GENERAL DELIVERY CONDITIONS FOR CONSUMABLES OF PREGIS
1.DEFINITION: "Consumables" is understood to mean packaging materials, such as rolls of film, rolls of paper, packs of paper, bags on rolls, bags in a box and loosefill.
“PREGIS”: the legal entity of the PREGIS group making use of these General Delivery Conditions
2.OFFER: Offers are without engagement and must be accepted by return, and in case of failure to do so the offer is no longer valid.
3.DELIVERY: Unless agreed otherwise in writing, delivery takes place Ex Works (Incoterms 2020) where the Consumables is warehoused, inclusive of standard packing.
4.PRICE AND PAYMENT: Prices are exclusive of turnover tax and other governmental taxes and are based on delivery Ex Works inclusive of standard packing. Unless agreed otherwise in writing, payments must be received by PREGIS within 30 days after the invoice date. The buyer shall not be entitled to any setoff, discount, or deferment.
5.GUARANTEES: PREGIS DOES NOT GIVE ANY GUARANTEE AS REGARDS MECHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NOR ANY OTHER IMPLIED OR EXPRES GUARANTEE.
6.SUITABILITY: It is the responsibility of the buyer to determine whether the Consumables is appropriate for the purpose and application it intends to use it for. The buyer explicitly accepts the risks and liabilities ensuing from the use of the Consumables, whether or not in combination with other goods. In the event PREGIS gives any advice as to the use of the Consumables, this advice shall be deemed to have been given to the best of its knowledge, and following such advice is at the buyer's account and risk. PREGIS accepts no liability whatsoever in this respect.
7.COMPLAINTS: In the event the buyer is of the opinion that the delivery of the Consumables is faulty, it shall notify PREGIS of same in writing, precisely stating the alleged fault. Notices, if any, must be send within eight days after discovery, and anyhow not later than 30 days after receipt of the Consumables.
8.LIMITATION OF LIABILITY: PREGIS ACCEPTS NO LIABILITY WHATSOEVER FOR DAMAGE, IRRESPECTIVE OF WHETHER THE DAMAGE WAS SUSTAINED BY THE BUYER OR BY A THIRD PARTY, ARISING FROM, RELATING TO, OR IN CONNECTION WITH: a) LOSS OF PROFIT, b) DECREASE IN REVENUE, c) LOSS OF TURNOVER OR PRODUCTION, d) STOPPAGE OR DELAY OF THE PRODUCTION PROCESSES, e) FULL OR PARTIAL DAMAGE OR LOSS OF GOODS DELIVERED BY OR THROUGH PREGIS AND OF GOODS MANUFACTURED, PROCESSED, AND OR TREATED BY GOODS DELIVERED BY OR THROUGH PREGIS, f) DIMINUTION OF THE VALUE OF GOODS g) REPOSSESSION OF GOODS, h) ADVERSE EFFECT ON GOODWILL AND/OR REPUTATION AND/OR TRADEMARKS, i) DELIVERY OF GOODS FOR WHICH PREGIS DOES NOT RECEIVE COMPENSATION, j) CLEANING COSTS, k) NET ASSETS LOSS. THE ABOVE EXCLUSION OF LIABILITY DOES NOT APPLY IF AND INSOFAR AS INTENT OR WILFUL RECKLESSNESS CONCERNING THE CAUSE OR THE DAMAGE CAN BE ASCRIBED TO A PERSON CHARGED BY PREGIS WITH THE MANAGEMENT OF PREGIS'S ORGANISATION. AT ALL TIMES, PREGIS'S LIABILITY FOR DAMAGE IS LIMITED TO A MAXIMUM OF THE PRICE OF THE CONSUMABLES THAT CAUSED THE DAMAGE.
9.FORCE MAJEURE: Force majeure shall be understood to include all circumstances impeding the fulfilment, whether in a timely fashion or not, of the agreement and which cannot be ascribed to the party invoking force majeure. Force majeure includes i.a. general strikes; lack of raw materials necessary for the production of Consumables; non-foreseeable stagnation at suppliers or other third parties on which PREGIS is dependent; transportation problems in PREGIS's transportation of the Consumables; and problems in the electronic sending or receipt of messages and data, etcetera. In the event of force majeure the delivery and other obligations of both parties are suspended. If the period of force majeure lasts longer than two months, PREGIS is authorised to dissolve the agreement in whole or in part, without further liability.
10.RETENTION OF TITLE: THE OWNERSHIP OF THE CONSUMABLES ONLY TRANSFERS TO THE BUYER WHEN THE BUYER HAS FULLY FULFILLED ALL ITS OBLLIGATIONS FROM ALL AGREEMENTS CONCLUDED WITH PREGIS FOR THE DELIVERY OF CONSUMABLES. AS LONG AS THE OWNERSHIP OF THE CONSUMABLES HAS NOT BEEN TRANSFERRED TO THE BUYER, THE BUYER IS NOT AUTHORISED TO ALIENATE, ENCUMBER, PLEDGE, OR OTHERWISE ALLOW THE CONSUMABLES TO COME UNDER THE POWER OF THIRD PARTIES.
11.FINAL PROVISION: the applicability of general or extraordinary terms and conditions of the buyer are explicitly excluded. Amendment of PREGIS's delivery conditions at hand is only valid if made in writing and signed by an authorised person on PREGIS's behalf, and in that case is only applicable for that specific transaction.
12.APPLICABLE LAW AND SETTLEMENT OF DISPUTES: All disputes arising out of or in connection with the sales of Consumables shall be finally settled under the Rules of Arbitration of the International Chamber of Commerce by one or more arbitrators appointed in accordance with the said Rules.
The Contract shall be governed by the substantive law of the country PREGIS is incorporated.