Term and Conditions
Please read these Terms and Conditions (“Terms”, “Terms and Conditions”) carefully before using the https://www.konetool.com website (the “Service”) operated by Chengdu Kone Carbide Tool Co. Ltd (hereinafter referred to as KONE).
Your access to and use of the Service is conditioned on your acceptance of and compliance with these Terms. These Terms apply to all visitors, users and others who access or use the Service.
By accessing or using the Service you agree to be bound by these Terms. If you disagree with any part of the terms then you may not access the Service.
Any purchasing terms, or similarly, of the Buyer shall not be legally binding for KONE. KONE can change the general terms of sale and delivery terms without notice.
If one or more provisions are or become invalid or void because of any local legislation, or if it contains a cap, the validity of these general terms and conditions shall not thereby be affected. The parties are obliged to replace any invalid or void provision with a valid provision that comes as close as possible to the commercial meaning and purpose of the invalid or void provision.
1.Formation of contract
If using an order confirmation, orders from the Buyer shall not be legally binding for KONE until the Buyer has received a written order confirmation.
2. KONE’s delivery
KONE’s delivery solely comprises products that have been specified in the order confirmation.
All intellectual property rights, drawings, drafts, technical specifications, etc., are the property of KONE and shall not be copied or handed over to any third party without prior written acceptance from KONE.
If the product is manufactured in accordance with customer requirements, the customer warrants that the product does not infringe any third party immaterial rights, and if the product is protected by immaterial rights, the customer is obliged to notify KONE hereof.
The prices in our quotations or order confirmations are net prices excluding Value Added Tax. The prices for customized cutting tools are based on the specifications and quantities agreed with the customer. In case of subsequent requests for modification, KONE shall be entitled to alter the price according to the additional costs. We will mutually discuss adjustments based on changes in foreign exchange rates, increases in material costs, inflation, increases in labour or other production and supply costs, or any other event affecting the price or availability of the products.
If the delivery is changed or if KONE’s costs increase due to Buyer conditions, e.g. in case of changed design requirements, after KONE has initiated production, KONE shall be entitled to adjust the agreed price accordingly
4. Terms of payment
If the agreed time of delivery has been reached, KONE shall be entitled to invoice the Buyer for all deliveries made or reported ready for shipment.
KONE’s terms of payment will appear from offer, order confirmation or invoice. The Buyer should note that KONE uses the Buyer’s customer data for continuous credit rating of the Buyer. Thus, KONE discloses the Buyer’s customer data to credit rating agencies with a view to obtaining the Buyer’s customer and credit information.
If, after concluding a sales agreement, facts regarding the financial situation of the customer become known to us, which may jeopardise its completion, we may request cash in advance or a security deposit prior to the delivery of the goods.
In the event of default in payment, interest is due at a rate of 8% p.a. above the respective base rate, provided, however, that we shall be entitled to claim further damages(for delay).
Any fees for bank transfer shall be borne by the customer.
5. Property/reservation of property
The property in the delivery shall remain with KONE until the total purchase price has been paid.
6. Terms of delivery
The term of delivery is Ex Works, the business address of the selling KONE company, according to Incoterms 2010.
7. Time of delivery, etc.
If delivery has been agreed to take place at a certain date, delivery on this date shall be considered timely.
If delivery has been agreed to take place in a certain week, delivery at the end of this week shall be considered timely.
KONE shall be entitled to postpone the time of delivery in the following instances:
- Changes to the order which are required by the Buyer
- Delayed deliveries or services the Buyer has agreed to carry out or which the Buyer has booked a third party to carry out
- In case of force majeure, cf. clause 14
- If work on the delivery has to be stopped or becomes delayed due to orders of a public authority
In the above, KONE reserves the right to adjust the agreed price accordingly with the increased costs and added the usual mark up in cases caused by Buyer conditions.
If the delivery is substantially delayed, and if KONE is not entitled to postpone delivery, the Buyer shall be entitled to cancel the agreement in writing following an unsuccessful written demand for delivery to KONE, if the Buyer proves that the delay will result in an essential nuisance for him.
If only a part of the sold products is delayed, the Buyer shall be entitled to cancel the agreement for the delayed part of the sold products only. If the delay concerns products manufactured in accordance with directions or specifications, or if the products are not normally carried in stock by KONE, the agreement can be canceled only if the delay substantially invalidates the purpose of the purchase.
If the delivery is delayed, and related products are customized and produced according to Buyer’s drawings, the Buyer should aware that, depends on craft difficulties and strict tolerances control, the first batch samples may need a reasonable period of time to adjust or to produce again accordingly.
Apart from the above, KONE disclaims all other liabilities for delays or any consequences following delays. In addition, the Buyer shall have no additional remedies for breach of contract than those stated in the above.
8. Failure in accepting performance
If, when the time of delivery has been reached, the Buyer does not collect the products or arrange for shipment, KONE shall be entitled to store and insure the delivery for the Buyer’s account and to issue an invoice covering the delivery.
9. Returning products
KONE does not take back products from the Buyer, and products can only be returned if a separate written agreement has been made in advance.
A returning fee of 15% on net sales amounts shall be charged at all times.
Only standard products in intact packing shall be accepted for return.
