GENERAL CONDITIONS OF SALE
These general conditions of sale (called for short CGV”) govern the relationships between your, as the BUYER and ASAM S.A., the SELLER (hereinafter referred to as “ASAM”).
All sales of products and / or accessories (hereinafter “products) incurred by ASAM ara subject to the CGV. Any derogation from the terms contained in the CGV must be expressly agreed, by an act signed by the buyer and ASAM. Any other terms and conditions referred to in the orders placed by the Purchaser or its representative and accepted or not by ASAM, directly or indirectly, will not be applicable, even if not expressly rejected by ASAM.
I. SCOPE AND DURATION OF THE CONTRACT
1.1. ASAM manufactures and sells the products identified in the present fiscal invoice.
1.2. The commercial relations between our companies are carried out according to the rules “EX WORKS” (Incoterms 2010), ASAM fulfilling its obligation of delivery when it puts the goods at the disposal of the buyer, at the ASAM warehouse from Iasi county, Romania. Transport costs will be fully supported by the purchaser.
1.3. Transfer of the products ownership takes place when they are fully paid by the Buyer. The goods shipped, even after the invoicing, remain ASAM’s property until they are completely paid by the Buyer.
1.4. The risks transfer from ASAM to the Buyer occurs as follows: at the time of delivery of the products to the carrier if ASAM was the one who organized the shipment or When practically handing over the goods to the Buyer’s representative, if the Buyer managed the pick up from ASAM.
1.5. ASAM shall not proceed with other deliveries if the Buyer has exceeded the maturity of bills from previous deliveries.
II. PRICE AND PAYMENT
2.1. Unless agreed otherwise in the purchase orders or by this invoice, payments for produtcs will be made by bank transfer 15 days after the delivery of goods.
2.2. The packaging is included in the products price and will not be returned to ASAM.
2.3. This invoice is accepted by law if it is not challenged by the buyer within 5 days after issuance.
III. Delivery. Packing and Transport
3.1. The products are considered delivered if they are made available to the buyer at the ASAM warehouse (“EX WORKS” INCOTERMS 2010).
3.2. ASAM can carry out, at a cost, the loading of products in the means of transport, within 24 hours of their arrival at the loading. The costs of days parking and void races will be the responsibility of ASAM. Anchoring products transportation is the responsibility of the carrier.
3.3. The Buyer has the obligation to perform qualitative acceptance of the products within 5 days from the delivery. Qualitative claims must be made by the Buyer in writing, within five (5) days of delivery. This term is a justified limitation period, and in the case of non-communication of deficiencies within it, it shall be considered that the goods were received in good condition.
3.4. These claims do not entitle the Buyer to refuse payment in whole or in part or to pay later than the due date.
4.1. In case of late payment of this invoice, the buyer owes the seller penalties of 0.1% of the unpaid value of the invoice, for each day of delay. The buyer is considered in delay commencing with the date of obligation execution without its notification being required, according to Art. 1523, paragraph 1. Romanian Civil C.
V. FORCE MAJEURE
5.1 The parties will not be liable to each other for the failure to fulfill the obligations assumed under this contract, if the failure to fulfill the respective obligations is caused by the force majeure.
VI. Applicable law and settlement of disputes
6.1 The CGV is concluded in Romania, and the law applicable to the present CGV is the Romanian law. All notifications will be written in Romanian.
6.2 All disputes between parties shall be settled amicably. Otherwise, the disputes will be settled by the competent courts in Romania.
VII. GENERAL PROVISIONS/ MISCELLANEOUS
7.1. (1) Any communication or notification addressed by one of the other parties, including the transmission of this tax invoice, will be considered validly fulfilled if it is sent to the registered office of the party, including if it is sent to the recipient’s official e-mail address, the e-mail address. mail mentioned in the present fiscal invoice and in the firm orders issued by the buyer.
(2) The parties agree that any communication sent from the parties’ official e-mail addresses shall be binding on the parties, whether or not they are accompanied by an electronic signature.
7.2. If the communication is sent by fax or e-mail, it is considered received on the first working day after the one in which it was sent.
7.3. If any individual regulations of these contract become completely or partially ineffective, the validity of the rest of the contract will not be affected.
7.4. CGV are written both English and Romanian language. In case of any conflict between the terms of the English and Romanian language, the clauses in Romanian will govern.