General Terms and Conditions Neo Wireless SL.
Article 1 – General
1.1 These general terms and conditions of sale and delivery (from now on referred as “the General Terms and Conditions”) apply to all offers, quotations, offers, and agreements both with regard to the delivery of goods and with regard to the performance of work by Neo Wireless SL. to customers, buyers and clients (from now on referred as “Client”).
1.2 Any deviation or change to the Terms and Conditions requires prior written permission from Neo Wireless SL.
1.3 Additional and/or deviating conditions from a Client or third parties – including purchasing conditions – are binding on Neo Wireless SL. not unless provided by Neo Wireless SL. have been accepted in writing.
1.4 In the event of any conflict between the General Terms and Conditions and those of any Client or third party, these Terms and Conditions shall prevail.
1.5 In the event that any provision of these Terms and Conditions will be deemed void by a competent court or otherwise not binding, the remaining provisions of these Terms and Conditions will remain in full force.
1.6 In the case of distance consumer purchasing within the meaning of article 68 of Law 37/1992, of 28 December 1992, Spanish law (the so-called “Distance Selling Act”), the mandatory provisions of the aforementioned Act prevail, in the event that any provisions of these General Terms and Conditions contradict this. All other provisions of these General Terms and Conditions remain in full force.
Article 2 – Orders, offers and agreement
2.1 All quotations, offers, and quotations are without obligation unless explicitly stated otherwise. Offers or quotes are based on the information, drawings, etc. provided by the Client.
2.2 Agreements between Neo Wireless SL. and Client only come into effect if and in so far as offers or assignments by Neo Wireless SL. have been accepted by a PO or confirmed transaction through the webshop.
2.3 Descriptions in orders, offers and/or quotations are as accurate as possible are not binding to Neo Wireless SL. Changes of a technical nature are reserved and made by Neo Wireless SL.
2.4 Neo Wireless SL. has the right, if the order for the delivery of a good or the provision of services does not lead to an agreement, all costs incurred by Neo Wireless SL. has had to make in order to be able to charge to the Client.
2.5 Changes and additions to any provision in an Agreement, Order and/or the Conditions can only be agreed in writing and only apply as a change or addition to the relevant
Agreement or Order. Neo Wireless SL. is authorized to charge any additional costs with regard to changes and/or additions to the Client and – if necessary – to adjust prices and/or delivery times.
Article 3 – Delivery time
3.1 All by Neo Wireless SL. Delivery times stated are approximate only and will never be regarded as strict deadlines, unless explicitly agreed otherwise. Neo Wireless SL must be given written notice of default in case of late delivery.
3.2 Neo Wireless SL. is entitled to suspend the delivery as long as the Client is against Neo Wireless SL. has not fulfilled all its obligations. This suspension applies until the Client has still complied with these obligations.
3.4 The goods provided by Neo Wireless SL. travel at the risk of the Client. The choice of transport method is made determined by Neo Wireless SL. Insurance of the goods to be transported does not take place unless the Client expressly requires this; in this case, the costs are for his account. Neo Wireless SL. is only liable for the payment of damage due to late delivery if the Client has given him a notice of default, whereby the Client has Neo Wireless SL. must grant a period of at least half of the originally agreed delivery time in order to meet its obligations still. Exceeding the delivery time can, in principle, only give rise to the aforementioned compensation if it has been agreed in writing.
3.5 Unless explicitly agreed otherwise, the costs for import and export duties, stamp, station and clearance costs, and taxes, etc. will be borne by the Client .
3.6 Neo Wireless SL. reserves the right to deliver in part and to invoice separately.
Article 4 – Prices
4.1 The pricing provided by Neo Wireless SL. is based on the prices valid on the day of delivery ex-workshop, factory, or warehouse or store and are exclusive of VAT and unless explicitly stated otherwise excluding packaging and shipping costs.
4.2 Neo Wireless SL. has the right to include all price-increasing factors – including increases in cost prices and rates for materials, wage costs, social security charges, taxes, transport costs, (factory) prices of suppliers, as well as a change in currency ratios – that arose after doing the offer, quotation, quotation or the conclusion of the agreement, to be charged to the Client. The Client is entitled, after being informed of the increase, to dissolve the agreement within eight days after the notification.
Article 5 – Payments
5.1 Unless explicitly agreed otherwise in writing, payment must be made within 30 days of the invoice date without deduction of any discount. The payment term can be considered as a strict deadline.
Compensation, deduction, or settlement is not permitted.
5.2 Neo Wireless SL. is always entitled prior to delivery to demand, in its opinion, sufficient security for the fulfillment of the payment obligations of the Client. This provision also applies if credit is stipulated. The right to regard the agreement as dissolved, without prejudice to the right of Neo Wireless SL. for reimbursement of expenses and loss of profit.
5.3 In the event that the payment term is exceeded, the client is responsible for Neo Wireless SL. from the due date of the invoice, interest is payable on all late payments of 1% above the current promissory discount of Banco de España with a minimum of 1.5% per month. The Client also owes the extrajudicial collection costs, with a minimum of 15% of the amount of the overdue payment.
Article 6 – Retention of title
6.1 Neo Wireless SL. retains ownership of all by Neo Wireless SL. Goods delivered to the Client, as long as the Client has not paid all its payment obligations, including claims for fines, interest, and costs.
6.2 In addition to the retention of title mentioned above, the Client undertakes to do so at the first request of Neo Wireless SL. to establish a possessionless lien on all by Neo Wireless SL. to the Client, for whatever reason.6.3 As long as it is established that the ownership of the delivered goods has not yet been transferred to the Client, he is not entitled to resell the delivered goods or to dispose of the delivered goods in any other way without the express written consent of Neo Wireless SL.
