General conditions of Sale and Warranty

1. SCOPE:

Commercial transactions involving EVATHINK, S.L. Products are subject to these General Terms and Conditions of Sale and Warranty, which will be reflected in the corresponding order confirmations, and the commercial invoices for EVATHINK, S.L.Products will also contain an express reference to the following General Terms and Conditions of Sale and Warranty.

 

2. ORDERS:

Orders will be accepted in writing, by e-mail or telephone, and will only be binding once they have been accepted by EVATHINK, S.L., by sending the corresponding confirmation order. The Client must verify the order confirmation and immediately notify EVATHINK, S.L. in writing of any errors. Otherwise, the description of the product in the order confirmation will become part of this Contract and will be binding on the parties. EVATHINK, S.L. will not accept modifications or cancellations of the order.

Orders will be subject to availability and acceptance by EVATHINK, S.L., which may reject the order at any time and at its sole discretion. Quotations, or economic offers, will only be valid in writing, and for the period of time indicated therein. If no period is indicated, this will be 30 days.

3. PRICES AND PAYMENT TERMS:

The price of the Products shall be as set out in the Quotation. Payment will be made to the bank account designated in writing by EVATHINK, S.L. However, EVATHINK, S.L. reserves the right to interrupt the supply if any of the payment commitments made have not been fulfilled. The place of delivery will be indicated in the order confirmation.

EVATHINK, S.L. reserves its right to ownership of the Product in the event of total or partial non-payment of the order. If the Client refuses delivery, without the prior approval of EVATHINK, S.L., any resulting costs or damages shall be borne by the Client, including storage until acceptance. Similarly, EVATHINK, S.L. will not assume responsibility for delays in the delivery of the goods resulting from the lack of authorisation from the bank.

EVATHINK, S.L. also reserves the right to interrupt the supply of the goods to the Client if the latter has failed to comply with any of the payment commitments acquired. Said non-payment will allow EVATHINK, S.L. to claim the corresponding compensation for damages from the Client, in accordance with the provisions of articles 45 to 52 of the Vienna Convention of 1980 on the international sale of goods; EVATHINK, S.L. also reserves the right to claim other amounts that satisfy the value of the loss suffered by the non-fulfilment (consequential damage) and that of the profit lost as a consequence of the non-fulfilment (loss of profit), as well as for other damages caused as a consequence of the non-fulfilment of the contract. Likewise, EVATHINK, S.L. reserves the right to interrupt, temporarily or permanently, the said supply if there are exceptional circumstances that prevent the total or partial fulfilment of the obligations on its part. In this case, the present Contract will be cancelled without the Client having the right to demand compensation for possible damages from EVATHINK, S.L.

 

It should be noted that this transaction is exempt from VAT, based on Article 25 of Law 37/1992, of December 28, 1992, on Value Added Tax («Exemptions on the supply of goods destined for another Member State»), unless the transaction is carried out within Spanish territory.

 

4. DELIVERY:

Unless otherwise agreed, all Products will be shipped from the EVATHINK, S.L. warehouses and, where applicable, returns must be made to the same place. Delivery will be made within the approximate period indicated by EVATHINK, S.L., this date being considered as the end of manufacture. These deadlines are indicative and are neither guaranteed nor binding.

Delivery of the goods will be made by the transport company designated by EVATHINK, S.L. or by the Client. In the event that the transport company is designated by EVATHINK, S.L., subcontracting of transport will be prohibited, in accordance with the provisions of Chapter VI of Law 15/2009, of 11 November, on the contract for the land transport of goods.

EVATHINK, S.L. shall not be liable for any costs incurred as a result of failure to meet the delivery date. Both the ownership and the risk of damage and/or loss of the Products shall pass to the Client at the moment that EVATHINK, S.L. has placed the Products at the disposal of the carrier or the Client himself. This international commercial transaction is subject to the Client’s corresponding risk coverage.

Similarly, EVATHINK, S.L. shall not assume any liability for any loss or damage that the Client may incur in the event of an unavoidable delay in delivery. Title and risk of loss relating to the Products shall pass to the Client at the time of delivery.

The goods delivered to the Client will be accompanied by a delivery note and, in some cases, a Packing List. EVATHINK, S.L.will complete the delivery of the documentation with the corresponding commercial invoice.

5. RETURNS:

The Client will indicate their non-conformity, if any, within 14 calendar days of receiving the product, by means of a written communication addressed to EVATHINK, S.L., specifying the reasons and/or nature of the non-conformity. However, this period will not apply, unless otherwise agreed between the Client and EVATHINK, S.L., when the product has been made to order and/or customised. In this case, it will not be possible to return the product, in accordance with Royal Legislative Decree 1/2007, of 16 November, which approves the revised text of the General Law for the Defence of Consumers and Users.

After verifying that the product is in perfect condition, confirmation of the payment will be made within a maximum period of 30 days from receipt of the product at the EVATHINK, S.L. factory.

