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1. Applicability of the Terms and Conditions.
These terms
and conditions shall be applied to trade in devices, compo-
nents and accessories between HK Instruments Oy and the
customer, unless the parties have otherwise mutually agreed
in writing. These conditions do not apply to trade by agents, to
which the manufacturer’s conditions of sale shall be applied.
2. Price.
The prices in effect at the time the offer is made form
the basis of pricing. All prices exclude VAT. If changes occur in
customs, freight, VAT or other general payments related to the
delivery before the date of delivery, the seller has the right to
change the price of the goods in the same proportion that said
changed prices or payments affected the price of the goods.
3. Offer.
The seller’s offer is binding and it is valid for 30 days
unless otherwise agreed. Provided the seller’s offer is tendered
under intermediary terms and conditions of sale, an immediate
in storage offer is denoted whereby the goods may be sold to
a third party during the period the offer is valid and the seller
does not guarantee the inventory is sufficient.
4. Contract.
A contract between the seller and the buyer is
deemed to have been established when
• the parties have signed a written contract (purchase
agreement)
• the buyer has approved a binding offer in writing (order) or
• the seller has confirmed in writing as such an order other
than one based on an offer or an order different from the
offer (order confirmation)
5. Drawings and Descriptions.
The information on prices,
measurements, weights and performances given in descrip-
tions, photos, memos, drawings, directories and price lists and
other information containing technical and other details have
been given without obligations, unless specifically referred to
in the offer. All technical drawings and documents needed for
the manufacture of the product or its component, which one
party has provided to the other party prior to, or after the sign-
ing of the contract, shall remain the property of the provider.
The receiving party may not, without the provider’s consent,
use, copy, surrender or divulge by other means information
reagarding them to a third party.
6. Condition of Delivery.
The condition of delivery is free
seller’s storage (re: Incoterms 2000 EXW) unless otherwise
agreed.
7. Packaging.
The prices stated in price lists and directories
apply to unpacked products.
8. Time of Delivery.
Unless the time of delivery is agreed, the
seller shall stipulate the time of delivery. The goods are con-
sidered to have been delivered when handed over to a freight
carrier for forwarding to the purchaser. When, according to the
terms of the contract, the buyer has to collect the goods from
the seller or from a place designated by the seller, the goods
are deemed conveyed when the seller has notified the buyer
that the goods are ready for delivery.
9. Conveyance and Examination of the Goods.
On ac-
ceptance of the goods, the customer must make sure that
the delivered goods correspond with the packing list and are
externally undamaged. Before using, connecting, or installing
the goods, the customer must again examine the goods to
ensure their flawless condition. Complaints regarding errors or
deficiencies must be made to the seller without delay, at the
latest within 8 days of the conveyance of the goods.
10. Force Majeure.
The seller is not liable to fulfill the contract
if an obstacle the seller is unable to overcome exists regard-
ing the contract, or if fulfilling the contract would require sacri-
fices that are unreasonable compared to the advantage for the
buyer should the seller fulfill the contract. If said obstacle or
disparity ceases to exist within a reasonable period of time, the
buyer has the right to demand that the seller fulfill the contract.
When the manufacturer or the party from which the seller ob-
tains the goods has not fulfilled the terms of his contract thus
causing the seller’s delivery to be delayed or not completed,
the seller is not obligated to compensate the buyer for any
potential losses. The buyer does not have the right to request
a new delivery to replace a flawed product if an obstacle as
noted in this section exists for the seller. When completion of
the contract within a reasonable period of time becomes im-
possible due to factors noted in this section, both parties are
entitled to cancel the contract with no liability to compensate
by notifying the other party of their intentions in writing.
11. Payment.
The payment period starts from the invoice
date. In case of a delay in payment, the buyer is liable for com-
pensating the seller according to his/her rate of interest and
paying the expenses arising from the collection of payment.
12. Warranty.
The seller is obligated to provide a warranty
of 24 months for the delivered goods regarding material and
manufacturing. The warranty period is considered to start on
the delivery date of the product.If a defect in raw materials or a
production flaw is found, the seller is obligated, when the prod-
uct is sent to the seller without delay or before expiration of the
warranty, to amend the mistake at his/her discretion either by
repairing the defective product or by delivering free of charge
to the buyer a new flawless product and sending it to the buy-
er. Delivery costs for repair under warranty will be paid by the
buyer and the return costs by the seller. The warranty does
not comprise damages caused by accident, lightning, flood
or other natural phenomenon, normal wear and tear, improper
or careless handling, abnormal use, overloading, improper
storage, incorrect care or reconstruction, or changes and
installation work not done by the seller or his/her authorized
representative. The selection of materials for devices prone to
corrosion is the buyer’s responsibility, unless otherwise is le-
gally agreed upon. Should the manufacturer alter the structure
of the device, the seller is not obligated to make comparable
changes to devices already purchased. Appealing for warranty
requires that the buyer has correctly fulfilled his/her duties
arisen from the delivery and stated in the contract. The seller
will give a new warranty for goods that have been replaced or
repaired within the warranty, however only to the expiration of
the original product’s warranty time. The warranty includes the
repair of a defective part or device, or if needed, a new part
or device, but not installation or exchange costs. Under no
circumstance is the seller liable for damages compensation for
indirect damage.
13. Returns.
The sale made is binding and irrevocable and the
seller is not liable to accept the return of a product. Products
delivered according to contract are taken back and products
reimbursed up to 70% provided the seller has, prior to the re-
turn of the product, agreed to it. Returned products may be
taken back and credited provided they are in the original pack-
age and in original condition.
14. Notifications.
The sender is responsible for ensuring the
arrival of notifications sent to the other party.
15. Ownership.
Ownership of the product is passed to the
buyer when the price is paid in full.
16. Disagreements.
Disagreements concerning contracts
and related stipulations should be settled primarily by the par-
ties to the contract. In case a settlement cannot be reached,
the dispute shall be resolved in Finland in the lower court at the
domicile of the seller.
HK INSTRUMENTS – TERMS AND CONDITIONS
