1) GENERAL CLAUSE:
All our sales are subject to these general conditions, which shall prevail over all purchase conditions, unless formally and expressly stipulated by us. Thus, the
Buyer expressly waives all stipulations contrary to these conditions which might appear in its own documents,
2) CONCLUSION OF THE CONTRACT:
Any commitments of any nature of whatsoever by our Sales Management are valid only after written confirmation has been issued. Orders become final only
after their acceptance by Cryolab Limited.
Delivery time is given as an indication only. Arrears in deliveries shall never warrant the payment of damages to the Buyer, but only the possibility of cancelling
the quantities to be delivered, one month following duly served formal notice which has remained without effect on the part of Cryolab Limited.
Unless otherwise expressly agreed, delivery is considered to be Ex Works, as made in our plants or stores. If such delivery is delayed for a reason outside of
our control, delivery shall be considered as having occurred on the agreed date. In any event, all goods travel at the risk of the consignees even when prices
are established carriage paid. All claims shall be sent immediately to the transport company within 48 hours so that any possible action against the transport
company and provision of insurance can be made accordingly by the latter in accordance with applicable law.
5) MINIMUM ORDER:
6) RETENTION OF OWNERSHIP CLAUSE:
Title to the goods shall remain vested in Cryolab Limited and shall not pass to the Buyer unless and until the purchase price for the goods has been paid in full
and received by Cryolab Ltd. In the event that the Buyer fails to honour and make payment in full, Cryolab Limited may demand the return of the goods for which
it reserves ownership, retake, sell or otherwise deal with and/or dispose of all or any part of the goods without waiving any of its other rights, all at the Buyer’s
expense, until the Buyer fulfils its obligations. Irrespective of whether title to the goods remains vested in Cryolab Limited, risk in the goods shall pass to the
Buyer upon delivery.
At the time of delivery, the Buyer must inspect the condition and contents of the packages, upon receipt, in the presence of the party delivering them, and
make all customary reserves to the party delivering the goods and send a statement of the reserves to Cryolab Limited in due form. All claims must be
presented to Cryolab Limited within 10 days of the receipt of the goods. Any goods returned without our prior written authorisation shall be refused.
8) PRICE & PAYMENT:
Unless otherwise expressly agreed in writing, our prices are net of taxes or others, without discounts, and are payable within thirty days of the end of the
month of the receipt of the goods. Our goods are payable in facturation money. Failing payment of any of the maturities, the other maturities shall become
immediately payable, even if they are payable by draft. Any arrears in payment shall automatically entail the application of a proportionate administration fee to
cover Cryolab Limited’s reasonably estimated losses without any prior formal notice to the Buyer, calculated at the minimum rate of 1.5 times the rate from the
due date of payment until receipt of full payment by Cryolab Limited.
The goods sold are covered by a one year warranty for all functional disorders caused by defects in the material, manufacturing or design, Functional disorders
must appear within a period of twelve months of delivery for the use clearly defined in the order.
The warranty does not apply:
– if the functioning disorder is the result of unauthorised work performed on the equipment,
– if the functioning disorder is due to use which does not comply with the technical specifications and the seller’s instructions for use
– if the defective functioning is due to the normal wear of the goods or neglect or a failure on the Buyer’s part to maintain the goods properly
– if the defective functioning is the result of an Act of God
Pursuant to the foregoing warranty, Cryolab Limited undertakes to repair or to replace parts which may prove unfit for use during the warranty period, for
reasons which may be attributable to it. The implementation of this warranty, for the repairs or the replacement of all or a proportion of the equipment
delivered, shall not extend beyond the period of warranty, In the event that a repair is performed on the Buyer’s premises, the costs of travel and lodging shall
be paid by Cryolab Limited.
10) SETTLEMENT OF DISPUTES:
These General Conditions of Sale are governed by, and shall be construed in accordance with; English Law and the parties hereto agree to be bound by the
non-exclusive jurisdiction of the English Courts.