In the event of a contradiction or divergence between this translation and our company’s General Conditions of Sale, which are written in French, the French text will prevail.
These conditions (the “Conditions”) govern the sale of materials, spare parts and accessories (the “Equipment”), including via the online sales site at www.lohrservice.com (the Website) and works and services (the “Services”) (hereinafter collectively referred to as the “Supplies”) by LOHR SERVICE (the “Company”) to its customer (the “Customer”), who is deemed to be a professional acting in the context of its professional activity. The Conditions constitute the basis of the commercial negotiation and prevail over any other of the Customer’s documents, in particular over any general conditions of purchase unless prior and explicit agreement is given by the Company. All orders, order confirmations, acceptances of estimates or work or repair order by the Customer (the “Order”), whatever the mode (including via the Website), imply and entail the Customer’s express, unreserved acceptance of all the clauses and terms set out in the Conditions, from which they may not be exempted without the Company’s prior written agreement. If no such agreement is given, the Company will be bound only by what is expressly stipulated in the Conditions.
2- GENERAL PROVISIONS
The conditions, commitments or contracts granted by or placed with the Company’s representatives do not bind or commit the Company until the latter has given its written acceptance or confirmation.
All Orders are firm and are considered as work or repair or purchase orders; they entail the Customer’s authorisation to carry out any modifications and/or conversions to motorised vehicles entrusted directly or indirectly by the Customer to the Company for the completion of the Order. The Customer guarantees the Company against all complaints from owners of motorised vehicles, or their beneficiaries, linked to the presence or persistence of these modifications and/or conversions. More generally, these provisions apply to all property entrusted to the Company directly or indirectly by the Customer. The Company will not accept the deposit of any entrusted property outside the DUPPIGHEIM, MOISSY-CRAMAYEL or ALLENNES LES MARAIS sites or outside their opening hours. They will be made available at the Customer’s sole expense and under their sole responsibility. In no circumstances may any procedures or agreements concerning the goods under bailment that may have been made between the Customer, a third party and/or the carrier be enforced against the Company, unless such procedures or agreements have been communicated to the Company in writing and have been formally accepted by the Company at least seven days before the goods under bailment arrive. If the Customer fails to communicate these procedures or agreements, they will take personal responsibility for any complaints linked to these procedures or agreements and will compensate the Company in full for any costs or expenses that it may be required to pay in any respect whatsoever.
The Company reserves the right, which the Customer expressly accepts, to modify or improve the design or manufacture of the Equipment as long as the quality and output of the Equipment are not affected.
If it does not give a written agreement following the Order, the Company will not take sole responsibility for ensuring that the Equipment complies with the destination country’s rules, standards and specifications (outside the European Union and Switzerland). In no circumstances will the Company bear the cost of replacements and adaptation works imposed by changes in laws and regulations that have occurred after the acceptance of the Equipment, or where the Company has not been informed, prior to the Order, of the date on which such changes come into force.
The Customer will have sole responsibility and liability for all formalities with the competent authorities relating to movement authorisations, registrations, temporary or permanent vehicle registrations, customs operations and, more generally, all the administrative formalities required to use the equipment, along with all the financial consequences that arise therefrom.
The Company may not in any circumstances be held liable for any administrative difficulties encountered by the Customer, and such difficulties may not be used as a reason for non-payment or deferred payment of the price.
3- SPECIAL PROVISION – ONLINE SALE
Any Equipment offered for sale online in the catalogue published on the Company Website is the subject of a product information sheet drafted by the latter mentioning its essential characteristics.
The photographs illustrating the products do not constitute a contractual document.
Online sales offered on the Website are valid, in the absence of a specific time period being indicated, as long as the Equipment is listed in the e-catalogue within the limits of available stock.
For Orders placed exclusively on the Internet, Orders on the Company’s Website are registered when the Customer accepts these Conditions by ticking the box provided for this purpose and validates his/her Order. This validation implies acceptance of these Conditions in their entirety and constitutes proof of the sales contract.
Any changes to the Order by the Customer after confirming his/her Order is subject to acceptance by the Company.
Acknowledgement and acceptance of the Order are confirmed by sending an email. The details registered in the Company’s IT system constitute proof of all the transactions finalised with the Customer.
The Company reserves the right to refuse any Order for legitimate reasons and more particularly if the quantities of products ordered are unusually high.
Archiving communications, purchase orders and invoices is carried out on a reliable and sustainable medium so as to constitute a faithful and sustainable copy. These communications, purchase orders and invoices can be produced as proof of the contract.
Sales prices are indicated, for each piece of Equipment appearing in the e-catalogue in euro, excluding VAT, excluding the delivery and transport costs mentioned before validation of the Order and invoiced on top.
