These General Sales Terms and Conditions („Terms”) are applicable for the delivery of all products and services (“Products”) provided by Hydraulic Elements and Systems PLC (“HES”) for each customer (“Customer”).
No terms and conditions other than the Terms shall be binding upon HES and Customer unless agreed in writing by HES and Customer. All terms and conditions contained in anyprior communication which are different from or in additional to the Terms shall not be binding on HES unless otherwise agreed in writing by HES and Customer. The Products that are subject to sales under these Terms are produced custom-made and strictly personalized to the Customer’s requirements.
1. General provisions
Information required by the Consumer Protection Act, E-Commerce Act and the EU directives on the sale of products on the Internet:
Merchant business name: Hydraulic Elements and Systems PLC
Headquarters and management address: 8604 Yambol, Bulgaria, 1 Pirin street
Authorities that exercise control and provide consumer protection:
Commission for Personal Data Protection
Address: 1592 Sofia, Bulgaria, 2 „Prof. Tsvetan Lazarov” blvd
Phone: +359 (02) 940 20 46
Fax: +359 (02) 940 36 40
Email: firstname.lastname@example.org, email@example.com
Commission for Consumer Protection
Address: 1000 Sofia, Bulgaria, 4A "Slaveikov" square, et.3, 4 and 6
Phone: 02 / 980 25 24
Fax: 02 / 988 42 18
Hotline: 0700 111 22
In the case of an argument concerning an online purchase you could use the ODR website. (https://ec.europa.eu/consumers/odr/main/index.cfm?event=main.home.chooseLanguage)
The website is available at an Internet address: www.config.hes.bg and through it Customers can buy and receive services, related to the delivery of products available at the website. Through the website, Customers can receive information about new products, technical characteristics, prices, terms of delivery and the promotions that HES runs.
HES is obliged to deliver the products ordered by the Customer according to the law regulations, guaranteeing the Customer’s rights while fully following good practices in consumer and commercial law.
HES uses the services of a third side, in this case a courier company of its choice, for the delivery of the products bought from the Customer through the website. The delivery price is included in the price of the Product.
2. Order confirmation
The reception of an order from the Customer to HES will be confirmed immediately on the e-mail address stated by the Customer. The final confirmation for the reception of an order alongside a delivery date will be performed on the next working day after the reception of the order at the email stated by the Customer. HES does not consider the ordering process to be completed until the full payment has been made.
When placing an order, the Customer must agree to these terms and conditions. It is not possible to finish the ordering process if the Customer does not agree with them. By agreeing to comply with these Terms and Conditions, the Customer confirms that he has become acquainted with them, agrees with their content and obliges to comply with them. The Customer obliges to enter exact, correct and actual information for the delivery – Name, Address, means of connection. If the information is incorrect or false, the Customer may lose his right to obtain the Product.
3. Terms of delivery
HES will deliver the Products to the address stated by the Customer in the order form. The Products will be delivered under DAP terms (according to Incoterms 2010) to the Customers address. The delivery is considered to be done when the Products are handed to the Customer or someone who is his representative. If the Customer or his representative fails to receive the delivery of the Products, HES may at its own discretion and without prejudice to any of its other rights or interests, to deliver the Products in any other manner that it considers most appropriate at the expense and risk of the Customer. The stated delivery dates in the e-shop are tentative. HES will try its best to deliver the Products in the time frame stated in the confirmation email but still these dates are only a forecast and HES is not responsible for delays in delivery.
In any case HES may at its own choice to make a partial delivery of Products except if the Customer has specifically stated otherwise.
The prices of the Products are determined in the e-shop, depending on the chosen options and quantities. The prices determined during the order process are final and are valid only for the current order. All prices include VAT as applicable on the date of order confirmation and all other statutory taxes and fees. Regardless of the type of currency used to calculate the prices of the Products in the e-shop, the final price will be announced in BGN (BGN) as well.
HES reserves its right to change its way of price forming without requiring any prior notice to the Customers.
Disposable packing is included in the prices and will not be credited if returned.
