General Terms and Conditions of Sale
Our offers and sales are subject to the following general terms and conditions of sale. Acceptance of the goods without immediate rejection by the buyer implies approval of these general terms and conditions of sale, and any modification will only be valid if the agreement of Industrial Barranquesa, S.A. is given in writing.
1- VALIDITY OF OFFERS
The validity period of our offers will be stated on the offers themselves, or in their absence, 7 days.
2- DELIVERY TIMES
The delivery times indicated in our offers are approximate and are established within the possibilities of manufacturing. Delay in delivery shall not give rise to claims for damages or penalties unless expressly agreed upon in writing and accepted by us.
3- FORCE MAJEURE
Neither party shall be considered in breach of the sales contract in cases of force majeure. Force majeure is defined as any circumstance that the affected party could not have foreseen and could not have prevented, which hinders the timely fulfillment of the obligations of either party. Examples of force majeure include war, civil unrest, revolution, terrorism, boycott, governmental acts, non-issuance of export or re-export licenses, strike, fire, explosions, natural disasters including, but not limited to, floods, earthquakes, typhoons, etc. In the event of force majeure that prevents either party from fulfilling their contractual obligations, that party shall immediately notify the other party of the nature and possible duration of the force majeure. In the case of force majeure, the contractual schedule shall be extended accordingly. In the event that force majeure extends for a period exceeding 60 days, the parties shall discuss possible solutions and courses of action. If the parties fail to reach an agreement on the procedure for fulfilling the order within an additional 30 days, each party may terminate the contract.
When the material is transported at the buyer’s expense and risk, it is the recipient’s responsibility to report any discrepancies in weight or damage to the carrier. Industrial Barranquesa, S.A. shall not be held responsible for any subsequent deficiencies of any kind that occur after the delivery of the goods to the initial carrier.
5- CANCELLATION OR MODIFICATION OF ORDERS
The customer may not cancel or modify their purchase order if seven days have elapsed since our confirmation, if partial or total shipment of the corresponding materials has been made, or if, in the case of special materials, their production has commenced, unless the costs incurred up to the time of cancellation or modification are paid.
6- DRAWINGS AND ORDER DOCUMENTATION
It is strictly prohibited to make our documents and/or drawings available to third parties without our express written authorization.
The customer undertakes to maintain confidentiality and not to disclose to third parties any information transmitted in relation to the potential order, and not to use it for purposes other than the installation, operation, and maintenance of the parts and equipment.
All materials are guaranteed against any manufacturing defects when used under appropriate conditions for their intended purpose and in accordance with the instructions provided. Our warranty and liability shall cease if unauthorized personnel intervene in their reform or repair without prior authorization from Industrial Barranquesa, S.A.
Any returns of delivered materials due to possible manufacturing defects will only be accepted within 30 days of delivery. In this case, the original material must be sent to us for determination of its origin and analysis. If the claim is accepted, our liability will be limited to the free replacement of the defective part.
10- LIMITATION OF LIABILITY
Under no circumstances, whether due to breach of contract, warranty, performance guarantees, tort (including negligence), strict liability, or any other cause, shall the total liability of Industrial Barranquesa, S.A. to its insurers for any penalties, damages, losses, or any other obligations arising from or in connection with the order, performance, or non-performance thereof by Industrial Barranquesa, S.A. or any element of the equipment or services provided by Industrial Barranquesa, S.A., exceed 10% (ten percent) of the total price of the order. In no event, whether due to breach of contract, warranty, performance guarantees, tort (including negligence), strict liability, or any other cause, shall Industrial Barranquesa, S.A. be liable for any loss of profits, loss of production and loss of contracts, as well as any indirect, incidental, special, consequential, or punitive damages. The maximum overall liability of Industrial Barranquesa, S.A. with regard to penalties shall be limited to 5% of the total price of the contract, which shall be a definitive settlement of liability arising from a delay.
11- TESTS AND TRIALS
Upon written request when placing the order, the customer has the right to request specific tests and trials, and will be responsible for all related expenses.
Payments shall be made in accordance with the established conditions; otherwise, payment shall be considered cash on delivery. Failure to pay on the agreed date or dates will authorize Industrial Barranquesa, S.A. to withhold the remaining pending orders and demand immediate payment of the outstanding amounts, or to terminate the sale with the return of the sold material, without prejudice to exercising any other actions deemed appropriate for the collection of the supplies provided.
13- RETENTION OF TITLE
The supplied materials shall remain the property of Industrial Barranquesa, S.A. until fully paid.
Any matters relating to the sale, its interpretation, compliance, or execution that may arise shall be subject to the jurisdiction and decision of the Judges and Courts of Pamplona, to which the parties expressly submit, waiving any other jurisdiction.