Article 7 – Complaints
7.1 The Client must submit complaints about the goods delivered or the services provided within eight days after delivery has taken place, or the work has been performed in writing to Neo Wireless SL. to report.
7.2 In the event of a Neo Wireless SL. Neo Wireless SL has found a justified complaint about the delivered goods. The right to repair the items in question or to replace them with similar items. Neo Wireless SL. is not obliged to compensate for any damage, except in the case that this damage is due to intent or gross negligence on the part of Neo Wireless SL.
Article 8 – Rights of Neo Wireless SL.
8.1 The copyright as well as all other intellectual and industrial property rights relating to software, software, and equipment used by Neo Wireless SL. delivered to the Client or made available in any way whatsoever, are exclusive with Neo Wireless SL. or its licensors unless the parties have explicitly agreed otherwise in writing. Client only obtains the user rights for this on the basis of the applicable license conditions.
8.2 The Client is not permitted to remove or change any designation regarding copyrights, brands, trade names, or other rights of intellectual or industrial property from the software, equipment, or materials, including designations regarding the confidential nature and secrecy of the software and software.
8.3 It is Neo Wireless SL. allowed to take technical measures to protect the equipment.
8.4 The Client is not permitted without the prior written permission of Neo Wireless SL. completely or partially dismantle, decompile, apply reverse engineering, integrate or combine other software, copy, translate, adapt, make variations, or changes to the software or software, except to the extent that permitted under the applicable license terms and except to the extent permitted by law.
Article 9 – Force majeure
9.1 From force majeure on the part of Neo Wireless SL. is, except for those cases regulated by law, if Neo Wireless SL. is prevented from fulfilling its obligations as a result of circumstances beyond the control of Neo Wireless SL., including, but not limited to, non-compliance by suppliers of Neo Wireless SL. to their obligations.
Article 10 – Warranty
10.1 On the equipment provided by Neo Wireless SL. from a supplier, if present, only the warranty provisions of the supplier apply.
10.2 Without prejudice to the provisions of Article 11.1 Neo Wireless SL. during a period of three months from the date of delivery of the equipment, insofar as not involved from a supplier, a warranty against machine and manufacturing defects. The warranty only implies that Neo Wireless SL. will correct the errors to the best of his ability. All replaced parts become the property of Neo Wireless SL .
10.3 Any claim to the warranty expires if without written permission from Neo Wireless SL. changes have been made to the equipment, which in the opinion of Neo Wireless SL. can influence the normal operation and reliability of the equipment. The same applies if within the warranty period other than those provided by Neo Wireless SL. Parts supplied are assembled or without the permission of Neo Wireless SL. repairs have been made to the product.
10.4 Commercial damage, consequential damage or other indirect damage not mentioned here are excluded from the guarantee. After all, the warranty applies to defects caused solely by defective manufacture, construction or material. The guarantee does not apply in the event of normal wear and damage that has arisen as a result of accidents, as well as in the case of material or construction changes, negligence or improper treatment made by the Client or third parties, and in the event that the cause of the defect cannot be clearly determined.
10.5 The costs and risks of transport to and from the workplace of Neo Wireless SL. are for the account of the Client.
Article 11 – Liability
11.1 Without prejudice to the provisions regarding warranty Neo Wireless SL closes. Expressly any further liability for, for all damage, for whatever reason, including all direct and indirect damage, such as consequential or commercial damage, caused among other things by the malfunctioning of the delivered goods including software, software and equipment or services or related to the use thereof, or the temporary impossibility of it, damage due to the loss of data, files or software, including costs incurred to repair or reproduce such programs, except for liability for damage caused by intent or gross negligence of Neo Wireless SL.
11.2 If and to the extent and on Neo Wireless SL. liability, Neo Wireless SL. never be liable for an amount higher than the value of the delivered item that has caused direct or indirect damage, or is directly or indirectly involved in the damage, which value will be determined on the basis of the invoice relating to the delivered item, on the understanding that, in the event of damage, Neo Wireless SL. will not be directly or indirectly concerned with the delivered product, will be solely liable for direct damage caused by intent or gross negligence on the part of Neo Wireless SL.
11.3 Claims for damage as a result of the foregoing must be submitted in writing to Neo Wireless SL within one month after the damage occurred.
11.4 Client indemnifies Neo Wireless SL. for all claims by third parties for damage caused by or in connection with the Neo Wireless SL. equipment or software supplied or licensed.
Article 12 Processing of personal data
12.1 Neo Wireless SL. is the ‘(processing) controller’ within the meaning of the Personal Data Protection Act (Wbp) and the General Data Protection Regulation (AVG) and is therefore responsible for the protection of (personal) data that is sent or processed and/or processed, by the equipment and/or software of Neo Wireless SL. for the benefit of the Client.
12.2 Insofar as the Client is entitled to do so, and the Client expressly consents to the inclusion of (personal) data of users in the personal registration of Neo Wireless SL. for purposes of the processing, administration, and management. This personal registration contains, among other things, identification data and process data and is only accessible to Neo Wireless SL. This data is only provided to third parties if this is necessary for the processing of services, such as the processing of orders. This information is never disclosed to third parties, except in the cases when Neo Wireless SL. for this purpose is required by law or a court decision.
12.3 Neo Wireless SL. as “processor” (“processor”) within the meaning of the Wbp and the AVG, is responsible for the protection of personal data the use of which by Neo Wireless SL. is necessary for the correct execution of the agreement and it will indemnify the Client from liability in the event that the Client is sued by a person on the grounds of a breach of privacy as a result of an act or omission by Neo Wireless SL.