The total amount owed by the Customer is indicated on the order confirmation page.
4- QUOTATION – WORK OR REPAIR ORDER OR PURCHASE OF MATERIALS, SPARE PARTS AND ACCESSORIES
A quotation can be created at the Customer’s request.
The costs of preparing this quotation, along with any related costs may be invoiced.
Signing the quotation constitutes an Order.
The work or repair order is created by the Company. It specifies the nature and duration of works to be carried out.
Signing the work or repair order constitutes an Order.
Signing the quotation for the request for materials, spare parts and accessories constitutes an Order.
If a defect or failure likely to endanger road safety is detected during the process, the Company shall inform the Customer in order to obtain their agreement to carry out the necessary repairs. If the Customer does not agree, the Company is authorised to retain the vehicle until the Customer signs a disclaimer letter.
5- PRICES, INVOICING AND PAYMENT
The price of the Supplies is the one in effect at the time the Order is placed, expressed in Euro.
Unless otherwise agreed, prices are net, transport not included, excluding taxes on the basis of prices communicated to the buyer.
Any tax, duty or fees or other service to be paid in application of French law or those of an importing country or a transit country are the responsibility of the Customer.
Prices are fixed and not subject to revision.
An invoice can be issued either for every Order, or for several Orders.
Unless otherwise agreed, invoices are payable within 30 days from the invoice issue date, without discount for early payment.
The Customer may be required to pay a deposit or full payment when placing the Order, for all new Customers, or should the Customer’s credit rating deteriorate.
The Company reserves the right, at any time, depending on the risks incurred, to set an overdraft limit for each Customer and to require certain payment terms or certain guarantees.
In all circumstances, the Company will retain all sums paid in respect of a deposit, even if the Order is cancelled, and in this case without prejudice to any damages that the Company may wish to claim.
Accepted payment methods are by bank transfer, cheque, bank card, as well as payment in cash up to an amount set by law, regardless of how or where the Order was placed (including via the Website – cf. Article 3).
In the case of deferred, or at-term payment, within the meaning of this Article, payment is made, not by simply depositing a cheque implying an obligation pay, but its settlement by the agreed deadline.
5.4- DELAY OR DEFAULT OF PAYMENT
In the event of late payment, the Company may suspend all ongoing Orders, without prejudice to any other course of action.
• Any amount not paid on the due date that appears on the invoice, automatically results in late payment penalties being applied from the day following the payment date shown on said invoice. The penalty rate is three times the legal interest rate. Late penalties are payable without a reminder being necessary.
• Furthermore, the Customer shall be required to pay a flat-rate sum of forty euro for each unpaid invoice to cover recovery costs in accordance with the applicable mandatory statutory provisions. However, if the recovery costs actually incurred by the Company are greater than forty euro, the latter reserves the right to claim, with supporting documents, additional compensation from the Customer.
In the event of non-payment relating to the sale of the Equipment, or non-performance by the Customer of any of their obligations such as, for example, the removal obligation referred to in Article 6, the sale may be cancelled at the Customer’s expense, if the Company sees fit (which means that the Equipment delivered but not paid for must be immediately returned to the Company), which reserves the right to seek, in addition, compensation for damages.
This cancellation will take place automatically thirty days after the sending of a formal notice to comply, which has not been acted upon either in whole or in part, notified to the Customer by registered letter with a request for acknowledgement of receipt and indicating the intention to apply this clause.
No abstention or delay by the Company in the exercise of a right or remedy in relation to the Order may be interpreted as a waiver of this right or remedy.
When payment is in instalments, non-payment of a single instalment will result in the immediate payment of the entire debt, without formal notice.
In all the above cases, the sums which would be due for other deliveries, or for any other reason, shall immediately become payable.
Under no circumstances may payments be suspended or be the subject of any compensation without prior written consent of the Company. All partial payments will be deducted from the sums for which payment is the longest standing.
6- DELIVERY – ACCEPTANCE – TRANSFER OF RISK
Delivery dates mentioned on the Order are estimated. If the Customer is late in performing any of its obligations, and especially those linked to payment, the provision of the goods under bailment and/or the supply of technical information required to carry out the Order, the estimated date for delivering Supplies, will be postponed for at least an equal period.
