Prishda Energy – Standard Trading conditions
All contracts for the sale of goods made by or on behalf of Prishda Energy (“the seller”) are subject to the following terms and conditions:
In these terms and conditions “CONDITIONS” means the terms and conditions and includes any special terms and conditions agreed in writing between the Customer and the Seller; “CONTRACT” means the contract for the sale of the
goods; “CUSTOMER” means the person so described in the order; “DELIVERY ADDRESS” means the delivery address stated in the order; “GOODS” means the goods described in the order; “Product” means any and all goods sold
by the Seller; “ORDER” means the Customer’s purchase order; “PRICE” means the price of the goods;
These conditions apply to all sales of the goods by the seller to the customer and shall apply in place of and prevail over any terms and conditions contained or referred to in the customer’s order or in correspondence or elsewhere or
implied by trade custom practice or course of dealing and any purported provisions to the contrary are hereby excluded. No variation of the terms of these conditions shall be binding upon the seller unless made in writing and signed by
a Director of the seller.
3. TERMS OF PAYMENT
Payment will be by credit card, PayPal or transferring the invoice amount to the bank account of the seller at time of order. In addition to payment of the price for the Product, Buyer also will pay all taxes applicable respecting the
purchase of the Product including possible additional costs of the selected payment. Tax exempt organizations seeking tax exempt transactions must obtain Seller’s approval in advance and submit requested documentation. Buyer is
responsible for all applicable shipping and handling costs. The seller shall be entitled at its discretion to give credit facilities to the customer in accordance with the provisions of Condition 4 below. Payment of invoices shall be made to
the seller in full (without any deductions or set off) not later than the seven days following the date of invoice.
4. CREDIT FACILITIES
4.1 The customer undertakes to supply all documents, information, including banking details and references that the seller reasonably requires to consider a credit application and warrants that the contents of all documents, information
and references to be so provided shall be true and correct.
4.2 The seller reserves the right to review the extent, nature and duration of the customer’s credit facilities at all times and reserves the right to withdraw such credit facilities at any time without prior notice.
4.3 Any extension of credit allowed to the customer may be changed or withdrawn at anytime.
4.4 If in the opinion of the seller the credit-worthiness of the customer shall have deteriorated prior to delivery the seller may require full or partial payment of the price prior to delivery.
4.5 The seller reserves the right to refuse to fulfil an order if the customer’s account is overdue for payment.
5. FAILURE TO MAKE PAYMENT
If the customer does not pay on the date specified above the seller shall be entitled, without prejudice to any other right or remedy it may have, to terminate this contract, cancel or suspend any further deliveries to the customer under
any order and/or charge the customer interest on the amount unpaid from the due date until payment is made in full plus 10% interest rate. Ownership of all goods does not pass until all monies has been paid in full.
Shipping and delivery dates are not guaranteed. Shipping dates are estimated on the basis of Seller’s immediate receipt of all information Buyer must furnish and the absence of delays, direct or indirect, resulting from or contributed to
by circumstances beyond Seller’s reasonable control. Seller will in good faith endeavor to meet estimated shipping dates, and seller will have the right to cancel backordered Product(s). Seller reserves the right to make multiple shipments
to fulfill an order. Seller reserves the right to withhold delivery of the Product(s) or cancel an order for Product(s) if Seller has reasonable belief that the Product(s) will be used for improper or unlawful purpose or activity or if a
transaction appears fraudulent. Seller will not be liable for any damages or losses arising out of or resulting from any delay in delivery of Product.
7. GOODS AND PRICES
Prices of the goods shall be those contained in the seller’s list prices from time to time. The seller shall have the right at any time on without or giving reasonable notice to the customer, to change its prices and/or to withdraw the goods
from the range of products offered by the seller.
8. RISK OF LOSS
Unless Seller expressly agrees in writing to other terms following acceptance of Buyer’s order for Product, Buyer assumes all risk of loss of Product upon Seller’s delivery of Product to Buyer’s designated address. Notwithstanding this
allocation of the risk of loss, the Product remains subject to Seller’s right to reclaim and stop the Product in transit.
