These general terms and conditions of sale are applicable between KD MOTION Sàrl with a capital of CHF 20,000, whose registered office is rue de la Combe 1, 1260 Nyon, Suisse registered in Commercial Register of the Canton company of Vaud under the number CHE-222.212.936. Below “KD MOTION”.
And the customer, who is the natural or legal person identified as such on the quotation(s) sent to him by KD MOTION. Below referred to as “the Customer”.
These general terms and conditions of sale apply to all orders for services and/or products placed with KD MOTION.
The order of KD MOTION products/services is subject to the buyer’s acceptance and constitutes acceptance, without any reservation by the latter, of all KD MOTION’s general terms and conditions of sale.
The buyer’s acceptance is acquired by his oral or written agreement following receipt of the offer.
A proposal is considered accepted when the agreement is given by e-mail, telephone or post (“the project”).
This approach is equivalent to the buyer acknowledging that he has read and approved all of KD MOTION’s general terms and conditions of sale.
These general conditions can be freely consulted at: www.kd-motion.ch/cgv
KD MOTION’s quotations clearly state in the footer:
By validating this offer with his or her signature and/or the advance payment, the customer confirms that he or she has read and accepted KD MOTION’s general terms and conditions, which can be found at the Internet address: www.kd-motion.ch/cgv
All possible derogations from this agreement must be in writing. These general terms and conditions of sale apply to the exclusion of any other general terms and conditions of sale of the principal.
ARTICLE 1: Obligations of KD MOTION
KD MOTION puts all its skills and professionalism at the service of the Customer.
KD MOTION commits to provide the Customer with the team needed for the successful completion of the project. KD MOTION undertakes to take the necessary security measures to ensure the confidentiality of data transmitted by Customer concerning its activities and not to disclose any confidential information provided by Customer. This paragraph doesn’t cover information that was known and publicly disclosed before it was obtained and/or received by KD MOTION or that would subsequently become so through no fault of KD MOTION.
All quotations submitted by KD MOTION will be considered valid for 15 days and, unless otherwise agreed during this period, may be subject to revision and adjustment by KD MOTION. All statements by KD MOTION regarding the completion date of the project are estimates only. KD MOTION will use all reasonable means to respect any schedule but cannot be held responsible by the customer or any other person in the event that the project isn’t complete on the agreed day. KD MOTION only will be able to specify when the project or any stage of the project has been completed.
ARTICLE 2: consumer obligations
The Customer undertakes to define its needs and to provide KD MOTION with all the information necessary for the smooth running of the project.
In order to ensure the successful completion of the graphic work, the Customer is required to provide any document and information that allows KD MOTION to understand its needs.
The Customer undertakes to treat as confidential any proposal submitted by KD MOTION, and shall not disclose or allow its agents or employees to disclose its content.
The Customer undertakes to provide any shooting authorization necessary for the smooth running of the project if necessary.
The Customer undertakes to take care of the equipment provided by KD MOTION and to return it in the condition in which it was provided to him. Equipment condition will be established at the beginning and end of the rental period.
The Customer undertakes to use the equipment in an environment protected from bad weather, wind and humidity.
ARTICLE 3: Exploitation of work
The Customer expressly authorizes the Service Provider to use his name as a professional reference when prospecting or making commercial contacts.
The Service Provider may present the Customer’s case for the purposes of its professional communication, for journalistic information for the print and audiovisual media, for the establishment of press materials and for the purpose of prospecting or commercial contacts. To this end, the Customer authorizes the service provider to use the creations referred to in the invoice.
The Customer undertakes to respect the integrity of the graphic work. The Customer may not modify the final work without the prior consent of KD MOTION.
This authorization concerns the creations that have been definitively retained by the Customer and is granted in consideration of the payment of all KD MOTION’s remuneration. The transfer of these rights will only be deemed to have been made after the Customer has paid KD MOTION in full for the fees and other remuneration provided for the project’s realization.
