Official platform of the KOHLER / LOMBARDINI group

General terms and conditions

Article 1 - Applicability

Placing an order implies the full and unreserved agreement of the BUYER with these general terms and conditions of sale, to the exclusion of all other documents such as technical documents or data sheets issued by GDN INDUSTRIES which are intended for informational purposes only. Therefore, any other condition, whether contrary, supplementary, or otherwise, posited by the BUYER is unenforceable against GDN INDUSTRIES regardless of when it was brought to its attention, unless otherwise agreed in writing. The fact that GDN INDUSTRIES does not avail itself of any of these terms and conditions of sale at any given time shall not be interpreted as a waiver of its right to avail itself of any of those conditions at a later time.

Article 2 - Order Taking

GDN INDUSTRIES shall provide the BUYER with a quote including the nature of the products and / or services selected by the BUYER, their price, and their delivery and implementation times, the period of validity period and these general terms and conditions of sale. Orders are then formalized when the customer signs a purchase order for the quoted items. If the order is complex, the purchase order might come with specifications that must be signed and dated for acceptance by the BUYER. The acknowledgment of the order issued by GDN INDUSTRIES makes the order firm and final, subject to payment of any initial deposit by the BUYER. Until GDN INDUSTRIES has acknowledged receipt of the order, and the BUYER has paid any initial deposit, the order is not officially recorded. The benefit of the order is limited to the BUYER and cannot be transferred without the prior written consent of GDN INDUSTRIES.

Article 3 - Modification of the Order

The BUYER may not, for any reason whatsoever, request that the order be modified or canceled once GDN INDUSTRIES has issued its order acknowledgment. Otherwise GDN INDUSTRIES reserves the right to claim damages and, if applicable, to retain as compensation any deposit(s) already paid, except in the case of force majeure or breach of contract on the part of GDN INDUSTRIES.

Article 4 - Rates

The quote issued by GDN INDUSTRIES specifies the rates in force and their period of validity in relation to that of the offer, which runs from the date the quote was issued. Any discount, rebate, allowance or reimbursement must be shown on the order acknowledgment of receipt and taken on bills, this being a legal requirement. Prices are ex works GDN INDUSTRIES.

Article 5 - Delivery / Installation - Terms & Time Frames

Delivery is made either by direct delivery of the product to the buyer on the premises of GDN INDUSTRIES or any other place that the BUYER designates, or by transfer to a shipper or a carrier on the premises or any other place that the BUYER designates.

GDN INDUSTRIES undertakes to deliver products in a timely manner based on the constraints of supply and transport. Any delivery times specified are non-binding and are provided to the BUYER in the order acknowledgment. Failure to meet any specified delivery times cannot in any case give rise to withholding or cancellation of the order or any other current order, or to the payment of damages of any nature whatsoever. In any case, GDN INDUSTRIES may be released from its obligation to deliver due to an event of force majeure, which is unforeseeable and unpreventable; this can in no case give rise to the payment of damages. Delivery can only take place if the BUYER is current on all its obligations to GDN INDUSTRIES, whatever they are, even if they are outside the scope of this agreement.

If, after notification that the order is ready, the buyer does not take delivery of the goods or services covered by this agreement within a period of six weeks, or does not fulfill all its payment obligations within that period period, GDN INDUSTRIES, after providing formal notice with a new deadline of fifteen days, is entitled to cancel the contract or to claim damages for non-performance.

Without prejudice to any actions that might be taken with respect to the carrier, the BUYER must make any claims regarding obvious defect, or non-compliance of the delivered materials with respect to those ordered, or what was listed on the delivery note, must be made by registered letter with acknowledgment of receipt within eight (8) days of receipt of the materials. It is up to the BUYER to provide any and all evidence that the claimed defects or deficiencies are real. The buyer must give GDN INDUSTRIES every opportunity to verify these defects or deficiencies and address them. The buyer must refrain from attempting to remedy the problem on its own, or by involving a third party for this purpose, especially in case of incorrect installation.

Article 6 - Return

All returns must be authorized by GDN INDUSTRIES in advance and in writing. Any materials returned without such prior authorization will be held at the disposal of the BUYER, who will bear all risk regardless of where the materials are located. No credit notes can be issued for such materials. In this written authorization, GDN INDUSTRIES will specify which party must pay the return costs. In case of defect or non-compliance of equipment delivered and installed duly noted by GDN INDUSTRIES and exclusively attributable to GDN INDUSTRIES, the BUYER may request the replacement or repair of said materials without cost, or a refund of any amounts already paid along with cancellation of the sale, excluding any compensation or damages paid.

Article 7 - Warranty - Scope

GDN INDUSTRIES warrants its products against defects in material or workmanship provided that the BUYER reports the issue to GDN INDUSTRIES within three (3) days of its discovery by registered letter with acknowledgment of receipt.

Motors and spare parts are guaranteed by the manufacturer for twenty-four (24) months from delivery.

Electric spare parts are guaranteed for three (3) months. Other spare parts are guaranteed for six (6) months.

