Please carefully read the information below, for your information.
1. General
1.1 These General Terms of Delivery and Payment apply to all our deliveries and services if the customer is an entrepreneur or legal entity governed by public law.
1.2 These General Terms of Delivery and Payment apply only if and to the extent not expressly agreed otherwise.
1.3 The client's general terms and conditions that conflicts with ours only apply to the extent we expressly agree in writing to them. This is true even if we deliver without reservation, even if we know the client's general terms and conditions.
2. Prices
2.1. Unless otherwise agreed in individual cases, the applicable prices shall be those in force at the time of the conclusion of the cooperation, in euro. Additional services are charged separately.
2.2 All prices are net prices and do not include sales taxes, which the customer pays, in addition, at the corresponding legal interest rate.
3. Delivery, delayed delivery, deadlines, cancellation of the contract
3.1 Deliveries are made according to Incoterms® 2010. The place of delivery and completion is our respective production unit.
3.2 Delivery dates and delivery deadlines are not binding. Delivery periods are calculated from the date of confirmation of our order.
3.3 Our contractual obligations are subject to the right and timely delivery by our suppliers.
3.4 With regard to the delivery dates and delivery deadlines that have not been agreed upon, the customer may, after the expiration of these dates, set a reasonable grace period of at least two weeks for the delivery / performance of our services. We can only be in default after the deadline.
3.5 We have a right of retention if the customer is in arrears with his obligations, regardless of the legal reason or legal relationship of the underlying obligations.
3.6 We reserve the right to fully or partially cover delivery obligations through a company that is directly or indirectly controlled by THERMOZEL SA.
3.7 We have the right to some deliveries or services if this is not unreasonable for the customer. As long as they are routine in the business, excessive or reduced deliveries are permitted and do not provide a right of termination.
4. Mission, Transfer of Risk
4.1 If delivery is delayed due to customer failure, the risk of accidental spoilage or loss passes to the customer with the customer's notice that the goods are ready for shipment (inability to accept). The customer is responsible for the storage costs after the risk transfer. All further claims may remain unaffected.
4.2 If the customer fails to accept or violates any other duty of negligence or intent, he or she is entitled to claim damages for the damages incurred, including additional costs.
5. Payment
5.1 Payment must be made within 30 calendar days of the invoice date. The timeliness of the payment is determined upon receipt of payment in the account specified by us. In case of late payment, the regulations apply.
5.2 The expected payment date automatically applies all the legal consequences of the delay. no separate reminder is required to the customer.
5.3 The client has rights of retention and clearing only to the extent that his claim has been determined by a court or is undisputed. In the event of a defective delivery, the customer's compensatory rights, in particular under section 8 of these terms, remain unchanged.
5.4 In the event of late payment, account protest or customer interruption, all outstanding claims become payable immediately. In all the aforementioned cases, we also reserve the right to withhold retained deliveries against advance payments or debt securities. All further claims may remain unaffected.
6. Preservation of Rights
6.1 We retain the ownership of the delivered goods up to full payment of all current and future claims arising from the delivery relationship and other existing business relationships with the customer. The customer is obliged to treat the protected products with care and to insure them at their own expense, especially in the event of fire, water or theft.
7. Drawings and specifications of the customer
The customer is responsible for ensuring that the designs and specifications that they provide are correct in terms of content and technical details and that they are free of third party rights.
8. Guarantee
8.1 We warrant that the goods supplied do not have a defect at the time of the transfer of the risk. As regards the infringement of the intellectual property rights of third parties, the regulations of Article 10 apply.
Any specific agreement on the goods supplied is the primary reference / standard for determining the existence of a defect. The specifications or technical delivery terms given to the customer prior to the placement of the order or included in the contract in a manner comparable to these General Terms of Delivery and Payment constitute an agreement on the properties of the products ("Agreed Quality"). The descriptions contained therein do not constitute a guarantee of quality. There are no deviations from the approved quality, since there is no explicit agreement on any deviations. In addition, warranty claims do not exist in the case of physical wear and tear.
