Goods: those goods and services provided by Middle East Crane Equipment Trading LLC which may include, but not be limited to, machines for civil engineering works, spare parts, equipment and consumables, as well as repair, maintenance, revision and production services, renting, whether in-house or on site.
Middle East Crane Equipment TradingLLC (hereafter referred as Middle East Crane Equipment Trading LLC): a private limited liability company established in Abu Dhabi, UAE, with Branches in Abu Dhabi and Dubai;
Purchaser: any party who has entered into an Agreement with Middle East Crane Equipment Trading LLC as hereinafter specified;
Agreement: any Sales Contract or Order Confirmation under which Middle East Crane Equipment Trading LLC has committed to sell and deliver Goods to the Purchaser.
These general terms and conditions are applicable to all offers made by Middle East Crane Equipment Trading LLC and all the Agreements, sales and ensuing deliveries of Goods by Middle East Crane Equipment Trading LLC. All the provisions of these terms and conditions apply to the parties concerned, unless both parties have explicitly agreed otherwise in writing. For the avoidance of doubt, a reference by the Purchaser to any other terms, standard or otherwise, shall not be accepted by Middle East Crane Equipment Trading LLC unless explicitly agreed in writing.
Middle East Crane Equipment Trading LLC reserves the right to deliver its Goods with all modifications made by the manufacturer. All information given on photographs, illustrations, drawings etc. concerning power, weight and dimensions are provided for information purposes only and can never justify a refusal to accept delivery of the Goods, a claim for payment of compensation or a claim for dissolution of the Agreement.
Middle East Crane Equipment Trading LLC will retain the full ownership of the intellectual property rights in any studies, research and documents in relation to the Goods made for the Purchaser.
All offers made by Middle East Crane Equipment Trading LLC are subject to contract unless stated otherwise in writing. Orders which have been placed orally or in writing by Purchasers shall (if accepted in principle) be confirmed in writing (by letter, fax or email) by Middle East Crane Equipment Trading LLC on these terms and conditions as soon as practicable and Middle East Crane Equipment Trading LLC. The Purchaser is entitled to reject the terms and conditions within 24 hours after receipt of this confirmation. After this period the confirmation is deemed to have been accepted as an approved and complete final version of the Agreement. Any representations, whether verbal or otherwise, made by representatives of Middle East Crane Equipment Trading LLC are only then binding insofar as these have been confirmed by Middle East Crane Equipment Trading LLC in the Agreement.
4.1 Unless agreed otherwise in writing, prices are net inclusive of the costs of packing only and exclusive of cost of transport, tax, VAT, Import Duties and other levies, in the agreed currency.
4.2 Prices are calculated on the basis of the existing currency exchange rates, wage costs, factory and/or raw materials prices, duties, taxes and other levies and subsidies, packing and transport costs etc. at the time the Agreement is concluded. The parties agree that Middle East Crane Equipment Trading LLC is entitled to adjust the agreed price in a reasonable way, after giving notice to the Purchaser in writing, if one or more of these components of the price increases substantially after confirmation of the order, but prior to delivery of the Goods.
4.3 If the agreed delivery date is brought forward or delayed at the request of the Purchaser, Middle East Crane Equipment Trading LLC reserves the right to revise prices upwards if it deems it to be appropriate.
4.4. Risk in the Goods passes to the Purchaser ‘ex works’ (Incoterms 2010) and the Goods are not insured by Middle East Crane Equipment Trading LLC from that point unless specifically requested by the Purchaser and at his expense.
4.5. The risk and costs of transport and delivery of the Goods are borne by the Purchaser. The Purchaser must check the consignments on arrival and, if deemed necessary, address any complaints to the transporter. If no complaint is made on receipt of the Goods, the transportation company cannot be held responsible for any damages. In that case, Middle East Crane Equipment Trading LLC cannot reimburse the cost of the damaged Goods. The packaging is billed at cost and will not be reimbursed.
5.1 Unless otherwise specifically agreed, the terms of delivery shall be ex works in conformity with the Inco-terms 2010.
5.2 Delivery obligations shall take effect when (i) the Purchaser has put all the documents, information, permits etc. necessary for the execution of the Agreement at the disposal of Middle East Crane Equipment Trading LLC; and (ii) when the agreed security of payment - if any - whether or not an opened L/C, has been received by Middle East Crane Equipment Trading LLC.
5.3 The delivery term is fixed on the basis of the existing circumstances at the time when the Agreement is concluded. In case of delay due to a change in the said circumstances or if materials are not available in time for the execution of the Agreement, the delivery term shall be extended to such an extent as may be reasonably required, all circumstances considered.
