Infradoc Classic & Nano 360° series infrared saunas

INFRADOC EUROPE, Ltd. General Conditions of delivery & payment

  1. General

    1.1. All our offers and agreements are based on the following general terms and conditions of sale. They will be regarded as accepted when the order will been taken. Our delivery and payment conditions are an integral part of all orders our company receives.

    1.2. Exceptions shall only take place if they are expressly confirmed by us in writing.

    1.3. General business conditions from the buyer's side gain no recognition even when these are sent to us and we have not expressly contradicted them.

    1.4. The contract comes about with the order placing orally, by telephone, in writing, by fax, by post or by e-mail. The fact of placing order implies full and unreserved acceptance of these general conditions of supply and payment.

    1.5. A written confirmation follows only after the customer's expressed wish to do so.

    1.6. If our company proves to be unable to perform the order we advise the customer of the matter immediately and pay back money already paid to us for this order.

    1.7. Should a term be or become invalid, then the validity of the other terms shall remain unaffected.

  2. Offer

    2.1. Our offers, taking into account prices, quantity, a possibility to deliver the goods and the terms of delivery are always provisional and only commit us to accepting orders. Dimensions, weight, illustrations and graphical diagrams, drawings and plans in catalogues, brochures, price lists and other printed matter as well as special offers are approximations. This applies to our supplier. Variations are permissible as long as they do not exceed perimeters used in sale. Small discrepancies in format, colour and material etc. are sometimes unavoidable.

    2.2. We have a right to make changes in design and specifications of products in order to improve and to keep our products competitive. We can modify the goods and services, in particular add something and make related modifications, unless these modifications are not fundamental and do not limit the purpose as stipulated in the contract. Modifications in construction of design shall correspond to the state-of-the-art technology.

    2.3. Service manuals and user manuals will be provided by our company in English. Distributors who resell have to translate these documents into the language(s) of the country where the products are sold.

  3. Delivery

    3.1. We shall determine the type and the means of dispatch according to our best assessment. Dates and terms of delivery are noncommittal. We will give every care to take the purchaser's wishes into account.

    3.2. The delivery shall be made from our warehouse. Our consignments and any returns will travel at the risk of the customer. Buyer is responsible for goods as soon as these have been taken over by the person responsible for transportation. The risks are to be carried by the recipient once the goods have been loaded or – if a pickup agreed upon – according to appropriations set out in the contract. We are neither liable for loss nor damages during transportation, regardless of who, in isolated cases, is charged with the costs.

    3.3. Terms of delivery: The deliveries shall be made at the agreed delivery data or in accordance with our delivery planning. The delivery period is approximate. We make every effort to ensure delivery times are adhered to. The commencement of a given delivery time from our side automatically assumes the clearing-up of all technical questions as well as the punctual fulfilment of all obligations by the customer according the regulations. The exception of an unfulfilled contract is subject to change. We shall be entitled to retain services/deliveries as long as the Buyer is in default with its contractual duties under other contracts.

    3.4. Delivery dates or periods can be agreed in a binding or nonbinding manner. Even in case of bindingly agreed periods and dates, we shall not be liable for a delay in deliveries or services due force majeure and due to any events that essentially complicate or even make impossible the delivery by us not only temporarily – this includes actions within the scope of labour disputes, in particular strikes and lockouts, unforeseen circumstances which lie outside our power such as breakdown, operational disturbances, a shortage of raw materials or delay in the delivery of essential materials, transport disruptions, regulatory orders, currency changes, war, industrial disputes or other cases of strong violence, also if such impediments should occur at our suppliers.

    3.5. The above-mentioned circumstances free us for the duration of the disruption and for the duration of their repercussions from our delivery obligations and shall also not be our responsibility when they occur during an already existent delay. This shall entitle us to postpone the delivery or service by the duration of the impediment plus a reasonable start-up period or to withdraw completely or in part from the contract with regard to the part not yet performed. In significant cases, we shall inform the customer of the beginning and end of such difficulties as soon as possible. Possible delayed deliveries or services will not oblige us to give compensation or contractual penalty and will not justify any other commitments for our part.

