Terms and Conditions - MDM Standard

General Terms and Conditions

I. Conclusion of the contract

These terms and conditions of delivery and payment apply to all purchase contracts and orders, including advisory and execution activities, unless they are exchanged for other written documents.
Seller’s offers are not binding. Contracts or other agreements concluded, in particular secondary agreements and promises that have been made verbally, can be considered as firm only when they have been confirmed in writing by the seller.
In the case of uncertainties, when explaining legal formalities, the corresponding provisions of International Rights to explain Incoterms (Incoterms) shall be used.

II. How to Order Products

Products are ordered in writing, by e-mail or fax.
The order must contain the name of the products, their codes, the quantity, the customer identification and billing data, the delivery address and the requested delivery method.

III. Prices

Unless otherwise stated, the prices and conditions according to the offer (s) submitted to the buyer are valid.
The price is the purchase price for products taken without VAT, unless otherwise stated.
If the products are to be shipped, the seller can determine the transport price according to the offer, unless otherwise stated. All unforeseeable ancillary charges, including customs duties, as well as new customs duties, transport charges and their increases shall be borne by the buyer, unless the legal regulations specify otherwise.

VI. Payments and settlements

The payment shall be made in cash, by payment order or by the CEC tab.
The payment is made at the NBR exchange rate on the billing day.
Depending on the customer, quantity, or product, payment may be:

a) full

b) between 0% -100% of the advance and the rest of the delivery of the products (the amount of the advance is set according to the quantity, the kind of the products).

c) payment in cash – is made in lei, in full, upon delivery or at the lifting of the products at the company’s headquarters. The value of products is that of billing

d) payment by payment order – is made on the basis of the proforma invoice issued by MDM STANDARD S.R.L, following the telephone confirmation of the order with a sales consultant

e) payment with the CEC tab – it is made on the basis of the invoice issued by MDM STANDARD S.R.L, following the telephone confirmation of the order with a sales consultant, by presenting the CEC file at the lifting of the products.

f) Seller only accepts the reecont as a payment for products if this has been contracted explicitly. The legal relations of the policies are regulated by Law no. 191/1950 MO.

g) In the event of late payment by the buyer, the seller is entitled to calculate the default interest rate of 0.15% / day, starting with the first day of delay. This does not in any way affect the obligation to pay the damage incurred in connection with the late payment of the buyer.

h) In the case of late payment of the buyer, the seller is entitled to prohibit another sale and processing of the delivered goods. Further on, the seller is entitled to take back the delivered goods, possibly after an agreement, into the buyer’s production area, to take back the merchandise and if it is possible to sell it as cost-effectively as possible. The benefit of such a sale, after deducting the expenses incurred, the seller will use it to compensate for the payment due by the buyer.

i) The buyer may avoid the legal consequences referred to in point 4 by offering a guarantee in the value of the seller’s threatened right.

j) The seller is entitled to calculate all claims against the buyer. Cash receivables can be calculated against material claims. It is also possible to calculate outstanding claims against non-maturing claims, in which case the maturity date is the day of their calculation. The subject matter of the calculation can not be the claims that one of the parties considers to be questionable.

V. Delivery and takeover of goods

The seller is obliged to deliver the merchandise within the time limit set in the contract or within the specified term in the manner specified in the contract. Delivery times are deemed to begin on the day of the order confirmation, but not before all the details of the order have been specified and all necessary permits have been issued.
The products ordered come from the company’s headquarters or are delivered to the address requested by the client, by courier companies. Payment of the shipment is made by the customer, but at his request, the payment can also be made by the supplier, the value of the transport being added to the invoice of the delivered goods, unless otherwise stipulated.
If the goods are to be shipped, the delivery of the goods shall be deemed to have been effected by handing the goods to the first carrier for carriage to the buyer. Seller’s commitment is also met in time if the first carrier has been allowed to take over the delivered goods but the shipment has not been carried out and this is not the fault of the seller.
If the goods are to be shipped, the seller may determine the route, the means of transport as well as the carrier, unless otherwise stated in writing.
If the shipment can not be made on the route and within the presumed term, not by the fault of the seller, then the seller is entitled to transport the products on another route and at another destination, the costs incurred by acquiring the buyer. The buyer will have the opportunity to express himself beforehand.
The seller is not responsible for the delayed delivery or failure to deliver the goods as a result of the guilt of the sub-suppliers.
The delivery term shall be extended by the period during which the buyer is late in payment if the seller can not deliver the goods on time and in due course as a result of such delays.
The buyer is obliged to take delivery of the goods from the seller’s warehouse without delay after the acceptance of the goods, unless otherwise stated. If the merchandise is to be shipped, the buyer is obliged to take over the cargo without delay after it has been shipped to the destination.
Where the buyer is late in taking delivery of the goods or making a payment if the delivery of the goods and the payment are made simultaneously, the seller may deposit the goods at the purchaser’s expense and retain the goods until the purchaser pays these costs.
The seller is entitled to partial deliveries depending on the common character.

