourly rate reference is available in the list of spare parts for the relevant Product on the website (access to this list is possible after login by the Warranty Holder): https://sav-ies-synergy.zendesk.com/hc/fr

9.4. Covered Countries

The warranty is applicable in all countries.

9.5. Warranty Process:

See Annex 2.

9.6. Warranty Repair/Servicing

At the Seller’s discretion, any warranty repair or servicing may be carried out either by repairing the equipment or by replacing it with a standard exchange unit. The Client is responsible for the shipping costs of sending the equipment to the Seller, while the Seller will return the equipment to the Client at its own expense using the company’s standard shipping methods. Shipping and transportation costs during the warranty period remain the Client’s responsibility if they request EXPRESS transport.

Receipt and Use of Spare Parts
The Seller reserves the right, for an intervention, to ship at its own expense a set of spare parts covering all potential failure causes identified during the diagnosis. The Warranty Holder (or a third party acting on behalf of the Warranty Holder) agrees to:

1. Store the received spare parts properly to preserve their integrity.
2. Use only the necessary spare parts for the intervention, following the priority order suggested by the Seller.
3. Not remove the security tape from the packaging, ensuring the spare part remains unused if it is not needed.
4. Return any spare part used for testing the Product’s functionality to its original packaging if it is ultimately removed after testing.

Return of Unused Spare Parts

The Warranty Holder (or a third party acting on behalf of the Warranty Holder) agrees to:

1. Store the unused spare parts properly to preserve their integrity.
2. Return the unused spare parts :

•  Within a period of 4 weeks after the intervention date indicated in the intervention report. Beyond this period and after a reminder, the Seller reserves the right to invoice the unused spare part(s) that have not been returned to the Seller within 2 weeks following this reminder.
• Under the conditions detailed below.

The conditions for the Seller to validly accept the return of parts are as follows:

• The packaging containing the equipment must be returned intact, without the
  need for replacement for a new shipment.
• The product must be returned complete with manuals and accessories. If the packaging of the returned product is damaged, the refund will be subject to a reconditioning fee of €75 excluding VAT and/or the cost of any necessary repairs.
• The equipment must not have been disassembled, installed, misused, improperly connected, or altered in any way by the Client.

The return transport of spare parts may be arranged either by the Seller or by the Warranty Holder (or the third party acting on behalf of the Warranty Holder).
When the transport is not arranged by the Seller, the cost of transporting the spare  parts, after prior validation of the transport quotation by the Seller, will be invoiced to the Seller upon submission of the transport invoice in the warranty claim ticket.

Spare Parts Warranty
Spare parts are covered by a 9-month warranty from the date of shipment of the Products by the Seller, under the same conditions as those described herein, subject to:

• Providing proof of proper installation,
• And, where applicable, adequate storage before installation.

On-Site Assistance

• With Seller’s Remote Support: If the Warranty Holder requires remote assistance from the Seller during their intervention on the equipment requiring warranty implementation, they may book a remote support slot at least 5 days before the intervention. The Seller prioritizes reservations. Without a reservation, the availability of a Seller’s agent cannot be guaranteed.
• With Seller’s On-Site Support: In the case of on-site assistance, at the sole discretion of the Seller, the Warranty Holder is required to (and is responsible for) ensuring access to the system and the availability of the Charger or Load Management System. The Warranty Holder must also ensure that the site and work environment meet the appropriate health and safety requirements as mandated by law. The qualified technician appointed by the
  Seller may refuse to perform an operation if the conditions outlined in health and safety regulations are not met. If the above conditions are not met, the Seller will charge the Warranty Holder for all costs, including but not limited to the costs related to the qualified technician who was unable to access the site and/or the product.

9.7. Exclusion of Warranties

Warranty claims are excluded in the following cases:

• Expiration of the warranty period;
• Mechanical damage occurring during transport of the defective unit when the product is transported under the responsibility of a third party or when transport carried out under the Seller’s responsibility has not been subject to any reservation or claim within the specified period;
• Any modification made to the product without the Seller’s authorization;
• Incorrect installation or commissioning (non-compliance with the Installation Manual);
• Improper maintenance or repair of the Product (non-compliance with the Maintenance Manual);
• Compatibility failure related to the supervisor or the vehicle;
• Improper use of the Product.
• External event (overvoltage, malfunction of other components of the electrical installation causing a product failure, etc.);
• Failure to comply with the Product documentation (Product manual, installation instructions, corrective maintenance);
• Force majeure, including but not limited to lightning, power surges, natural disasters, and fires;
• External agents, including acid rain, salt, vandalism, or other pollutants;
• Presence of abnormal water not resulting from a proven defect in the Product;
• Failure to properly apply safety regulations;
• Use in combination with unauthorized equipment, products, or materials, as specified in the Seller’s documentation.
• Given the evolution of technology, the replacement unit or the new device available at the time of the claim may not be compatible with the installed system. The warranty does not cover expenses and/or costs incurred for the configuration, update, or adaptation of the electrical installation to allow for the installation of the Product. Unless otherwise agreed, the Seller shall not be liable for any financial compensation, including—but not limited to— compensation for any service not provided to users by the system during any support activity, including corrective maintenance.
• Spare parts for preventive maintenance and consumables are not covered by the warranty (surge protection devices, fuses, etc.).