    3.6. Additional time/Extension: Should a delivery delay already have occurred, and should the Buyer set us a reasonable period of grace for execution of delivery, whereby a reasonable period shall deemed at least three weeks, the Buyer shall be entitled to withdraw from the contract should this period pass without result by granting us explicitly stating that he will refuse acceptance after this period has expired. The buyer is entitled to the right to withdraw from the contract due to delayed delivery or an impossibility to deliver only after the end of the time extension has been exceeded. This applies however to goods which have not yet been delivered unless the buyer can prove that he no longer has a possible use for a part fulfilment of the contract.

    3.7. We are entitled to effect part-deliveries and to render part-performances at all times if this does not result in any disadvantages with regard to the use. In case of supply contracts, each partial delivery and partial service shall be regarded as an independent performance. The purchaser is not allowed to legally put in a claim due to a delayed delivery. An indemnity/compensation claim against us because of non-performance or default is excluded unless we are liable because of intent of gross negligence.

  4. Notification of defects, claim for indemnity, warranty and liability

    4.1. Should the customer enforce claims for compensation, then liability shall be restricted to intent and gross negligence. We are fully liable for all damages caused by gross negligence or gross fault of our executive staff as well as for violations of essential terms of the contract. In case of slightly negligent violations of the contract, our liability is restricted to the average predictable, typically contractual, immediate damage for this kind of goods.

    4.2. Restricted liability also applies for slightly negligent violations by our jurisdictional representatives, executive staff and vicarious agents. We reject liability for slightly negligent violations of minor terms of the contract. Apart from that, liability for damages shall be excluded. In particular, we shall not be liable for damage that has not occurred to the object of the delivery itself.

    4.3. Immediately after receiving the goods, the customer must check whether the delivery is complete and the goods have any obvious defects. If a notice of defects is not receiving by us within three calendar days after the receipt of goods, the goods will considered properly, accepted by Customer and be declared as approved and completely delivered unless there is a hidden defect. Hidden defects, i.e. defects which cannot be determined immediately even with careful inspection and cannot be detected within the above mentioned period, must be notified to us as soon as they are detected. To assert a warranty claim, the customer must send or deliver the supplied goods to us with a precise description of the defect, photos of defected parts, specification of the product name and its packaging list, copy of delivery note. The Buyer cannot refuse the goods acceptance because of insignificant defects.

    4.4. Claims for damages: Warranty does not apply in case of insignificant deviations from the technical specification or minor impairment to usage as well as damages caused by premature wear and tear as a consequence of their material character or the way in which they are used, or for damages as a consequence of usual wear. Moreover, those damages are excluded which were caused after the transfer of risk due to faulty or negligent treatment, excess strains, unsuitable equipment, unauthorized repairs, or by special external influences (e.g. influence of temperature, the weather, chemical or electrical influences or as a consequence of other influences of nature) not specified in the contract.

    4.5. Warranty shall be excluded if the defective goods have been processed or used by the customer even though the defect had been detected or if the defective goods have been resold completely or partially. We shall not be liable for damages which can be controlled by the other contracting party or which the contracting party could have prevented by taking reasonable measures. Curly/wave-fibered wood referring to its natural character shall not give rise to warranty claims. Uniform colour of wood is not a subject to guarantee.

    4.6. Our guarantee has the precondition that the agreed payment conditions have been fulfilled punctually and the other obligations of the customer have been fulfilled. Warranty shall be excluded if the customer fails to notify discovered defects to us without any delay or within the period specified under clause 4, point 4.2.

    4.7. If the goods do not have the quality agreed on, the other contracting party is first entitled to claim subsequent performance. Defects are remedied at our option by subsequent rectification or substitute delivery. If subsequent performance is associated with unreasonable expenses for us, then we shall be entitled to refuse subsequent performance. If we choose, the guarantee will pass to the replacement of a faulty part – substituted parts will become our property – or making good. We reserve the right to make several attempts to make good. The customer will undertake to send defective parts back to us on request. The other contracting party shall grant us a reasonable time for subsequent performance. In case of any defects of goods supplied, or any other damages – also those eventually caused by the goods – only invoice value of goods supplied is refunded.

