(1) The following General Terms and Conditions (GTC) apply to all offers, contracts, as well as deliveries and services concluded by SAND & SILICON Middle East FZCO as the seller of the goods it trades. Any differing terms and conditions of the buyer are expressly excluded.
(2) The acceptance of goods delivered by SAND & SILICON Middle East FZCO implies that the buyer waives any terms and conditions of their own. In any case, the following conditions of SAND & SILICON Middle East FZCO are legally binding for the entire contract.
(1) A purchase agreement is only concluded once it has been confirmed in writing by SAND & SILICON Middle East FZCO. In the event of errors in such written confirmation, the purchase agreement is concluded through the tacit acceptance of the goods and an invoice issued by SAND & SILICON Middle East FZCO.
(2) In order to achieve the validity of amendments and additions to the contract, written confirmation from SAND & SILICON Middle East FZCO is required. Oral agreements are only effective once confirmed in writing by SAND & SILICON Middle East FZCO.
(3) All offers and price quotations are subject to change and non-binding. Even if they are included in advertisements, price lists, brochures, etc..
(1) The communicated delivery time will be adhered to whenever possible. If SAND & SILICON Middle East FZCO falls behind schedule, the buyer can only withdraw from the contract after granting SAND & SILICON Middle East FZCO a reasonable grace period of at least three weeks. All claims of the buyer in the event of non-delivery or delayed delivery are excluded.
(2) SAND & SILICON Middle East FZCO is released from its delivery obligation, even with bindingly agreed deadlines and appointments, if it has not been supplied on time and in the correct quality or other specifications by its suppliers. Furthermore, it is released from any delivery obligation if changes occur in the import conditions created by authorities, significant changes in exchange rates, freight costs, raw material price increases, acts of force majeure, and the like (this also includes subsequently occurring difficulties in material procurement, operational disruptions, strikes, lockouts, labor shortages, lack of transportation, governmental orders, etc., even if they occur at our suppliers or their subcontractors). In such cases, SAND & SILICON Middle East FZCO is entitled to withdraw from the contract or to demand an adjustment to the changed circumstances.
(3) The buyer also has the right to a new purchase contract adapted to the changed conditions. Such a request must be made to SAND & SILICON Middle East FZCO within three weeks after notification by SAND & SILICON Middle East FZCO, in which it withdraws from the purchase contract due to changed conditions. If the ordered goods are not deliverable, for example, because other suppliers cannot or do not deliver on time, or if there is no stock of the ordered goods available, we are entitled to provide an equally high-quality service at a consistent price.
(1) Unless otherwise agreed, prices are ex works, for unpacked and uninsured goods plus the applicable statutory value added tax.
(2) Additional deliveries, freight and services shall be invoiced separately.
(3) If a significant change in the price factors occurs, each contracting party may demand that the price be revised by negotiation. All changes in the agreed foreign currency or the exchange rate to the Euro occurring after the conclusion of the contract (date of order confirmation) shall affect the customer / purchaser.
(4) By placing the order, the purchaser/buyer confirms their payment and creditworthiness. If subsequent information raises doubts or concerns about the ability to perform (e.g., by filing for bankruptcy), SAND & SILICON Middle East FZCO is entitled to make the fulfillment of the delivery contract dependent on advance payment or to withdraw from the contract.
(5) Unless otherwise agreed, the purchase price is due within 14 days from the date of invoicing and delivery. The seller reserves the right, when delivering to new customers, to collect the invoice amount through advance payment or to deliver the goods only on a cash-on-delivery basis.
(6) If the Buyer is in default, interest shall be charged on the purchase price at the applicable statutory default interest rate. We reserve the right to claim further damages. The claim to the commercial due date interest remains unaffected.
(7) The Buyer shall only be entitled to set-off if the Seller has agreed thereto or if the counterclaim is undisputed or has been finally determined by a court of law.
(1) In the event of defects, the Buyer shall be entitled to the rights provided by law, unless otherwise agreed below. Customary or minor as well as technically unavoidable deviations in quality, color, width, weight, equipment or design shall not constitute a defect. Minor changes to the purchased item due to technical progress shall also not be deemed a defect.
(2) Complaints of any kind must be made in writing immediately upon arrival of the goods. The customer / purchaser undertakes to inspect the goods immediately upon arrival to the extent customary in the trade. Later than 5 days after receipt of the goods, no complaints can be asserted which could have been detected in the course of a random inspection, also with regard to electrical design and technical usability.
