Terms and Conditions of Sale of TELMAKSAN
Our Terms and Conditions of Sale applies to all our business relationships customers. By placing an order for the goods the Client shall be deemed to have accepted these conditions to the exclusion of any other terms and conditions set out or referred to in any other document or other communication used by either party in concluding the contract.
2. CONTRACTS AND OFFERS
2.1 Our offers are subject to change and are not binding unless the offers are identified as binding offers.
2.2 All the agreement between Telmaksan and our Client are governed by written agreement. Any oral conversation is not binding under the law.
2.3 Any kind of modification to our offer or contract should made written and approved by Telmaksan.
2.4 Telmaksan reserves ownership/copyright of all the documents and information’s like cost, quotes or estimates as well as our technical data such as drawings, pictures or all other documents. Our Client can not share this information with third parties without Telmaksan’s written approval. If its being requested by Telmaksan, our Client should return or destroy all kinds of documents provided by Telmaksan.
2.5 Samples are provided for a fee. Samples should be used for ascertaining the features of original product. Telmaksan do not guarantee original product quality for samples.
3. DISCREPANCY IN DELIVERIES
Telmaksan will let their Client know that excess or short deliveries could happen up to %10. This kind of deliveries shall not violate contact singed between Telmaksan and its client.
4. PRICES AND PAYMENT
4.1 Orders that are shipped to countries outside of the Turkey may be subject to import taxes, customs duties and fees levied by the destination country. Our Client may be asked to remit any such charges upon delivery of the product.
4.2 In the case of sale by delivery to a place other than the place of performance, the Client shall bear the transport costs from the factory and the costs of any transport insurance required by the Client.
4.3 The payment shall be made by the Client free and clean of and without any deduction for or on account of any taxes set-off or counterclaim. If the Client is compelled by law to make the payment subject to the deduction of withholding of any tax, then Client shall pay additional amounts to Telmaksan to ensure receipt by Telmaksan of a net sum equal to the sum Telmaksan would have received had no such deduction or withholding been made or required to be made.
4.4 The invoice has to be paid within 14 days of invoicing or delivery. Telmaksan can demand a down payment of the purchase price if the purchase exceed 10,000 Euros. If the payment is not made on the due date, Telmaksan may suspend the performance of the contract and charge the Client interest calculated at a daily rate equivalent to maximum legal interest rate applying from time to time.
4.5 Telmaksan may change the prices of its products according to increases and decreases of its costs of building products after the contact is signed. In such cases, our Client has the right to ask of a document that shows this increase or decrease.
5. DESPATCH AND DELIVERY
5.1 Telmaksan will use reasonable work to deliver on the dates or to any plan of dates agreed, but delivery dates cannot be guaranteed and time of delivery is not of the essence of the contract unless a deadline has been promised.
5.2 Delivery dates may change according to technical problems such as approving samples. Our Client has to let us know immediately if there is any problem with the sample.
5.3 Telmaksan is not responsible of delays in delivery if such events are caused by force majeure or other events that were unforeseeable at the time contract was signed such as transport delays, short of raw material. In such cases, our client has the right to withdraw from the contract by a written declaration to us.
5.4 Telmaksan is entitled to make partial deliveries of products or services unless our Client declare otherwise.
5.5 Deliveries are ex works, which is our place of performance. If the delivery is arranged by our Client then the transportation means shall be booked in accordance with the specific instructions given by Telmaksan for the number of transportation means, their technical characteristic, timing of arrival, free time for loading, accessories needed to secure the product for safe transit during normal conditions of transport.
5.6 We will not recover transportation or all packaging materials, they will become our Client’s property unless they are returnable materials such as returnable reels or pallets.
5.7 If our Client fails to take the delivery of the products, we are entitled to claim compensation for the resulting damage including additional expenses such as storing costs. The Client is entitled to prove that we have not incurred any losses.
