Terms and conditions of sale
Terms and conditions of sale
These General Terms and Conditions of Sale of Hidraoil apply to all deliveries and all services.
- ARTICLE 1. GENERAL
- ARTICLE 2. OFFERS AND ORDERS
- ARTICLE 3. STUDIES, PLANS, AND DESIGNS
- ARTICLE 4. ON-SITE WORK
- ARTICLE 5. OWNERSHIP RIGHTS
- ARTICLE 6. REPAIRS
- ARTICLE 7. DELIVERY TIMES
- ARTICLE 8. WARRANTY
- ARTICLE 9. RETURN OF MATERIAL
- ARTICLE 10. TRANSPORT
- ARTICLE 11. PAYMENTS
- ARTICLE 12. USE OF SOFTWARE
- ARTICLE 13. JURISDICTION
1.1. These conditions as well as any special conditions agreed upon in the contract govern all deliveries and all services. The customer’s purchasing conditions that differ from those stated here will not become part of the contract upon acceptance of the order. In no case will the General and/or Specific Purchase Conditions of the Buyer nullify or replace these General Terms and Conditions of Sale. Contracts are concluded, unless otherwise agreed, by written confirmation from the supplier.
1.2. Acceptance of our offers implies tacit acceptance of all the conditions detailed here, except for those special conditions agreed upon in writing, particularly in the same Offer or by letter or detailed in our order acknowledgment, the only documents that bind us to the Client.
1.3. Hidraoil reserves the ownership rights and intellectual property rights of samples, budgets, plans, and information in both material and immaterial form as well as in electronic form; third-party access to these must be prevented.
ARTICLE 2. OFFERS AND ORDERS2.1. Prices are understood, unless otherwise stated, for goods located in our warehouse, including loading, but excluding packaging and transport to the place of receipt, as well as taxes (which will always be borne by the buyer), and also excluding the commissioning at the site. All transportation, insurance, handling, and delivery operations are at the Buyer’s expense and risk.
2.2. Material studies or offers are based on the prices in effect at the date of their realization and if, due to changes in the cost of materials, tariff modifications, or any other cause, the price level is revised, the prices applied will be those in effect at the date of supply, unless the offer is accepted within the validity period specified therein.
2.3. Prices do not include, unless expressly notified, the assembly and commissioning of the supplied materials, the fluids recommended by the manufacturers' technical services, containers both rigid and elastic for the materials, as well as the study of the implementation of the different materials.
2.4. Hidraoil may vary the price as a result of any law affecting materials, wages, or working hours and also due to possible changes in currency parity in imported elements.
2.5. Orders will not be considered unless accompanied by the amount on account provided in our Offer, if so established.
2.6. Acceptance of the Offer will equally imply unconditional acceptance of these General Terms and Conditions of Sale.
ARTICLE 3. STUDIES, PLANS, AND DESIGNS3.1. The information related to the offer, such as plans, designs, drawings, catalogs, and/or other technical documentation, is for informational purposes only and aims to provide a general image of the materials described therein, not forming part of the contract unless there has been a written agreement. Hidraoil will not accept any responsibility for inaccuracies, typographical errors, or omissions in such documentation.
3.2. The Client must always conduct a preliminary study of compatibility and assembly of the elements in their installation and will be solely responsible for bringing said installation into compliance with the various current regulations.
3.3. In budgets, plans, diagrams, and other technical information, we will maintain the reserved right of ownership and execution, not allowing these to be provided or sold to third parties without our prior written consent.
ARTICLE 4. ON-SITE WORK4.1. The budgets for work carried out at the client's site are considered indicative, due to the particular and special characteristics they may represent, and cannot give rise, except by definitive agreement between the parties, to definitive prices.
ARTICLE 5. OWNERSHIP RIGHTS5.1. Hidraoil retains ownership of the goods until the buyer has made full payment for them.
5.2. It will be the buyer's responsibility to take the necessary measures to keep the goods in good condition until they have been paid for, ensuring Hidraoil's payment in the event that they have been sold to third parties by the buyer.
ARTICLE 6. REPAIRS6.1. Repair work will not begin until the Client has given written acceptance of the budget and the conditions established.
6.2. If the budget is not accepted by the Client within one month, the costs derived from disassembly, storage, appraisal, and transportation will be borne by the Client. If the Client requests the repair before accepting the budget, the work will be carried out as soon as possible and, in turn, the Client must accept the final cost of the repair.
6.3. In the event that new products are delivered in exchange for the repair, if it is out of warranty, the Client must accept the corresponding charge.
6.4. Repair budgets are always indicative and should not be considered final prices.
ARTICLE 7. DELIVERY TIMES7.1. The delivery time will be agreed upon by the contracting parties. Delivery times will be calculated from the date of receipt of the order confirmation, allowing Hidraoil to proceed without interruption.
7.2. Hidraoil will not be responsible for delays in the supply of all or part of the goods in the event of force majeure, such as natural disasters, legal limitations, strikes, etc., or any other cause beyond our control. If any of the aforementioned reasons arise, the delivery period will be extended for the same period as the cause of the delay. However, if the period exceeds six months, Hidraoil may cancel the undelivered part by notifying the buyer in writing in advance.
7.3. Hidraoil reserves the right to reject an order based on product availability. In this case, it will inform the buyer as soon as possible.
7.4. We strive with the greatest interest to meet the delivery times indicated in our offers or order confirmations, although it is materially impossible to fully guarantee such compliance, as it depends on other suppliers and unforeseen circumstances entirely beyond our possible control. Therefore, penalties for delays in the expected delivery will not be accepted.
