Terms And Conditions
Parties
This sale of goods and products ("Goods") described in the Contract Documents, as defined below, is between Vadgama Metal Works, a proprietor Firm,
with an office at No. 10/A, Keshav Estate, GIDC Udyognagar Shankar Tekri, Jamnagar - 361004, Gujarat, India ("Seller"), and the party placing
the order or accepting Seller's quotation ("Buyer") named in the Seller's Order Acknowledgement (the "OA").
Delivery Penalty & Policy
1. Delivery And Lead Times
Lead times are only approximate insofar as a variation of up to one (1) month is possible, even if a delivery date has been agreed upon with the customer unless
a fixed delivery date has been agreed upon in writing. Confirmed delivery dates are subject to the correct, complete, and punctual delivery of goods to our
premises. A lead time is considered to be on schedule if the delivered item leaves our factory before the expiry of the deadline, or if we have informed the
customer of its readiness for dispatch. The lead time does not come into effect for as long as the customer has not accordingly fulfilled his obligations
such as the provision of technical details and documents, loan approvals, part payments, or guarantees of payment.
We are entitled to carry out partial deliveries insofar as these are deemed reasonable by the customer and are not subsequently detrimental to usage.
1.3. Seller (Vadgama Metal Works) reserves the right to deliver goods in instalments, insofar as they are deemed reasonable by the buyer and will not disrupt the
production process. Each instalment shall be invoiced and paid for separately as though it constituted a separate contract. Shipments made thirty (30) days
after the specified delivery date, if the date is so specified, shall constitute good delivery unless a firm delivery date is agreed upon in writing.
Any delay in delivery or defect in an instalment shall not entitle the Buyer to cancel any other instalment, or delay payment for prior delivery. The
quantity of any instalment of goods as recorded by Seller dispatch from Seller's facility is conclusive evidence of the quantity received by Buyer on delivery
unless Buyer can provide conclusive evidence proving the contrary.
Seller shall not be liable for any non-delivery of Goods (even if caused by Seller's negligence) unless Buyer gives written notice to Seller of the non-delivery
within seven (7) business days of the date when Goods would in the ordinary course of events have been received. Any liability of Seller for non-delivery of
Goods shall be limited to replacing Goods within a reasonable time or adjusting the invoice respecting such Goods to reflect the actual quantity delivered.1.6.
Force majeure occurrences, industrial action measures including strikes and/or lockouts, and other circumstances for which we are not responsible, which are
beyond our control, and which make it impossible to complete an order within the deadline release us from our delivery obligations for the duration of their
occurrence.
The return of sold, defect-free goods is prohibited in principle.
1.8. Applications for insolvency, declarations as per Indian Government Law, emergent payment difficulties, or signs of significant deterioration in the
customer's financial position position entitle us to call off deliveries immediately and to refuse the fulfillment of current contracts for as long as the customer
has not provided consideration in return or provided the appropriate security at our request, without the customer being able to withdraw from the contract or
demand damage compensation.
If the parties have agreed that the Customer shall collect the Goods, the Customer shall collect them from the Supplier's premises as set out in the Order
within 3 Business Days of the Supplier notifying the Customer that the Goods are ready. Otherwise, the Supplier shall deliver the Goods to the location set
out in the Order or such other location as the parties may agree (Delivery Location) at any time after the Supplier notifies the Customer that the Goods are
ready. Delivery of the Goods shall be completed in the case of the customer collection on the goods' arrival at the Supplier's premises as set out in the Order or
in the case of Supplier delivery on the goods' arrival at the Delivery Location.
If the Seller (Vadgama Metal Works) fails to deliver the Goods, its liability shall be limited to the costs and expenses incurred by the customer in obtaining replacement
goods of similar description and quality in the cheapest market available, less the price of the Goods. The Supplier shall have no liability for any failure to deliver
the Goods to the extent that such failure is caused by a Force Majeure Event or the Customer's failure to provide the Supplier with adequate delivery
instructions or any other instructions that are relevant to the supply of the Goods.
The Supplier shall not accept the return of Goods by the Customer to the Seller unless the Goods are defective, in which case the Customer may only return
the Goods if asked to do so by the Supplier in accordance with clause of QUALITY POLICY. The Supplier shall not accept the return of any packaging materials
by the Customer to the Supplier and shall not be responsible for any costs incurred by the Customer in attempting such return. The Supplier may accept the
Customer's own packaging for packing of the Goods, but in such case shall have no responsibility for any losses or damage occurring as a result of the use of
the Customer's own packaging.