6. Payment terms
The payment terms are as follows: 100% in advance at the finalization of the order, when paying with credit/debit card or through PayPal. In case of bank transfer the payment terms are as follows: 100% in advance before order confirmation. All payments must be made without any set-off, deduction or counterclaim. If there is no agreed in advance written statement, the payment should be made in euro (EUR) to a bank account in the Republic of Bulgaria.
7. Information about the product
Any information – irrespective of derivation from HES or a HES business contact – including, but not limited to information on weight, dimensions, capacity or any other technical data in catalogues, descriptions, advertisements, etc. shall be considered informative, and not binding at all that the Product will perform the activity required by the Customer, i.e. HES doesn’t bear responsibility if the Customer has bought a Product that is useless to him. Specific demands from the Customer are only binding if and to the extent they have been confirmed by HES in writing.
8. Proprietary Information and Confidentiality
Any non-public information, including but not limited to drawings, descriptions and any technical documents which HES has made or may make available to Customer (”Confidential Information”) shall remain the property of HES and shall be treated as confidential by Customer and its representatives and must not, without the written consent of HES, be copied, reproduced, or transferred to third parties or be used for other purposes than those intended when the Confidential Information was made available. Confidential Information shall be returned to HES upon request.
HES reserves the right to make alterations to the Products, which do not materially affect agreed specifications or the Products’ form, fit or function, without notice.
The decisions for selection and use of the Products are the responsibility of the Customer and are based exclusively on the Customer's subjective knowledge and judgment. Thus HES doesn’t bear any responsibility for damages, losses or costs, resulting from failure to provide advice or information, or the provision of untrue ones, whether due to the negligence of HES or its employees, partners or sub-contractors. HES is not responsible for any infringement of intellectual property rights, punitive damages, loss of earnings, loss of profits or loss of anticipated future business, damage to reputation or image, loss of orders or contracts, or any subsequent indirect loss or damages, anything that may arise from or be related to:
· any explicit or implied terms of the contract between HES and the Customer or any order accepted by HES;
· an obligation of any kind imposed on HES by the law resulting from or in connection with the contract or the order;
· any kind of defects in the Products;
HES shall not be liable for any damage to real property or chattels caused by the Product after it has been delivered and whilst it is in the possession of Customer. Nor shall HES be liable for any damage to products manufactured by Customer or to products of which Customer’s products form a part. If HES incurs liability towards any third party for such damage as described in the preceding paragraph, Customer shall indemnify, defend and hold HES harmless.
Customer shall indemnify and hold HES harmless for all claims arising from damage resulting from the use or operation of the Products because of the improper repair, maintenance or operation of the Products by Customer, the failure of Customer to adequately train personnel in the operation of the Products, Customer’s failure to comply with applicable laws or regulations or otherwise.
If a claim for damage as described in this clause is lodged by a third party against either HES or Customer, the respondent party shall immediately inform the other party thereof in writing. Customer shall be obliged to let itself be summoned to the court or arbitral tribunal examining claims for damages lodged against HES on the basis of damage allegedly caused by the Product.
11. Notice of claims
The Customer should inspect the Products as soon as possible after their reception and should inform HES in 5 calendar days from the delivery for:
· Any defect in the Product that is apparent in a normal, reasonable inspection. In this case, HES will, in its sole discretion, offer a reasonable compensation to the Customer for acceptance of the Product as it is or will replace the Product. In any case, the Customer must refuse to accept Products whose packaging has been damaged during transportation;
· Any delivery of Products that do not match the order. In this case, HES will replace the wrongly delivered products;
If the Customer does not send such a Notice, the Products shall be deemed final and in any respect conform with the order and without any visible defects, and the Customer has accepted them as such.
Claims or complaints as to defects and/or delay in delivery of the Products or other claims shall be submitted in writing by Customer to HES without undue delay.
If HES does not deliver at the agreed time, Customer is entitled to request delivery in writing and fix a final, reasonable time limit for delivery. If delivery is not made within this time limit, Customer is entitled to rescind from the agreement of sale and claim compensation for his payment of the Products. No further claims can be made by Customer as a result of the delay. HES isn’t responsible for whatever kind of losses for the Customer coming from the delay of delivery or the refusal of delivery due to the Customer’s will.
