Prepayment - DK 205013604 5
Prepayment - DK 205013604 5
Discount
Item number Product name External item number HS No. C/O Quantity Unit Sales price percent Amount EUR
TEXT Spare parts for CO2 extraction plant. 1.00 pcs 0.00 0.00
23317007 Carbonblend #7 - Bags of 25 kg each NW: 1,000.00 kg - 3802100090DNK 1,000.00 kg 23.00 5.00 21,850.00
Pakistan's HS-code:
3902.1000
23318003 Puriblend #3 - Bags of 20 kg each NW: 1,260.00 kg - 2818200090DEU 1,260.00 kg 12.00 5.00 14,364.00
Pakistan's HS-code:
2818.2000
23318008 Puriblend #8 NW: 2,500.00 kg - 2818200090DNK 2,500.00 kg 20.00 5.00 47,500.00
Pakistan's HS-code:
2818.2000
HANDLING L/C-Charge 1.00 pcs 1,990.00 1,990.00
HANDLING Handling 1.00 pcs 75.00 75.00
FREIGHT Freight and Services - 40' container 1.00 pcs 3,700.00 3,700.00
Discount
Item number Product name External item number HS No. C/O Quantity Unit Sales price percent Amount EUR
I. Definitions operational faults, transport delays and similar circumstances preventing on schedule
"Conditions" means the standard terms and conditions of sale set out in this document performance at the agreed price, are justified reasons for us to cancel the delivery
and (unless the context otherwise requires) includes any special terms and conditions obligations, fully or in part, or to extend the delivery period by the duration of the
agreed in writing between the Purchaser and Pentair, and “Contract Terms” has the obstructions. The Purchaser may withdraw from the Contract should relevant faults
same meaning. lead to a delay in performance of more than 12 months. Other rights of withdrawal
“Confidential Information” means any information that is treated as confidential by shall remain unaffected thereby.
either party, including trade secrets, technology, information pertaining to business
operations and strategies, and information pertaining to customers, pricing and V. Prices
marketing. Unless otherwise stated in these Contract Terms, the Contract price of the Goods is
"Contract" means the contract for the purchase and sale of the Goods and FCA, Pentair’s warehouse or factory (Incoterms 2020) and is deemed to exclude VAT
“Agreement” has the same meaning. and other taxes, which shall be charged at the rate applicable at the date of the invoice.
"Goods" means the goods and/or services which Pentair is to supply in accordance
with these Conditions. VI. Terms of payment
“Parties” means Pentair and Purchaser. So far as the law permits, where Pentair has not agreed to provide credit to the
"Pentair" means the party who will sell and supply the Goods to the Purchaser in Purchaser, the Contract price must be paid before dispatch of Goods. Where Pentair
accordance with these Conditions. has agreed to provide credit, the Contract price must be paid in accordance with the
“Purchaser" means the party whose order for the Goods is accepted by Pentair in agreed credit terms or otherwise within thirty (30) days of the date of invoice. Interest
accordance with these Conditions. will be payable on any sums outstanding after the due date, at the rate of 1.5% per
month. Pentair will only accept payments from the Purchaser itself and will not accept
II. General (and may return) any payments received from any other parties (including affiliates of
All business transactions between the Parties are governed by these Contract Terms, the Purchaser).
unless special written agreements are entered into before order confirmation in
individual cases. The terms and conditions of the Purchaser are not binding upon VII. Retention of title
Pentair, unless agreed to by Pentair in writing and before order confirmation. 1. Goods delivered by Pentair remain in Pentair’s ownership until all
payments due under the Contract have been received.
III. Conclusion of Contract 2. To the extent that ownership of goods is transferred to third parties by
1. Pentair’s offers are limited to those Goods explicitly listed in the offer and incorporation into property and the like, the Purchaser shall cede its claims against
strictly exclude any building, assembly or installation work not mentioned, including such parties to Pentair, as collateral for Pentair’s claim, until the latter has been fully
installation material or site work. Consultation or offers are free of charge and to the settled. With current accounts, the reserved property shall serve as collateral for
best of the Pentair’s knowledge, but non-binding. All documentation accompanying Pentair’s balance claim.
offers remains Pentair’s property. Documentation may not be copied or disclosed to
third parties without Pentair’s permission and shall, on request, be returned without VIII. Intellectual Property Infringement
delay. Pentair will defend Purchaser to the extent of any rightful claim that any Goods
2. No order or variation shall be binding on Pentair unless and until accepted furnished under the Contract infringe upon any intellectual property rights, and Pentair
in writing by Pentair, and only then shall it constitute the Contract. No agent or other will pay all direct damages and costs awarded by a court of competent jurisdiction with
representative of Pentair has any authority from Pentair to make or vary any respect to such claim. The Purchaser or user must promptly notify Pentair of any such
agreement on behalf of Pentair, unless subsequently notified by Pentair in writing. claim, and cooperate fully with Pentair in the defence of such claim, or Pentair will have
Every order or variation accepted by Pentair includes only such Goods as are expressly no duty under this paragraph.
specified or incorporated in Pentair’s written acceptance.