2. Dispatch And Transfer of Liability
Liability for the delivery is transferred to the customer upon departure from our factory premises
Liability is transferred to the customer when the goods are ready for dispatch but dispatch is held up for reasons beyond our control and for which we are not responsible.
The risk in the Goods shall pass to the customer upon delivery or, in the case of customer collection, upon loading upon the Customer's vehicle at the
Supplier's premises.
3. Packaging
Single-use packaging is not taken back
4. Securities
We reserve the right to ownership of all our delivered good up until the time that all receivables, including partial and incidental ones owed to us by thecustomer within the scope of our business relationship, have been paid; in this respect, all deliveries are considered as being one comprehensive deliverytransaction. With regard to current invoices, reserved ownership is held to be a security for receivables due. The above provisions also apply to futurereceivables.
The customer is entitled to sell on the purchase item in due course of business. He is also entitled to process or combine it; as such, he thereupon assigns usall receivables resulting from subsequent disposal, processing, combination or other judicial reasons relating to the purchase item (in particular from insurancecontracts or unauthorised dealings) to the value of the invoiced total (incl. VAT). Subsequent disposal denotes usage made by the customer for the purpose ofcontracts of manufacture or supply.
The ownership claim also extends to those products resulting from the processing, mixing or combination of our goods, at their full value, with the outcomebeing that we are considered as the manufacturers of these products.
Should the processing, mixing or combination with goods of a third party give rise to the latter's proprietary rights, we shall then acquire co-ownership inproportion to the objective value of these goods. Should our ownership expire due to the combination or mixing of goods, the customer shall thereupon assignus his ownership and/or reversion rights to the new stock or item to the extent of the invoiced amount of the goods supplied by us, and shall safeguard themfor us free of charge.
Notwithstanding the assignment of his rights, the customer is entitled to call in receivables arising from subsequent disposal, as long as we have notwithdrawn this entitlement. We will not call in the receivables ourselves, provided that the customer duly fulfils his payment obligations towards us. Upon ourfirst written request, the customer is obliged to provide us with the details of the debtors of the assigned receivables, and to inform the debtors of theassignment
In accordance with clause 4.2, we are entitled to withdraw the customer's right to further disposal and to collection of receivables assigned to us withimmediate effect if the customer defaults on payments due to us, if he encounters payment difficulties due to a significant deterioration in his financialposition, or if he fails to fulfil his commitments towards us accordingly. In the event of the customer's application for insolvency, in the event of any default inpayment, in the event of a declaration being made in lieu of an oath as per Indian Government Law or in the event of changes in ownership of the customer'scompany due to payment difficulties, the right to further disposal and collection of receivables assigned to us will expire automatically.
The customer shall safeguard the items forming part of our (joint) property with the care of a respectable trader and free of charge, and will ensure these itemsagainst fire, burglary and other risks.
The customer is prohibited from mortgaging or pawning any supplied goods that are subject to reservation of proprietary rights. In the event of seizure or any
other prejudice to our proprietary rights on the part of a third party, the customer shall immediately inform us thereof and also confirm the proprietary rights
both toward us and the third party in writing. Any remaining costs incurred upon us in spite of the successful outcome of an ensuing legal dispute shall be
borne by the customer.
Applications for insolvency, declarations in lieu of an oath as per Indian Government Law, or signs of significant deterioration in the customer's financial
position, which pose a serious threat to our payment claim and entitle us to cancel the contract, entitle us to recover the goods; in such an instance, the
customer hereby agrees to such recovery. Should this recovery occur, the Parties agree that we will refund or otherwise settle the costs at the usual market
value at the time of recovery. Recovery of goods is only tantamount to withdrawal from the contract if this is expressly stated by us. Costs incurred by recovery
(such as transportation costs) shall be borne by the customer. In cases where there has been no official notice of withdrawal, the customer may only request
the delivery of recovered goods once he has paid the full purchase price and all other costs.
Securities owed to us will not be collected if the value of our securities exceeds the nominal value of the securable receivables by 20 %. The customer can
request the express removal of supplied goods from the reserved property as long as the overcollaterisation does not exceed 20%.
5. Delays
If shipment or delivery is delayed for any reason caused by Buyer or in its sphere of control, including, but not limited to, requests for changes with respect to
Goods, then (i) risk of loss to Goods shall pass to Buyer; (ii) Goods shall be deemed to have been delivered; and (iii) Seller, at its option, may store Goods until
Buyer picks them up, whereupon Buyer shall be liable for all related costs and expenses (including, without limitation, storage and insurance).