6. WARRANTY:

In the event that the Customer is a Consumer, the commercial guarantee will be regulated by Royal Decree 1/2007, of 16 November, which approves the revised text of the Law for the Defence of Consumers and Users and other complementary legislation, taking into account the amendments made to this regulation by Royal Decree-Law 7/2021, of 27 April, transposing European Union directives on consumer protection, in particular Directive (EU) 2019/771 of the European Parliament and of the Council of 20 May 2019 on certain aspects of contracts for the sale of goods, amending Regulation (EU) 2017/2394 and Directive 2009/22/EC, and repealing Directive 1999/44/EC.

Taking into account the applicable regulations, in cases of lack of conformity with the products, EVATHINK, S.L. shall be liable for any lack of conformity that exists at the time of delivery or supply and that becomes apparent within three years of delivery, with the date of delivery being considered to be that which appears on the commercial invoice. Possession of the commercial invoice by the Consumer shall be a prerequisite for making use of the commercial guarantee.

The aforementioned warranty conditions are valid for all products supplied within Spain and abroad.

End Users may only claim the above warranty rights in relation to products purchased and invoiced to them directly by EVATHINK, S.L. In the case of products purchased through an external distributor, End Users must send any warranty claims directly to the seller to request their product warranty conditions.

This warranty only covers non-conformities that existed at the time of delivery of the product. However, it shall not be valid for external damage caused to the Product by any cause, wear and tear, or due to wilful misconduct or negligence on the part of the Buyer, as well as in the case of incidents caused by force majeure. In short, the commercial warranty shall not cover any damage caused by any reason beyond the manufacturer’s responsibility.

The verification of the product will only be carried out by our personnel at our own facilities. Taking into account the nature of the product, in the event that the existence of a lack of conformity covered by the commercial guarantee is verified, EVATHINK, S.L.will carry out, as far as possible, the corrective measure for the lack of conformity that avoids disproportionate costs for the company. In the event of repair of the products in which there is a lack of conformity, only the actions that are strictly necessary for the repair of the accredited lack of conformity will be free of charge.

Excluded from this guarantee are all damages caused to the product during transport, as well as those derived from subsequent inadequate storage and protection. Inspection of the product received at the time of delivery is recommended. In the event of any incidents, this must be noted on the delivery note and notified in writing within 24 hours of delivery, so that the corresponding claim can be made to the transport company.

Likewise, this guarantee will be immediately void in the event that the product is manipulated, modified or repaired by any person without the authorisation of EVATHINK, S.L.

Product returns without just cause under the terms of this warranty will only be accepted when previously authorised in writing by EVATHINK, S.L. and provided that they are made in accordance with the provisions of clause 5 of these General Conditions of Sale and Warranty.

This document contains the only valid warranty recognised by EVATHINK, S.L. None of the terms and conditions granted in this warranty can be extended or modified in any way without the express consent of EVATHINK, S.L.

In the event that the legislation for the protection of Consumers and Users establishes presumptions in relation to the existence of the lack of conformity at the time of delivery of the products to the end Consumer, it will be assessed whether the presumption is compatible with the nature of the product and with the nature of the lack of conformity that is revealed, likewise, in the case of presumptions that affect the lack of conformity, EVATHINK, S.L. will have the right to carry out an expert test to accredit whether the lack of conformity existed at the time of delivery of the products.

7. USE OF TRADEMARKS, IMAGES, LOGOS AND DISTINCTIVE SIGNS:

The use of material protected by the intellectual property rights of which EVATHINK, S.L. is the owner, by the Buyer («Authorised» to use them), i.e.: trade names, logos, product names, domain names and other signs used in advertising, social networks, websites, as well as on the Internet in general, must respect the requirements of the Legal Code relating to the enjoyment of use. Under no circumstances may the Authorised User modify the appearance, structure or content of the elements subject to authorisation or add other elements, in accordance with the guidelines established by the management of EVATHINK, S.L. Failure to do so may serve as a basis for the imposition of a penalty.

The Authorized User may only use the authorized elements in a manner that does not endanger the reputation or image of EVATHINK, S.L. In the event of such a risk, EVATHINK, S.L. may withdraw, at any time, the authorization for their use. The trademarks, images, logos, signs and other distinctive signs identifying the products manufactured or marketed by EVATHINK, S.L. will be registered in accordance with the legal provisions on intellectual property, and with the laws and regulations in force.

EVATHINK, S.L. authorises the Licensee to use the trademarks, images, logos and distinctive signs linked to the products manufactured or marketed by it for the sole purpose of identifying and promoting its products and obtaining benefits. The Licensee undertakes to ensure the protection of the trademark, logo, sign and distinctive signs and to implement the necessary actions for effective protection.

