General terms of delivery and payment
- Terms and Conditions
The following terms and conditions will apply to all current and future orders, unless otherwise is agreed in writing. General or specific market terms of the customer are excluded except the ones accepted by our company in writing. The unconditional delivery of orders by our company cannot be interpreted as acceptance of any opposite or divergent terms set out by our customers.
- General Terms of Offer and Delivery
Our offers shall be notified without notice. Oral statements of our representatives bind our company after our written confirmation. Contracts are executed exclusively through our written confirmation. Fax, E-mail or any other remote data transmission are also acceptable. Our employees are not authorized to enter into agreements or promises that go beyond the content of the written contract or to modify the general terms of delivery and payment to the detriment of the company. In case of a lack of a binding agreement, images, drawings, weights and measurements of the product on offer shall be calculated approximately. We retain copyrights in cost estimation, plans and other documentation which are not accessible to third parties. In case of a partial delivery contract, delivery must take place within three (3) months, unless otherwise agreed. After this period, we retain the right to issue an invoice for the goods.
- Retention of title
Our company reserve the ownership of any and all goods we deliver till their total repayment.
In case of customer’s unconventional behavior, mainly in case of a delayed payment, we reserve the right to reclaim goods without first making a declaration on withdrawal from the agreement. The customer is obligated to return the goods. The recovery of products originally delivered does not constitute a withdrawal from the contract unless we have declared it in writing. Upon receipt of the delivered goods, we can proceed with their further exploitation. Customers shall bear the cost of recovery of goods.
The customer is required at his/her own expense to keep the product intact during the retention of ownership and to insure it for the value of a new one against the risks of theft, fire, flood etc. He / She is directly obligated to inform us in writing of any pledges or other interference by third parties that could complicate the exercise of our ownership, provide us immediately with all the necessary information for the exercise of our claims as well as to provide us immediately with all the necessary documents.
Despite the obligations aforementioned, in the event that the customer sells the product and it is incorporated into another product, we are supposed as co-owners of the product that our goods have become part of, according to the value of our embodied product.
- Delivery Terms
The risk of loss, destruction or damage of the product it is transferred to the customer at the time the customer is informed that the goods are available in our warehouses. As long as the customer receives the product, the risk is transferred to him/her or to the carrier at the time the products are placed to be loaded, regardless of whether we gave the order to the carrier upon customer’s request. Transport costs shall be borne to the customer unless otherwise agreed. The company is not responsible for any delay due to facts outside the company’s sphere of responsibility, given that the customer is informed that the products are ready for shipping. This politic includes also partial deliveries. In any case during transportation the risk lies with customer. Shipment is insured by us against theft, burglary, transportation, fire, flood and other hazards upon customer’s request and customer’s expense.
The customer is obliged to examine the product for any defects or lack of agreed properties either himself or by specialist at his/her own expenses and most preferable transfer of the risk, if this is possible.
Incremental deliveries are permissible to a reasonable extent.
Early and partial delivery is permitted.
Delivery deadlines commence upon the confirmation of the order, however not until the specification of all the details for the execution of the order and of any other condition set out by the customer, or that should be agreed for the smooth performance of the contract. These terms apply respectively even when a specific delivery day has been agreed. The delivery conditions shall be deemed to be met when products have been sent on time or the customer is informed that the products are ready to be shipped.
In the event that the customer breach the obligation to co-operate (e.g. due to delay or refusal to receive) we retain the right after the expiration of the compliance deadline to take ourselves all the necessary measures and to deliver the products or to withdraw from the part of the order that has not been yet fulfilled. These do not affect our right to claim indemnity for breach of contract or indemnity instead of the execution of customer’s obligations.
I f the customer does not cooperate for the receipt of products or he is delayed, we retain the right to store or send the products at the customer’s expense and risk, and in this case, it is considered that the goods have been well received.
Exceeding the deadline or agreed date for non-customer reasons entitles the customer to invite us to decide within two weeks, on whether we withdraw or we intend to proceed to the delivery in reasonable time. Since we do not respond, the customer retains the right to withdraw from the contract, as long as its execution is out of customer’s interest.
- Prices and payment terms
Unless otherwise agreed, the payment must be completed within 30 days from the date of the issued invoice without any reduction or deduction of any amount of money by the customer. Bank charges are born by the customer. In case of delayed payment, statutory interests plus at least 8% above the limit of common interest are charged without previous customer’s notice. Indemnification for any further damage is not excluded.
All payments will be charged firstly to interest and expenses and then to earlier claims, without taking into account other benefits of the customer
Withholding of payment or offsetting against counterclaims is permitted if only the counterclaims are indisputable or legally binding due to a final court decision.
