Terms and Conditions of Sale

Last updated: 23 May 2025 Rev. 1.1

These Terms and Conditions (“Terms”) apply to all offers, orders, contracts, and invoices issued by SEA CIRCUIT S.L., Calle Blas de Otero, 25, Bajo, 48014 Bilbao, Spain, VAT B75398867. By placing an order, the customer (“Customer”) accepts these Terms unless otherwise agreed in writing.

Scope of Supply

SEA CIRCUIT provides technical equipment, components, and electronic parts, as well as services such as certification support, repairs, inspections, and technical assistance. The specific scope is defined in each order or agreement.

Orders

An order is considered accepted only upon written confirmation. SEA CIRCUIT reserves the right to reject any order without obligation to justify the refusal. Any verbal agreements must be confirmed in writing to be valid.

Prices and Payment Terms

All prices are stated in euros (EUR), exclusive of VAT, taxes, duties, freight, packaging, insurance, customs, and other applicable charges unless explicitly stated otherwise.

Unless otherwise agreed in writing, full payment is required in advance before any supply or service is provided. The Customer shall bear all associated bank charges, transaction fees, and intermediary costs.

SEA CIRCUIT reserves the right to withhold execution or delivery until full payment has been received and cleared.

Delivery Conditions

Delivery shall be made under the terms agreed upon between the parties (e.g., EXW, FOB, CIF, in accordance with Incoterms 2020). All delivery times are estimates and non-binding. SEA CIRCUIT is not liable for delays due to external factors such as supplier issues, customs, or transport disruptions.

Risk of loss transfers to the Customer as per the agreed delivery terms.

Provision of Services

Services are rendered with reasonable care and in accordance with applicable industry standards. The Customer shall provide access, information, and cooperation as reasonably necessary for service execution.

In the case of audits or certifications, the Customer is responsible for the accuracy and completeness of the information provided.

Warranty

SEA CIRCUIT S.L. provides a limited warranty of 6 (six) months for spare parts and 3 (three) months for service work, including repairs, maintenance, and inspections.

The warranty period starts from the date of delivery or service completion, whichever occurs first. This warranty is valid only if the products have been used in accordance with all applicable technical specifications, installation and operating instructions, and provided that any installation, commissioning, or repair work was carried out exclusively by SEA CIRCUIT S.L. personnel or third parties expressly approved by the company in writing.

The warranty does not cover failures caused by incorrect installation performed by unauthorized parties, normal wear and tear, misuse, improper storage or transport, or any unauthorized modifications or repairs. SEA CIRCUIT S.L.’s liability under this warranty is strictly limited to the repair or replacement of the defective item, at its sole discretion. If warranty service is required outside of Spain, the Customer shall bear all related travel, accommodation, logistics, and customs costs.

Warranty claims must be submitted in writing within seven (7) calendar days from the date the defect is discovered. Any return must be pre-approved and accompanied by a valid Return Goods Authorization (RGA) number issued by SEA CIRCUIT S.L.

Returns

Return requests must be submitted in writing within seven (7) calendar days of receiving the goods. Returns require prior written approval and issuance of a Return Goods Authorization (RGA) number by SEA CIRCUIT.

Returned goods must be:

  • In original packaging
  • In resalable condition

All return-related costs, including transport, packaging, insurance, customs clearance, and any other expenses, shall be fully and exclusively borne by the Customer, regardless of the reason for return.

A restocking fee of up to 25% of the item’s value may apply.

Force Majeure

Neither party shall be liable for failure to perform its obligations due to force majeure events, including but not limited to natural disasters, pandemics, strikes, transport disruptions, sanctions, or acts of public authorities.

All performance deadlines shall be extended accordingly.

Liability

SEA CIRCUIT’s maximum liability under any agreement shall be limited to:

  • The amount invoiced for the relevant goods or services, or
  • The coverage limit of SEA CIRCUIT’s applicable insurance policy, whichever is lower.

SEA CIRCUIT shall not be liable for any indirect, incidental, or consequential damages, including but not limited to loss of profit, downtime, penalties, or third-party claims, except in cases of proven willful misconduct.

Intellectual Property

All documentation, drawings, software, instructions, and intangible assets provided remain the exclusive intellectual property of SEA CIRCUIT.

Use, reproduction, or distribution without prior written consent is strictly prohibited.

Governing Law and Dispute Resolution

These Terms shall be governed by the laws of the Kingdom of Spain.

The parties shall attempt to resolve disputes through amicable negotiations. Failing that, disputes shall be referred to arbitration under the Bilbao Chamber of Commerce, conducted in Spanish or English and seated in Bilbao.

SEA CIRCUIT reserves the right, at its sole discretion, to alternatively submit any dispute to the competent courts at its legal domicile if deemed more appropriate to protect its legitimate interests.