Terms and conditions of sale

1. DEFINITIONS
Terms and conditions of sale : these Terms and conditions of sale.
Seller : Grand Lux SA; Legal form : Limited; UID : CHE-376.265.874; Date of registration : 14/03/2018; Nominal capital : CHF 100'000.00; Address : 14 Place de Cornavin, 1201 Geneva, Switzerland; NOGA code : G46 (Wholesale trade, except of motor vehicles and motorcycle); E-mail : info@grandluxsa.com ; Phone : +41 79 923 13 30.
Buyer : any person who views the content of the Website (Grandluxsa.com), interacts with the Website, or places an Order for a Product or Products through the Website.
Website : the website www.Grandluxsa.com , on which Grand Lux SA (UID : CHE-376.265.874) sells Products.
Product : means any Product offered by Grand Lux SA that may be ordered by the Buyer through the Website.
Order : Any order for any quantity of Products placed by the Buyer through the Website.
Carrier : a company that transports goods. The Carrier is responsible for the safety of the cargo and for meeting delivery deadlines.

2. PREAMBLE
These Terms and conditions of sale govern the terms of sale between the Seller, on the one hand, and the Buyers, on the other hand. These Terms of Sale set forth the Seller’s rights and obligations toward its Buyers in connection with the sale of goods through the Website. These Terms and Conditions of Sale do not apply to retail customers or non-healthcare professionals. By accessing this Website or placing an Order for Goods through this Website, the Buyer unconditionally agrees to these Terms and Conditions of Sale.

These Terms and Conditions of Sale take precedence over any other texts or documents published on the Website. The Seller reserves the right to amend these Terms of Sale at any time (to keep them up to date). The version of the Terms of Sale applicable to an Order is the version in effect on the Website at the time the Buyer confirms (pays for) the Order. Any changes to applicable laws do not affect the validity of these Terms of Sale and do not entitle Buyers to disregard these Terms of Sale and/or their legal obligations.

Please note that to place an Order on our Website, the Buyer must be a healthcare professional. Any terms and conditions of sale proposed by the Buyer that conflict with these Terms and Conditions of Sale shall have no legal effect on the Seller.

3. PRODUCTS
The products on this Website may be ordered exclusively by healthcare professionals. The seller may change the product selection at its discretion and at any time. The products on this Website are offered subject to the Seller's availability. The Products are accompanied by descriptions prepared by the Seller, which specify the main technical specifications. Before making a purchase, the Buyer must review the Product specifications. The Seller is not liable for errors in the descriptions if the descriptions are provided by its suppliers. For additional information about the Products offered on the Website, the Buyer may contact the Seller by phone or email. Product photos on the Website are provided for illustrative purposes only and may not fully reflect the actual appearance of the Products. Only the text description of the offer is authoritative.

4. ORDERS
Any Order placed through the Website constitutes the Buyer’s acceptance of these Terms of Sale. The Products sold on this Website are available only to healthcare professionals. Delivery times for Products to the Buyer by Carriers may be subject to change (including suspension of Product delivery) in the event of any external circumstances and shall not constitute a legal obligation on the part of the Seller. The time required to prepare the Order for shipment and hand it over to the Carrier is no more than 3 business days (provided the item is in stock). If a Product is listed on our Website as *Possible to order*, the Order fulfillment timeline will be agreed upon with the Buyer on a case-by-case basis.

The presence of any Product in the catalog on our Website does not guarantee that the Product is in stock. Accordingly, any delays in delivery do not entitle the Buyer to terminate the contract, cancel the Order, or demand compensation of any kind or in any form. Orders that have been accepted are final and cannot be canceled, even in part. The primary way to place an order on the Website is to submit a request for the product of interest via the contact form. The contact form is activated by clicking the *Info request* button. In addition to the contact form, orders are also accepted via email or phone.

The Seller reserves the right not to process an Order for any legitimate reason, including :
---* if the Buyer is not a healthcare professional;
---* if the Products the Buyer is interested in are out of stock;
---* if the Buyer has not paid the full amount in advance for the ordered Products;
---* if the Order does not contain all the necessary information.

If the Order is declined (for any reason), the Seller will notify the Buyer by phone or email that the Order has been declined.
The Seller reserves the right, after giving prior notice to the Buyer and obtaining the Buyer’s consent, to make any changes to the ordered equipment, provided that such changes do not materially affect the technical specifications and operational performance of the equipment, the terms of its installation, or the price.

