Terms and Conditions EuroMbao Ltd.

  • 1 Generally terms

By using the brochures and information provided on this website, the user of the website declares his acceptance of these general terms of use.

The leaflets, brochures and information files available on this website with information on wood and wood-based materials, building materials, components and component assemblies for wood construction are provided by EuroMbao Ltd. exclusively as free support for professional users (architects, planners, etc.).

The brochures mentioned are intended to be helpful in planning but also in execution as a basic solution, whereby attention must be paid to the respective project-specific conditions and the quality of execution during execution.

This information is generally not a solution or a substitute for professional support.

The characteristic values ​​shown in the brochures indicate the performance characteristics of the components and do not reflect any building law requirements.

Building regulations and regulations are to be complied with on a property-specific basis, and static evidence must also be provided for each individual project.

The tests, calculations and assessments were based on the state of the art at the time the brochure was first issued.

EuroMbao makes every effort to check this information and to check for errors.

However, EuroMbao assumes no liability for the correctness of the content.

All information must therefore be checked by an expert before use.

EuroMbao is not liable for damages in connection with the use of the brochures and information provided or access to the website https://eurombao.com or to links set up with websites or URLs of third parties, even if EuroMbao uses the option of The occurrence of such damage was pointed out.

If a user concludes a legal transaction with the provider of a linked website, the contract is concluded exclusively between the user and the provider of the linked website.

EuroMbao is not liable for the services of these providers or their qualifications.

Downloading, saving or printing of the contents of the eurombao.com website is permitted, provided it is not used for business purposes and copyright notices or other legally protected designations are neither removed nor changed.

Any further use and / or reproduction is prohibited and can lead to claims for damages.

Applicable law and place of jurisdiction: This is responsible for the headquarters of EuroMbao Ltd. locally and materially competent Kenyan court.

 

  • Generally

1.1 These terms and conditions apply to all deliveries, services and offers from EuroMbao Ltd. as well as for all other business relationships between EuroMbao Ltd. and their contractual partners.

The version of the terms and conditions valid at the time the contract is concluded is decisive.

1.2 These terms and conditions therefore apply to all future business relationships between EuroMbao Ltd. even without another express agreement. and the respective contractual partner.

1.3 Any deviating, conflicting or supplementary terms and conditions of the respective contractual partner are hereby expressly contradicted, so that they do not become part of the contract, even if they are known, unless their validity is expressly agreed in writing.

1.4 The application of general terms and conditions of other contractual partners, of whatever kind, in particular of the provisions listed in the order of the respective contractual partner, is excluded in any case, even if they do not contradict these general terms and conditions and even if they have not been expressly contradicted, unless they have been from EuroMbao Ltd. expressly recognized.

1.5 Acts of performance or silence on the part of EuroMbao Ltd. does not lead to the acceptance of the contractual partner’s general terms and conditions. Deviating agreements, side agreements, assurances and changes to the purchasing conditions can only be agreed in writing and only for the respective individual case.

1.6 Changes and additions to the contract or the general terms and conditions of sale, delivery and payment are only valid if they have been approved by EuroMbao Ltd. have been expressly confirmed in writing.

 

  • 2 LAW, PLACE OF PERFORMANCE, JURISDICTION

2.1 Unless otherwise agreed in writing, all legal transactions of EuroMbao Ltd. without exception the Kenyan law to the exclusion of the conflict of laws rules of international private law. The validity of the uniform international sales law is excluded.

2.2 Place of performance for deliveries and services by EuroMbao Ltd. or for those of the customer is Nairobi, BuruBuu, even if the handover takes place at a different location as agreed.

2.3 For all disputes arising directly or indirectly from the contractual relationship, including disputes about its validity, infringement, dissolution or nullity up to a value in dispute of Ksh 5,000,000.00, the sole responsibility for the registered office of EuroMbao Ltd. locally and materially competent Kenyan court competent. Such disputes with a value in dispute exceeding the aforementioned amount will only be finally decided by arbitrators appointed in accordance with these rules in accordance with the rules of arbitration of the International Arbitration Court of the Kenya Chamber of Commerce, whereby individual arbitrators have to decide for amounts in dispute up to € 10,000,000.00, and a senate of 3 referees. The place of arbitration is Nairobi; The language of arbitration is English.

