General Business Terms
General Business Terms for cleaning services provided by the members of Romanian Tank Cleaners Association (ASCR)
For any contract with a member of ASCR (hereinafter called “Supplier”) for services provided in Section 2 only these general business terms apply. General Business Terms and Conditions of the contract partners (hereinafter called “Customer”) are expressly declared inapplicable. They will be considered inapplicable even if not expressly stated as such. Romanian version of these terms is that which prevails in the event of disagreement between it and the possible translations into other languages. These terms apply (to the extent that can be used) also in the case of subcontractors or third party contracted by Supplier to meet assumed commitments.
2. Services Provided
Supplier provides the following services:
- Interior and / or external tanks cleaning
- Interior and / or external containers cleaning
- Interior and / or external silos cleaning
- Interior and / or external IBCs cleaning
- Cleaning of accessories of the above mentioned recipients
Unless otherwise agreed, Supplier shall make every effort that is able, according to its endowment and technical know-how available to perform the works required to bring the recipients and / or accessories mentioned above in a state that allow the loading of a new product. Supplier guarantees the professional and fair performance of the services and activities agreed by contract, and not their results.
For each recipient a separate cleaning order will be issued. Recipients with more compartments will be considered as one. If there are different products in one or more compartments, the cleaning program is chosen based on the product that requires most effort of cleaning and considering the recipient is completely empty. Services are provided by Supplier base on Customer’s requests and information provided. Any changes and / or additions will be taken into account only if they are technically necessary to fulfill the contract. Any activity (requested or not by the Customer) performed outside the standard cleaning and necessary to achieve the purpose of the contract will be invoiced to the Customer.
Supplier is entitled to provide inter alia the following activities on Customer’s costs if they are necessary to achieve the purpose of the contract:
- Steaming the recipient and / or its accessories, for removing hardened residues and / or odors
- Entry into the recipient for removing residues
- Emptying, removing and neutralizing the residual product > 20 l or kg, but only after written consent of the Customer or his representative
- Entry into the recipient for visual inspection
- Entry into the recipient for visual inspection and removal of waste products from remote areas
- Any additional work, manual or automatic, necessary to fulfill the purpose of the contract
- Any activity pre- or post- cleaning necessary to perform the contract.
3. Prices and payment terms
Price list is based on the costs of materials and workmanship at its display date. If these factors change, Supplier has the right to update the price list accordingly. Any tender or quotation will be treated as indicative estimates until final confirmation by the Supplier. All prices shown are prices excluding VAT. Unless otherwise agreed, invoices for the services rendered are due 30 days from the date of service. Discounts for early payment can be deducted only with prior written consent of Supplier. Any cost related to bank transfers to pay the invoices is the responsibility of the Customer. For any reminder for payment Supplier is entitled to calculate damage worth EUR 50 per reminder. For any late payment, Customer will be required to pay a penalty of 0.1% per day. This penalty shall begin on the first day of delay, even without a written reminder.
Any claim relating to an invoice must be notified to the Supplier within five days from receipt of the invoice. Otherwise the invoice is considered accepted as it is. Payments received by the Supplier will be downloaded to invoices issued in their chronological order, starting with the oldest. If reminder, lawyer or court costs have already occurred, payments will be downloaded on them first, then on penalties and last on unpaid invoices.
Any compensation of payments will be made only with the written consent of Supplier. Supplier is entitled to provide cleaning services with advance payment for Customers having delayed payment.
Supplier cannot be held responsible in any way for failing or partial fulfillment of the contract or for non-observance of the deadline of the contract if they are due to reasons which are beyond the control of Supplier (general strikes, war, natural disasters, etc.). If additional (extra) services are requested by the Customer, the initial deadline for fulfilling the contract is no longer valid.
5. Obligation to cooperate
By signing the cleaning order / contract, the Customer is obliged to cooperate by providing Supplier with sufficient resources and information required to meet his obligations. Customer is required to empty the recipient as completely as possible. If, however, residual product still remains, the Customer must inform the Supplier accordingly. Customer must provide the Supplier with all information, necessary for performing the proper cleaning services, related to both recipient and product to be cleaned, the next product that will be loaded, special cleaning requirements, parts and
accessories that require special treatment or procedures, etc. Customer is responsible for the technical skills of his employees. The Supplier is not required to verify the veracity of information supplied by the Customer or to inform him about any incompatibilities. False or incomplete information provided by the Customer (or his representative) relieve Supplier of any warranty liability or obligation resulting from the contract.
