Marine Technical Group Ltd. (MARITECH) – General Terms and Conditions of Sale
Section 1- Definitions
- Seller — means MARITECH Limited with the registered office in 9A Tripoleos 18863, N.Ikono, Perama, Greece and Tax Identification Number: 999365972, hereinafter referred to as MARITECH.
- Customer — means the domestic or foreign business or any other entity, vessel, intermediate, owning/managing company, being the addressee of MARITECH’s offer to sell or supply the Products or purchasing MARITECH’s Products.
- Parties — mean MARITECH and the Customer.
- Products — mean the Products or services offered by MARITECH.
- Contract — means the contract for the sale or supply of the Products concluded between MARITECH and the Customer through the order placed by the Customer and confirmed by MARITECH.
- Offer — means the offer to sell or supply the Products put forward to the Customer electronically in reply to its inquiry, the purpose of which is the conclusion of the Contract.
- Order — means the Customer’s intent to buy the Products communicated to the Customer electronically, the purpose of which is the conclusion of the Contract.
- Order Confirmation — means MARITECH’s intent to confirm the Order placed by the Customer communicated to the Customer electronically and specifying the terms and conditions of sale or supply, i.e. the items of Products, their respective prices, date of the Order fulfilment, invoice address and delivery address (if designated at the time of placing the Order).
- Credit Limit — means the maximum allowable amount of debt owed to MARITECH by the Customer, both mature and immature, determined by MARITECH based on the history of transactions made with the Customer.
- Force Majeure — means the occurrence of an event that could not have been foreseen and prevented, including, but not limited to flood, thunderstorm/storm, fire, strike, war, a regulation issued by the state authorities (e.g. imposing an embargo).
Section 2 – General Provisions
- MARITECH’s business activity includes manufacture and sale of alternative spare parts for various types of marine equipment and provision of services related to their maintenance. In reply to the Customer’s inquiry, MARITECH shall provide advice or information on the use of its products in a specific case. The Customer shall be solely responsible for the choice and use of MARITECH’s Products.
- Sale and supply of the roducts by MARITECH shall only be subject to these General Terms and Conditions of Sale, unless otherwise provided for in a written contract made between MARITECH and the Customer. Provisions of the written contract between the Parties shall supersede the General Terms and Conditions of Sale.
- The General Terms and Conditions of Sale are available at www.maritechgroup.com and shall be made available to the Customer in a written form at MARITECH’s office prior to the signing of the contract. Information thereof shall be provided to the Customer by MARITECH in the Offer. The General Terms and Conditions of Sale version current as at the date of placing the Order shall apply to the contract concerned.
- By placing the Order with MARITECH the Customer shall accept the General Terms and Conditions of Sale.
- Any amendments, supplements to or waiver of these General Terms and Conditions of Sale in whole or in part shall require MARITECH’s prior consent sent electronically. In order to be valid and effective, provisions of the General Terms and Conditions of Sale may only be amended or supplemented electronically. Unless otherwise agreed by the Parties, the General Terms and Conditions of Sale shall apply in the case of the written contract between the Parties, except to the extent otherwise provided in such contract.
- If the Parties have not signed the written contract, the General Terms and Conditions of Sale together with the Order and the Order Confirmation shall be the only complete, binding instrument governing the rights and obligations of the Parties, thus excluding any other provisions and references to such provisions.
- General terms and conditions of the Customer’s contracts shall not be binding on MARITECH and shall not be incorporated in the Contract between the Parties.
- MARITECH represents that it has ISO 9001:2015 certification. MARITECH manufactures its products in conformity with the applicable environmental laws. Any comments and complaints concerning environmental issues should be made by phone at (+30) 216 9005500 or via email to email@example.com
- MARITECH’s representatives shall act only within the powers resulting from the Contract.
- MARITECH shall not be liable for its representatives’ actions beyond the extent of such powers, even if taken at the Customer’s unilateral request.
