GENERAL TERMS AND CONDITIONS OF SALE

GENERAL TERMS AND CONDITIONS OF SALE
The present general terms and conditions of sale are applicable to the sale of all products of AL-KO Record, S.A. hereinafter referred to as AL-KO. All orders sent to AL-KO constitutes acceptance of these terms and conditions and the waiver by the customer of their own general terms and conditions of purchase. Orders are subject to acceptance by AL-KO after verification of the trade terms and conditions, the existence and availability of products.

PRODUCTS
All existing products are those in the catalogues published by AL-KO for passenger cars, commercial and Performance vehicles. AL-KO reserves the right to modify product design as well as to have any minor deviations from the information contained in the catalogues, provided that the vehicle assembly features and functionality are not affected.

PRICES
The prices are quoted in our price lists are EXW and do not include VAT, which shall be paid as prescribed by law and AL-KO reserves the right to change the recommended retail prices and applied discounts with advance notice of 15 calendar days.

DELIVERIES
Shipment costs shall always be borne by the purchaser unless otherwise agreed in writing. Shipping the goods in all cases shall be at the expense and risk of the purchaser. Urgent deliveries shall always be borne by the purchaser. Delivery deadlines shall be subject to the manufacture and availability of goods in stock.
Partial deliveries shall be admissible in order to deliver as swiftly as possible the products available. Orders or order lines pending delivery with a deadline of six months or more shall be automatically cancelled. Under no circumstances whatsoever shall penalties for late deliveries and in particular due to grounds of force majeure be accepted.

PAYMENTS
All payments shall be made by wire transfer except for cases of written agreement with AL-KO. Non-payment of an invoice or negotiable instrument upon maturity shall entitle AL-KO to demand the full and immediate of payment of the totality of sums owed without notice. Moreover, any amount not paid fifteen days after maturity shall bear the amount of expenditure for the return increased by the legal interest rate plus two points. In case of non-payment, AL-KO reserves the right to suspend the supply. Payment via cash payment or bank guarantee may under all circumstances be required in the absence of sufficient references on the creditworthiness of the purchaser. Payments via rebates or any other concept whatsoever in favour of the purchaser shall only become effective, if the purchaser is up to date with his payment obligations and in the same usual stipulated payment deadline from the purchaser.

AL-KO reserves the right to set or reduce the credit limit granted to the customer in terms of the likelihood of risk and the bank guarantees submitted by the customer. The customer may not fail to make payment of the invoices upon their due date, by making use of any outstanding claim or credit whatsoever.
Non-payment shall generate, from the moment in which he should have made payment of the obligation, an interest equal to legal interest, at any given moment, plus two points. All judicial and extrajudicial expenses generated by the non-payment claim shall be borne by the purchaser.

RETENTION OF TITLE
In any event AL-KO shall retain full ownership of all materials supplied whilst the payment conditions of the entire amount have not been complied with, said materials may be removed from the customer at our request. Should the customer be declared bankrupt or insolvent and has not made paid the entire amount of payments, AL-KO shall be entitled to recover the goods. AL-KO may interrupt the supply without incurring any liability whatsoever if he had notice of or became aware of a decrease in the creditworthiness of the purchaser or if any of the existing negotiable instruments or debts were not properly complied with, shall result as being unpaid or protested.

RETURNS
The purchaser must check the conformity of the goods supplied at the time of delivery and before signing the delivery receipt. In the event of disagreement, said disagreement shall be so stated in writing on the delivery docket, stating the reasons and bearing his signature. The purchaser shall furnish a specified report of the references and the quantities he wishes to return. AL-KO shall not accept any returns which have not been previously agreed with our sales department. In case of acceptance, the carriage costs shall be borne by the customer. Notwithstanding the foregoing, under no circumstances whatsoever the returns of products sold over three years old, or where there is evidence of incorrect storage or handling and irrespective of whether or not its return had been agreed shall be accepted. The customer may not ship the material until receipt of the final approval, and in any either event, shall bear the cost of the additional charges as verification, handling, packaging and administrative management amounting to 20% of the value of the material. Carriage costs shall be borne by the purchaser.

WARRANTIES
AL-KO products are under warranty (defect in material or workmanship) for 2 years from the date of sale reflected on the invoice.
Under this warranty, AL-KO is under the obligation to replace the part requested under warranty.
The following are excluded from AL-KO warranties:
- Normal wear and tear.
- Defective assembly or handling.
- Third party compensation.
Parts the subject of a claim shall be sent to our warehouse as carriage paid with relevant report completely filled in, wherein the parts shall be subjected to analysis.

PROPERTY RIGHTS
The purchaser in no event and under no circumstances whatsoever shall publish or use the trademark, trade name or logo of AL-KO without a prior written permission.

NO WAIVER OF RIGHTS
The fact that AL-KO does not at one point or another require compliance of any term contained in the present Terms and Conditions of Sale shall not be deemed as a waiver to its application at any other moment.

JURISDICTION
Both parties submit, in the event of any claim on any grounds whatsoever, to the Courts and Tribunals of Biscay (Spain) and expressly waiving any jurisdiction to which they may be entitled to.