General Terms and Conditions
Granula Masterbatches India Pvt. Ltd.
1 Exclusive application
These terms of sale apply to all sales of Granula Masterbatches India Pvt. Ltd (hereinafter referred to as “GMI”. Deviating or additional conditions, in particular general purchasing conditions of the buyer, are only applicable if these have been expressly agreed upfront in writing by GMI.
2 Terms of payment and delivery
Unless otherwise mutually agreed and stated on sales invoices payment terms, sales invoices are to be paid within 30 days after the date of invoice. Interest on arrears will be charged on overdue amounts. This interest will be calculated 2% above the current account credit rate applicable to first-class debtors as applied in the country of the invoicing currency. In addition, the usual bank commissions are charged on. Deductions of any kind are not permitted. Notices of defects do not release the buyer from adherence to the payment deadline. No liability is assumed for any subsequently charged value- added tax. For technical production reasons, the delivery quantity may fall short of or exceed 10 %. International trade clauses are interpreted in accordance with Incoterms® 2010.
2.1 Delivery date
The agreed delivery date is based on the conditions at the time of the order on the acceptance of normal material procurement and production possibilities as well as undisturbed production. GMI assumes liability for delays in delivery in cases of gross negligence only.
2.2 Warranty and liability
Notification of defects must be made immediately or at the latest within 5(five) days after receipt of the Goods in writing and with reasons and substantial evidence like photos and/or laboratory testing results. GMI assumes the warranty for defective Goods, provided the notice of defects is given in due time, whereby GMI is entitled to free itself from any further claims of the purchaser by immediate replacement delivery to the extent of the original value of Goods conforming to the specifications. If no replacement is provided by GMI, the purchaser is entitled to assert claims for cancellation or reduction of the purchase price, but not claims for damages. GMI excludes any liability for products in the experimental stage. GMI is not liable for damages due to incorrect use, storage or modification of the Goods by the buyer or third parties.
2.3 Limitation of liability
These Conditions set out the entire liability of Seller in respect of the Goods, and the liability of Seller under these Conditions shall be in lieu of, and to the exclusion of all other warranties, conditions, terms and liabilities express or implied, statutory or otherwise in respect of the merchantability, quality or the fitness of the Goods for any particular purpose (notwithstanding any advice or representation to Buyer, all liability in respect of which, howsoever arising, is expressly excluded). Seller shall not be liable, whether in contract, tort or otherwise, in respect of any defects in the Goods or the failure to correspond with any specifications or samples of the Goods, or for any injury, damage or loss resulting from such defects or from any processing or work done in connection with the Goods. Notwithstanding anything to the contrary in these Conditions, Seller shall not in any way whatsoever be liable for indirect, incidental or consequential losses or damages, pure economic loss, loss of profits, loss of business, lost goodwill, lost revenue or lost opportunity. In addition, Seller’s liability to Buyer for any actual direct damages shall not exceed 100% of the price of all Goods supplied to and paid for by Buyer under the relevant order or contract in question which gave rise to the liability, regardless of the cause, and whether arising in in contract, tort or otherwise in connection with these Conditions.
3 Recommended use and storage time
All information regarding the transportation storage, shelf life and utilization of GMI’s products are provided along with Goods dispatched in MSDS and TDS Data sheets. Upon Customer´s specific request, these data can also be transmitted to Customer prior delivery. Samples and their technical and chemical specifications are to be considered as product descriptions only. They do not contain any guarantees as to properties, condition or durability. It does not release the buyer from the obligation to test the delivered products for their suitability for the intended processes and purposes, especially with regard to special loads or long-term stress. Application, use and processing of the products are beyond the control of GMI and are therefore the sole responsibility of the purchaser. The recommended storage period for GMI products is 6 months after delivery date. The buyer must take into account any industrial property rights of third parties.
4 Retention of title
The Goods remain GMI´s property until full payment has been received by GMI. In the event of processing, mixing or combining our Goods with other materials, we shall acquire co-ownership of the resulting products in the ratio of the value of our Goods to that of the other material. The buyer assigns to us all claims from the sale of such Goods to which we are entitled to execute ownership rights.
5 Force majeure
GMI is not liable for the partial or total non-performance of its obligations due to force majeure events. Force majeure" means events which GMI cannot foresee and avert despite exercising due care, such as forces of nature, war, explosions, fire, strikes, boycotts and official orders or omissions.
6 Applicable law
The present terms of sale and the purchase contracts are subject to Indian law to the exclusion of the UN Convention on Contracts for the International Sale of Goods. Any invalidity of individual provisions of these terms and conditions of sale shall not affect the validity of the remaining provisions.
7 Place of Performance and Jurisdiction
Place of performance for the delivery is the place of dispatch. Place of performance for payment is GMI´s registered office. Place of jurisdiction is Ahmedabad, Gujarat, India. However, we reserve our right to initiate legal action at any other competent court.