10. Liability for defects
KONE is liable for defects for 30 days counting from the product received by buyers. Within this period of time, KONE shall be obligated to remedy any lack of conformity in the delivered, i.e. by means of repair or new delivery in replacement, at KONE’s discretion.
KONE does not compensate for any expenses related to separation, dismantling, transportation, mounting and re-establishment.
KONE’s liability for defects requires the Buyer to prove that the delivered products suffer from defects that can be related to KONE, and in addition, renders probable that the products have been stored, installed, used and maintained correctly and in compliance with directions provided by KONE, or what can be considered usual. Moreover, KONE’s liability is conditional on the Buyer giving KONE immediate access to the defective parts at his own initiative, for the purpose of remedial action.
KONE shall be responsible for making the delivered adequate and/or suitable to solve the Buyer’s tasks in all respects, only if KONE has been responsible for the planning and if the Buyer can document that the information provided by the Buyer is correct and adequate. In addition, the drawings etc. which have been supplied by KONE must be used in accordance with the directions stated on them. KONE only assumes responsibility for provided information and specifications, choice of materials, etc., including planning or contributions to planning if delivery of the said is an explicit part of the agreement.
KONE’s liability will lapse if components not manufactured or approved by KONE are used in connection with the delivered, unless the Buyer proves that this has not caused the defect. If KONE cannot remedy the defect, and if the defect is fundamental, the Buyer shall be entitled to cancel the purchase or claim a proportional reduction of the price, but not compensation.
11. Limitation of liability
Under no circumstances shall KONE be liable for indirect damages or loss of any kind, including, but not limited to, liquidated and consequential damages, the Buyer may incur towards a third party, as well as the Buyer’s operating losses, loss of time, loss of delivery or similar losses.
Moreover, any product liability does not include loss, expenses or costs related to purchasing, reproducing, re-delivering, redoing, repairing, destroying or any similar measures regarding defect products or services. In all respects, KONE’s liability shall be limited to the value of the individual product/service stated on the invoice.
In the event that KONE should waive a claim or right towards the Buyer, this shall not mean that KONE has waived such claims or rights in instances other than the agreed.
12. Duty of complaint and inspection
The Buyer shall be obliged to carefully inspect the delivery immediately when received, including to arrange possible pilot production and measurement of the dimensions of the finished product, to make sure that the delivery conforms with the agreed. The Buyer shall be obliged to make an immediate complaint in writing in the event of defects found under such an inspection, and the Buyer cannot rely on defects that were or should have been found under this inspection at a later point in time. The above also applies if the Buyer fails to make an immediate complaint over latent defects when found.
13. Export Control, Sanctions and compliance:
The Buyer acknowledges that the products may be subject to the European Export Control Regulations and/or U.S. Export Administration Regulations, applicable sanctions laws, and other applicable laws and related regulations (collectively, “Regulations”). The Buyer hereby gives assurance, that he will comply with the Regulations, and the Buyer agrees that he must not sell, transfer or deliver, directly or indirectly, any part or portion of the products or related documentation supplied by KONE to any person or organization in violation of such Regulations.
The Buyer declares that neither the Buyer nor any of its principals, officers, or directors, or any person or entity known to the Buyer being directly involved in this transaction as freight forwarder, end-user, consultant, agent or otherwise is designated on any of the EU, U.S. or Chinese restricted parties lists.
The Buyer agrees that it shall not engage in any activity that would expose KONE to a risk of penalties under any applicable law and regulation, including but not limited to, regulations related to anti-bribery, anti-corruption, anti-trust or anti-money laundering.
The Buyer shall indemnify and hold KONE harmless from and against any and all damages, liabilities, penalties, fines, costs and expenses arising out of claims, suits or allegations of Buyer’s failure to comply with this provision.
14. Force majeure
KONE shall not be liable for non-performance or delayed performance of contracts caused by force majeure, war, riots, civil disturbances, government interventions or interventions by public authorities, fire, strikes, lockout, export and/or import embargoes, mobilization, vandalism, exchange control regulations, epidemics, computer virus, hacking, natural disasters, adverse weather conditions, lack of labor, energy and water supplies, or any other reason beyond KONE’s control.
In the event that delivery on time is temporarily hampered due to one of the above-mentioned circumstances, delivery will be postponed for a period of time equal to the duration of the hindrance plus a reasonable period of time to normalize conditions depending on the circumstances. Delivery at the hereby postponed delivery time shall be considered timely in all respects. In the event that the delivery hindrance is estimated to last longer than 8 weeks, both KONE and the Buyer shall be entitled to cancel the agreement without this being considered breach of contract.
15. Governing law and venue
Chinese laws shall apply to all legal relationships between us and the customer under exclusion of the United Nations Convention on Contracts for the international Sale of Goods.
Chengdu shall be the exclusive place of jurisdiction for all disputes resulting from the contractual relationship. We are also entitled to file suit with the competent court at the general place of jurisdiction of the customer.
Links To Other Web Sites
Our Service may contain links to third-party web sites or services that are not owned or controlled by us.
KONE has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party web sites or services. You further acknowledge and agree that we shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such web sites or services.
KONE reserves the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material KONE will try to provide at least 5 days’ notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.
If you have any questions about these Terms, please contact us at [email protected]