The term *Delivery Unit* is unique to each Order and is discussed individually with each Buyer. Depending on the context, the term *Delivery Unit* may refer to :
---* the manufacturer’s standard packaging;
---* a cardboard box, crate, case, etc.;
---* partial packaging, etc.
The Buyer is required to confirm with the Seller, prior to payment, the specific *Delivery Units* in which their Order will be delivered.

5. ENTERING INTO A CONTRACT
A valid email address is a prerequisite for placing an Order and entering into a sales contract. The website provides information about products, including descriptions and images. This information does not constitute an offer, but merely an invitation to enter into a sales contract.

The contract shall be deemed concluded between the parties only after the Seller confirms receipt of a prepayment equal to 100% of the cost of the ordered Products. The Seller agrees to notify the Buyer via email of the receipt of the prepayment and the acceptance of the Order for processing.
The Buyer is informed of the estimated shipping costs and the total cost of the Order no later than upon confirmation of the Order.

6. PAYMENT
Payment for the ordered products must be made before shipment.
If the Buyer has any complaints regarding the invoices, such complaints must be sent to the Seller by email before the prepayment is made. Otherwise, the invoice will be deemed accepted without reservation.
To pay for the Order (after confirming the availability of the desired item), the Buyer may use the following payment method: bank transfer.

An invoice for the Product(s) ordered by the Buyer will be sent to the Buyer via email to the address provided when submitting the request through the Contact Form.
The buyer will be informed of the deadline for making the prepayment. In the case of a traditional bank transfer, payment must be made within 3 business days of the invoice date. Failure to make payment will result in the cancellation of the order.

A prepayment is considered successful only when the Buyer’s funds have been credited to the Seller’s bank account.
Upon receipt of the prepayment, the Seller will send the Buyer an email confirming that the Order has been accepted for processing. The Sales Contract is concluded upon the Buyer’s receipt of this email.
The Seller may ask the Buyer to provide documents verifying their identity and status as a healthcare professional. If such documents are not provided, the Seller reserves the right to cancel the Order. In this case, the Order will be canceled and the money refunded.

7. DELIVERY
The Seller does not have its own delivery service. All Orders are delivered by third-party Carriers. Accordingly, the Seller shall in no event be liable for the destruction, damage, loss, or theft of the ordered Products occurring during transportation.
The choice of carrier is agreed upon with the Buyer based on the Buyer’s location, the volume and variety of the ordered goods, and the type of the Buyer’s medical facility.
Upon delivery, the Buyer is required to inspect the condition of the packaging, the condition of the goods, and the quantity and contents of the packages in accordance with the packing slip (and waybill).

If any Products are missing or show signs of damage, the Buyer must :
---* 1. Report all such issues to the Carrier immediately upon receipt of the delivered goods, noting them on the delivery note and/or waybill. The Buyer must formulate the substance of their claim as precisely as possible: record an exact list of missing or damaged packages or Products, with a precise description of the nature and extent of the damage.
---* 2. confirm these remarks to the Carrier within three business days of delivery by registered letter with return receipt, with a copy to the Seller, indicating the Order reference.
In the event of failure to comply with the above requirements, the Buyer forfeits the right to file a claim.

The Buyer may refuse to accept delivery for the following reasons:
---* damage to the Products during transport;
---* obvious tampering with the packages during transport;
---* non-compliance of the delivered Products with the Order, the packing slip, and/or the waybill.

Any claim regarding the Products received must be accompanied by a complete and accurate description of the missing products and/or any defects found, and must be sent by email to info@grandluxsa.com within 3 business days of the date of receipt of the Products. After this period, the Order will be considered fulfilled, and the Buyer will be deemed to have definitively accepted the Products. The Buyer must specify the reason for refusing to accept the delivery on the packing slip and/or waybill. If the Buyer is unable to confirm the existence of the discrepancies listed on the packing slip and/or waybill at the time of delivery, the Buyer’s refusal to accept the Products upon delivery shall be deemed invalid.

Product delivery is available throughout Europe and Africa.

When ordering large-sized Products, the Buyer is required to verify in advance that the delivery location is accessible (door and hallway widths, availability of a power source, etc.). In the event of problems with access to the delivery location, any additional costs (disassembly, reassembly, or configuration of the products, a return visit by the carrier, etc.) must be paid in full by the Buyer.

