Unless otherwise explicitly agreed in writing, the conditions as set out below apply to each and every transaction for the sale of goods and materials and/or design services by ProjectGICS to a purchaser of Goods and/or Services.
These conditions shall apply to all orders placed with ProjectGICS by the purchaser. Acceptance by ProjectGICS of any order is conditional upon acceptance by the Purchaser of these conditions which shall override all other terms and conditions inconsistent herewith, whether expressed, implied or otherwise including terms, conditions or stipulations contained in the Purchaser’s purchase order or other form of writing or otherwise stipulated by the Purchaser and with are at variance with or additional to these conditions. The same shall not be binding upon ProjectGICS unless specifically accepted and signed by ProjectGICS.
- Risk of loss due to damage or destruction of ProjectGICS’s Products shall be the responsibility of the Purchaser after delivery to the carrier for shipment. ProjectGICS will select the shipper unless Purchaser requests a reasonable alternative. All orders are subject to acceptance by ProjectGICS.
- Purchaser shall not, at any time, directly or indirectly, use any intellectual Property of ProjectGICS, or engage or attempt to engage or assist any other Person to use any intellectual Property of ProjectGICS. Purchaser specifically undertakes and agrees that Purchaser shall not (and shall ensure that its Affiliates do not), “reverse engineer”, adapt, or modify the Products, the Spares or any parts thereof or their components, or make any attempts to do so whether for its own benefit or that of any third party, or assist any third party in doing the same, and hereby expressly waives any rights that it may have under applicable law in this regard.
- It is agreed and understood that all right, title and interest in and to the Trademarks are and shall at all times remain the exclusive property of ProjectGICS.
- Purchaser agrees to protect ProjectGICS and hold ProjectGICS harmless from any loss or claim arising out of the negligence of Purchaser in the installation, use of ProjectGICS’s Products.
- “Confidential Information” as used in this shall mean any and all technical and non-technical information including but not limited to legal and non-legal opinions, financial details, patent, copyright, trade secret, and proprietary information, techniques, sketches, drawings, models, inventions, know-how, processes, apparatus, equipment, algorithms, software, software programs, software source documents, Application Program Interface (API), designs, drawings, sketches and formular related to the products and services of ProjectGICS, and includes, without limitation, their respective information concerning development, design details and specifications, engineering, information and documentation.
- Governing Law: This contract shall be construed and interpreted in accordance with the laws of the Federal Republic of NIgeria and the courts of Enugu, Nigeria shall have exclusive and sole jurisdiction over this Agreement.
- Acceptance of a purchase order by ProjectGICS cannot be construed or implied to create an obligation on ProjectGICS’s part to accept, subsequent purchase orders for any of the goods and/or services.
- The prices of the Goods or Services are the current prices as displayed on the web site. However this price is inclusive of packaging and VAT; and exclusive of other duties and taxes, insurance, shipping etc. which may be charged as applicable.
- ProjectGICS reserves the right to adjust the price at any time.
- This Pricing is applicable for deliveries within Nigeria.
- Risk of damage to or loss of the Goods passes to Purchaser on delivery or, if the Purchaser fails to take delivery without good cause, at the time when delivery is tendered.
- Title to and property in the Goods does not pass to the Purchaser until ProjectGICS has received full payment of the Price and all other sums due to ProjectGICS from the Purchaser.
These Conditions and the documents referred to in them, set out the entire agreement between the Parties and supersede any prior written or oral agreement between them relating to the subject matter of the Contract and the Purchaser acknowledges that in entering into the Contract, it has not relied on any representation not expressly set out in the Contract.
- If any provision of these Conditions is held to be illegal, void or unenforceable the legality, validity and enforceability of the remainder of the Contract is not to be affected.
- Nothing in this contract excludes liability for fraud.
- No person (either legal or natural) who is not a Party has a right to enforce any term or condition of the Contract.
- All suspected fraud causes are handed directly to the relevant authorities without exception.
