All times, dates and delivery deadlines are considered non-binding, unless their binding nature has been expressly agreed in writing. Binding delivery deadlines and dates that have been agreed upon in writing are met when the product is made available in the distributing warehouse before the corresponding dates have passed. If BELIMO has a delay in delivery, it is assumed that the client continues to demand the delivery. Compensation for late delivery or for replacement is excluded.
If not otherwise indicated on the order confirmation, delivery of the Goods shall be made in accordance with Incoterms® 2020 DAP Goods recipient (DAP = Delivered At Place, delivery address ship-to-party)
BELIMO reserves the right not to deliver the ordered products if they are unavailable; in this case, BELIMO will immediately notify the client of the non-availability and, if necessary, reimburse any payment already made.
BELIMO invoices must be paid in full within 30 days after the date of invoice. After the payment deadline, the client will automatically owe BELIMO a reminder charge of EUR 40,-- or interest for delay to the amount of 7.75% p.a. if the interest for delay exceeds the amount of the reminder charge. If the client is in delay, BELIMO reserves the right to withhold further deliveries. The client is not entitled to offset outstanding accounts from BELIMO with any counterclaims.
Reservation of title
The title of supplied products remains with BELIMO until the client has fully paid all invoices.
Passing of risk
Benefit and risk with regard to the products purchased pass to the client in accordance with agreed Incoterms® 2020.
Duty of examination
The client shall examine all products for defects within 5 working days of receipt. Any defects are to be reported to BELIMO immediately in writing; the product will otherwise be deemed to be approved. Hidden defects must be reported in writing within 5 working days after they are discovered.
With its warranty, BELIMO guarantees during the warranty period in accordance with this clause 13, that the delivered products meet the specifications that are explicitly listed on the corresponding data sheets. For the rest, any warranty is excluded as far as permitted by law.
In particular, no warranty is given for damage resulting from or partly caused by the client or by third parties acting within the scope of responsibility of the client when
a) Products are used in areas that are not specified in the data and assembly sheets, especially in aircraft and any other airborne means of transport;
b) Products are used without observing the laws, official regulations or the instructions of BELIMO (especially regarding installation, commissioning, operating regulations and information on the data and assembly sheets);
c) Products are used under special conditions, especially under the continuous influence of aggressive chemicals, gases or liquids or outside of the permissible operating parameters or conditions for use;
d) Products are assembled, handled or installed incorrectly or without due care or not according to the respective authoritative state-of-the-art or are not used or installed by skilled qualified personnel;
e) Products are modified or repaired without prior written approval of BELIMO;
f) Products become worn out as a result of inappropriate or unintended use or excessive stress;
g) Products are stored inappropriately; or
h)The client or third parties are responsible for damage.
For Openline-products further limitations of liability according to the applicable framework agreement, concluded between BELIMO and the client, will apply.
The client is liable for actions or omissions of auxiliary personnel as if these were his own actions.
The warranty period is five years from the date of manufacture for BELIMO products. The warranty period is two years from the date of delivery for Openline -Products. The warranty period for products that have not been manufactured by BELIMO (trade products) can be derived from the order confirmation. Trade products are specified as such, either by the name and/or by the logo of the manufacturer. The warranty period for trade products is generally one year from the date of delivery, in exceptional cases two years from the date of delivery. The warranty period starts at the time of manufacture or delivery of the product, respectively, without requiring acceptance from or testing by the client.
The client is obliged to immediately initiate all suitable measures to minimise damage. If a timely report has been made in accordance with Section 12 above, BELIMO is obliged either to replace defective products with products that are equal or equivalent, to have them repaired either by BELIMO or third parties at BELIMO’s expense or to issue the client a credit note in the amount of the net price paid for the defective product. BELIMO will decide which of these measures is taken.
Any extra charges incurred in connection with a replacement, such as transport, dismantling, assembly, recommissioning and associated clarifications will be borne fully by the client. The warranty period does not restart from the beginning for replaced products.
BELIMO can require the client to replace particular defective products or parts of products in a system to prevent damage, whereby reasonable client expenditures in this context that are approved in advance in writing by BELIMO will be reimbursed by BELIMO.
Neither BELIMO nor the client accepts liability for damage of any kind if obstacles occur which they are unable to prevent in spite of all due care, irrespective of whether these occur at BELIMO, the client or a third party. Such obstacles are, for example, epidemics, mobilisation, war, revolts, severe interruptions of operations, accidents, labour disputes, delayed or faulty delivery of the required raw materials, semi -finished or finished goods, non -availability of important work pieces, magisterial injunctions or omissions, embargos, export or import restrictions, acts of God or any other circumstances which are, to a large extent, beyond the control of BELIMO or the client. Payments, however, may not be retained or delayed with reference to such circumstances. In such cases, both parties shall, without delay, undertake all effective measures which can be expected of them to prevent damage, or if damage occurs, to minimise the degree of this damage as far as possible.