GENERAL CONDITIONS FOR ONLINE SALES

These general terms and conditions of the sales service (hereinafter referred to as “General Conditions of Sale”) shall apply to all sales of Elesa+Ganter products stipulated by a professional through the platform in the website https://www.elesa-ganter.in (hereinafter referred to as “Website”) owned by Elesa and Ganter India Private Limited having its registered office at A-54,Sector-83, Noida-201305 (UP), phone: +91 120-4726666, e-mail info@elesa-ganter.in, GSTIN: 09AACCE2571R1Z3 (hereinafter referred to as "Company"). The General Conditions of Sale must be thoroughly read and reviewed by the user prior to completing the procedure to purchase Elesa+Ganter products. It is understood that sending a purchase order through the aforementioned site implies total and absolute knowledge of these General Conditions of Sale and complete acceptance of them.


DEFINITIONS

For purposes of these General Conditions of Sale, the following terms shall have the meaning attributed to them, with the clarification that the terms and expressions defined in the plural shall be understood as also being defined in the singular and vice-versa:

"Buyer": means the User, who may be a Customer, and therefore: 1- a natural person not conducting business activity or a legal entity/natural person conducting business activity treated by consumer legislation as equivalent to a consumer or 2- professional: legal entity or natural person conducting business activity with a GST number who acts while carrying out their entrepreneurial, commercial, artisan or professional activity, or their intermediary; who purchases one or more Products with the Contract through the Platform.

"Payment Circuits": means the approved circuits for authorization which are viewable on the Platform subject to the economic and regulatory terms of the respective suppliers/operators.

"Customer": 1- a natural person not conducting business activity or a legal entity/natural person conducting business activity treated by consumer legislation as equivalent to a consumer or 2- a legal entity or natural person conducting business activity (professional) who has already agreed with the Company on specific terms (e.g. payment or delivery details). The Customer is a User who has purchased from the Company, including by means of traditional distribution channels other than the Platform who has agreed with the Company on its sales terms. The association with the Customer profile will be done through a request for a Link to the Customer Code and insertion of the same in the dedicated field.

"Customer Code": means the reference code for the Company’s databases of a Customer, who has made at least 1 Order. This action will automatically link and loading of the already defined sales terms and conditions which may concern, for example, manner and place of Delivery/Shipment and billing address.

"Link to Customer Code": means the action that is required for a User who is already a Customer.

"Order Confirmation": means the email confirmation of the Order accepted by the Company, containing the name, billing data, details of the Products, quantity, individual Price items and the total, as well as the specification of the Shipping times.

"Delivery": means the delivery that take place by shipment to the Customer in the time indicated in the Order Confirmation. An ordered Delivery of the Products will take place in a standard manner through Shipment to the address indicated at the time the Order is sent, except for the possibility of updating the profile in accordance with Art. 6.3.

"Contract": means the purchase-sale agreement subject to these General Conditions of Sale between the Buyer and the Company whose object is the Sale of the Products stipulated by means of the acceptance of the Order by the Company set forth in the Order Confirmation.

"Availability at the Warehouse": means the availability of the Product at the Company’s warehouse at the time of its selection from the Showcase and insertion in the shopping cart. Such item will be replaced by a different indication every time the availability of the Product has terminated, and/or it is necessary to start production. The forwarding of the Order will in any case be binding.

"Privacy Policy": means the policy on the processing of personal data in accordance with Data Protection Legislation.

"Warehouse": means the Company’s warehouse located in A-54, Sector-83, Noida-201305 (UP).

"Payment Methods": means the Payment Methods that can be used to purchase the Products through the Platform. The Buyer must proceed with authorization through the Payment Circuits, without prejudice to what is specified in Art. 5 below. The Customer can instead use the Payment Methods already previously agreed upon with the Company for example, a bank transfer, according to what was agreed upon with the Company and provided by their profile, which will be loaded using the registered User Link to the Customer Code.

"My E+G”: means the personal area reserved to each User through which, for example, they can request quotes from the Company, send orders, consult the purchase history, save the Products Listings in favorites, when they have the mandatory prerequisites set forth in Articles 1.2 and 1.3 of these General Conditions of Sale.

"Order": means the User’s request to purchase the Products chosen and inserted in the cart.

"Platform": means the e-commerce Business to Business/Business to Consumer Platform or B2B/B2C Platform referred to the Website aimed at companies and professionals, through which the Company makes the Products available and sells them.

"Price": means the Price according to the type and number of Units of selected Products, including packaging, which does not include Shipping Costs.

"Products": means the designed components, manufactured or simply resold by the Company and made available on the Platform for sale.

"Claim": means the report by a Buyer in relation to one or more Products purchased with the Contract, which can be sent to the e-mail address: info@elesa-ganter.in. Such report must indicate the precise details of the defects found in the Product.

