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Sales terms

1.- Application

1.1 These standard terms of sale and delivery shall apply to extent that they are not waived by written agreement by the parties concerned. Any terms specified by the purchaser which conflict with these standard terms of sale shall not be binding on PRESION Y FUERZA, S.L., even though PRESION Y FUERZA, S.L. fails to make any complaint against them. No deviation from the terms shall apply without the explicit written consent of PRESION Y FUERZA, S.L.

2.- Ordering

2.1 No final agreement concerning sale or delivery shall exist between PRESION Y FUERZA, S.L. and the costumer, until PRESION Y FUERZA, S.L. has given its acceptance as an order confirmation or other explicit written confirmation.

2.2 Quotations, pro forma invoices and other associates correspondence shall not be binding on PRESION Y FUERZA, S.L.

2.3 No cancellation or alteration of orders is regarded as having been accepted until PRESION Y FUERZA, S.L. has confirmed the fact in writing. In case of cancellation or alteration the purchaser shall reimburse PRESION Y FUERZA, S.L.for all reasonable costs incurred in connection with the cancellation or alteration of orders.

3.- Terms of delivery

3.1 All deliveries by PRESION Y FUERZA, S.L. shall be ex works (EXW Incoterms 2000), and the purchaser shall bear all risks in case of loss, damage or delay during transport. In the absence of any agreement to the contrary, transport will be performed using the means PRESION Y FUERZA, S.L. deems best without any liability for PRESION Y FUERZA, S.L. Insurance will only be taken out in the event of a written request by the purchaser.

3.2 PRESION Y FUERZA, S.L. undertakes to take appropriate measures to deliver on time. If a delay nevertheless occurs, entitle to cancel the order. A late delivery shall not entitle the purchaser to claim compensation.

4.- Tax and duty

4.1 In addition to the purchase price, the purchaser shall pay any tax, duty or customs
duty for the purchased goods as well as any necessary expenses connected with the approval of the purchased goods.

5.- Prices

5.1 PRESION Y FUERZA, S.L. reserves the right to change prices until a final order
confirmation has been issued. PRESION Y FUERZA, S.L. also reserves the right to change the prices of confirmed orders in case of change in production costs salaries/wages cost of material, sub-supplies, exchange rates, expenses imposed by public authorities, and the official discount rate (den officielle diskonto).

6.- Terms of payment

6.1 Payment shall be made no later than at the time of delivery ex works, unless otherwise specifically agreed in writing.

6.2 If payment is delayed, PRESION Y FUERZA, S.L. shall be entitled to claim a 2% interest on the purchase price pr month or part of a month, as well as to withhold all future consignments. If payment is delayed, PRESION Y FUERZA, S.L. shall be entitled to demand that the purchaser pays all reasonable costs incurred in connection with legal or non-legal steps taken with a view to collection payment.

6.3 The purchaser shall not be entitled to withhold any payments in respect of alleged claims against PRESION Y FUERZA, S.L. unless such claims have been accepted in witting by PRESION Y FUERZA, S.L. in advance.

6.4 If the purchaser fails to take a delivery of consignments or part-consignments which are ready for delivery on the agreed day, the purchaser shall make a payment anyway as if delivery had been effected, in the absence of any agreement to de contrary.

7.- Property rights

7.1 Until PRESION Y FUERZA, S.L. has received the full payment for products delivered
such products shall remain the property of PRESION Y FUERZA, S.L. even thought the purchaser has started to use or process the products, or started incorporating the products in its own products.

8.- Intellectual property rights

8.1PRESION Y FUERZA, S.L. reserves all rights to the product and their design. Products may not be copied, or given to any third parties with a view to copying the products. All drawings and description sent to the purchaser shall remain the property of PRESION Y FUERZA, S.L. and may not be copied, transfered or shown to any third parties in any other way without the consent of PRESION Y FUERZA, S.L.

8.2 If the provision in clause 8.1 is violated, the purchaser shall pay PRESION Y FUERZA, S.L. the following:

  • 1. Compensation for any loss attributable to unlawful coping.
  • 2. All costs incurred in connection with the legal pursuit of PRESION Y FUERZA, S.L. rights.
  • 3. All costs incurred in connection with the non-legal pursuit of PRESION Y FUERZA, S.L. rights.

9.- Technical changes of approval

9.1 PRESION Y FUERZA, S.L. reserves the right to make technical and other changes in products, including ordered products without notice if it can be done without changing the agreed technical specifications.

9.2 PRESION Y FUERZA, S.L. is not liable for absence or misinterpretation of information
in catalogues and other written material drawn up by PRESION Y FUERZA, S.L.

