Terms & Conditions

Company Information

GenEntra is a trading brand of Gennova B.V., a private limited company incorporated in the Netherlands.

References in these Terms & Conditions to “GenEntra”, “we”, “us” or “our” mean Gennova B.V. trading under the GenEntra brand.

References to the “customer”, “you” or “your” mean the person or organisation requesting a quotation, placing an order or purchasing products or services from us.

Scope and Application

These Terms & Conditions apply to quotations, Order Confirmations, agreements and supplies made by GenEntra unless different terms are expressly accepted by us in writing.

A quotation or Order Confirmation may contain product-specific, project-specific or transaction-specific conditions. Where such expressly agreed conditions conflict with these Terms & Conditions, the expressly agreed conditions in the relevant quotation or Order Confirmation shall prevail for that transaction.

Terms or purchasing conditions submitted by a business customer do not apply merely because they appear on a purchase order, email or other document, unless GenEntra expressly accepts them in writing.

Website, Product Information and Configurator

The GenEntra website provides information about products and may include product images, specifications, dimensions, descriptions, configuration options and other technical or commercial information.

We take reasonable care to keep website information accurate. However, website content is provided for general product presentation and quotation purposes and may be updated or corrected from time to time.

Product images, renders and screen colours are illustrative. Actual colours, textures, finishes, patterns and appearance may vary due to materials, production processes, lighting, photography, display settings and reasonable manufacturing tolerances.

The product configurator is intended to help customers communicate preferred product options. A configuration generated through the website is not, by itself, a final technical approval, production drawing or binding order.

Request for Quotation (RFQ)

Customers may use the GenEntra website to configure products and submit a Request for Quotation (RFQ).

An RFQ is a request for GenEntra to review the selected products, quantities, dimensions, options and other information and, where appropriate, provide a commercial quotation.

GenEntra may contact the customer to clarify technical specifications, dimensions, quantities, delivery requirements or other information before issuing a quotation.

Quotations

Quotations issued by GenEntra are based on the information, specifications, quantities and requirements available to us at the time of preparation.

Unless stated otherwise in the quotation, a quotation remains subject to its stated validity period and conditions.

Prices or conditions may be revised if the customer changes the quantity, dimensions, configuration, specification, delivery location, installation requirements or other relevant scope after the quotation has been issued.

Obvious clerical, calculation or typographical errors do not bind GenEntra and may be corrected.

Order Confirmation

Following acceptance of a quotation, GenEntra may issue a written Order Confirmation setting out the agreed product, quantity, commercial terms and other relevant order information.

The Order Confirmation forms part of the commercial order process. However, for products that require technical approval and production, the issuance of an Order Confirmation does not by itself mean that production has commenced.

Where technical approval, payment or other production conditions are required, production will not commence until those requirements have been completed.

Prices and VAT

Prices are stated in the applicable quotation or Order Confirmation.

Unless expressly stated otherwise, prices do not include items or services that are not specifically identified as part of the quoted scope.

VAT and other applicable taxes will be applied as required by law and as indicated in the relevant quotation, Order Confirmation or invoice.

Delivery, installation, lifting equipment, special access, additional site work or other project-related services are included only where expressly stated.

Payment

The applicable payment terms will be stated in the quotation, Order Confirmation or invoice.

For custom-made or configured products, unless expressly agreed otherwise in writing, the applicable product price must be paid before the product is released into production.

Payment is considered received when the relevant funds have been credited to the bank account designated by GenEntra.

Where payment is overdue, GenEntra may exercise rights available under the agreement and applicable law, including suspension of production, procurement, delivery or other performance where legally permitted.

Any applicable statutory interest and reasonable collection costs may be charged in accordance with applicable law.

Customer Specifications and Measurements

The customer is responsible for reviewing and confirming the dimensions, opening direction, configuration, colour, finish, accessories, quantities and other specifications stated in the quotation, Order Confirmation or technical approval documents.

Where dimensions or technical information are supplied by the customer or by a third party acting for the customer, GenEntra may rely on that information unless measurement or verification by GenEntra has expressly been included in the agreed scope.

Where GenEntra expressly performs site measurement as part of the agreed scope, the respective responsibilities will be determined by the quotation, Order Confirmation and circumstances of the project.

Custom-Made and Configured Products

Many GenEntra products are manufactured or prepared specifically according to customer-approved dimensions, configurations, colours, finishes, opening directions, accessories and other technical specifications.

Before production begins, the customer will be given the opportunity to review and approve the applicable technical specifications or technical approval documentation.

Production will be based on the final technical specifications approved by the customer.

Any subsequent change requested by the customer is the customer's responsibility and is subject to technical feasibility.

Changes requested after production has commenced may result in additional costs, replacement of components, re-manufacturing or other consequences. Such costs are not included in the original product price unless expressly agreed otherwise in writing.

