General Terms and Conditions

General Sales Conditions

Generalities

The provisions contained here with special conditions that may be expressed in attached documents approved by SEW EURODRIVE PARAGUAY S.R.L, constitute the Terms and Conditions under which SEW EURODRIVE will sell the products.

The acceptance of the purchase order or its equivalent purchase acceptance document by SEW EURODRIVE, as well as the acceptance of the offer presented by SEW EURODRIVE by the buyer, will be expressly limited and conditioned to the acceptance of the General Terms and Conditions of sale and guarantee.

Any additional, inconsistent or different term or condition contained in the purchase order issued by THE BUYER or in other documents supplied by THE BUYER, which has not been expressly accepted in writing by SEW EURODRIVE, is understood to be rejected by SEW EURODRIVE as it differs from those Negotiated terms.

In the event of a conflict between the Terms and any other document that is part of the negotiation and/or contract, the express Terms in this document will preferably apply, except in the sections that have been modified in writing between the parts.

Prices

Except in cases where bid validity times other than those agreed upon are indicated in writing, all quotations will have a maximum validity of thirty (30) calendar days.

The indicated prices already include tax, such as value added tax (VAT) which consists of 10%.

Payment

The payment conditions of each invoice will be established in the respective quotation or contract according to the payment time approved by SEW-EURODRIVE PARAGUAY S.R.L. Whatever the payment methods used, payment will not be considered made until the amount has been completely and irrevocably credited to the account of SEW EURODRIVE PARAGUAY SRL.

Price Conditions

Our prices are fixed within the period of validity of the quote or commercial offer, but they do not consider the uncertainty and the effects generated by current world market conditions on the price of the materials used in the manufacture of equipment or components. Therefore, in the event of an extraordinary situation that generates increases in the prices of raw materials used for the manufacture of equipment components or spare parts presented in the offers, the parts will agree, in good faith, on the economic recognitions that may arise in order to maintain the economic balance of the contract. If the parties do not have an agreement within a period of fifteen (15) calendar days following notification of the situation presented, they will define the terms of cancellation of the order, without the application of penalties.

Conditions and delivery times

The indicated delivery date of the products offered by SEW EURODRIVE is approximate, therefore SEW EURODRIVE will not be responsible for any costs that may be generated to the buyer or user due to delays in manufacturing, inventory availability, rework in manufacturing, import and customs times, the delivery terms will be those established in the offer in accordance with the INCOTERMS in force on the date of the offer and in the event that the opposite is established in the proposal presented, unloading and internal movements within the location of the equipment are not considered. , which will be under the exclusive responsibility and cost of THE BUYER.

Changes in the purchase order or contract

The proposal of SEW EURODRIVE PARAGUAY S.R.L. has been prepared taking into account the information, conditions and specifications provided by THE BUYER. In those aspects in which the information provided by the BUYER is not sufficiently detailed or is incorrect to make the selection of equipment and/or spare parts, SEW EURODRIVE PARAGUAY S.R.L. will not be responsible for undersized equipment, technical changes, modifications of positions or operating conditions, for such all offers presented by SEW EURODRIVE; THE BUYER must check that the technical information attached to the proposal is correct and in accordance with what is required. The BUYER may order changes in the equipment or other modifications to the purchase order, which will only be effective upon written agreement on the modifications in the price and delivery time.

Cancellation of the purchase order by the Buyer

In case of cancellation of the purchase order by THE BUYER, SEW-EURODRIVE PARAGUAY S.R.L. will issue an invoice that must be canceled within thirty (30) calendar days following the date of its presentation, including all expenses incurred until the date of cancellation with the corresponding deduction for the amounts received.

THE BUYER may give for finished the contract or cancel the purchase order unilaterally, at any time, by written notification given to SEW EURODRIVE PARAGUAY S.R.L. with eight (8) calendar days in advance, event in which SEW EURODRIVE will respond in writing whether or not it accepts said cancellation, SEW EURODRIVE PARAGUAY S.R.L. will notify THE BUYER about the costs or expenses that have been generated by assemblies, transportation, administrative expenses or any other expense that has been incurred in the processing of the order, which must be paid in full by THE BUYER.

Returns

In the case of return of equipment or changes in technical specifications of the assembled and/or delivered equipment, SEW-EURODRIVE reserves the right to accept or not accept the return of these depending on the state in which the equipment arrives at our facilities (prior concept written from the service area of SEW-EURODRIVE PARAGUAY SRL) and as long as they arrive in perfect condition, in the original packaging and have not been assembled or used. All costs associated with the return of the equipment must be paid in full by THE BUYER for the return to be accepted.

Once the amount of the costs associated with the return of the equipment has been settled, THE BUYER will be free from any type of judicial or arbitration action derived from the contracting or issuance of the purchase order and/or its termination, which SEW EURODRIVE PARAGUAY S.R.L. could start.-

In the event of failure by THE BUYER to pay the invoices in accordance with the established terms, SEW EURODRIVE PARAGUAY S.R.L. may terminate the contract unilaterally, giving it the right to demand payment for the damages caused.

Changes in the Law

In the event that changes occur in the law applicable to the contract or the purchase order, especially regarding taxes and tariffs, after the presentation of the proposal, and that affect the value of the contract or its prices, SEW EURODRIVE will agree with THE BUYER the economic adjustments that may arise, without SEW EURODRIVE being obliged to comply with the offer presented.

Applicable Law

These terms and the contract or purchase order will be subject to the laws of PARAGUAY.

Warranty Conditions

SEW gears, gearmotors, electric motors, frequency converters and any other product are produced with the highest quality standards, severely inspected at the different stages of their manufacturing and subsequent assembly, providing perfect operation for years.