The Licensee acknowledges that the use granted to him in accordance with these General Terms and Conditions of Sale and Warranty (the trademark, the sign and the photographic and/or audio-visual material) does not give him any ownership rights in them. The Licensee undertakes to peacefully use the trademarks, logos, signs and photographic and/or audio-visual material ofEVATHINK S.L. and may use all brand names in all advertising, as well as in any other advertising carried out by the Licensee, for the purpose of promoting and selling the products.

The Licensee undertakes not to register or apply for registration of any EVATHINK, S.L. trademarks, logos and signs (or other similar signs that are confusingly similar to those of EVATHINK, S.L.).

The Licensee shall notify EVATHINK, S.L. of any violation of the trademarks, logos and signs and photographic and/or audio-visual material registered by EVATHINK, S.L. that comes to its knowledge, as well as the industrial property rights (patents) owned by EVATHINK, S.L. The Licensee is free to promote the products through the Internet, catalogues and other means of commercial promotion, but may not make use of the trademarks, logos, signs and photographic and/or audio-visual material registered by EVATHINK, S.L. without having previously agreed in writing the details of such use.

The Licensee agrees to: 1) Not to request the trademarks and signs of EVATHINK, S.L. as keywords in search engines; 2) Not to create websites or domains with the trademarks or signs of EVATHINK, S.L.; 3) Not to modify images or documents created by EVATHINK, S.L. for subsequent publication in its catalogues or Internet; and, 4) There is the possibility that EVATHINK, S.L.may authorise the creation of profiles in social networks, provided that the latter is the administrator. Likewise, the Authorised Party must undertake to transfer the access data to said networks, within a maximum period of 7 days or whenever EVATHINK, S.L. so requires. Likewise, EVATHINK, S.L. reserves the right to request the Authorized Party, at any time, to cancel the profile on the social networks.

The Licensee undertakes, at the request of EVATHINK, S.L., to remove all advertising, whether printed, digital or placed on the Internet, bearing EVATHINK, S.L. trademarks, logos, photos, data or signs, within a period of no more than 30 days.

8. PROTECTION OF PERSONAL DATA:

EVATHINK, S.L. in compliance with Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data and repealing Directive 95/46/EC (GDPR), with Organic Law 3/2018, of 5 December, on the Protection of Personal Data and the guarantee of digital rights (LOPDGDD); and Law 34/2002, of 11 July, on information society services and electronic commerce (LSSICE), informs that personal data will be included in files owned by the company, the purpose of which is the management of suppliers, clients, performance of contracted services, commercial monitoring of clients and other commercial communication actions.

EVATHINK, S.L. will not transfer this personal data to third parties, unless required by law or as a consequence of the legal relationship. Likewise, EVATHINK, S.L. informs that it does not plan to transfer them to a third country or international organisation. However, the owner of the data may, at any time, exercise their right to access their personal data, rectify or delete it, limit its processing, as well as the right to data portability, in the manner provided for by law; that is, by sending a communication to EVATHINK, S.L., to the following e-mail address info@evathink.com, enclosing a copy of their DNI/NIE/PASSPORT.

The data will be kept for as long as the collaboration is maintained, unless the owner of the data exercises his/her rights of control and, thereafter, for the time necessary to comply with any legal obligation or obligation arising from the pre-existing legal relationship.

9. CONFIDENTIALITY:

The parties agree that any information exchanged, provided or created by EVATHINK, S.L. will be kept strictly confidential. The Authorized Party («Buyer») may only disclose confidential information to those who need it and are previously authorized by the party whose confidential information is the subject of the disclosure. Confidential information is also considered to be: a) Information which, as a whole or because of the exact configuration or structuring of its components, is not generally known among experts in the relevant fields; b) Information which is not readily accessible; and, c) Information which is not subject to reasonable protection measures, according to the circumstances of the case, in order to maintain its confidential nature. All information sent to the Authorized Party is the exclusive property of the party from which it originates. Accordingly, it shall not use information of the other party for its own use without prior consent.

 

10. LANGUAGE:

The full text of the present General Conditions of Sale and Guarantee of EVATHINK, S.L., as well as the documentation derived from the same, have been established in Spanish and English, the Spanish version being the official and priority version for its interpretation.

 

11. DISPUTE RESOLUTION AND DETERMINATION OF APPLICABLE LAW:

Unless otherwise provided for in the applicable Consumer and User protection regulations, in the event of any dispute concerning the validity, execution or interpretation of these General Terms and Conditions, the parties undertake to resolve it amicably. However, in the event that the intervening parties do not reach an agreement through negotiation, they agree that any litigation, discrepancy, question or claim resulting from the execution or interpretation of the present General Conditions or related to them, directly or indirectly, will be definitively resolved through arbitration, within the framework of the Basque Court of Arbitration, with headquarters at Pº. Portuexe nº61 – 3º, 20018 Donostia – San Sebastián (Spain), which is entrusted with the administration of the arbitration and the appointment of the arbitrators, in accordance with its Regulations and Statutes, which will resolve by applying Spanish law.

Version: February 2024.