TERMS AND CONDITIONS
- Applicability: These terms and conditions of sale (“Terms”) are the only terms which govern the sale of goods (“Products”) by Gennex Technologies (“Gennex”) to the Buyer. These Terms supersede any other terms and conditions in any purchase order and other purported agreements or communications. Additional, modified or substituted terms and conditions must be made affirmatively in writing and published by Gennex in order be effective. Gennex’s acceptance of a purchase order by written acknowledgement or otherwise (even where such form of written acknowledgement purports to create or modify an agreement between Gennex and Buyer) and/or Gennex’ s failure to object to any additional or conflicting terms and conditions contained in Buyer’s purchase order or other documents shall not be an acceptance of such additional or conflicting terms and conditions nor a waiver or modification of the Terms. Buyer’s orders are binding upon the Buyer and shall cease to be binding on the Buyer when expressly rejected by Gennex. Only accepted orders shall be binding upon Gennex
- Delivery: All sales are EX Works (Incoterms 2010). The buyer will pick up purchased products from Gennex’ s warehouse. Delivery to Buyer’s site can be arranged however, the cost will be borne by the buyer and the request to Gennex for delivery must be made immediately (within 8 hours) after purchase is completed. Gennex may deliver in installments, each separately invoiced and the Buyer shall immediately inspect the Product, in the presence if the persons delivering the Product, and immediately notify Gennex in writing of any claims for shortages, defects or visible damage. If the Buyer does not notify Gennex within 48hours/2days of receipt, the Product is deemed to conform to the Terms and accepted by the Buyer. Shipment and/or delivery dates are merely estimate and failure of shipment and/or delivery by the estimated date will not constitute breach, grounds for charge back, setoff, or other damages or claims of damages.
- Payment: The Buyer shall make 100% deposit against the total Gross Value of the products purchased on the platform. All amounts due hereunder in Nigerian Naira, without setoff or deduction.
- Returns: All returns are subject to Gennex’s Returns policy. Gennex shall only accept returns based on obtained prior written consent and subject to the conditions of the returns policy.
- Custom-built and non-stock items are non-cancelable and non-returnable without Gennex’ s prior consent, which Gennex will not unreasonably withhold.
- For products that qualify for returns , the Product must be unused from the date of purchase, and returned within 48hours/2days from the date of grant of the consent.
- All such returned Products must be accompanied by a copy of the invoice, the Return Merchandise Authorization (RMA), and payment of a restocking charge in the amount of 10% of invoice value.
- Returned Product must not have been installed or connected to electrical power, must be in original packaging, and only full kits may be returned; no partial kits will be accepted.
- Buyer is responsible for proper packing to ensure safe return,
- Buyer is responsible for all freight charges associated with returning Products and Buyer assumes all risk in the return transport, including loss and/or damage.
- All returns are subject to Gennex’ s final count and inspection. All deposits are subject to total forfeiture for any reason at any time at the discretion of Gennex.
- Credit will not be issued for Products not returned as required in this section, or for damaged, used or obsolete Product, items with missing parts, or if the Product is received in a condition that prevents it being sold as new. Shipping and handling charges are not credited.
- Equipment Warranty
5.1 Gennex warrants that, upon delivery, the Equipment shall be free from material defects in design, material and workmanship.
The Customer acknowledges and agrees that Gennex is not the manufacturer of the Third Party.
Accordingly, if there is a defect in the materials and/or workmanship of any Third Party Equipment, the Customer shall be entitled to the benefit of any warranty and/or guarantee as is given by the manufacturer (or such other third party) to Gennex in relation to such Third Party Equipment (Manufacturer Warranty) to the extent that such Manufacturer.
Gennex shall have no liability under clause 5.1 above if:
(a) the defect arises (directly or indirectly) due to a Customer Default
(b) the Customer makes any further use of such Equipment after notifying Gennex of the defect in accordance with clause 5
(c) the defect arises because the Customer failed to follow the manufacturer’s oral or written instructions as to the storage, installation, use and/or maintenance of the Equipment or (if there were none) good trade practice;
(d) the defect arises as a result of any faults, errors or problems relating to the Customer’s PC, hardware, software, network, network setup or security, internet or telecommunications connection and/or any other similar problem;
(g) the Customer seeks to make use of the Equipment in a manner or for a purpose not otherwise agreed to by Gennex in writing.
(h) the defect arises as a result of a Force Majeure Event (directly or indirectly); and/or
(i) the defect arises as a result of fair wear and tear, willful damage, negligence or abnormal working conditions.
- Limitation of Liability: to the maximum extent permitted by applicable law, in no event shall Gennex’ s, or any affiliate of Gennex, total liability for any and all claims arising out of or related to the product or otherwise relating to the terms exceed the purchase price of the products which are the subject of the claim, whether or not such products have been installed or made part of an improvement to real or personal to the maximum extent permitted by applicable law, in no event shall Gennex or any affiliate of Gennex be liable under any legal theory or form of action (including but not limited to contract, negligence, strict liability in tort or warranty of any kind) for any indirect, special, incidental, consequential or exemplary damages (including but not limited to lost profits, labor, removal or installation costs, or cost of substitute goods) arising out of or related to the products or their delivery, or otherwise relating to this Terms. The Buyer further agrees that under no circumstance shall Gennex or any affiliate of Gennex be liable for any damages caused by late delivery.
- Compliance with Laws: Buyer represents and warrants that Buyer will comply with all applicable laws, regulations and Buyer agrees to maintain in effect all the licenses, permissions, authorizations, consents and permits that it needs to carry out its obligations in accordance with the Terms. Buyer further represents and warrants Buyer will not, directly or indirectly: (1) sell, export, re-export, transfer, divert, or otherwise dispose of Products to any destination, entity, or person prohibited by the laws or regulations of the Nigeria, or (2) use Products for any use prohibited by the laws or regulations of the Nigeria and/or your local jurisdiction.
- Termination: In addition to any remedies that may be provided under these Terms, Gennex may terminate the Terms with immediate effect upon written notice to Buyer, if Buyer: (i) fails to pay any amount when due in accordance with the Terms; (ii) has not otherwise performed or complied with any of the Terms, in whole or in part; or (iii) becomes insolvent, files a petition for bankruptcy or commences or has commenced against it proceedings relating to bankruptcy, receivership, reorganization or arrangement for the benefit of its creditors. Provided that the termination of these Terms shall not terminate the rights of Gennex with respect to any right or interest that has accrued prior to the termination.
- Force Majeure: Gennex and any affiliate of Gennex shall not be liable or responsible to Buyer, nor be deemed to have defaulted or breached the Terms, for any failure or delay in fulfilling or performing any term or condition of the Terms when and to the extent such failure or delay is caused by or results from acts or circumstances beyond the reasonable control of Gennex including, without limitation, acts of God, flood, fire, earthquake, explosion, governmental actions, war, invasion or hostilities (whether war is declared or not), terrorist threats or acts, riot, or other civil unrest, national emergency, revolution, insurrection, epidemic, lockouts, strikes or other labor disputes (whether or not relating to either party’s workforce), or restraints or delays .