Registered with CUIT No. 30656030662, Argentina and RUC 80105084-7, Paraguay.
The following are our Trading Terms, the working scenarios operating with EISENHARDT:
1) End buyer (Processor / foundry / smelter / end user). If you are an end buyer interested in one of our products, we require complete enquiry details with offered price, profile and corporate website.
2.1) Resellers / Intermediaries. We invite all resellers and intermediaries to introduce us end buyer and we will pay a reasonable commission if the company is not already our client. Amount to be defined deal per deal according with order amount. We need end buyer`s contact person and his corporate email. If they are not our client, we can deal via you and offers will be sent with CC to you.
2.2) Reseller / Intermediaries. In case you operate as an intermediary and you would like EISENHARDT to pay commissions/overprice to you as the paymaster, sign documents, samples service, commercial support, previous performance documents and periodic market information, it is necessary your registration as a member of EISENHARDT´s Authorized Agents EAA Membership that is a paid service.
All parties must verify the introducing persons and companies in order to avoid unprofessional ones.
After veriications and before any introduction to EISENHARDT, a signed NCNDA with passport copy must be signed.
The general purchasing terms and conditions (�general purchasing terms�) of EISENHARDT laid down in the following text shall govern all engagements given to EISENHARDT and all purchases of scrap materials, raw materials and similar materials by EISENHARDT from the seller (�Seller�). All agreements concluded with EISENHARDT shall explicitly be governed by German and Argentinian laws. The provisions of the UN Convention regarding contracts on the international sale of goods (CISG) are excluded and shall not apply. All references by Seller to its own general terms and conditions, howsoever named, and done in whichever stage of the realization of an agreement entered into with EISENHARDT, are expressly turned down. In the event that these terms and conditions deviate from the written terms and conditions, howsoever named, of Seller, the conditions herein will prevail, unless and insofar as the applicability of the written conditions of Seller has been expressly accepted by EISENHARDT in writing. The general purchasing terms shall govern all future business relationships and contracts with Seller and replace any general terms and conditions issued at any earlier point of time by EISENHARDT. Individual agreements with Seller (including side agreements, additions and amendments) will have priority over the general purchasing conditions. The content of any individual agreement is defined by EISENHARDT�s written contract or written confirmation.
2. Contract and Payment
An agreement of purchase is deemed to be concluded by the written confirmation thereof by EISENHARDT. This written confirmation by EISENHARDT, irrespective of its form, shall count as conclusive evidence of what has been agreed (price, quality, delivery terms, payment terms), unless Seller immediately raises objections to the written confirmation. The mere making of an offer by EISENHARDT shall not bind EISENHARDT, unless EISENHARDT has expressly stated otherwise in writing. Prices and quality definitions as defined by EISENHARDT �s written purchase confirmation or purchase contract are binding. EISENHARDT is practicing a self-billing procedure and issues credit notes to Seller. Credit notes are issued including potential cost for claims or refusal cost and are issued to Seller in writing. Seller, entering into a contract with EISENHARDT, accepts the self billing procedure of EISENHARDT. Seller shall issue an invoice in line with the issued credit note not later than 7 days after reception of EISENHARDT�s credit note. Seller attaches all documentation required for verification of the delivery being made as according to the agreement. Seller�s invoice shall comply with all legal requirements in the Netherlands for such documents. Seller does not have the right to offset receivables against one company of the EISENHARDT with payables to another company of the EISENHARDT Concluded supply contracts may not be assigned to third parties without EISENHARDT�s written consent.
The delivery time(s) and delivery date(s) as defined in the written purchase agreement are binding. If no specific delivery time or delivery date has been agreed upon in writing, the delivery date shall be �prompt delivery�. Seller shall inform EISENHARDT immediately in writing about any circumstances or any information available to him, which make it evident that agreed upon delivery times or delivery dates can not be fulfilled. In case of late delivery, EISENHARDT may set Seller an additional reasonable period for meeting its obligations and is entitled to claim for compensation of damages and dissolve the purchase agreement, in case the obligations have not been fulfilled during this grace period. Seller bears the vicarious liability for any faults or non-performance by any auxiliary person or servant being appointed by him in relation to the fulfillment of his contractual obligations In case of EISENHARDT, due to force majeure or a strike, is unable to fulfill its contractual obligations or the fulfillment of the contractual obligations is considerably hindered, EISENHARDT is entitled to fully or partially cancel the agreement or to prolong the period for fulfillment without giving Seller the right to claim any demands.
