I. Applicability

1. General terms and conditions of sale and delivery of Logimarkt SRP products apply to natural persons, legal persons, public institutions or any other persons (named collectively, Clients) who initiate and/or have a commercial relationship with Logimarkt (named also Supplier).
2. These terms and conditions apply to all offers, quotations and agreements referring to the sales and delivery of goods done by SC LOGIMARKT SRL. Also, they apply to LOGIMARKT SRL’s services and/or consulting. By placing an order, the Customer accepts and assumes implicitly the terms and conditions from this agreement, any other conditions or guarantees which are not mentioned in the content of this agreement are excluded and considered not written.
3. Other conditions, of any nature, other than the ones mentioned in this agreement, applied by the client, contained or not in the General Terms and Conditions of Business issued by the customer, or other conditions attached or sent with the order will be considered only if they were accepted in writing, specifically and by signature, by LOGIMARKT SRL.
4. Any exceptions or deviations from these General conditions are excluded, if they are not agreed and assumed in advance, specifically and in writing, by LOGIMARKT SRL.
5. The supplier does not assume other obligations than the ones mentioned in order confirmation’s conditions. If the Buyer does not accept the order confirmation, he is compelled to notify the Supplier immediately, in writing, but no later than 24 hours from the reception of the order.
6. Any declarations made by LOGIMARKT SRL by quotations and/or offers, letters, communications, catalogues, recommandations, brochures and/or technical sheets which promote goods and services offered, industrial areas in which are used and their application will always be seen as general information that is never regarding a specific type of application. The customer will be the only responsible for specific use, for a specific type of application, of the goods offered by LOGIMARKT SRL, if not agreed otherwise, in writing, by both parties.
7. If an individual clause of this agreement is or becomes not achievable, the other clauses will not be affected. They will remain valid and achievable.

 

II. Offers, quotations and orders

1. The orders will be confirmed by LOGIMARKT SRL in writing, by Order confirmation or by invoice. In lack of a written consent, all Supplier’s offers and quotations are made without any kind of obligations. LOGIMARKT SRL will only be bound to the customer by the Order confirmation.
2. The goods supplied by LOGIMARKT SRL are subject of its right to apply a customary margin of variation regarding the quantities and technical details, such as measurements, weights and colour (fastness).
3. Unless otherwise agreed in writing, delivery time for goods and services, mentioned in orders, quotations and order confirmation will be interpreted as approximations and will not be considered LOGIMARKT’S obligations.

 

III. Prices

1. All prices are ex works, exclusive of Value Added Tax, unless otherwise agreed in writing. Goods and/or services prices are based on cost factors, taxes, import duties, rates of exchange etc, prevailing at the time of the offer or quotation or at the time of the confirmation.
2. If the cost factors change significally, LOGIMARKT SRL reserves the right to cancel the offer or quotation or to annul the Agreement summarily in whole or in part, without judicial intervention or incurring liability for damages.
3. Mantaining the validity of prices and conditions from offers, quotations and order confirmations from previous orders to repeated orders (orders made by the same customer for the same products) is not an obbligation for LOGIMARKT SRL.

 

IV. Delivery

1. LOGIMARKT SRL will deliver the goods, as much as possible, at the date or within the period mentioned in the order confirmation. If the order confirmation states “delivery on call”, the Customer will accept full delivery within 3 months from the date of the confirmation. LOGIMARKT SRL is entitled to deliver the goods in installments. LOGIMARKT SRL is entitled, whenever appropriate, to deliver up to 3% more or less of the mentioned quantity in the order confirmation and issue an invoice accordingly. If the customer does not accept the delivery of the goods on the date mentioned by LOGIMARKT SRL, the goods will be stored in the name and the expense of the Customer.
2. If there are delays caused by one of the following situations, the delivery time will be extended without any further notifications:
– the Customer does not comply with the obligations mentioned in this agreement
– other commercial or technical aspects between parties, which are in connection with the execution of the order and are still pending for clarification on or after the date of the order confirmation.
3. LOGIMARKT SRL is entitled to annul this agreement or to terminate it without any further obligations, returning the amounts payed by the Customer in advance in case it occurs any situation mentioned above.
4. It will not be considered a violation of the agreement and it will not entitle the Customer to terminate the agreement, in whole or in part, and/or to ask for damages, except the penalties mentioned in the order confirmation in case LOGIMARKT SRL does not deliver on the agreed deadline.

