Agreement of General Terms and Conditions.

Repiper AB is the mother company of sales company Repiper US Inc. hereinafter referred to as Repiper.

Repiper sells its goods through its websites. Apart from its online websites, Repiper is not the proprietor of any outlets or shops. The goods Repiper sells are featured on its Internet websites, repiper.com.

These General Terms and Conditions, hereinafter referred to as Terms, apply to all sales from Repiper to you as a Buyer no matter the channel and are automatically accepted by placing an order.

The present Terms and Conditions are subject to amendments at any time. It is important that the Buyer reads them on a regular basis. Each version is dated. Orders are governed by the online presented Terms in effect at the time orders are placed even when sent in conjunction with a price list.

This agreement and the entire legal relationship between Repiper and the Buyer, including the use of Repipers sites, are governed by US law. In the event a dispute between Repiper and the Buyer, the Parties shall first attempt to resolve such a dispute through non-hostile consultations. If the dispute cannot be resolved in this manner the dispute, controversy or claim arising out of or in connection with this agreement, shall be finally settled by arbitration in accordance with the Arbitration Rules of the county where Repiper’s office is located. The Arbitration language shall be English. If the procedure is inadequate Repiper has the right to take other measures to reach a settlement.

The arbitration awards should be final and binding for both Parties. Arbitration fees, and other related charges and costs shall be paid by the losing Party.

This agreement is severable, meaning that if any part of it is found to be illegal or unenforceable, that part will be declared void and without any legal effect without affecting the legal validity of the remaining parts.

If this agreement is translated to a language other than English, the English version will be used during arbitration.

Repiper endeavors to give clear and thorough product information in regard to the presentation of the goods’ essential technical specifications via each product’s online specification. Such information is given in Swedish and/or English.

Repiper guarantee the product conformity to its specifications.

Repiper hold patent on the Product to be able to utilize the Repiper Method, used to create new seamless and self-supporting pipes in the entire sewerage system.

Repiper Method – a certified technology using patented tools for the renovation of outdated and damaged drainage pipes using Repiper Wear Products.

Product – a collective name for the PJS Fixture Holders with article number 6002-6005 needed to execute the Repiper method.

Wear Products – a collective name for all wear products used and/or needed to renovate drainage pipes with the Repiper method with Repiper article numbers starting with, but not limited to starting with, 46 (PJS Liners) and 62 (PJS Fixtures).

The prices are in USD if nothing else is agreed upon in writing/e-mail. All prices are exclusive of any import duties, customs, taxes, insurance and shipping charges.

Applying VAT is added and stated for all shipments within the EU. Providing that the legislation currently in effect does not evolve, there are no customs duties within the boundaries of the EU.

For international orders fees may be required upon delivery of your order. Please understand that we have no control over any duties, taxes, brokerage fees, or other such customs fees, and cannot be held liable for any such fees, no matter what the situation may be. Repiper´s responsibility ends when the item is sent to the delivery address stated by the Buyer.

Unless otherwise stated, our prices are ex works and do not include packaging. The cost for packaging is invoiced separately.

The prices are given in a separate price list and may be changed twice a year, in January and August with a two months’ notice. The prices may change directly with a 14 days’ notice if the Repiper prices of raw materials or component parts change more than 10 % from the levels used for the price calculation.

The interest on late payments is the reference interest rate determined by the Swedish Riksbank plus 8%.

The term of payment is 30 days after the date of invoice from Repiper.

The payment of the purchasing price must be made to the stated account and in accordance to the Repiper invoice. If payment is made in any other way a surcharge of 5 % will be added on the next invoice or invoiced separately after 3 weeks without a new order.

Any discount may only be deducted if agreed in writing.

When the goods is dispatched upon the order of the Buyer the risk of accidental perishing or accidental impairment is passed to the Buyer upon dispatch and upon leaving works/warehouse at the latest. This stipulation applies irrespectively of where the goods are dispatched or who pays freight costs.

All orders are subject to acceptance and availability.

Repiper will store a record of your transactions for a minimum of one year.

