IBEKO Power AB
Stockholmsvägen 18, 181 50 Lidingö, Sweden
(hereinafter referred to as “IBEKO Power” or Manufacturer)
1.1 The following terms and conditions apply to IBEKO Power AB, (IBEKO) official offers, purchase order and other relevant documents related to sales, maintenance, and support of its products (Products).
1.2 The Purchase Order initiated by a person or a business entity (Customer) is subject to acceptance by IBEKO and no agreement between IBEKO and the Customer comes into existence until IBEKO provides an Order Confirmation.
1.3 No modification or abrogation of these terms and conditions shall be effective unless provided in writing and approved by IBEKO. The Customer’s acceptance of Products and/or services shall constitute acceptance of these terms and conditions.
1.4 Terms and conditions are subject to change without prior notice. IBEKO will honor the terms and conditions stated in the valid IBEKO’s Offer document.
2.1 Any offer made by IBEKO Power shall be non-binding. All prices are net prices ex-works or ex IBEKO Power’s warehouse in Lidingö (Incoterms 2010), as the case may be, and shall be exclusive of any other costs. Should any charges, taxes or other levies be incurred in connection with the delivery, these shall be borne by the customer.
2.2 The customer can request other incoterms to be quoted in an offer. In this case, the final price could be increased by additional charges, taxes or other levies that are unavoidable because of different incoterms.
2.3 All offers are valid for 60 days from the date of issue unless otherwise stated in the offer. After the validity period expires, the customer has the right to request a new offer.
3.1 The binding payment terms are defined in the IBEKO’s Order Confirmation.
3.2 In the event Customer at any time should fail to make payment in full on the due date, IBEKO shall be entitled to claim interest of one point one percent (1.1%) per each started calendar month on the remaining sum overdue until payment is made.
3.3 In case of repeated payment delays, IBEKO has the right to request prepayment on future orders.
4.1 A Purchase Order may be cancelled by IBEKO at any time if:
4.1.1 the Customer fails to strictly comply with the payment terms,
4.1.2 the Customer becomes insolvent,
4.1.3 a petition in bankruptcy or insolvency is filed by or against the Customer,
4.1.4 upon justified suspicion the device is being routed to a competitor’s company.
5.1 The payment of any taxes, local charges, inspection fees, duties and obtaining and maintaining in full force and effect of any necessary export or import licenses, assessed on the Products for importation, storage, inspection, sale, use, handling, distribution or transportation of the Products is the sole responsibility of the Customer and IBEKO shall be under no liability whatsoever.
6.1 Any time or date named and accepted by IBEKO for completion, delivery, dispatch, shipment or arrival of the Products is an estimate only and is given in good faith as being accurate at the time of acceptance but is not guaranteed.
6.2 IBEKO Power shall use its best efforts to comply with but does not warrant any delivery dates since many external factors can influence the delivery time (holidays, natural disasters, shipping company, etc.).
6.3 Delivery shall be made at the expense and risk of the customer unless otherwise agreed in writing or by Incoterms.
7.1 All Products are packed according to IBEKO´s standard packing regulations (provided on request).
7.2 Where special packaging is required by the Customer, the Customer shall be responsible for additional costs associated with such packaging.
8.1 The customer must inspect the products as soon as is reasonably possible after delivery or collection. The customer shall, within seven (7) days of the date of delivery or collection or in the case of sub-clause in below, the quoted estimated delivery time or any updated estimated date for delivery, give notice to IBEKO Power in detail of:
8.1.1 Any defect in the product that is apparent on reasonable examination.
8.1.2 Any shortfall in products delivered.
8.1.3 Any delivery of products not in accordance with the order.
8.2 In the cases from clause 8.1, IBEKO Power shall, at its discretion, replace the products or refund the purchase price.
8.3 If the customer fails to give such notice, the products shall be conclusively presumed to be, in all respects, in accordance with the order and free from apparent defects, and the customer shall be deemed to have accepted the products accordingly. IBEKO Power record of the products dispatched (including the quantity) shall be conclusive evidence of the products received by the customer unless proved otherwise by the customer.
8.4 The remedies set out above are the customer’s exclusive remedies for non-delivery or short delivery of products, or for apparent defects in the products or delivery of products not in accordance with the order. IBEKO Power shall not be liable for any losses, consequential or otherwise, or for costs (including legal costs), expenses, liabilities, loss of profits, business or economic loss, depletion of goodwill, damages, claims, demands, proceedings, judgments or otherwise arising from these circumstances.
