General Terms of Sale
All Orders placed by the Customer and accepted by SAMM are subject to below mentioned Terms and Conditions:
Orders placed for all products and services seen on TELECOM Turkey Web Site (https://telecom.samm.com/) are accepted by SAMM Teknoloji ve İletişim San. Ve Tic. A.Ş. (shall be referred to as “SAMM” hereinafter) and TELECOM Premier Telecom Limited (shall be referred to as “TELECOM” hereinafter) in accordance with below mentioned sales terms and conditions (“Terms and Conditions”). Unless otherwise clearly specified in the sales terms for products and services procured by SAMM and TELECOM and without the written and signed approval of the authorized personnel of SAMM, other terms and conditions shall not be valid. All explanations belong to products and services forwarded to the Customer by some means or other or explanations given in TELECOM Turkey’s Web Site are not constitute a part of the Agreement between SAMM and Customer. Products that are offered for sale on the Web Site are not kept in stock by SAMM. In case provisions specifically determined as related to “Extended Range Products” in these Terms and Conditions regarding sales are contradicting with other provisions, then clearly specified provisions shall prevail. SAMM is the authorized logistics sponsor of TELECOM Firm in Turkey. TELECOM’s product line is being stocked in UK and USA, and SAMM is going to import ordered products in accordance with Turkish Law and customs legislation. In case it is required to apply a re-export procedure by the Customer, then Customer is liable to inform SAMM in written and liable to have SAMM’s written approval. All written notifications to be made to SAMM within the scope of this Agreement related to products shall be accepted from Gebze Organize Sanayi Bölgesi (GOSB İhsandede Cd. 800. sok, D:No: 802, 41400 Gebze/Kocaeli address or from firstname.lastname@example.org. Otherwise, Customer is going to be responsible for all kinds of problems that might occur. TELECOM is the supplier of the business that takes place between enterprises. TELECOM&SAMM website is not designed for consumers or private persons; website is designed for institutional customers; customers that are acting as Consumers shall be deemed to have accepted the Sales Terms and Conditions.
Product and service prices given in TELECOM&SAMM Turkey website are subject to regular update and changes. Current prices and information have to be acquired by applying to SAMM Teknoloji or by requesting a valid price offer from SAMM. Issued prices could not directly be used as Offers and VAT is not included in the price. VAT is going to be included in the shopping cart in accordance with the rates valid on the date of purchase. TELECOM and SAMM reserve the right to change prices at any time without giving any prior notice. All prices submitted by SAMM are going to be valid for ordered products including all delivery costs, customs expenses and other costs.
Customer should submit orders by using TELECOM’s stock numbers and with price units existing in a valid price offer made by SAMM. In case Customer submits a wrong product or product number or makes a duplicated order in its order, then provisions given in Article 12 of these Terms and Conditions shall be applied. To provide a suitable delivery period, orders have to be reached to SAMM within a reasonable period of time. (For more information, please refer to “Delivery” section.) TELECOM and SAMM reserve the right to reject doing business with a company or person. In addition to this, within a reasonable period of time following the receiving of the Order by SAMM, TELECOM and SAMM has the right to reject the Order by forwarding rejection declaration to the telephone, fax or e-mail address of the customer stated in the Order, whether payment of the Order is made or not. SAMM carries out the Orders according to requirements of the Customer and SAMM shall not deliver a different product other than the product ordered, unless a more current version is available and unless it is requested by the Customer in written. In case sufficient amount of ordered product are not available in the stock; in accordance with the request of the Customer, to complete the missing part SAMM is going to either cancel or postpone the Order to fulfill the Order with the products that might be available in the future from TELECOM’s stocks.
SAMM is targeting to realize the delivery of products in accordance with the orders of the Customer. Delivery options of the Customer specified in TELECOM&SAMM’s Turkey Web Site are covering the delivery of products to SAMM’s Gebze Office after their order from www.telecom.samm.com. Customer might select one of the delivery options given below: For orders via normal cargo from United Kingdom; in case an order taken by SAMM related to a product that is present in TELECOM’s stock prior to the weekly deadline (until 15.30 each Friday), then SAMM declares that the delivery is to be made within 7 to 10 working days under normal circumstances. There might be delays in delivery due to shipment or customs. Normal (from USA stocks) cargo (4 weeks): In case an order taken by SAMM related to a product that is present in TELECOM’s stock prior to the weekly deadline (until 15.30 each Friday), then SAMM declares that the delivery is to be made within (4 weeks) 20 working days under normal circumstances. There might be delays in delivery due to shipment or customs. For products stocked in UK Express cargo (1-3 workdays): In case an order taken by SAMM related to a product that is present in TELECOM’s stock prior to the daily deadline (until 15.30), then SAMM declares that the delivery is to be made within 1-3 working days under normal circumstances. There might be delays in delivery due to shipment or customs. Express cargo fees shall be paid by the Customer and these fees shall be reflected to the total amount of the Invoice. Date and periods for delivery declared by SAMM or specified in TELECOM&SAMM’s Turkey website are showing only an approximate schedule, SAMM is not responsible for the delays in delivery regardless of the name under which. Schedule foreseen for delivery is not constitute a basis for the sales relationship between parties. TELECOM and SAMM is planning the delivery of "Extended Range Products" in accordance with "projected delivery periods" issued in TELECOM&SAMM website. In case TELECOM would not be able to realize the delivery of “Extended Range Products” within projected delivery period in accordance with the request of the Customer, then SAMM is going to inform the Customer and shall offer alternative options. In case the total amount of orders related to “Extended Range Products” is less than 300,00 TL, then these orders are going to be subject to extra transportation and cargo handling expenses specified in the offer at the date of the order or issued on TELECOM’s website. It is not possible to cancel Orders placed for “Extended Range Products”. Customer should confirm the availability and delivery period of the product by communicating with SAMM’s personnel prior to placing an Order.