    4.8. We do not assume liability for indirect damages, consequential damages and the loss of profit. The purchaser cannot – irrespective of any compensation claims – withdraw form the contract or reduce the payment. Compensation for any futile expenses cannot be claimed for.

    4.9. We shall not be liable for any deficiencies at the sale of used machines or machines parts and products of low-grade quality.

    4.10. We are not liable for damages occurred to packaging material if the goods have been packed up in the standard way. Any damages and losses must be acknowledged, before releasing the goods, by an appropriate notation on the transport document from the common carrier. Packaging must be kept until the damage has been determined.

    4.11. All such claims for damages are subject to a one-year limitation period from the date on which the right arose.

    4.12. Return of goods: Return of duly delivered goods is only possible with our prior written consent. Custom-made products or special designs cannot be returned.

    4.13. Entitled to warranty claims against us is the direct contracting party only. Warranty claims are nontransferable.

  5. Price

    5.1. f nothing else has been agreed, our prices are stated in euro. Our prices are net prices; value added tax will be shown separately in the invoice at the legally applicable rate on the date of submission of invoice. Additional deliveries and services shall be charged separately. If nothing else has been agreed, we shall bound to the prices set forth in our dealer-price list.

    5.2. All the incidental shipment expenses, transportation costs and insurance are carried out at the supplier's expense. In isolated cases shall be agreed on the transport costs.

    5.3. We are not liable to re-accept packing material.

    5.4. We are entitled to appropriate price adjustments if there should be unforeseen changes of customs duties, import and export fees as well as exchange rates. Should wages, material costs or market purchase prices increase between that time and completion of the delivery, we shall be entitled to increase the price in accordance with the increases in cost.

  6. Terms of Payment

    6.1. The currency stated in all our offers and order payments is EURO.

    6.2. Our invoices are liable to fall due immediately. Payment shall be rendered by bank remittance. We send invoice to the customer when the goods are ready for the shipment. Unless other agreed, the customer shall make 100% prepayment.

    6.3. Payment obligations are recognized as fulfilled once we have the entire payment at our disposal. The customer shall bear the bill of exchange and discount expenses, and any other fees arising from the redemption of bills of exchange.

    6.4. The other contracting party shall be entitled to offset counterclaims or exercise a right of retention only if the counterclaims are nonappealable or undisputed.

    6.5. The execution measures are issued against the customer if the customer party fails to make the payment or fails to observe other significant contractual obligations or if we come to know about circumstances which could significantly deteriorate the credit standing of customer, in particular cessation of payments, pendency of judicial or extrajudicial composition or insolvency proceeding, then possibly existing agreements on payment targets shall lose their validity. In such cases we can demand immediate performance, repudiate the contract with the other contracting party and/or demand compensation for damage instead of performance or withhold outstanding deliveries or services or perform them only against advance payment or securities.

  7. Retention of title

    7.1. We shall retain the title to the contractual objects until all its claims based on the contract have been settled completely. The other contracting party shall be entitled to process and sell the goods which are supplied under retention of title in the ordinary course of business as long as it does not default in payment.

    7.2. If the other contracting party defaults in payment or culpably fails to perform other significant contractual obligations, we shall be entitled to take back the goods supplied under retention of title. If we withdraw or distrain the goods supplied under retention of title, this shall not constitute a contract repudiation.

    7.3. Resale, pledges, transfers, loan, disposition or allowance to be seized by creditors of proviso goods by way of security are not permissible.

  8. Withdrawal from the contract

    8.1. We are entitled to a claim for damages amounting to 20% should a purchaser withdraw from the contract without authorization. We have the right to establish a higher claim for damages. It remains the right of the purchaser to establish that either no damages or slight damages have occurred.

  9. Place of fulfilment, legal venue, applicable law

    9.1. Place of performance for all obligations and place of jurisdiction for all disputes resulting from the contractual relationship shall be residence of our company.

    9.2. It is agreed upon that Riga shall be the venue for all disputes arising from the contractual relationship, provided such venue is permitted by statute.

    9.3. The Law of Latvia is applicable to the contractual relationship between us and the Buyer. All disputes to be resolved in accordance with the law of Latvia in the Baltic International Arbitration Court (Gertrudes street 7, LV 1010, Riga, Latvia).