The Supplies are, depending on the case, delivered FCA to the DUPPIGHEIM factory or the MOISSY CRAMAYEL workshop or the ALLENNES LES MARAIS workshop (Incoterm CCI 2020). The Company will notify the Customer of the date on which Supplies, will be placed at its disposal for checks with a view to their acceptance and will then have the option of invoicing Supplies. Unless agreed with the Customer, the date on which the Equipment will be placed at its disposal may not be prior to the estimated delivery date. In no circumstances will a delay in delivery of less than ninety days entail a right to cancel the Order. The Customer must attend the checking operations within a maximum of one week after the date on which the Supplies are placed at its disposal. If it fails to do so, the Supplies are deemed to have been accepted. The Customer will inform the Company of the date chosen for these checks, giving at least two working days’ notice. The acceptance date is deemed to be the delivery date as far as the FCA Incoterm is concerned. Acceptance extinguishes all claims on the Customer’s part for defects other than hidden defects and for all non-compliances in relation to the Order.
The Customer undertakes to remove the Supplies, or have them removed as soon as they have been accepted, and in all circumstances within a maximum of thirty days following acceptance. Beyond this period, the Company reserves the right of claiming storage or parking fees from the Customer, these being fixed at a lump sum of two hundred Euro per month per item of Equipment and per vehicle entrusted; any month that has begun is due in full. In no circumstances do the parking fees cover any costs linked to maintenance or keeping the Equipment or vehicle in working order over a long storage period, such as recharging the batteries. Notwithstanding the foregoing, the Company reserves the right at any time to implement the provisions of Article 5.
7- CONTRACTUAL WARRANTY – LIABILITIES
The Equipment has a contractual guarantee for a period of six months from the day on which the Equipment is accepted, covering any defect resulting from a design and/or manufacturing flaw. The warranty period may not be extended, suspended or postponed. The application of the warranty will not have the effect of extending the warranty period on the Equipment. The warranty is limited, at the Company’s choice, to the pure and simple replacement of the parts or of the repair, in the Company’s workshops, of the parts acknowledged to be defective during the warranty period. In no circumstances may the warranty be extended to the consequences of a possible fault. The Company will not agree to pay any costs incurred outside its own workshops without its prior written agreement. If parts are replaced under warranty, they become the
Company’s property once again. The Customer needs to send in a written request, giving full reasons, in order for the warranty to come into play. Unless stated in writing to the contrary, the Customer will pay all carriage charges relating to the parts in question. The implementation of the warranty is irrevocably dependent on the Customer fulfilling all of its obligations, including using original replacement parts, and submitting the warranty request to the Company within a maximum of two weeks from the occurrence of the defect.
The warranty is suspended in the following cases in particular: negligence or wilful damage on the part of the Customer or a third party; any use, operation and/or maintenance of the Equipment that does not comply with the manuals and/or instructions of the Company or the manufacturer or within the normal rules for use; the user of the Equipment does not have the professional expertise normally required for using, operating and/or maintaining the Equipment; a violation of the laws and/or regulations concerning the use, operation and/or maintenance of the Equipment; the transformation or modification of the Equipment by the Customer or a third party without the Company’s prior authorisation; the defective repair of the Equipment by the Customer or a third party; a defect arising out of a fault in the property entrusted; normal wear and tear on the Equipment or vehicle.
In particular, staff movement or towing is excluded from the scope of this guarantee.
The warranty will be cancelled immediately if the Customer or a third party transforms or modifies the Equipment without the Company’s prior authorisation.
If the Equipment is sold with the statement “as is”, all warranties are excluded.
Supplies are carried out in accordance with prevailing standards and with all required care. In the event of an established fault in Supplies, the Company will only be liable at its own expense, for the necessary repairs, to the exclusion of all other compensation of any kind. If it is demonstrated that defective Equipment and/or Services cause a direct personal definite material loss, both current and foreseeable, the Company shall, up to the limit of its own responsibility, bear the cost of the repair of the material damage caused to the property of third parties or of the Customer.
For all losses, events, incidents and all causes combined, the total amount of the compensation is limited for each Order to the price of the Order. Without prejudice to the mandatory statutory provisions which may apply, these provisions define the entire extent of the Company’s responsibilities. The Customer warrants that their insurers and any third parties in a contractual relationship with them shall not bring any claims against the Company or its insurers beyond the limits and exclusions stipulated above.
The term “established” means (i) recognised by the Company or (ii) evidenced by a final court decision
The Customer accepts sole liability for all the consequences of any non-compliance in the property entrusted to the Company for the completion of the Order.
The Company is not liable for any actions carried out by its approved workshops.
It is the Customer’s responsibility to remove all personal items from the vehicle before handing it over to the Company. Otherwise, the Company cannot be held liable for any loss, theft or breakage of a personal item.