5.4 The stated delivery term shall never be regarded as final dates, unless otherwise agreed. The delivery term shall be extended for a reasonable period if Middle East Crane Equipment Trading LLC considers it necessary to do so (in its absolute discretion). In the event of any such extension, Middle East Crane Equipment Trading LLC and the Purchaser will confer with each other as soon as possible. If the delivery term is exceeded beyond six months – whatever the cause may be - the Purchaser will only be entitled to annul the Agreement if Middle East Crane Equipment Trading LLC is not able to deliver the Goods within 30 days after receipt of a notice in writing following the expiry of the 6 month period.
5.6 Middle East Crane Equipment Trading LLC reserves the right to deliver the Goods in partial shipments, in its absolute discretion.
5.7 Middle East Crane Equipment Trading LLC has the right to annul the Agreement, or the part of the Agreement which has not been performed, by means of written notice to the Purchaser without judicial intervention and Middle East Crane Equipment Trading LLC has the right to re-possess any Goods already delivered but not yet paid for, as well as to suspend its obligations, without prejudice to Middle East Crane Equipment Trading LLC’s right to compensation for damages of any nature, including costs, losses and interest, if any of the following circumstances occurs: (i) the Purchaser fails to perform any of its obligations to Middle East Crane Equipment Trading LLC; (ii) the Purchaser institutes insolvency proceedings or is declared bankrupt or goes into receivership, or dies; or (iii) the Purchaser decides to close or transfer all or part of his business, the company of the Purchaser is dissolved, the Goods of the Purchaser are seized, whether under a writ of attachment or garnishment order or any circumstances that are likely to affect substantially Purchaser's ability to carry out its obligations generally.
5.8 The Purchaser shall not be entitled to deliveries from any order if there exist a previous undelivered order due to the Purchaser’s default. In such case, Middle East Crane Equipment Trading LLC reserves the right either to revise the Agreement or supply from the new Agreement or suspend the new Agreement.
5.9 Non-timely payment by the Purchaser shall be subject to delay charges payable by the Purchaser to Middle East Crane Equipment Trading LLC, and/or cancellation of the order (in part or full), solely at Middle East Crane Equipment Trading LLC’s discretion.
5.10 If the Purchaser does not fulfill its obligation to receive the Goods in a timely manner, Middle East Crane Equipment Trading LLC will have the choice to: (i) demand execution of the Agreement by the Purchaser with compensation for any damage suffered by Middle East Crane Equipment Trading LLC; or (ii) dissolve the Agreement.
Upon dissolution of the Agreement due to any shortcoming on the part of the Purchaser, Middle East Crane Equipment Trading LLC will have the right to claim a compensation in an amount of 10% of the agreed price (without taxes), with a minimum of 400 USD.
6.1. In the event of cancellation of the order, 20% of the amount will be charged as a "re-stocking" fee.
6.2. If the customer would like to return parts, Middle East Crane would like to request to follow these directions in order to smoothly process the return.
6.2.1 Fill in the return form digitally (sent by Middle East Crane) and send the document to firstname.lastname@example.org. We will look into this matter within 3 days and send remarks concerning the return. Possible remarks: 20% of the total amount can be charged because parts are unlikely to be sold in the future. Customer can still consider not returning the parts upon this information. If Middle East Crane have ordered these parts especially for a customer, return will not be possible and Middle East Crane will mention this on the return form. Transport costs will never be reimbursed, unless mentioned otherwise.
6.3 Returning the parts
6.3.1 Middle East Crane request to add the application form mentioning the reference number (Confirmation number / Invoice number) to the shipment. The parts should be in the original packing. Returning parts from overseas should use the DDP incoterm. The parts will be checked on quality and quantity when they are delivered at Middle East Crane. The credit note will be made within 5 days after receiving the parts, keeping in mind the remarks made on the return sheet.
7.1 Damages and loss, including shortages in quantity, during transit should be dealt with according to the delivery terms agreed. Example: under Ex-Works, FOB, FOT, FCA, FAS, CFR, CPT, C&F terms all risks pass to Purchaser once the Goods are made available at named place or loaded on to a means of transport.
The Purchaser agrees to put in place the necessary insurance coverage to cover risks from the point at which risk passes to the Purchaser.
8.1 Unless explicitly agreed otherwise, payment shall be made by the Purchaser immediately on presentation of the invoice by Middle East Crane Equipment Trading LLC. Payments shall be made in full without any deduction whatsoever in the agreed currency into the Middle East Crane Equipment Trading LLC’s bank account stated on the invoice.