10. LIABILITY

The Seller and the Customer undertake to fulfill their respective obligations with due care, in accordance with industry standards, and to cooperate in good faith. If the Seller or the Customer fails to meet its obligations, the defaulting party shall compensate the other party for any direct damage that the non-defaulting party has actually suffered.

In any case, the Seller’s liability cannot be engaged for indirect damages suffered by the Customer (such as, but not limited to, loss of earnings or profit, loss of revenue, and other similar losses).

Subject to mandatory legal provisions, the Seller’s liability for each defective Product is limited to the price of that defective Product as stated in the purchase order, including all damages, penalties, warranties, and claims.

Regarding the products sold, the Seller is subject to a legal obligation of means and in no case an obligation of result. This same obligation of means applies at all stages of the order, and the Seller’s company cannot be held liable for any damages, inconveniences, or losses suffered, as well as for the use of the internet, external intrusion, or the presence of computer viruses, and more generally, for any event considered force majeure as recognized by case law.

The Seller shall not be liable for any compensation to the user or any third party for the consequences of using the goods, whether in the form of direct or indirect damages, personal injury, damage to property distinct from the Seller’s equipment, loss of profit or earnings, or damages arising from or resulting in the deterioration or loss of data recorded by the user or installer.

Free services, including but not limited to instructions and/or specific technical advice provided to assist and facilitate the installation of the sold equipment, are for informational purposes only and shall in no case engage the liability of the Seller.

Compliance of Products with Laws, Standards, and Regulations Applicable in France

The Seller takes great care to ensure that the products it markets comply with the laws, regulations, standards, and rules applicable in France. To this end, the Seller ensures that manufacturers comply with French regulations and, where applicable, requests certification from the manufacturer.

However, the Seller cannot be held responsible in any way for incorrect statements made by said manufacturers, whether in good faith or bad faith.

Regarding countries other than France or the French overseas territories (DOM TOM), it is the Client’s sole responsibility to ensure compliance with the specific legal and regulatory requirements of their country and to verify that the products meet those requirements.

11. CONFIDENTIALITY

The Client agrees not to disclose, use, or exploit in any way or by any means any information, know-how, or documents of any kind and in any format belonging to the Seller, which the Client may become aware of.

Such information, know-how, and documents shall be considered confidential.

The Client undertakes not to disclose this confidential information to anyone other than those who need to know it for the execution of an order with the Seller, provided that they are also bound by this confidentiality clause.

12. RESPECT FOR INTELLECTUAL PROPERTY

All design and/or manufacturing plans for the Products remain the exclusive property of the Seller. Likewise, the technology and know-how, whether patented or not, incorporated into the Products, as well as all industrial and intellectual property rights related to the Products, are and remain the exclusive property of the Seller. Consequently, the Client undertakes not to use these documents in any way that could infringe upon the industrial or intellectual property rights of the Seller and agrees not to disclose them to any third party.

RETENTION OF TITLE CLAUSE

The Products are sold Under retention of title. The Seller retains ownership of the Products until full and effective payment of the price by the Client.

In the event of non-payment by the due date, the Seller may reclaim the Products and terminate the sale, as specified above. Until that date, the retention of title clause remains fully valid. In accordance with the Law of May 12, 1980, the Seller retains ownership of the goods until full payment of the price.

In the event of non-payment, the Seller has the right to reclaim all delivered goods or to carry out a partial repossession in case of incomplete payment. The costs and risks associated with any repossession are borne by the buyer, who will also be subject to a penalty at the applicable legal interest rate in case of nonpayment, until the goods are returned or fully paid for. However, the buyer alone assumes responsibility for the delivered goods, including the risk of loss or deterioration.

The sale shall be automatically terminated at the Seller’s discretion, and any deposits paid (if applicable) will be retained by the Seller as compensation for the use of the goods by the buyer or to cover potential losses upon resale. If the Client purchases the Products for resale to a third party, they agree to inform the Seller and provide written confirmation that ownership of the Products has been transferred to said third party. To do so, the Client may request the transfer form for charging stations from salesadmin@ies-synergy.com.