"Data Protection Legislation:" means all applicable data protection and privacy legislation in force from time to time, including the GDPR Regulation, Information Technology Act, 2000, Information Technology (Reasonable security practices and procedures and sensitive personal data or information) Rules, 2011, and the Digital Personal Data Protection Act, 2023 and any other laws that may modify, replace or supplement the same.

"Order Summary": means the screen with the order summary prior to the payment authorization, containing the Buyer’s data, including contact details, billing data, details of the Products, quantity, individual Price items and Shipping Costs, as well as any specific requests for Shipping or Delivery. Such Order Summary will also be sent automatically via e-mail after completion of the procedure by which the Order is sent, but shall not be considered as an Order Confirmation.

"Product Listing": means the technical data sheet for the Product, containing the Price and the indicative description of its technical characteristics and features, such as, for example but not limited to the same, the drawings, material, variants, instructions for use and assembly.

"Discount": means a reduction of the sales Price that can be made by the Company based on the quantity and/or value of the Order and/or in the context of promotions for its Customers. The discount system can be viewed by any User by clicking on the appropriate icon next to the Price of the Products, when active in relation to them.

"Shipping and Transportation" or, more briefly, "Shipping": means the Delivery of the Products for transportation and delivery to a third party who, in agreement with the Company, will perform such service. The Company doesn’t assume any responsibility with respect to such service consisting in the Shipping and transportation of the Products to the address indicated by the User at the time the Order is sent, exclusively within the Territory. Such costs shall be borne by the Buyer and the Company is relieved of any liability upon delivery to the carrier or shipping agent.

"Shipping Costs": means the shipping costs for each purchase using the Platform in addition to the Price of the Products, which will be displayed separately in the Order Summary and purchase invoice.

"Territory": means the Territory of India.

"Sales Unit": means the minimum quantity that can be purchased and the multiple for each type of Product, which the Platform’s system will round up.

"User": means any user who browse the Website and use its ecommerce service in order to buy a Product, previously registered or not to the Website (which may require Users to register in order to use certain services).

"Sale of Products": means the subject matter of the Contracts that Users can stipulate through the Platform with the Company, consisting, therefore, of the sale by the latter of the Products.

"Showcase": means the Platform space dedicated to the Products catalogue made available for sale by the Company and from which selections can be made directly for purchase by the User. Displaying the Products in the Showcase, resp. on the Platform cannot be considered as an offer to conclude the Contract, but merely as a presentation of the Products.

  • 1. E-COMMERCE SERVICE, DATA PROVISION AND ACCEPTANCE OF THE GENERAL CONDITIONS OF ONLINE SALE

  • 1.1 the e-commerce "B2B/B2C" Platform is aimed at the Territory and owned by the Company, which operates in the field of the design, manufacture and distribution of standard components to be used by the mechanical industry, machinery and industrial equipment.
  • 1.2 In order to purchase the Products, the Users must have completed their profile by filling in the mandatory fields of their billing information, including GST number, company name, phone number, email, address and billing method, as well as the Shipping information. If the User is a consumer, he/she should provide the above-mentioned data without the company name and GST number. If the mandatory information is missing, the Order cannot be sent.
  • 1.3 The acceptance of these General Conditions of Sales is to all effects the stipulation of a binding legal contract, which can only be done by someone who is:
    • a) in the case of consumers: not a minor and has full legal capacity,
    • b) in the case of professionals (legal entities or natural persons conducting a business activity): able to act and who holds all necessary powers of representation of a legal entity Buyer. Therefore, a mandatory prerequisite to be able to send Orders and therefore to be able to stipulate Contracts as a professional with the Company is the possession of a GST number.
  • 1.4 In the case of professionals (legal entities or natural persons conducting a business activity) any variations of the GST no. or with respect to the legal entity that holds it must be communicated to the Company and will result, in any case, in the cancellation of the previous My E+G account and the possible creation of a new account with the same prerequisites and in accordance with these General Conditions of Sales.

  • 2. THE COMPANY’S ROLE

  • 2.1 The Company’s B2B/B2C Platform offers Users the possibility to purchase the Products in the Showcase, selecting the Units offered for sale based on their needs. The services offered by the Company as a seller through the Platform consist in the mere sale of Products to Users within the Territory, and therefore assistance with installation and/or their maintenance is excluded.

