General Terms & Conditions

Toyota Material Handling Baltic
Terms of Sale (October 2021)

A) Scope
B) Formation and object of the contract
C) Prices & Payment terms
D) Delivery period and delay
E) Return policy
F) Warranty
G) Long- and Short-Term Rental – not in current scope
H) Service contract – not in current scope
I) Delivery Lead Times and Force Majeure
J) Limitation of Liability

 

A) Scope

1. The product range of Toyota Material Handling Baltic SIA (“we” or “the Supplier”), whose registered office is at Dzelzavas Street 127, LV-1021 Riga, Latvia, applies exclusively to businesses in the Republic of Latvia, ceteris paribus it applies for Toyota Material Baltic SIA Eesti filiaal, whose registered office is in Punane 73, Tallinn, 13619, Estonia, for the business in the Republic of Estonia, and for Toyota Material Baltic Lietuvos filialas, whose registered office is in Galinės g. 1, Galinės k, Avižienių sen., Vilniaus raj., LT-14247, Lietuva for the business in the Republic of Lithuania.
This means that we only deliver (from our branch in the respective country, if applicable) to business Customers with their registered office (billing address) within Latvia, Estonia or Lithuania, who are able to specify a delivery address within the same country as the country of their registered office. Should a Customers outside the beforementioned countries contact us to obtain a quote for any Product listed in the Online Store, we will redirect the request to our Group company or Online Store (if available) in the country where the Customer is located.
2. These General Online Terms and Conditions (“GTC”) shall apply to all transactions regarding new and used products (“Products”) and services (“Services”), concluded via our Online Store with companies (“the Customer”). The Customer's terms and conditions shall not apply. INCOTERMS 2020 shall also apply for the interpretation of commercial terms.
3. With each update to the Online Store all prices and descriptions of Products previously displayed in our Online Store become null and void.
4. The formation, existence, construction, performance, validity and all aspects of these GTC shall be governed by the laws of the Republic of Latvia for Customers with delivery address in Latvia / by the laws of the Republic of Estonia for Customers with delivery address in Estonia / by the laws of the Republic of Lithuania for Customers with delivery address in Lithuania, whose courts, respectively, are the courts of exclusive jurisdiction.

B) Formation and object of the contract

1. The presentation of our Products and Service offer visible in the Online Store, including related illustrations and drawings, and dimensions, weight and performance data, shall not constitute a legally binding offer, but an invitation for submission of an offer request by the Customer.
2. When Customer has submitted via online form to us an offer request to quote a Product or Service, we aim to process such offer request within one (1) working day. Our back-office personnel will then submit to the Customer a draft of Sales contract, a Prepayment invoice or a Sales invoice, depending on existing contractual conditions with the Customer, and / or depending on Product type and price and / or in accordance with our Credit Policy. Only the submitted document may be regarded as a binding offer from us.
In the case if Customer will have submitted supplementary questions, or the Product will not be available, or there will arise additional questions from us, we will indicate that when replying to the Customers offer request and submit a binding offer in the next stage(s) of communication.
3. An offer is deemed to be accepted by the Customer by entering into force of a mutually signed (including digitally) agreement, by payment of an issued prepayment invoice, or by an offer confirmation – depending on the transaction form, as shall be proposed by us together with the quote.
4. We reserve the right to deviate from contractually agreed parameters where such deviations are customary in the trade. This shall apply in particular to colour variations and technical modifications by the manufacturer, provided that they have no effect on fitness for use and agreed quality.
5. Agreements, in particular verbal agreements, promises, commitments and obligations, guarantees and assurances made by our staff shall be binding only with our written confirmation.
6. Unless otherwise specified, ordered Products will be assembled by us before delivery. If otherwise specified, assembly will be performed by the Customer at the Customer’s cost. If the Customer instructs us to perform the installation, the terms and conditions of installation included with the quote shall apply in addition.
7. We retain the unrestricted intellectual property rights (including without limitation copyrights, design rights and trademarks as well as commercial patent rights) to the Products, cost estimates, drawings, pictures, Product illustrations, Product films and all other content including multimedia content of the Online Store. Any use, dissemination, in particular transmission, duplication, publication and provision, including copies in excerpted form of any Products and/or content in the Online Store, requires our express prior written consent.
8. The Product videos and images available on our website are intended for the sole purpose of giving an approximate idea of the Products described in them only and do not provide any guarantee and/or warranty as to the Products and their performance of any nature whatsoever regarding the products advertised. For used/refurbished products a reference image for that Product model can be shown instead of an image of the individual Product. For the avoidance of doubt, our written order confirmation is binding for the description of the nature and scope of our Products.

