Terms and conditions
1. Field of application
These agreement terms shall be applied to the sale of such components and equipment that are sold and delivered by Aivon Oy for which the installation is not included in the delivery unless otherwise agreed in writing.
2. Agreement
An agreement between the seller and the buyer shall be considered as having been made when
- the agreeing parties have signed a written agreement (supply contract)
- the buyer has accepted an offer made by the seller (written or verbal)
- the seller has confirmed, as such, an order other than one based on the offer or an order that differs from the offer (order confirmation)
3. Terms of delivery
3.1 The goods shall be delivered Ex Works Aivon (Incoterms 2000). The liability for damage shall be transferred to the buyer when the goods have been handed over to the buyer or to the transportation firm. The costs of delivery shall be charged in their actual amount, but shall nevertheless be at least 10 Euros (not including tax).
3.2. The seller can insure the delivery at the expense of the buyer; in this case, the costs arising from the insurance shall be invoiced separately.
4. Delivery time
4.1 If a delivery time has not been agreed on, then the seller shall stipulate the delivery time.
4.2 Offers direct from the stock are subject to goods being unsold; in other words it is possible that, during the period of validity of the offer, the stock concerned may be sold to another receiver of an offer.
4.3 Unless agreed otherwise, the delivery time shall be counted as starting from the latest of the dates mentioned below:
a) the date when the agreement is made;
b) the date when the seller is notified about the issue of a valid import license or a manufacturer’s export license or a permit from another manufacturing country or from the Finnish authorities, in the event that such is necessary;
c) the date when the seller receives a payment that is mentioned in the agreement as having to be made before manufacture is started.
4.4 The seller shall be obligated, immediately on receiving knowledge of any delay, to notify the buyer of that delay, reporting at the same time the reason for the delay and the estimated new delivery date.
In the event that the manufacturer of the goods, or the entity from which the seller purchases the goods, has not fulfilled its agreement and the seller’s delivery is delayed for this reason, the seller shall not be obligated to compensate the buyer for any damage that this causes.
The seller shall not, however, be obligated to fulfill the agreement if there is an obstacle to this which the seller is not able to overcome, or if fulfillment of the agreement would require sacrifices that are unreasonable in proportion to the benefit that would be gained by the buyer if the seller fulfilled the agreement.
If, within a reasonable time, the said obstacle or disproportion ceases to exist, then the buyer shall be allowed to demand nevertheless that the seller fulfils the agreement.
4.5 The seller’s damage compensation liability shall not apply to indirect damage.
5. Delivery
5.1 The goods shall be deemed to have been delivered when they have been dispatched to the buyer – or when it has been announced that they are ready for delivery and the buyer is to collect the goods from the seller or from a place specified by the seller – in accordance with the agreement.
5.2 The buyer shall not be entitled to refuse to accept a partial delivery, unless the matter has been agreed on otherwise in writing.
5.3 The risk liability shall be transferred to the buyer when the delivery of the goods takes place.
6. Terms of payment
6.1 The terms of payment shall be 14 days net from the date of the invoice. The interest for delay shall be 10 % p.a.
6.2 The prices are in Euros (EUR) and do not include value-added tax, which is added when applicable.
6.3 The seller reserves the right to change the prices stated in the price list without making separate notification of this.
6.4 If there is change in a customs duty, value-added tax or some other tax or public fee connected with the delivery, or if such a payment is added due to a change in legislation, or if – due to official interpretation – a previously unlevied tax or payment connected with the delivery is stipulated as payable, then the price of the delivery shall be changed accordingly.
7. Product information and confidential information
7.1 The information in the catalogues of the seller or of the seller’s suppliers – such as technical specifications, dimensions, prices etc. – are typical values for the products concerned and shall not be binding on the seller.
7.2 All the supplier’s and the buyer’s drawings and technical documents which are needed for manufacturing the product or a part of it, and which one party to the agreement has handed over to the other party before or after the agreement was made, shall remain the property of the party that has handed them over. Their recipient must not – without the written consent of the party handing them over – use, copy or duplicate them for a third party or transfer them or give any information about them in any other way to a third party.
8. Warranty
8.1 Aivon warrants that its products will be free from defects in materials and workmanship for the warranty period of 12 months. The seller shall undertake to correct any faults in raw material and manufacture – according to choice, either by restoring the faulty products to good condition, or by supplying new, faultless replacement products without charge. Any such replacement for the product may be either new or equivalent in performance to new. Replacement or repaired parts will be warranted for only the unexpired portion of the original warranty or 90 days (whichever is greater).
8.2 The buyer must return any faulty products to the seller for inspection without delay. The returned product must be accompanied by a copy of the relevant seller’s delivery note, as well as the buyer’s note which shows the reason why the product is being returned (a copy of the buyer’s receiving inspection report). The buyer must also state any returned product number and specify the seller’s representative with whom the matter has been agreed.
8.3 The guarantee shall not cover any damage that is due to incorrect storage, handling or use, or to an error in design, dimensioning etc., or to normal wear or to changes made in the product. Choice of products susceptible to corrosion is the responsibility of the buyer, unless the matter has been otherwise agreed on separately in writing.
8.4 The costs of returning faulty products shall be the responsibility of the buyer, and the costs of delivering the repaired products or new replacement products shall be the responsibility of the seller.
8.5 The seller’s liability for a fault in the goods shall be limited to the warranty, and the seller shall not be obligated to give compensation for any indirect damage.
9. Product liability restriction
Several international component manufacturers, in their data documents and their other product information, forbid the use of their products as a critical component in life-supporting or surgical implants without the express written consent of the manufacturer. The buyer shall be liable for all consequences in the event that the said prohibition is not complied with.
10. Cancellation of the order
The buyer shall be able to cancel the order only with the consent of the seller. For cancellation of agreed warehouse products, a reimbursement of seventy (70) per cent at most can be made.
11. Disputes
Any disputes that may arise concerning the transaction should in the first place be settled between the parties to the agreement. In the event that no settlement can be reached, the disputes shall be settled at Espoo District Court in accordance with Finnish law.
