Page 256 - catalogomrf

SHAPING STEEL SOLUTIONS

• Seller, being the only possible indemnity action due to delay and without it amount paid at the time of purchase of the product. The most favorable
ever exceeding the total value of the delayed Products. solution will always be sought within a reasonable framework for the parties,
• Unless intent or gross negligence can be detected in the Seller's delay, the as well as with the least possible economic impact.
Buyer may not refuse to supply the Products, suspend the performance of 9. SAMPLES
its obligations, especially payment obligations, or call for cancellation of the The supply of samples by the Seller is subject to the processing of a sample
sale. order reflecting the type of product, supply conditions and costs agreed with
• The risk, the responsibility of the transport and insurance, as well as the the corresponding written confirmation of samples by the Seller. The details in
point of delivery, are regulated by the Incoterms 2020 agreed in the the Seller's documentation shall always prevail.
particular conditions, in the o er sent or in the accepted order. 10. SALE AND TRANSFER OF LIABILITY
• The deadlines indicated in the order confirmation are merely informative The conditions shall be fixed between the Seller and the Buyer within the
and may be subject to occasional variations that will be notified to the Buyer terms and conditions established in each case. For its validity it will be
as soon as possible. imperative to have an o er / accepted order in force reflecting the same and
• The goods shall remain in the possession of the Seller until they have been its validity date.
paid for in full by the Buyer. In the event of non-payment, the Seller is In case of reaching the expiration date of the o er / accepted order and
entitled to reclaim and recover the unpaid goods at the Buyer's expense. prolonging the collaboration, these will automatically maintain their validity in
This does not exclude possible surcharges for other items. the operations to be carried out.
6. ACCEPTANCE OF ORDERS The setting of the conditions shall be the sole responsibility of the Seller and
The Buyer's orders shall not be considered final until they have been shall prevail over any other indicated in documents issued by the Buyer.
confirmed and accepted in writing by the Seller. The terms of delimiters regarding the transfer of responsibility for the
The Seller reserves the right not to fulfill the order if the Buyer is not up to date shipment of goods will be in accordance with the Incoterms 2020.
with their outstanding payment obligations or if there are clear indications that The Seller reserves the right of unilateral termination of the agreement if the
the Buyer may not be able to meet the payment within the specified Buyer breaches any of the conditions set forth in these GSC or those agreed
terms/conditions. between the parties.
The order is deemed to be accepted by the Seller in its terms and conditions 11. TERMS AND PAYMENTS
from the moment the written confirmation is sent by the Seller.
The Seller will indicate in its order confirmation the terms and conditions for
In the event that the Buyer cancels an order placed prior to shipment the Seller the payment of invoices. These shall be the only valid and binding terms and
shall be entitled to carry forward all charges incurred up to the time of conditions. If these do not appear in the confirmation, the following shall apply:
cancellation and any raw materials/products which are already manufactured "in advance" if there is no credit line, or in accordance with the credit line
and cannot be used for any other purpose. granted and approved by the Seller.
7. WARRANTY There shall be no right to cash discounts or deductions of any kind by Buyer
The Seller provides a six-month warranty from the date of material availability unless these have been mutually agreed to in writing by the Seller.
to the buyer according to the agreed conditions. This warranty will cover any Invoices shall be payable to the accounts indicated on the invoices issued by
non-detectable defect or failure that our product may su er due to faults the Seller by bank transfer and in accordance with current Spanish legislation
derived from its production and under a use within the designated application within the established deadlines.
for the same.
The Seller reserves the right of partial shipments and their invoicing, being the
Any di erent use, alteration of the product or its defective installation by the Buyer responsible for the payment of these partial shipments according to the
Buyer not respecting the instructions provided by the Seller renders this agreed conditions and deadlines.
warranty null and void.
The Seller reserves the right to issue surcharges for late payments, as well as
Any admission of a claim will entail the correction, repair or replacement of the penalties for costs associated with the claim of such non-payments.
defective product, or the refund of the amount paid by the Buyer at the time. No
other claim is admissible that exceeds such as penalties, expenses of others or In the event that the Buyer is not up to date with its payments, the Seller may
derived from loss of income. suspend 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 the indications in the documents issued (and in their latest version) by the 12. FORCE MAJEURE
Seller (Technical Data Sheets, Manuals, Drawings). Force majeure shall be considered to be any event of any nature beyond the
The Seller reserves the right to modify the documentation at any time and reasonable control of either Party, such as, in particular, strikes or lockouts of
without prior notice. It shall be the Buyer's responsibility to inform himself and any nature, interruption of means of transport, whatever their cause, legal or
to request from the Seller the documents he deems necessary. regulatory provisions a ecting the production or distribution of the Products,
exceptional di culties in the supply of raw materials, machinery 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 majeure, any breakdowns that paralyze the installations and other
described above. disturbances in the manufacturing process and delays in the delivery of
8. CLAIMS AND RETURNS products, services or raw materials essential to production shall be
If the products show apparent damage, the Buyer must notify it in writing at the considered as such.
same time of availability or delivery, with the anomaly expressly and detailed Whenever there is a cause of force majeure, the Seller may postpone the
noted in the delivery note. delivery of its products or services for the duration of this and its e ects, or
If the products were to present any defect in quantity or quality, the Buyer must cancel the order, if applicable.
notify the Seller in writing within twenty-one (21) natural days from the When this happens, no compensation may be claimed by the buyer.
availability of the products at the Seller's premises, or within seven (7) days if 13. MISCELLANEOUS
they are delivered by the Seller at the client's premises, according to the
particular conditions of the transportation insurance contracted by the Seller. In the event that the competent Courts declare any provision of these GSC null
In the event of hidden defects or defects that are not reasonably detectable and void, this shall not a ect the remaining provisions of these GSC which
upon receipt of the merchandise, the Buyer must notify the Seller in writing shall remain in force.
within six months from the availability or delivery of the supplied products. For Any discrepancy or conflict between the parties related to the supply of
the processing of this claim, it will be essential to provide documentary Product or any obligation, performance or right of the parties arising from the
evidence that unequivocally demonstrates the facts being claimed, so that it execution of the o er sent or the order accepted, always and in any case
can be determined whether it is admissible and addressed: delivery notes, imperatively shall be subject to Spanish jurisdiction and the laws in force in
photos, videos, or reports. If necessary, the buyer will facilitate the shipment or Spain, excluding any validity or enforceability of any other jurisdiction or
collection of the defective parts or materials for their evaluation and analysis. foreign law.
No return of material will be accepted without prior acceptance of the return For the interpretation and fulfillment of the obligations arising from this
order by the seller. contract, the parties, expressly waiving any other jurisdiction that may
Any claim that may occur outside the indicated period, without the supporting correspond to them, agree to submit to the jurisdiction of the courts and
documentation or the corresponding proofs, or that is outside the coverage of tribunals of the Seller's domicile.
the guarantee, does not oblige the Company to assume the same and it will be These GSC are drawn up in Spanish and English, with the Spanish version
the exclusive decision of MRF to accept it for processing if it is so considered. prevailing and being authoritative in case of discrepancy.
Compensations will always be adjusted to the material value either through its
credit or replacement of the damaged product and with a maximum of the

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