9. WARRANTIES AND LIMITATIONS OF LIABILITY
Seller warrants that all Products will be substantially free of defects in material and workmanship for a period of time as designated in Seller’s then current warranty found in the “prishda.com” website; beginning on the shipment date
of the product to Buyer. This warranty is void if the Product is modified (e.g., used in custom pack assemblies), misused, altered, tampered with or are installed or use in connection with life sustaining or other medical or aviation
equipment or purposes or otherwise in a manner that is inconsistent with applicable specifications.
ALL OTHER WARRANTIES EXPRESS OR IMPLIED, WHETHER ORAL, WRITTEN OR IN ANY OTHER FORM, INCLUDING
WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, ARE EXPRESSLY EXCLUDED.
Seller is not liable for special, indirect, incidental or consequential damages, including loss, damage,
personal injury, or any other expense directly or indirectly arising from the use of or inability to use the Products, including loss of data. The sole and exclusive remedy under this limited warranty is limited to, at Seller’s option, Seller’s
repair or replacement of the defective Product or a refund of or account credit for the then-current purchase price for the Product.
10. RETURN POLICY
Buyer must inspect the Product upon delivery. If Buyer believes any Product is non-conforming or was shipped to Buyer in error, Buyer may reject the Product only by written notice to Seller. Buyer, at Seller’s election, must return any
defective Product to Seller, properly dispose of the defective Product, or make the Product available to Seller or its agents for inspection at Buyer’s place of business, if applicable. Buyer must request return authorization from Seller
prior to return of any Product. Buyer must provide such other information as Seller may reasonably request as to any defective Product(s). Seller’s liability for non-conforming Product will not exceed the price of the Product. Seller will
not be liable on any claim for non-conforming Product and Buyer must return Product to Seller, if requested, within 7 days of receiving the Product. Returns that do not meet these requirements may not be accepted or may be subject to
a return fee. See the “Warranty and Return Terms and Conditions” section of the “prishda.com” website for additional detail regarding Seller’s return policy.
11. FORCE MAJEURE
Seller’s failure to deliver Product due to circumstances beyond its reasonable control including acts of God, fire, flood, war, labor disturbances, Seller or raw material shortages and governmental regulation will not constitute an event of
default or breach of this Agreement.
12. RISK AND INSURANCE
The risk in the goods shall pass to the customer:
12.1 On delivery to the delivery address; or
12.2 When delivered into the possession or custody of a carrier, forwarding agent, warehouseman or other bailee or agent for the purpose of transmission to the customer whether or not such person is in contact with or instructed by the
seller and/or customer; or
12.3 When the goods are made available by the seller at its premises for collection by the customer or its agent whichever is earlier
12.4 The customer shall be responsible for taking out and maintaining appropriate insurance cover for loss or destruction to the goods after delivery takes place in accordance with these conditions.
Notwithstanding delivery and the passing of risk, property in the goods shall remain in the seller until the seller receives payment in full or on behalf of the customer of all sums (whether in respect of the goods or otherwise howsoever)
due owing or incurred. Property in the goods shall pass to the customer at the time when such payment is received from the customer by the seller (and not earlier).
Until property in the goods passes to the customer, the customer shall be the bailee of the goods for the seller and shall store the goods securely, safely and separately from the customer’s own goods or those of any other person and in a
manner which makes them readily identifiable as the goods of the seller. The customer shall ensure that the goods can be identified by a reference to corresponding invoice numbers. The seller’s consent to the customer’s possession of
the goods and any right the customer may have to possession of the goods shall cease at whichever is the earliest of the following events:
(i) If any sum (whether in respect of the goods or otherwise howsoever) is not paid to the
seller by or on behalf of the customer on or before the date when it is due;
(ii) If the customer not being a company, applies for an interim order or proposes a
voluntary arrangement with its creditors or does or fails to do anything which would entitle a petition for bankruptcy order to be presented;
(iii) If the customer, being a company, does or fails to do anything which would entitle any person to appoint a receiver of the whole or any part of the customer’s assets or
which would entitle any person to present a petition for an administration order or the
winding up of the customer.The seller may for the purpose of inspecting or recovering the goods enter upon any premises where they are stored or where the seller reasonably believes them to be stored.