For everything covered under the terms of the guarantee, the sole obligation of GDN INDUSTRIES shall be free replacement of defective items. For anything not covered under the terms of the warranty, a preliminary estimate will be sent to the BUYER for approval and billing and settlement comply with these conditions. The warranty excludes hidden defects and deterioration caused by natural wear, an accident, or a third-party intervention (faulty maintenance, abnormal use, incorrect installation or commissioning, inappropriate consumables, inappropriate environment, etc.), from the moment that occurrences are not attributable to GDN INDUSTRIES. Likewise, the warranty does not cover obvious defects for which the BUYER must refer to the conditions in Article 5.

For exports, the provision of parts is exclusive of any duty and taxes.

Article 8 - Liability

In any event, should there be any damages attributable to GDN INDUSTRIES arising from the completion of the order, in whole or in part, or lack thereof, GDN INDUSTRIES shall under no circumstances be liable for indirect damages. The liability of GDN INDUSTRIES for any direct damages is limited to 5% of the pre-tax amount of the order. This excludes direct damages due to a force majeure event or an act attributable to the BUYER, for which GDN INDUSTRIES shall have no liability.

Article 9 - Payment Terms

Payment terms are included in all quotes and in the order acknowledgment. Depending on the nature of the order, payment may be made in full or with a down payment at the time of the order, or as an alternative, with a payment upon delivery and the balance due when the installed materials or equipment are commissioned. In any event, payment terms cannot go beyond the deadlines imposed by law.

Article 10 - Late Payments or Default

In case of late payment, under the provisions allowed by law, GDN INDUSTRIES may decide to automatically and without further formalities apply late-payment interest at a rate of 3 times the legal interest rate. Such interest will accrue from the date of the originally scheduled payment date until the balance is paid in full. A fixed fee of € 40 for recovery costs will also be applied. In addition to applying interest for late payment, GDN INDUSTRIES can also automatically and without further formality rescind the order concerned, suspend all pending orders, and any prior orders that have not been paid in full, regardless of whether delivery is complete or in progress, and whether any payment is due or not, without prejudice to any other course of action. If payments for an order are done on an installment basis, non-payment of a single installment can lead to a demand for immediate payment of the entire debt, or cancellation of said order by GDN INDUSTRIES automatically and without further formalities. In all of the above cases, any amounts due, for other deliveries or for any other reason, become immediately payable if GDN INDUSTRIES chooses not to cancel the corresponding orders. THE BUYER shall reimburse all costs incurred in litigation brought in order to recover sums owed, including legal fees and expenses of ministerial officers and court assistants upon presentation of receipts. Under no circumstances can payments be suspended or be subject to any compensation whatsoever without the prior written consent of GDN INDUSTRIES. If the credit of the BUYER deteriorates, guarantees or cash payment may be required before orders can be completed.

Article 11 - Transport and Risk Transfer

Any transport costs shall be borne by the BUYER and shall be billed as additional costs, unless otherwise agreed.
The transfer of risk occurs upon the transfer of goods to the carrier or when they leave the premises of GDN INDUSTRIES.

Article 12 - Property Reservation

The ownership of the goods sold under this agreement shall be transferred to the BUYER only after payment in full of the price. The delivery of an instrument creating an obligation to pay (bank draft or something else) does not constitute a payment within the meaning of this clause. Failure to pay any of the installments may lead to repossession of the goods.

Article 13 - Equipment Compatibility

To ensure that the materials selected are perfectly suited to the environment and the needs of the BUYER, the BUYER acknowledges having received all necessary information from GDN INDUSTRIES and having communicated to GDN INDUSTRIES complete and correct information regarding plans, measurements, distances, specific characteristics, specific environmental and other elements that are needed an required by GDN INDUSTRIES. To this end, the BUYER guarantees that the content of the documents sent to GDN INDUSTRIES is complete and correct.

Article 14 - Miscellaneous Information

All information concerning the use, maintenance, and installation of the equipment is included in the package inserts of the equipment provided by GDN INDUSTRIES. If the instructions are missing, or the BUYER does not understand them, the BUYER is strongly advised to contact GDN INDUSTRIES; in no case should the BUYER take any action on its own without professional guidance or assistance.

GDN INDUSTRIES is a limited liability company with capital of €100,000 whose registered office is at 244 rue de Chavanne in Arnas (69400) listed with the Villefranche-Tarare Register of Commerce and Trade under number 306 551 946. All correspondence should be sent to this address.

Article 15 - Jurisdiction

The parties shall endeavor to settle amicably all disputes related to the interpretation, implementation or termination of this agreement and any resulting consequences. Failing such agreement, disputes shall be referred to the Court of Commerce of Villefranche-Tarare .

Article 16 - Specific Conditions for Individuals

Right of Retraction

14.1 In accordance with the provisions of the Consumer Code, the purchaser has a period of 14 working days from the date of delivery of the order to return any item deemed unsuitable or otherwise unacceptable and to request an exchange or refund without penalty, except for return transport costs, which are the responsibility of the buyer.

14.2 Only products returned in their entirety, in the original, complete and intact packaging, and in perfect condition for resale, will be accepted. No product that has been damaged, or whose original packaging has been damaged, will be refunded or exchanged.

The form below can also be used:

Retraction form

 

Information updated: May 2015
 

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