- MARITECH undertakes to send Safety Data Sheets for the relevant Products at the Customer’s explicit electronic request.
Section 3 – Prices
- Prices for the Products shall be set in the Offer made to the Customer on a case by case basis.
- Prices shall be set Ex Works (EXW) (Incoterms 2010), warehouse designated by MARITECH, unless agreed otherwise.
- Prices quoted shall be the net prices. VAT shall be added to the prices at the rate applicable as at the invoice date, subject to the relevant exemptions.
- In some cases, prices for the Products shall be increased by the cost of packaging or transport or import always specified in the Offer or the Order and approved from the Customer.
- Prices quoted in the Offer shall be the guaranteed prices for the period of four (4) weeks from the date of sending the Offer by MARITECH unless otherwise specified. If the Order is received from the Customer after this period, MARITECH reserves the right to change the prices. Prices quoted in the Offer shall be binding on MARITECH only if the Customer places the Order for all items specified in the Offer concerned.
- Prices shall be exclusive of additional costs incurred by MARITECH at the Customer’s request, i.e. cost of insurance, transport, customs clearance and any other commercial documents. These costs shall be added to the price on the invoice.
Section 4- Offers
- The Offer shall be drawn up following the receipt of the Customer’s inquiry which shall specify:
- Name of the equipment for which the Products are intended,
- Trade name of the Products concerned in English and their catalogue number,
- Quantity of each item of the Products,
- Additional information that may help to clearly identify the Products, e.g. pictures, drawings, catalogues.
- MARITECH shall make every effort to ensure that the offered catalogue numbers of the Products correspond to the catalogue numbers of the Products specified in the Customer’s inquiry. If the Customer provides wrong catalogue numbers or other information identifying the Products, MARITECH shall not be liable for drawing up an incorrect Offer. The Customer shall verify and confirm compliance of MARITECH’s Offer with the inquiry.
- Delivery dates provided by MARITECH in the Offers shall be estimated dates that may be met as at the date of putting forward the Offer. Until the Order has been confirmed, MARITECH shall not be liable if the Products in stock that have been previously offered are no longer available because of insufficient quantity of such Products and the Order for them being placed by another entity in the meantime.
Section 5 – Contract
- The Contract shall be concluded based on these General Terms and Conditions of Sale through the Order being placed by the Customer and confirmed by MARITECH, effective as of the Order Confirmation being received by the Customer. Any possibility of the tacit (implied) Contract provided for by law shall be excluded. In particular, lack of immediate reply by MARITECH to the Order sent by the Customer with whom MARITECH maintains business relationships on a regular basis shall not mean that the Order has been confirmed.
- The Order placed by the Customer based on MARITECH’s Offer shall specify the Offer number.
- In the event of any changes to the Customer’s Order or any reservations about MARITECH’s Offer, the Contract shall be concluded only upon MARITECH’s confirmation of the Order containing the Customer’s changes or reservations.
- The Order shall specify the information necessary to fulfil it, i.e:
- Full and correct name of the Customer and its invoice address, together with any other information clearly identifying the Customer (e.g. Tax Identification Number),
- Delivery address (if known on the date of placing the Order),
- Agreed payments terms,
- Delivery terms,
- Customer’s reference number identifying the Order,
- Preferred carriers,
- Required date of delivery to the designated address,
- Non-standard packaging, shipping, customs clearance requirements,
- Trade name of the Products concerned in English and their catalogue number,
- Quantity of each item of the Products ordered.
Section 6- Delivery
- The Products shall be deemed to have been delivered on time when forwarded to the first carrier or when notified to the Customer as being ready to ship before the agreed delivery date specified in the Order Confirmation.
- MARITECH shall not be liable for the delay in delivery due to a Force Majeure event or any other circumstances beyond MARITECH’s control and occurring through no fault of MARITECH, making it impossible for MARITECH to fulfil the Order on time, e.g. a power failure, internet connection failure. If a Force Majeure event or any other circumstances referred to above occur, each Party shall notify the other Party of such occurrence immediately by any means available and again when the occurrence has stopped. The delivery date shall be postponed by the period of time over which a Force Majeure event or the above-mentioned circumstances exist.