4. Delivery process
Seller shall deliver the goods under delivery condition FOB, CFR or DDP (Incoterms 2000) at EISENHARDT�s registered office or CIF Hamburg harbor (Incoterms 2000), unless expressly otherwise stipulated in the agreement. All costs of delivery (e.g. packing, transport, insurance, duties) are for the account of Seller unless otherwise defined in the written purchase confirmation. Upon acceptance of the goods, EISENHARDT issues a written receipt note. This note is the only accepted proof of delivery. If a delivery requires weighing, the weight determined by EISENHARDT�s calibrated scale or any other appropriate weighting method chosen by EISENHARDT is determining for the settlement of the delivery. EISENHARDT will inform Seller about the result of the weight and quality inspection as soon as this process is finalized. Seller has to express his refusal within two working days after the result information has been submitted to him. Without receiving refusal information within this timeframe, EISENHARDT is entitled to use the delivered goods in its scrap processing process. Deliveries concerning more than one purchase confirmation or purchase agreement have to be clearly separated. Mixing of different product qualities is not allowed, unless the agreement defines the products bought as a mix of qualities.
Seller is responsible to make the delivery in accordance with the quantity, quality, description and packaging as specified in the agreement, and adhering to all legal provisions, especially to environmental and occupational health and safety regulations. Deliveries have to be made according to custom and usage in the industry. Seller is responsible for correct and complete declaration of the delivered goods in all freight documents. Seller shall be liable for all costs and damages claimed by third parties against EISENHARDT as a result of incorrect or incomplete declarations of goods. Seller delivers the goods free from any right of third parties or Seller. Conditional delivery with extended reservation of title is not accepted.
EISENHARDT shall analyse the delivered goods for potential deficiencies in appropriate time. Detected deficiencies shall be reported to Seller within 5 working days (excluding Saturdays) after delivery or, in case of hidden defects, within 5 working days (excluding Saturdays) after detection. EISENHARDT is entitled to warranty claims and claims based upon defects according to the law without any reduction. In any case, EISENHARDT is entitled to choose for either removal of defects or compensation delivery of goods free of any deficiencies. Claims for indemnity remain unaffected by the aforementioned claims. EISENHARDT is entitled to remove deficiencies at the cost of Seller in case of imminent danger or any other reason which makes urgent removal of the deficiency necessary. Limitation period for any claim of deficiency shall be 36 months as long as no other agreement has been made.
All costs related to claims due to quality deficiencies will be charged to Seller as claim costs. In addition, Seller has to bear any demurrage or storage cost related the claim. With the delivery, Seller declares that he has tested the delivered material for, and warrants that the delivered materials are free from explosive devices, potentially explosive devices, closed blown containers, material with ionizing radiation or any other material posing a risk to the environment or health. EISENHARDT is checking delivered material for ionising radiation ,higher than the natural self-radiation. A radiation higher than the natural self-radiation is defined by the detection of higher radiation than the natural background radiation at EISENHARDT�s radioactivity detection devices. Results of radioactivity control activities will be documented and sent to Seller if a higher than the natural self-radiation has been detected. EISENHARDT will inform the relevant authorities if so required by law. Costs for examination, segregation, storage, additional transport, removal, treatment, potential penalties or fines or any other cost in connection with detected explosive devices, potentially explosive devices, closed blown containers, material with ionizing radiation or any other material posing a risk to the environment or health, are for the account of Seller. Seller is liable for any damages to persons or property caused by such material. If legal provisions allow EISENHARDT to return the goods to Seller, Seller is obliged to accept the goods to be returned. Seller shall hold EISENHARDT harmless against any third party claims in relation to the aforementioned hazardous goods. EISENHARDT may terminate the purchase agreement with immediate effect: in the event of non-delivery, if Seller fails to deliver the goods within the defined delivery period or within the additional period (if EISENHARDT decided to grant this additional period) or if Seller declares that it will not deliver within this fixed period. in case of any failure by Seller to carry out all or part of its obligations under the agreement, if such failure continues for 5 (five) days after EISENHARDT�s written notice to Seller to remedy such breach; in case of bankruptcy, moratorium, receivership, liquidation or any kind of arrangement between debtor and creditors, attachment of goods or monies of Seller, change of control, ownership and/or management of Seller, and any other circumstances which are, in EISENHARDT�s opinion, likely to materially affect Seller�s ability to carry out its obligations under the agreement. Termination in accordance with this article will not render EISENHARDT liable for any damages, costs, compensation or fees.
If Seller has failed to comply with its obligations towards EISENHARDT and as a result of the exercise of its rights EISENHARDT incurs costs or sustains loss or damage, EISENHARDT shall be entitled to recover these costs and this loss or damage from Seller. The aforementioned costs also include the judicial and extrajudicial costs being at least 15% of the principal sum, as well as internal and external costs, expert costs, as well as an interest rate of 1.5% a month or part of a month calculated over the loss or damage. Any dispute which may arise as a result of these terms and conditions and/or as a consequence of the agreements concluded by EISENHARDT and Seller shall be exclusively settled by the competent court in Buenos Aires, Argentina.
If any provision of these terms is, for any reason, invalid and/or unenforceable, the remaining provisions shall continue to be valid and enforceable to the fullest extent permitted by law. The parties agree to replace an invalid and/or unenforceable provision with a valid and/or enforceable provision which most closely approximates the intent and economic effect of the invalid and/or unenforceable provision.
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