The Products will be delivered to the address provided by the Buyer when placing the Order. If the delivery address information provided by the Buyer is inaccurate or incomplete, the Seller cannot guarantee delivery. In such a case, the Seller shall not be liable for any delay in delivery or failure to deliver. Any costs associated with resending the Order (in the case described above) shall be borne exclusively by the Buyer.
Any package returned to the Seller by the Carrier due to an incorrect or incomplete delivery address may be redelivered at the Buyer’s expense.

As a rule, standard delivery provided by Carriers involves delivery to the entrance of the specified address (to the customer’s door).
This type of delivery generally does not include additional services such as :
---* carrying items upstairs ;
---* unloading ;
---* unpacking, etc.
If You would like a more personalized approach to delivery, please discuss this with us in advance (before the Order is considered accepted for processing).

The delivery times provided to the Buyer are approximate and not guaranteed. Consequently, any reasonable delay in the delivery of the Products shall not entitle the Buyer to compensation for damages or to cancel the Order.

8. FORCE MAJEURE
Force majeure or actions by government authorities entitle either party to terminate the contractual obligations or suspend their performance without prior notice or payment of compensation. The following may be considered force majeure events: war, mobilization, total or partial strikes, riots, accidents, fires, explosions, hurricanes, floods, epidemics, as well as the direct or indirect consequences of these events.

9. PRICE
To find out the price of a specific Product on the Website, you must place an Order using the contact form. The contact form can be accessed by clicking the *Info request* button on any Product page on our Website. Next, upon receiving a request from the Buyer, the Seller will provide the Buyer with information regarding the price and availability of the Product(s) via email, which will be sent to the address provided by the Buyer when filling out the contact form. The Seller uses mechanisms for setting customized wholesale prices, taking into account a number of factors, such as the volume and frequency of purchases by a specific Buyer, product availability, and so on. Any Order constitutes the Buyer’s unconditional acceptance of the prices for the Products offered by the Seller.

10. TRANSFER OF OWNERSHIP
Ownership is transferred immediately upon the Buyer’s full payment of the cost of the Products and all related expenses (both primary and additional), regardless of how long delivery takes. Until the full cost of the Order has been paid, the ordered Products remain the exclusive property of the Seller. The risk of loss or damage to the Products passes at the moment the Products are handed over from the Seller to the Carrier.

11. RETURNS
Products may be returned (as well as exchanged or replaced) only with the Seller’s prior written consent. Any costs that may arise in connection with the return of the Products will be covered by the Seller only if the Seller determines that the missing products and/or obvious defect are the Seller’s fault.
Any substantiated request for a refund or exchange of Products must be sent by the Buyer via email to: info@grandluxsa.com

The Seller will then ask the Buyer to fill out a standard return form for the Product, which must include the invoice number and the original delivery note, as well as a clear description of the reasons for the return. Any valid request for a refund or exchange of Products must pertain only to new, unopened Products in their original packaging.
The costs and risks associated with returning the Products are always borne by the Buyer.

Incomplete, damaged, defective, or soiled items will not be accepted and are not eligible for exchange. Products that appear to have been in prolonged use, making them unsuitable for resale, will be rejected. Custom-made Products or Products manufactured to individual specifications are not eligible for return or exchange. Any Product returned without prior agreement between the Seller and the Buyer will remain in the Buyer’s possession and will not constitute grounds for a refund to the Buyer. In some cases, the refund amount may depend on the condition of the returned Product and its packaging, and may range from 80% to 100% of the Product’s value.

12. WARRANTY AND CLAIMS
The warranty applies only to the equipment. Consumables and accessories containing wear-and-tear parts that are supplied with the equipment are not covered by the warranty, except as expressly stated in the Product description.

The warranty is valid for a period of 24 months from the date of delivery of the Product to the Buyer, unless a different term is specifically agreed upon between the Seller and the Buyer. The warranty covers hidden defects. A latent defect is defined as a manufacturing defect in the Product that renders it unfit for use and cannot be detected by the Buyer prior to its use. However, a design defect is not considered a latent defect.

Consumables are covered by a warranty valid until the expiration date indicated on the manufacturer’s original packaging. If any consumable sold by the Seller is found to be defective or to have a manufacturing, labeling, or packaging defect, the Seller will replace the consumable without being liable for any other damages.

If the Seller is required to replace or repair the defective Product(s) free of charge under the warranty, the Buyer shall not be entitled to claim damages for any reason. In particular, compensation for: lost profits due to the inability to use the defective equipment (regardless of duration), loss of contracts, as well as any other indirect damages and/or losses.
The warranty does not cover consumables that have been used improperly.

