Terms and Conditions Europe
1) General
The terms and conditions contained herein represent the entire and only Agreement between the parties. Any conditions imposed on Seller by Buyer shall not form part of the Agreement unless incorporated in writing and signed by both parties.
2) Acceptance
The offer in this Quotation shows an intention to be bound by Seller and must be accepted in full by the Buyer within the timeframe stated in the quotation. Acceptance by telephone is binding, though Seller may require written acceptance, which becomes binding upon receipt by Seller.
3) Price
Prices are effective at the time the order is received by Seller in Mannheim, Germany. If not accepted within the period stated in Section 2, Seller may adjust prices and issue a new offer. Prices are quoted and must be paid in Euros.
4) Taxes/Duties
Prices exclude all taxes or duties. Buyer is responsible for any such charges, which may appear as separate invoice items.
5) Terms of Payment
All payments must be made via electronic wire transfer within 30 days of invoice. If wire transfer is not possible, Buyer must reimburse Seller for alternative payment processing costs.
6) Delivery
Unless otherwise agreed, time is not of the essence. Seller will provide an estimated shipping date upon acceptance. Deliveries are made ex works Avestin Europe GmbH. Storage costs due to Buyer-caused delays are borne by the Buyer.
7) Force Majeure
Parties are relieved from obligations due to unforeseeable, irresistible events. Mere delay does not qualify unless time is of the essence. Notification must be given in writing within two weeks. Both parties must be restored to their prior state.
8) Warranties
Seller warrants goods are free from commercially unacceptable defects and fit for general purpose use. Specific purpose suitability is not guaranteed unless agreed in writing. Buyer must inspect equipment promptly and report defects. Normal wear is not covered. Warranty covers 12 months or 500 hours, whichever is shorter. Unauthorized repairs void warranty.
9) Repairs Not Covered
Repairs outside warranty may be contracted separately. Seller reserves the right to charge for such services.
10) Indemnity
Buyer shall indemnify Seller against claims from damages caused by improper repair, maintenance, operation, lack of training, or regulatory noncompliance. Proper training for high-pressure equipment is the responsibility of Buyer.
11) Patents
If goods infringe patents registered in the EU, Seller may acquire rights, modify/replace goods, or accept return and refund. Seller may handle related legal proceedings. Seller is not liable for infringement from Buyer’s modifications or downstream use.
12) Intellectual Property
Seller retains ownership of all intellectual property, including developed products. Buyer may not claim or misuse this property. Documentation remains Seller’s property and must be treated confidentially.
13) Subsequent Improvements
Seller may improve designs without obligation to upgrade previously sold equipment.
14) Limitation of Action
Breach of warranty claims must be made within 12 months of the breach or the maximum time permitted by law. Repairs do not extend the warranty period.
15) Installation
Buyer is responsible for installation costs unless installation by Seller is requested, in which case fees may apply.
16) Applicable Law
This Agreement is governed by German law, including the United Nations Convention on the International Sale of Goods. All disputes shall be resolved in Mannheim, Germany.
17) Entire Agreement
This document represents the full agreement. It can only be modified in writing. Seller may change terms prior to Buyer acceptance with written notice.
18) Language
This Agreement is written in English by request of the parties. In case of conflict with translations, the English version prevails.
Cet accord a été écrit en anglais à la requête des parties. Toutes différences entre la version anglaise et celle d’une autre langue seront résolues en faveur de la version anglaise.
Auf Wunsch der Teilnehmer wird dieser Vertrag auf Englisch geschrieben. Unterschiede zwischen dem Englischen Text und einer Übersetzung werden mit dem Englischen Text aufgeklärt.