 

  • 3 CONTRACT CONTENT, CONCLUSION OF CONTRACT

3.1 The offers of EuroMbao Ltd. are subject to change and revocable; an intermediate sale is reserved.

3.2 With the order, the respective contractual partner declares its binding contract offer.

3.3 A contract is only considered concluded when the acceptance of the order by EuroMbao Ltd. has been confirmed in writing.

3.4 Changes in the design or the execution of the services remain with EuroMbao Ltd. Reserved insofar as this leads to significant improvements in the results or processing of orders in the interests of the customer.

3.5 Price and quantity changes by EuroMbao Ltd. of plus or minus five percent of the prices or quantities agreed in the respective contract are accepted by the contractual partner.

3.6 Other changes and additions to the contract must be confirmed in writing by EuroMbao Ltd. in order to be valid. only binding if this is confirmed by EuroMbao Ltd. recognized separately in writing.

 

  • 4 Terms of Delivery and Build

4.1 All that EuroMbao Ltd. The delivery / construction dates or deadlines mentioned are considered non-binding unless a written promise has been made. Otherwise, specified delivery and construction deadlines and dates are only approximate dates.

4.2 If the delivery construction period is specified as a period (not as a fixed delivery construction date), the period begins with the date of the written order confirmation. The written order confirmation can only be issued if all documents and information on the part of the contractual partner have been submitted in full to EuroMbao Ltd. have arrived.

4.3 Subsequent changes to an order can only be made with the written consent of EuroMbao Ltd., and can only be taken into account if the order has not yet reached production or construction. Any change to the order is only considered accepted when a further written order confirmation is issued. Verbal promises are not valid.

4.4 Subsequent changes to the order release EuroMbao Ltd. from the already agreed delivery construction period or the already agreed delivery construction date. The date of the changed order confirmation is also the start of the next period.

 

  • 5 INTERRUPTION OF DELIVERY and BUILD

5.1 If the delivery and construction deadline is exceeded or a fixed delivery and construction deadline is not adhered to, the contractual partner shall have EuroMbao Ltd. to request performance in advance and can withdraw from the contract by setting a written grace period of four weeks. Claims for damages by the contractual partner due to default or non-performance or due to damage that does not constitute personal injury are excluded, unless there is intent or gross negligence on the part of EuroMbao Ltd. exist.

5.2 If, on the other hand, the delivery and construction deadlines or fixed delivery and construction dates cannot be met for reasons that are in the sphere of the contractual partner, EuroMbao Ltd. entitled to offset the resulting expenses and additional costs.

5.3 In the event of force majeure or the occurrence of unforeseeable events that make it difficult or impossible to provide the service, EuroMbao Ltd. entitled to set new delivery deadlines or to withdraw from the contract in whole or in part without paying compensation. Such events include subsequent problems with material procurement, general operational disruptions, failure of the energy supply, strike, lockout, lack of means of transport, unforeseen staff shortages, orders from authorities and the like. These circumstances also come into play if you are a supplier to EuroMbao Ltd. or their sub-suppliers.

5.4 Partial deliveries or construction phases are permissible and are to be seen as a separate transaction in the case of permanent transactions. If a partial delivery or a construction phase cannot be made or only with delay, the contractual partner is not entitled to withdraw from the entire order or to make claims for damages on the basis of the entire order.

 

  • 6 DELIVERY, TRANSFERand Build OF RISK, PRICES

6.1 If a contractual partner refuses to accept the delivery at the agreed location or at the contractually agreed time, EuroMbao Ltd. either demand fulfillment or withdraw from the contract by setting a written grace period of 10 days or demand compensation for non-fulfillment of the contractual agreement. In this case, EuroMbao Ltd. entitled to assert a contractual penalty of 20% of the order value, independent of the fault and the extent of the actual damage. Additional claims for damages by EuroMbao Ltd. remain unaffected.

6.2 In the event of shipping delays that can be traced back to events or decisions by the contractual partner, or that exist through no fault of EuroMbao Ltd., the risk is transferred to the contractual partner upon notification of readiness for shipment.