14.1 The seller shall not be liable to the customer-
14.1.1 For shortfalls in quantity delivered unless the customer notifies the seller in writing of any claim for shortfalls in quantity within seven days of the date of the seller’s invoice for the goods;
14.1.2 For damage to or loss of the goods or any part thereof in transit where the goods are carried by the seller’s own transport or by a carrier on behalf of the seller unless the customer shall notify the seller of any such claim in writing
within fourteen days of the date of the seller’s invoice for the goods and in the case of goods all or any part of which are received damaged, unless the customer shall sign for them as damaged and shall immediately notify the seller of
the damage in writing. Goods returned under this condition and found by the seller not to be defective shall be returned to the customer at the customer’s expense and the customer shall in addition pay to the seller a handling charge
which shall represent 20% of the value of the price of the goods. Such charge is to cover the cost of testing of the goods by the seller.
14.1.3 For defects in the goods caused by fair wear and tear, abnormal conditions of storage or use or the application of any treatment or process whatsoever to the goods after purchase or any act, neglect or default of the customer or of
any third party;
14.1.4 For other defects in the goods unless notified to the seller within twenty-eight days of the date of the seller’s invoice for the goods.
14.2 Where liability is accepted by the seller under condition 14(1) the seller’s only obligation shall be at its option to make good any shortage or non-delivery and/or as appropriate to replace or repair the goods found to be damaged or
defective and/or to refund the cost of the goods to the customer.
14.2.1 The seller’s aggregate liability to the customer whether for negligence, breach of contract, misrepresentation or otherwise shall in no circumstances exceed the invoice value of the goods.
14.3 Subject to the foregoing all other conditions warranties and representations expressed or implied by statute, common law or otherwise in relation to the goods are hereby expressly excluded and the seller shall be under no liability
to the customer for any loss or damage or injury direct or indirect resulting from defective material, faulty workmanship or otherwise howsoever arising and whether or not caused by the negligence of the seller, its employees or agents
SAVE THAT the seller shall accept liability for death or personal injury caused by negligence of the seller.
14.4 The seller’s prices are determined on the basis of the limits of liability set out in this condition. The customer may by written notice to the seller request the seller to agree a higher limit of liability provided insurance cover can be
15. INSOLVENCY AND DEFAULT
15.1 If the customer enters into a deed or arrangement or commits an act of bankruptcy or compounds with its creditors or if a receiving order is made against him or if (being a company) an order is made or a resolution is passed for
the winding up of the customer (otherwise than for the purposes of amalgamation or reconstruction previously approved in writing by the seller) or if a receiver is appointed or any of the customer’s assets or undertaking or if circumstances
arise which entitle the court or a creditor to appoint a receiver or manager or which entitle the court to make a winding up order or if the customer takes or suffers any similar or analogous action in consequence of debt or commits any
breach of this or any other contract between the seller and the customer, the seller may without prejudice to any of its other rights under these conditions stop any goods in transit and/or suspend further deliveries forthwith and/or by
notice in writing to the customer terminate the contract.
15.2 In addition, the customer shall pay to the seller an amount equivalent to 20% of the value of the undelivered goods which were the subject of a previous order plus the value of the goods delivered and the cost of all labour accumulated
on unfinished goods. These costs form a genuine pre estimate of the damages which the seller shall suffer on termination of the contract by either party.
16. LEGAL COSTS
The customer shall pay all legal costs incurred by the seller in respect of any dispute arising between the parties under these conditions.