13. Annulment of orders
The Customer can not by any mean annul an order after the order has been received and confirmed by HES. Each full or partial annulment of an order from the Customer could be done only in a written statement to HES, in which case HES should be fully refunded for all incurred costs.
14. Intellectual Property Rights
Customer obtains no rights in form of license, patent, copyright, trademark or other proprietary right connected to the Products.
15. Restraint on Resale and Use for Certain Purposes
HES products are produced for civilian use and Customer is not allowed to use or to resell the Products for purposes, which have any connection to chemical, biological or nuclear weapons or missiles which are capable of delivering such weapons. Customer is not allowed to sell the Products to persons, companies or any other kind of organization if Customer has knowledge of or suspects that said persons or entities are related to any kind of terrorist or narcotics activities. The Products may be subject to legal regulations or restrictions and may therefore be subject to restrictions in case of sale to countries/customers covered by export or import ban. These restrictions shall be observed in case of resale of the Products to such countries/customers.
16. Force Majeure
HES is entitled to cancel orders or suspend delivery of Products and shall not be liable for any non-delivery, faulty or delayed delivery which partly or wholly is caused by circumstances beyond HES’ reasonable control, including, but not limited to riots, civil unrest, war, terrorism, fire, insurrection, requisition, seizure, embargo or defects or delays in deliveries by sub-contractors, strikes, lockouts, slow downs, lack of transportation, scarcity of materials, sickness accidents in product testing, and insufficient supplies of energy. Any of Customer’s contractual rights are suspended or become void in any such circumstances referred to in this clause. Customer is not entitled to any kind of damages or to make a claim whatsoever in case of cancellation or delayed delivery due to such circumstances.
17. Partial invalidity
If one or more of the terms and conditions in these Terms or any part of a term is deemed invalid, unenforceable, illegal or inoperable, the validity, enforceability, legality or operability of all further terms and conditions shall not be affected or diminished thereby.
18. Consumer protection
Every condition and term in this section as well as the general terms and conditions are applicable only for natural or legal persons who may be deemed to be consumers within the meaning of the Consumer Protection Act, the Electronic Commerce Act and / or Directive 2011/83 / EC of the European Parliament and of the Council of 25 October 2011.
The general characteristics of the Products which are offered through the website are described on the page of the concerned product.
The costs for mail and courier delivery of the Products are included in their price, which is stated at the concerned page. The Customer has the opportunity to view all of the costs which he has to take to receive the products which are a subject of his order.
The information provided to the Customers is up to date at the moment of its visualization on the website, before and during the execution of the order.
19. Additional conditions
HES guarantees and undertakes measures for the protection of the personal data of the Customer under the GDPR.
The Customer agrees with HES to process its personal data for the purposes of the orders only. HES has no right to provide these data to third parties without an order from a competent authority of the Republic of Bulgaria.
The Customer, by placing an order on the Site, agrees to receive commercial communications from HES for future marketing purposes and campaigns by declaring for those same emails that it will not treat them as unsolicited commercial communications within the meaning of the Consumer Protection Act and the E-commerce Act.
These General Terms and Conditions are permanently visible on the Internet at www.config.hes.bg and may be modified by HES without being obliged to notify in advance.
Any invalidity of any provision of these terms and conditions will not invalidate the order made by the Customer.
20. Governing law and Disputes
Any dispute between the parties arising from or in connection with a purchase agreement governed by these Terms shall be governed by Bulgarian law including the United Nations’ Convention for the International Sale of Goods (CISG), with the exception of the conflict of law provisions.
Any dispute arising from or in connection with a purchase agreement governed by these Terms and which the parties themselves are unable to resolve shall be referred to and settled by arbitration under the Rules of Arbitration of the International Chamber of Commerce, Paris (“Rules”) by one or more arbitrators appointed in accordance with said Rules. Either party shall be entitled to seek injunctive or interim relief or any other temporary measures. The parties may refer the enforcement of any arbitral award to any competent court. The seat of arbitration shall be Sofia, Bulgaria. Bulgarian shall be the language to be used in the arbitration proceedings unless otherwise agreed between the parties. The arbitration proceedings and the arbitral award shall be confidential and involved persons on both sides are pledged to secrecy.
Effective from 1.10.2018