 

  • 7 WARRANTY .

7.1 The contractual partner undertakes to check the goods immediately after they have been taken over, but no later than 5 working days after they have been handed over and before any further use. Any defects that occur can be remedied by EuroMbao Ltd. can only be recognized if they have been shown in writing within 5 working days after the building inspection. Concealed defects are the EuroMbao Ltd. to be communicated in writing within a period of one week after discovery.

7.2 If the notification of defects is not made in good time and / or in the correct form, the goods are deemed to have been approved and this will result in the loss of any warranty and claims for damages for any defects that may have occurred.

7.3 Defects that can be traced back to customary or slight, technically unavoidable deviations are excluded from the guarantee. This includes, for example, slight deviations in weight, color, equipment, coating, quality and standard dimensional tolerances.

7.4 The respective contractual partner bears the full burden of proof for all claim requirements, in particular for the defect itself, for the time at which the defect was discovered and for the timeliness of the notification of defects.

7.5 Warranty claims by the contractual partner do not apply as soon as the processing or further processing of the delivered goods has started or the project has been inhabited.

7.6 The warranty obligation of EuroMbao Ltd. only applies to defects that occur in compliance with the intended operating conditions and during normal use. In particular, it does not apply to defects that result from personal work, poor maintenance, poorly or without the written consent of EuroMbao Ltd. repairs or changes carried out by a person other than EuroMbao Ltd. or their agents, or normal wear and tear.

7.7 The guarantee of EuroMbao Ltd. limited to the exchange of defective parts, they are only available to the direct contract

 

  • 8 PAYMENTS

8.1 Invoicing takes place according to the agreed payment plan.

8.2 Invoices are payable exclusively by bank transfer within 14 days from the date of the invoice, payments by the contractual partner will always be used to settle the oldest claim plus the arrears interest, even if otherwise stated.

8.3 Payment is only deemed to have been made when EuroMbao Ltd. can dispose of the amount. Cash payments or payments by check are excluded

8.4 The contractual partner is not entitled to deduct actual or alleged counterclaims.

 

  • 9 DEFAULT IN PAYMENT

9.1 If the contractual partner is behind schedule with an agreed payment or other service, EuroMbao Ltd. either insist on the fulfillment of the contract and postpone the fulfillment of their own obligations until the arrears payments or other services are effected, claim an appropriate extension of the delivery period or make the entire outstanding purchase price due. If the contractual partner has not made the payment or other service after a grace period of 14 days, EuroMbao Ltd. cancel the contract by giving written notice. Upon first request from EuroMbao Ltd. Goods already delivered by EuroMbao Ltd. to postpone it and to pay compensation for the decrease in value of the goods as well as to reimburse all justified expenses that EuroMbao Ltd. had to do for the execution of the contract. With regard to goods not yet delivered, EuroMbao Ltd. entitled to make the manufactured or processed parts available to the contractual partner and to demand the corresponding portion of the sales price.

9.2 If circumstances become known which call the creditworthiness of the contractual partner into question, EuroMbao Ltd. is entitled to make all outstanding residual debts immediately due. In this context, EuroMbao Ltd. For existing but not yet fulfilled delivery-construction contracts, demand a down payment and / or security payment or, if these are not made, refrain from delivering and withdraw from the contract.

9.3 In the event of default in payment, EuroMbao Ltd. entitled to charge default interest at the rate of 12% above the base rate per year from the time of default and, if necessary, to refrain from further deliveries until the outstanding balance has been settled, provided that the contractual partner is an entrepreneur within the meaning of the KSchG. If the contractual partner is a consumer within the meaning of the KSchG, EuroMbao Ltd. entitled to charge default interest at a rate of 5% above the base rate per year.

9.4 EuroMbao Ltd. is entitled to initially offset incoming payments against outstanding reminder fees, then against outstanding interest and subsequently against outstanding capital amounts – starting with the oldest debt.

9.5 The contractual partner undertakes to provide EuroMbao Ltd. in the event of default in payment, to reimburse all costs and expenses associated with the collection of the claim, such as in particular collection fees or legal fees, or other costs necessary for appropriate legal prosecution.

