SALES TERMS AND CONDITIONS
DEFINITIONS
For the purposes of these Terms and Conditions:
SEAUTO: Seauto Seals Automoción S.L.
Customer: Any individual or legal entity that purchases SEAUTO products.
Standard product orders: Orders referring to SEAUTO products, which usually appear in its catalogs or brochures, and do not require additional manufacturing or assembly processes.
Orders for non-standard products or special fabrications: Orders related to SEAUTO products that require an additional or special manufacturing or assembly process, at the specific request of the Customer.
Additional costs: Expenses derived from concepts other than the price of the product, accrued as a consequence of the Customer’s order, such as: kits, units per package, special labels, non-standard packaging, or any other duly accredited concept.
SCOPE OF APPLICATION AND VALIDITY
These General Terms and Conditions are exclusively applicable to SEAUTO’s Customers.
These Conditions shall come into force and shall be deemed to be accepted by the Customer when the Customer places an order with SEAUTO, and shall remain in force until the termination of the contract between the parties and the extinction of all obligations assumed by each party.
If any condition is declared, totally or partially, null or ineffective, the same shall only affect such provision or the part that is null or ineffective, the others remaining in force, and such condition or the affected part shall be deemed not to be in force.
These Terms and Conditions shall apply to all purchases made by the Customer from SEAUTO, without prejudice to any Special Conditions that the Parties may agree in writing.
Any condition proposed by the Customer other than these, which is not expressly accepted in writing by SEAUTO, shall be ineffective and non-binding.
The documents issued by SEAUTO other than these Conditions, such as: brochures, catalogs, etc. are for information purposes only and SEAUTO reserves the right to modify them at any time.
ORDERS / CANCELLATIONS
The order can be placed by the Customer by any means, being understood as accepted by SEAUTO when it is registered in SEAUTO’s computer system.
When placing an order, the Customer shall detail, among other data (number of units, place of delivery, etc.), the SEAUTO article code that appears in the SEAUTO Catalogues, WEB pages, offers or queries to SEAUTO. Failing this, SEAUTO may supply the product it considers most similar to the one requested.
For orders of non-standard products or special fabrications, the Customer shall provide a detailed drawing and pay for the tooling prior to the start of production.
SEAUTO’s offers, drawings, designs, assemblies, etc…, are the exclusive property of SEAUTO. Therefore, the Customer may not transfer them to third parties without the written consent of SEAUTO.
Orders for non-standard products or special fabrications accepted by SEAUTO cannot be cancelled.
Cancellation of orders for standard products accepted by SEAUTO requires your written consent. If the cancellation entails any damage or loss, SEAUTO may claim from the Customer the payment thereof, plus a compensation equivalent to 10% of the sale price.
DELIVERY / DEADLINE / ADDITIONAL COSTS / SUSPENSION
Delivery times stated in SEAUTO documents (such as acknowledgements of receipt, bids or quotations) are approximate, unless there is a written commitment to guarantee them. Any delays that may occur in the delivery of the products shall not give rise to the termination of the contract, nor to compensation of any kind.
The Customer accepts the shipment of partial lots of products when circumstances of service or storage so require on the part of SEAUTO.
In the event that additional costs are incurred as a result of an order of any kind, all costs shall be borne by the Customer, who shall pay them together with the amount of the products delivered.
SEAUTO may suspend or delay the delivery of the products if unforeseen circumstances beyond its control prevent delivery. In such case, it shall be sufficient that from the moment it becomes aware of such circumstances, it informs the Customer by any means, the suspension or delay in delivery, being released from any liability for the delay.
SEAUTO reserves the right to deliver orders corresponding only to units packaged in multiples, as well as to deliver more or less than 10% of the quantities ordered, according to its availability at any given time.
If the Customer is in default of payment or ceases its activity, SEAUTO may cancel the orders pending at that time, block the account and the supply of materials.
TRANSPORT
All goods are shipped carriage forward, and travel at the Customer’s risk. Likewise, if the Customer requests an urgent shipment or by any specific means of transport, the costs generated will also be at the Customer’s expense. In both cases, any damage that may occur during transport shall be borne by the Customer.