3. Pentair may, from time to time, agree to build products to Purchaser’s IX. Shipment
specifications. In such a case Purchaser shall always be responsible for all expenses Unless the Parties otherwise expressly agree in writing, the following provisions apply:
incurred by Pentair to comply with Purchaser’s specification, such as, but not limited Shipment is always at the risk of the Purchaser. Pentair accepts liability for shipment-
to expenses incurred for tooling (jigs, dies, tools, molds and patterns), expenses related related damages only in the event that it carried out the delivery itself and if such
to ordering of raw materials, components or other parts and any other commitments damage was caused by at least gross negligence on its side. Pentair shall provide
entered into by Purchaser, even during the preparatory phase when no firm Contract reasonable support to the Purchaser in asserting its claims for compensation against
is in place. Purchaser shall at all times be obliged to purchase and pay for all customized the carrier if shipment was handled by a third party. Such claims should initially be
products that are produced by Pentair. Unless otherwise agreed in writing, any against the carrier (railways, post office, freight forwarder). Replacements are provided
equipment (including, but not limited to jigs, dies, tools, molds and patterns) made for only on the basis of a new order at currently valid prices. Any deviations in the delivery
the manufacture of customer specified products shall be, and remain, the sole property note or the invoice as well as transport damage should be reported to us in writing
of Pentair, notwithstanding that Purchaser may have been charged for all or part of the immediately, no later than within 3 days of receipt of the Goods.
cost therefore.
4. No price list, quotation, estimate or tender issued by Pentair shall X. Confidentiality
constitute an offer to sell the Goods. Any order placed by the Purchaser in response to Pentair and the Purchaser shall maintain any Confidential Information in strict
such a price list, quotation, estimate or tender shall constitute an offer made to Pentair confidence and shall not disclose the same to any third party or use Confidential
in accordance with the Contract Terms and shall only be binding on Pentair if it is Information except for the performance of the Contract and proper and lawful use by
accepted by Pentair in writing and shall then constitute the Contract. Without limiting the Purchaser (or an affiliate of the Purchaser) of the work or Goods for tenders, sale,
the foregoing, Pentair reserves the right at any time before a binding Contract has been manufacture, erection, commissioning and/or servicing of equipment. Nothing
entered to alter its price. This right includes the right to alter any published price or contained herein shall preclude the Purchaser from: (a) sharing any or all of the
price list prices without prior notice. Confidential Information with any of its affiliates or (b) disclosing Confidential
5. Orders received and accepted by Pentair shall not be subject to Information received from Pentair as part of any work or Goods to the user or their
cancellation without Pentair’s consent, and cancellation of any Contract to which the respective employees, directors, agents and/or advisors, to the extent necessary for
Purchaser is a party will not constitute sufficient reason for cancellation of any order the performance of the work and provided that they are similarly bound by
placed by the Purchaser. undertakings of confidence, restricted use and non-disclosure. Further, nothing
contained herein shall prevent disclosure of Confidential Information: (a) with a view
IV. Delivery and Time for Delivery to complying with the requirements of any applicable law and/or an order of the court
1 All delivery times given in written offers or mentioned elsewhere are or arbitral tribunal or (b) to the extent necessary to resolve a claim or dispute, or to the
approximate only and therefore non-binding. The delivery period starts on the day the extent necessary for the Purchaser to resolve a claim or dispute with third parties
order is confirmed or when the Purchaser takes cooperative actions which may be and/or insurance claims, provided always that the Party so required to disclose any
required (e.g. payment of an agreed advance payment). The period is interrupted such Confidential Information of the other Party, timely informs and consults the other
should a payment not be made on time, as agreed, or should the Purchaser not provide Party and takes all reasonable steps to minimize the extent of the Confidential
outstanding data or specifications needed for the design of the apparatus or plant at Information disclosed and to make such disclosure in confidence.
