OFFERS, ORDERS Clause Samples
The "Offers - Orders" clause defines the process by which a seller presents goods or services for sale (an offer) and how a buyer accepts and formalizes that offer (an order). Typically, this clause outlines the steps required for an offer to become binding, such as the need for written confirmation or the conditions under which an order is considered accepted. For example, it may specify that only written purchase orders are valid or that acceptance is subject to the seller’s confirmation. The core function of this clause is to establish a clear and consistent framework for initiating transactions, thereby reducing misunderstandings and disputes over when and how contractual obligations arise.
OFFERS, ORDERS. 2.1 All offers made by the lessor in any form whatsoever are without obligation unless explicitly stated otherwise.
2.2 If an offer includes estimates, plans, catalogues or other documents, these continue to belong to the lessor at all times and these must be returned to the lessor upon the first request, postage paid. Without the lessor's permission, these may be neither copied nor made available to third parties for perusal.
2.3 The sending of offers and/or (other) documents does not entail that it is obligatory for the lessor to accept an order. The lessor will inform the lessee of acceptance as soon as possible, but at any rate within 14 days after receipt of the order.
2.4 The lessor reserves the right to refuse orders without giving any reasons for this.
2.5 The lessor reserves the right to refuse to make leased square metres available without an advance payment.
2.6 Offers or quotations do not apply to future orders.
OFFERS, ORDERS. 1. The price and characteristics of the Products included in brochures, advertising documents, price lists and offers to the public are not binding for Condè Nast, which reserves the right to make any change at any time. All offers sent to the Customers are not binding. The economic terms applicable to the relations shall therefore result from Condè Nast's price lists or set out based on net prices agreed upon when the Purchase Agreement is concluded.
2. The Customer's orders shall be in written form and, in the event of a corporate body, they shall be subscribed by a person duly authorised to bind the entity. In any case, the subscriber’s power of representation is supposed to be with respect to Condè Nast.
3. The orders will be deemed as an irrevocable proposal of agreement sent by the Customer for 90 days. After this period of time, the Customer will be entitled to cancel the order in writing.
4. Condè Nast agents or persons in charge shall not be vested with the powers to bind the company, unless expressly confirmed in writing by the person empowered to bind Condè Nast. The sending of the order confirmation, or the execution of the order, shall be considered as the acceptance, by Condè Nast, of the order, previously orally submitted by the Customer.
5. In any case, the execution of the order by Condè Nast shall be equal to an order acceptance, pursuant to Art. 1327 of the Italian Civil Code. The partial execution of the order shall not be deemed as total acceptance of the order.
6. The Customer’s orders, if corresponding, in Product quantity and quality, to a previous offer submitted by Condè Nast and do not include any different clauses with respect to other terms included in the offer, shall be deemed as acceptance of the offer itself. Conversely, they will be considered as purchase proposals sent by the Customers and therefore subject to the previous art. 2.4 and 2.5.
OFFERS, ORDERS. 2.1 All offers, in whatever form, are non-binding unless otherwise agreed.
2.2 Orders are only binding for ROA when confirmed in writing by ▇▇▇.
2.3 ▇▇▇ may establish a reasonable minimum order size until delivery.
2.4 Samples, examples, or single-item orders per brand and/or product must always be purchased and paid for. This applies even if the sample or example pertains to a subsequent order, regardless of whether the latter proceeds. These items cannot be returned.
2.5 By placing an order, the customer agrees that small variations in color, texture, and finish are acceptable in our handcrafted products and do not constitute grounds for returns or complaints, unless these variations significantly differ from the product description.
OFFERS, ORDERS. 2.1 Our offers shall be subject to change and are non-binding (vrijblijvend).
2.2 Any written, electronic, or verbal orders issued to us or our representatives shall only be binding upon us after we accepted an order in writing or after we have started to implement such order by sending the goods. Any modifications-even of current orders-or collateral agreements must be confirmed by us in writing at all times. All orders and all acceptances of offers by the Buyer, including verbal orders or acceptances of offers, are irrevocable.
2.3 In the event an order is sent electronically, the articles 6:227b under 1 and 6:227c of the Dutch Civil Code are not applicable. We shall not be obligated to confirm the receipt of an order electronically. Incoming e-mails received between 9:00 a.m. and 4:00 p.m. shall be considered to have been received at 4:00 p.m., unless it can be proven that the e-mails were read earlier. Any e- mail we receive after these hours shall be considered to have been received at 4:00 p.m. on the next business day, unless it can be proven that the e-mail was read earlier. We shall only save the contractual provisions and general terms and conditions of business in the event we do not communicate with the customer individually and such provisions and terms and conditions may then be sent to the customer by e-mail upon request.
OFFERS, ORDERS. 1. Our offers shall be indicative, notably with regard to quantities, price and delivery time.
2. Orders placed by the buyer shall not be regarded as accepted until these have been confirmed by us in writing. If we should fail to confirm an agreement in writing which we have agreed verbally or in a telephone conversation, then our invoice shall be regarded as confirmation.
3. Details provided by us in relation to deliverables or services, including technical data and specifications, tolerances and load-bearing capacity are only approximately authoritative, unless such details are part of the agreed specification (Beschaffenheitsmerkmal) and unless usability for the contractually intended purpose requires exact conformity. They shall not be construed as a seller’s guarantee (Garantie für die Beschaffenheit oder Haltbarkeit der Sache) within the meaning of Section 443 of the German Civil Code. Deviations that are customary in the trade and deviations that occur due to legal regulations or represent technical improvements as well as the replacement of components with equivalent parts are permissible insofar as they do not impair the usability for the contractually intended purpose.
4. We reserve all proprietary rights and copyrights to any illustrations, drawings, models, tools, calculations, concepts and other documents and materials provided as part of our quotation. This applies in particular to written documents designated as “confidential”. Customer may not disclose any such materials to third parties or use, reverse-engineer, modify or copy them before obtaining our explicit written consent and shall return them upon our request and destroy any copies made if they are no longer required by him in the ordinary course of business or if negotiations do not lead to the conclusion of a contract. The storage of electronically provided data for the purpose of usual data backup is excluded from this.
OFFERS, ORDERS. 1.1 Our offers are principally without obligation, unless we include a binding term of validity. All agreements, in particular, the acceptance of orders that have been placed must be confirmed by us in writing to attain validity.
1.2 The documents, depictions, drawings, statements on weights and dimensions pertaining to the offer are only approximate values and do not represent quality descriptions. As far as permissible deviations are not stipulated in the order confirmation and none are given in the cus- tomer’s specification, deviations customary in the industry are admis- sible in any case. The composition, suitability, qualification and function of our products are exclusively determined by our specifications and technical qualifications. Public statements, laudations or advertising by us or by third parties do not represent quality descriptions. We retain proprietary rights and copyrights to all documents; they may not be dis- closed to third parties without our approval.
1.3 Guarantees regarding qualities or shelf life must be expressly declared as such in the order confirmation. If models and samples are delivered their qualities are not warranted unless expressly stated otherwise in the order confirmation. This shall also apply to data concerning the result of analyses.
1.4 Proposals regarding construction, which are made on the basis of the purchaser (e. g. oral information, drawings or other documents), are mere recommendations and do not represent descriptions of quality or use, unless otherwise expressly provided in the order confirmation.
1.5 For damage to or loss of drawings, samples, models, etc. which have been handed over by the purchaser we are liable pursuant to clause 6.