Article I: What Are Cookies
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- Forms related cookies
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- Site preferences cookies
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- User Session cookies
User Session cookies is used help make a website usable by enabling basic functions like page navigation and access to secure areas of the website. The website cannot function properly without these cookies.
Article III: Third Party Cookies
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- As we sell products, it's important for us to understand statistics about how many of the visitors to our site as such this is the kind of data that these cookies will track. This is important to you as it means that we can accurately make business predictions that allow us to monitor our advertising and product costs to ensure the best possible price.
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Article IV: Disabling Cookies
- You can prevent the setting of cookies by adjusting the settings on your browser (see your browser Help for how to do this). Be aware that disabling cookies will affect the functionality of this and many other websites that you visit. Disabling cookies will usually result in also disabling certain functionality and features of this site. Therefore, it is recommended that you do not disable cookies.
Article V: More Information
Hopefully that has clarified things for you and as was previously mentioned if there is something that you aren't sure whether you need or not it's usually safer to leave cookies enabled in case it does interact with one of the features you use on our site. This Cookies Policy was created with the help of the GDPR Cookies Policy Generator
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Article I: General Provisions
- Legal relations between Supplier and Purchaser in connection with supplies and/or services of the Supplier (hereinafter referred to as "Supplies") shall be solely governed by the present GL. The Purchaser's general terms and conditions shall apply only if expressly accepted by the Supplier in writing. The scope of delivery shall be determined by the congruent mutual written declarations.
- Different conditions of the customer are ineffective, even if we do not expressly contradict it. They only apply if we accept them in writing in individual cases. Verbal information and promises, brochures and advertising statements of any kind, in particular descriptions, illustrations, drawings, samples and quality information, dimensions and quality information, as well as weights of the contract goods are not legally binding.
- The Supplier herewith reserves any industrial property rights and/or copyrights and rights of use pertaining to its cost estimates, drawings and other documents. The Documents shall not be made accessible to third parties without the Supplier's prior consent and shall, upon request, be returned without undue delay to the Supplier if the contract is not awarded to the Supplier.
Article II: Prices and Payment Terms
- Prices are ex works and excluding packaging; value added tax shall be added at the applicable rate.
- If the Supplier is also responsible for assembly or erection and unless otherwise agreed, the Purchaser shall pay the agreed remuneration and any incidental costs required, e. g. for traveling and transport as well as allowances.
- Payment Term, if not other agreed, is always Cash on Delivery (COD).
- In the event of late payment, we will send a maximum of two reminders. A fee of 25S$ will be charged for the second reminder. If payment is not received, enforcement measures are initiated. In addition, late payment interest of 5% percent will be charged for late payment. Claims for damages remain reserved.
- It is not permitted to withhold or reduce payments due to complaints, claims or counterclaims of the customer that are not recognized by the supplier.
Article III: Retention of Title
- The items pertaining to the Supplies ("Retained Goods") shall remain the Supplier's property until each and every claim the Supplier has against the Purchaser on account of the business relationship has been fulfilled.
- For the duration of the retention of title, the Purchaser may not pledge the Retained Goods or use them as security, and resale shall be possible only for resellers in the ordinary course of their business and only on condition that the reseller receives payment from its customer or makes the transfer of property to the customer dependent upon the customer fulfilling its obligation to effect payment.
- Should Purchaser resell Retained Goods, it assigns to the Supplier, already today, all claims it will have against its customers out of the resale, including any collateral rights and all balance claims, as security, without any subsequent declarations to this effect being necessary. If the Retained Goods are sold on together with other items and no individual price has been agreed with respect to the Retained Goods, Purchaser shall assign to the Supplier such fraction of the total price claim as is attributable to the price of the Retained Goods invoiced by Supplier.
Article IV: Time for Supplies and Delay
- Times set for Supplies shall only be binding if all Documents to be furnished by the Purchaser, necessary permits and approvals, especially concerning plans, are received in time and if agreed terms of payment and other obligations of the Purchaser are fulfilled. If these conditions are not fulfilled in time, times set shall be extended reasonably; this shall not apply if the Supplier is responsible for the delay.
