GENERAL TERMS AND CONDITIONS OF SALE
Trionyx Dış Ticaret A.Ş.
1. Scope
These General Terms and Conditions of Sale (“Conditions”) apply to all quotations, sales, and deliveries of goods by Trionyx Dış Ticaret A.Ş. (“Seller”) to any purchaser (“Buyer”), unless otherwise expressly agreed in writing.
2. Offers and Orders
2.1 All offers made by Seller are non-binding and subject to confirmation.
2.2 A contract is only concluded upon written confirmation of the Buyer’s purchase order by the Seller.
2.3 Any modifications to orders must be approved in writing by the Seller.
3. Prices and Payment
3.1 All prices are in EUR (unless otherwise agreed), excluding VAT, duties, and other applicable taxes.
3.2 Payment terms are net [XX] days from invoice date, unless otherwise stated.
3.3 Late payments will incur interest at [e.g. 1.5%] per month.
3.4 The Buyer shall not withhold payment due to counterclaims or disputes unless acknowledged by Seller.
4. Delivery
4.1 Delivery terms shall be in accordance with the latest Incoterms published by the ICC.
4.2 Delivery dates are approximate and not binding unless explicitly agreed in writing.
4.3 Partial deliveries are permitted.
4.4 Risk passes to the Buyer upon delivery in accordance with the agreed Incoterm.
5. Retention of Title
Goods delivered remain the property of the Seller until full payment is received. The Buyer must take appropriate measures to safeguard the goods until ownership passes.
6. Inspection and Claims
6.1 The Buyer shall inspect the goods immediately upon receipt.
6.2 Any defects or quantity discrepancies must be notified in writing within [e.g. 7] days of delivery.
6.3 Hidden defects must be reported within [e.g. 14] days of discovery.
6.4 Failure to notify within these periods shall constitute acceptance of the goods.
7. Warranty and Liability
7.1 Seller warrants that the goods conform to the agreed specifications.
7.2 This warranty excludes misuse, improper storage, or unauthorized modifications.
7.3 Seller’s liability is limited to replacement or refund of the defective goods.
7.4 Seller shall not be liable for indirect, consequential, or punitive damages.
8. Force Majeure
Seller shall not be liable for any delay or failure in performance resulting from circumstances beyond its reasonable control, including but not limited to natural disasters, war, embargo, labor disputes, or supplier delays.
9. Governing Law and Jurisdiction
9.1 These Conditions shall be governed by and construed in accordance with the laws of the Republic of Turkey.
9.2 Any disputes shall be subject to the exclusive jurisdiction of the courts of Istanbul (Çağlayan), Turkey.
10. Miscellaneous
10.1 Any deviation from these Conditions must be expressly agreed in writing.
10.2 If any provision is held invalid, the remaining provisions remain in full force.
10.3 These Conditions are available in both Turkish and English. In case of conflict, the English version prevails.