In this document the following words shall have the following meanings:
“Agreement” means these terms and conditions
“Buyer” means the organization or person who buys products/goods/items from the company;
“Company” means Black Pelican Limited and its subsidiaries or Trade names;
“Good(s)” means the articles/products/items to be sold by the Company to the Buyer.;
“VAT” means value added tax
Unless otherwise agreed in writing, these terms and conditions shall apply to the sale of Goods by the Company to the Buyer to the exclusion of all other terms and conditions relied on by the Buyer in negotiation or at any stage
Any variations to the terms and conditions shall be inapplicable unless agreed in writing by the Company.
The price of Goods is exclusive of VAT or any other applicable taxes. Any price quoted by the Company is based upon current prices ruling as at the date appearing on the quotation, but the actual price charged to the Buyer under the Contract shall be based upon such ruling price (less any discount allowed by the Company) as at the date of order and shall bear the cost of storage and insurance (if any) as per clause 11 under delivery.
Goods are sold as is and should not be construed to include any other Good or installation material. Any description given or applied to the Goods is given by way of identification only and use of such description shall not constitute a sale by description. Goods not in stock will require four (4) weeks for airfreight and 14 weeks for sea freight (after payment confirmation) unless otherwise advised in writing. Invoices are valid for 15 days from the date of issue and Goods will only be reserved upon receipt of 80% of invoice value and 20% balance shall be payable upon confirmation of arrival of the Goods in our warehouse irrespective of the Buyer’s readiness to receive delivery of the goods. A sale is deemed to be made when the full purchase price less discounts (where applicable) is paid. The deposits paid towards the purchase of any Good does not in any way guarantee the availability or continued availability of such goods. Retail customers are responsible for ensuring that all goods are paid for in full, 3 business days before delivery. Payment must be by cleared funds to avoid delay in receiving the Goods. The Seller shall not be bound to give up possession of the Goods until it shall have received payment in cleared funds. Accordingly if the Buyer fails to make any payment on due date then, without prejudice to any other right or remedy available to the Company, the Company shall be entitled to cancel the Contract or suspend any further deliveries to the Buyer
Unless otherwise agreed in writing, delivery of the Goods shall take place at the address specified by the Buyer and the Buyer shall make all arrangements necessary to take delivery of the Goods whenever they are tendered for delivery. The endorsement of the delivery note constitutes an affirmation by the Buyer that the Goods have been inspected and deemed to be in good condition at the time of delivery. Any subsequent claim to the contrary howsoever arising shall not be accepted by the Company. Deliveries to Customers' sites are to the ground floor of such locations only. Neither the Company nor its member of staff shall take goods beyond the ground floor nor be liable for any damage to the Goods as a result of it being transported beyond the ground floor. Delivery shall be made only upon full payment of purchase price except otherwise agreed in writing. The Client shall bear all costs and risks of destruction, loss or damages to the Goods from the moment the Goods are delivered to site or other agreed location and at the Client’s disposal, unless such loss or damages is attributable to the negligence of the Company or its employees. The Company is entitled to deliver all or part of the goods in advance of stated delivery date, after full payment has been made, or within a reasonable time not exceeding three (3) months after the agreed delivery date, failure to deliver without justifiable cause shall entitle the Buyer to either repudiate the sale and demand for a refund of any deposit made to the Company. Should the Buyer refuse to receive all or part of the Goods delivered at the Buyer's designated site, the Company may, at its discretion, require compliance with the contract, or declare said contract terminated in full or in relation to the rejected goods. Irrespective of the option selected, the Company maintains the right to claim compensation for damages and may set off such compensation against any monies due from it to the Buyer. Delay in delivery of any items, either in whole or in part, does not constitute justification for the delay or suspension of payment for the items already ordered. For the avoidance of doubt, payments for all items ordered are due no later than 30 days after the issuance of invoice and not conditional upon delivery. Any time or date stated on a written quote or order, or given verbally, is given as an estimate only. Time for delivery of the goods shall not be of the essence unless previously agreed in writing by the Company. In a case the Company is not engaged for the installation, Buyers are advised to only commit to an installation schedule once the goods have been received and checked. The company shall not be liable for any costs or other losses incurred by the Buyer, their agents or any other third party due to an installation schedule committed to by the Buyer prior to the items being received and checked. Any failure to take delivery by the Buyer shall be deemed to be a breach of the Contract. Signature of any note by an agent, employee or representative of the buyer shall be conclusive proof of delivery. The Buyer must within 48 hours of delivery inspect the goods and immediately advise the Company of any damage for investigation. Quantities of goods supplied should be confirmed at point of delivery; subsequent claims for shortages will not be accepted. Risk of loss or damage to the items passes to the Buyer when the Goods are accepted by the Buyer, or the Buyer's representative or agent. The Buyer agrees to accept delivery within 3 months of the order being fully available. In the event of the Buyer not accepting the goods within this period, the Company reserves the right to charge storage and insurance of the goods at the rate of 2% of the total order value per month or part thereof. The Client shall ensure the provision of adequate security for all Black Pelican Limited/IL Bagno (the “Company”) employees assigned to deliver and for the products delivered to the Site. The client shall be liable for any harm done to the employees of the Company due to the failure of the Client to provide security on the Site. Notwithstanding that the Company is carrying out product installations at the Site, the Company shall not be held responsible for any loss or theft of the said products already delivered to and in the custody of the Client at the Site.