8.2 The published specifications on the goods supplied, in particular the designs, images, weight, measurements and performance specifications contained in our product descriptions and publications, should be considered as approximate averages and are not a guarantee for the presence of a specific feature or a quality guarantee.
8.3 If the goods delivered are defective and provided we immediately and in writing notify the defect, at our sole discretion, we will correct the defect or deliver a non-defective replacement. In the event of subsequent enforcement, we are obliged to undertake all statutory costs of remedying the defect, as long as they are not increased by the fact that the goods delivered have been transferred to a place other than the place of performance.
8.4 We assume no liability, guarantee of warranty for information and advice about our deliveries and services that are not contractual obligations. The information and advice provided by us does not exempt the customer from conducting his own tests.
8.5 In the event of a claim for compensation or reimbursement, the provisions of Article 9 shall apply.
9. Liability
9.1 In the event of a breach of obligations, in particular the delivery of defective products or illegal operations, we are liable only for intent or gross negligence, subject to further contractual or legal liability. In the case of mere negligence, we are responsible only for damages resulting from death, physical injury or health damage, as well as breach of a substantive contractual obligation (the fulfillment of which is essential for the proper and proper implementation of the Convention and for the fulfillment of the which the partner contracting party is or should be able to rely on). In case of slight negligence resulting in violation of a substantive contractual obligation, our liability is limited to the damages that are typical for this type of contract and are foreseeable at the time of the conclusion of the contract.
10. Industrial Property Rights
10.1 We only guarantee that the goods are free of industrial property rights of third parties and copyrights in the country in which they were manufactured (the following "property rights").
10.2 In the event that a third party file justifies claims against the customer due to a violation of property rights through the contractual use of goods or services, we will be liable within the time limit set in section 8.6 as follows: We, at our discretion, either obtain authorization for the rights or modify the goods or services in a manner acceptable to the client and in which property rights are no longer violated. If this is not possible under commercially reasonable circumstances or within a reasonable time, the customer is entitled to assign the legal right to cancel or reduce the purchase price.
10.3 The Client undertakes to inform us immediately of any claims by third parties concerning the violation of property rights, not to admit such an infringement and to support us to an appropriate extent to deal with such claims.
10.4 Customer's requirements are excluded if the customer is responsible for violating these proprietary rights or is due to specific customer requirements.
10.5 With regard to claims for reimbursement and reimbursement, the provisions of Section 9 apply.
11. Packaging material
We are not obliged to receive the packaging material. If the packaging material is to remain on the customer, it is responsible for the legally required reuse or recycling of this packaging material at its own expense.
12. Waste
The customer is obliged to comply with his own instructions and legal provisions regarding the disposal of the goods at his own expense.
13. Confidentiality, data protection
13.1. The documents provided to the customer may not be accessible to third parties, copied or used for purposes other than those agreed upon.
13.2 The information provided to us in relation to orders should not be considered confidential unless the confidentiality is obvious or explicitly stated by the customer.
13.3 We note that we store personal data and share it with companies associated with us to the extent necessary to conclude, implement or terminate our contractual agreements with the customer. we do so in accordance with the requirements of the Greek Data Protection Act (3471/2006).
14. Other
14.1 The goods are delivered to THERMOZEL SA's headquarters. In all other cases, they are transferred on behalf of and under the responsibility of the purchaser, except in the case of an agreement or contract.
14.2 Any disputes concerning the receipt, quality, quantity and value of the goods received must be expressed in writing within two working days of receipt. Otherwise, it will be presumed that the goods were received unconditionally even if the purchaser did not sign the reconciliation for any reason whatsoever.
14.3 Refunds are not accepted and replacements of any defective goods are made only if the goods are in their original packaging, intact and after inspection and approval of the sales department's technical department.
14.4 Goods are to be transported for repair and vice versa at the expense of the buyer.
14.5 Acceptance of the customer's billing, as well as all terms, based on this particular item, shall be evidenced in addition to the other and only by the retention of the item in it, unless there is a written disagreement within 3 days of the date of issue of the item.
14.5 Payment of the invoice shall be made within 30 days of the date of issue shown on the front page, unless otherwise agreed and in writing. Any delay is charged with legal interest.