1.1 Any quotation, pro-forma invoice, price list orother similar document howsoever made or issued byAcktar (“the
Company”) is, unless otherwise expressly agreed in writing by the Company, made or issued subject to these Standard
Terms and Conditions of Sale. All other terms and conditions shall be excluded which shall include, without limitation, any
terms or conditions which a Purchaser purports to apply under any purchase order, confirmation order,
specification or other document.
1.2 These Standard Terms and Conditions of Sale apply to all the Company’s sales and any variation to these conditions
and any representations about the Goods shall have no affect unless expressly agreed in writing and signed by the
1.3 No Order resulting from any quotation, pro-forma invoice, price list, proposal or other similar document made or issued
by the Company shall be binding unless and until accepted in writing by the Company.
1.4 The language of the Company’s Standard Terms and Conditions of Sale is the English language. If these Terms and
Conditions of Sale are translated into another language, the English language text shall in any event prevail.
2 Prices and Payment
2.1 Prices are in the currency specified on the Companies offer document (Quotation, Price List, etc.)- Ex Works as per
INCOTERMS in force at the date the Order or Contract is made. All prices are net and no settlement discount is
2.2 All prices shall be exclusive of any Value Added Tax and all costs or charges in relation to packaging, loading,
unloading, carriage and insurance, all of which amounts the Purchaser shall pay.
2.3 In the case of deliveries to Purchasers in Israel, unless otherwise agreed in writing, accounts are payable not later than
30 days net from the date of invoice.
2.4 In the case of export orders, except as otherwise agreed in writing, payment shall be by an advance payment of 30%
and the remainder by an irrevocable Letter of Credit in US Dollars on a bank acceptable to the Companyand
confirmed in favor of the Company and payable on sight against shipping documents.
2.5 If the Purchaser fails to pay the Company any sum due pursuant to any Order or Contract, the Purchaser shall be
liable to pay interest to the Company on such sum from the due date for payment at the annual rate of 4% above the
base lending rate accruing on a daily basis until payment is made.
3 Specifications and Performance
3.1 The quantity and description of the Goods shallbe as set out in the Company’s quotation.
3.2 Any performance figures given by the Company are based upon the Company’s experience and are such as it expects
to obtain on test in its factory and shall be subject to reasonable tolerance limits. These are issuedor published for the
sole purposes of giving an approximate idea and anydeviations from such figures shall not be the basis of any claim
against the Company, except where specifically agreed, in writing, to the contrary.
3.3 All samples, drawings, descriptive matter, specifications and advertising issued by the Company and any descriptions
or illustrations contained in the Company’s catalogues or brochures are issued or published for the sole purposes of
giving an approximate idea of the Goods described in them. They should not form part of the Order or Contract.
Goods supplied by the Company are inspected and submitted to the Company’s standard tests before dispatch. Additional
tests may be carried out as agreed, in writing, at the request of the Purchaser and will be charged asextras.
The Purchaser shall be responsible for compliance with any legislation or regulations governing the importation of the
Goods into the country of destination and for the payment of any duties or taxes on them.
6.1 Unless otherwise agreed in writing by the Company, delivery of the Goods shall take place at the Company’s place of
business. The Purchaser shall take delivery of the Goods within 14 days of the Company giving it notice that the
Goods are ready for delivery.
6.2 Any dates specified by the Company for deliveryof the Goods are intended to be an estimate and the time for delivery
shall not be made of the essence by notice. If no date is specified, delivery shall be within a reasonable time.
6.3 If for any reason the Purchaser fails to acceptdelivery of any of the Goods when they are ready for delivery, or the
Company is unable to deliver the Goods on time because the Purchaser has not provided appropriate instructions,
documents, licenses or authorizations: a) risk in the Goods shall pass to the Purchaser (including forloss or damage
caused by the Company’s negligence); b) the Goods shall be deemed to have been delivered; and c) the Company
may store the Goods until delivery, whereupon the Purchaser shall be liable for all related costs and expenses
(including, without limitation storage and insurance).
6.4 The quantity of any consignment of Goods as recorded by the Company upon dispatch from the Company’s place of
business shall be conclusive evidence of the quantity received by the Purchaser on delivery unless thePurchaser can
provide conclusive evidence proving the contrary.