Seller will not be liable for any delay in the performance of this Contract, or in the delivery or shipment of Goods, or for any damages suffered by Buyer by
reason of such delay, when such delay is directly or indirectly caused by, or in any manner arises from, fires, floods, accidents, riots, acts of God, war, terror or
insurrection, governmental interference or embargoes (whether by priorities, rationing or otherwise), strikes, labor difficulties, shortages of labor, fuel, power,
materials or supplies, transportation delays or any other cause (whether or not similar to any of the foregoing) beyond Seller's control. Seller shall have the
additional right if any of the above mentioned contingencies occur, at Seller's option, to cancel in whole or in part, this Contract without any resulting liability
and to allocate production and deliveries among customers.
Product Liability & Policy
1. Liability
We shall be liable for all types of damage compensation claims, in particular with regard to faults pertaining to conclusion of the contract, breach of obligations
and unauthorized actions, if we, our staff or associates are found to be guilty of intentional misdemeanor or gross negligence
In the event of damage resulting from death, bodily harm, compromised health, breach of guarantee or breach of basic contractual obligations, we shall also be
liable for slight negligence. In the event of a breach of basic contractual obligations, our liability shall be limited - depending on the type of goods - to
foreseeable, contractually standard and direct average damages. This provision also applies to contractual breaches committed by our staff and associates.
In the event of breached protection rights, we are liable in terms of the above-mentioned provisions, inasmuch and insofar as these protection rights are
violated during the contractually valid use of our goods, provided that these rights are valid in the INDIA and on condition that they are published at the time of
our delivery. This does not apply if we have manufactured the supplied items on the basis of drawings and models or similar descriptions or details provided by
the customer and are not aware, or are not expected to be aware that protection rights have been breached as a result of products developed by us.
Our liability in terms of the provisions of product liability law remains unaffected by the above provisions.
The statute of limitations for claims arising from defects in delivered products becomes effective 1 year after acceptance of the products, however not
exceeding 14 months after the transfer of risk, unless the acceptance is delayed for reasons for which the customer is not responsible. This does not apply to
an item that has been accordingly used for a building and has resulted in the latter's defectiveness; in such instances, the statute of limitations becomes
effective after a 5-year period.
Reduction and withdrawal claims shall not be admitted once the statute of limitations for rectification claims has come into effect.
Claims associated with the manufacturer's right of recourse remained unaffected by this paragraph.
Furthermore, we shall not be held liable.
2. Limited Warranty
The sole and exclusive warranty provided herein is that Goods sold conform to Buyer's specifications (if provided) and are warranted to be free from defects in
material or workmanship as established by Seller's standards of acceptable quality. This express warranty is in lieu of all other warranties, express or implied.
Buyer's remedy under this warranty is to have its account credited with the invoice amount, or at Seller's sole option to have any Goods which contain
manufacturing defects at variance with Seller's standards, or any Buyer specifications, replaced or repaired, provided the specific defect is reported to Seller
within sixty (60) days after the date of initial shipment.
Every such claim under this warranty shall be deemed waived by Buyer and this warranty void:
(i) unless such claim is made in writing within said sixty (60) day period;
(ii) if Goods are not operated, maintained, stored, installed, integrated or commissioned in accordance with the oral or written instructions furnished by Seller
or are repaired or maintained without Seller's express authorization; (iii) if Goods are injured or damaged as a result of water, fire, misuse, accident, or neglect;
(iv) if Goods are modified or altered;
(v) if any required documentation and information relating to such Goods, including technical details, drawings, plans, or specifications provided by Buyer are
inaccurate. Defective Goods may be returned to Seller only after Seller's inspection and then only upon receipt of Seller's authorization and definite
instructions for said return received from Seller. Any Goods returned without Seller's advance written instructions will not be received for replacement, repair
or credit. In no event may defect free Goods be returned.
The foregoing warranty is expressly in lieu of any and all other warranties, and seller disclaims any and all other express warranties and all implied warranties
with respect to goods, including any
(i) warranty of merchantability; or
(ii) warranty of fitness for a particular purpose whether express or implied by law, course of dealing, course of performance, usage of trade or otherwise.
3. Limitation Of Liability
3.1. Seller's liability is limited to the original selling price of goods to be supplied under the contract documents. Under no circumstances shall seller be liable to
buyer or any other person for any incidental, consequential or special damages, losses or expenses arising directly or indirectly from this contract or its
performance or in connection with the storage, use of (or lack of use), or inability to use goods for any purpose whatsoever or for injury to person or damage
to or loss of property or value caused by any of the goods.
