1. Definitions
Buyer : The Buyer stated in the agreement/quotation who agrees to buy the goods from seller Seller : PT Raja Bearindo Aditama Goods : The items that the buyer agrees to buy from seller Quotation : Seller’s quotation for buyer which has specific term and conditions of goods and it is subject to change.
2. Orders
PT Raja Bearindo Aditama ( herein after called “RBA”) reserves the right to accept or reject any order received. Any changes, modifications or additional request by the buyer in relation to any confirmed order shall be subject to agreement in writing by seller and shall be the cost and expenses of the buyer. Until the seller accept the orders, the order does not apply as the reservation of the goods. Upon acceptance and confirmation by seller, the buyer shall not cancel any order confirmed by the seller unless agreed in writing by seller.
3. Prices
The applicable prices or costs are shown in the seller quotation and our prices are in IDR ( indonesia rupiah), unless otherwise agreed. All the price is exclude value added tax ( herein after called PPN) and should be borne by the buyer. Seller shall not under any obligation to assist buyer in any claim/refund of the PPN. Prices shall be calculated according to such quantity and weight, as is determined by RBA. The buyer may nevertheless show that the quantity and weight determined by RBA is wrong. Value added tax, shipping costs, freight insurance, customs duties and clearance duties and taxes should be borne by buyer, even if they are not itemized separately.
4. Payments
Unless the contrary is agreed upon writing, our payment term is 50% net payment upon seller’s confirmation and the balance should be paid before the delivery of the goods. All payment should be made in IDR ( Indonesia Rupiah) and must be effected free of charge for us. Bank charges, discount charges and collection charges shall be borne by the buyer. If the invoices remaining unpaid after the due dates, we are entitled to charge interest rate of 2% interest rate per month from the due date to the date of full payment. The buyer shall pay all costs and expenses incurred by the seller in connection with the collection of overdue account.
5. Goods Delivery
The delivery period is indicated on the order confirmation and RBA delivery period is in working weeks. The delivery period commences on the date of our order confirmation, however not before all the details of the order has been clarified and agreed for buyer and seller. In detail, not before the buyer has furnished all the documents, permits, technical drawings, and agreed down payment. If we are responsible for exceeding the delivery deadline, we shall nevertheless not be in default before the buyer has granted us an additional period for delivery of at least 4 working weeks and this period lapses without avail. Following this the buyer may rescind the contract/agreement. The buyer shall accept delivery of the goods where the quantity delivered to the buyer may exceed not more than five percent ( 5%) and shall pay for such surplus goods in accordance with the agreed applicable prices. Notwithstanding the quantity of the goods stated on the quotation, the buyer shall accept the delivery goods if the quality is shortfall by not more than five percent (5%). The seller reserves the right to deliver to the buyer such quantity of the goods to make up of shortfall within thirty (30) days after the first delivery. Where the buyer has paid for the goods in full and where there is a shortfall in the quantity of the goods finally delivered to the buyer, the seller shall refund the buyer the amount paid for undelivered quantity within thirty (30) days after the final delivery. Unless otherwise agreed in writing, all goods shall be delivered ex works RBA warehouse, Jakarta. If buyer do not take the goods within fourteen (14) days from the date of delivery, the seller may impose the storage charges of IDR 1,500/kg/day. The buyer has the right to inspect the goods at the point of delivery.Seller shall not be liable in any loss of trade and/or profit occurring to the buyer in the event of delivery of the goods being frustrated or delayed by strikes, riots, lockout, trade disputed, acts or restraints of governments, the imposition of restrictions on exportation, production delays, or from any other cause not within the control of seller. The goods shall be at buyer’s risk upon receipt of the goods at the point of delivery. The unloading of the goods should be done by the buyer at the point of delivery.
6. Custom made production
Where products are supplied by RBA according to the buyer’s requirement, specification, drawing, etc the buyer shall bear sold responsibility for the correctness of the said requirements and specifications. Any design, specification, material, method that is required by the buyer should be indicated in detail in the technical/production drawing. If there is no indication on the agreed technical drawing, RBA reserves the right to manufacture based on RBA standard and RBA is released for any claim/complaints.
7. Warranty
RBA warrants that the goods delivered to the buyer shall be free from manufacturing defect for the period of six ( 6) months from the date of delivery. The warranties are expressly conditioned upon the proper use of the Goods for their intended purposes and shall not apply to any goods which have been subject to unusual physical stress, misuse, abuse, accident, unauthorized alteration or modification after receipt the goods by buyer that is proved by signed delivery order. If any goods or part contains manufacturing defect during the warranty period, the buyer shall inform seller in writing of such defect with photographs of defective goods, application details and other detail information. No claim for defective goods will be accepted by seller within ten( 10) days from the date of delivery of the goods to the buyer. If the claim proves valid, RBA shall (i) repair such defective goods (ii) deliver to buyer equivalent goods replacing the defective goods or (iii) refund the buyer an amount equal to the applicable price of such defective goods.
8. Force Majeure
In the event of force majeure occurlike strikes, lockout, labor disputes, wars, blockades, insurrection, civil disturbances, acts of public enemies, lightning, earthquake, fires, explosions, storm, floods, landslides, washouts, arrests, any other event that is out of RBA control, etc, RBA has to inform in writing within 7 days of the day of the force majeure occur and RBA reserve the right to delay the delivery of the goods by maximum sixty(60) days from the letter issued and termination of the contract can be made by RBA without any further obligation.
9. Intellectual properties
The buyer acknowledges that any and all intellectual properties right used or embodied in or in connection with the goods, the drawings, brandand trade marks shall be and remain the sole property of RBA and the sale of the goods and or drawings does not give the buyer any ownership, interest or such other interest in or to such rights. The buyer shall indemnify RBA against all claims made against us, or against a firm called upon by RBA on the basis of industrial property rights or copyrights.
10. Applicable law
The legal relations between the buyer and RBA shall be governed exclusively by law of Republic of Indonesia. Any disputes arising out of or in connection with this term and conditions shall be settled by the Badan Arbitrase Nasional Indonesia ( BANI)that is located in Jakarta BANI conclusion is final and the costs shall be borne by buyer and RBA proportionally.