Zickel – General Terms and Conditions
General Terms and Conditions
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- General Provisions – Acceptance
Any purchase order issued by Zickel Engineering Ltd. (“Zickel”), referencing these terms and conditions (the “Order”) is a limited offer by Zickel to purchase from the supplier named in the purchase order (“Supplier”) the items described in the purchase order, under the terms of the Order and these terms and conditions (the “Terms” and together with the Order, the “Agreement”).
Acceptance of the Order shall be deemed given by Supplier upon the earlier of execution by Supplier of the Order, written confirmation of acceptance, shipment, or other performance of the Order within the Order validity period (if and as applicable).
The Order is expressly limited to the terms and conditions set forth herein and in the purchase order and is conditioned upon Supplier’s complete acceptance of the Order without modifications or additions.
- Delivery – Acceptance of Delivery
Supplier shall manufacture and deliver the goods and/or services at the time and prices specified in the Order (“Supply”). Stated time limits and quantity commitments are of the essence.
2.1 Zickel issues a blanket-agreement form including all commercial information other than delivery dates and quantities.
2.2 Actual shipment can be done only against a purchase order (order-release).
2.3 Supplier shall ensure that the first Supply may be executed within the agreed lead time.
2.4 Supplier shall maintain work-in-progress (WIP) as required.
2.5 If Zickel cancels part of the blanket agreement, Supplier shall be compensated for approved WIP costs.
- Modifications
Zickel reserves the right to change the volumes, delivery dates and/or nature of the Supply.
- Packaging and Documentation
Supplier shall package all goods adequately and provide all required documentation.
- Shipping
Unless otherwise specified, international sea shipments shall be FOB, air shipments FCA and domestic shipments DPU (Incoterms® 2020).
- Invoicing
Invoices shall include all information required by Zickel.
- Prices and Terms of Payment
Unless otherwise provided in the Order, prices are firm and payment terms are Net 90.
- Assignment, Factoring of Accounts Receivables
Supplier shall not assign receivables without prior written authorization.
- Warranties
Supplier provides a minimum 24‑month warranty and all additional warranties described in the Agreement.
- Discontinuation; Spare Parts
Supplier shall provide advance notice before discontinuing products and maintain spare parts availability.
- Intellectual Property
Ownership and licensing provisions apply as described in the Agreement.
- Confidentiality/Publicity
All information relating to the Order shall remain confidential.
- Indemnity and Insurance
Supplier shall indemnify Zickel and maintain the required insurance coverage.
- Termination
Zickel may terminate the Order under the circumstances described in the Agreement.
- Disputes – Governing Law
Israeli law applies and disputes shall be resolved in the competent courts of Tel Aviv.
- Governmental Laws and Contract Terms and Conditions
Supplier shall comply with all applicable laws.
Annex A – Quality Requirements
Includes quality requirements, traceability, ISO 9001 requirements, COC/COA documentation, subcontractor obligations, non-conforming product procedures, FAI requirements, key characteristics and statistical sampling.