1. GENERAL PROVISIONS
With these conditions, the company HYB d.o.o. (hereinafter the contractor) determines the conditions under which it performs its services for the customer (hereinafter the client). The general terms and conditions for the provision of services (hereinafter the general terms and conditions) define the general provisions on the provision of services. These general conditions apply to all ordered services performed by the contractor.
With the order, the customer confirms that he is familiar with the entire content of these general terms and conditions of HYB d.o.o., understands them and fully accepts them.
The contractor is entitled to change the provisions of these general terms and conditions without prior notice, including changes to the prices of individual services, with publication on the https://hyb.si/privacy-policy/ webside considered the date of the change. The customer is obliged to monitor the contractor’s website weekly for possible changes to the general terms and conditions, as within 15 days of their publication they take effect directly and the business relationship continues under the changed terms.
2. DATA PROTECTION
The contractor protects all data received from the client as a business secret (NDA), but has the authority to dispose of them in favor of the client.
Trade secrets remain the property of the party that disclosed them, and the recipient will, upon request, return all trade secrets received in physical form to the other party, or destroy all such trade secrets and, upon request of the other contracting party, confirm their destruction in writing.
3. PRICES AND QUANTITIES
Prices apply to Ex Works (EXW) Šentjernej, Slovenia.
All prices are in EUR and do not include value added tax. The tax is paid in accordance with the applicable regulations.
The quantities of the products can be seen from the customer’s order. In the event that the minimum order quantity (MOQ) of components is greater than the required quantity and the contractor cannot use them on other projects, when the products are delivered, the excess components will be charged to the customer, who has been notified of the MOQ in advance, as described in this point .
The prices for the services provided and the components supplied are determined by the offer or are agreed in the contract.
The contractor reserves the right to change the price in case of significant changes in the purchasing market or in case of significant changes in the specification of the offered product. In this case, the contractor will inform the client of the reasons for the price change and the new price. Based on this information, the customer can confirm the new price and production or cancel the order, taking into account the provisions of this point.
In the event of a change in the product specification or in the event of termination of cooperation, the client undertakes to purchase all materials that remain in stock and that the contractor cannot use on other projects in the current year. The customer also agrees that a change in production data may change the price of the product.
Under no circumstances does the contractor assume the risk of changes in market prices or currency fluctuations.
The client undertakes to purchase from the contractor all equipment, components and material that will be located in the contractor’s warehouses as surplus (non-current material) for the following reasons:
– changed or canceled customer orders;
– changed bill of materials (BOM-Bill of Materials);
– excess material from the minimum order quantity of material (MOQ).
Non-current material includes everything that has been in storage for more than one year from the purchase of the material.
The receipt of an order in the form of an order form, confirmation e-mail or fax is considered an order for services or products. After receiving the order, it is not possible to cancel it without prior agreement (NCNR – Non-Cancellable Non-Returnable). In case of cancellation of the order, the client will take care of the consumption or purchase of the material that was purchased by the contractor for the canceled order, as described in point 3 of this document.
5. DELIVERY DEADLINES
Delivery dates depend on the delivery dates of components and materials and may be subject to change in accordance with changes in delivery dates for components and materials or due to force majeure.
The delivery period begins when the last of the following requirements is fulfilled:
- a) the order confirmation date;
- b) the date of fulfillment of all technical, commercial and other requirements of the client;
- c) the date when the contractor receives an advance payment or a security deposit, which must be provided before the delivery of the goods.
Any compensation liability of the contractor to the client or to third parties arising from the fact that the product was not delivered within the agreed time due to delays in the supply of materials by suppliers or as a result of force majeure is expressly excluded.
A force majeure is a phenomenon that cannot be predicted or prevented. In particular, force majeure is considered to be: lightning strike, hail, storm, flood, earthquake, fire, epidemics, martial law, quarantine restrictions, trade blockades, measures taken by the authorities.
6. PAYMENT TERMS
Payment terms can be seen from the offer or agreed with a special contract. The customer makes the payment to the contractor’s transaction account. In the event of late payments, the contractor shall charge default interest in accordance with the law and use all collection instruments. Unless otherwise stated or agreed in the contract, the payment term is 30 days from the delivery of the product (NET30). The customer has no right to withhold or delay payments on account of warranty claims or other counterclaims. Until the customer settles all obligations, the product is the property of the contractor.
