Page 258 - MRF_German

SHAPING STEEL SOLUTIONS

• The Seller reserves the right to deliver orders corresponding only to units Compensations will always be adjusted to the material value either through its
P corr the credit or replacement of the damaged product and with a maximum of the amount
toler 10% paid at the time of purchase of the product. The most favorable Solution will always
• Seller, being the only possible indemnity action due to delay and without it ever be sought within a reasonable framework for the parties, as well as with the least
exceeding the total value of the delayed Products. possible economic impact.
• Unless intent or gross negligence can be detected in the Seller’s delay, the Buyer 9. SAMPLES
may not refuse to supply the Products, suspend the performance of its obligations, The supply of samples by the Seller is subject to the processing of a sample

especially payment obligations, or call for cancellation of the sale. or r product, agr the

• The risk, the responsibility of the transport and insurance, as well as the point of corr b Seller. the
delivery, are regulated by the Incoterms 2020 agreed in the particular conditions, Seller alway prevail.
in the offer sent or in the accepted order. 10. SALE AND TRANSFER OF LIABILITY
• The deadlines indicated in the order confirmation are merely informative and may The conditions shall be fixed between the Seller and the Buyer within the terms and
be subject to occasional variations that will be notified to the Buyer aS Soon as conditions established in each case. For its validity it will be imperative to have an
possible. offer / accepted order in force reflecting the same and its validity date.
• The goods shall remain in the possession of the Seller until they have been paid for In case of reaching the expiration date of the offer / accepted order and prolonging
in full by the Buyer. In the event of non-payment, the Seller is entitled to reclaim and the collaboration, these will automatically maintain their validity in the operations to
recover the unpaid goods at the Buyer’s expense. This does not exclude possible be carried out.
surcharges for other items. The setting of the conditions shall be the sole responsibility of the Seller and shall
6. ACCEPTANCE OF ORDERS prevail over any other indicated in documents issued by the Buyer.
The Buyer’s orders shall not be considered final until they have been confirmed and The terms of delimiters regarding the transfer of responsibility for the shipment of
accepted in writing by the Seller. goods will be in accordance with the Incoterms 2020.
The Seller reserves the right not to fulfill the order if the Buyer is not up to date with The Seller reserves the right of unilateral termination of the agreement if the Buyer
their outstanding payment obligations or if there are clear indications that the Buyer breaches any of the conditions set forth in these GSC or those agreed between the
may not be able to meet the payment within the specified terms/conditions. parties.
11. TERMS AND PAYMENTS
The order is deemed to be accepted by the Seller in its terms and conditions from the
moment the written confirmation is sent by the Seiler. The Seller will indicate in its order confirmation the terms and conditions for the
payment of invoices. These shall be the only valid and binding terms and conditions.
In the event that the Buyer cancels an order placed prior to shipment the Seller shall If these do not appear in the confirmation, the following shall apply: “in advance” if
be entitled to carry forward all charges incurred up to the time of cancellation and there is no credit line, or in accordance with the credit line granted and approved by
any raw materials/products which are already manufactured and cannot be used for the Seller.
any other purpose.
There shall be no right to cash discounts or deductions of any kind by Buyer unless
7. WARRANTY these have been mutually agreed to in writing by the Seller.
The Seller provides a six-month warranty from the date of material availability to the Invoices shall be payable to the accounts indicated on the invoices issued by the
buyer according to the agreed conditions. This warranty will caver any non-detectable b tr accor curr the
defect or failure that our product may suffer due to faults derived from its production established deadlines.
and under a use within the designated application for the same. The Seller reserves the right of partial shipments and their invoicing, being the Buyer
Any different use, alteration of the product or its defective installation by the Buyer not responsible for the payment of these partial shipments according to the agreed
respecting the instructions provided by the Seller renders this warranty null and void. conditions and deadlines.
Any admission of a claim will entail the correction, repair or replacement of the The Seller reserves the right to issue surcharges for late payments, as well as
defective product, or the refund of the amount paid by the Buyer at the time. No other penalties for costs associated with the claim of such non-payments.
claim is admissible that exceeds such as penalties, expenses of others or derived In the event that the Buyer is not up to date with its payments, the Seller may suspend
from loss of income. and/or cancel the supply of Products at any time until the situation is regularized.
The application, use and maintenance of each product is governed exclusively by 12. FORCE MAJEURE
the indications in the documents issued (and in their latest version) by the Seller Force majeure shall be considered to be any event of any nature beyond the
(Technic Sheets, Manuals, Drawings).

reasonable control of either Party, such as, in particular, strikes or lockouts of
r an without an nature, transport, cause, or

notice. Buyer r request r pro pr Products,
from the Seller the documents he deems necessary. ex ra materials, breakdowns

Any other application must be confirmed in writing by a valid and authorized or explosions. Independently of the causes that are legally considered as force
representative of the Seller in order to maintain the guarantees and rights described Majeure, an breakdo par in

above. pr delay products, raw

8. CLAIMS AND RETURNS materials essential to production shall be considered as such.
If the products show apparent damage, the Buyer must notify it in writing at the same Whenever there is a cause of force majeure, the Seller may postpone the delivery of
time of availability or delivery, with the anomaly expressly and detailed noted in the its products or services for the duration of this and its effects, or cancel the order, if
delivery note. applicable.
If the products were to present any defect in quantity or quality, the Buyer must When this happens, no compensation may be claimed by the buyer.
notify the Seller in writing within twenty-one (21) natural days from the availability 13. MISCELLANEOUS
of the products at the Seller’s premises, or within seven (7) days if they are delivered In the event that the competent Courts declare any provision of these GSC null and
by the Seller at the client’s premises, according to the particular conditions of the void, this shall not affect the remaining provisions of these GSC which shall remain
transportation insurance contracted by the Seiler. in the event of hidden defects or
defects that are not reasonably detectable upon receipt of the merchandise, the Buyer in force.
must notify the Seller in writing within six months from the availability or delivery of Any discrepancy or conflict between the parties related to the supply of Product
the supplied products. For the processing of this claim, it will be essential to provide or any obligation, performance or right of the parties arising from the execution of
documentary evidence that unequivocally demonstrates the facts being claimed, so the offer sent or the order accepted, always and in any case imperatively shatl be
that it can be determined whether it is admissible and addressed: delivery notes, subject to Spanish jurisdiction and the laws in force in Spain, excluding any validity or
photos, videos, or reports. If necessary, the buyer will facilitate the shipment or enforceability of any other jurisdiction or foreign law.
collection of the defective parts or materials for their evaluation and analysis. For the interpretation and fulfillment of the obligations arising from this contract, the
No return of material will be accepted without prior acceptance of the return order parties, expressly waiving any other jurisdiction that may correspond to them, agree
by the seller. to submit to the jurisdiction of the courts and tribunals of the Seller’s domicile.
Any claim that may occur outside the indicated period, without the supporting These GSC are drawn up in Spanish and English, with the Spanish version prevailing
documentation or the corresponding proofs, or that is outside the coverage of the and being authoritative in case of discrepancy.
guarantee, does not oblige the Company to assume the same and it will be the
exclusive decision of MRF to accept it for processing if it is so considered.

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