6.5 The Company shall not be liable for any non-delivery of Goods (even if caused by the Company’s negligence) unless
the Buyer gives written notice to the Company of the non-delivery within 7 days of the date when the Goods would in
the ordinary course of events have been received.
6.6 Any liability of the Company for non-delivery of the Goods shall be limited to replacing the Goodswithin a reasonable
time or issuing a credit note at the pro rata Orderor Contract rate against any invoice raised for such Goods.
6.7 The Company may deliver the Goods by separate installments and/or transshipments. Each separate installment
and/or transshipment shall be invoiced and paid forin accordance with the provisions of the Order or Contract.
6.8 Each installment and/or transshipments shall bea separate Contract and no cancellation or termination of any one
Contract relating to an installment and/or transshipments shall entitle the Buyer to repudiate or cancel any other Contract or installment.
6.9 Subject to the other provisions of these Standard Terms and Conditions of Sale, the Company shall not be liable for
any direct, indirect or consequential loss (all three of which terms include, without limitation, pureeconomic loss, loss
of profits, loss of business, depletion of goodwilland similar loss), costs, damages, charge s or expenses caused
directly or indirectly by any delay in the deliveryof the Goods (even if caused by the Company’s negligence), nor
shall any delay entitle the Purchaser to terminate or rescind the Order or Contract unless such delay exceeds 180
It is the customers responsibility to insure the goods sent to Acktar for processing , at their full replacement value,
against all accidental risks including fire, explosion, damage caused by natural events, earthquakes, burglary,
malice, collision, and breakage. It is the customers responsibility to ensure that the insurer waives all rights of
subrogation against Acktar for any insured damages covered by the customers policy. The customer agrees to hold
Acktar harmless and to free Acktar of any responsibility for damage which occurred and which should have been
covered by insurance as described above.
In the event that the Purchaser requests, and the Company agrees to, any variation to the Goods to be supplied or to the
terms of the Order or Contract which involves the Company incurring extra cost, or should the Company incur extra cost
owing to the suspension of work by the Purchaser’s instructions or lack of instructions, or for any other cause for which the
Company is not responsible, such extra cost may be charged by the Company at its then current rates and if so charged
shall be paid for by the Purchaser on demand.
9.1 Goods manufactured by the Company are warrantedin accordance with the Company’s Standard Terms ofWarranty.
9.2 Where the Company is not the manufacturer of the Goods, the Company shall endeavor to transfer to the Purchaser
the benefit of any warranty or guarantee given to the Company.
10 Intellectual Property and Copyright
The Company retains full ownership of all intellectual property including any inventions, designs and processes already
made or evolved in preparing the quotations, or resulting from any work carried out in the execution of any Order or
Contract and the Purchaser shall, except as specifically agreed to the contrary in writing, keep secret and procure that its
agents, employees and subcontractors shall keep secret any information relating to the Company’s products acquired under
the Order or Contract.
11 Passing of Property and Title
11.1 The Goods are at the risk of the Purchaser from the time of delivery.
11.2 Ownership of the Goods shall not pass to the Purchaser until the Company has received in full (incash or cleared
funds) all sums due to it in respect of: a) the Goods; and b) all other sums which are or which becomedue to the
Company from the Purchaser on any account.
11.3 Until ownership of the Goods has passed to thePurchaser, the Purchaser shall: a) hold the Goods on a fiduciary basis
as the Company’s bailee; b) store the Goods (at no cost to the Company) separately from all other goods of the
Purchaser or any third party in such a way that they remain readily identifiable as the Company’s property; c) not
destroy, deface or obscure any identifying mark or packaging on or relating to the Goods; and d) maintain the Goods
in a satisfactory condition and keep them insured on the Company’s behalf for their full price againstall risk to the
reasonable satisfaction of the Company. On request the Purchaser shall produce the policy of insuranceto the
11.4 The Purchaser’s right to possession of the Goods shall terminate immediately if; a) the Purchaserhas a bankruptcy
order made against him or otherwise takes the benefit of any statutory provision for the time being inforce for the relief
of insolvent debtors, or b) enters into liquidation(whether voluntarily or compulsory), or any proceedings are
commenced relating to the insolvency or possible insolvency of the Purchaser; or c) fails to observe or perform any of
his/its obligations under the Order or Contract or any other contract between the Company and the Purchaser, or d) is
unable to pay its debts or e) the Purchaser ceases to trade; or if the equivalent of any of the eventsdescribed above
under the law of any jurisdiction occurs.
