Standard terms and conditions
Current standard terms and conditions (hereinafter referred to as "Standard terms") governs legal relations related to selling of goods by the Seller and purchase by the Buyer by paying for them.
The Buyer and Seller shall hereinafter separately referred to as the Party, and collectively as The Parties.
The Seller shall deliver the goods to the Buyer within the prescribed time limit from the Signing date of the Contract.
The Seller shall deliver the goods to the below mentioned address of the Buyer within the determined time unless otherwise specified:
Sangargaya-1 road, 7th km, 1, Salyan highway, Umid settlement, Garadagh region, Baku,
Time: between 10.00 - 17.00 (working days)
All charges related to the delivery of the goods included in the costs of goods specified in the Contract and the Buyer makes no additional payment for the delivery.
The Seller shall submit the following documents along with the goods:
Quality Certificate (if required);
Relevant handover act (if required);
Tax invoice (if required)
The Seller provides the Buyer with the required documents (technical passport, operational information and other required documents ) concerning the type and quality of goods which are integral part of the Goods.
Should any defects revealed in the goods or should the Goods do not match the specifications and/ or quantity and/ or quality specified in the Contract, the Buyer is entitled to refuse to sign the handover act and to accept the goods.
Signing of the handover act by the Buyer does not release the Seller from its obligations under the article "Obligations of the Parties" of this Standard Terms.
Responsibilities of the Parties
Should any defect found in the Goods or the Goods do not match the specifications and/ or quantity and/ or quality specified in the Contract, after receiving Reclamation Act from the Buyer, the Seller is obliged to replace such defective goods not later than 4 (four) calendar days and deliver the missing parts. The Seller shall cover all the material and non-material damages incurred to the Buyer.
In case of delayed delivery, the Seller shall pay a fine for each day of delay after 1 (one) week extension period at the amount of 0,5 % of total value of the delayed goods, but not more than 10 % of the total value of Goods. These fines can be, in sole discretion of the Buyer, deducted from the value of goods by the Buyer to be paid to the Seller.
Should the Seller not fully or partially provide the goods within the time period specified by the Contract or does not replace the defective and low-quality goods on Buyer's demand, in this case the Buyer is entitled to accept the undelivered goods from any other parties and to demand all necessary costs related to the acquisition of goods from the Seller.
Price and Payment Terms
The cost of goods include transportion costs due to the delivery of goods, as well as all taxes, duties and other payments to be made by the Seller related to the implementation of the terms of current Contract.
The costs of goods are paid after relevant handover act is signed unless otherwise specified. All payments under the current Contract are made to the bank account of the Seller in Azerbaijani manat within 30 (thirty) calendar days from the submission date of required documents.
Quality of goods
The Seller guarantees that all provided goods is in compliance with relevant standards and requirements and shall submit relevant quality certificates and all other necessary documents.
In accordance with the warranty terms, the Seller shall immediately remedy all defects and malfunctions found during the warranty period. If it is impossible to do so, the product will be replaced.
Contract validity period
The Contract comes into force from the signing date and is valid till the Parties completely fullfil their obligations under this Contract.
The Buyer is entitled to unilaterally terminate the Contract at any time before the above mentioned expiration date by giving a written notice to the Seller 2 (two) days before. In such a case the Buyer shall pay for the costs of goods and services ordered before the termination date in connection to the implemention of the Contract.
In case of delayed delivery more than 30 days, the Buyer is entitled to unilaterally terminate the Contract before expiration date by informing the Seller in written form 2 (two) days before. In such case the Seller shall cover all damages incurred to the Buyer.
The Seller shall protect the confidentiality of all technical, technological, commercial, organizational, financial or personal information about the Buyer, its authority, founders, employees and customers or information about programs, persons or all other information irrespective of its form or content, especially financial information (hereinafter "Confidential Information").
Disclosure of confidential information is only possible by prior written consent of the Buyer or by the requirements of respective legislation.
Fоrce-Majeure circumstances under the current Contract shall mean emergency cases (hereinafter Force-Majeure) which make impossible fullfilment of obligations by the Parties (earthquake, flood, epidemic, epizootic, fire, war, revolution, coup d'etat and other emergency cases).
Neither Party shall bear responsibility for the unfullfilment of the obligations under this Contract due to Force-Majeure circumstances.
The Contract is governed and explained by the legislation of the Republic of Azerbaijan. The Parties agree that, all disputes arising from the current Contract or implementation of the Contract and which can not be resolved through negotiations are resolved by the relevant judicial authorities of the Republic of Azerbaijan by applying respective legislation of Azerbaijan Republic.
Any changes and amendments to the Contract and Standard Terms are made by mutual written agreement (upon signatures and stamps of both Parties) of the Parties.
The Seller is not entitled to transfer its rights and obligations under the Contract to any other third party without written consent of the Buyer.
The Contract is developed in 2 (two) equal copies, 1 (one) original copy for each Party, in Azerbaijani language. Both versions are legally equal.