(3) The Buyer acknowledges that the Seller, as a reseller, has no knowledge of the specific application for which the Buyer is purchasing the goods and, taking into account the organizational, financial and professional effort that can reasonably be expected of it, it can only carry out the simplest random incoming goods tests (ESD container, original packaging, legibility of the label, applicable type of goods, visual inspection of random samples). Inspections with regard to the quality of goods infringing third party rights or reject products, the suitability of the contractual goods for certain purposes, email queries with label check and comparable quality tests are not part of the contractual obligations of the seller.
(4) In case of suspected defects, the delivered goods are considered approved by the buyer if the complaint about the defects is not received within one week from the time the defect is discovered.
(5) Unless otherwise agreed, the warranty period for defects shall be 90 days and shall commence on the date of delivery of the goods. This limitation period shall also apply to non-contractual claims for damages of the Buyer based on a defect of the goods.
(6) SAND & SILICON Middle East FZCO is not liable for the fault of agents. Liability for the suitability of the delivered goods for a specific purpose is also not assumed. This applies even if SAND & SILICON Middle East FZCO has provided advice to the buyer regarding the use of the goods.
(7) Furthermore, SAND & SILICON Middle East FZCO is not liable if the delivered goods are defective to a percentage that is customary for these products in trade.
(8) The liability of SAND & SILICON Middle East FZCO is exclusively limited to exchanging defective parts or issuing a credit note equivalent to the returned value of the goods. Any other claims for damages, whether for direct or indirect damages, and all other warranty claims are expressly excluded. No liability is assumed for goods that have already been processed. The processing of the goods is considered acknowledgment of the conformity of the delivery.
(1) Shipment shall be ex works at the Buyer’s expense. Unless otherwise agreed, the means of shipment and packaging shall be at the dutiful discretion of the Seller.
(2) Once SAND & SILICON Middle East FZCO hands over the goods to be delivered to the buyer/customer to the carrier, the freight forwarder, a non-independent carrier, or another person designated for transport, the risk passes to the buyer/customer.
(1) SAND & SILICON Middle East FZCO reserves the right of ownership of all delivered goods until full payment of all claims owed to it by the buyer/customer, regardless of their legal basis.
(2) The buyer/customer is entitled to process and/or resell the goods owned by SAND & SILICON Middle East FZCO within the scope of their properly conducted business operations. They are not authorized to dispose of the goods in any other way, such as by pledging or transferring ownership by way of security. The buyer/customer must promptly inform SAND & SILICON Middle East FZCO of any enforcement measures and other interventions concerning the goods delivered under retention of title that affect the buyer’s/customer’s possession.
(3) The buyer/customer shall store the reserved goods free of charge for the seller.
(4) Extended Retention of Title: The buyer hereby assigns the claims arising from the resale of the reserved goods to the seller, even to the extent that the goods have been processed. If the processed product contains only items belonging to the buyer or items supplied under simple retention of title, in addition to the seller’s reserved goods, the buyer assigns the entire purchase price claim to the seller.
(5) In the event of overlapping prior assignments to multiple suppliers, the seller is entitled to a fraction of the claim corresponding to the ratio of the invoice value of their reserved goods to the invoice value of the other processed items. Oversecurity Clause: If the seller’s total claims are unquestionably secured by such assignments to more than 120%, the surplus of outstanding amounts shall be released at the buyer’s request, following the seller’s selection. The costs of any interventions by SAND & SILICON Middle East FZCO against enforcement creditors shall be borne by the buyer/customer.
(1) The place of performance for all obligations arising from the contractual relationship is the registered office of SAND & SILICON Middle East FZCO. The jurisdiction for all disputes arising from the contractual relationship, as well as those concerning its formation and validity, is determined by the registered office of SAND & SILICON Middle East FZCO.
(2) The invalidity of individual provisions in these Terms and Conditions of Delivery shall not justify the invalidity of the entire contract.
(3) The buyer/customer and SAND & SILICON Middle East FZCO undertake to replace any void or partially ineffective clauses, if necessary, with agreements whose new content closely reflects their original economic purpose.
(1) The buyer/customer authorizes SAND & SILICON Middle East FZCO and agrees to process, store, and analyze the data received in connection with the business relationship in accordance with legal regulations.
(2) SAND & SILICON Middle East FZCO stores and uses the personal data of the buyer/customer for processing orders and any potential complaints. The email address of the buyer/customer is only used for informational correspondence regarding orders and, if requested by the buyer/customer, for our own newsletters.
(3) No personal customer data will be forwarded to third parties. Excluded from this are service partners who require the transmission of data for order processing. In these cases, however, the scope of the transmitted data is limited to the minimum required.
(4) Customer / Buyer has a right to information as well as a right to correction, blocking and deletion of his store
Last updated: 01.02.2024
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