- If non-observance of the times set is due to:
- force majeure, such as mobilization, war, terror attacks, rebellion or similar events (e. g. strike or lockout);
- virus attacks or other attacks on the Supplier's IT systems occurring despite protective measures were in place that complied with the principles of proper care;
- hindrances attributable to German, US or otherwise applicable national, EU or international rules of foreign trade law or to other circumstances for which Supplier is not responsible; or
- the fact that Supplier does not receive its own supplies in due time or in due form such times shall be extended accordingly.
- If dispatch or delivery, due to Purchaser's request, is delayed by more than one month after notification of the readiness for dispatch was given, the Purchaser may be charged, for every additional month commenced, storage costs of 0.5 % of the price of the items of the Supplies, but in no case more than a total of 5 %. The parties to the contract may prove that higher or, as the case may be, lower storage costs have been incurred.
- Partial deliveries are allowed, unless they are unreasonable to accept for the Purchaser.
Article V: Assembly and Erection
Unless otherwise agreed in written form, assembly and erection shall be subject to the following provisions:
- Purchaser shall provide at its own expense and in due time:
- all earth and construction work and other ancillary work outside the Supplier's scope, including the necessary skilled and unskilled labor, construction materials and tools;
- the equipment and materials necessary for assembly and commissioning such as scaffolds, lifting equipment and other devices as well as fuels and lubricants;
- energy and water at the point of use including connections, heating and lighting;
- suitable dry and lockable rooms of sufficient size adjacent to the site for the storage of machine parts, apparatus, materials, tools, etc. and adequate working and recreation rooms for the erection personnel, including sanitary facilities as are appropriate in the specific circumstances; furthermore, the Purchaser shall take all measures it would take for the protection of its own possessions to protect the possessions of the Supplier and of the erection personnel at the site;
- protective clothing and protective devices needed due to particular conditions prevailing on the specific site.
- Before the erection work starts, the Purchaser shall unsolicited make available any information required concerning the location of concealed electric power, gas and water lines or of similar installations as well as the necessary structural data.
- Prior to assembly or erection, the materials and equipment necessary for the work to start must be available on the site of assembly or erection and any preparatory work must have advanced to such a degree that assembly or erection can be started as agreed and carried out without interruption. Access roads and the site of assembly or erection must be level and clear.
- If assembly, erection or commissioning is delayed due to circumstances for which the Supplier is not responsible, the Purchaser shall bear the reasonable costs incurred for idle times and any additional traveling expenditure of the Supplier or the erection personnel.
- The Purchaser shall attest to the hours worked by the erection personnel towards the Supplier at weekly intervals and the Purchaser shall immediately confirm in written form if assembly, erection or commissioning has been completed.
- If, after completion, the Supplier demands acceptance of the Supplies, the Purchaser shall comply therewith within a period of two weeks. The same consequences as upon acceptance arise if and when the Purchaser lets the two weeks period expire or the Supplies are put to use after completion of agreed test phases, if any.
Article VI: Warranty, Defects as to Quality
The warranty period is 12 months from the delivery date of the goods. The warranty is appliable to the products supplied by Eetarp. The warranty does not cover:
- parts subject to normal wear
- parts damaged for improper usage
- parts damaged for inattentive and/or careless treatment
- parts damaged for improper assembly
- parts damaged for excessive stress imposed to materials
- parts damaged for negligence in the maintenance operations
- parts damaged for circumstances not subject to the Eetarp’s control
The Supplier shall be liable for defects as to quality as follows:
- Defective parts or defective services shall be, at the Supplier's discretion, repaired, replaced or provided again free of charge, provided that the reason for the Defect had already existed at the time when the risk passed.
- Claims for repair or replacement are subject to a statute of limitations of 12 months calculated from the start of the statutory statute of limitations; the same shall apply mutatis mutandis in the case of rescission and reduction. This shall not apply:
- in the case of intent,
- in the case of fraudulent concealment of the Defect or –
- non-compliance with guaranteed characteristic
- Notifications of Defect by the Purchaser shall be given in written form without undue delay. The Buyer shall inspect goods within five (5) business days of receipt of title thereto, and where Buyer fails to inspect the goods within that time, or having inspected the goods within that time, or having inspected any goods, fails to notify Seller of any deficiency or defect within 30 business days of transfer of title to the Buyer, Buyer shall be deemed to have inspected and approved the goods and shall have no claim for damages or other compensation in respect of any damage to or discrepancy in the goods supplied.