ARTICLE 4: Intellectual property
During the communication on the work, the name and quality of KD MOTION will be mentioned. The Customer shall be obliged to preserve the good image of KD MOTION, whatever the circumstances.
At the completeness of project and payment of all instalments from the Customer to KD MOTION, KD MOTION will give the Customer the right to use the final version of its work created in connection with the project for the purposes specified in the project. Copyright ownership (not including source files) of all characters and other design elements created for, or used in, the project is transferred to Customer.
ARTICLE 5: Responsibility
In the event of improper performance or non-performance of the obligations arising from this contract, the defaulting party shall be responsible.
ARTICLE 6: Termination
KD MOTION reserves the right to terminate this contract without formality and without compensation in the event of non-compliance with any of the clauses of these general terms and conditions of sale. The customer who has not complied with these general terms and conditions of sale shall bear all the consequences of termination.
Without the customer coming forward within 30 days, KD MOTION reserves the right to terminate the contract by keeping the deposit paid. If the Customer wishes to continue the project with KD MOTION, KD MOTION may adjust the final amount of service.
The Customer may also request the termination of his contract against payment for the hours already worked on the project.
The sums already received remain acquired by KD MOTION.
ARTICLE 7: Payment
The Customer make a commitment in return for the service to make payment in two parts, 50% in advance and 50% upon presentation of the final invoice.
All advance payments must be made within 10 days of the submission of the invoice sent by KD MOTION (unless otherwise agreed), failing which interest will be increased on the total amount of the advance payment up to 4% above the base rate and KD MOTION reserves the right to stop working on the project if advance payment isn’t made.
Failure to pay will result in legal action if necessary.
KD MOTION will deliver low quality files to the project for approval, and high quality files will be sent upon receipt of full payment of the final deposit.
All prices are net, excluding VAT. Invoices are to be paid within 10 days.
KD MOTION reserves the right to agree payment terms other than those of these General Terms and Conditions of Sale.
Compensation and deductions are excluded.
For any late payment, KD MOTION is entitled to charge default interest of 8% per year.
The changes requested in posteriori on the technical level or on the quantity of elements presented may lead to a modification of the offer prices.
By placing an order, the customer waives any right of set-off and retention. In particular, it is not entitled to withhold payments due to claims.
The customer is fully responsible for the payment of the invoice amount.
Article 8: Binding character
These general terms and conditions of sale are the only conditions applicable to the offers submitted and to all mandates entrusted to KD MOTION.
The customer hereby expressly waives the right to invoke other general terms and conditions of sale and unequivocally acknowledges the general terms and conditions of sale here.
The divergent or additional provisions are only valid in written form, validated and duly signed by KD MOTION. These general terms and conditions of sale cancel and replace previous versions.
ARTICLE 9: Jurisdiction and applicable law
In the event of any difficulty or dispute between the parties in the interpretation, execution or termination of this agreement, the parties agree to seek an amicable solution in the spirit of this contract.
This contract is subject to Swiss law and any dispute or difference arising from the conclusion and performance, respectively improper performance of this contract shall be subject to Swiss law.
If one of the clauses of these general terms and conditions of sale is invalid, this shall not affect the validity of the other clauses.
Except as otherwise provided, are the exclusive jurisdiction for any dispute that may arise between the customer and KD MOTION concerning the interpretation and execution of their contract as well as these general conditions of sale.
All legal transactions with KD MOTION and all contractual disputes with the customer are exclusively subject to Swiss substantive law.
In the absence of other binding rules imposed by a Swiss legal norm, for any dispute that may arise out of, or in connection with, contracts to which these general terms and conditions apply, the District Court of the place of residence of KD MOTION shall have jurisdiction. Swiss law is exclusively applicable.
Nevertheless, KD MOTION has the unilateral right to sue the principal at its ordinary legal venue. Any reproduction, imitation is prohibited and will be prosecuted. (Law 241, Article 5).