Reception of services provided will be done by Customer at the place of supply, namely at the Supplier’s premises. Customer is required to check the services once it has been informed that the services and / or additional activities have been completed. Any complaint must be made immediately, in writing, otherwise it is considered that there is none. Any complaint made by the Customer after recipient has left the premises of Supplier is considered void, especially if the recipient was immediately filled.
Supplier’s warranty is limited to the extent that services were not properly provided to repeat them. Any additional work (compared with the first cleaning) will be charged accordingly. If after the second cleaning the recipient is still not accepted by the Customer, he may, at his option, reasonably decrease the price or withdraw from the contract. Any other claims, in particular damage or repair are excluded. No warranty will be granted for defects that have no significant effects on the normal use of the recipient or resulted from providing false or incomplete information by the Customer, according to paragraph 5 above. Defects which do not relate to a visible part / piece will not be considered as warranty reason.
Any defects must be notified to Supplier immediately as the recipient was presented to reception, before leaving Supplier’s premises. Defects must be clearly specified and detailed. Technical modifications to the recipient that makes it differ from the original status or conducted in unauthorized workshops, or improper technical condition that requires repair operations can influence the outcome of services so that recipient cannot be
used for the next product. In such a case, the Supplier is automatically relieved of any liability or warranty obligation. Should the recipient has not been received under paragraph 6 above, no guarantee will be granted. If the complaint is wellgrounded, subsequent cleaning is done in accordance with paragraph 2 above and these general business terms will apply.
If the Supplier cannot meet contractual obligations for reasons beyond his control, Customer is not entitled to get out of contract or claim damages / compensation, especially when failure or delay is due to force majeure. Supplier, his agents, contractors or employees will not be liable if the damage occurred due to false or incomplete information provided by the Customer in accordance with paragraph 5 above. Also, Supplier, his representatives, subcontractors or employees will not be liable if the defect has not been reported in a timely manner in accordance with paragraph 7 above, and the complaint is based on that defect. For any other damages, Supplier, his representatives, contractors or employees will be liable only if it is proved that such damage was caused intentionally or by gross negligence.
9. Compensation granted by the Customer
Customer is obliged to compensate the Supplier for any direct or indirect, present or future damage arising from the provision of false or incomplete information under paragraph 6 above. Also, the Customer is obliged to pay all costs incurred by the Supplier from a cleaning that failed due to false or incomplete information provided by the Customer under paragraph 5 above relating inter alia to the product to be cleaned, next product, technical data of the recipient etc. This information relates especially to changes made in unauthorized workshops and leading to failure of the initial technical condition of the recipient, or inadequate technical condition of the recipient or its accessories which require repairs. If the Supplier’s liability is excluded, Customer is obliged to keep him free from any claim of a third party which would result from a contract for cleaning services.
10. Privacy and confidentiality
Supplier will record only Customer’s data necessary to execute the contract. Sensitive data should be cited as such by the Customer, so that unauthorized personnel or subcontractors of Supplier cannot reach them. Supplier and Customer will treat contract data as confidential.
11. Withdrawal from contract
If, despite initial acceptance of the contract, there is the chance of not fulfilling the contract for reasons that cannot be attributed to him, Supplier is entitled to withdraw from the contract. Customer has no other claim than taking back the recipient as it is when Supplier withdraws from the contract.
12. Applicable Law and competent court
Any dispute arising from this contract will be resolved by the parties amicably if possible. If this is not possible, the Parties agree that the Law applicable to this contract, regardless of domicile of the Customer, to be Romanian Law. The place of judgment will be the city of Supplier, and jurisdiction will have the court located closest to the Supplier.
13. Other clauses
If one or more provisions of this contract will become void, it will not affect the remaining clauses of the contract. The parties will proceed as quickly as possible to replace that or those clause(s) that becomes void with another or others that better reflect the will of the contract. Any amendment to the contract will be made only with the written and valid expressed consent of the parties.
Valid from 01.02.2011