6. CANCELLATION OF AN ORDER
If our Client wants to cancel an order, they must declare their cancellation request within six months after confirmation of an order. Otherwise our Client has to accept products or services and obliged to pay for the order.
7. CLAIMS BASED IN DEFECTS
7.1 If a defect is detected during the examination or at a later stage, the Client must notify us about this in writing without delay. The notification is regarded as having being issued without delay if it takes place within eight calendar days and in order to observe this period, the notification merely needs to be posted on time. Regardless of these duties to immediately examine the goods and make a complaint, the Client must report obvious defects (including mistaken deliveries and short deliveries) within eight calendar days of delivery and in this case, the notification is regarded as having been issued without delay if it is posted on time. If the Client fails to properly comply with the examination and/or notification of the defects, our liability for the defects that have not been reported is excluded.
7.2 Telmaksan is entitled to decide of its actions if Client reports a defect. In such cases, Telmaksan may repair the damage or delivery defect free product.
7.3 Telmaksan is responsible for any kind of expenses such as repair cost or delivery cost of brand new product, if Client find a defect at the product. However, if Client fails to justify the repair/ exchange request, Telmaksan is entitled to claim full price of services provide for the defect.
7.4 If Client modifies the products without the permission of Telmaksan, then Telmaksan shall not responsible for any kind of expense caused by repairing.
8.1 The risk of any damage to the product shall pass to Client on dispatch from the premises of Telmaksan or, where products are to be collected by Client, on Client collecting the products from the Telmaksan facility.
8.2 The products will only be insured against theft, breakage, transport, fire or water damage or other insurable risks if this is expressly requested by the Client and at the Client’s expense.
9. RIGHTS OF PRODUCTS AND TITLE
9.1 Title to the product shall not pass to the Client until Telmaksan has received (in cash or cleared funds) payment in full of the sums due from the Client. If our Client falls behind in payment or if it stops making payments, we are entitled to demand that our Client identifies the claims assigned to us and their debtors and provides us with any information required to collect the debts, hands over any pertinent documents and notifies the debtors about the transfer of claims
9.2 If the Client fails to pay the purchase price due, we will only be entitled to demand the return of the goods after we have unsuccessfully set a reasonable period for payment or wherever setting such a period is not required under statutory provisions.
9.3 Before title to the product has passed to the Client, the Client shall NOT store the product along with the other products held by the Client as Telmaksan products has to remain identifiable as Telmaksan property or remove the packaging of product or damage the product in a way that may effect full price of product.
10. HIGH RISK ACTIVITIES
The Client acknowledges that the products are not fault tolerant and is not designed, manufactured, or intended for use or resale as control equipment in hazardous or high risk environments and activities requiring fail-safe performance (such as in the operation of nuclear facilities, aircraft navigation or communication systems, air traffic control, direct life support machines, or weapons systems) in which the failure of the products could lead directly to death, personal injury, or severe physical or environmental damage. The Client agree not to use or allow the use of the products or any portion thereof for, or in connection with, any such environment or activity.
11. FORCE MAJEURE
Telmaksan shall not be responsible or liable for its failure to perform its obligations, if such failure is beyond the control of Telmaksan, or beyond the control of the suppliers of Telmaksan, whether caused by acts of God, unavailability or shortages of materials or energy necessary to produce and/or deliver products by usual modes of transportation, fire, flood, wars, embargo, strikes, labor disputes, explosions, riots, of laws, rules, regulations, restrictions or orders of any governmental authority, or any other cause, other than financial, beyond the control of Telmaksan or its suppliers.
Any party to this contract is NOT entitled to reveal or use the contract or any kind of information related with this contract to a third party.
13. GOVERNING LAW
The validity, performance and enforcement of contract shall be governed by and construed in accordance with the laws (other than the conflict of laws rules) of the Republic of Turkey. The courts of Turkey shall have exclusive jurisdiction to adjudicate any dispute which may arise in connection with the contract.