- The Purchaser shall have no claim for damages based on Defects. This shall not apply to the extent that a Defect has been fraudulently concealed, the guaranteed characteristics are not complied with, in the case of loss of life, bodily injury or damage to health, and/or intentionally or grossly negligent breach of contract on the part of the Supplier. The above provisions do not imply a change in the burden of proof to the detriment of the Purchaser. Any other or additional claims of the Purchaser, like Incidental, Indirect or Consequential loss, Expense, Damage, Loss of profit, or any other loss based on a Defect, are excluded. Transport costs of damaged and subsequently repaired goods (import duties and taxes too) will be charged to the customer.
- The Purchaser shall not refuse to receive Supplies due to minor defects.
Article VII: Quotations, Order Confirmations and Cancellation
- Quotations issued by Eetarp, comprising the description, technical features and prices of the goods shall not be considered as a binding sales agreement in any case, but rather a quotation. Any errors or omissions in the quotation documents or other related documentation maybe amended without Eetarp occurring any liability for damages or compensation in relation to such errors or omissions.
- The conditions specified in the mentioned quotation shall lose all validity and effect after fifteen days (unless agreed otherwise) from the date they are forwarded to the Customer, unless the Seller receives a purchase order from the Customer in the meantime.
- No order submitted by the Buyer shall be considered to be accepted by the Seller unless and until confirmed in writing by an authorized representative of the latter.
- The Seller reserves the right to accept or decline any purchase order at its sole discretion.
- After orders are entered for manufacturing, changes or cancellations cannot be accepted without Eetarp’s written permission.
- In case of cancellations or changes the following charges apply:
- In the event of a cancellation, return (only unpacked) or change within the first 3 months from the date of confirmation (customer order), 25% of the purchase price of the affected components will be charged
- In the event of a cancellation, return (only unpacked) or change between 3 - 6 months from the date of confirmation (customer order), 50% of the purchase price of the affected components will be charged
Article VIII: Return of Materials
The return of goods shall only be accepted if previously agreed and authorized in writing Products Non-Conformance Report (PNR) to Eetarp. The conditions for the return of goods are the following:
- Original packing & protection to the devices
- no visible damage and wear and tear
- indication of the purchase date and the PNR form with support case number
- carriage (to and from the Eetarp’s premises) at the Buyer’s expense
- we reserve the right to charge a processing fee of 15% of the purchase price for handling, stocking, etc.
- Special and/or custom designed products not immediately salable to another customer are not changeable, cancelable, or returnable.
In accordance to the Resource Sustainable Act (RSA) we offer a free one-to-one take-back (of a product bought from Eetarp of the same class or type as supplied) for disposal of the following products:
- Routers/Modems/network hubs/switches
- Desktop monitors
Article IX: Conditional Performance
- The performance of this contract is conditional upon that no hindrances attributable to German, US or otherwise applicable national, EU or international rules of foreign trade law or any embargos or other sanctions exist.
- The Purchaser shall provide any information and Documents required for export, transport and import purposes.
Article X: Venue and Applicable law
If the Purchaser is a businessman, sole venue for all disputes arising directly or indirectly out of the contract shall be the Supplier's place of business. However, the Supplier may also bring an action at the Purchaser's place of business.
Article XI: Severability Clause
The legal invalidity of one or more provisions of this Agreement in no way affects the validity of the remaining provisions. This shall not apply if it would be unreasonably onerous for one of the parties to be obligated to continue the contract.
Click here to download the full General Terms and Conditions.
Article I: General Provisions
- Our orders – including future orders – are subject exclusively to these conditions of purchase. The confirmation or execution of the order shall be deemed as acceptance of these conditions of purchase. This shall apply even if the supplier states that it only wants to supply under its own terms and conditions. Other conditions and deviations from these conditions of purchase require our written consent in order to be valid. If special conditions that deviate from these conditions of purchase are agreed for certain orders, these conditions of purchase shall be considered secondary and supplementary to the former. Different conditions of the customer are ineffective, even if we do not expressly contradict it. They only apply if we accept them in writing in individual cases. Verbal information and promises, brochures and advertising statements of any kind, in particular descriptions, illustrations, drawings, samples and quality information, dimensions and quality information, as well as weights of the contract goods are not legally binding.