the agreed time. The period starts again as soon as Pentair receives the overdue
payment or the delayed technical data are transmitted. Non-compliance with the XI. Liability
delivery time does not entitle the Purchaser to damages (liquidated or otherwise) or 1. Notwithstanding anything to the contrary, Pentair’s cumulative liability
any other form of compensation, nor release the Purchaser from the order. howsoever arising, including under this Contract (including, without limitation, all the
2 Unforeseen impediments for which Pentair cannot be held responsible obligations related to the schedule and scope of work and deliveries of Goods,
irrespective whether they arise in Pentair’s own factory or at a sub-supplier, such as: warranties and indemnifications, both express and implied, arising from the Contract),
force majeure events, mobilization, war or other delays for which Pentair cannot be in tort (including negligence) or under statute will not exceed the relevant purchase
held responsible, such as production faults, general material procurement problems, price payable to Pentair under the Contract.
T&C Sale_EU_v2.0
Terms & Conditions of Sale
2. Notwithstanding any other provision to the contrary, so far as the law to believe that a breach of this Agreement (including, without limitation, this section
permits, Pentair shall not be liable under this Contract, in contract, under any XII) has occurred or is likely to occur; or (b) if any conflicts of interest arise. Purchaser
indemnity, tort (including negligence), by statute or otherwise for loss or damage will send all such notices to ethics@pentair.com.
(whether direct or indirect) of profits, revenues, use, production, contracts, corruption 10. Any breach of the warranties, representations or agreements of this
or destruction of data or for any indirect, special or consequential loss or damage section XII will constitute a material breach of this Agreement and be grounds for
whatsoever. immediate termination for cause of any order and Pentair may withhold any delivery
of Goods until such time that Pentair has received confirmation to its reasonable
XII. Compliance with Law satisfaction that no breach has occurred or will occur. Purchaser will indemnify and
1. In performing this Contract, the Purchaser shall comply with all applicable hold Pentair harmless against any actions, legal claims, demands, proceedings, losses,
laws, trade embargos, regulations, orders and other restrictions and without limiting damages, costs, expenses and other liabilities of whatever nature resulting from
the generality of the foregoing, do the following: (a) the Purchaser shall comply with Purchaser’s breach of the representations, warranties and agreements contained in
the various national and local laws and regulations concerning occupational health, the this section XII. Without limitation, Pentair expressly reserves the right to refuse to
safety and pollution affected by the use, installation and operation of the Goods and enter into or perform any order, and to cancel any order, if Pentair in its sole discretion
other matters over which Pentair has no control, and (b) Pentair assumes no determines that such order could violate any applicable law or regulation of the United
responsibility for compliance with those laws and regulations, whether by way of States, or any other governments. The parties agree that any such refusal or
indemnity, warranty or otherwise. cancellation of any order, or termination of this Agreement by Pentair, as described
2. Unless otherwise expressly agreed in writing, the Purchaser shall ensure above, will not constitute a breach of any of Pentair’s obligations under this
and procure that it has all licenses, consents, approvals, permissions and authorizations Agreement, and the Purchaser hereby waives any and all claims against Pentair for any
(“Licenses”) required in respects of the Goods. loss, cost or expense related thereto.
3. Notwithstanding any provision in these Conditions to the contrary,
Purchaser acknowledges to have understood Pentair’s position of no transactions with XIII. Relationship Data & Privacy
Cuba, Iran, North Korea, Syria, Russia, Belarus or the disputed regions of Crimea, Pentair may collect, process and transfer certain personal data in managing its business
Donetsk and Luhansk (“Pentair’s Position”), and confirms that it will comply with relationship with Purchaser, such as the names and contact details of Purchaser’s
Pentair’s Position on any transactions involving the Goods. personnel involved in the Contract or involved in maintaining or managing Purchaser’s
4. Purchaser agrees not to sell, export or transfer any Goods (including, use of the Goods. Pentair will handle such personal data in accordance with Pentair’s
without limitation, any technical information or services supplied) to any other Privacy Notice, which is available at: https://www.pentair.com/en/privacy-notice.html
countries except in full compliance with all applicable governmental requirements, Purchaser will provide any necessary notice to and obtain any legally-required consent
including but not limited to applicable US export, US re-export legislation, and from its personnel, or affiliates for Pentair’s use of their personal data.