Acceptance of the Buyers order and completion of the contract between the Buyer and Repiper will be done when Repiper email a confirmation and/or send the invoice. The email will be deemed received at the time and date of the sending of the email and the invoice will be deemed received as above if emailed and at the normal time of delivery for posted mail, regardless of whether, for reasons outside of Repipers control, the Buyer has not received that email or posted mail.

The Buyer guarantees not to violate or misuse the Intellectual Property rights of Repiper and/or any of Repipers suppliers, all under the section Intellectual Property commonly referred to as the Seller. The Buyer recognizes the Sellers exclusive right to, but not limited to, the Sellers brands, trademarks, designs, patents, drawings and any other proprietary information provided during the course of business cooperation. The Buyer commits not to violate any of the Sellers Intellectual Property including, but not limited to, copying or in any other way reproducing any and all patented and/or registered designs.

The Buyer acknowledges that any innovation, improvement and/or know-how developed in relation to the Intellectual Property of the Sellers in the cooperation with the Sellers is to be considered as Intellectual Property of the Seller in question and will remain the property of that Seller and they have the sole right to exploit and to register any design protection and/or patents as mentioned in this clause.

Your use of the Repipers sites and its contents grants no rights to you in relation to any copyright, designs, and trademarks and all other intellectual property and material rights relating to the Content including any and all information contained in this site. All such Content including third party trademarks and related intellectual property rights mentioned or displayed on this site are protected by national intellectual property and other laws and international treaty provisions. You are permitted to use the content only as expressly authorized by Repiper and/or its third party licensors. Any reproduction or redistribution of the above listed content is prohibited and may result in civil and criminal penalties. However, you are permitted to make one copy for the purposes of viewing content for your own personal use.

Repiper cannot grant any guarantee of Repiper products used with and/or in conjunction with any other Products and/or Wear Products than Repiper when conducting installment according to the Repiper method.

In the event a product is defective and such defect is not due to the Buyer´s incorrect use of the product, Repiper shall replace the product without delay. In such case Repiper shall not be held responsible for any other claims towards the Buyer. Repiper’s liability in respect of any and all claims no matter the reason shall be limited to SEK 20 000. Under no circumstances shall Repiper be liable for indirect loss such as consequential loss or loss of profit.

The Buyer is obliged to contact Repiper without delay if the Buyer finds any malfunction in any product. If Repiper becomes aware of such a malfunction Repiper is obliged to inform the Buyer.

Repiper will not accept any responsibility for the misuse or inappropriate use of the products the Buyer ordered.

In the event of Force Majeure, both parties shall be relieved from liability for a failure to perform its responsibilities for the duration of the force majeure, when an extraordinary event or circumstance beyond the control of the Parties prevents one or both Parties from fulfilling their obligations.

The Party desiring to invoke an event of force majeure shall without undue delay give notice to the other Party of such event of force majeure, failing to do so the Party shall not be discharged from liability for any non-performance caused by such event of force majeure. The Party shall likewise give notice to the other Party of the cessation of such event of force majeure.

Both Parties shall make all reasonable efforts to prevent and reduce the effect of any non-performance of this agreement caused by an event of force majeure.

Repiper reserve all proprietary rights to any products delivered until all claims resulting from the contract are paid in full. Until then the Buyer holds no lien over the goods.This also applies to all future deliveries, even if not always stated explicitly. We are entitled to retract the delivered goods if the Buyer does not conduct according to contract.

As long as the ownership has not passed to the Buyer, the Buyer undertakes to take due care of the goods and at all times comply with Repiper’s instructions and guidelines regarding the use of the same. If maintenance or inspection tasks are necessary, the Buyer is obliged to execute them.

As long as proprietary rights have not passed to the Buyer, the Buyer must inform Repiper immediately if the delivered goods are seized or subject to any other intrusion by any third party.

The Buyer is entitled to resell Repiper products in ordinary course of business.

The Buyers staff may be educated in the Repiper method by Repiper as a supplementary service. The Buyer may then under a separate agreement state officially that the Buyer is Authorized to use the Repiper Method.

The User cannot advertise or in any other way claim or communicate that the Buyer is using the Repiper Method if the Buyer is not using solely the Repiper Product and Wear Products for the installation.

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