9.3 The purchaser shall be fully liable for the application, use and operation of any PRESION Y FUERZA, S.L. product, whether or not such application, use or operation has been approved by PRESION Y FUERZA, S.L.

9.4 The purchaser undertakes to apply for all necessary national or international approvals of any product in which PRESION Y FUERZA, S.L. products are used.

10.- Complaints

10.1 If the purchaser wishes to claim that the delivered products are defective, the purchaser must complain immediately to PRESION Y FUERZA, S.L.

10.2 The purchaser shall inspect consignments immediately on receipt to check for any shortages, defects, errors or any other deviations from the contract. If the purchaser wishes to complain to PRESION Y FUERZA, S.L. the purchaser shall submit such complaints to PRESION Y FUERZA, S.L. no later than 10 days after receipt of the products if the relevant defects could have been discovered during the purchaserʼs inspection on receipt of the delivered products.

10.3 Any damage or loss occurring during transport shall be of no concern to PRESION Y FUERZA, S.L.. and claims in such circumstances may only be made against the transport agent concerned.

11.- Rights in case of lack conformity

11.1 PRESION Y FUERZA, S.L. liability for defective products is limited as follows: PRESION Y FUERZA, S.L. is only obliged to perform either re-delivery or repair of the defective product preferred by PRESION Y FUERZA, S.L. and only if PRESION Y FUERZA, S.L. has received the customerʼs written complaint within 12 months of the delivery date.

11.2 If defects are discovered in the design, materials or production of any PRESION Y FUERZA, S.L. products the customer shall complain immediately in writing to PRESION Y FUERZA, S.L. and such allegedly defective product shall then be sent to PRESION Y FUERZA, S.L. or to an address stipulated by PRESION Y FUERZA, S.L. with freight and insurance paid by the sender, accompanied by a description of the reason for such return. If PRESION Y FUERZA, S.L. accepts that the product is defective and the purchaser has complained in time, PRESION Y FUERZA, S.L. shall dispatch the product after replacement or repair sending the defective product to PRESION Y FUERZA, S.L. shall reimburse the purchaser for the freight costs incurred by the purchaser in sending the defective product to PRESION Y FUERZA, S.L`s. place of business, but only if PRESION Y FUERZA, S.L. has approved in writing of the method of dispatch and the costs incurred prior to the dispatch of products.

11.3 The purchaser is responsible for the determining the suitability of PRESION Y FUERZA, S.L. products for specific application.

11.4 PRESION Y FUERZA, S.L. will not in any circumstances remove, replace or remount PRESION Y FUERZA, S.L., products. Redelivery or repair under the guarantee will under no circumstances be performed outside PRESION Y FUERZA, S.L. places of business.

12.- Product liability

12.1 PRESION Y FUERZA, S.L. shall be liable for product liability in accordance with the relevant legislation in this connection, but does not assume liability in any degree beyond that specified by the legislation. Any product liability not laid down by law but which has been developed in accordance with legal practise concerning compensation is thus explicitly waived. In addition, PRESION Y FUERZA, S.L. shall not be liable for operation losses, loss of profits or other indirect losses caused by defective PRESION Y FUERZA, S.L. products.

12.2 The purchaser shall indemnify PRESION Y FUERZA, S.L. to the extent that PRESION Y FUERZA, S.L. is liable vis-à-vis third parties for any damage or loss for wich PRESION Y FUERZA, S.L. is liable vis-à-vis the purchaser in accordance with clause 12.1 above.

13.- Force majeure

13.1 The following circumstances result in exemption from liability if they prevent performance of agreement or make performance unreasonable onerous: labour disputes and any other circumstances beyond the control of the parties concerned, such as fire, war, mobilisation or military call-up of similar dimensions, requisition confiscation, currency restrictions, civil unrest or riots, the absence of transport, general shortages of goods, restrictions in fuel, and defects or delays in deliveries from sub-suppliers due to any of the circumstances mentioned in this clause.

13.2 The circumstances mentioned shall only result in force majeure if their influence of the performance of the agreement at the time of the formation of the agreement was not possible to predict.

13.3 The party wishing to claim any cause of force majeure as mentioned in clause shall without delay inform the other party in writing about the beginning and end of such causes. In case of force majeure on the part of the purchase, the purchaser shall cover the costs incurred by the seller in connection with securing and protecting the PRESION Y FUERZA, S.L. products concerned.

14.- Confidentiality

14.1 The purchaser shall keep strictly secret and not disclose to any third party any
confidential information received through doing business with PRESION Y FUERZA, S.L..

15.- Applicable law and venue for disputes

15.1 Any disagreements or disputes between PRESION Y FUERZA, S.L. and the purchaser shall be settled by Spanish law only.