8.2 Payment shall be deemed to be effected when the amount due by the Purchaser has been received in the bank account of Middle East Crane Equipment Trading LLC, or has been received in another way by Middle East Crane Equipment Trading LLC and confirmed by Middle East Crane Equipment Trading LLC in writing.
8.3 In the event of non-timely payment, the Purchaser shall be deemed to be in default (without a summons, notice of default or judicial intervention being required) and shall pay a late payment charge of 1% of the invoice amount for each month, or a part of the month, by which the due date has been exceeded. The Purchaser shall also pay all the costs related to the collection of the outstanding sum. Furthermore, without prejudice to any further rights accruing to Middle East Crane Equipment Trading LLC ensuing from the law or the Agreement, Middle East Crane Equipment Trading LLC is entitled, in its absolute discretion, either to consider the Agreement dissolved or to suspend further deliveries, without judicial intervention being necessary.
8.4 The full purchase amount shall be recoverable forthwith in the case of non-payment within the agreed payment period, or when the Purchaser goes bankrupt or if he is under legal control, or when suspension of payment is accorded to him, or when his possessions are being sequestered, or in case of his death insofar this concerns a natural person or in the case of liquidation or winding-up of the Purchaser's company.
8.5 All costs, both judicial and extra-judicial, including the costs of legal assistance, which Middle East Crane Equipment Trading LLC incurs in the collection of its claim, shall be borne by the Purchaser. The extra-judicial costs shall be paid on an indemnity basis, with a minimum fixed at 15% of the amount claimed.
Middle East Crane Equipment Trading LLC is entitled to require sufficient security with respect to the compliance with payment obligations, or to require payment prior to the delivery, as it may specify in its absolute discretion.
10.1 If the delivery of the Goods has taken place prior to payment of the full purchase amount, the delivered Goods shall remain the exclusive property of Middle East Crane Equipment Trading LLC until the Purchaser has fully complied with all its payment obligations, including the costs of collection and any charges.
10.2 Before the aforementioned transfer of title the Purchaser may not transfer the title to these Goods to third parties, processed or not, whether or not as security.
10.3 The Purchaser agrees to establish, at Middle East Crane Equipment Trading LLC’s first request, a lien on the Goods delivered in favor of Middle East Crane Equipment Trading LLC and, if possible, a reservation on the transfer of Goods delivered, for all existing and future claims of Middle East Crane Equipment Trading LLC on the Purchaser, including all collection costs and charges.
10.4 The transfer of the risk will take place upon delivery of the Goods in accordance with applicable Incoterms 2010 principles. If the Purchaser does not fulfill his obligations, Middle East Crane Equipment Trading LLC can dissolve the Agreement immediately upon giving formal notice to the Purchaser. At that time all Goods will be returned to Middle East Crane Equipment Trading LLC at the expense of the Purchaser. If there is any delay in returning the Goods to Middle East Crane Equipment Trading LLC due to the Purchaser’s default, the Purchaser agrees to pay an extra fee of 250 USD for each day of delay, without prejudice to any other amounts that may be due.
11.1 The Goods delivered by Middle East Crane Equipment Trading LLC meet the agreed specifications.
11.2 Middle East Crane Equipment Trading LLC makes no other warranties, express or implied, which extend beyond the agreed specifications. The implied warranty of fitness for a particular purpose is hereby disclaimed.
12.1 Middle East Crane Equipment Trading LLC must be informed immediately and in any case within 7 days after receipt of the Goods by the Purchaser, of any complaints in relation to the quality of the Goods. Under penalty of inadmissibility, the report ought to take place either by telephone, followed by a written confirmation, or in writing. If the Purchaser neglects to do so, all parts considered defective will be returned for investigation at the Purchaser’s expense.
Defects which can only be ascertained at a later stage must be submitted immediately upon discovery and in any case within 2 months of delivery. If the Purchaser does not observe the aforementioned stipulations, it will have no basis for any claims against Middle East Crane Equipment Trading LLC.
12.2 In case of a complaint, the Purchaser shall allow inspection of the delivered Goods by an expert or independent institute. If the complaint proves to be well founded the costs of inspection shall be borne by Middle East Crane Equipment Trading LLC. If not, they shall be borne by the Purchaser.