Mobilization to site shall be within 5 days after full payment of invoice value with prejudice to the delivery condition.
Variation arising from additional scope of work not ascertained during initial inspection shall result in a revised scope of work and may attract additional charges. Our team will not install any Good not supplied by the Company and we shall not be responsible for the work done by any other entity. Where the Company undertakes to carry out installation and charges a fee, the fee is exclusive of the cost of preparing the site for installation except it is expressly stated otherwise by us in writing.
RETURN OF UNUSED PRODUCTS
Except as otherwise provided herein, there shall be no cash refund for unused Goods. Store credit, as may be authorized by a representative of the Company, may be extended where the Goods are returned unused, undamaged and in original state of delivery. Where the Company agrees to accept the return of undamaged Goods. the Buyer shall be responsible for the cost of carriage to the Company's location. Except as otherwise provided herein, Goods returned within 3 months of purchase will attract a restocking fee of 30%. Returns after 3months will not be accepted. Specially discounted products or products bought under a promotional sale cannot be returned.
Bathroom Furniture and Shower Enclosures whether ordered specifically for the client or otherwise, cannot be returned. Goods supplied without packaging must be in a resalable condition. Refunds will not be made for goods that show signs of attempted installation, whether or not in original packaging. Returns are accepted at the sole discretion of the Company.
ABBREVIATIONS USED IN PRODUCT DESCRIPTION
| FLOOR STANDING
| FRONT PANEL
| SIDE PANEL
| WALL HUNG
| WASH BASIN
| WASH TOP
| WITH OUT
On the occurrence of any Event of Force Majeure including but not limited to act of God, war, strike, lock out, insurrection, labour disputes, or any form of uncontrollable restriction among other things, the Company shall have the right to suspend or restrict delivery of the Goods without being liable to the client for late delivery or breach of contract. Where the delay persist for such time as the Company considers unreasonable, it may without liability to the Buyer, terminate the contract
Warranty period varies from 1-10 years depending on the brand and the nature of the goods. The Company will advise Buyer in each case of the length of the applicable warranty. For electronic products, the warranty shall not be applicable to faults, malfunctions and missing elements of Goods resulting from improper use and/or maintenance of the Goods (e.g. not using recommended Uninterrupted Power Supply) which is different from what is provided for in the instruction manual. Warranties shall apply to electrical Goods only where the Company or any of its associated companies undertakes installation of the goods or Goods. The liability of the Company is also subject to compliance by the Buyer with all the terms contained in this contract. The Company shall, in relation to the Goods and Services, have no obligation to the Buyer, other than the express obligations contained in these conditions or in any other document expressly incorporated in writing into the Contract. Accordingly, it shall be for the Buyer to insure against any liability arising from the performance of the Services and from its use of the Goods.
ASSIGNMENT AND SUB CONTRACT
This Agreement is personal to the Buyer and the Buyer shall not be entitled to assign charge or otherwise deal with this Agreement in any way.
GOVERNING LAW AND JURISDICTION
These terms and conditions do not affect the buyer’s statutory rights. The construction, validity and performance of terms of this Agreement are governed by the laws of the Federal Republic of Nigeria. The Buyer also agrees to the exclusive jurisdiction and venue for all disputes related to this Agreement to be held in the Court of law of the Federal Republic of Nigeria.