5.Inspection, Delay in Delivery and Non-Delivery
After the delivery, Customer is liable to have the products inspected in accordance with the provisions specified in Turkish Law of Obligations and Turkish Code of Commerce related to defects as promptly as practicable and Customer is also liable to make a notice. In case customer would not make a notice, then it is attested that products are being delivered in accordance with the Order, that there are no defects or deficiencies on products and that the Customer is accepted delivered products. Unless proven otherwise by the customer in written, waybills existing in SAMM’s records (including amounts) shall be accepted as material evidence. Optional rights detailed in the eye of law are solutions projected for the orders of products not delivered at all or delivered with defects or deficiencies or not delivered in accordance with Customer’s order. By some means or other SAMM shall not be held responsible for losses, costs (including legal fees), expenses, liabilities, injuries, profit loss (including contingent profit), business or economical loss, loss in value, damages, claims, allegations, lawsuits, court decisions and/or including but not limited to conditions that have been directly or indirectly originated from/to be originated from these reasons.
In case SAMM is not accepted giving credit to the Customer, then payment is going to be made simultaneously with the Order. By get in contact with SAMM’s sales personnel, Customers might obtain a credit opportunity based on related documents and in due form. Payments might be made via money transfer or credit card. For detailed information related to payments, Customer should get in contact with SAMM’s personnel.
Risk of loss or equipment damages are transferred to the Customer upon the delivery of products. Ownership of supplied products would not be transferred to the Customer until its price is paid completely or until the remainder of the debt (cash or funds) to SAMM is paid completely. Prior to the transfer of the ownership, in case Customer delays its payment; SAMM shall have the right to request the returning of all products immediately.
8.Continuity of Products and Availability in Stock
TELECOM has the right to stop the production of any product, without notifying in advance, or apply changes such as design modifications or supporting the availability of the product, during TELECOM Product Catalogue is valid and in use. Unless otherwise specified, any information given in TELECOM catalogues could not be referenced as information that belong to original documents issued by the manufacturer or could not be used as an original information source.
SAMM guarantees the free of charge repair or return the purchase price or replace the defective product in accordance with the preference of the Customer, in case the product is determined as defective in accordance with the provisions of Article 5 of this Agreement. Guarantee is subject to the period of warranty foreseen in the law for that product following the date of delivery of the product or in case a longer period is foreseen in written from time to time for the products specified by TELECOM, then guarantee is subject to making a written request to SAMM within that specified period of time. For the services taken from SAMM (specified in Article 13): In case the service provided by SAMM is defective, then SAMM guarantees to restore the service or provide the product free of charge, at its own discretion, within different periods of warranty emanated from the legislation specific to each product. This warranty begins with the commencement date of service to SAMM. In case a special service is required, then this service is subject to the written request realized within period of time specified by TELECOM and specified in the product description. These warranty terms are not valid for the wrong usage or usage without considering the usage instructions, or defects emanated from repairs or modifications made by the Customer without having the approval of SAMM and TELECOM. For the implementation of warranty terms, Customer should return products and products should be usable for SAMM to accept their return and products should be packaged in accordance with TELECOM's instructions. All Orders placed by the Customer and accepted by SAMM are subject to these Terms and Conditions: When Customer requests the return of any product, SAMM has to be notified in written. Products returned without a notification in advance might be rejected by SAMM and might be retuned back to the Customer, and expenses are going to be paid by the Customer. All products returned and accepted by SAMM shall become SAMM's property.
It is not advised to use products sold by SAMM in life support systems, surgical implantation, nuclear or avionics applications or in applications that might endanger systems or human beings in case of a defect of a component within the product. TELECOM and/or SAMM might not be held accountable by no means for the damages that might occur from the aforementioned usage.
SAMM shall not be held accountable for costs (including disbursements), economic loss, business or decrease in value, profits (including contingent profit), injuries, liabilities, expenses, direct or indirect losses, damages that might be emanated from the mistakes of agencies or subcontractors, or its employees may or may not related to a neglect or emanated from not providing information or recommendations (including SAMM’s technical personnel) or in accordance with allegations, claims, lawsuits or court decisions.