Failing this, the Seller will not be able to implement the warranty defined in Article 9 of these terms directly with the third party. These provisions do not prevent the transfer of risks related to the sold Products upon delivery.

13. PERSONAL DATA – GDPR

The personal data collected from the Client when ordering one or more Products is processed by the company INTELLIGENT ELECTRONIC SYSTEMS, which is responsible for the processing. The purpose of this data collection is to provide the purchased Products and fulfill warranty obligations. The collected data is intended for the Seller’s internal departments and, if necessary, for the carriers designated by the Seller at the Client’s request. This data is not retained beyond the duration necessary for the operations for which it was collected, taking into account the nature of the operations and legal requirements.

In accordance with the General Data Protection Regulation (EU Regulation 2016/679),
Clients have the right to access, rectify, object, request erasure, restrict processing, and request portability of their personal data.

To exercise these rights, the Client must send a letter to the Data Protection Officer, accompanied by a copy of an identity document, to the following email address: dpo@ies-synergy.com. The Client also has the right to file a complaint with the French Data Protection Authority (Commission Nationale de l’Informatique et des Libertés – CNIL).

14.WAIVER

The fact that the Seller does not invoke any of the clauses of these General Terms and
Conditions of Sale (GTC) at a given time shall not be considered as a waiver of the right to invoke the same clauses at a later date.

In accordance with the General Data Protection Regulation (EU Regulation 2016/679), Clients have the right to access, rectify, object, request erasure, restrict processing, and request portability of their personal data.

To exercise these rights, the Client must send a letter to the Data Protection Officer, accompanied by a copy of an identity document, to the following email address:  dpo@ies-synergy.com. The Client also has the right to file a complaint with the French Data Protection Authority (Commission Nationale de l’Informatique et des Libertés – CNIL).

15.CLIENT ACCEPTANCE

These General Terms and Conditions of Sale (GTC) are expressly accepted by the Client, who declares and acknowledges having full knowledge of them and, as a result, waives the right to invoke any contradictory document, including their own general terms and conditions of purchase.

In this regard, the general terms and conditions of purchase printed on the back of a purchase order issued by a Client to the Seller shall not be enforceable against the Seller.

16.APPLICABLE LAW AND COMPETENT JURISDICTION

These General Terms and Conditions of Sale (GTC) are subject to French law.

The GTC are written in French. In the event that they are translated into one or more
languages, only the French text shall prevail.

In case of any difficulty regarding the interpretation, execution, or validity of these GTC, the Client and the Seller shall endeavor to resolve their dispute amicably. If the Seller and the Client fail to reach an amicable resolution, the Commercial Court of Montpellier shall have sole jurisdiction, even in the event of third-party claims or multiple defendants, unless the Seller prefers to bring the case before another competent court.
These GTC have been in effect since 19/02/2025.

ANNEX 1

ANNEX 2

1/ Creating a Ticket
A ticket must be created by the Warranty Holder or a third party acting on their behalf to formalize a warranty request, preferably through one of the following three methods:

• Via their account on the Seller’s website: https://sav-iessynergy.zendesk.com/hc/fr
• Via their account on KEYWATT® CLOUD SUITE: https://cloud.keywatt.com/

If no account is available, by email: support@ies-synergy.com The following information must be provided for a new ticket:

• Product model
• Serial number of the Charger, Cable, or Charging Management System
• Description of the issue, and when applicable, the error code displayed on the Product + CCU Manager Logs + Monitoring + Additional information to assist with diagnostics (photo, vehicle model, SOC, charger input voltages, etc.)
• Contact details of the person requesting assistance (name, email, phone number, and full address)

Failure to follow this procedure or providing incorrect or incomplete information will result in the ticket being processed with lower priority.

2/ Intervention Management

The Warranty Holder or a third party acting on their behalf organizes the intervention.

The warranty request processing by the Seller is carried out as follows:

• The Warranty Holder or a third party acting on their behalf creates a warranty request via the ticket created for the intervention.
• The Warranty Holder (or a third party acting on their behalf) submits an intervention report in the format specified by the Seller.
• The Seller analyzes the warranty request; additional information may be requested.
• The Seller validates the warranty request and covers the intervention costs as described in Appendix 1.
• The Warranty Holder or a third party acting on their behalf submits an invoice.
• Upon validation of the invoice by the Seller, payment of the invoice is processed.

If applicable, any warranty intervention carried out by the Warranty Holder or a third party acting on their behalf must be pre-approved by the Seller. If the intervention is not pre-approved, compensation is not automatic and remains at the sole discretion of the Seller.