HTC's general terms for purchase orders are stated below to avoid any confusion during supply due to lack of information on the contract.
All purchase orders must conform to the terms and conditions below, with the exception of any agreements formalized in writing.
These Terms and Conditions come into effect from date of receipt.
3.1 The Purchaser must conform to just the conditions stated on the purchase order.
The Supplier must accept the terms and conditions of the purchase order from the time of receiving the order confirmation or of the item.
The purchase order is understood as specifically accepted when receiving the order confirmation or copy of the order countersigned for acceptance. In any case, even if no communication is received, the order will be deemed tacitly accepted after 5 days from the date of the sending.
3.2 The provision of goods and/or services is included in the price stated on the order. No additional charges are accepted unless arranged beforehand and confirmed in writing. The price is set in stone for the entire duration of the Supply agreement, unless a price variability clause is officially recognized.
3.3 The Purchaser may set the priority for supply with the Supplier in writing, and may also decide whether to cancel or defer any aspects of the same supply.
3.4 The Purchaser may request the Supplier in writing to modify the Supply. Before proceeding, the Supplier must contact the Purchaser if any additional costs are to be involved or if the Purchaser's request could prevent the Supplier from fulfilling its contractual obligations. The Purchaser can then decide whether to proceed with the requested modifications and, if so, agree upon the price for Supply.
3.5 The Purchaser has the right to inspect the shipment and issue dunning notices.
3.6 An invoice should be made out for each shipment stating the order number and date and drawn up according to our terms using the same units of measurement. The invoice must be issued together with the shipment and sent to our Turin Office in real time, unless of course the invoicing process is to be deferred.
3.7 Goods must be delivered to us with a duly compiled TD in accordance with the provisions of the Law and the terms and conditions above.
3.8 For shipments from non-EC countries, the Sender must declare the goods properly at Customs and in our interest; the Supplier is expected to pay any charges incurred for failure to comply with this.
3.9 We cannot assume liability for the delivery of goods superfluous to the amount ordered, even if temporarily withdrawn from our warehouse.
3.10 Any conditions stipulated in letters or invoices by your Suppliers are not valid unless accepted by us in writing.
3.11 The Supplier should execute the products according to our drawings, models or moulds and in the numbers stated on the order form. The drawings, models and moulds must not be copied or reproduced, even if they do not have certification or are not covered by a patent.
3.12 The date of delivery is stated on the order and must be abided by. The date of delivery is the date on which the products are created and/or delivered in accordance with the technical specifications, packaged and provided with all the documents required for delivery to/withdrawal from the address stated on the order form.
If delivery is delayed, the Purchaser has the right to accept the shipment and apply fines as agreed.
The products must be in compliance with the order requirements, the involved technical documents and the current laws (REACH, ROHS, conflict minerals, etc…).
3.13 It is possible to notify the Supplier of any real or apparent faults, defects and differences in quantity with regard to the order after receipt of goods, even if these goods have already been put to use or integrated with the Company's products and the respective invoices have already been paid.
It is the Customer's right to verify that the products purchased comply with the specified requirements, in the HTC Supplier plants. This inspection does not mean that the Suppliers are allowed to evade their responsibilities for supplying Acceptable Products.
3.14 The Supplier shall cover all expenses for replacing, modifying or repairing products in the event the order was not executed properly, without prejudice to the Purchaser's rights regarding immediate or emerging damage attributable to the same Supplier.
3.15 The goods for delivery must be properly protected and packages for transport and time in the warehouse (if any).
3.16 Any non-fulfilment on the supplier's part gives us the right to suspend payment for previous services, even if these do not relate to the order, without need for precautionary measures by the Judicial Authority.
3.17 The Supplier is required to send to our Turin Office an account statement for invoices fallen due at the end of each month. Payment orders cannot be made out without the account statement.
3.18 The Purchaser can ask the Supplier to implement appropriate measures, via Internet or otherwise, for sending orders, receiving confirmation and acquiring information on the progress of work and inspections.
3.19 Any technical changes or modifications of the product ordered will be agreed, in writing, with the Purchaser.
3.20 Disputes are settled at the Court of Turin.