GENERAL CONDITIONS OF SUPPLY
1. CONCLUSION OF THE AGREEMENT, APPLICATION OF CONDITIONS
1.1. An agreement is concluded in case Solidpump Europe SIA receives a written order from the other party (Buyer) and accepts the order. Acceptance of order is effected by an order confirmation or invoice issued by Solidpump Europe SIA.
1.2. Delivery is made by Solidpump Europe SIA in accordance with these Conditions of Supply. Their application for subsequent legal relationships is also agreed. Any deviations from these Conditions are only applicable if and insofar as these have been agreed in writing between Solidpump Europe SIA and the Buyer.
2. CONDITIONS OF DELIVERY
2.1. Terms of delivery under the present Conditions are understood as FCA Riga, Uriekstes iela 14a (as understood by Incoterms®, 2010, ICC, Paris). All risks related to transportation of the Goods are therefore on Buyer, which shall cure the proper choice of the carrier and means of transportation, as well as any possible insurance coverage.
3.1. Prices and total cost of the sold Goods will be indicated in an order confirmation or invoice. Prices apply ex warehouse Riga, unless specified otherwise in an order confirmation or invoice.
4. TERMS OF PAYMENT
4.1. Buyer shall, unless otherwise agreed between the parties, pay for the Goods in EURO in full prior to their delivery, in accordance with invoice from Solidpump Europe SIA. If payment is not made in time, Solidpump Europe SIA can not be held responsible for any late deliveries as delivery will not be made until Solidpump Europe SIA has received full payment.
5. DELIVERY DATES
5.1. The Goods shall be delivered on the date set out by the Solidpump Europe SIA in the order confirmation or invoice. In the event of delay in delivery of any of the Goods, the Buyer has the right to require from Solidpump Europe SIA to pay a penalty amounting to 0.1 % of the price of the Products so delayed for each full week of the delay, but not exceeding 3 % of the price of such Goods. In the event of delay in delivery of any of the Goods (excluding force majeure events) for more than 30 calendar days from the date set out in the order confirmation/invoice, the Buyer may, by giving a notice to Solidpump Europe SIA, refuse acceptance of the Goods affected by such delay and claim re-payment by the Solidpump Europe SIA of the amounts of the purchase price paid by the Buyer to the Solidpump Europe SIA for such Goods, and Solidpump Europe SIA should return above mentioned amounts to the correspondent account of the Bank of the Buyer within 90 calendar days after receipt of Buyer’s claim.
5.2. No direct or indirect damages in excess of the penalty and/or the late refund interest as set forth in this clause 5.1 shall be payable by the Solidpump Europe SIA to the Buyer in the event of delay in delivery of any of the Goods.
6.1. The Goods shall be delivered in the standard packing, which is to provide full standard safety of the Goods against any kind of damage during their transportation by road transport.
6.2. Solidpump Europe SIA should prepare a packing list for each shipment with the list of packages in English, their amount, gross and net weight of each package.
7.1. Force-major circumstances (namely wars, natural disasters, fires, strikes, decrees of public authorities and other cases of force-major) release the Solidpump Europe SIA from the responsibility to supply goods for the period equal to force-major duration and proportionately to actual force-major circumstances.
7.2. Solidpump Europe SIA should notify the Buyer about predicted or actual force-major events within 10 days after learning about force-major circumstance.
7.3. The period of force-major duration should be confirmed by the Chamber of Commerce of the respective country.
7.4. Issues concerning actions of the parties under force-major circumstances and force-major results should be addressed and settled by negotiations.
8. INDUSTRIAL PROPERTY RIGHTS
8.1. Solidpump Europe SIA reserves title and copyright to illustrations, models, product descriptions and other documents; they may be divulged to third parties only with our prior express written consent and must be returned to us immediately on request.
9. WARRANTY AND LIMITATION OF LIABILITY
9.1. Unless otherwise expressly authorized in writing, specifying a longer or shorter period, Solidpump Europe SIA warrants for a period of eighteen (18) months from the date of shipment from the Point of Shipment, or twelve (12) months from the date of installation, whichever occurs first, that all products or parts thereof furnished by Solidpump Europe SIA under the brand name Solidpump, hereinafter referred to as the Goods are free from defects in materials and workmanship and conform to the applicable specification.
9.2. Subject to the provisions set forth in clause 9.1, Solidpump Europe SIA undertakes without undue delay to remedy any defects in design, materials or workmanship with respect to the Goods with the exception of consumable material such as wear parts and which defects are not considered as normal wear and tear. This liability is limited to defects, which appear during the warranty period. Within a reasonable time from receipt of notification of defective Goods, Solidpump Europe SIA shall at own expense and at own discretion either deliver appropriate spare parts or replace defective Goods or credit the invoiced price concerned.
9.3. It is expressly agreed that this shall be the sole and exclusive remedy of Solidpump Europe SIA. Under no circumstances shall Solidpump Europe SIA be liable for any costs, loss, expense, damages, special damages, incidental damages or consequential damages arising directly or indirectly from the design, manufacture, sale, use or repair of the Goods, whether based on warranty, contract, negligence, or strict liability. In no event will liability exceed the purchase price of the Goods. The warranty and limits of liability contained herein are in lieu of all other warranties and liabilities, expressed or implied. All implied warranties of merchantability and fitness for a particular purpose are hereby disclaimed by Solidpump Europe SIA and excluded from this warranty.
9.4. Solidpump Europe SIA neither assumes, nor authorizes any person to assume for it, any other warranty obligation in connection with the sale of the Goods. This warranty shall not apply to any Goods or parts of Goods which (a) have been stored not conforming to Solidpump Europe SIA recommendations and with Industry Practices or maintenance manuals; or (b) have been repaired or altered outside of Solidpump Europe SIA facilities unless such repair was authorized in advance by Solidpump Europe SIA or by its authorized representative; or (c) have been subject to misuse, negligence or accident; or (d) have been used in a manner contrary to Solidpump Europe SIA instruction; or (e) have been subject to chemical attack, corrosion or erosion. In any case of products not manufactured and sold under the Solidpump brand name, there is no warranty from Solidpump Europe SIA; however Solidpump Europe SIA will extend any warranty received from Solidpump Europe’s supplier of such products.
10. APPLICABLE LAW
10.1. Any dispute, controversy or claim arising out of or in connection with the goods supply or to the undersigning of these General Conditions of Supply shall be settled by the Latvian Chamber of Commerce and Industry Court of Arbitration in Riga in accordance with its Rules of Arbitration. All agreements to which these General Conditions of Supply are wholly or partially applicable, are subject to Latvian law.
11.1. All the amendments to the orders and deliveries are valid only when coordinated in writing and duly confirmed by Solidpump Europe SIA.
11.2. The documents, messages, the correspondence related to orders and deliveries can be sent by fax or by e-mail. The facsimile signature, as well as the signature in the documents received by e-mail, are legally valid.