3.2. Nothing in these Conditions shall limit or exclude the Supplier's liability for death or personal injury caused by its negligence, or the negligence of its
employees, agents or subcontractors (as applicable), fraud or fraudulent misrepresentation, breach of the terms implied by section 12 of the Sale of Goods Act
1979, defective products under the Consumer Protection Act 1987, or other any matter in respect of which it would be unlawful for the Supplier to exclude or
restrict liability.
3.3. Subject to clause 3.2:
(a) the Supplier shall under no circumstances whatever be liable to the Customer, whether in contract, tort (including negligence), breach of statutory duty, or
otherwise, for any loss of profit, loss of production capacity, loss of business or any indirect or consequential loss arising under or in connection with the
Contract; and
(b) the Supplier's total liability to the Customer in respect of all other losses arising under or in connection with the Contract, whether in contract, tort
(including negligence), breach of statutory duty, or otherwise, shall in no circumstances exceed 100% of the price of the Goods.
4. Intellectual Property Rights
Buyer assumes all patent, copyright, and trademark liability, with respect to all Goods sold to Buyer. Without limiting the meaning of the foregoing, Buyer shall
indemnify and save Seller harmless from and against any loss, cost, claim, expense, or liability for infringement of any letters patent, trademarks or copyrights
or otherwise, resulting from or arising in connection with Buyer's printed matter, design, shape, specifications or the sale or use of any item covered by this
Contract, or Seller's compliance with Buyer's instructions. Buyer shall promptly pay or secure any judgment or recovery which may be obtained against Seller
with respect to any claim covered by the foregoing, and will pay Seller reasonable costs and expenses incurred in evaluating, defending and settling such claim
in any judicial or administrative proceeding or in any negotiations prior thereto. Buyer shall notify the Seller in writing of any claim, demand or suit against Buyer
brought on the ground that use or resale by Buyer, or by anyone purchasing from Buyer, of Goods hereby ordered infringes any patent, trademark, copyright,
tradename, license or other proprietary right of other parties. The Seller shall, at its option, have the right to take control of and defend such claim, demand or
suit at Buyer's expense, to approve counsel and to hire its own counsel at Buyer's expense to participate in such negotiation or litigation.
5. Confidentiality
If shipment or delivery is delayed for any reason caused by Buyer or in its sphere of control, including, but not limited to, requests for changes with respect toGoods, then (i) risk of loss to Goods shall pass to Buyer; (ii) Goods shall be deemed to have been delivered; and (iii) Seller, at its option, may store Goods untilBuyer picks them up, whereupon Buyer shall be liable for all related costs and expenses (including, without limitation, storage and insurance).
Any designs, sketches, engineering drawings, proofs, etc. originated by Seller are submitted in confidence and will not be disclosed by Buyer to any thirdparty. Unless otherwise agreed in writing, such items and all copyrights or patents protecting them are owned by Seller.
Subject to Jurisdiction
1. Place Of Performance, Place Of Jurisdiction, Other Agreements
The customer is only entitled to bring claims arising from the contract subject to our prior agreement
The place of performance for all claims arising from business ties and more specifically from our deliveries is the place from which the delivery was performed
The place of jurisdiction for all claims arising from business ties and more specifically from our deliveries is that of the current head office of the Vadgama Metal Works Group member responsible for the delivered item. This place of jurisdiction also applies for disputes regarding the conclusion and effectiveness of thecontract. However, we are also entitled to bring an action against the customer before the competent courts for his head office.
The law of the Indian Constitution Legal System applies exclusively, without possibility of recourse to its international private legislation, insofar as it refers tothe validity of another legal system. Application of the United Nations Convention on Contracts for the International Sale of Goods is not admissible.
2. Third Party Rights
A person who is not a party to the Contract shall not have any rights under or in connection with it.
3. Governing Law And Jurisdiction.
The Contract, and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims),shall be governed by, and construed in accordance with, Indian law, and the parties irrevocably submit to the exclusive jurisdiction of the courts of India savethat the parties irrevocably agree, for the sole benefit of the Supplier, that the Supplier may bring a claim in any court of competent jurisdiction.