- At the Customer’s request or upon its consent, each delivery may be affected by MARITECH in part. The quantities, types and dates shall be specified by MARITECH, at the Customer’s request or upon its consent.
- MARITECH reserves the right to make partial shipments if required and after having Customer’s acceptance. All partial shipments will be separately invoiced and must be paid within thirty (30) days without regard to subsequent deliveries. Delay in delivery of any partial shipment shall not relieve Customer of its obligation to accept and pay for previous and remaining shipments. MARITECH reserves the right to refuse to make further shipments if Customer fails to pay for any partial shipments when due.
- If the Products are received by the Customer with delay through the fault of the Customer, MARITECH shall have the right, at its own discretion, to issue an invoice for the Products using Ex Works terms and to charge the Customer for the storage costs, starting from the date of notifying the Customer of the Products being ready to ship.
- Any returns accepted will be for credit only, transportation cost to be at Customer’s expense, and MARITECH retains, at its sole discretion, the right to determine the value at which the returned goods will be credited. MARITECH reserves the right to dispose of any unauthorized returns to materials without granting credit. Any oral instruction must be confirmed in writing by MARITECH to be valid. All returned goods must be in saleable condition (un-used) or no credit will be allowed by MARITECH.
- If the Customer does not designate the carrier as well as the mode and means of transport to effect the delivery one (1) day prior to the shipment at the latest, MARITECH may, at its own discretion and applying due care, choose the carrier as well as the mode and means of transport and re-invoice the transport costs to the Customer.
- The risk of accidental loss of or damage to the Products shall pass from MARITECH to the Customer as of the date of putting the Products at the Customer’s disposal in the warehouse designated by MARITECH. As of that moment, the Products shall be deemed to have been delivered and MARITECH shall have the right to issue an invoice and send it to the Customer, and the Customer shall pay the invoice.
Section 7 – Warranties
MARITECH offers warranty for the quality of its Products.
For all new and Fully Factory Refurbished equipment, MARITECH warrants to Customer that the Products are high quality and are free from defects in material and workmanship.
The warranty period shall start on the date of delivery of the Goods. The warranty period depends on the type of the Goods and shall be as follows:
- 24 months, for alternative new TITANIUM Plates manufactured/supplied by MARITECH for plate heat exchangers, fresh water generators
- 18 months, for alternative new AISI Plates manufactured/supplied by MARITECH for plate heat exchangers
- 12 months, for alternative Elastomers manufactured/supplied by MARITECH for plate heat exchangers, fresh water generators
- 12 months, for alternative Parts manufactured/supplied by MARITECH for plate heat exchangers, fresh water generators
- 12 months, for alternative Parts manufactured/supplied by MARITECH for pumps
- 12 months, for plates refurbished by MARITECH for plate heat exchangers, fresh water generators
Products will conform with applicable EU and local laws in effect on the date of acceptance of order.
Section 7A – Limitations & Exclusions
- MARITECH shall make every effort to ensure that the offered catalogue numbers of the Products correspond to the catalogue numbers of the Goods specified in the Customer’s inquiry and shall provide advice or information on the use of its products in a specific case. If the Customer provides wrong catalogue numbers or other information identifying the Products, MARITECH shall not be liable for drawing up an incorrect Offer. The Customer shall verify and confirm compliance of MARITECH’s Offer with the inquiry and shall be solely responsible for the choice and use of MARITECH’s Products.
- The warranty does not apply to ordinary wear and tear or to erosion or corrosion or ageing or fatigue and shall be null and void if Products are used for unintended purpose, not in compliance with their technical properties, are misused, abused, improperly stored, installed, maintained, operated or repaired, are operated by Customer other than in accordance with MARITECH’s guidelines and instructions on the installation, starting, operation and maintenance of the Products.