11.5 The Company shall be entitled to recover payment for the Goods notwithstanding that ownership of any of the Goods
has not passed from the Company.
11.6 The Purchaser grants the Company, its agents and employees an irrevocable license at any time to enter any
premises where the Goods are or may be stored in order to inspect them, or, where the Purchaser’s right to
possession has terminated, to recover them.
11.7 Where the Company is unable to determine whether any Goods are the Goods in respect of which the Purchaser’s
right to possession has terminated, the Purchaser shall be deemed to have sold all goods of the kind sold by the
Company to the Purchaser in the Order or Contract in which they were invoiced to the Purchaser.
11.8 On termination of the Order or Contract, howsoever caused, the Company’s but not the Purchaser’s rights contained in
para 10 shall remain in effect.
12 Limitation of Liability
a) The Company’s total liability in contract, tort (including negligence or breach of statutory duty),misrepresentation,
restitution or otherwise, arising in connection with the performance or contemplated performance of the Order or Contract
shall be limited to the Order or Contract price; and b) the Company shall not be liable to the Purchaser for any pure
economic loss, loss of profit, loss of business, depletion of goodwill or otherwise, in each case whether direct or indirect or
consequential, or any claims for consequential compensation whatsoever (however so caused) which ariseout of or in
connection with the Order or Contract.
13 Force Majeure
The Company reserves the right to defer the date ofdelivery or to cancel the Order or Contract or reduce the volume of the
Goods ordered by the Purchaser (without liability to the Purchaser) if it is prevented from or delayedin carrying on of its
business due to circumstances beyond the reasonablecontrol of the Company including, without limitation, acts of God,
governmental actions, war or national emergency, acts of terrorism, protests, riots, civil commotion, fire, explosion, flood,
epidemic, lock outs, strikes or other labor disputes (whether or not relating to either parties workforce), or restraints or
delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials, provided that, if the
event in question continues for a continuous periodin excess of 90 days, the Purchaser shall be entitled to give notice in
writing to the Company to terminate the Order or Contract.
14.1 Each right of remedy of the Company under the Order or Contract is without prejudice to any otherright or remedy of
the Company whether under the Order or Contract or not.
14.2 If any provision of the Order or Contract is found by any court, tribunal or administrative body of competent
to be wholly or partly illegal, invalid, void, voidable, unenforceable, or unreasonable it shall to the extent of such
illegality, invalidity, voidness, voidability, unenforceability, or unreasonableness be deemed severable and the
remaining provisions of the Order or Contract and the remainder of such provision shall continue in full force and
14.3 Failure or delay by the Company in enforcing or partially enforcing any provision of the Order orContract shall not be
construed as a waiver of any of its rights under the Order or Contract.
14.4 Any waiver by the Company of any breach of, ordefault under, any provision of the Order or Contract by the Purchaser
shall not be deemed a waiver of any subsequent breach or default and shall in no way affect the other terms of the
Order or Contract.
14.5 The formation, existence, construction, performance, validity and all aspects of the Order or Contract shall be governed
by Israeli Law.
All communications between the parties about the Order or Contract shall be in writing and sent to theregistered office of
the addressee or to any address of a party set out in any document which forms part of the Order or Contract and shall be
deemed as having been received at a time in accordance with the normal time of transmission for the transmission method.
Acktar Standard Warranty
- 1. Subject to the following conditions Acktar warrant that at time of delivery and for a period of 12 months from the date of delivery to the Purchaser, all items will be free from defects in material and workmanship.
- Acktar coatings supplied as self adhesive tapes should be glued to the surface within 6 month from date of shipment.
- This warranty is extended to the original Purchaser from Acktar and is not transferable.
- At Acktar’s election, Acktar’s sole obligation under this warranty shall be limited to repairing, or replacing any item, which upon inspection and in the judgment of Acktar is defective in material or in workmanship, provided that Acktar is notified of any such defect or non conformance in writing within the warranty period.
- Acktar will not be responsible for the cost of repairs performed by anyone other than Acktar. This warranty will be cancelled for any items, which have been repaired by anyone other than Acktar.