Any contract resulting from Seller's quotation, or acceptance of a purchase order, and all obligations of the parties thereto, shall be construed in accordancewith, and all disputes governed by, the laws of the Indian Legal System (without reference to its conflicts of laws rules), including provisions of the UniformCommercial Code as adopted by Indian Law. The parties expressly reject the applicability to any such contract of the United Nations Convention on Contractsfor the International Sale of Goods. Seller and Buyer submit to the exclusive jurisdiction of the courts, both State and National, located in India. in the event ofany proceedings therein in connection herewith brought by either of them. Any claim arising out of the Contract shall be subject to mediation as a conditionprecedent to the institution of legal or equitable proceedings by either party.
4. Mediation
The parties shall endeavor to resolve their claims by mediation which, unless the parties mutually agree otherwise, shall be in accordance with the CommercialMediation Rules of the Indian Arbitration Association currently in effect. Request for mediation shall be filed in writing with the other party to the Contract andwith the Indian Arbitration Association. The request may be made concurrently with the filing of a civil action but, in such event, mediation shall proceed inadvance of legal or equitable proceedings which shall be stayed pending mediation
for a period of 60 days from the date of filing,
unless stayed for a longerperiod by agreement of the parties or by court order. The parties shall share the mediator's fee and any filing fees equally. The mediation shall be held inSeller's State & Country , unless another location is mutually agreed upon. Agreements reached in mediation shall be enforceable as settlement agreements inany court having jurisdiction thereof.
5. Limitations Of Actions
No action regardless of form arising out of any contract with the Buyer may be commenced more than one (1) year after the cause of action has accrued exceptan action for nonpayment. Buyer shall reimburse Seller for any attorney's fees and other legal expenses incurred in enforcing or defending its rights under anycontract arising from Seller's quotation or an acceptance of Buyer's purchase order.
6. Export Compliance
Any purchase order directed to Seller for any Goods quoted to Buyer must contain the statement: “REPRESENTATIONS AND AGREEMENTS OF COMPLIANCEWITH INDIAN EXPORT LAWS AND REGULATIONS ACCEPTED.” Failure to include such phrase may result in rejection of purchase order.
Prices And Payment
Our prices are given in INR/EURO/USD/GBP. Ex works for Domestic customers, Ex Works, FOB, CIF, DDU for Foreign customers - exclusive of (a) all sales, valueadded, use, excise and similar taxes, including, without limitation, taxes on manufacture, sales and receipts, and (b) all costs of transportation, packaging,insurance and any other costs incurred in respect of shipping and delivery, including export and import duties. All such taxes and costs will be added to Seller'sinvoice and paid by Buyer. Prices are based on current costs and therefore subject to change up to a maximum of 5% to account for foreign exchangefluctuations, changes in the cost of materials and other direct costs beyond Seller's control, provided twenty (20) day's notice is given to Buyer prior to thedelivery date.
Unforeseen changes in the cost of raw materials, labour, material and energy beyond our control entitle us to adjust our prices accordingly, of up to 5 %, if atleast four (4) weeks lie between the conclusion of the contract and the anticipated delivery date. In the event of part deliveries, each delivery may be invoicedseparately. If no prices have been set upon conclusion of the contract, we shall apply the price in effect on the day of delivery.
If no other payment arrangements have been agreed upon in writing, our invoices fall due for payment immediately with no deductions
We are not obliged to accept bills of exchange, cheques and other promissory notes; they are always accepted for the sake of fulfillment
The date of receipt of payment is the date on which the amount is made available to us or has been credited to our bank account
. If the customer delayspayment, we are entitled to charge interest at a rate of 8 % p.a. above the basic interest rate for the duration of the default period.
This does not restrictour right to demand further damage compensation.
If the customer is unable to pay, all receivables owed by the customer from this and other contracts fall due immediately. Furthermore, deliveries forming partof this or of other contracts may be detached from a previous security or a step-by-step payment method.
We do not allow interest on advance and/or interim payments.
The customer is not entitled to offset or withhold payments if his counterclaim is undisputed or deemed to be legally valid by us.Terms of
payment are___________________
, unless otherwise specified on the face of Seller's quotation. Payment shall not be deemed to have been received by Seller unless and untilthe respective amounts have been finally credited to Seller. All payments shall be made in currency of respective Invoices, without any right of setoff ordeduction and all bank fees and charges shall be borne by Buyer. For export shipments, Seller reserves the right prior to manufacture of any Goods to requirepayment pursuant to an irrevocable letter of credit issued by a financial institution acceptable to Seller or by documentary draft specified on the front of Seller'squotation or acceptance. Seller may also elect to obtain credit risk insurance, in which event the premium will be added to the price. Any payment termsspecified on the front of Seller's quotation supersede any inconsistent part of this section. Seller reserves the right to impose a monthly service charge at therate of one and