7. WARRANTIES AND GUARANTEES
The contractor provides a one-year (1 year) warranty on the work from the date of acceptance of the products, while the components and materials are subject to the guarantees of suppliers and manufacturers, but not longer than one year.
The contractor is not responsible for functional deficiencies that are not detected by the agreed functional testing procedure. The contractor is also not responsible for errors resulting from the design of the product by the client or components and materials specified, approved or supplied by the client.
In the event of a complaint, the client is obliged to submit the complaint to the contractor in writing and submit the complained products together with the complaint record. The contractor does not take into account complaints where the product shows obvious signs of damage or repairs carried out by unauthorized persons.
In the event of poor or improper performance of the services, the contractor undertakes to repair the complained products, or if this is not possible, he will reimburse the client for the purchase price for the complained item, but up to a maximum of 100% of the charged value of the price of the complained product, which was found to be the fault of the contractor. In no case does the contractor cover additional costs incurred as a result of a complaint to the client or to third parties or to the end customers of the client. This also applies to the costs of customs, transport, etc.
The contractor arranges all matters related to the guarantee exclusively with the client. The contractor does not guarantee the safety of the products in use to the client and third parties. In the event of a claim on materials and components, the client is obliged to provide all professional assistance, acquired data related to the use of the product upon identification of the defect, and the necessary infrastructure to correct the defect when claiming the warranty.
In the event that the client and the contractor agree to use material from an unverified source, the contractor does not provide a guarantee for its services under this point. Material from unverified suppliers, gray market material or material through so-called brokers are considered material from an unverified source.
8. PACKAGING AND LABELING
The contractor must package all products in bubble antistatic bags and place them in large cardboard boxes suitable for transport in a covered means of transport or as agreed in the contract.
The contractor will mark the products with a label on which the quantity, product and lot number will be clearly visible, or the labels will include information specified by another contract.
Any deviation of the quantity received from the quantity written on the delivery note and the mechanical (visual) adequacy of the products is the responsibility of the client to check and complain upon receipt or at the latest within 8 days of receiving the products. The contractor does not consider later complaints about the received quantity.
9. RoHS AND REACH
The client is obliged to provide a set of all components that comply with European regulations in the bill of materials. The contractor must manufacture products in accordance with European regulations and requirements.
10. EXPORT CLAUSE
The customer expressly and without any restrictions declares that he complies with the Slovenian Law on the Control of the Export of Dual-Use Goods (ZNIBDR) (Official Gazette of the Republic of Slovenia No. 37/2004 and 8/2010) and related export laws and regulations of the USA and the EU.
In particular, the client must verify and guarantee that:
– the contracted goods are not intended for use in connection with military equipment, nuclear technology or weapons;
– does not supply to military customers.
The customer confirms that in the following cases he will consult with the contractor before carrying out the transaction, if:
– the client has information that any of the above-mentioned products will be exported or re-exported to any of the countries that are embargoed or that support terrorism (e.g. Cuba, Iran, Syria, Sudan, North Korea);
– the products listed above will be supplied to companies, organizations or persons listed on valid US or national lists at the time of the transaction.
11. INTELLECTUAL RIGHTS
All rights of an intellectual nature relating to technological solutions, inventions or inventions, which are necessary for the execution of the client’s order, are owned by the contractor. The contractor can freely dispose of the mentioned technological solutions.
12. GENERAL INFORMATION
The possible invalidity of an individual provision of this document or the impossibility of its execution does not affect the validity of other provisions of this document or the contract as a whole. In case of invalidity or unenforceability of the provision, the contracting parties will replace such provision with a new one, which is closest to the invalid or unenforceable provision, its purpose, content and intention of the contracting parties.
13. LEGAL PROTECTION
The parties will first resolve any disputes amicably. In the event that an agreement cannot be reached, the District Court in Nove Mesto, Slovenia is responsible for resolving disputes.
Dušan Plut, director
General conditions for the provision of services by HYB d.o.o. Rev. 2022/1