7.5. If aware of an unfavorable financial situation of the client or non-compliance with their payment commitments, Hidraoil may change the financial conditions of the order/contract or even rescind the supply entirely or partially even if there is a delivery confirmation.
ARTICLE 8. WARRANTY8.1. Hidraoil exclusively guarantees its materials for a period of 12 months from the date of factory departure or, where appropriate, from the notification to the client of their availability for collection at our facilities. Any direct, incidental, special, or consequential damages suffered by the buyer or any third party, any loss of income, profit, or image caused by any situation, whether of a contractual or extracontractual nature, due to fundamental breaches or negligence, even if Hidraoil has been warned of the possibility or probability of such damages, excluding any liability for the effects or damages that these may cause in installations, machinery, or circuits. Under no circumstances will it be responsible for personal or material accidents and production losses.
8.2. The warranty includes the replacement or repair of defective elements to be carried out in our workshops. It will always be understood with the presumptively defective material deposited in our warehouses, with transportation costs and risk borne by the buyer. If the client wishes the repair to be carried out at the plant or location where the equipment is installed, the costs incurred will be borne by them, according to the current rates of personal service provision approved by AEFTOP.
8.3. Regarding defects appearing in the supplied products, Hidraoil will accept as the only responsibility or obligation to replace or repair free of charge the defective piece or pieces as long as the goods have been properly treated and the defects that have arisen are due to material or manufacturing defects. Warranty excludes breakdowns caused by misuse or faulty installation, breakdowns caused by subjecting the equipment to abnormal efforts for experimental, adjustment, or testing purposes. The total liability of Hidraoil for damages caused, regardless of the type of action or theory of liability, will not exceed the amount of the work, installation, or materials that have been ordered from Hidraoil. Any amount exceeding this amount and that Hidraoil is forced to bear either by judicial, arbitral, or similar decision will be repeated to the buyer until indemnity is achieved.
8.4. If the buyer attempts to carry out the repair on their own or disassembles/modifies the product, the warranty will be invalidated.
8.5. The advice and guidance given before and after the contract is made are provided with the best intention and to the best of their knowledge, however, Hidraoil does not assume any responsibility in this regard, nor will it be liable for any direct or indirect damages that may be caused, by whom, where, and for what reason.
8.6. Excluded from this warranty are:
8.6.1. The use of installations or services that deviate from Hidraoil's or the manufacturer's instruction manuals or specifications.
8.6.2. Inappropriate use of installations or negligence by the Buyer, their Assistants, or Agents.
8.6.3. Defects resulting from any external influence out of specification and normal wear of the material are excluded from this warranty.
8.6.4. The warranty does not apply to second-hand components and machinery.
8.6.5. Parts supplied by the Buyer.
ARTICLE 9. RETURN OF MATERIAL9.1. No claims will be answered if not made within 12 months following the delivery of the goods, nor will returns be accepted without prior written authorization from Hidraoil or 15 days after the delivery of the goods. In any case, all returns must be accompanied by a copy of our delivery note or invoice and will entail a minimum surcharge of 25% on the cost of the returned material, with all transportation risks and expenses borne by the client.
9.2. Returns of materials that have been tampered with or that are not in their original packaging or that have been unsealed will not be accepted.
9.3. Under no circumstances will returns of special manufacturing, machined articles, or non-standard products that are not part of Hidraoil's regular stock be accepted.
ARTICLE 10. TRANSPORT10.1. Hidraoil's sales conditions are EX WORKS (EXW INCOTERM 2011). Therefore, even if the goods are shipped freight paid or freight charged on the invoice, the goods always travel at the client's expense and risk. Thus, any risk of damage, loss, or delay is transferred to the client from the point of departure.
10.2. According to Article 18 of Royal Decree 782/1998 for packaging and containers covered by the Additional Provision 1 of Law 11/1997, the user is responsible for the delivery of packaging and containers used for their proper environmental management.
10.3. In emergency shipments, regardless of the transportation method used: airplane, courier, luggage regime, special agencies, messengers, etc., the buyer will bear all additional costs, including handling, travel, and communication expenses caused by the service, with a minimum value not less than 60 Euros.
ARTICLE 11. PAYMENTS11.1. Payments will be made in accordance with Law 15/2010 of July 5, which regulates commercial operations from the date of the invoice and upon receipt of positive credit reports. If the buyer does not make the payment for any of the supplies at maturity, Hidraoil is authorized to suspend subsequent shipments until such payment is made.
11.2. Any bank charges associated with the collection of the goods, as well as the return costs in case of non-payment, will be borne by the buyer.
11.3. In case of delay in payment and without prejudice to other rights attributed to the buyer by current legislation, the buyer will pay Hidraoil a late payment interest of 2% per month from the invoice due date.
ARTICLE 12. USE OF SOFTWARE12.1. To the extent that the delivery volume includes the provision of software, the client has the non-exclusive right to use it, including the accompanying documentation. The software is provided for use on the delivery item to which it is intended. The use of this software on another system is not permitted. Modification, translation, or adaptation of object code to source code as well as reproduction of software is only permitted to the legally established extent. The client agrees not to remove the manufacturer's indications, especially copyright indications, without Hidraoil's prior consent.
12.2. All other rights to the software and documentation, including copies, belong to Hidraoil or the software provider. The granting of sublicenses is not permitted.
ARTICLE 13. JURISDICTION13.1. The legal relationships between Hidraoil and the buyer are subject to Spanish law. The competent court will be that of Hidraoil's domicile. However, Hidraoil may choose to bring legal action at the buyer's domicile.