Sales Conditions & Terms of Purchase
Effective Date: January 1, 2024
Last Updated: June 15, 2024
1. General Sales Terms
These Sales Conditions ("Conditions") govern all sales of products and services by Yogoma Olive Oil Solutions ("Seller") to the customer ("Buyer"). By placing an order with us, you agree to be bound by these Conditions.
These Conditions apply to all orders unless we have agreed otherwise in writing. No terms or conditions put forward by the Buyer in any form will become part of these Conditions unless expressly accepted in writing by the Seller.
2. Quotations and Orders
2.1 Quotation Validity
All quotations are valid for 30 days from the date of issue, unless otherwise stated. Prices in quotations are based on current market conditions and are subject to change due to fluctuations in material costs, exchange rates, or other factors beyond our control.
2.2 Order Acceptance
An order is not binding on the Seller until accepted in writing. We reserve the right to refuse any order without giving reasons. Orders are accepted subject to these Conditions and availability of products.
2.3 Order Modifications
Once an order has been accepted, modifications or cancellations may only be made with our written consent and may be subject to cancellation fees.
3. Pricing and Payment Terms
3.1 Pricing
All prices are quoted in US Dollars unless otherwise specified. Prices are exclusive of:
- Value Added Tax (VAT) or similar taxes
- Customs duties and import taxes
- Shipping, handling, and insurance charges
- Installation and commissioning costs (unless specified)
3.2 Payment Terms
Standard payment terms are as follows:
- New Customers: 50% advance payment with order, 50% before shipment
- Established Customers: Net 30 days from invoice date
- Large Orders (>$50,000): Custom payment schedule negotiable
3.3 Late Payment
Late payments will incur interest at the rate of 1.5% per month or the maximum rate permitted by law, whichever is lower. We reserve the right to suspend deliveries and services for overdue accounts.
4. Delivery and Shipping
4.1 Delivery Terms
All deliveries are made Ex Works (EXW) our facility unless otherwise agreed in writing. Risk of loss or damage passes to the Buyer upon delivery to the carrier.
4.2 Delivery Times
Any delivery dates provided are estimates only. We will not be liable for any delays in delivery caused by:
- Force majeure events
- Buyer's failure to provide necessary information
- Customs clearance delays
- Transportation disruptions
4.3 Partial Deliveries
We reserve the right to make partial deliveries. Each partial delivery shall constitute a separate contract, and failure to deliver any one or more installments shall not entitle the Buyer to treat the whole contract as repudiated.
5. Inspection and Acceptance
The Buyer shall inspect the products upon delivery. Any claims for visible damage, incorrect quantities, or non-conformity must be notified in writing within 7 days of delivery.
For hidden defects, claims must be made within 14 days of discovery, but in any event no later than 12 months from delivery.
6. Warranty
6.1 Warranty Period
We warrant that our products will be free from defects in materials and workmanship for the following periods:
- Machinery and Equipment: 12 months from delivery
- Spare Parts: 6 months from delivery
- Software: 90 days from delivery
6.2 Warranty Limitations
The warranty does not cover:
- Normal wear and tear
- Damage caused by improper use, installation, or maintenance
- Modifications made without our written approval
- Consumable items and normal maintenance parts
- Damage caused by force majeure events
6.3 Warranty Claims
To make a warranty claim, the Buyer must notify us in writing within the warranty period. We will, at our option, repair or replace defective products, or refund the purchase price.
7. Returns and Refunds
7.1 Return Authorization
Returns are only accepted with prior written authorization. A Return Merchandise Authorization (RMA) number must be obtained before returning any products.
7.2 Return Conditions
Products must be returned in their original packaging, unused, and in saleable condition. Return shipping costs are the responsibility of the Buyer unless the return is due to our error.
7.3 Restocking Fee
A restocking fee of 15% may apply to returns of non-defective products, unless otherwise agreed.
8. Intellectual Property
All intellectual property rights in our products, including patents, trademarks, designs, and technical know-how, remain our property. The Buyer acquires no rights to any intellectual property except the right to use the products in accordance with their intended purpose.
9. Limitation of Liability
Our total liability to the Buyer, whether in contract, tort (including negligence), or otherwise, shall not exceed the purchase price of the products giving rise to the claim.
In no event shall we be liable for any indirect, special, incidental, or consequential damages, including loss of profits, production, or business opportunities.
10. Force Majeure
We shall not be liable for any failure or delay in performance due to circumstances beyond our reasonable control, including but not limited to acts of God, war, terrorism, strikes, lock-outs, government actions, pandemics, or shortages of materials.
11. Governing Law and Dispute Resolution
These Conditions shall be governed by and construed in accordance with the laws of the State of California. Any disputes shall be subject to the exclusive jurisdiction of the courts of Oil Valley, California.
The parties agree to attempt to resolve any dispute through good faith negotiations before initiating legal proceedings.
12. Contact Information
For sales inquiries and order management:
Sales Department Email: sales@yogoma.com
Sales Phone: +1 (555) 123-SALES
Order Management: orders@yogoma.com
Address:
Yogoma Olive Oil Solutions
Attn: Sales Department
123 Olive Grove
Oil Valley, CA 90210
United States