C) Prices & Payment terms

1. The price list is revised continuously, and the Supplier has the right to change the prices specified therein without notice. All indicated prices exclude VAT, and VAT will be added to them in the respective invoices
2. The stated transport cost in the Online Store are confirmed in the quote and shall, unless otherwise indicated be paid by the Customer. The total shipping cost is calculated by adding up "Per Product" cost. The "Per Product" cost is a flat rate based on the weight, or volume and calculated on the assumption that no ramp is available at Customers delivery address. The Customers delivery address must be in the same country as Customers registered office (billing address) and be in Latvia, Estonia or Lithuania respectively. If additional shipping charges apply, the Supplier will inform the Customer and the charge will appear on the quote.
3. The payment method and terms will be indicated in the quote documents.
4. The Customer shall not be entitled to make any deduction by way of set-off, counterclaim, discount, abatement or otherwise.
5. If it can reasonably be assumed that the Customer will not be able to perform its payment obligations due to the Customer insolvency or if circumstances otherwise indicate a significant deterioration in the Customer's ability to pay, we reserve the right to suspend delivery of one or more orders for Products or Services or to terminate such order(s) with immediate effect. If the Customer defaults on payment of a significant amount (10% of the overdue claims) by at least three weeks, it shall be taken to indicate insufficient solvency. The same shall apply in the event of a significant downgrade in trade credit rating. The Supplier is then entitled to transfer the overdue debts to any debt collector.
6. The not pre-paid Products are delivered in commission, and the Supplier retains ownership rights until full receipt of Sales price. If the payment is delayed for more than three weeks, the Supplier is entitled to request return of the Product, and request the Customer to pay all direct expenses of its transportation, recondition and other property regaining cost, and trade value decrease.

D) Delivery period and delay

1. We only deliver to Customers with a registered office (billing address) in Latvia, Estonia or Lithuania and who can enter a shipping address within the same country as their registered office.
2. Information about delivery lead times and delivery times and dates are approximate. Our delivery time is noted in the quote and begins when the transaction conditions as mentioned in the quote are fulfilled.
3. Delivery will be made to the delivery address specified by the Customer. If the address specified by the Customer is incorrect, incomplete or unclear, the Customer shall be responsible for all resulting costs.
4. Defective delivery shall not be considered delayed delivery. If the Products are damaged on delivery or delivered in a quantity which falls short of the ordered number of Products, then unless the Customer notifies us in writing by the close of business of the third day after delivery no claim against us may be made in respect of damage to or shortfall of such Products. Regarding the transfer of risk for loss and damage to the Product(s), the applicable INCOTERM 2020 shall apply. In the absence of a separate agreement, Ex Works, INCOTERM 2020 shall apply.
5. In the event of delay in delivery the Customer shall be deemed to accept the Products on such delivery.
6. If the Customer is late taking delivery or fails to give us adequate delivery instructions, then without prejudice to any other right or remedy available to us, we may (i) store the goods at our facility and invoice the Customer for storage, transport and loading fees incurred (including insurance); and/or (ii) sell or supply the Products in or to any third party in any country at the best price readily obtainable and (after deducting all storage and selling expenses) charge the Customer for any shortfall below the price in the order confirmation.
7. If orders include several Products, we are entitled to make partial deliveries, which we will invoice separately.

E) Return policy

1. If not otherwise specified in mandatory binding legislation as far as applicable, we shall accept the return of undamaged Products or other items delivered, subject to the condition that they the packaging and seals are undamaged, they are not items made to order, they are returned to us free of charge and the return has been previously announced to us in written form not later than two weeks after the delivery of the Product.
2. Paid invoices regarding agreed returns will be credited by issuance of a credit note. The amount refunded shall be the same as the purchase price paid, provided that the items in question are received by us within three weeks from delivery.

F) Warranty

1. New Products are protected by the manufacturer’s product warranty indicated on the Product page. The validity of any warranty is subject to the Customer’s compliance with the manufacturer’s warranty terms and conditions.