  • 3. SENDING ORDERS AND SALES CONTRACT FOR THE PRODUCTS

  • 3.1 The User can access the Showcase and select the Products to be inserted in their cart, and by completing the data set forth in Art. 1.2 above, can send Orders to the Company, which will decide whether or not to accept them through an Order Confirmation.
  • 3.2 The User acknowledges and agrees that sending the Order is valid as a binding proposal for concluding a contract and its acceptance by the Company via the Order Confirmation and/or via the fulfillment of the Order will result in the stipulation of the Contract for the Sale of Products, subject to these General Conditions of Sale.
  • 3.3 The conclusion of the Contract will be perfected by the Company’s Order Confirmation or by fulfillment of the Order by the Company, whatever is accomplished earlier, with the transfer of ownership remaining conditioned on payment by the Buyer in accordance with Art. 4 below; payments before the Contract is perfected are pre-payments and are repaid as soon as possible if the conclusion of the Contract is not perfected. After the Order is sent, the User will automatically receive an e-mail with an Order Summary, which is not considered to be an Order Confirmation.
  • 3.4 By means of the Contract, the Company, upon payment of the Price, sells the Buyer the Product Units selected by the latter through the Showcase that have been confirmed by the Order Confirmation.
  • 3.5 The Company, at its sole discretion, may not follow up with Orders that do not give sufficient guarantees of solvency and/or which are incomplete and/or inaccurate, for any reason, including the lack of an indication of mandatory data or in the case of the unavailability of the Products. In such cases, the Company will inform the User of the rejection of the Order and, therefore, the failure to stipulate the Contract, by an e-mail to the indicated e-mail address, possibly indicating the reasons.
  • 3.6 The Buyer cannot withdraw from any Order.
  • 3.7 The Company has the right to withdraw from the Contract until the moment of sending the Product to the Buyer, for any reason or without stating a reason. The legal action of the Company consisting in notifying the Buyer that it cannot deliver the Product ordered by him is also considered a withdrawal from the Contract.
  • 3.8 The method of packaging the Product is determined exclusively by the Company.
  • 3.9 The Platform will retain a chronology of purchases until the deletion of the My E+G account, where the User has created it. It is agreed that if the account is disabled upon the request of the registered User, without prejudice to the validity of the Sales Contracts for Products, access to the chronology and the User’s documents will no longer be possible.
  • 3.10 The User who is already a Customer will be – by matching the GST Number (where applicable) – automatically linked via the Customer Code to the already agreed terms of Delivery, Payment Methods, etc.

  • 4. PRICE, PAYMENT AND BILLING

  • 4.1 The Price for each Product Unit is that indicated in the Showcase and the Price for the entire purchase will be that indicated in the Order Summary and in the Order Confirmation, as well as the Shipping Costs.
  • 4.2 When the Order is sent, as seen from the Summary which can be viewed on the Platform, the User will be requested to order the Payment Authorization through the available Circuits. With the Order Confirmation or at the time the Products are shipped a digital invoice will be sent to the Buyer to the e-mail address indicated by the latter.
  • 4.3 When the Order is sent, as shown in the Summary that can be viewed on the Platform, the Customer will be requested to proceed with payment using the Payment Method agreed upon with the Company and provided by his/her Customer profile. The Company will issue a digital invoice to the Customer to the e-mail address indicated by the latter.
  • 4.4 The Sale of Products, and thus the transfer of ownership to the Products, shall be subject to prior full payment. In the case of non-cash payment, the Buyer's obligation to pay the purchase price is fulfilled at the moment the relevant amount is credited to the Company's bank account.

  • 5. WARRANTIES AND THE COMPANY’S LIABILITY AND THE TERMS AND CONDITIONS FOR RETURNS

  • 5.1 The Company warrants the Products in the terms set forth in this article and only and exclusively for defects in workmanship and defects in material, meaning the differences in the type of material or technical drawings compared to what is indicated in the Product Listings.
  • 5.2 Except for what is indicated in the above paragraph regarding the type of material and technical drawings of the Products, it is agreed that the Product Listing will contain purely illustrative indications, which do not in any way commit the Company with respect to their correspondence to the Products, such as for example, photographs and proposed applications of the Product.
  • 5.3 All other warranties are excluded. The statute of limitations shall begin from Delivery or from the Buyer’s receipt of the Products that are subject to Shipping and Transportation. And warranty claim must be requested by a Claim made by the Buyer in the manner set forth in Art. 5.6 below.
  • 5.4 The Company in any case shall not be liable for any damages deriving from defects for which the above warranty is operative. The Company’s liability in relation to the perfected Contracts shall be limited to the sales Price of the individual Product Unit involved.
  • 5.5 The Company does not provide any kind of warranty, express, implied or statutory, regarding the suitability of the Products for a specific purpose, compatibility with the tools, equipment or any asset of the Buyer, and is not liable for any improper or non-conforming use of the Product by the Buyer with respect to its normal intended use.
  • 5.6 In cases in which the Buyer finds a manufacturing defect or a defect of material, without prejudice to the statute of limitations set forth in 5.3 above, it must send a Claim, which will be received and reviewed by the Company, which can request further information and/or the return of the relative Product, at the Buyer’s care and expense, to the Warehouse for any appropriate verification of what is reported in the Claim. After carrying out the control, the Company, at its sole discretion, can decide whether to refund the Price, or repair or substitute the Product, as any other reparatory remedy or compensation is excluded. The Buyer is obliged to claim a defect or a defect of material without undue delay.
  • 5.7 After carrying out the control, the Company, at its sole discretion, can decide whether to refund the Price, or repair or substitute the Product, as any other reparatory remedy or compensation is excluded. The Buyer is obliged to claim a defect or a defect of material without undue delay. If the claim results in a refund, the Company will issue the amount within 30 days of the complaint.

