General Terms and Conditions of Sale
Sale of metal buckles and accessories for leather goods, to professional customers only. Version 2.0 of 23 October 2026.
Preamble – Seller identification
Company name: Innovation et Design d'Articles pour Maroquinerie – IDAM
Legal form: Private limited company (SARL) with share capital of €403,200
Registered office: 7 rue Jean Rouxel, Bâtiment 21, 44700 Orvault, France
Trade and Companies Register: Nantes 397 883 885
SIRET: 397 883 885 00055
EU VAT number: FR28 397 883 885
APE code: 4649Z
Phone: +33 2 51 78 66 00
Email: idam@idam.fr
Hereinafter “IDAM” or “the Seller”.
These general terms and conditions of sale (the “Terms”) apply to any order placed with IDAM by a professional customer (the “Customer”), whatever the channel: website (the “Website”), email, telephone confirmed in writing, signed quotation or trade fair.
Article 1 — Purpose and scope
These Terms set out the conditions under which IDAM sells its products (the “Products”) to its Customers. In accordance with Article L. 441-1 of the French Commercial Code, they form the basis of commercial negotiations.
IDAM sells exclusively to professionals (brands, leather goods makers, workshops, distributors and anyone acting in the course of their business). Access to prices and ordering on the Website is reserved for Customers with an account opened by IDAM. IDAM may refuse to open an account for, or accept an order from, anyone not acting in a professional capacity.
Placing an order constitutes the Customer's full acceptance of these Terms, to the exclusion of its own general terms of purchase, unless otherwise agreed in writing by IDAM. Specific conditions agreed in writing take precedence over these Terms.
IDAM may amend these Terms at any time. The version that applies is the one in force on the date of the order.
Article 2 — Products
The Products are those shown in IDAM's catalogue and on the Website, subject to availability. Photographs and illustrations are for guidance only: slight differences in shade, finish or polish compared with the delivered Product do not constitute a lack of conformity.
The Products are made by metal casting, injection or machining. Minor variations in dimensions or appearance from one batch to another are inherent in these processes and are accepted by the Customer.
IDAM renews its collections twice a year and may withdraw a reference from its catalogue without notice. If an ordered Product is unavailable, IDAM informs the Customer and offers an equivalent Product, a new lead time or the cancellation of the line concerned.
Quantities shown as available on the Website are for guidance only. When a Product is out of stock but can still be ordered, IDAM gives the Customer a delivery date after the order.
Article 3 — Orders
An order placed on the Website, after acceptance of these Terms, constitutes a request for a quotation. IDAM then sends the Customer a final quotation including transport costs. The contract is formed when the Customer accepts this quotation (online signature, email or payment); IDAM then sends the order confirmation.
IDAM may refuse an order, in particular in the event of unavailability, an unusual order, a previous payment incident or an ongoing dispute with the Customer.
Any change to or cancellation of a confirmed order must be requested in writing and only takes effect once agreed in writing by IDAM. It is excluded once production or preparation has started.
Some references are subject to a minimum order quantity, shown in the catalogue, on the Website or on the quotation.
Data recorded by IDAM (confirmations, quotations, invoices, Website history) constitute proof of the order, unless proven otherwise.
Article 4 — Bespoke products
Based on the Customer's sketches or specifications, IDAM develops exclusive or customised Products (adaptation of a model, logo marking, creation of a piece), made in the finishes of its catalogue.
Every bespoke order is subject to a quotation signed by the Customer, stating the minimum quantities, the indicative lead time and, where applicable, the deposit and tooling costs. Where possible, a prototype is submitted to the Customer; otherwise, a technical drawing. Its written approval commits the Customer to the design, dimensions and finish.
Once the prototype or drawing has been approved and production has started, the order can no longer be cancelled and the deposit is retained by IDAM. A tolerance of plus or minus 5% applies to the quantities delivered, with invoicing adjusted accordingly.
Unless otherwise agreed in writing, tooling (moulds, dies, engraving tools) remains IDAM's property, even if it has been invoiced to the Customer.
Article 5 — Prices
Prices are those of the price list in force on the date of the order, or those of the quotation during its period of validity (30 days unless otherwise stated). They are expressed in euros, excluding taxes, ex IDAM's warehouse (Incoterm EXW), standard packaging included. VAT, transport, insurance, duties and taxes are charged in addition.
Deliveries to a Customer established in another EU Member State are exempt from French VAT on presentation of a valid EU VAT number. Exports outside the European Union are exempt from French VAT; import duties and taxes are payable by the Customer.
If the cost of raw materials (brass, zinc, copper) or energy rises by more than 5% between the quotation and production, IDAM may revise the price after informing the Customer. Failing agreement, either party may cancel the order without compensation.
Specific pricing conditions (volume discounts, special rates) may be granted in writing. They do not apply to subsequent orders unless stated otherwise.