12.3 If and insofar as the Goods are not in accordance with the agreed quality requirements, Middle East Crane Equipment Trading LLC will, at its own discretion, either (i) recall and replace the Goods concerned, with products of the same sort and quantity, or (ii) will release the Purchaser of the obligation to pay the value of the defective Goods. The liability of Middle East Crane Equipment Trading LLC can never exceed the cost of the Goods sold. In these circumstances the Purchaser shall not have the right to claim annulment or nullification of the Agreement, nor shall it have the right to suspend its commitments to Middle East Crane Equipment Trading LLC.
12.4 Middle East Crane Equipment Trading LLC shall not be liable for any loss or damage to the Purchaser or any third party if damage is caused by a concurrence of a defect in the product and an error of the Purchaser or a person for whom the Purchaser is responsible.
12.5 Middle East Crane Equipment Trading LLC guarantees that the delivered Goods reasonably comply with the legal safety and inspection demands of the country of origin, and with those of other countries if expressly stated and agreed in the special conditions.
12.6 Every guarantee entitlement becomes invalid if Goods are repaired by a third party and/or if parts have been replaced by other, non-original parts.
12.7 Every guarantee entitlement becomes invalid if the Goods are not stored, maintained and/or handled in conformity with the instructions accompanying the Goods.
12.8 Middle East Crane Equipment Trading LLC will never be liable, nor can be held responsible, for any direct or indirect damages or claims of third parties, due to standstill or immobilization of the equipment in our workshops, on site or at the Purchaser’s premises.
12.9 The guarantee will not apply if the Goods are transferred to a third party or if the Goods are not paid for in full on the agreed payment date.
12.10 Complaints do not suspend the payment obligations of the Purchaser, unless the Purchaser has the explicit, written approval of Middle East Crane Equipment Trading LLC.
12.11 The Goods may only be returned by the Purchaser with the explicit written consent of Middle East Crane Equipment Trading LLC.
13.1 Middle East Crane Equipment Trading LLC explicitly retains all industrial and intellectual property rights on its delivered Goods.
13.2 Without the explicit written approval of Middle East Crane Equipment Trading LLC, the Purchaser shall not be permitted to change or alter the delivered Goods, in whole or in part, or to give them another brand name or packing.
14.1 Any liability of Middle East Crane Equipment Trading LLC ensuing from a shortcoming, for which Middle East Crane Equipment Trading LLC is to blame, is always limited to the net invoice value of the Goods.
14.2 With the exception of the previous stipulation, Middle East Crane Equipment Trading LLC is under no obligation to compensate any damage, including any direct or indirect damage of whatever nature caused by any circumstances whatsoever, including loss of profit, with the exception in case of willful default or gross negligence by Middle East Crane Equipment Trading LLC. Middle East Crane Equipment Trading LLC is furthermore not liable for losses due to any delay in delivery of the Goods.
14.3 The Purchaser shall indemnify Middle East Crane Equipment Trading LLC against claims - if any - by third parties for which Middle East Crane Equipment Trading LLC cannot be held liable as a result of these conditions.
15.1 In case of war, civil unrest, turmoil, fire, or other catastrophes and furthermore all circumstances beyond the control of Middle East Crane Equipment Trading LLC, regardless whether these occur at Middle East Crane Equipment Trading LLC, its suppliers or the transport called in by Middle East Crane Equipment Trading LLC, or in the case of a change in circumstances to such an extent that further compliance with the obligations of Middle East Crane Equipment Trading LLC cannot reasonably be demanded of Middle East Crane Equipment Trading LLC, then Middle East Crane Equipment Trading LLC is entitled to withdraw its offers, to suspend its deliveries, and / or to terminate the Agreement without judicial intervention, and cannot be held liable for any consequences of that action.
15.2 If Middle East Crane Equipment Trading LLC appeals to the aforesaid circumstances, the Purchaser will be notified as soon as is practicable in writing concerning the beginning and ending thereof.
16.1 Should any provision of these General Conditions be inapplicable or contrary to public order or the law, then only the provision concerned shall be disregarded but the remaining General Terms will remain fully applicable.
16.2 Middle East Crane Equipment Trading LLC retains explicitly the right to change the challenged provision in a legally valid way to reflect as closely as possible the original intention of the parties.
Exclusively the law applicable in Dubai will apply to these General Terms and Conditions and all the Agreements entered into by Middle East Crane Equipment Trading LLC.
All disputes between Middle East Crane Equipment Trading LLC and the Purchaser arising from the use of these General Terms and Conditions and/or Agreements based upon these conditions, which cannot be settled by mutual consultation, will be referred to the Courts of the Dubai International Financial Centre.