1.- Scope of application
These General Conditions shall apply to the purchase of all types of goods and/or services supplied by suppliers (from now on referred as the SUPPLIER) to the Fundación Centro de Investigación Cooperativa en Energías Alternativas - CIC energiGUNE (from now on referred as CIC energiGUNE), unless the specific conditions of the order establish other criteria, in which case the latter shall prevail.
The fact that the SUPPLIER accepts an order or begins to execute it is sufficient to confirm that the SUPPLIER is aware of and entirely agrees with these General Terms and Conditions of Purchase.
Any exception to these General Conditions by the SUPPLIER shall only be valid if the SUPPLIER has written it previously, and CIC energiGUNE has accepted it.
2.- Terms of Acceptance
By accepting the order, the SUPPLIER acknowledges that
- it has the legal capacity to provide the goods and/or services required by CIC energiGUNE.
- it complies with tax and social security obligations.
- has sufficient economic, financial, and professional or technical solvency to supply the goods and/or services.
The SUPPLIER also acknowledges that it can demonstrate compliance with capacity and solvency requirements at the time and in the manner required by CIC energiGUNE.
3.- Terms of Payment
Under CIC energiGUNE´s internal purchasing procedure, a written purchase order (the standard form with a purchase order number) is a prerequisite for CIC energiGUNE to pay an invoice. The purchase order number must be included on your invoice. CIC energiGUNE is exempt from any liability for services or supplies ordered outside of its internal purchasing procedure, and the individual or entity making the purchase is not responsible for such purchases. If CIC energiGUNE receives invoices without a prior purchase order, these invoices will be returned, and payment will be requested within a maximum of 15 days.
The delivery of the goods and/or services must be made at the date, place, and conditions indicated in the order. The supplier undertakes to comply with the final delivery date and the partial delivery dates set in the order.
If the supplier fails to fulfill any of his contractual obligations (e.g., in the event of delivery of the goods outside the period indicated in the order), CIC energiGUNE may cancel the order, provided that the supplier is notified in writing and pays the amount of the delivery correctly made to date, with any applicable deductions. The SUPPLIER shall not be entitled to any further compensation payments.
All packages, boxes, bundles, etc., must be packaged appropriately for transport and storage. CIC energiGUNE accepts no liability for damage or risks arising from transportation.
All shipments must be accompanied by a delivery note detailing the goods included and indicating, in a visible place, both on the delivery note document and on the box or package, the delivery address given in the order.
The agreed prices are fixed for all purposes and will remain unaltered by the SUPPLIER, without being subject to any revision or variation.
Invoices, their supporting documentation, and correspondence on them must be available to CIC energiGUNE within a maximum of 10 days from delivery of the goods or provision of the service. If this deadline is not respected, CIC energiGUNE shall not be responsible for payment on the date indicated in the order.
Payments shall be made on the 26th day of each month (or next business day), by bank transfer, but in no case shall the payment exceed 60 days from the invoice date.
The SUPPLIER guarantees for a minimum period of two years from the date of commissioning or delivery, all goods -except for consumables, perishable and reactive material- and services against any design or manufacturing defect, and undertakes to replace or repair, free of charge, to the satisfaction of CIC energiGUNE, any such deficiency, unless specifically agreed otherwise.
The date of commissioning shall be the date shown on the acceptance document of the product, goods, or equipment, which must be signed by the person responsible for its purchase at the CENTRE.
All information derived from a purchase process and, if applicable, contained in the contractual documentation must be treated with the utmost confidentiality by both parties. The SUPPLIER expressly undertakes not to disclose confidential information without the prior written authorization of CIC energiGUNE.
9.- Applicable Law and Jurisdiction
The parties shall attempt to resolve amicably all questions that may arise in connection with the interpretation or performance of this contract. If it is not possible to fix them in this way, the parties submit themselves to the jurisdiction and competence of the Courts and Tribunals of Vitoria-Gasteiz, expressly renouncing any other jurisdiction that may correspond to them.