All SEAUTO products are delivered to the carrier after a thorough quality control and packaging, so the Customer upon receipt of the purchased products at their destination must state on the delivery note, any external or visible defects visible on the products, and derived from transport.
SEAUTO assumes neither the negative effects that may occur in the goods during transport (losses, damages, etc.) nor the damages that may be caused by delays in delivery for any reason.
Products subject to delivery to the Customer or buyer at SEAUTO’s premises:
1.- They must be collected within a maximum period of 7 days, from the communication to the Client that they are at his disposal.
2.- SEAUTO may charge the Customer for storage and other expenses that may be generated, if the products are not picked up within 7 days.
Notwithstanding the above, if the Customer does not collect the ordered products from SEAUTO’s warehouses within a maximum period of 21 days from the communication that they are at its disposal, SEAUTO may demand the performance or terminate the supply contract, in accordance with the provisions of the thirteenth condition of these general conditions.
PRICES
The Customer may at any time ask SEAUTO for the price of the products in which it is interested. These prices shall only be valid for the period indicated by SEAUTO in its communications to the Customer. If no period of validity is stated, it shall be understood to be only 30 days.
The price invoiced shall be, in any case, the price in force for the product at the time the goods are made available to the Customer.
Prices are net (excluding taxes, transportation, quality certificates and other items).
The price lists may be modified at any time by SEAUTO, without prejudice to the contracts in force with its Customers.
If during the manufacturing of the orders the prices are modified due to fluctuations of raw materials or other reasons beyond SEAUTO’s control, these modifications will be assumed by the Customer, prior communication by SEAUTO.
The prices of SEAUTO products refer to units, except in the case of products with packaging containing several units. In this case, the minimum sale is one container.
BILLING
Unless otherwise agreed in writing, SEAUTO will invoice all Customer orders, with invoices being issued on the 15th and 30th (end of month) of each month.
Invoice amounts are not subject to negotiation or discount.
PAYMENT
All orders for amounts less than 150 Euros will be paid or drawn in cash, notwithstanding that orders for higher amounts may be subject to other conditions.
Payments for orders over 150 Euros must be made in the manner described in the previous paragraph, except when the Customer has agreed with SEAUTO special payment conditions. In this case, payments for orders of 150 Euros or more can also be made by bank transfer to the following bank account: Cta. Cte. SEAUTO, or by direct debit to the account. Cte. designated for this purpose by the Client.
Exceptionally, SEAUTO may accept checks or promissory notes from Customers of proven solvency, being in these cases all bank charges and other expenses incurred to be borne by the Customer.
Customer shall make payments within 60 days from the date of SEAUTO’s invoice. Payment deferrals will only be accepted upon written confirmation from SEAUTO.
All bank charges arising from non-payment shall be passed on to the Client.
The non-payment by the Customer of any invoice or debit in favor of SEAUTO, shall give rise, in addition to the eventual damages to be claimed, to the accrual of a late payment interest on the principal amount due, which shall be equal to the legal interest rate in force plus seven points, as from the due date of the corresponding invoice or debt.
RETURNS AND RESALE
SEAUTO will not accept returns of any kind of products, once supplied to its Customers, or made available to them.
Exceptionally, SEAUTO may accept returns of standard products provided that each and every one of the following conditions are met:
- – That there is a request for return by the Customer, and SEAUTO in turn accepts it in writing.
- – That the returned product is deposited by the Customer in SEAUTO’s original warehouses within a maximum period of 7 days from its delivery.
- – That the returns are made with the original packaging, the material unused and in perfect condition, accompanied by a copy of the delivery note.
- – That SEAUTO’s Receiving Department and Quality Control Department give their conformity to the returned product.
- – That the Customer pays all the expenses incurred for the return, as well as any damages that may have been caused to SEAUTO for this reason.
In any case, SEAUTO reserves the right not to accept the return, especially if its poor condition is due to defects in storage, conservation, transport or handling.
