Terms and Conditions of Sale
WHITESTONEBRIDGE SL · VAT ESB44804524 · ISO 9001:2015 Certificate SCK/01/WSB/26/34/8215
Orders
The contract does not exist until the Buyer places an order for delivery and such order is accepted by CHIPNONSTOP in writing and CHIPNONSTOP issues its invoice based on the accepted order, supplemented by CHIPNONSTOP's invoice.
Price
All prices are in EUR. Prices are subject to change at any time prior to acceptance by CHIPNONSTOP of any order. Prices are for Products only and do not include taxes, shipping charges, freight, duties or other fees or charges. The buyer is responsible for all additional fees.
Cancellation
The Buyer may not modify, cancel, withdraw, reject or reschedule accepted orders for Products without the consent of CHIPNONSTOP (except in cases of non-compliance confirmed by CHIPNONSTOP).
Delivery
Any delivery time estimates made by CHIPNONSTOP are made in good faith based on information then available but are not guaranteed and Buyer acknowledges and agrees that CHIPNONSTOP shall not be liable for any damages underlying general damages, special damages or consequential damages due to any delay or change. All orders over €100.00 are subject to an insurance premium payable by Buyer unless Buyer provides CHIPNONSTOP with a valid insurance policy. All deliveries are made on F.O.B. terms at the point of departure. Title to the material shall pass to the Buyer upon delivery by CHIPNONSTOP to the shipper or carrier. The entire risk of loss passes to the Buyer upon delivery to the carrier or shipper. CHIPNONSTOP reserves the right to over-deliver and/or under-deliver no more than two percent (2%) of the stated quantity of the Product in an approved Purchase Order.
Product use
No products supplied by CHIPNONSTOP shall be used in the design, development, manufacture, use, maintenance or operation of, or otherwise incorporated into: any weapon (weapons of mass destruction or conventional weapons); goods or systems subject to US export embargoes or restrictions. Unless otherwise stated in writing, products sold by CHIPNONSTOP are not intended for, and will not be used in mission critical, life support systems, human implantation, nuclear installations or systems, or any other application where product failure could result in loss of life or catastrophic property damage.
Warranty
CHIPNONSTOP makes no warranty as to the suitability of any Product for Buyer's particular or intended use. CHIPNONSTOP warrants that any Product sold will be free from defects in form, fitness and function for a limited period of one hundred and eighty (180) days from the original invoice date ("Warranty Period"). The limited warranty does not apply to any Product that has been subject to misuse, neglect, accident or modification; was installed in an unsuitable environment; has been used for purposes other than those for which it was designed; or has been damaged by heat, moisture, electrostatic discharge or similar causes.
Returns / Rejections
All Products shall be inspected by Buyer at the time of Buyer's receipt and all non-conforming Products must be returned within fifteen (15) days of initial receipt. No Product shall be accepted for return without CHIPNONSTOP's written authorization. Such returns must be shipped via "least cost" method and will not be accepted if C.O.D.
Limitation of Liability
CHIPNONSTOP shall have no liability for special, general or consequential damages of any kind or from any cause whatsoever. CHIPNONSTOP's liability shall be limited, in CHIPNONSTOP's sole discretion, to one of the following: (i) the replacement of non-conforming Product; or (ii) the refund of the purchase price of the non-conforming Product, conditioned on CHIPNONSTOP's receipt of the non-conforming Product within the Warranty Period.
Terms of Payment
CHIPNONSTOP offers the following payment methods: wire transfer prepayment, as well as Net Terms to qualified Buyers, as determined by CHIPNONSTOP in writing. Payments not made when due shall be subject to a service charge of 1.5% per month (18% per annum) to compensate for loss due to delay in receiving payment. Buyer agrees to pay all fees (collection fees, reasonable attorneys' fees, court costs, or any other associated costs) incurred by CHIPNONSTOP as a result of Buyer's failure to pay.
Incoterms
All international shipments are made through Ex-Works CHIPNONSTOP.
Governing Law / Jurisdiction
These Terms and Conditions and related invoices are governed by the laws of the Province of Alicante, Spain. Buyer agrees that all litigation relating to disputes shall be commenced in the court of Alicante, Spain, and agrees to the jurisdiction of such court to resolve any such dispute.
Assignment
Orders entered into CHIPNONSTOP's books cannot be countermanded absent CHIPNONSTOP's written consent and upon terms that indemnify CHIPNONSTOP against all loss and expense. Buyer shall not assign any warranty, guaranty or other rights set forth in these Terms and Conditions.
Entire Agreement
This Invoice constitutes the entire agreement between the parties relating to the Terms and Conditions of sale of the Products identified in any approved Purchase Order. Any conflicting terms or provisions contained in any Purchase Order shall not be binding on CHIPNONSTOP.