General Conditions for the Supply of Plant and Machinery for Export in Marathi

                                                  UNITED NATIONS  ECONOMIC COMMISSION FOR EUROPE

                                                                       GENEVA, MARCH, 1953

 

1.             Preamble

1.1          These General Conditions shall apply, save as varies by  express agreement  accepted in writing by both parties.

 

2.             Formation of Contract

2.1          The Contract shall be deemed to have been entered  into when, upon receipt of an order, the vendor has sent  an acceptance in writing within the time limit (if any) fixed  by the purchaser.

 

2.2          If the Vendor, in drawing up his tender, has fixed  a time-limit for acceptance, the Contract shall be deemed to have been entered into when  the Purchaser has sent an acceptance in writing before the expiration  of such time-limit, provided that there shall be not binding Contract unless the acceptance reaches  the Vendor not later than one week after the expiration of such time-limit.

 

3.             Drawing  and descriptive document

 

3.1          The  weights, dimensions, capacities, prices, performance ratings and other data included  in catalogues, prospectuses, circulars, advertisements,  illustrated matter  and price lists constitute  an  approximate  guide. These  data shall not be binding save to the extent that they are by reference expressly included  in the Contract.

 

3.2          Any drawings or technical documents intended, for use in the construction of the Plant or of part  thereof and submitted to the Purchaser  prior or subsequent  to the  formation of  the Contract remain the exclusive  property of the Vendor. They may not,  without  the Vendor’s  consent, be utilised by the  Purchaser  or copied, reproduced, transmitted  or communicated  to  a third party. Provided, however, that the said plants and documents shall be the property of the Purchaser;

 

(a)           if it  is expressly so agreed, or

(b)           if  they are  referable  to  a separate  preliminary Development  Contract  on which  no  actual construction  was to be  performed and in  which  the property  of the Vendor  in the said plans and documents was not reserved.

 

3.3          Any drawings or technical  documents intended for use in the construction of the Plant or of part  thereof  and submitted  to the Vendor by the Purchaser prior or subsequently  to the formation of the Contract remain the exclusive property of the Purchaser. They may not, without  his consent, be utilised by the Vendor, or copied, reproduced, transmitted or communicated  to a third  party.

 

3.4          The vendor shall, if required  by the Purchaser, furnish free of charge  to the Purchaser at the commencement of the Guarantee period, as defined in Clause 9, information and drawings other  than manufacturing  drawings of the Plant of sufficient detail to enable  the Purchaser to carry out the erection, commissioning,  operation and maintenance (including running repairs) of all parts of the Plant. Such information and drawing shall be the property of the Purchaser and the restrictions on their use set out in paragraph 2  hereof shall not apply thereto. Provided that if the vendor so stipulates, they shall remain confidential.

 

4.             Packi8ng

 

4.1          Unless otherwise  specified :

 

(a)           prices shown in price lists and catalogues shall be deemed to apply to unpacked Plant ;

 

(b)           prices quoted  in tenders and in the Contract shall include the cost  of packing or protection required  under normal transport conditions to prevent damage to or deterioration of the Plant before it reaches its destination as stated in the Contract.

 

5.             Inspection and Tests

5.1          If expressly agreed in the Contract, the Purchaser shall entitled to have the quality of the materials used and the parts of the Plant, both  during manufacture  and when completed, inspected  and checked by his  authorised representatives. Such  inspection and checking shall be carried  out at the place of manufacture during  normal working hours after agreement with the Vendor as to date and time.

 

5.2          If as  a result of such inspection and checking the Purchaser  shall be of the opinion that any materials or  parts  are defective  or not in accordance  with the Contract, he shall state  in writing  his objections and the reason thereof.

 

TESTS

 

5.3          Acceptance tests will be carried out and, unless otherwise agreed, will be made  at the vendor’s works and during normal working hours.  If  the technical  requirements of the tests are not specified in the Contract, the tests will be  carried out in accordance with the general  practice obtaining  in the appropriate branch  of the industry in the country where the Plant is manufactured.

 

5.4          The Vendor shall give to the Purchaser sufficient notice  of the tests  to permit the Purchaser’s representatives to attend. If the Purchaser is not represented at the tests, the test report  shall be communicated  by the Vendor to the Purchaser and shall be accepted as accurate by the Purchaser .

 

5.5          If on any test (other than a test on site, where test on site are provided for in the Contract) the Plant shall be found to be defective or not in accordance with the Contract,  the Vendor shall with all speed  make good  the defect or ensure that the Plant complies  with the Contract. Thereafter, if the Purchaser so requires, the test shall be repeated.

 

5.6          Unless  otherwise agreed, the Vendor shall bear all the expenses of tests carried  out in his works, except the personal expenses of the Purchaser’s representatives.

 

5.7          If the contract provides  for test on site, the terms and conditions governing such tests shall be such as may be specially agreed between the parties.

 

 

6.             Passing or risk

6.1          Save as provided  in paragraph 7.6 the time at which the risk shall pass  be fixed in accordance with the International Rules for the  Interpretation of Trade Term(Incoterms) of the  International Chamber of Commerce in force at the date of the formation of the Contract. Where no indication is given in the Contract of the form of sale, the Plant shall be deemed to be sold “ex-works”.

 

6.2          In  the case of a  sale “ex-works’, the Vendor must give  notice in writing  to the Purchaser of the date on which the Purchaser must take  delivery of the Plant. The notice of the Vendor must be given in sufficient time to allow the Purchaser to take such measures as are normally necessary for purpose of taking delivery.

 

7.             Delivery

7.1          Unless otherwise agreed, the delivery period shall run from the latest  of the following dates :

 

(a)           the date of the formation of the Contract as defined in Clauses 2;

 

(b)           the date on which the vendor receives notice of the issue of a valid import  licence where such is necessary for the execution  of the Contract ;

 

(c)           the date of the receipt by the Vendor of such payment in advance of manufacture as  is stipulated in the Contract.

 

7.2          Should delay in delivery be caused  by any of the circumstances  mentioned  in Clauses 10 or by  an act or omission of the Purchaser  and whether such cause  occurs before or after the time or extended  time for delivery, there shall  be granted  subject to the provisions of paragraph 5 hereof  such extension of the delivery period as is reasonable   having regard to all circumstances of the case.

 

7.3          If a fixed time for  delivery is provided for in the Contract, and the Vendor fails to deliver within such time or any extension thereof  granted under paragraph 2 hereof, the Purchaser shall be entitled,  on giving  to the Vendor within a reasonable time notice in writing  to claim a reduction of the price  payable under the Contract, unless it can be reasonably  concluded from the  circumstances of the particular case that the Purchaser has  suffered no loss. Such reduction shall equal the percentage named  in paragraph A  of the  Appendix of that part of the price payable under the Contract  which is properly  attributable  to such portion of the Plant as cannot in consequence of the said failure  be put to the use  intended  for each complete week  of delay commencing on the due  date  of delivery, but shall  not exceed  the maximum percentage named in paragraph B of the Appendix. Such reduction shall be allowed  when a payment  becomes  due on  or after  delivery. Save as provided in paragraph 5 hereof, such reduction  of price shall be to the exclusion  of any other remedy of the Purchaser in respect  of the Vendor’s failure to deliver as aforesaid.