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Standard Terms and Conditions for Sales
1.1. These Terms and Conditions apply to all offers, quotations, and contracts made by Zintex (hereinafter referred to as “Vendor”) to its buyers (hereinafter referred to as “Buyer”).
1.2. These Terms are subject to any overriding laws or regulations and may be modified by written agreement between Vendor and Buyer.
1.3. Any provisions in Buyer’s documents that conflict with these Terms are explicitly excluded unless agreed upon in writing by Vendor.
3.1. Prices in the Offer are based on the current cost of raw materials, manufacturing, exchange rates, shipping, and any other relevant costs at the time of the Offer.
3.2. Prices are subject to change if there are increases in any of the aforementioned cost factors prior to delivery. Vendor reserves the right to pass on these increases to Buyer.
3.3. Unless otherwise agreed, the prices are exclusive of taxes, import duties, and shipping costs.
5.1. Product applications and technical advice are provided for guidance only and shall not create any liability on Vendor’s part, except as explicitly stated in writing.
5.2. Any samples or product specifications are provided for indicative purposes, and Vendor does not assume any liability for their accuracy unless confirmed in writing.
7.1. Vendor is committed to delivering the goods on time, but any agreed delivery periods are estimates and are not deemed to be strict deadlines.
7.2. If Buyer fails to accept the goods on the scheduled delivery date, Vendor reserves the right to charge storage fees and hold Buyer accountable for any additional costs incurred due to the delay.
9.1. Vendor’s liability for defects or non-conformance with the contract is limited to the terms and conditions provided by the European manufacturer(s) supplying the goods.
9.2. Vendor shall not be liable for any consequential, indirect, or incidental damages arising from the use or inability to use the goods.
9.3. Buyer is responsible for ensuring that the goods are used according to the specifications and guidelines provided.
11.1. The goods supplied remain the property of Vendor until the full payment of all amounts due under the contract has been made.
11.2. If payment is not made within the agreed terms, Vendor reserves the right to reclaim the goods from the Buyer.
13.1. All contracts and agreements governed by these Terms are subject to the laws of the jurisdiction in which Vendor operates, unless otherwise agreed in writing.
13.2. Any disputes arising from these Terms or related contracts shall be subject to the exclusive jurisdiction of the courts located in Vendor’s jurisdiction, unless the parties agree otherwise.
2.1. All offers made by Vendor are subject to change and are non-binding unless explicitly stated otherwise.
2.2. If Buyer accepts the Offer, a contract will be deemed to have been formed only upon Vendor’s written confirmation of the Order or upon commencement of the delivery of goods.
2.3. Any special conditions or variations to the standard terms should be clearly stipulated in the order confirmation and may reflect conditions from the European manufacturers represented by the Vendor.
4.1. Delivery terms are in accordance with the Incoterms 2020 or as agreed specifically in the Offer or contract.
4.2. The Vendor shall not be liable for any delays. Any delays shall be addressed directly between the Manufacturer and the Buyer, with no obligation or responsibility on the part of the Vendor. Vendor may help with mediating the situation.
4.3. The risk of loss or damage to the goods passes to Buyer once the goods are delivered to the delivery point agreed upon, even if unloading is required, unless otherwise agreed in writing.
6.1. Payments are due according to the terms specified in the contract or as per Vendor’s invoice.
6.2. Buyer must ensure timely payment and is responsible for any bank charges or fees incurred for transferring funds.
6.3. If payment is not received on time, Vendor reserves the right to suspend deliveries or cancel the contract.
8.1. Buyer must inspect the goods upon delivery for any damages or discrepancies in quantity or quality. Any issues must be reported to Vendor within 24 hours from delivery.
8.2. Claims not reported in the aforementioned timeframe will not be considered valid.
8.3. If a complaint is verified, the Vendor may coordinate with the Manufacturer to determine an appropriate resolution, such as repair, replacement, or compensation. Any resolution will be subject to the Manufacturer’s standard terms and conditions.
8.4. The Buyer is not authorized to return any goods without prior written approval from Vendor.
10.1. Vendor will not be liable for any failure or delay in performance due to causes beyond its reasonable control, including, but not limited to, natural disasters, wars, strikes, and any other unforeseen circumstances.
10.2. In case of force majeure, Vendor may extend delivery times or cancel the contract if the event of force majeure continues for an extended period.
12.1. All intellectual property rights related to the goods and products supplied by Vendor, including technical specifications, designs, and documentation, remain the sole property of the Vendor or the European manufacturers.
12.2. The Buyer is prohibited from reproducing, distributing, or disclosing any such intellectual property without the explicit written consent of Vendor.
14.1. The goods supplied under any offer are subject to the terms and conditions of the respective European manufacturer(s), which are incorporated by reference in these Terms.
14.2. Buyer agrees to comply with the manufacturer’s terms, which are available upon request and will be provided upon the confirmation of the order.