9.1 The warranty and guarantee period for new instruments shall be valid for thirty-six (36) months, if not explicitly agreed otherwise in writing.
9.2 Any replacement product will be warranted for the remaining time of the original warranty period or for six (6) months after a replaced device is delivered, whichever comes later.
9.3 For built-in Lithium-Ion and/or Lithium-Polymer batteries the warranty period is limited to twelve (12) months. For the warrant claims to be honored, the battery should be used and stored according to the IBEKO Power’s instructions provided with the product.
9.4 Warranty period starts after the original delivery date stated on IBEKO Power’s invoice.
9.5 Warranty claims will be honored only if initiated from the country a product was originally delivered to by IBEKO Power.
9.6 DV Power is obliged to repair for free all malfunctions caused by poor workmanship or manufacturing defects and faulty raw materials used during the validity of the warranty.
9.7 DV Power retains the right to decline free reparation during the warranty period if the instrument is not used and maintained in accordance to manufacturer’s instructions, the instrument is damaged due to repair of an unauthorized person or service, the instrument is damaged by force majeure such as lightning strike, flood, fire, inadequate ventilation, improper electrical installation or any other cause beyond the control of the manufacturer, the instrument is damaged during transportation unless DV Power was liable for the transport, the instrument is damaged by using an excessive amount of force.
9.8 If the damage is caused by the reasons mentioned in 9.7, the owner of the damaged product will be charged the cost of the investment according to the price list of the services beyond the guarantee period.
9.9 The warranty service is normally performed at IBEKO Power factory. However, IBEKO Power may instruct the Customer to use the warranty service at one of its regional service locations or at the location of a product. This decision will be at the sole discretion of IBEKO Power.
9.10 Overall device warranty will be extended for the number of calendar days expired between receiving a product at the service facility until the shipment of the product back to Customer, plus seven (7) calendar days.
10.1 If a device is being sent to IBEKO Power for repair, all work must be performed in certified repair centers of IBEKO Power. The customer shall be advised by the support team to which repair center should he/she send the broken instrument based on their location.
10.2 No later than seven (7) days after a problem had been observed Customer will inform the Manufacturer of a defect. Before shipping a device Customer will perform the following steps and wait for Manufacturer’s confirmation:
10.2.1 Provide detailed information containing the instrument’s serial number and a detailed description of symptoms observed and a description of circumstances under which the reported problem occurred.
10.2.2 Conduct the tests as per IBEKO Power’s instructions and forward the results to IBEKO Power.
10.2.3 Follow IBEKO Power’s further instructions as to repair a device with IBEKO Power’s remote support or to ship it to IBEKO Power’s defined location.
10.2.4 To pack a device according to IBEKO Power’s instructions. Failing to perform all these steps Customer agrees to bear all the consequential costs.
10.3 The customer shall be obliged to duly dispatch the device at his own expense together with a repair order unless the device is protected by warranty period. If the device has a valid warranty, IBEKO Power bears transportation costs.
10.4 IBEKO Power will not bear any risks and/or additional costs such as local charges, inspection fees, duties and taxes assessed on the product for importation, storage, inspection, sale, use, handling, distribution or transportation of the product within the Customer’s country.
10.5 If IBEKO Power determines that the original product was not defective, Customer shall reimburse IBEKO Power all costs of handling, transportation, inspection and repairs at IBEKO Power prevailing rates.
10.6 If IBEKO Power concludes, after examining and testing the returned product, it is not covered by its warranty, IBEKO Power will notify Customer on estimated repair costs and obtain authorization before proceeding with a reparation. IBEKO Power will return the product at Customer´s expense.
10.7 Defective parts that are replaced free of charge by IBEKO Power, are to be put at IBEKO Power’s disposal, as it is the sole owner of these parts.
10.8 Upon completion of the service, IBEKO Power shall send back the device DAP (Incoterms 2010), unless otherwise agreed in writing with the customer. The customer shall bear transportation costs.
11.1 Neither IBEKO nor any of its officers, directors, employees or affiliates will be held liable for any injury to the person or property of the Customer or its employees, agents or Representatives except if such injury is directly caused by the negligence of IBEKO.
11.2 The Customer agrees to indemnify and hold harmless IBEKO, its officers, directors, agents, servants, employees, affiliates, successors, and assigns from and against all losses or damages (including costs and attorney’s fees) resulting from bodily injury, including death at any time resulting therefrom, sustained by any person or persons or on account of damage to property including loss of use thereof, arising out of or in consequence of Customer’s acts or omission, except only such injury or damage as shall have been occasioned by the sole negligence of IBEKO.