- CUSTOMER ACCEPTS THE LIMITED WARRANTIES SET OUT IN THIS DOCUMENT AS THE ONLY WARRANTIES PROVIDED BY MARITECH WITH RESPECT TO THE QUALITY OF ITS PRODUCTS. THESE WARRANTIES ARE IN LIEU OF ALL OTHER WARRANTIES, WHETHER WRITTEN, SPOKEN OR IMPLIED BY MARITECH, PRESCRIBED BY STATE OR OTHERWISE IMPLIED BY LAW INCLUDING WITHOUT LIMITATION AS TO FITNESS AND MERCANTABILITY FOR CUSTOMER’S PURPOSE. MARITECH DISCLAIMS ALL LIABILITY FOR THE ACTS, OMMISSIONS AND CONDUCT OF ALL THIRD PARTIES (INCLUDING, WITHOUT LIMITATION, SERVICE/INSTALLING THIRD PARTIES) IN CONNECTION WITH OR RELATED TO THE PRODUCTS. NO OTHER MATERIALS, EXCEPT OTHERWISE SIGNED BY MARITECH FOR A SPECIFIC SUPPLY, SHALL GIVE RISE TO ANY WARRANTY OF MARITECH.
- MARITECH’s liability shall be limited only to the value of the defective Products and under no circumstances MARITECH shall be liable for any possible damages caused including, without limitation, special, consequential or incidental damages or lost production, sales, goodwill or profits, costs of removal and reinstallation, injury to persons or property or the environment caused directly or indirectly by the use, maintenance, repair, service, adjustment or repossession of the Products or any of them. This limitation shall not apply to any damage caused by a willful misconduct or a hazardous product.
- Warrant claims do not extend the warrant period beyond the original expiry date. Customer shall make no representation or warranty in any resale of the Products or sale of any product incorporating the Products other than those contained in these terms and conditions.
Section 8 – Claims
- The Customer shall verify the Products delivered for compliance with the Order immediately after receiving them, in particular with respect to their quality, quantity and assortment. The Customer shall notify the carrier and MARITECH of any non-compliances by making a claim immediately, not later than within seven (7) working days. Failure to make such claim or give such notice within the stated period shall constitute an irrevocable acceptance of the MARITECH Product’s and an admission that such Products have has been received by Customer in good condition, free of damage and that they fully comply with all the terms and conditions of the Contract
- If the Customer identifies defects in the Products within the warranty period, MARITECH at its option, undertakes to replace the defective Products with the new Products free of defects or to remove the defects. The defective Products shall be replaced immediately if the defect free Products are in stock. Otherwise, they shall be replaced not later than within three (3) months from the date of filing a claim. In the event that MARITECH fails to deliver the Goods free of defects and to remove the defects, the Customer shall have the right to terminate the Contract in the part relating to the defective Products or ask for refund.
- The act of shipping a replacement part in good faith, to support a Customer, when it is understood that further warranty validation is required, does not validate the warranty claim. If the warranty claim is eventually denied, the Customer agrees to pay the Parts and/or Services provided by MARITECH.
- If MARITECH determines that failed component must be returned, a Return Material Authorization (RMA) will be issued. An RMA must be issued before any defective product is returned. If the failed component is not returned within thirty (30) days, MARITECH reserves the right to invoice the Customer.
- MARITECH shall not be liable for any accidental loss of or damage to the Products when they are being transported or for any delay in the delivery through the fault of the carrier. When receiving a shipment, the Customer shall inspect it for any possible damage during the transport and, if applicable, it shall draw up a shipment loss or damage report in the presence of the carrier. In the case of failure to draw up such report through the fault of the Customer, MARITECH shall have the right to reject the claim in respect of the shipment loss or damage during the transport.