- Orders must be made in writing. Oral agreements are only legally valid if they are confirmed in writing. Orders must be confirmed by the supplier without delay, stating the order number, price, discount, delivery and delivery conditions.
Article II: Prices
- The agreed prices are fixed prices and remain valid until the order has been fully processed. Subsequent increases, regardless of the reason, are excluded. Non-agreed surcharges for import duties and other duties and taxes are in particular excluded.
- The agreed prices entail carriage-paid delivery, including ancillary costs, packaging costs and freight costs. Where “ex-works deliveries” are agreed, our forwarding instructions are binding. No charges will be allowed for freight, transportation, insurance, shipping, storage, handling, demurrage, cartage, packaging or similar charges unless provided for in the applicable Purchase Order or otherwise agreed to in writing by Buyer.
Article III: Delivery dates and contractual penalties
- The stipulated times and deadlines for delivery or for the provision of service shall be adhered to. Delivery is the arrival of the goods at the place of performance. Early (partial) deliveries require our consent.
- Supplier must immediately notify Buyer in writing if Supplier is likely to be unable to meet a Delivery Date. At any time prior to the Delivery Date, Buyer may, upon notice to Supplier, cancel or change a Purchase Order, or any portion thereof, for any reason, including, without limitation, for the convenience of Buyer or due to failure of Supplier to comply with this Agreement, unless otherwise noted.
- In the case of default of delivery, the supplier undertakes to pay a contractual penalty of 1 % of the price of the delivery for each full week of the delay, but not more than a total of 5 % of the price of the delivery. We may reserve the enforcement of the incurred contractual penalty until the final payment. Further claims for delays remain unaffected. By accepting the delayed delivery or service we do not waive further compensation claims.
Article IV: Allocation of risk, cooperation by us
The risk of accidental destruction or accidental deterioration is born by the supplier until delivery of the goods; in case of a service that requires acceptance, the supplier shall bear the risk until the service is accepted by us. Should the supplier not properly fulfil its contractual obligations in connection with the transport (e.g. unloading of the delivery item), it must compensate us for any costs incurred. An early passage of risk does not take place even if we cooperate in the fulfilment of the supplier’s obligations; we are only responsible for gross negligence and intent.
Article V: Receipt, inspection and examination of the goods
- Cases of force majeure, strikes and lockouts shall entitle us to postpone the acceptance accordingly. Acceptance shall – under normal business conditions – take place immediately upon receipt or commissioning, to the extent that the delivery is in compliance with the contract. Statutory provisions that allow for deemed acceptance are excluded. In the case of excess deliveries which exceed the amount customary in the trade, we reserve the right to return the excess goods at the expense of the supplier. Any investigation obligations that we are subject to are limited to the immediate checking of the goods to see if they correspond to the ordered quantity and type, and whether there is any externally visible transport damage or if there are any externally visible defects. To the extent that we are required to immediately report defects, hidden defects may be reported within 2 weeks of their discovery, other defects within 1 week of their discovery.
- Buyer shall have the right to reject any Goods that are delivered in excess of the quantity ordered or are damaged or defective. In addition, Buyer shall have the right to reject any Goods or Services that are not in conformance with the Specifications or any term of this Agreement. Transfer of title to Buyer of Goods shall not constitute Buyer’s Acceptance of those Goods.
- Buyer shall be entitled to return rejected Goods to Supplier at Supplier’s expense and risk of loss for, at Buyer’s option, either: (i) full credit or refund of all amounts paid by Buyer to Supplier for the rejected Goods; or (ii) replacement Goods to be received within the time period specified by Buyer.
Article VI: Payment
- The payment shall be made – if not agreed different - at our discretion either within the last day of the next month or within the last day of the following month, calculated from the date of the receipt of the invoice and the complete receipt of the goods, or in the case of services not before their acceptance. Late payments which are caused by incorrect or incomplete invoice documents nevertheless entitle us to a discount.