SEW products, when used under normal working conditions, according to specifications, are guaranteed in their manufacturing quality and perfect functioning for a period of one year (12 months) from their start-up or 18 months from the date of your billing, whichever comes first prevails.

SEW EURODRIVE provides technical guidance, therefore it is the responsibility of the BUYER to examine and specify the product according to their requirements.

All inspections necessary to validate this guarantee will be done in the SEW EURODRIVE workshops, with transportation costs being the responsibility of the BUYER or user.

SEW EURODRIVE's liability is strictly limited to its equipment and does not extend to damage caused by the same to materials, labor or other equipment.

SEW EURODRIVE does not assume responsibility for parts that show premature wear as a result of negligent use or treatment or improper application. The use of the products above the established capacity, abuse, alterations to them, damage due to lack of maintenance and improper storage are excluded from the guarantee.

MODIFICATIONS OR DISARMS (TOTAL OR PARTIAL), MADE BY PERSONS NOT AUTHORIZED BY SEW EURODRIVE, CANCEL THIS WARRANTY. Regarding doubts about the quality of the product, the proven results of the SEW EURODRIVE test benches will be considered. SEW EURODRIVE's obligation under this warranty shall be limited to repair or replacement on F.O.B terms at SEW EURODRIVE's factory or assembler, and applies to any part or parts found to have manufacturing defects.

SEW EURODRIVE will not be responsible in any case to the buyer or user under these warranty terms, for claims for expenses or losses caused by operational delays, work stoppages, lost profits, damage to property or people that are caused by defective products or by consequences of indirect damages of any nature.

These warranty terms will be specifically applicable to the equipment detailed in our offers or purchased directly from SEW EURODRIVE PARAGUAY S.R.L.

CONDITIONS FOR SEW EURODRIVE TECHNICAL SERVICE

Any review or inspection by the SEW PARAGUAY Service area generates a cost, which is subject to the current labor rates determined for each size and reference of equipment. This value will NOT be charged in the following cases:

1. When the repair of the equipment is authorized, the charge for the inspection is included in the value of the service.

2. When new equipment with similar characteristics is acquired under the commercial concept of replacement or resumption of damaged or obsolete equipment.

3. When the equipment is within the warranty period and the damage corresponds to a manufacturing defect or is covered within the general product warranty conditions

Inspected and unrepaired equipment is returned disassembled. If assembly is required, it generates a labor cost in accordance with the current service rates of SEW EURODRIVE PARAGUAY S.R.L.

Freight for returns of unrepaired equipment is the responsibility of the customer.

After 60 days after the equipment has been diagnosed and the repair or replacement is not authorized, costs will begin to be generated for the use of slowdown in SEW facilities. After 120 days SEW EURODRIVE will not be responsible for the equipment, and the CUSTOMER will not have the right to make a further claim.

Additional components or accessories that are installed on the equipment (such as pulleys, sprockets, couplings, flanges, etc.) and that cannot be unmounted in the SEW EURODRIVE workshop,

SEW EURODRIVE is not responsible for additional elements or accessories that the equipment contains and that are not reported and registered to the SEW technical staff at the time of delivery of the equipment.

To start equipment maintenance work or to perform any technical service, written authorization from the client is required.

All commercial offers are valid for 30 calendar days from the date of creation of the quote. After the expiration of the offer, SEW EURODRIVE may or may not accept the order according to current costs and availability of spare parts.

The delivery date indicated by SEW EURODRIVE in the commercial offers for repairs and/or maintenance of equipment is approximate, which is subject to the availability of spare parts due to inventory rotation, import and customs times, force majeure type events or any other cause beyond the reasonable control of SEW EURODRIVE, which may cause modifications in the offered delivery times, in which case SEW EURODRIVE will not be responsible for any costs that may be generated to the contractor or user due to delays in the delivery equipment repair.

General conditions for assistance and technical service in the field

The equipment or machine where the SEW products that are to be intervened during the service are installed must be available to SEW EURODRIVE with the basic conditions that guarantee the normal execution of the work. For cases in which modifications or adjustments have to be made to the machine or equipment in order to provide the service, these will be the responsibility of the client and the time it takes to make the adjustments, the time spent by the SEW EURODRIVE service technician at the contractor's (customer's) facilities, including travel times.

Before starting any technical service by authorized SEW personnel, the contractor must guarantee that civil works, mechanical, hydraulic, electrical or any other installations that are necessary for the provision of the service are completed.

Costs of air tickets, ticket changes, transfers, lodging, food, taxi, excess luggage, materials used that are not included as assistance within the scope of the commercial offers approved by the contracting party, which are considered additional services and any other related expense will be charged as an additional value.

The travel times by authorized SEW EURODRIVE service personnel to the customer's facilities and vice versa will be considered working hours.

Service Guarantee

The warranty period on complete repairs for SEW EURODRIVE mechanical equipment is one (1) calendar year from the delivery of the equipment.

For repairs to electronic line equipment, partially intervened mechanical equipment or repairs made to equipment from other brands, the warranty is three (3) months only on the changed components.

The guarantee of our equipment is of a technical nature towards the repaired equipment and not towards elements or processes supportive of it. SEW EURODRIVE PARAGUAY S.R.L. does not provide any type of guarantee for Lost Profits or similar. The delivery of a technical guarantee will be made once the case has been analyzed by SEW EURODRIVE PARAGUAY S.R.L. and after this it will be determined whether it actually corresponds or not.

All inspections necessary to validate this guarantee will be done in SEW workshops, with transportation costs being the responsibility of the buyer or user.

Modifications or disassembly (total or partial), carried out by persons not authorized by SEW EURODRIVE, void the warranty on service and replaced parts.