 

V. Reservation of property

1. LOGIMARKT SRL is entitled to all goods delivered and to be delivered until the Customer until the payment in full of all the Customer’s debts to LOGIMARKT SRL, on any account whatsoever they have been received. LOGIMARKT SRL may (without prejudice to any of its other rights) recover all goods supplied by it, the title to which has remained with LOGIMARKT SRL, in case the Customer is late with the payment in full or in part or in the beginning of any action or procedure which affects the Customer’s solvency.

 

VI. Claims and complaints

1. Any complaint regarding LOGIMARKT SRL’s goods must be done in writing and made known to LOGIMARKT SRL following the next steps:
– complaints regarding quantities and visible defects which would be discovered at a regular inspection – within 8 days from delivery
– complaints regarding which could not have been discovered during normal careful inspection – within 8 days from inspection, but no later than 30 days from delivery
2. The customer loses any right to claims in any of the following situations:
– the complaints has not be brought to LOGIMARKT SRL’s knowledge within the requisite period
– LOGIMARKT SRL has not been given the opportunity to examine the complaint at the scene
– the goods continue to be used
Filing a complaint does not entitle the Customer to delay or refuse the payment of all his debts to LOGIMARKT SRL or to exercise any right to suspend the agreement. The goods returned are considered accepted by LOGIMARKT SRL only with a written approval.
3. Both parties agree that the possible color variations of the product are considered accepted and is not considered to be a defect in any circumstance.

 

VII. Warranty

1. The goods supplied by LOGIMARKT SRL have the guarantee to be made of sound material and have been produced with good workmanship. If defects should nonetheless occur in the goods supplied by LOGIMARKT SRL owing to faults in the manufacturing and/or material, LOGIMARKT SRL will, at its choice, do one of the following:
– repair these defects
– have them repaired
– make available or cause to be made availablethe parts required for the repair
– replace the goods completely
– re-imburse the invoiced value of the goods.
This guarantee will last for maximum three months after delivery.
2. The complaints and claims under this guarantee will be communicated to LOGIMARKT SRL by registered letter, with receipt, within 8 days of a defect occurring. If the complaint is not communicated within the 8 days, the guarantee is not valid, and the buyer can not pretend any claim from LOGIMARKT SRL.
3. The following defects will in any event be excluded from the guarantee:
– normal wear of the product
– a failure to observe instructions for use, operating rules etc. or of use other than the normal intended use
– assembly/installation or repair by third parties or the customer, without the prior written consent of LOGIMARKT SRL
– materials and/or goods used in consultation with the customer
– in case of goods produced and delivered to measure or those for which LOGIMARKT SRL has submitted a sample to the customer, or those in which LOGIMARKT SRL follows the instructions from the customer, parties agrees to compare the goods with the prototypes accepted by the customer. LOGIMARKT SRL will only accept a liability in case the quality of the goods is less than the qualiy of the sample.
4. If LOGIMARKT SRL replaces parts/goods in compliance with its guarantee obligations, the replaced goods or parts shall become its property.
5. If the Buyer makes a claim and no deffect is found for which the Seller is liable, the Seller shall be entitled to compensation for the work and costs which he has incurred as a result of the claim. If the remedy of the defects requires intervention in other equipment than the goods, the Buyer will be responsible for any work or costs caused thereby.

 

VIII. Liability

1.LOGIMARKT SRL will not be liable for any costs, damages or interest (including consequential damages) whether directly or indirectly incurred due to any advice or recommendation given by LOGIMARKT SRL or due to operations it has undertaken, to non-delivery or to the application or use of the goods. LOGIMARKT SRL is responsible only for the defects in material or production.
2. If LOGIMARKT SRL founds the complaints referring to these defects grounded, one of the following solutions can be chosen:
– repair the defects
or
– deliver replacing goods in exchange for the damaged goods
or
– re-imburce the invoiced value of the goods in exchange for the damaged goods.
3. Also, LOGIMARKT SRL is not responsible for:
– damages, injuries or losses as a result for of any action that involves raw or semi-finished materials, models, products, tools etc used by the customer
– patent infringements, breach of licenses or any other copyright and/or other rights by others as a result of handling or data use from the customer
– expenses, damages and interest (including consequential damages) whether directly or indirectly as a result of product damages or as a result of repairing, removal or replacing the goods with defects.
The customer will not hold LOGIMARKT SRL responsible for others claims as a result of damaged goods.

