TERMS AND CONDITIONS
1. 1. All goods sold by ALANI HIGIENE PROFESIONAL S.L. (“ALANI S.L.”) are subject to the following conditions which shall apply to the exclusion of any conditions of order or purchase of the customer or any other standards, specification or particulars of or adopted by the customer. No amendments, alterations or attempt to override these conditions shall be binding on ALANI S.L. unless agreed, in writing, by a director of ALANI S.L.
2. Subject to credit being approved and unless otherwise expressly agreed by ALANI S.L., in writing, payments are due for 30 days net monthly from date of the invoice.
3. Prices quoted are net, and are exclusive of VAT. When VAT is applied it will be at the appropriate rate.
4. All accounts must be paid for in full. Any charges deducted from payments either by the customers bank of other financial institution shall be payable in full by the customer. ALANI S.L. shall not accept any entitlement howsoever arising by the customer to set off any claim against monies due to the customer by ALANI S.L.
5. Where deliveries are spread over a period each consignment will be invoiced as dispatched and each month’s invoices will be treated as a separated account and payable accordingly. Failure to pay for any goods or for any delivery or installment shall entitle ALANI S.L. to suspend further deliveries on the same order or any order without prejudice to any other rights ALANI S.L. may have. ALANI S.L. reserves the right to charge interest on overdue accounts at the rate of 2% per month.
6. Goods will be invoiced at the price ruling at the date of order except if otherwise agreed in writing. All prices and quotations are subject to amendment or withdrawal by ALANI S.L. at any time prior to actual receipt of an order for goods referred to therein. Clerical errors are subject to correction.
7. Queries against invoices must be lodged in writing within seven days of receipt. Credit for later claims may not be granted.
8. Orders will remain valid and binding notwithstanding delay in delivery. ALANI S.L. will not be liable for any delay in delivery or failure to deliver.
9. In no circumstances shall ALANI S.L. be liable for any consequential loss suffered by the customer whether as a result of breach of contract on the part of ALANI S.L. or otherwise.
10. Delivery will be by transport of ALANI S.L.’s choice. If customer requests special delivery arrangements they will be charged extra for.
11. Claims for non delivery must be notified to ALANI S.L. in writing if goods are not received on the due delivery date and not reason have been given for the delay by the hauler or ALANI S.L.. Claims for any damage or part delivery must be notified to ALANI S.L. within 24 hours of receipt of goods. No liability is accepted by ALANI S.L. for any claims that do not follow the above procedure and failure to amend relevant delivery documents accordingly.
12. The risk of loss or damage to goods passes to the customer on deliver to the customer’s premises, or when the goods are appropriated to the customer but kept of ALANI S.L.’s premises at the request of the customer. Charges for storage, insurance or demurrage will be payable by the customer.
13. Title of goods: Legal and equitable ownership of goods shall remain with ALANI S.L. until payment of all sums due to ALANI S.L. from the customer on any accounts whatsoever have been received in full. At any time prior to full payment (whether or not payment if then overdue) ALANI S.L. may, without prejudice to any other rights, retake possessions of the goods or any part thereof and may enter on the customers premises by its employees or agents for that purpose.
14. The customer has the right to sell the goods in the course of his business for the account of ALANI S.L., but any conditions warranties on representation given or made by the customer to a third party shall not be binding on ALANI S.L. who shall be indemnified by the customer with respect thereto and to pass good title to the goods to his customer being a bond lids purchaser to the value without notice of ALANI S.L.’s rights.
In the event of such re-sale the customer has a fiduciary duty to ALANI S.L. for the proceeds but may retain there from any excess of such proceeds over the amount outstanding under this or any other sale contract between them, ALANI S.L. has the additional right to recover the customer’s price directly from the customer’s customer to the extent unpaid. If ALANI S.L. avails it self of such right, ALANI S.L. will account to the customer for any excess as aforesaid less any expenses incurred by ALANI S.L. in respect of such recovery.
15. ALANI S.L. reserves the right to alter the specification of any product it manufactures.
16. Returns. Any goods requiring to be retuned to ALANI S.L. can only be returned with the express agreement of ALANI S.L.. Evidence of this is in the allocation of a goods returns date and number. Failure to comply with this procedure may result in a delay in credit being issued or not at all.
17. Force Majeure: ALANI S.L. shall have the right to cancel or delay deliveries or reduce the quantity of goods delivered and shall under no circumstances be responsible for failure or delay in performing fulfilling any contract or otherwise failing to implement its obligations.
18. ALANI S.L. shall not be liable to the customer:
a. For defects in any goods provided caused by the act of neglect or default of the customer or any third party.
b. For any other defect in goods not falling within paragraph (a) of this clause unless notified to ALANI S.L. within 15 days of delivery of the goods, except in the case of a latent defect where ALANI S.L. shall not be liable unless such defect is notified to ALANI S.L. within 10 days of the customer being aware of such defect.
19. ALANI S.L. aggregates liability in respect of any occurrence or series of occurrences so the customer, whether for negligence, breach of contract or otherwise shall in no circumstances exceed the cost of goods in respect of which the claim arises.
20. Termination: ALANI S.L. may, without prejudice to any of its rights, stop any goods in transit and/or suspend further deliveries and further provision of services and/or by giving notice in writing to the costumer, determine the contract.
a. If the customer enters into a Trust Deed for its or his creditors or a Deed of Arrangement or commits an act of bankruptcy or become insolvent or compounds with its creditors; or
b. If (being a company) an order is made or a resolution is passed the winding up of the customer; or
c. If a Receiver is appointed over any of the customer’s assets or undertaking; or
d. If the customer takes or suffers analogous action or proceeding under foreign law in consequence of debt or commits any breach of this or any other contract between ALANI S.L. and the costumer; or
e.If the customer fails to pay any sum on the date or in other manner whatsoever breaches that or any other contract with ALANI S.L.
21. Submission to Spanish Law: Any dispute relating to interpretation of these Conditions of Sales shall be subject to Spanish Law and the customer submits to the exclusive jurisdiction of the Spanish Courts.
ALANI HIGIENE PROFESIONAL S.L.