The warranty does not apply to:
---* Products that have been subjected to unauthorized, incompetent repairs, modifications, improper installation, negligence, intentional damage, special adaptations, or non-standard assembly by the Buyer;
---* Products that have been used by the Buyer in violation of the operating conditions or with specifications that do not comply with the operating instructions or technical documentation;
---* Products in which non-original accessories, consumables, or software were used;
---* Products that were operated using an electrical current not compatible with the specific type of equipment.

If the Seller deems the claim to be valid, the Seller may (at its discretion) repair or replace the defective Product. The Product will be replaced with an exact or identical one. If it is not possible to replace or repair the defective Product, the Seller may issue a credit note to the Buyer.
The Seller's liability does not extend to normal wear and tear of the Product.

If repairing the Product proves technically impossible or would entail unreasonable costs for the Seller, both parties (the Seller and the Buyer) shall jointly agree on the most appropriate method of remedying the defect or nonconformity, taking into account the value of the Product and/or the severity of the defect.
The Buyer is responsible for the costs of transporting the equipment to the service center or for the technician’s on-site visit.

The warranty terms for the equipment are specified for each Product in accordance with the warranty provided by the manufacturer. The Seller does not provide any warranty beyond the scope of the warranty provided by the manufacturer.
Warranty repairs do not extend the warranty period.

13. AFTER-SALES SERVICE
For any questions regarding after-sales service, the Buyer may contact the Seller in the following ways:
---* by e-mail : info@grandluxsa.com
---* by phone : +41 79 923 13 30
Monday through Friday from 9:00 AM to 6:00 PM (excluding holidays and weekends).

14. INTELLECTUAL PROPERTY
All articles, news, documents (technical and legal), descriptions of Products and Product categories, the Product catalog structure, photographs, videos (and any other content on the Website), as well as design elements presented on the Website, are protected by intellectual property rights, the sole owner of which is the Seller or the product manufacturer, and may not be copied, reproduced, or used without the Seller’s express permission.

Any display or reproduction of the Website’s content (by any means, in whole or in part) without the Seller’s prior express permission is prohibited and will be considered a violation of the law. By using the Website, Buyers acknowledge the Seller’s intellectual property rights and agree to respect them. The content of the Website may be printed solely for the Buyer’s own non-commercial use.

15. LIABILITY
The Buyer agrees to use the Website in accordance with these Terms and conditions of sale. Any malicious use or use that may cause harm to the Website, in particular the malicious introduction of viruses, is strictly prohibited and will result in liability for the perpetrator. Unauthorized access to the system is strictly prohibited, particularly for the purpose of altering data, disrupting its operation, or fraudulently collecting data.

In the event that the Site is temporarily inaccessible due to:
---* maintenance;
---* updates to published information;
---* virus attacks;
---* unauthorized access to the Website's code by third parties;
---* incidents not attributable to the Seller,
Buyers acknowledge that the Seller shall not be liable for any malfunctions or interruptions in the operation of the Website.

The Seller shall not be liable for any failure to perform its obligations under these Terms and conditions of sale if such failure is caused by the actions of a third party, by the Buyer’s fault, by force majeure, or by any other event beyond the Seller’s control.
The Seller’s liability with respect to Orders is limited exclusively to the amount of the relevant Order.

16. LANGUAGE, GOVERNING LAW, AND JURISDICTION
The website is in English, but all customer inquiries (including Orders, complaints, etc.) are accepted via e-mail or phone in two languages: French and English.

These Terms and Conditions of Sale, as well as the overall relationship between the Buyer and the Website, and between the Buyer and the Seller, are governed by Swiss law.

In the event of a dispute between the Buyer and the Seller, and if no amicable settlement is reached within one (1) month of either party submitting a written notice, each party shall regain full freedom of action and the right to bring the matter before a court.
Only the Swiss courts at the location of the Seller’s principal place of business shall have jurisdiction. In the event of any dispute, the Swiss courts shall have exclusive jurisdiction.

Product information is provided in English, and the Products offered for sale comply with Swiss regulatory requirements. If the Buyer plans to order a Product from abroad, the Buyer must check with local authorities regarding the legality of using the Product they intend to order. The Seller shall not be liable in the event of non-compliance with the regulatory requirements of the foreign country to which the Product may be delivered.