measures administered by the United Kingdom, the European Union and its Member
States, or the government agencies of any other countries. Any violation by the XIV. Applicable law and jurisdiction
Purchaser or the end customer, of the applicable laws or regulations of the US or any Unless otherwise mutually agreed, the terms of this Contract shall be interpreted and
other government, or where the Purchaser breaches Pentair’s Position, enforced according to the national law applicable in the country where Pentair is
notwithstanding whether or not this is contrary to any aforementioned applicable laws incorporated, excluding principles of conflict of laws and the Convention on Contracts
or regulations, shall be deemed a material breach of this Contract and sufficient basis for the International Sale of Goods. Any disputes which may arise from these
for Pentair to reject any or all orders or to terminate this Contract. Compliance with Conditions and/or the Contract shall be submitted solely to the competent Court of the
applicable legal requirements and Pentair’s Position is a prerequisite for Pentair to city where Pentair has its registered office.
perform its obligations under this Contract, and if the Purchaser fails to comply with
such legal requirements, then the Purchaser is incapable of meeting its obligations with XV. Miscellaneous
Pentair and therefore is in breach of this Contract. 1. Pentair’s warranty terms and conditions (if any) applicable to this contract
5. The Parties intend that no payments or transfers of value shall be made will be detailed in a separate written document. To the extent permitted by law, those
which have the purpose or effect of public or commercial bribery, acceptance of or separate, written Warranty Terms & Conditions will be the sole warranty of Pentair and
acquiescence in extortion or kickbacks or other unlawful or improper means of Pentair hereby expressly disclaims and Purchaser waives all other warranties
obtaining business. The Parties will not, directly or indirectly, pay, offer, authorize or expressed, implied in law or implied in fact, including any warranties of merchantability
promise any monies or anything of value (such as gifts, contributions, travel, or or fitness for a particular purpose.
entertainment) to any person or organization, including any employee of Pentair or 2. Any notice required or permitted to be given by either party to the other
Pentair’s customers, or any government official (which includes any employee or under these Conditions shall be in writing addressed to that other party at its registered
official of any governmental authority, government owned or controlled entity, public office or principal place of business or such other address as, at the relevant time, has
international organization or political party or any candidate for political office) for the been notified to the party giving the notice.
purpose of influencing their acts or decisions. Purchaser will take appropriate actions 3. No waiver by Pentair of any breach of the Contract by the Purchaser shall
to ensure that any person representing or acting under its instruction or control will be considered as a waiver of any subsequent breach of the same or any other provision.
also comply with this clause. Purchaser will not request that Pentair takes any action 4. If any provision of these Conditions is held by any competent authority to
which is prohibited or penalized under any anti-boycott law or regulation and any such be invalid or unenforceable in whole or in part, the validity of the other provisions of
request will be deemed null and void. Nothing in this clause or in any such request will these Conditions and the remainder of the provision in question shall not be affected
be construed to require an agreement by Pentair to take action which is prohibited or thereby.
penalized under any anti-boycott law or regulation. Without limitation, Pentair will not
be required under any circumstances to take any action or make payments that Pentair
believes, in good faith, would cause it or its affiliated companies to be in violation of
any Anti-Corruption Laws (Anti-Corruption Laws include, collectively, the UK Bribery
Act 2010, laws under the OECD Anti-Bribery Convention, the United States Foreign
Corrupt Practices Act and local anti-corruption laws).
6. Except as disclosed in writing to Pentair, the Purchaser represents that it
does not believe or have any reason to believe that there are any actual or potential
conflicts of interest regarding its relationship with Pentair, including family members
who could benefit from the commercial relationship between the Purchaser and
Pentair. Neither Purchaser nor any of its representatives are or have any family
members who are government officials in a position to influence the Purchaser’s
commercial relationship with Pentair.
7. The Purchaser will maintain complete and accurate books and records in
accordance with generally accepted accounting principles in Purchaser’s jurisdiction,
consistently applied, properly and accurately recording any and all transactions
involving or in any way related to Pentair. The Purchaser will maintain a system of
internal accounting controls reasonably designed to ensure that its assets are used only
in accordance with its management directives and that it maintains no off-the-book
accounts.
8. If at any time Pentair believes in good faith that the Purchaser has breached
the warranties, representations or agreements in this section XII, Pentair has the right
to select an independent third party to conduct an audit at Pentair’s expense, to verify
the Purchaser’s adherence to the terms in this section. The Purchaser will fully
cooperate in such audit.
9. The Purchaser will notify Pentair promptly if: (a) the Purchaser has reason
T&C Sale_EU_v2.0