9.6 If the contractual partner is a consumer within the meaning of the Consumer Protection Act and has been in arrears with a partial payment for at least 6 weeks despite the fact that he has been warned under threat of missing the deadline and setting a grace period of two weeks, the deadline is lost and the entire remaining amount is due immediately.

 

  • 10 RETENTION OF TITLE

10.1 The delivered goods remain the property of EuroMbao Ltd. until they have been paid for in full. The goods that are subject to retention of title are hereinafter referred to briefly as „goods subject to retention of title“.

10.2 The contractual partner is entitled to process and sell the reserved goods in business transactions, as long as he is not in default of payment to EuroMbao Ltd. However, pledges or transfers by way of security are not permitted.

10.3 For security reasons, the contractual partner hereby assigns the claims arising from the resale in connection with the reserved goods in full to EuroMbao Ltd and undertakes to make a corresponding note in his books or on his invoices. EuroMbao Ltd accepts the assignment and reserves the right to collect the claim itself as soon as the contractual partner does not properly meet its payment obligations and is in default of payment. If necessary, EuroMbao Ltd can request disclosure of the assignment and the associated documents.

10.4 The processing of the goods by the contractual partner is always carried out in the name and on behalf of EuroMbao Ltd If the goods are processed, EuroMbao Ltd acquires co-ownership of the new item in proportion to the value of the goods delivered by EuroMbao Ltd Would. The same applies if the goods are processed or mixed with other items that do not belong to EuroMbao Ltd.

10.5 If the reserved goods are accessed by third parties, they must be informed of the ownership of EuroMbao Ltd and notified in writing. Furthermore, the contractual partner is obliged to inform EuroMbao Ltd immediately in writing of all access by third parties to the goods subject to retention of title, in particular of enforcement measures, as well as of any damage or destruction of the goods. The contractual partner must notify EuroMbao Ltd immediately of any change in ownership of the goods subject to retention of title or of his own change of address. The contractual partner has to reimburse EuroMbao Ltd for all damages and costs that arise from a breach of these obligations and necessary intervention measures against access by third parties to the reserved goods.

10.6 Non-contractual behavior by the contractual partner, in particular in the event of default in payment, can lead to the return of the reserved goods for a fee.

 

  • 11 LIMITATION OF LIABILITY

11.1 Outside the scope of the Product Liability Act, the liability of EuroMbao Ltd is limited to gross negligence or intent. Claims for damages in this regard are only justified if EuroMbao Ltd can prove gross negligence and such claims are also limited to the amount of the invoice value net, excluding any sales tax.

11.2 Liability for slight negligence, for consequential damage, other indirect damage and losses, financial damage, lost profit, savings not achieved, loss of interest and for damage from third party claims against the respective contractual partner are excluded. EuroMbao Ltd is also not liable for damage caused by improper use of the goods.

11.3 Claims for damages expire within six months from knowledge of the damage and the party causing the damage. The shortening of the limitation period does not apply to consumers within the meaning of the Consumer Protection Act.

11.4 The above limitations of liability do not apply to personal injury.

11.5 In the event of a claim by a third party against the respective contractual partner, which could bring about a possible recourse against EuroMbao Ltd, the respective contractual partner is obliged to submit all documents immediately – at least within two weeks of becoming aware of the recourse against the respective party Contractual partner – in the event of any other loss of recourse claims, to notify EuroMbao Ltd in writing.

 

  • 12 SALVATORY CLAUSE 

12.1 If a provision of these terms and conditions is void, contestable or ineffective, this has no influence on the validity of the remaining provisions. The ineffective regulation is to be replaced by one whose economic success comes as close as possible to that of the ineffective one.

 

  • 13 CONSUMER

13.1 If there is a consumer transaction within the meaning of Section 1 (1) KSchG and if mandatory provisions of the KSchG conflict with the effectiveness of individual provisions of these GTC, it is agreed that the relevant provisions of the KSchG will replace the corresponding provisions of the GTC. However, the remaining provisions of these terms and conditions remain fully applicable.