- No items will be accepted for repair or replacementwithout the prior written authorization of Acktar. Upon such authorization, and in accordance with instructions of Acktar, items for which adjustment is requested shall be returned to Acktar for examination with all shipping and transportation charges, including brokerage and customs charges, prepaid by the Purchaser. Such items shall be packed in the original shipping container or in a manner substantially equal to the original packing used by Acktar.
- Acktar shall not be liable for a breach of any of the warranties if the Purchaser makes any further use of such items after giving such notice
- In the event that an item appears to have been damaged in transit, the Purchaser must immediately file a claim against the carrier.
- This warranty does not extend to any item that has been subject to misuse, neglect, accident, operation outside of the item’s maximum ratings, improper application, or use in violation of instructions furnished by Acktar.
- Returned items, which are found by Acktar to be within specifications, will be subject to a handling charge billable to the Purchaser.
- Acktar will be permitted upon request to observe Purchaser’s incoming inspection testing procedures at any time that is mutually acceptable.
- Purchaser will be notified by Acktar of items not covered by the Warranty and therefore not subject to adjustment. Unless disposition instructions as to such items are received from Purchaser within thirty (30) days of notification by Acktar, such items will be destroyed. If the Purchaser requests the return of such items or parts, they will be returned at the Purchaser’s expense.
- Except as to title, Acktar’s liability arising out of the supplying or use of these items whether or not within warranty, shall not in any case exceed the limitations herein stated, nor shall Acktar be liable for any general, special or consequential damage for any loss, damage, or expense directly or indirectly arising from the use or inability to use the items, or from any other cause.
- The entire warranty herein provided shall be the Purchaser’s exclusive remedy, and is expressly in lieu of and excludes all other warranties expressed or implied warranties of merchant ability and fitness for a particular use. In no event shall Acktar be liable to the Purchaser for damages, including but not limited to, all general, special,or consequential damages, all loss, damages, or expense arising out of or in connection with the use, loss of use (whether separately or in combination with any other equipment) or performance of the items, and damages from any other cause except as specifically provided for in this warranty.
- The Company’s total liability in contract, tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise shall be limited to the Order or Contract price; and the Company shall not be liable to the Purchaser for any pure economic loss, loss of profit, loss of business, depletion of goodwill or otherwise, in each case whether direct or indirect or consequential, or any claims for consequential compensation whatsoever -however so caused.
Handling, cleaning and Storage Instructions/ Rev.03
Acktar optical coatings consist of a thin layer composed of metal/metal oxide which is produced by
a proprietary vacuum deposition technique. Such coatings will retain their spectral and other
characteristics provided that the following rules are observed.
1. Protect the coated surfaces against mechanical impacts by solid objects.
2. Avoid local bending and rubbing of the coated substrate.
3. Avoid contamination of the coatings by powder-like or liquid substances which could seal
the porous structure of the coatings.
4. Avoid any contact of the coatings with active chemical compounds such as diluted and
undiluted mineral acids, alkalis, strong oxidizers and their vapors – even for short periods of
5. Use latex powder-free examination gloves when manual handling is necessary.
Removal of dust and other hard particles:
Use compressed dry air or nitrogen to blow off dustand other particles.
Cleaning with solvent:
Acktar coated parts are clean as delivered and normally do not require any cleaning. Coated
surfaces contaminated with organic substances, especially fats and oils, can be cleaned cautiously
using IPA, Alcohol, Diethyl Ether, Ethanol, Acetone, Ensolv or an equivalent solvent (not
1. In case of a local contamination:
• Immerse tissue paper or new clean cotton swab in one of the above mentioned solvents.
• Gently wipe the area until contamination removal iscomplete.
• Dry with hot air.
2. In case of large-area contamination (relevant only for coated parts, not for Acktar coatings
supplied as self adhesive tapes):
• Prepare a solution of one of the solvents mentionedabove.
• Dip the part in the solution for up to five minutes.
• Gently shake a couple of times while the part is inthe solution.
• Dry with hot air.
* Ultrasonic cleaning is also allowed, provided that the part is not subjected to mechanical
impacts by solid objects
Long term storage of the coated surfaces should be in a dry atmosphere.