Terms and conditions

 

1. VALIDITY OF PURCHASE ORDER. Terms and conditions mentioned herein are integral part of every Purchase Order, which constitutes the entire agreement between Buyer and Seller unless otherwise is agreed upon in writing. This terms and conditions shall take precedence over any conflicting terms and conditions printed on Seller’s order acknowledgement forms and/or related documents.

 

2. PRICES. Prices are fixed and firm and include all duties and taxes assessed by any tax authority in the country of origin for products delivered according to Purchase Order. If the price for any product is missing in the Purchase Order, Seller’s price shall be stated on the order acknowledgement and is subject for Buyer’s approval.

 

3. PACKAGING. It is Seller’s responsibility to provide suitable protection and packaging for goods to ensure arrival at destination in satisfactory condition. No packaging will be considered returnable. Seller must mark goods which are hazardous or dangerous with international danger symbols, the name of the material in English and any other relevant information.

 

4. LATE DELIVERY. In case Seller cannot deliver according to confirmed delivery date Seller is obliged to inform Buyer immidiately. If the delay cannot be accepted and it is not due to force majeure, Buyer has the right to cancel the Purchase Order wholly or partially. Extra costs for premium transportation caused by late delivery shall be carried by Seller.

 

5. SPECIFICATION. All products must be delivered in accordance with product specification and/or product reference sample. Product changes, which affect the form, fit, function, operation or authorirty approvals of the product or the external appearance or product documentation shall not be made without prior written approval by Buyer.

Goods are subject to Buyer’s inspection and approval either before shipment or after receipt at destination. If Buyer’s specifications are not met, Buyer may, at its option reject any of the goods and return them to Seller at Seller’s expence. Following rejection, Buyer may either require delivery of goods meeting specifications or cancel the Purchase Order, in which case any sums already paid by Buyer in respect of goods rejected shall be repaid by Seller or deducted from any other sum owed by Buyer to Seller.

 

6. WARRANTY. Seller warrants that products delivered will be free from defects in design, material and workmanship under normal use and service. Within the warranty time Seller has the obligation to remedy a defect product by repairing or replacing it free of charge to Buyer. The remedy period shall not exceed 30 days from notification of defect. All transportation costs involved will be carried by Seller. If incoming inspection is decided upon, samples will be taken from the received batch. In case if number of defects found during inspection exceed the acceptable quality levels, the whole batch will be rejected.

 

7. DOCUMENTS AND CONFIDENTIONAL INFORMATION. Any information derived from Purchase Order supplied to Seller or in any way communicated to Seller by Buyer, shall be regarded as confidential and shall not be published or disclosed to any third party or be used by Seller without prior consent in writing bu Buyer. Models and/or manufacturing documents supplied by Buyer shall remain the exclusive property of Buyer and must not be subject to unauthorized use by Seller or disclosed to any third party. The Purchase Order must not be transfered or subcontracted to any other supplier without a written confirmation from Buyer. However, Seller may purchase material and subcontract manufacturing of parts to the extent that is normal practice.

 

8.  ORIGIN OF PRODUCTS. Seller shall by Buyer request issue declaration of preferential origin and corresponding documents for products shipped under Purchase Order. This is applicable for EC countries Sellers.

 

9. INDEMNITY. Seller shall defend, indemnify and hold Buyer, its dealers and users harmless from any and all damages, liabilities, costs and expences incurred bu Buyer as a result of any claim, judgement or proceedeing against Buyer or any of its customers or dealers, in which is determinated or alleged that the product infringes any patent, copyright, trademark, trade secret or other proprietary or contractual right of any third party, based on any product or any other materials furnished by Seller.

 

10. JURISDICTION. The Purchase Order shall be governed by and construed in accordance with Lithuanian law. The courts of Lithuania shall have exclusive jurisdiction to determine any disputes in connection therewith.