1.1 Neste is Neste Eesti AS, registry code 10167511, address Sõpruse pst 155, 13417 Tallinn.
1.2. Client is the legal person that has concluded an agreement with Neste.
1.3 Party/Parties are jointly and individually Neste and the Client.
1.4 The Contract consists of these General Terms and Conditions for the Lubricants Web Shop.
1.5 Goods are the product/products sold by Neste, a list of which can be found in the Lubricants ‘E-shop’ on Neste’s homepage.
2. GENERAL PROVISIONS
2.1 The Contract applies to relations between Neste and the Client.
2.2 The Parties may also reach an agreement with the Client or the Client’s authorised representatives, regarding different or additional terms and conditions to those set forth in the Contract, via e-mail or another format that can be reproduced in writing (hereinafter Special Condition).
2.3 If a Contract condition is, in terms of its content, in conflict with the Special Conditions agreed upon by the Parties, then Special Conditions shall be applied.
3. CLIENT’S RIGHTS AND OBLIGATIONS
3.1. The Client has the right to purchase and authorise other individuals to purchase goods.
3.2 The Client or its representative (legal representative or authorised person) is required, upon the ordering and receipt of the Goods, to submit document(s) confirming the identity of the individual and their right of representation.
3.3 The Client is responsible for all of the transactions and operations performed by it and its authorised representatives.
3.4 The Client is required to immediately inform Neste about any changes to its information that is specified in the Contract.
3.5 The Client has the right to purchase Goods, paying for them in the form of an advance payment or within the payment deadline set forth by Neste.
3.6 The Client undertakes to pay for the Goods by the deadline for payment set forth in the invoice submitted by Neste. If there is no deadline for payment specified in the invoice, the Client undertakes to pay for the Goods by the date of receipt of the Goods at the latest.
4. NESTE’S RIGHTS AND OBLIGATIONS
4.1 Neste undertakes to ensure that the Client is provided with information regarding the Goods that is true and in conformity with the requirements.
4.2 Neste guarantees the conformity of the Goods transferred by it with the manufacturer’s specifications and technical terms and conditions.
4.3 Neste has the right to not issue the Goods to the Client, if the Client has arrears before Neste.
4.4 Neste has the right to cancel the payment terms and credit limit designated for the Client if Neste has reason to doubt the Client’s solvency.
4.5 Neste has the right to change the e-shop price list, without notifying the Client beforehand.
4.6 Neste has the right to ask the Client for feedback via e-mail or telephone, in order to determine the Client’s satisfaction in connection with the purchasing of the Goods.
5. TRANSFERRING OF GOODS. TRANSFER OF THE RIGHT OF OWNERSHIP AND RISK
5.1 The Goods shall be transferred to the Client at the Client’s delivery address in accordance with Neste’s delivery process.
5.2 When concluding the Contract it is presumed that the Client is concluding the Contract within its area of economic or professional activity. When accepting the Goods, the Client must immediately inspect the item or have it inspected.
5.3 In the event of non-conformity of the Goods to the terms and conditions of the Contract the Client must immediately notify Neste and provide a sufficiently precise description of the non-conformity of the Goods.
5.4 If the Client has, pursuant to the provisions of the Contract, notified Neste about defects present in the Goods, then Neste undertakes, within a reasonable period of time, to bring the Goods into conformity with the terms and conditions of the Contract or to replace them with Goods of equivalent specific characteristics.
5.5 The right of ownership to the goods being sold shall transfer from Neste to the Client following payment for the Goods.
5.6 The risk of the Goods being lost, destroyed, becoming unfit for use or damaged shall transfer to the Client after the Goods are transferred to the Client.
If the Client delays in paying for the Goods, Neste has the right to demand a penalty of zero point two (0.2) per cent of the invoice amount. Following the granting of an additional period of time for payment of the overdue amount, Neste shall have the right to terminate the Contract and to demand the payment of a contractual penalty by the Client in the amount of fifty (50) per cent of the price of the Goods.
7. RESOLUTION OF DISPUTES
If disputes should arise between the Client and Neste, the Client and Neste shall attempt to resolve such disputes via negotiations. If an agreement cannot be reached, then the dispute shall be resolved in Harju County Court in accordance with the legislation valid in the Republic of Estonia.
8. FORCE MAJEURE
8.1 Force Majeure is deemed to be an unforeseen circumstance that is independent of the Parties, such as war, natural disaster, export and import bans, etc., which hinders or make impossible the performance of obligations arising from the Contract.
8.2 In the case of the occurrence of Force Majeure, the Parties are required to notify the other Party to the Contract immediately regarding the occurrence thereof. The Parties to the Contract shall extend deadlines for the performance of obligations fixed in the Contract, for the period of time which the circumstances named in clause 8.1 last.
8.3 In the case of Force Majeure and other instances prescribed by law a breach of the Contract is excusable.
9. VALIDITY, AMENDMENT, AND TERMINATION OF THE CONTRACT
9.1 The Contract enters into force at the moment of signing by the Parties thereto and is concluded for a term of three (3) years.
9.2 The Contract ends upon an agreement between the Parties or unilaterally in the case of instances directly prescribed by law.
10. NOTICES BETWEEN THE PARTIES
Notices from one Party to the Contract shall be deemed to have been received by the other Party to the Contract if they have been sent via e-mail to the e-mail address indicated in the Contract and more than 1 working day has passed since posting, or a registered letter has been sent to the address indicated in the Contract and more than five (5) days have passed since posting, regardless of whether the other Party has accepted the registered letter or not.