one-half percent (1 1/2%) on invoices unpaid after
__________.
Buyer's failure to timely and fully to pay an invoice shall operate to make all otheroutstanding invoices of Seller to Buyer immediately due and payable, and at the discretion of Seller, shall be grounds for cancellation of any furtherperformance by Seller. Any collection expenses incurred by Seller shall be borne by Buyer. Such collection expenses shall include Seller's reasonable costs andexpenses (including attorney's fees and court costs) for pursuing, searching for, receiving, taking, keeping, storing, advertising and selling Goods as well asany deficiency resulting from a sale of Goods. The reasonable costs and expenses (including attorney's fees and court costs) of Seller incurred in any defenceagainst third party claims to Goods shall also become part of Buyer's indebtedness to Seller. In addition to the foregoing provisions, and in addition to any otherremedies it may have under the Contract or under applicable law, if Buyer fails to make payment when due, Seller may repossess Goods and put the same intostorage, at Buyer's expense, or dispose of Goods as Seller, in its sole discretion, deems practicable under the circumstances. Buyer hereby authorizes Seller orits agent to enter the premises of Buyer for such purposes and to do such acts and things relating thereto (e.g., bringing in manpower, rigging and liftingequipment, etc.).
Rejection Policy
We are liable for defects found on goods supplied by us in accordance with the following provisions only:
i) The customer shall duly fulfil his inspection and claim obligations in accordance with § 377 HGB.
ii) Complaints shall only be accepted by us if they are submitted in writing
and within 90 days from receipt of Goods.
Complaints lodged against salesrepresentatives, carriers or other third parties shall not be deemed to be filed in due form and due time.
In the event of a defective consignment, we reserve the opportunity - prior to the start of production (processing or installation) - to resolve/eliminate thedefect or redeliver the goods, unless the customer deems this unreasonable. In the event of our inability to do this or in the event of our failure to fulfil thiscommitment immediately, the customer may then return the goods at our risk. In urgent cases, he can - subject to our approval - eliminate the defect by hisown means or by means of a third party at our cost.
If the defect is detected only after the start of production - despite compliance with the obligation stipulated in Clause 1.1 i) - the customer may demandrectification (either in the form of rework or replacement, depending on our choice).
In the event of a replacement, the customer is obliged to return the defective item upon our request.
Annulment of the contract or a reduction in the purchase price shall only be granted if the defect cannot be rectified
within a reasonable period, ifrectification of the defect is likely to incur disproportionate costs, if rectification of the defect is deemed to be unreasonable or for other reasons, is deemed tohave failed. Only in the event of insignificant defects is the customer not entitled to withdraw from the contract.
In the event of a complaint, the customer shall immediately grant us the opportunity to inspect the goods in question; in particular, the incriminated goods shallbe made available to us at our request and at our cost. In the event of unfounded complaints, we reserve the right to demand that the customer bear anytransportation and inspection expenses.
Defect claims shall not be accepted if the fault is due to non-compliance with operating, maintenance and installation instructions, to inappropriate or improperuse or storage, to improper or negligent handling or assembly, to natural wear and tear, or to intervention on the part of the customer or a third party.
The customer may only demand damage compensation and reimbursement for defects due to costs incurred through dismounting and assembly, as well asassociated transportation costs, if this has been agreed upon by contract. This does not apply if the defect was caused deliberately or through grossnegligence and/or resulted in injury to life, body or health.
For products that are not delivered as new in accordance with the agreement, the customer is not entitled to the above-mentioned claims.
Quality Reports & Policy
1.1. For the entire duration of the contract, the supplier undertakes to implement a DIN EN ISO 9000 ff. quality management system guaranteeing us flawlessquality of his goods, to carry out internal audits at regular intervals and to take the requisite measures in the event of deviations being detected. We areentitled to inspect the supplier's quality assurance programme at any time, subject to prior notice. At our request, the supplier shall grant us access toaccreditation and audit reports as well as to testing procedures including all inspection records and documents pertaining to supplies.
1.2. An inherent part of all orders and agreements between suppliers and ourselves is our set of “quality standards” in their current version, which we provide to our suppliers upon request.
2. Modification
Modifications, additions, cancellations or suspensions of any order resulting from Seller's quotation, or any acceptance of a purchase order, shall not beeffective or binding upon Seller unless evidenced in writing on the face of the order or in a separate writing, signed by an authorized manager of both theBuyer and the Seller, expressly stating the terms modified and the nature of the modification.