  • 6. DELIVERY AND SHIPPING

  • 6.1 The Buyer acknowledges and agrees that the delivery of the Products will be free departure at its care and expense, and the Company as the seller is not liable for damage or loss of the Product during transportation.
  • 6.2 The Company shall not accept Orders with requests for Delivery or Shipping later than 6 (six) months after the date the Orders were made.
  • 6.3 After the first purchase through the Platform, the User, previously registered to the Website, can request the Company to load a Customer profile that provides Terms and Conditions of Delivery that are different than Shipping.

  • 7. MODIFICATION OF THE GENERAL CONDITIONS OF SALE

  • 7.1 The Company reserves the right, at its sole discretion, to substitute and/or modify one or more of the provisions set forth in these General Conditions of Sale, at any time, publishing a notice on the Platform. If the Buyer does not agree with the above changes to the General Conditions of Sale, it is entitled to terminate the existing, non-fulfilled Contracts within 7 days from the notice of the change to the General Conditions of Sale with effect from the date of delivery of the notice to the Company. The Buyer acknowledges that if it does not terminate the above Contracts with regard to the changes to the General Conditions of Sale according to the previous sentence, the changes to the General Conditions of Sale are effective as of the date specified in the notice on the change to the General Conditions of Sale.
  • 7.2 It is understood that the Contracts will be governed by the General Conditions of Sale in effect pro tempore at the time the Order is sent.
  • 7.3 In any case, the User must periodically control the General Conditions of Sale at its cost and responsibility.

  • 8. INVALIDITY OF THE CLAUSES

  • 8. 1 In the event that one or more clauses of these General Conditions of Sale are held to be invalid or inapplicable, even if only in part, such invalidity will not invalidate the remainder of the clause or the entire text of the General Conditions of Sale, which shall continue to be fully applied. The articles of the General Conditions of Sale that are held to be invalid or inapplicable will be substituted by other legally permissible clauses that allow giving the General Conditions of Sale a content that is as close as possible to that intended by the parties.

  • 9. FORCE MAJEURE

  • 9.1 The Company can invoke force majeure as a cause that excludes liability, meaning any eventuality that is beyond its control that renders precise compliance with the obligations undertaken by means of the Contract impossible.

  • 10. CONFIDENTIALITY, PRIVACY AND PERSONAL DATA PROCESSING

  • 10.1 The Buyer is obliged to keep all information regarding the Contracts confidential and to take all necessary measures to guarantee adequate protection and to ensure the confidentiality and privacy of their content, and also assumes responsibility for the work and conduct of its employees and other assistants and/or collaborators, however defined. In particular, the Buyer is obliged to maintain the confidentiality of information that constitutes a trade secret of the Company in accordance with these General Conditions of Sale and applicable law.
  • 10.2 With respect to activities related to the complying with the General Conditions of Sale, the parties shall comply, each to the extent of their competence and for the data they own, with the provisions of the Data Protection Legislation on the protection of natural persons with regard to the processing of personal data, as well as any other provision of law or regulation applicable to their sector of activity. The Company declares that it will adopt all suitable technical and organizational measures to ensure that the Platform has an appropriate security level with respect to the nature of the data that is processed and the specific characteristics of the service. For more information on how the Company collects, uses or processes your personal data (applicable to natural persons), please refer to the privacy policy.

  • 11. COMMUNICATIONS

  • 11.1 By providing the e-mail address as an individual professional or company in whose name and on whose behalf he/she acts, the User agrees to receive at such e-mail address all necessary communications in relation to the Contract and the provision of the services referred to in the Platform.
  • 11.2 It is understood that, in the event of variation regarding the User’s e-mail address, the latter shall promptly inform the Company; failing this, any communication sent to the previous address shall be deemed valid and the User shall not be entitled to complain.

  • 12. JURISDICITON

  • 12.1 These General Conditions of Sale shall be governed by Indian law, without giving rise to any principle of conflict of law. The User declares and agrees that the competent courts of Noida, India shall have exclusive jurisdiction to decide any legal action and/or controversy that might arise or derive from the application of these General Conditions of Sale.