8- RESERVE OF OWNERSHIP
The transfer of ownership of the Equipment is expressly dependent on the payment of the price in full. In the event of non-payment or late payment, the Company will have the right to retake possession of the Equipment at the Customer’s expense. The provisions of this article do not prevent the transfer of risk to the Customer, from the moment of delivery, particularly the risk of theft, loss or damage, by application of the FCA Incoterms shipping site (Incoterm CCI 2020), of the Equipment subject to retention of title, and of any damage that it may cause. In the event of a garnishment or any other intervention by a third party involving the Equipment, the Customer must immediately inform the Company to allow it to oppose the intervention and preserve its rights. The Customer furthermore agrees not to use ownership of the Equipment as a security or guarantee. If it decides to sell the Equipment, the Customer agrees to either pay the balance of the price due to the Company immediately, or to inform the buyers that the said Equipment is encumbered by a reserve of ownership clause, and to advise the Company of the sale so that it can preserve its rights and, where necessary, exercise a claim on the sale price vis-à-vis the buyer. In the event of insolvency proceedings, the Company reserves the right to claim the Equipment that has been sold and not paid for.
All information which may be exchanged in the context of performance of the Order or its negotiation (hereinafter referred to as “Information”) will be considered to be strictly confidential and may not be disclosed to a third party without the prior written consent of the providing party. The Information cannot be used for other purposes than the negotiation of the Order or, if it is concluded, for its performance. The confidentiality obligations with regard to all Information shall cease when this Information comes into the public domain without infringement of these provisions.
10- INTELLECTUAL PROPERTY
The elements reproduced on the www.lohrservice.com Website, which are the exclusive property of the publisher, are protected by copyright, trademark and patent law.
Any reproduction and distribution of these elements, without prior written consent of the publisher, make offenders liable to legal action.
The Customer recognises that, subject to the rights of third parties, the intellectual property rights, whatever their nature, and the know-how used for the production, sale and after-sales support of the Supplies, or incorporated into it or relating to it (hereinafter referred to as the “Intellectual Rights”), shall remain the sole property of the Company, and under no circumstances shall the transfer of ownership of the Supplies, be considered as a transfer of the Intellectual Rights. This is true particularly, but not limited to, all the manuals and all the instructions delivered with the Supplies, and all drawings, specifications, descriptions and illustrations supplied, communicated or distributed by the Company in any form and in any manner whatsoever.
If new know-how or a new invention likely to give rise to intellectual property rights (hereinafter referred to as the “New Rights”) were to be extracted from the Supplies, by the Customer, or were to derive from the performance of the Order in any manner whatsoever, the Customer recognises that the New Rights shall be exclusively owned by the Company.
11- PERSONAL DATA
Information collected about natural persons will only be processed by the Company for the needs of administrative and contractual management or of sales and marketing initiatives or to satisfy legal or regulatory obligations. The legal basis for processing personal data is the legitimate interest of the Company, as this data is necessary in order to carry out its sales and marketing activities.
In accordance with the General Data Protection Regulation and the French Data Protection and Freedom of Information Law, the Customer has the right to access, rectify, object, restrict and erase data concerning it and to state its requirements concerning the fate of its data in the event of its death. To exercise its rights, the Customer should address a request together with proof of identity by post to: 29 rue du 14 juillet – CS 50191 – 67980 HANGENBIETEN (France) or by email to firstname.lastname@example.org. The Customer also has the right to lodge a complaint with a supervisory authority.
12- ASSIGNMENT – SUBCONTRACTING
Orders may be executed by an assignee or subcontractor of the Company.
13- FORCE MAJEURE
The Company will not incur any liability for having failed to fulfil an obligation, or for having fulfilled it partially or late, if such violations or delays have been caused by an act of God or a case of ‘force majeure’. Total or partial strikes inside and outside the Company, war, lock-out, bad weather, epidemics and their consequences, the blockage of means of transport or supplies, earthquakes, fire, storms, floods, flood damage, government or legal restrictions, accidents or events of any kind (affecting the Company or its suppliers) leading to total or partial stoppages in production, delivery or activity, are considered in particular to be cases of ‘force majeure’.
14- NULLITY OF A CLAUSE IN THE GENERAL SALES CONDITIONS
The nullity of a contractual clause does not entail the nullity of the Conditions. Should the Company temporarily or permanently fail to apply one or more of the clauses of the Conditions, this cannot be construed as a waiver on its part of the other clauses of the Conditions which continue to have effect.
15- APPLICABLE LAW – COMPETENT COURTS IN THE EVENT OF A DISPUTE
These Conditions along with the sales of the Company are governed solely by French law, to the exclusion of the United Nations Convention on Contracts for the International Sale of Goods signed in VIENNA on 11 April 1980. Any dispute relating to the interpretation or execution of these Conditions, as well as the signing, execution or termination of sales contracts, will be referred to the COURTS IN STRASBOURG (France), which have sole competence in the matter, unless otherwise required by French law in matters of jurisdiction.