Article 6 — Payment
Orders are paid by bank transfer (SEPA or SWIFT) to the account shown on the order confirmation or invoice. Other means of payment may be accepted with IDAM's prior agreement.
Unless specific conditions have been agreed in writing, invoices are payable within 30 days of their date. For a first order, or where no conditions have been agreed, IDAM may require payment before shipment or a deposit. No discount is granted for early payment.
Any late payment automatically entails, without prior reminder: penalties at the interest rate applied by the European Central Bank to its most recent refinancing operation, plus 10 percentage points; a fixed indemnity of €40 for recovery costs (Articles L. 441-10 and D. 441-5 of the French Commercial Code), supplemented on presentation of evidence if the actual costs are higher; immediate payment of all sums due and suspension of orders in progress.
The Customer may not set off sums owed to IDAM against any claims it may have without IDAM's written agreement.
Article 7 — Retention of title
IDAM retains ownership of the Products until the price has been paid in full, including ancillary costs. Risks are nevertheless transferred to the Customer under the conditions of Article 9. Until full payment, the Customer may not pledge the Products and must inform IDAM of any seizure.
Article 8 — Delivery
Products are delivered to the address given by the Customer. Lead times are given for guidance; when Products are in stock, IDAM aims to ship within 48 working hours. A delay cannot justify cancellation of the order or give rise to compensation, except by written agreement or in the event of gross negligence by IDAM.
Unless otherwise stated on the quotation or confirmation, sales are concluded EXW (ICC Incoterms® in force). Other Incoterms (FCA, CPT, CIP, DAP, DDP) may be agreed. Transport, special packaging and insurance costs are shown separately and payable by the Customer.
For deliveries outside the European Union, the Customer handles import formalities and pays the duties and taxes of the country of destination. IDAM is not liable for any customs hold-up or delay.
Article 9 — Transfer of risk
Risk of loss and damage passes to the Customer as soon as the Products are handed over to the carrier, or to the Customer in the case of collection, in accordance with the agreed Incoterm. The Customer is responsible for insuring the Products during transport.
Article 10 — Receipt and claims
The Customer checks the Products on delivery and records precise reservations on the carrier's delivery note. Any claim for a damaged parcel, missing items or wrong reference must be sent to IDAM in writing within 3 working days of delivery. After this period, the Products are deemed compliant.
No return is accepted without IDAM's prior agreement. Returned Products must be in their original condition.
Article 11 — Warranty
IDAM warrants the Products against defects in materials or manufacture for 12 months from delivery. The warranty is limited, at IDAM's option, to the replacement or refund of Products found to be defective.
The warranty excludes normal wear and tear, use not in accordance with the Product's purpose (chemicals, seawater, extreme temperatures), modification or assembly by the Customer or a third party, and poor storage conditions. The defect must be reported in writing within 30 days of its discovery.
Article 12 — Liability
IDAM's liability, on any grounds whatsoever, is limited to the amount, excluding taxes, of the order concerned. IDAM is not liable for indirect damage (operating loss, loss of profit, damage to reputation, third-party claims), nor for the consequences of any use or assembly of the Products that it has not approved.
Article 13 — Intellectual property
IDAM's designs, drawings, trademarks, photographs and texts remain its exclusive property. Any reproduction without written permission is prohibited.
For bespoke Products, the Customer retains ownership of the designs it provides and indemnifies IDAM against any third-party claim in this respect. IDAM undertakes not to reproduce these designs for other customers.
Article 14 — Confidentiality
Each party keeps confidential the technical and commercial information exchanged (quotations, prices, drawings, prototypes) during the business relationship and for 5 years after it ends.
Article 15 — Personal data
IDAM processes the personal data of its Customers' contacts to manage orders, invoicing and the business relationship. How this is done and the rights of the persons concerned are described in the Website's privacy policy. Contact: idam@idam.fr.
Article 16 — Force majeure and hardship
Neither party is liable for a failure caused by force majeure within the meaning of Article 1218 of the French Civil Code (including disasters, epidemics, war, embargoes, general strikes, supply or transport disruption beyond its control). Obligations are suspended for the duration of the event; beyond 3 months, either party may terminate the order without compensation.
Article 1195 of the French Civil Code on hardship applies.
Article 17 — Governing law and jurisdiction
These Terms and the sales they govern are subject to French law, excluding the Vienna Convention of 11 April 1980 on the International Sale of Goods.
Failing an amicable settlement, any dispute falls within the exclusive jurisdiction of the Commercial Court of Nantes (Tribunal de commerce de Nantes), including in the event of third-party claims or multiple defendants.
Article 18 — Language and miscellaneous
These Terms are drafted in French. In the event of any discrepancy with a translation, the French version prevails.
The invalidity of one clause does not affect the others. IDAM's failure to enforce a clause does not constitute a waiver. The Customer may not assign its rights and obligations without IDAM's written agreement.