SAMM shall not be held accountable for;
- Any condition of the Order approved by SAMM or the written or verbal sales agreement between SAMM and the Customer;
- A legal liability of SAMM in accordance with the agreement between SAMM and the Customer or in accordance with the order approved by SAMM;
- A defect on products or services;
- The violation of Intellectual property rights; or
- Possible business losses, revenue or profit losses, punitive damages, economic losses that might occur due to a loss emanated from these Terms and Conditions, damages to the reputation or honor, contract or order losses, losses or damages formed directly or indirectly or due to conditions that might occur related to these or as a consequence of these.
12.Cancellations and Returns
Customer is not allowed to cancel orders accepted by SAMM. However; SAMM might give permission to cancellation request in written at its own discretion. In case of a partial cancellation of order, SAMM shall invoice the unit sales price difference of the related product between the delivery date and return date by comparing the amount of order. Customer could only be able to return the product to SAMM and might transform its receivables from SAMM to credit or might as for the return of receivables by completely realizing below mentioned conditions;
- Customer should take the written approval of SAMM by applying SAMM prior to the return of the product;
- Customer should make its return request within 15 days following the date of delivery of the product;
- Products could only be returned to SAMM as packaged, inside its original box, ready for sale.
- Products have to be delivered to SAMM as packaged in accordance with return and by using pre-paid cargo service.
In case products returned due to a reason other than “Warranty” conditions specified in Article 9, then return costs shall be reflected to the customer. This return policy is not covering calibrated products excluding software, products packaged for production, “Extended Range Products” and custom built products. In addition to these, the return of ESD sensitive devices whose protective cover is opened and original TELECOM ESD integrity is damaged shall not be accepted. (Such as, packages opened and then closed or packages that stapled to each other etc.) SAMM could not be held liable to losses and damages which might occur on products due to transit delivery of products or other products delivered by the Customer together with these products. In return operations carried out within the scope of the return policy, return costs shall be 30% of the invoice amount.
TELECOM is providing below mentioned services related to its products: REPAIR, CALIBRATION, SOFTWARE UPDATE, EPROM PROGRAMMING and other services that might be mutually accepted by parties; SAMM might offer a schedule in its offer for the realization of these services. However, SAMM is not going to be held responsible in case said schedule could not be applied. Product has to be free from physical and electrical damages and modifications excluding REPAIR service (excluding modifications specified in detail in documents provided with the product). Special provisions applied to repair, calibration, software update and eprom programming are as follows: REPAIR: REPAIR Service is depending on the availability of parts and in case product is not having excessive physical damages or electrical damages or not having any modifications, then repair service might be applied (excluding modifications specified in detail in documents provided with the product). In case an instruction is present in the repair information/questionnaire form, then usage instructions of the product have to be followed. TELECOM could only repair the product at its sole discretion or TELECOM might replace the product with another product. Software delivered with the product or created by the customer shall be deleted or destroyed against receipt. SAMM shall not be held responsible for the data residing in the software or for similar reasons. Customer’s data or programs residing in devices shall be deleted or destroyed. SAMM or TELECOM shall not be held responsible for this operation. Customer shall provide information and recommendation to SAMM related to these data or programs installed for the special requirements of the Customer. In case Customer would not provide said information or declines providing said information, then TELECOM and SAMM shall not accept the responsibility. Information offered to TELECOM or SAMM by the Customer or any operation or duplication made by TELECOM or SAMM would not violate intellectual and industrial property rights or other rights of any third party.
Force Majeure conditions are conditions that are not existed or foreseen at the date which these Terms and Conditions are signed or accepted, developed beyond the control of parties, making one of the parties or both parties impossible to partially or completely fulfill their liabilities undertaken with the Terms and Conditions of the Agreement entered into or making impossible to realize their commitments on time. Within the scope of these Terms and Conditions; natural disasters, epidemics, war, terrorist acts, uprising, provisions of the legislation, confiscation, strikes or lockout, important failures in production and communication facilities are being accepted as force majeure. Party that is being affected by the force majeure is liable to inform the other party immediately in written/via e-mail regarding the force majeure. During the force majeure parties would not be liable to the realization of their responsibilities. Both parties have the right to unilaterally terminate the Agreement in case force majeure conditions would last more than 15 (fifteen) days. Parties might exercise their termination rights without prejudice to other provisions of the Agreement.
15.Rights Specified in the Catalogue
TELECOM and its licensors are the owners of intellectual and industrial property rights given in TELECOM’s website and catalogues as well as stock numbers partially or completely and Customer hereby accepts, declares and undertakes that it is forbidden to duplicate these without having the written approval of TELECOM in advance.
16.Law Applicable and Jurisdiction
All orders placed by the Customer and accepted by SAMM are going to be executed in accordance with Terms and Conditions specified above and shall be interpreted according to Turkish Law. Parties accept the exclusive authority of Istanbul Anatolian Side Courts and Enforcement Offices.