Mandatory statutory rights remain unaffected.

Technical Approval, Payment and Start of Production

Custom-made or configured products may require final technical approval before production. This may include confirmation of dimensions, opening direction, configuration, colour, finish, accessories, drawings and other relevant specifications.

The customer is responsible for carefully reviewing the technical approval documentation and confirming that all specifications are correct before providing final approval.

Following final technical approval, the applicable product price must be paid in accordance with the quotation, Order Confirmation or invoice before the order is released into production.

Once payment has been received and the order has been released into production, the approved technical specification becomes the basis for manufacture.

Any modification requested by the customer after production has commenced is subject to technical feasibility and does not affect the customer's payment obligation for the product already released into production.

Changes requested after production has commenced may result in additional costs, re-manufacturing, replacement of components and/or revised delivery times. Any such additional costs are the responsibility of the customer unless expressly agreed otherwise in writing.

Production and Delivery Lead Time

The estimated production and/or delivery lead time applicable to an order will be stated in the relevant quotation or Order Confirmation.

Payment alone does not start the delivery lead time if information, drawings, dimensions, technical approvals or other customer confirmations required for production remain outstanding.

Where all required technical approvals and information have already been completed, the delivery lead time starts from the date the applicable product payment is received by GenEntra.

Unless expressly confirmed as a guaranteed delivery date in writing, production and delivery periods are estimates based on the circumstances known at the time of the order.

Lead times may be affected by customer-requested changes, supplier availability, transportation, customs, force majeure or other circumstances beyond GenEntra's reasonable control.

Where a customer requests a change after production has commenced, any previously indicated production or delivery period may be revised accordingly.

Delivery, Access and Receipt of Goods

The customer must provide accurate delivery information and ensure that the delivery location is reasonably accessible for the agreed method of delivery.

Unless expressly included in the quotation, special lifting, crane services, restricted-access delivery, internal movement of products, storage or other special handling is not included.

The customer or its representative should inspect the external condition and quantity of delivered goods as soon as reasonably possible upon receipt.

Any visible transport damage or apparent shortage should be recorded on the carrier's delivery documentation where possible and reported to GenEntra promptly together with appropriate photographs and supporting information.

This inspection requirement does not limit mandatory statutory consumer rights.

Risk and Ownership

Risk in the products passes in accordance with the agreed delivery terms and applicable law.

Where permitted by applicable law and unless otherwise agreed in writing, ownership of products supplied by GenEntra remains with Gennova B.V. until all amounts due for those products have been paid in full.

Mandatory rules applicable to consumers remain unaffected.

Installation

Installation is included only where expressly stated in the relevant quotation or Order Confirmation.

Where installation is not included, the customer is responsible for arranging competent installation suitable for the product and project conditions.

Where GenEntra provides installation, the customer must provide reasonable access to the site and ensure that relevant preparatory work and site conditions are ready in accordance with the agreed scope.

Additional work resulting from unforeseen site conditions or work outside the agreed scope may be quoted separately.

Product Appearance and Manufacturing Tolerances

Minor differences in colour, shade, texture, grain, weld appearance, surface finish or other visual characteristics may occur as a result of materials and manufacturing processes.

Digital images and samples are intended to provide a reasonable representation but cannot always reproduce the exact appearance of the finished product.

Reasonable manufacturing and dimensional tolerances consistent with the product type, agreed specifications and applicable standards are not considered defects.

Inspection, Defects and Claims

Customers should inspect products within a reasonable period after delivery and notify GenEntra if they believe products are damaged, defective or materially inconsistent with the confirmed order.

Notifications should include sufficient information to identify the order and issue, together with photographs or other supporting evidence where reasonably available.

Customers should not carry out unnecessary modification or repair of an allegedly defective product before allowing GenEntra a reasonable opportunity to assess the issue, except where urgent action is reasonably necessary to prevent further damage or address a safety issue.

Mandatory statutory rights, including consumer conformity rights, remain unaffected.

Warranty and Legal Conformity

Any specific commercial warranty provided for a product will be described in the relevant quotation, order documentation, warranty statement or product documentation.

Commercial warranty coverage may be subject to reasonable conditions concerning installation, use, maintenance and the nature of the claimed defect.

Damage caused by misuse, improper installation by others, unauthorised modification, abnormal external conditions, lack of appropriate maintenance or ordinary wear and tear may fall outside a commercial warranty to the extent permitted by law.

Cancellation Before and After Production

The customer may request cancellation of an order before the order has been released into production.

Up to and including the Order Confirmation stage, provided that production has not commenced and the applicable product payment has not been made, cancellation does not create an obligation for the customer to pay the product price.

Following technical approval, the applicable product price is paid and the order is released into production. From that point, the product is manufactured or procured specifically according to the customer's approved technical specifications.

