Article 1. General Stipulations
1. These general terms of sale and delivery shall apply to all orders placed with us as well as to all arrangements and legal transactions and further agreements ensuing there from.
2. Any reference made by the customer to the customer’s own general conditions shall have no effect, unless the customer expressly rejects our terms before entering into any agreement, in which case no agreement shall be deemed concluded until an accord has been reached thereon.
3. In these terms, "PDG", "we", "us" and "our" shall be understood to refer to PDG Supplies N.V.
Article 2. Quotations and Agreements
1. Our quotations remain valid for the term stated therein and are free of obligations towards the customer.
2. An agreement shall be concluded:
· As soon as parties have signed a written agreement, or
· If PDG has received an order confirmation signed by the customer or any other signed document, either by fax or mail, which shows that our quotation has been accepted.
Article 3. Delivery and Installation
1. Delivery times shall never be regarded as fatal deadlines unless expressly agreed upon. In the event of overdue delivery, PDG can only considered to be in default if so informed by the customer in writing after having granted an additional 30 days to fulfill our obligations.
2. On St. Maarten all merchandise will be delivered door to door. When delivering equipment, the removal of old equipment is the responsibility of the customer. Delivery of heavy equipment to hard to reach locations may require special arrangements the cost of which are for the account of the customer.
3. Export merchandise shall be delivered FOB St. Maarten to the shipping company or –agent so designated by the customer. In the absence of shipping instructions, we may export the merchandise in a manner we deem reasonable.
4. Risks of loss or damage to the merchandise shall transfer to the customer upon delivery to the customer or the shipping company or –agent.
5. PDG is not responsible for installation of the proper electricity-, gas- and waterlines that may be required for the proper functioning of the merchandise. PDG does not perform electrical or plumbing work and cannot be held liable for any alterations needed to install the merchandise.
Article 4. Storage
1. Should the customer not be able to accept delivery of the merchandise once it is ready to dispatch, PDG can, at the request of the customer, store the merchandise for a maximum of 14 days provided it has the storage capacity available. If storage capacity is not available or if the 14 days expired, the customer shall be responsible for obtaining alternate storage facilities at its own expense.
Article 5. Transfer and retaining of ownership of merchandise
1. The merchandise shall be considered transferred (in ownership) to the customer upon delivery of the merchandise provided however that the purchase price has been paid in full. If the purchase price has not been fully paid, all merchandise sold remains the property of PDG until such time that full payment has been received.
2. If the customer does not comply with one or more contractual obligations, PDG is allowed to repossess its merchandise without any form of notification being required while PDG may claim a reasonable compensation for damages, loss of profit and interest.
Article 6. Price and Payment
1. All payments are cash upon receipt unless otherwise specified.
2. All prices are FOB St. Maarten and shall include the price of the goods, any packing costs and transportation to the customer’s door or shipping agent. It excludes turnover tax or any other tax that may be required by law, unless otherwise stated, installation and connection of the merchandise and cost of shipping for export merchandise.
3. For special orders the customer shall be obligated to pay 50% of the purchase price at the time the order is placed and 50% prior to delivery, unless otherwise agreed upon in writing. Special orders for parts only need to be paid in full at the time the order is placed. These payments are non-refundable.
4. Any outstanding balance is subject to interest at a rate of 18% per annum and subject to collection charges at a rate of 15% of the outstanding balance with a minimum of Nafl 500. – .
Article 7. Returned Goods
1. If the customer wishes to return merchandise to PDG, PDG may at its sole discretion accept such a request if the merchandise is unused. If PDG accepts the merchandise, the customer will be charged 20% of the purchase price as a re-stock and handling charge. Export merchandise should be returned freight pre-paid. Special order items and parts cannot be returned.
Article 8. Guarantee
1. PDG warrants al new equipment to be free of defects in material and workmanship for a period of 6 months after delivery for refrigerators, freezers, bar coolers large cooking equipment and other large equipment and 3 months after delivery for coffee percolators, juicers, table top cooking equipment and other small appliances. On certain equipment a different warranty period may apply.
2. No warranty applies to loose parts sold by PDG parts Department.
3. If a defect in workmanship or material is found to exist within the warranty period, PDG at its discretion will either repair or replace the defective part, including labor, at no charge. The labor and work to be performed in connection with the warranty shall be done Monday through Friday (except holidays) during regular working hours by a recognized repair company selected by PDG. Defective parts become property of PDG.
4. No warranty shall apply if equipment has not been paid in full, unless otherwise agreed.
5. No warranty shall be valid when damage is caused by any of the following:
a. Removal, alteration of serial numbers or those that are rendered illegible.
b. A technician not recognized by us has installed or repaired the equipment without our prior approval.
c. Power failure or fluctuations by electricity company or caused by lightning impact or inadequate electrical wiring.
d. Poor ventilation of the area where the equipment has been installed.
e. Lack of regular maintenance and cleaning (i.e. dirty condensers).
f. Moving the equipment to a different location.
g. Altering the equipment or using it in violation with the operating instructions.
h. Fire, hurricane, water damage, theft, riot hostilities or acts of God.
6. Not covered by warranty are:
a. Parts or labor charges for installation and connection.
b. All "consumables" such as, but not limited to, lights bulbs, filters, etc.
c. Excessive condensation of refrigerators installed in areas with high humidity.
7. The warranty only applies to the original purchaser. In the event warranty service is required, the original invoice with the warranty certificate has to be presented to the PDG parts department.
8. Heavy equipment, like refrigerators and heavy cooking equipment will be repaired on location. Small equipment has to be presented by the customer to the PDG parts department. PDG is not responsible for pick up or delivery of equipment.
9. For sales outside St. Maarten the warranty applies to parts only. In all cases defective parts have to be returned before PDG will supply replacement parts.
Article 9. Liability PDG
1. If damages incurred by the customer due to malfunctioning of equipment are not caused intentionally or through gross negligence of PDG or its employees, liability for loss of profit, consequential damages and/or indirect damages is excluded.
2. If it is established that PDG should pay for damages incurred by the customer, the amount will be limited to the amount of the purchase price of the merchandise with a maximum of Nafl 5000.-.
3. Unless otherwise determined in these General Terms and Conditions, the customers rights to claim compensation of damages will in any event expire one month after the date on which the event that caused the damages took place or one month after the date on which the customer may reasonably be expected to have become aware of that event.
Article 10. Applicable Law and Settlement of Disputes
1. Netherlands Antilles law will be applicable to all contracts between the customer and PDG.
2. All disputes relating to contracts between customers and PDG to which these General Terms and Conditions apply will be brought before the competent court in St. Maarten, Neth. Antilles. It is understood that a decision from the court on St. Maarten may have to be enforced in a foreign jurisdiction and as such the customer agrees to fully abide by the decision of the court on St. Maarten.
3. In disputes relating to contracts between customers from French Saint Martin and the other French West Indies, PDG at its election may choose to bring the dispute before the competent court of St. Maarten, Neth. Antilles or Basseterre, Guadeloupe.