2. Warranty terms and conditions only for New Products:


2.1. Warranty period for all trucks (except for BT Tyro and Hand pallet trucks) is 12 months or 2000 motor hours, whichever is sooner, from the date of putting the Product into operation.
2.2. Warranty period for BT Tyro is 12 months or 1000 motor hours, whichever is sooner, from the date of putting the Product into operation.
2.3. Warranty period for Hand pallet trucks is 12 months from delivery date.
2.4. Warranty period for the lithium ion batteries is 24 months or 5000 motor hours, whichever is sooner, from the date of putting the Product into operation.
2.5. Warranty period for original spare parts is 6 months from the purchase date.
2.6. Warranty covers only the repair costs incurred in duly rectifying a defect caused by the Product supplier.
2.7. Warranty claim is regarded as such, if the claimed repair, has occurred after the Product was received by the Customer within the agreed warranty terms.
2.8. Warranty repairs shall be such repairs that will restore the defective item to its original condition using proper repair instruction.
2.9. Warranty is refused in case if:
2.9.1. Periodic maintenances are not performed according to programme described in the operator’s manual. Warranty is only valid if periodic maintenances are carried out by the Supplier’s service.
2.9.2. Any changes or modifications are made in equipment that are not consistent with the Supplier.
2.9.3. Battery damage incurred without observing requirements of battery operating instructions.
2.9.4. Charging equipment damage due to improperly connecting the electrical power source or associated with the Customer`s wiring problems.
2.9.5. Hour meter readings are altered in whatever manner or cannot be read; for the Product which is not equipped with hour meter the warranty period shall be determined according to months after the date of purchase.
2.9.6. The Product is used for purposes other than those described in the User's Manual.
2.9.7. Internal combustion engine and fuel system components have damages due to low quality fuel.
2.10. Warranty does not cover the following costs:
2.10.1. Periodic maintenance costs, as well as used oils, lubricants, filters, spark plugs and other materials necessary to carry out periodic maintenances.
2.10.2. Easy wearing parts (e.g. tyres, belts, sideshift pads, brake rims/pads, wipers, light bulbs, fuses etc.), except cases when they have manufacturing defects.
2.10.3. Transportation expenses of the Product to the workshop and back, as well as other expenses incurred due to technical failures.
2.10.4. Corrosion, due to work in wet or aggressive environments.
2.10.5. Any damages incurred by the shock of collision and any actions of an unskilled operator.
2.10.6. Mechanically, chemically or otherwise damaged parts.
2.11. Warranty no longer applies in case the Customer has handed over the Product to a third party.
2.12. Warranty no longer applies if the Customer provides the service of forklift and warehouse equipment retail, lease, or servicing within their scope of commercial operations.

G) Long and Short Term Rental

Not in current scope.

H) Service Contracts

Not in current scope.

I) Delivery Lead Times and Force Majeure

1. Information on delivery lead times and delivery dates are approximate. Delivery lead times shall be considered to have been complied with if the consignment is dispatched from our plant or local warehouse within the delivery lead time. Our delivery obligation shall be subject to correct, punctual and contractual deliveries of supplies and raw materials from our suppliers, unless we are to blame for the incorrect or late deliveries of supplies and raw materials from our suppliers.
We reserve the right to defer the delivery of the Products or to cancel the order confirmation or reduce the volume of the Products to be delivered to the Customer and we shall not be in breach of any of our obligations under these GTC due to circumstances beyond our control including without limitation, acts of God, governmental actions, war or national emergency, acts of terrorism, protests, riots, civil commotion, fire, explosion, flood, epidemic, lock-outs, strikes or other labour disputes (whether or not relating to our or the Customer’s workforce), or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate suitable materials.

J) Limitation of Liability

The Supplier shall be not liable by way of indemnity or by reason of any breach of these general terms and conditions or of statute, tort (including but not limited to negligence) for any loss of profit, loss of use, loss of production, loss of contracts, loss of revenues or of anticipated savings, any increase in operating costs, or for any financial or economic loss or for any indirect or consequential damage whatsoever that may be suffered by the Customer or any third party.
In no circumstances whatsoever shall the aggregate liability of the Supplier under these GTC exceed € 1 000 (one thousand Euro) or the contract price, whichever is the greater.

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