12.1 IBEKO Power guarantees the specified device accuracy defined in a device manual for a period of twelve (12) calendar months after a device original delivery date.
12.2 Updates to installed device software and firmware will be provided free of charge for twelve (12) months after a device original delivery date. During an overall device warranty period, IBEKO Power will perform calibration after each device repair and issue the Calibration Certificate free of charge.
12.3 If the customer requires calibration unrelated to warranty servicing it will be provided under the List Price plus shipping costs in effect at that time.
12.4 If a device had been sent for suspected inaccuracy but established it worked properly, customer bears return shipping cost and accuracy verification labor costs.
13.1 The customer shall not acquire ownership of any product from IBEKO Power until the invoice amount has been fully paid.
14.1 IBEKO Power shall grant to the customer a non-exclusive and non-transferable right to use any software product for which the customer acquires a license from IBEKO Power. If the customer leaves a device to a third party, use of the corresponding software is allowed.
14.2 The customer shall not assign, transfer, pledge or lease any licensing right granted to the customer by IBEKO Power or otherwise pass it on, leave it to a third party or share it with them.
14.3 With the exception of a backup copy, any duplication of the software product, the documentation or any part thereof shall require the prior written consent of IBEKO Power.
14.4 The customer may not modify, transmit (neither electronically nor by any other means), translate, disassemble, decompile or otherwise modify the software product by reverse engineering unless IBEKO Power has given its prior written consent.
15.1 The intellectual property rights in all devices, programs and services, and in all related copyrights, patent rights, trademark rights or proprietary rights shall be due to IBEKO Power and shall remain in its exclusive ownership.
16.1 The customer and IBEKO Power shall treat all information received from the respective other parties in connection with their business relationship and its transaction confidential and shall not disclose such information to any third party.
17.1 IBEKO Power reserves the right, without prior notice, to discontinue any product or to make design changes as part of its continuous program of product improvement, or to assist product availability, and such changes may take place during the life of any IBEKO Power catalog. The most up to date information on the availability and design of the products IBEKO Power supplies are available on the dv-power.com website.
17.2 Unless otherwise confirmed in writing, nothing on the dv-power.com website or in any IBEKO Power catalogs is to be taken as a representation of the source of origin, manufacture, or production of the products or any part of them.
17.3 IBEKO Power is obliged to offer spare parts availability for its instruments for 10 years from the date an instrument is produced.
18.1 In the event IBEKO’s performance related to these terms and conditions is delayed, hindered or prevented by strike, fire, riot, war, act of God, governmental regulations, or governmental requests or requisitions for national defense or other purposes, or failure or shortage of automotive transport, railway, airline or vessel service normally available, or breakdown of, or injury to, or shortage in, facilities used for the production or transportation of the Products, or of the materials from which the Products are made, or any other cause beyond the reasonable control IBEKO, whether similar to or dissimilar from the causes listed in this sentence, IBEKO so delayed, hindered or prevented, shall not be liable for such delay, hindrance or prevention. IBEKO is allowed to suspend or terminate this Agreement, in whole or in part, without liability on account thereof, if such situation of force major continues for 180 days. IBEKO shall not be required to make up any deliveries omitted on account of any such causes.
19.1 Customer accepts these General Terms and Conditions by:
19.1.1 executing an agreement with IBEKO which incorporates these terms and conditions,
19.1.2 delivering a purchase order for Products and/or Services,
19.1.3 accepting delivery of the Products and/or Services,
19.1.4 paying the price for the Products and/or Services, whether prior to delivery or not, as agreed to by the parties and/or set forth in the quotation or invoice, whichever of the four acceptance methods comes first.
19.2 These Terms and Conditions are governed by the laws of the state of Sweden under exclusion of its laws of conflict and the United Nations Convention on Contracts for the International Sale of Goods (CISG).
19.3 Both, IBEKO Power and the Customer shall take all efforts to settle all disputes arising from the agreements, offers, and deliveries or referring to the breach, annulment or invalidity thereof out of court, e.g. by mediation. Should the parties fail to reach an agreement within a period of four weeks, any such dispute shall, at IBEKO Power’s option, be finally settled by the competent court in Stockholm or by an arbitral tribunal pursuant to the arbitration and conciliation rules of the international arbitral tribunal of the Swedish Chamber of Commerce by one or several arbitrators appointed in accordance with such rules. The place of arbitration shall be Stockholm. The language of the arbitration proceedings shall be English. The four-week period shall commence upon receipt of a contracting party’s written request to settle a dispute.