Returns travel at the Customer’s risk and expense, unless they are due to an error or cause attributable to SEAUTO, in which case written acceptance by SEAUTO will be required.
In no case, returns of special fabrications, machined items, or in general any non-standard product will be accepted.
The reseller Customers are responsible for their relationship with the final recipient and cannot transfer to SEAUTO any liability arising from events subsequent to the delivery of the product, except as provided for in the cases expressly provided for by law.
WARRANTY / LIABILITY
With regard to contracts of sale of consumer goods -or tangible personal property intended for private consumption- that SEAUTO enters into as a seller directly with consumers, the provisions of Law 23/2003 of July 10, 2003, on Guarantees in the Sale of Consumer Goods and complementary legislation shall apply.
The rest of the supply or sale contracts entered into by SEAUTO with its customers, which are not included in the scope of application of the aforementioned Legislation, shall be governed by the present conditions.
Any complaint about the contents of the delivery note, or the products purchased, must be made in writing to SEAUTO within 7 days of delivery.
SEAUTO guarantees the quality of its products according to the standards of its suppliers. The warranty for manufacturing defects is limited to the replacement of the defective product with another of the same characteristics, excluding the payment of damages.
In any case, in order to accept the replacement of a product, the conformity of the Technical Department and the Quality Control Department of SEAUTO will be required.
SEAUTO is not responsible for claims arising from inadequate product selection, poor assembly, in any case, no claims will be accepted to SEAUTO arising from damage to the products due to handling by the Customer, transport, apparent defects or similar.
The content of SEAUTO catalogs (technical specifications, drawings, etc.) is for information purposes only and does not in itself create any commitment or contract with the Customer.
Any responsibility derived from the storage, care or handling of SEAUTO’s products is transferred to the Customer from the moment of their delivery or availability.
The products supplied shall not become the full property of the Customer until the price has been fully and effectively paid to SEAUTO.
PACKAGING AND WASTE TREATMENT
For the purposes of Royal Decree 782/1998 of April 30, 1998, which approves the Regulation for the development and execution of Law 11/1997 of April 24, 1997, on Packaging and Packaging Waste, it is explicitly stated that in all transactions of sale or transfer of SEAUTO Products, the final holder will be responsible for the delivery of the packaging waste or used packaging for its correct environmental management.
PROCESSING OF PERSONAL DATA
If during the contractual relationship between SEAUTO and the Customer (the Parties), any of the Parties has access to personal data, the Parties shall comply with the following rules in the processing of such data:
- A) The Parties undertake not to disclose to third parties and to keep silent about all information and personal data to which it has access in compliance with the contract for the supply and purchase of Products from SEAUTO.
- B) The Parties shall refrain from any processing, whether it be recording, reproduction, use, conservation, etc., of the same for purposes other than the strict fulfillment of the contract for the supply and purchase of products from SEAUTO. This prohibition affects data contained in paper documents, as well as in any type of electronic, magnetic, analog or digital support, as well as data obtained by telematic means. Under no circumstances may such data or the files containing them be communicated to third parties, not even for storage purposes.
- C) All information or material provided by the Parties shall be treated in accordance with the Organic Law 15/1999 of December 13, 1999 on the Protection of Personal Data. D) The Customer indemnifies SEAUTO from any liability of economic nature that may arise from third party claims for breach by the former of any of its obligations referred to the Organic Law 15/1999 of December 13th on the Protection of Personal Data.
RESOLUTION / EFFECTS
In case of breach by the Customer of any of its obligations, in particular the partial or total non-payment of SEAUTO’s invoices, SEAUTO may, after three days’ written notice, demand the performance of the contract and the full payment of the sums due, plus interest for late payment as agreed, bank and administrative expenses accrued, or terminate the contract by right, requesting the return of the goods with the transport expenses to be paid by the Customer, together with all the damages caused, and an indemnity equal to 10% of the total price of the unpaid orders, which is expressly agreed as a penalty clause.
COMPETENCE AND JURISDICTION
Any controversy that may arise from the application of these Conditions shall be subject to the Jurisdiction of the Courts and Tribunals of the city of Barcelona.
