Terms of Purchase
1. Definitions
In these terms and conditions ”Subscriber” means Mectalent Oy.
2. Coverage
The subject of the agreement is the purchase of materials, components, subcontracting and services, which the customer orders from the supplier with a separate order. The Supplier undertakes to provide the service ordered in accordance with the order and this Agreement.
Each Party shall inform and train its own personnel on the content of this Agreement to the extent appropriate.
3. Prices and price changes
The prices offered by the supplier, as well as the prices agreed between the subscriber and the supplier, must include all costs incurred for ordering, shipping, packaging, invoicing and other factors. Price reservations etc. supplements will not be accepted.
Freight and transport costs are determined in accordance with the delivery terms of the order.
Price increases for the product or service offered by the supplier must be notified 6 months before the increase takes effect, unless otherwise agreed.
4. Payment terms and billing
Payment term according to the agreement, but at least 30 days for approved delivery. The interest on arrears for late invoicing is in accordance with the Interest Act.
Billing
The order number and the item code of the ordered product must be found on the invoice.
Billing information on a separate document with a purchase order.
If the subscriber considers that the basis for the invoice is in some respects unclear, the subscriber will point out the matter within the payment period. In this respect, the invoice is not due and will not be paid. The parties will clarify the ambiguity separately. If the remark is unfounded, the invoice will be paid without delay.
5. Delivery time and delivery terms
The Supplier shall confirm to the Customer the delivery time for all orders with an order confirmation within two (2) days of the order.
Deliveries must, as a general rule, be delivered in full order lines. Partial or post-deliveries must be agreed separately in writing with the Customer and may not incur additional costs for the Customer.
Delivery terms according to order.
6. Quality and liability for incorrect product/item and delivery
The supplier is responsible for the quality of the delivery in accordance with the agreed requirements.
The origin of the products must be traceable and all products must comply with the requirements of the RoHS and REACH regulations. The delivered product must be accompanied by a covering letter and material certificate (certificate 3.1 or, in exceptional cases, certificate 2.1), a covering letter andsurface treatment certificate for surface treatments and a safety data sheet for chemical deliveries.
The supplier must comply with the required storage and packaging requirements.
The supplier must immediately report changes in the process that may affect the quality of the product or service.
The supplier is obliged to submit an EOL notification for components, materials or chemicals ordered by the customer 365 days before the end of production.
The supplier is responsible for any defects in delivery and is obliged to replace the defect with a new similar product, repair the defective product or refund the order within a reasonable time.
The customer has the option to request the sorting of an incorrect delivery item.
In the case of pieces to be coated or otherwise further processed, the supplier is obliged to reimburse the cost price of the pieces if the piece is damaged in the supplier's process or the quality of the work does not meet the requirements.
If no reply is received from the supplier for incorrect delivery, the customer has the right to cancel the order and demand compensation for a maximum of 15% of the value of the delivery item to be canceled.
The supplier is responsible for the shipping costs incurred in repairing or returning the incorrect delivery. At the customer's request, the supplier is obliged to provide a documented explanation of the problem with preventive measures.
If necessary, the customer or the customer's customer can carry out inspections of the supplier's processes.
7. Delay in delivery
If the delivery threatens to be delayed, the Supplier shall immediately notify the Customer in writing of the delay. After that the parties shall negotiate the measures required for any inconvenience caused by the delay.
8. Confidentiality, Data protection and disclosure of information
The Supplier undertakes to keep confidential the materials and information received from the Customer, not to use them for purposes other than those provided for in the Agreement, and not to disclose them to third parties without the express consent of the Customer.
The supplier shall provide the customer without delay with information on significant plans, changes and risks related to operations, finances and ownership.
Upon request, the supplier shall provide the customer with the latest confirmed financial statements.
9. Breach of contract
In the event of a breach of this Agreement, the Supplier shall indemnify the Subscriber, the Subscriber's Customer or any third party in full.
10. Subcontracting
The supplier has overall responsibility for fulfilling the obligations under the contract, regardless of whether the supplier uses subcontractors.
The Supplier shall have the right to use subcontractors in the performance of its tasks under the Agreement. The supplier is responsible for the share of the subcontractor it uses, as well as for the subcontractor's compliance with the obligations under the contract.
At the request of the Customer, the Supplier shall provide a statement of the subcontractors it uses. The Supplier shall not have the right to change a subcontractor approved by the Customer without the written consent of the Customer.
11. Other Terms and Conditions
The Customer reserves the right to cancel the order if the Supplier's pricing, products, quality level, delivery terms and conditions or other reasons so require, and no agreement can be reached through negotiations between the parties.
Deficiencies identified in the execution of the order and compliance with this agreement shall be resolved primarily through negotiations between the parties with a view to agreeing on the immediate rectification of the defect and compensation for the damage shown to the customer.
There is no obligation to pay compensation for the above- mentioned damages if force majeure in accordance with the general terms andconditions (MET03) has prevented the fulfillment of contractual obligations.
The supplier may not terminate the supplier relationship with the customer unilaterally. The supplier must comply with the six- month notice period for terminating the supplier relationship.
If the supplier does not comply with the notice period, the supplier is obliged to pay a contractual penalty of 10% of the value of the deliveries delivered to the customer during the previous 12 months.
Finnish law is primarily followed in resolving contractual disputes. Disputes are settled in the district court closest to the subscriber's domicile.
Rev 5
10.10.2024