- Claims should be made to the following electronic address: firstname.lastname@example.org
- The claim should specify the Customer’s reference number identifying the Order, the Product’s catalogue number, details of the defect, the date of its identification and the circumstances in which it has been detected. It is recommended that pictures/drawings of the identified defect be attached to the claim.
- MARITECH undertakes to process the claim as soon as possible. Once all the necessary information has been received from the Customer, MARITECH shall process the claim within three (3) working days.
- At MARITECH’s request, the Customer shall provide any additional information concerning the claim. In such case, the period of time for claim processing shall start as of the moment of receiving full information from the Customer.
- At MARITECH’s request, the Customer shall deliver the defective Goods irrespective of their condition. The mode of shipping and the delivery address shall be determined by MARITECH. Customer will bear risk of loss of, or damage to, defective Products in shipment to MARITECH.
- Filing a claim shall not release the Customer from his obligation to pay for the Products in respect of which the claim has been made on the agreed date.
Section 9 – Payments
- The only acceptable method of payment for the Products shall be bank transfer to MARITECH’s bank account stated on the invoice.
- The Customer shall pay the price for the Products within the period of time set by MARITECH on the invoice. Payment shall be deemed to have been made when received into MARITECH’s bank account.
- The Customer shall pay all bank charges in respect of the bank transfer to ensure that the currency and amount received into MARITECH’s bank account are as specified on the invoice.
- In the event of delay in payment of the price under any Contract by the Customer, MARITECH shall have the right to calculate statutory interest for the delay and to cease performing its obligations under all Contracts concluded with such Customer (including the obligation to release the Products) until all outstanding amounts together with the interest thereon have been paid. In such case, MARITECH may also demand that advance payments be made by the Customer in respect of the Products specified in its Orders that have already been confirmed. If the delay in payment of any invoice exceeds thirty (30) days, MARITECH may terminate the Contract concerned or all Contracts concluded with the Customer without setting another due date for such payment. MARITECH shall not be liable for any loss resulting therefrom.
- If the Credit Limit set for the Customer has been exceed by it, the Customer shall reduce the outstanding debt by the amount exceeding the Limit, so that other Contracts could be concluded with such Customer.
- MARITECH reserves the right to retain title in the Products that have been sold and delivered, to the effect that MARITECH shall maintain ownership of the Products until full payment for the Products has been made by the Customer, together with any other outstanding payments due under the Contract, irrespective of whether the Products have been stored or installed at other entities.
Section 10 – Entire Agreement
- MARITECH’s total liability to the Customer for any damage and claim resulting from the concluded Contract shall not exceed value of the Products in respect of which the claim has been made. Analytical terms described in Section 7A Clause 4.
- By accepting these General Terms and Conditions of Sale, the Customer consents to the processing of its personal data by MARITECH and any entities acting as requested or ordered by MARITECH in connection with the Contract.
- Neither of the Parties shall disclose any information considered a trade secret that has come to its knowledge as a result of maintaining business relationships with the other Party to any third persons.
- The General Terms and Conditions of Sale are available on MARITECH’s website in English.
- If any provision of the General Terms and Conditions of Sale is held invalid or unenforceable, the validity and enforceability of the other provisions hereof shall not be affected thereby.
- Failure by the Customer to read the General Terms and Conditions of Sale shall not release it from the obligation to comply with their provisions.
- The Contracts concluded based on the General Terms and Conditions of Sale shall be governed by and construed in accordance with Greek law. The provisions of the United Nations Convention on Contracts for the International Sale of Products (Vienna, 11 April 1980) shall not apply hereto.
- Any matters not regulated hereunder shall be governed by the provisions of the Greek Civil Code, in particular relating to the contract of sale or supply.
- Any disputes arising in connection with the Contracts concluded based on the General Terms and Conditions of Sale shall be settled by the Parties amicably. If any such disputes cannot be settled amicably, they shall be resolved by the court competent for the seat of MARITECH.
- Contract shall be governed by and construed in accordance with the laws of Greece without regard to its conflict.