General Conditions of Sale - Lubricants Print Email

Article 1 General
Goldcrest Oil Ltd General Conditions of Sale shall be applicable to all offers, order confirmations and deliveries by Goldcrest Oil and shall form an integral part of the sales agreement between Goldcrest Oil Ltd and purchaser. Not withstanding any statement to the contrary, in writing or otherwise by purchaser, no purchase conditions of purchaser
shall be applicable or shall set aside the Goldcrest Oil Ltd General Conditions of Sale unless expressly agreed in writing by Goldcrest Oil Ltd

Article 2 Formation of the contract
All quotations made by Goldcrest Oil Ltd shall not be binding upon Goldcrest Oil Ltd unless any such quotation explicitly states otherwise. The agreement ["Sales Agreement"] between Goldcrest Oil Ltd and purchaser shall be formed by the confirmation of the order by Goldcrest Oil Ltd.

Article 3
3.1 Delivery shall be effectuated in accordance with the INCOTERMS as published by the International Chamber of Commerce, applicable at the date of the sales agreement, Title to the goods shall pass to Purchaser in accordance with Article 4.
3.2 The quantities stated in the shipping documents such as, if applicable, the weight certificate bills of lading, sea waybills, liner waybills, or freight receipts, shall determine the quantity of the goods delivered.

Article 4 Transfer to Title
4.1 Until payment of the purchase price has been received in full. Goldcrest Oil Ltd retains the legal property in the goods and is given irrevocable right to enter the premises of purchaser at any time and without notice in order to retake possession of the goods.
4.2 Purchaser hereby is authorised to use the goods delivered in the ordinary course of business and/or to resell the goods in the ordinary course of business to a bona fide re purchaser.

Article 5 Price
5.1 The price is based on exchange rates, duties, taxes, freight, storage and insurance charges ruling at the time of formation of the sales agreement, in case of any alteration in the applicable rates, duties taxes or charges after the date of formation of the contract but prior to the agreed date of delivery. Goldcrest Oil Ltd shall have the right to adjust the price accordingly.
5.2 In case of any increases in prices of energy, raw materials or other materials necessary for the manufacture of the goods ordered by purchaser and occurring prior to the agreed date of delivery, Goldcrest Oil Ltd shall have the right to increase the price of
the goods ordered accordingly, provided that the purchaser shall have the right to cancel the sales agreement within 7 days of receipt of Goldcrest Oil Ltd's written notice of price increase.

Article 6 Payment
6.1 Any payment by purchaser shall first of all serve as payment for any other debt or debts of purchaser to Goldcrest Oil Ltd and due on the date of invoice or due pursuant to section 6.2 To the extent said payment exceeds the amounts due for payments under such debt or debts, the remainder shall be credited by Goldcrest Oil Ltd to the amount due as described in the invoice.
6.2 Payment of the price shall be effectuated by payment to the bank account of Goldcrest Oil Ltd within the terms agreed upon. If purchaser fails to pay the full amount within the said terms, then, without prejudice to any other right Goldcrest Oil Ltd may have;
a. all other debts purchaser owes to Goldcrest Oil Ltd, shall be due for immediate payment;
b. a default interest shall be due of 3% above the official discount rate or, if no such rate exists, above the minimum lending rate of the national bank of the country of the agreed currency;
c. all costs of recovery, including judicial, made in order to achieve full or partial payment by purchaser of the amount or amounts due, shall be for the account of Purchaser.

Article 7 Credit
An approved credit account is an account approved by the Seller up to a credit limit from time to time approved by the Seller and the price of the products delivered must be paid by the 15th day of the month following the month of delivery, or such terms as may be reached by mutual agreement. If payment is not so made or if the Seller in its unfettered discretion so decides, the Seller may reduce the said credit limit or stop all credit. Within seven days of written notice all sums shown to be due to the Seller shall be immediately due and payable. So long as any money owing to the Seller from the Buyer is outstanding in respect of any products sold to the Buyer subject to these Terms and Conditions the legal title to such products not yet used shall remain with the Seller until all such indebtedness has been discharged.

Article 8 Liability
No warranty or representation is made, whether express or implied, as to the use, sufficiency, merchantability, or fitness for any purpose whatsoever of the goods supplied, unless explicitly stated so in writing by Goldcrest Oil Ltd. Information given Goldcrest Oil Ltd on the quality, composition or application purposes shall only be construed as a warranty if explicitly stated in the form of a warranty in the sales
agreement. Purchaser shall hold harmless and indemnify Goldcrest Oil Ltd for and against any claims for damages, whether from tort or other wise, resulting from the use or sale by purchaser of the goods supplied, unless such damages are the direct result of a breach of an explicit written warranty given by Goldcrest Oil Ltd, except in case of gross negligence or wilful misconduct on the part of Goldcrest Oil Ltd. Goldcrest Oil Ltd's liability shall not exceed the net sale price of the goods concerned. In no event shall Goldcrest Oil Ltd's liability include indirect or consequential damages.

Article 9 Applicable Law
The construction of these conditions of sale and any sale of which they form part shall be in accordance with the law of England and Wales and only courts within the jurisdiction of England and Wales shall have the jurisdiction to hear and determine any dispute relating thereto.

Article 10 Force majeure
Force majeure shall include labour disturbances, delays in supply of raw materials and other circumstances as described in Article 79 of the Convention.

Article 11 Entrance Control, claims, notification
Any claims concerning the quality or quantity of the goods delivered shall be made by the purchaser within 7 days from the date of receipt of the goods and shall be based on a representative sample of the goods at the time of delivery. Goods resold, taken into tank storage or into use without prior product identification are deemed to be accepted by the Purchaser. No goods shall be returned to Goldcrest Oil Ltd without prior written consent of Goldcrest Oil Ltd.

 

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