Our General Terms and Conditions of Sale shall exclusively apply between us and our buyers. Different terms and conditions of the Buyer are binding only if expressly acknowledged in writing by FOURNARAKIS S.A.
The present General Terms and Conditions shall remain in force and may be altered without any prior notification. The present conditions are not required to be sent along with the goods or services, nonetheless they have been brought to the Buyer’s attention in another manner.
Buyer’s order is binding only when accepted in writing by the Seller via email or Fax. The terms and conditions of sale are only those stated in present, which shall constitute the complete agreement between the parties and may not be altered or modified except in writing. The parties agree there are no agreements between the parties, oral or written, with respect to the Products sold hereunder (including any made or implied from past dealings) except as expressed herein.
Confirmed delivery dates are not fixed dates, unless stated otherwise. We reserve the right to postpone delivery in the case of force majeure for the duration of the obstruction plus a reasonable period of recuperation. Should delivery have become impossible by an act beyond our control we reserve the right to partially or completely rescind the delivery.
Strikes, unforeseeable events or interruptions of operations are considered force majeure, should we have no influence over these events. Failure to comply by a supplier only gives us the right to rescind the contract, if a replacement deal was made and failed to comply.
FOURNARAKIS S.A. may extend delivery schedules or may, at its option, cancel Buyer’s order in full or in part without liability other than to return any deposit or prepayment which is unearned by reason of the cancellation.
The Products delivered may differ from the description in the purchase agreement in respect of packaging, volumes/dimensions and composition and, provided that it does not negatively affect the normal use of the Products, such difference shall not be a breach of contract by the Seller and shall not entitle the Buyer to any remedy.
If the parties agree any variation to the description of the Products contained in the purchase agreement, the Seller may at its discretion amend the delivery date stated in the purchase agreement by providing notice to the Buyer, such notice to be effective immediately on receipt.
All quoted prices are based on the current exchange rates, tariffs and costs of manufacture. The prices are stated in EURO if not indicated otherwise and are without VAT. Quoted prices are subject to change by FOURNARAKIS S.A. with or without notice until Buyer’s acceptance. Prices are subject to correction for error. A minimum order value is to be stipulated individually based on the net value of the order.
All goods remain to property of FOURNARAKIS S.A. until paid for in full. Credit periods, early payment discounts, if any, is to be stipulated individually based on individual agreement with the Buyers. Bills of exchange and cheques are only accepted as conditional payment. The acceptance of bills of exchange requires our express written consent. In such a case the bank, discount and collection charges shall be charges separately to the account of the Buyer.
Buyer’s order will be deemed a representation that Buyer is solvent and able to pay for the Products ordered. If Buyer fails to make payments when due or if bankruptcy or insolvency proceedings are instituted by or against Buyer, or if Buyer makes an assignment for the benefit of creditors, Buyer will be deemed to be in default and Seller will have the right to terminate its obligations by written notice to Buyer, but such termination will not affect Buyer’s obligation to pay for Products delivered and works in progress. If the buyer stops payment, overindebtedness is at hand or insolvency proceedings are filed for or if the buyer falls behind with honouring a bill of exchange or cheques, the total receivables of FOURNARAKIS S.A. are due immediately. The same applies with other considerable deterioration of the buyer’s economic situation. In such cases FOURNARAKIS S.A. is entitled to claim sufficient provision of security or to withdraw from the contract.
Seller reserves the right to cancel any sale hereunder in Seller’s sole discretion without liability to Buyer (except for refund of monies already paid).
RETURN GOODS POLICY / DEFECTS
No goods may be returned to Seller without Seller’s prior written permission. Seller reserves the right to decline all returns or to accept them subject to a handling/restocking charge. Even after Seller has authorized the return of goods for credit, reserves the right to adjust the amount of any credit given to Buyer on return of the goods based on the conditions of the goods on arrival in Seller’s warehouse. Credit for returned goods will be issued to Buyer only where such goods are returned by Buyer and not by any subsequent owner of the goods. Goods will be considered for return only if they are in their original condition and packaging. Goods being returned will be credited at full value providing are returned within
thirty (30) days from the date of the original shipment. Returned freight will be at the Buyer’s expense.
Material that has been approved for return must be packaged in such a way as to prevent damage during shipment. The use of original packaging is preferred. Credit cannot be issued for materials damaged in transit due to improper packaging.
Obvious defects, wrong deliveries and wrong quantities are to be reported to FOURNARAKIS S.A. by the buyer in writing immediately, but no later than 5 calendar days after receipt of goods. Hidden defects are to be reported to FOURNARAKIS S.A. in writing immediately, but no later than 5 calendar days after discovering them. If the buyer fails to notify FOURNARAKIS S.A., the goods are considered as approved.
Seller reserves the right to discontinue the manufacture of, or change or modify the design and/or construction of the Products sold pursuant to these terms and conditions, without incurring any obligation to Buyer.
JURISDICTION AND DISPUTES
These terms and conditions shall be governed in accordance with the law of Greece. All disputes under these terms and conditions shall be resolved by the state or federal courts of Greece.
All Products must be inspected within 5 calendar days of receipt. If any damage is discovered, a claim must be filed with the carrier. A full report of the damage must be forwarded to Seller so that it can arrange for repair or replacement.
Buyer agrees that all drawings, prints and other technical material which Seller provides to Buyer, whether prepared by Seller or by third parties under contract to Seller, contain data which embody trade secrets and confidential know-how of commercial value to Seller or third parties under contract to Seller.
Buyer agrees (a) to keep such information confidential; (b) that it will not disclose such information to any other person, corporate division or entity; (c) will not use such information except in connection with the Products supplied hereunder; and (d) will not sell, lease, loan or permit any other person, corporate division or entity to use such information for any purpose, without Seller’s prior written consent.
Nothing herein shall restrict the use of information generally available to the public.
Buyer acknowledges Seller the owner of brands, trademarks, designs, patents, copyrights and other intellectual property relating to Seller’s Products, and that no right or license is
conveyed by Seller to Buyer to manufacture, have manufactured, modify, import or copy such Products. Buyer agrees that it will reference brands of Seller only in connection with the use or sale of Products delivered to Buyer hereunder, and not in connection with the sale of any other Product, except as separately authorized by Seller in writing.
GENERAL DATA PROTECTION
The personal data of our buyers are protected according to the regulation of the European Union 2016/679 (General Data Protection Regulation).
Buyer agrees that Seller may scan, image or otherwise convert these terms and conditions into an electronic format of any nature. Buyer agrees that a copy of these terms and conditions produced from such electronic format is legally equivalent to the original for any and all purposes, including litigation.
Should one of the clauses above or part of one of the clauses above be legally invalid, validity of the other clauses of these General Terms remains unaffected.
The original version of the Conditions is made in the English language. In the event of any inconsistency or contradiction between the English version and any translation thereof, the English version shall prevail.