VIII. Visual inspection of goods

The buyer is obliged to control the goods as soon as possible after the transfer of the risk of damage to the cargo under his responsibility.
If the merchandise is to be shipped, the buyer is obliged to carry out the goods only after the goods have been taken over.
If the purchaser does not carry out the goods on time with care and professional care, he can not use his right to claim any defects found in the check without considering that the goods had such defects at the time of delivery.

IX. Liability for defects

The buyer is entitled to assume the liability for defects only if he handles to the seller a statement about the defects of the goods made following:
- Establishing obvious defects without delay after carrying out the professional control which it is required to undertake in accordance with point VIII.
- The defects could later be noticed when processing the products.
Obvious failures can be exploited at the latest when the products are taken over to the customer’s warehouse. Upon expiration of the warranty period established by law, the use of the right of liability for defects is excluded. Upon expiration of the warranty period from the time the buyer was able to verify the products, the disclaimer of liability for defects is excluded. Upon expiry of the 14-day period after the delivery of the products, the disclaimer of liability for obvious defects is excluded.
If the buyer finds defects in the products, then they must stop processing immediately.
If the products have defects, the buyer is entitled to claim their repair or if they can not be repaired, the delivery of other identical products in their place.
If the buyer does not cooperate with the seller without delay and does not give him a realistic chance of convincing the defects of the products and also does not immediately grant the claimed products without delay, all these rights resulting from the liability for defects shall be canceled.
The seller assumes the same responsibility for the repair of the goods as for the delivered goods.

X. General limitation of liability for defects

Unless otherwise stated, the seller shall be liable for the damage incurred as a reason for breach of contractual and non-contractual obligations only in the case of intentional action or gross negligence. Liability of the seller does not refer, except in the case of deliberate action, to damage that could not have been foreseen in the actual transaction under normal circumstances or to which the buyer is insured or usually can be insured.
All rights against the seller cease within the limit of the period of time set by law.

XI. The location of the surrender, the competent court and the determining law

Place of delivery of the goods is the deposit, unless otherwise specified. If the goods are to be shipped, the place of delivery of the goods is the place of destination.
The competent legal institution is in the event of litigation for both parties being in the territory of Romania. However, the buyer can also be sued at the court.
For all legal relations between the buyer and the seller, the legal regulations of Romania shall be used.

XII. Product warranty and coverage

All products marketed by our company benefit from the manufacturer’s warranty, which is 1 year, except when our company grants an extension by issuing an additional guarantee certificate.
All products marketed by our company benefit from the warranty only if the buyer or the user fully complies with the instructions for use in the product user manual.
If the product is not used, stored, transported or serviced in accordance with the instructions in its owner’s manual and may be defective, it will lose its warranty in accordance with the warranty certificate notice issued with the instrument.

XIII. How to ensure product warranty

The warranty service is provided at MDM STANDARD S.R.L, but it can also be done at the client’s headquarters, with payment for travel.

XIV. Obligation to pay bills

By signing and accepting invoices issued by our company, the buyer accepts and attracts the obligation to pay them within the agreed term and accepted by buyer by placing the order.
Failure to pay the invoices within the time limit mentioned in the written notice, unless an extension of the payment deadline has been agreed, automatically leads to the payment of penalties of 0.15% per day but no longer more than 25% of the total invoice value.