- Buyer shall have the right to withhold payment of any invoiced amounts that are disputed in good faith until the parties reach an agreement with respect to such disputed amounts and such withholding of disputed amounts shall not be deemed a breach of this Agreement nor shall any interest be charged on such amounts. Notwithstanding the foregoing, Buyer agrees to pay the balance of the undisputed amounts on any invoice that is the subject of any dispute within the time periods specified herein.
- Unless otherwise stated in a Purchase Order, all prices or other payments stated in the Purchase Order are exclusive of any taxes. Supplier shall separately itemize all applicable taxes each on each invoice and indicate on each invoice its applicable tax registration number(s).
Article VII: Material Defects
The time limit for reporting material defects (warranty period) starts upon the acceptance of the goods. If commissioning takes place later
than the acceptance, the warranty period shall begin on the day of commissioning. The warranty period is 2 years. In the case of a subsequent performance the agreed warranty period shall restart from the point in time of the subsequent performance. The choice between the remedying of a defect and new production is in each case left to our discretion. In urgent cases or if the contractor is
in default of performance with regard to the supplementary performance, we shall also be entitled to remedy the defects ourselves, to
have them remedied, or to obtain a replacement. We shall determine when an urgent case arises in this sense, exercising all due care and
diligence. A remedy is considered to have failed if the first remedy attempt was unsuccessful.
Article VIII: Liability
The supplier shall indemnify us for claims for damages that may be asserted against us because of a defect or failure of a product delivered by the supplier. In addition, the supplier shall indemnify us against all costs and expenses incurred to us in connection with any precautionary measures which may be necessary to avert non-contractual liability under foreign or domestic law , particularly due to warnings or recalls; however, this shall only apply to the extent that these measures have been caused by a faulty delivery of the supplier. The supplier is otherwise liable in accordance with the statutory provisions (also to an unlimited extent).
Article IX: Secrecy, tools, models, drawings and other documents
The supplier is obligated to keep our orders confidential, including all related commercial and technical details. Statements made by us, as
well as tools, models, drawings and other documents etc. that are provided by us or made at our expense may only be applied or used for other purposes with our written consent and remain our property and/or become our property following manufacture. The passing of risk takes place analogously to the material order. They are to be insured at no cost to us from the time of the passing of risk to their return to our premises or the place designated by us. All damage incurred to us as a result of these events shall be borne by the supplier. Unless special agreements have been made, tools, models, drawings and other documents including any copies that have been made are to be returned with the final delivery.
Article X: Legal Compliance; Workplace Safety
- In carrying out its obligations under the Agreement, including the performance of Services, Supplier shall at all times comply with all applicable federal, provincial, and municipal laws, regulations, standards, and codes. Supplier shall be at all times registered and comply with the local institute responsible for safe and legal work environment, like Ministry of Health and shall maintain its workers’ compensation accounts in good standing, and provide Buyer with evidence of good standing upon request. Supplier shall obtain all applicable permits, licenses, exemptions, consents and approvals required for the Supplier to manufacture and deliver the Goods and perform the Services.
- In the event foreign workers are deployed, it shall be the supplier’s responsibility to ensure that such foreign workers have valid work permits and that all work is compliant with safety guidelines and regulations. Furthermore, the Contractor is entitled to provide the buyer with a comprehensive list of the names of these workers and copies of their recent photographs and valid work permits. The aforesaid list as well as the aforesaid corresponding copies of photographs and valid work permits shall be forthwith updated in the event of any changes and/or updates.
- The supplier shall be responsible for any penalty, costs, charges, and expenses incurred or imposed by any Court arising out of any contravention of the provisions of the Employment of Foreign Manpower Act (Cap. 91A) and any other regulations made thereunder or any other local law and regulation which apply in this case.
Article XI: Place of Performance, applicable law and place of jurisdiction
- The place of performance for the delivery is the designated destination. If no place of destination is designated, and in the case of payments, the place of performance it is the place of our registered office.
- Should individual provisions of this contract be or become invalid, the validity of the remaining provisions shall not be affected.
Click here to download the full Purchase Terms and Conditions.