In the event that reasonable doubts arise about the customer’s ability to pay, such as indicatively delayed payments, non-collection of bill exchange and cheques, cessation of payments, initiation of proceedings for debt settlement, breach of payment terms or in the event of circumstances that may impair the customer’s credit worthiness, all of our claims (receivables) become immediately overdue, even if an extension has been granted. Further, we reserve the right to perform pending deliveries in case of discounting or, in case an appropriate conformal deadline is agreed, to withdraw the contract and to demand compensation for damage instead of the performance of customer’s obligation.
In case that the price’s calculation basis is modified by the delivery date, such as, indicatively prices or/and cost of the material, or/and production or/and labor costs we reserve the right to unliterally adjust the prices accordingly. However, this applies only if the delivery deadline is greater than six (6) months and the price adjustments up to 10%. A higher adjustment requires a new agreement regarding the price. In case such agreement is not reached, we retain the right to terminate the contract within the period of fourteen (14) days upon a written notice.
- Notice of Defects
Light, technically unavoidable deviations in the quality, such as colour, width, weight are not considered as defects. In particular, a light upward or downward deviation up to 10% of the order value of the number of delivered pieces is allowed. In any event, for defects that do not affect adversely or essentially the value and/or suitability of the delivered product, no claims for defects are accepted.
We remain responsible for public statements, particularly in advertisements, only in case we have caused them. Claims for defects as a result of such statements may only be made if the statement has had a substantial impact on the customers market decision. Guarantees undertaken, that are made by our suppliers through warranty statements, relevant advertisements or other documents relating to the product are not binding us. They are binding exclusively on the supplier who stated that he undertakes the guarantee.
Defects must be reported to us in writing within eight (8) days after the receipt of the goods indicating the nature of the defect. Defects which, despite careful examination, cannot be discovered within the same time period should be notified to us, without delay no later than three (3) days after their discovery. In the event of exceeding the aforementioned deadlines, the warranty expires. The certificate of warranty remains in force only for 12 months after the purchase.
If the delivered product is defective or do not comply with a guaranteed quality, we will remove the defect at our choice within an appropriate time frame and without any additional charge of the customer either by improving – repairing the exist one or by delivering a new product free of any defects (later fulfillment). If modifications or repairs are made to the defective product by the customer, we are relieved of our liability for the defects.
If defects in the products recur or if the repair becomes unsuccessful, the customer reserve the right to request a price reduction.
The shipping cost, which was a result of a different delivery address from the originally agreed, will not be accepted and will not be borne by the company. In the event of a legal defect, we may request the termination of the contract instead of removing the defect with later fulfilment.
As to the remainder, terms under par. 6 apply in case of claims for indemnity. Any further customer’s claims due to defects are excluded.
We remain responsible for indemnity of damage and indemnity of any costs due to the breach of contractual and non-contractual obligations (e.g. because of delay or tort) exclusively:
– for deception or gross negligence
– due to a culpable violation of life, physical integrity, and health,
– due to fraudulent concealment of a defect, or
-in accordance with the Law on liability for defective products for personal injury and material damage to personal property.
The aforementioned terms do not change the burden of proof against the customer.
- Force Majeure
Changes on the part of the customer as well as unpredictable, unavoidable events beyond our control (such as strikes and exclusions, operational disturbances, difficulties in the supply of materials and energy, transport delays, staffing shortages, energy and raw materials, measures taken by the authorities, as well as difficulties in obtaining permits, in particular import and export licenses) extend the delivery time accordingly and give us the right to withdraw from the contract in whole or in part. This also applies in case our suppliers face the same obstacles. In such cases indemnity claims are not accepted.
- Data Protection
Business correspondence data is stored to EDP systems and processed by us with the help of electronic data processing means in accordance with the provisions of Greek Law on the protection of personal data – exclusively for the purposes of orders and transactions and execution of the order.
- Applicable Law
In the absence of any other agreement, the place where all services are deemed to be provided in compliance with the supply agreement is our registered office.
The courts of our registered seat have exclusive jurisdiction. Nevertheless, we reserve the right to appeal to the competent courts of the customer’s place.
Greek Law is excluding private international law and the United Nations Convention the International Sales of Goods (CISG) applies exclusively to all legal relations between us and the customers.
- Partial Invalidity
In the event that any of the terms in these General Terms of Sale, Delivery and Payment or a term under other agreements between us and the customers is determined to be or will become invalid, the validity of the remaining provisions of the contract shall not in any way be affected.
The Contracting Parties shall be obliged to replace any invalid term-provision with a valid and enforceable provision that achieves to the greatest lawful extent the economic purposes of such invalid provision. If individual provisions of these delivery terms are void in whole or in part, the remaining provisions shall continue to be fully effective.
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