 

IX. Industrial property rights

1.The title and copyright in all estimates, software, drawings, illustrations, list of materials, offers, specifications and other information supplied by LOGIMARKT SRL will remain vested in LOGIMARKT SRL. They will not be copied without LOGIMARKT SRL’s permission in writing.
2. The Customer will treat any information received from LOGIMARKT SRL as strictly confidential and will not communicate it to third parties without LOGIMARKT SRL’s prior permission in writing.
3. No drawings, software, stereo-types, moulds or tools (even if made in co-operation with the Customer or at its expense), nor the products manufactured therewith, may be copied without LOGIMARKT SRL’s permission in writing. Moulds, tools etc. will remain LOGIMARKT SRL’s property, even if the Customer has ordered their manufacture or has been charged with the costs thereof.

 

X. Payment

1. Payment will be made within 5 days after date of invoice, unless otherwise stated in the confirmation. All payments will be made without deduction or set-off.
2. LOGIMARKT SRL have the right to charge interest on sums not received by the required date at the rate of 0,10% per day for the first 30 days and 0.5% per day after the first 30 days of delay.
3. Any part payment will first be deducted from the penalty interest due. All costs, both judicial and extra-judicial, the latter assessed at 10% of the invoiced amount, but not less than 3,000 Eur, incurred in collecting and recovering overdue amounts, are for the Customer’s account.

 

XI. Suspension

1. If the Customer fails to make any payment in full, LOGIMARKT SRL is not bound to make any further performance and shall be entitled to annul or terminate the Agreement, summarily and without judicial intervention and without prejudice to the Customer’s obligations to fulfil his part of the Agreement and/or to compensate LOGIMARKT SRL for damages.

 

XII. Continuous improvement

1. LOGIMARKT SRL’s products will be subject to the right of LOGIMARKT SRL for continuous adjustements and modifications for the purpose of enhancing the quality and functionality.
2. LOGIMARKT SRL will therefore have the right to deliver the its products that have been modified compared with the originally delivered products, provided that they are in conformity with the LOGIMARKT SRL product specifications.

 

XIII. Unforseen circumstances

1. Force majeure exonerates from liability the part which did not fulfilled its obligations as a result of such an event. Neither of the contracting parties is liable of non-execution within specified term and/or inappropriate execution – fully or partially – of any of the obligations under this agreement, if the non-execution or inappropriate execution of the corresponding obligation has been caused by force majeure, as defined by law.
2. The party invoking force majeure is obliged to notify the other party, within 5 days from the event occurrence and it has to take any necessary measures in order to limit its consequences.
3. If within 15 days from its occurrence that event does not end, the parties have the right to mutually notify the legal termination of this agreement, without any party to claim penalty clauses.
4. In case of unforeseen circumstances, such as war, social disturbance, fire or disasters, strikes, governmental interventions, customs litigations, as well as in case of adverse weather conditions, car accidents, whether they concern the Supplier or one of its suppliers, or the involved freight carriers, providing that these unforeseen circumstances cannot be prevented by the Supplier, or if the circumstances significantly change from the moment of entering the agreement, the Supplier has the right to suspend the execution of the agreement or to unilaterally cancel this agreement with no prior notification, without the intervention of justice, but only by notifying the Beneficiary regarding these circumstances, without being obliged to pay compensations to the Beneficiary or third parties.

 

XIV. Law of the agreement and disputes

1. Present conditions are governed by the Romanian law. All offers and quotations made and agreements entered into will be exclusively governed by and construed according to Romanian law.
2. All disputes connected with or arising from offers or quotations made and agreements concluded by LOGIMARKT SRL will be solved amicable. If an amicable solution is not possible, the dispute will be submitted exclusively to the Court of Arbitration near the Chamber of Commerce Romania, provided that if LOGIMARKT SRL brings the action, it may choose to proceed in a court of a different jurisdiction.

 

XV. Modifications

Present conditions can not be modified without the written consent of LOGIMARKT SRL. Terms or conditions, purporting to modify these Conditions will only be binding insofar as they are confirmed in writing by LOGIMARKT SRL. The terms and conditions that have not been so modified will remain in force.