Terms and Conditions of Sale and Delivery REMA TIP TOP LATIN AMERICA
1.General information
1.1 All - including future - deliveries to the customer are covered exclusively by these Terms and Conditions of Sale and Delivery. Other terms and conditions of the customer are only valid if we have expressly approved them in writing. Even if we have contracts that have conflicting or deviating conditions, these do not apply and our terms of Sale and Delivery apply exclusively.
1.2 All agreements and legally relevant declarations of the contracting parties are only valid if they are made in writing.
1.3 The contract is only considered concluded after we have confirmed it in writing to the customer that the order discussed with our sales representatives or in the webshop has been submitted and the listed conditions executed or if the order is tacitly made these conditions are fulfilled.
2. Scope of delivery, regulations and technical documents
2.1 For the scope and execution of the deliveries and services, our order confirmation is authoritative. Materials or services that are not included in it will be added on later
2.2 Partial deliveries are permitted and will be invoiced separately. If products have been ordered on call unless otherwise expressly agreed in writing, we are entitled to deliver the products to the customer three months after the agreed on-call date without further inquiries and to invoice them.
2.3 The delivery of the products takes place, unless otherwise agreed, in accordance with the relevant sales documents/specifications. We reserve the right to make changes and minor alterations without the customer being entitled to a surcharge.
2.4 Our products are manufactured, tested and documented according to our technical
specifications. If additional documents are to be submitted, this must be specifically agreed.
2.5 At the latest when placing the order, the buyer must inform us in writing of further statutory, official and other regulations and standards that relate to the execution of the deliveries and services, the operation and the prevention of illnesses and accidents. In any case, we are only obliged to comply with other regulations and standards if we have confirmed this with the customer in writing.
2.6 Brochures and catalogues are, unless expressly agreed otherwise, not binding. Information in technical documents is only binding if it is provided in writing
3. Prices
3.1 The prices can be found in our price lists. Unless otherwise stated in the price lists the prices for commercial customers are net, ex works from the indicated fabrication unit, without packaging, transport, insurance, VAT, other taxes and duties (e.g. Customs duties), without assembly, installation and commissioning, etc.
3.2 The prices are subject to change. In the case of obvious errors, such as calculation errors, we are
entitled to cancel or amend an offer or order confirmation.
3.3 We are entitled to provide the customer with any additional costs if the customer accepts the products later than agreed.
4. Terms of payment
4.1 Unless otherwise agreed between the contracting parties or in the currently valid price lists, our invoices are to be paid within 30 days at our domicile without deduction of discounts, expenses, taxes, levies, fees, customs duties, etc.
4.2 After expiry of the payment period, the statutory default interest of 1% per month of delay is payable without further reminders.
6. Delivery time
6.1 The delivery period begins with our written order confirmation and after any technical issues have been completely resolved.
6.2 The delivery period will be extended appropriately:
- if the information we need for the execution of the order is not provided to us in a timely manner
or if the customer subsequently changes them;
- if payment deadlines are not met, letters of credit opened too late or the necessary import licenses do not arrive in time;
- if obstacles arise that we cannot fix despite the application of due care regardless of whether they are created by us, the customer or a third party.
6.3 The delivery dates specified in the offers and order confirmations are set in such a way that they can be adhered to if the manufacturing process runs according to plan. A delay in delivery for the reasons stated in section 6.2 does not give the customer the right to withdraw from the contract or claim compensation.
6.4 Should a delivery be delayed and we could not contact the customer at short notice to help out with a replacement delivery, the customer is entitled to a replacement of the damage caused directly by the delay, up to a maximum of 5% of the price of the delivery.
7. Delivery, transport and insurance
7.1 Our products are packed for transport within the production facilities at the respective countries of origin. Special requests from the customer for transport and insurance must be submitted to us in time, at the latest 30 days before shipment.
7.2 The transport is carried out at the expense and risk of the customer. Related complaints with the transport, the last carrier must be notified immediately in writing as soon as the customer has received the delivery or the freight documents.
7.3. Insurance against damage of any kind is the responsibility of the buyer. Disclaimer: if we take out an insurance policy on behalf of the customer, it is on their account.
8. Transfer of benefit and risk
When the products are ready for shipment and customer is duly informed of such readness, the benefit and risk pass on to the customer.
9. Inspection and acceptance of the products, notification of defects
9.1 The customer must inspect the products immediately upon receipt at destination port and inform us of any defects immediately, but at the latest within 7 days, in writing. If this is omitted, the products and services are considered approved.
9.2 Any (hidden) defects that occur later must be reported to us in writing immediately after they appear, at the latest within 3 days. The defect and the circumstances that led to a defect must be precisely stated.
10. Claims for defects, warranty
For defects, we shall pay to the exclusion of further claims, but to the extent of no more than with regard to the claims to which we are entitled to our suppliers, the following guarantee:
10.1 All parts with a defect that can be proven to be defective as a result of circumstances prior to the transfer of benefit and risk to the customer as being defective. The replaced parts are to be returned to us and become our property.
10.2 The customer has to give us the necessary time and opportunity to carry out necessary repairs or replacement deliveries at our discretion,
10.3 We shall bear the direct costs arising from the repair or replacement delivery, provided that the complaint is justified. The cost of removal and installation, and the transport and travel costs are borne by the customer.
10.4 The customer is obliged to withdraw from the contract within the scope of the statutory provisions if we have set a reasonable deadline for rectification or replacement delivery due to a material defect despite a written reminder with a reasonable grace period. If there is only a minor defect, the customer is only entitled to a reduction of the purchase price.
10.5 We assume no liability in the following cases: Unsuitable or improper use, installation or commissioning by the customer or third parties; natural wear and tear; incorrect or negligent treatment; improper maintenance, modifications and repairs by the customer or third parties; unsuitable equipment (chemical, electrochemical or electrical).
11. Consequential damages, liability
11.1 We are only liable for damage that has not occurred to the product itself if the customer proves that the damage was caused by us through gross negligence or intent. We are not liable for misconduct by vicarious agents.
11.2 Claims by the customer for compensation for indirect damages such as loss of production, increased operating costs, loss of use, loss of orders, lost profit and other indirect damages are expressly excluded.
11.3 Our liability is limited to the contract value.
12. Software usage
If software is included in the scope of delivery, the customer will receive a non-exclusive right to use the delivered software version and the associated documentation. The Software is intended to be used exclusively with the product. Reproduction of the delivered software version is not permitted. All rights to the software and documentation belong to us.
13. Installation and commissioning
13.1 If we take over the assembly and commissioning, this will be charged separately.
13.2 If the assembly is carried out by us, the customer ensures that all the necessary on-site work (foundations, supply of electrical connections, sufficient lighting and ventilation, etc.) has been completed and unimpeded access is guaranteed and that necessary installation and commissioning tools and installations such as scaffolding, lifting and conveying equipment, electrical and sanitary installations, switches, contactors, equipment - such as hydraulic oils for lifts - etc. are available at the assembly site.
13.3 If the installation or commissioning is delayed by circumstances that we are not responsible for the delivery period is extended and the additional effort is billed to the customer.
14. Amendment of the contract
Changes or additions to our terms and conditions are only valid if these are agreed in writing.
15. Place of performance, place of jurisdiction and applicable law
The place of performance and jurisdiction is Brazil, Court of Justice of state of São Paulo
These Terms and Conditions of Sale and Delivery are subject to Brazilian law
REMA TIP TOP LATIN AMERICA.
According to Brazilian legislation, the customer becomes the owner of the product after issuing the purchase order. If there is no payment, the customer must pay the amount referring to the purchased product.