The product will be manufactured according to the technical specifications approved by the customer. Any subsequent request to change dimensions, configuration, colour, finish, opening direction, accessories or other approved specifications is the responsibility of the customer.

Where a requested change can still technically be implemented, GenEntra may provide a revised quotation for any additional materials, modification, replacement or re-manufacturing required.

Such changes may also result in a new or extended production and delivery schedule.

A customer-requested change after production has commenced does not create an entitlement to repayment of the original product price or release the customer from any outstanding payment obligation relating to the product already placed into production.

These provisions apply subject to mandatory statutory rights that cannot legally be excluded or restricted.

Consumer Right of Withdrawal

Where a customer qualifies as a consumer and a statutory right of withdrawal applies to a distance contract, that right will apply in accordance with applicable law.

The statutory right of withdrawal may not apply to certain products, including goods manufactured according to the consumer's specifications or goods that are clearly personalised, where the legal conditions for that exception are satisfied.

Where the right of withdrawal applies, information concerning the applicable period, procedure and return conditions will be provided as required by law.

This section does not restrict statutory rights relating to defective or non-conforming products.

Returns

Products should not be returned without first contacting GenEntra and obtaining appropriate return instructions.

Return arrangements depend on the reason for the return, the nature of the product, the contractual terms and any applicable statutory consumer rights.

Custom-made or personalised products may be subject to restrictions on voluntary returns or statutory withdrawal as described above.

Customer Responsibilities

The customer is responsible for providing accurate and complete information reasonably required for the quotation and execution of the order.

Depending on the project, this may include dimensions, drawings, opening directions, structural information, access requirements, delivery details and other technical information.

The customer is also responsible for obtaining any permits, approvals or permissions that fall outside GenEntra's expressly agreed scope.

Liability

GenEntra is responsible for performing its contractual obligations in accordance with the applicable agreement and mandatory law.

To the extent permitted by applicable law, GenEntra is not liable for loss or damage resulting from incorrect information or measurements supplied by the customer or third parties, improper installation by others, unauthorised modifications, misuse or circumstances outside GenEntra's reasonable control.

For business customers, liability may be limited to the extent permitted by law and as specified in the relevant contract, quotation or Order Confirmation.

Nothing in these Terms & Conditions excludes or limits liability where such exclusion or limitation is prohibited by applicable law.

Mandatory consumer rights remain unaffected.

Force Majeure

GenEntra will not be responsible for delay or failure to perform an obligation to the extent that performance is prevented or materially affected by circumstances beyond its reasonable control, subject to applicable law.

Such circumstances may include significant transportation disruption, governmental measures, import or export restrictions, natural events, war, civil disturbance, strikes, major supplier disruption, energy interruption or other comparable events outside our reasonable control.

Where such circumstances materially affect performance, GenEntra will seek to communicate with the customer and determine the appropriate next steps in accordance with the contract and applicable law.

Intellectual Property

Unless otherwise stated, website content, GenEntra branding, product presentation, graphics, text and other materials made available by GenEntra are protected by applicable intellectual property rights.

Website materials may not be reproduced, commercially exploited or distributed without appropriate permission, except where permitted by law.

Third-party trademarks, product information or materials remain the property of their respective owners where applicable.

Privacy and Cookies

Personal data is processed in accordance with our Privacy Policy.

Information concerning cookies and similar website technologies is available in our Cookie Policy.

Business Customers and Consumers

GenEntra may supply both business customers and consumers.

Certain provisions of these Terms & Conditions are relevant primarily to commercial transactions. Where the customer is a consumer, mandatory consumer protection legislation takes precedence over any contractual provision that would otherwise reduce a mandatory consumer right.

Nothing in these Terms & Conditions should be interpreted as waiving rights that a consumer cannot legally waive.

Governing Law and Disputes

Agreements with Gennova B.V. are governed by Dutch law unless mandatory applicable law requires otherwise.

The parties are encouraged to attempt to resolve any complaint or dispute through direct communication before commencing formal proceedings.

For transactions with business customers, disputes shall be submitted to the competent court in the Netherlands, subject to any different jurisdiction provision expressly agreed in writing and any mandatory rules concerning jurisdiction.

Consumers retain any mandatory jurisdiction and consumer protection rights available to them under applicable law.

Severability

If any provision of these Terms & Conditions is found to be invalid, unlawful or unenforceable, the remaining provisions will continue to apply to the extent permitted by law.

Where appropriate, an invalid provision will be interpreted or replaced in a manner that most closely reflects its intended lawful commercial purpose.

Changes to These Terms

GenEntra may update these Terms & Conditions from time to time.

The version applicable to a particular confirmed order will normally be the version applicable when that order was confirmed, unless a later change is expressly agreed or required by law.

The current website version will display its latest update date.

Contact

Questions concerning quotations, orders or these Terms & Conditions may be directed to: