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1. General

  1. The Company means MADERAS DE LLODIO in Polígono Industrial Santa Cruz s/n. 01400 LLODIO (ÁLAVA)
  2. The following conditions of sale are applied in all cases unless there are other conditions in writing and by mutual agreement between the Purchaser and the Company.
  3. These conditions prevail over the terms, conditions and warranties set forth, to be referenced in the documents of the Purchaser and all representations, warranties or conditions (except those that may be affected by the law), whether written expressly or implicitly and not appear in this document will be excluded.

The terms of purchase of the United Nations Convention are excluded.

2. Date of Contract

An offer does not generate any type of commitment by the Company to the Buyer, except as specified herein. The contract of sale of goods shall be effective at the time in which the Company sends to the Buyer an order confirmation and the date thereof shall be the date of confirmation of order.

3. Errors

Any error in the order confirmation by the Company should be notified immediately and in writing by the Purchaser to the Company, but in any case within seven days of receipt of order confirmation. The buyer will be responsible for any loss or damage arising from the lack of such notification.

4. Prices

5. Hits

Unless the order confirmation specifically provided, the submission of a sample involves the sale of it or of any warranty or condition, express or implied about it. When the order confirmation expressly stated that the sale will be made according to the sample, the Company is limited to ensuring that the goods supplied correspond with the sample average, taking into account normal variations due to the nature of the materials that are manufactured with them.

6. Specifications

The dimensions and photos of the catalogs of the Company are the most accurate representation possible of the goods to be delivered. Any document, discount, drawing, instructions, etc. is owned by the Company and that is recognized by the Purchaser and not be given to third parties without the consent of the Company. The Company reserves the right in case of unavailability of materials to replace them with similar materials and appropriate. If there is no suitable alternative material, the Company reserves the right to cancel the order without any claim for loss or damage by the Buyer. For specifications or special features are requires plans and documents signed by the end user customer before accepting the order.

7. Delivery dates

8. Means of delivery

  1. Unless otherwise stated in the order confirmation, all property will be sold by one of the types specified in Incoterms. The goods are shipped to the destination specified in the confirmation of Buyers request. Buyer is responsible to ensure appropriate and adequate information to make sure the delivery destination and has provided staff and handling equipment available for unloading the goods.
  2. Buyer shall be responsible for unloading the goods.
  3. The Purchaser shall be responsible for any additional costs incurred by reason of non-discharge and/or receipt of goods on arrival at the destination provided.
  4. If the Buyer or a company contracted by the Buyer collects the goods, the responsibility for them “in Itineris” will be the Buyer or the contractor for the same.
  5. If the Company or a company hired by the company supplying goods to the same accountability “in Itineris” will of the Company or of the company contracted by it.

 9. Shipping

The Company does not accept responsibility for damage in shipping unless Buyer undertakes to:

  1. Verify the goods immediately after delivery, and
  2. Notify the Company immediately and I writing within 48 hours after delivery, and
  3. The goods are delivered by an independent carrier signed a delivery note must be requested by the carrier and the same shall contain the damage of goods if any, to then file a written complaint to the carrier within three days after delivery, and
  4. The notice shall include the date of manufacture shown in each of the packages provided by the Company.

10. Defective products

The Buyer is responsible for inspecting all goods immediately after delivery and judgments shall be notified in writing to the Company immediately, but in any event within seven days of delivery.
This notification shall be accompanied by “Claim Sheet” of the Company, which will be available to all customers who request it. Declared as faulty goods should be available for inspection by one or more representatives of the Company shall be entitled at its sole discretion (and its liability is limited to) or to give credit for the value thereof or to repair or replace the same as provided in paragraph 18 (c) y (d) of this document.
The Company accepts no liability for damages resulting from the use of allegedly defective goods.
All defects expire after 6 months.
Defects or dimensional quality of the goods will not cause a cancellation of the remainder of the Order.

11. Misuse

The Company is not liable for improper use of its products.

12. Cancellation or modification of orders

In case that Buyer decides to cancel or modify the order after order confirmation to the buyer is notified by the Company, Buyer shall pay to the Company all costs and losses incurred in the Company derivatives or in respect of such cancellation or modification. The costs presented by the Company as to the amount thereof shall be final and binding upon both parties.

13. Credit and Country Risk

The Company shall be entitled to refuse to deliver the goods except upon payment in advance or suitably secured in case the buyers credit or country risk (in the opinion of the Company) is not satisfactory.

14. Payment

  1. Payment is made within 30 days of the invoice date or failing under the terms agreed in the order confirmation.
  2. Discounts for any reason only apply if payment is made within the period specified in the invoice.
  3. If payment of an invoice by Buyer within the stipulated period, the Company shall be entitled to suspend all further deliveries until the default is paid or to cancel the contract in terms of assets awaiting delivery of the same.
  4. Discounts will be cancelled in case of default by an invoice within the period specified in the same.

15. Default interest

The Company may require default interest shall accrue at the rate of intervention force the European Central Bank more than 8 percentage points, applicable to the days behind in payments not made on the day following the expiration of the invoice.

16. Property

  1. The Company will retain ownership and title to the goods until the buyer has paid the full Price thereof.
  2. Moreover, the ownership of the property does not pass to the buyer until all sums due from the Buyer have been paid in full.
  3. The Purchaser shall store the goods (at no cost to the Company) separately from all other goods in its possession and marked in such a way as to be clearly identifiable as the property of the Company.
  4. Until such time that ownership of goods passes to the buyer, the Company shall be entitled at any time to require the buyer to return the goods to the Company and, if the buyer does not, the Company may rely (and Buyer expressly authorizes the Company, whether its employees, agents and/or representatives to) any premises of the purchaser or any third party in which goods are stored and retrieve them.

17. Risk

Although ownership of the property not transferred to the Buyer until full payment thereof, they shall be managed by the risk of the Buyer, from the moment that have been deposited at the premises of Buyer or any third party in the goods are stored.

18. Guarantee

  1. Do not guarantee condition of product life or wear of the goods supplied.
  2. The Company warrants only that the goods will be free from defects in materials and workmanship for a period of six months from the date of delivery of the goods, unless the complaint has been given under paragraph 10 in connection with the defects noted and evident upon inspection.
  3. Under the above the Purchaser shall immediately notify the Company of such alleged defect and if the Company decides that the goods have defects in materials or workmanship will repair or their own choice, replace any part or parts have been delivered faulty, provided that the Company receives notice within six months from delivery of goods.
  4. Within the warranty period will give the right to repair defects, free return/s reduction of defective parts or original sales price. The alternative is agreed between the Buyer and the Company.
  5. The Company will not accept any liability in connection with:
  6. Any defects caused by accident, overload, installation, improper storage or any form of abuse.
  7. Goods that have been repaired by personnel not employed or approved by written consent of the Company.
  8. Defects caused by fault of the Company, its employees or agents.
  9. He Purchaser shall be responsible for the cost of returning any goods to the Company or any other expenses incurred by the Company relating to any allegedly defective product if the Company is not responsible for the defects mentioned.
  10. The Purchaser will be responsible for any return expenses of any of Company products delivered or any expenses committed by the Company in case of presumably defective products, in the event that the Company wouldn’t have been liable for it.
  11. In any case, the Buyer will notify to the Company the manufacturing date of the goods, specified on any of the packages delivered by the Company.

19. Force majeure

Should the Company not to manufacturer the goods or has delayed delivery as contracted with the Buyer by reason of war (declared or undeclared), national emergency, the regulations adopted by any state government, municipal, local or other authority, shortages of labor, strikes locks-outs, riots, fires, acts of God, floods, drought, bad weather or other contingencies or exceptions beyond the control of the Company, or by the difficulty in the supply or unavailability of material or items, the Company shall be entitled by notice in writing to the Purchaser to cancel the order or part thereof. If the sale was canceled only in part, the buyer must pay for goods supplied under the terms of the Order. If there were any cancellations, date or dates for delivery may be extended until the cause of the delay has ended, adding a reasonable period to meet new deadlines set. If for reasons of force majeure, a subcontractor or supplier of raw material of the Company, is delayed in delivery of products, a new delivery time will be agreed between the Purchaser and the Company.

20. Limitation of Liability

The liability of the Company to the Buyer derived from the assets acquired, is limited to the Price of the goods or the replacement thereof. Any other liability for any loss, damage, costs, expenses and/or consequential losses arising from their use are expressly excluded.

21. Law

This contract is subject to Spanish legislation and the Competition Tribunal will be to Bilbao (Spain), but the Company shall be entitled in its sole discretion to ensure that the proceedings against the buyer, whether in Spain or in the Court where the buyer has his registered office or principal place of business.

22. Other conditions

If one or more clauses of these general conditions of sale do not meet the current agreement is invalid condition for the rest of this clause. The appropriate clauses will be overridden by others in the spirit of the originals.