STANDARD SERVICE TERMS AND CONDITIONS
All and any business undertaken by AZUMA ENGINEERING (S) PTE LTD (hereinafter called, “the Company”) is transacted subject to the conditions hereinafter set out each of which shall be deemed to be incorporated in and to be a condition of any agreement between the Company and its Customers.
2. Ownership of
Customers entering into transactions of any kind with the Company expressly warrant that they are either the owners or the authorized agents of the owners of any components, parts, assemblies, goods, products, materials and equipment (hereinafter called, “the Components”) to which the transaction relates and further warrant that they are authorized to accept and are accepting these conditions not only for themselves but also as agents for and on behalf of all other persons who are or may thereafter become interested in the Components.
3. The Customers are responsible for:
a) Any instructions given to the Company may in the absolute discretion of the Company be complied with by the Company itself, by its own servants performing part or all of the relevant services or by the Company employing or instructing or entrusting the components to others on such conditions as such others may stipulate to perform part or all of the services, repairs, reconditioning, works, and refurbishing (hereinafter called, “services”).
b) Warranting and bound for the accuracy of all descriptions, values and other purposes and they undertake to indemnify the Company against all losses, damages, expenses and fines arising from any inaccuracy or omissions, even if such inaccuracy or omission is not due to any negligence.
c) Any duties, taxes, imposts, levies, deposits or outlays of any kind levied by the authorities at any port or place for or in connection with the components and for any payments, fines, expenses, losses or damages incurred or sustained by the Company in connection therewith.
d) When components are accepted or dealt with upon instructions, to pay the freight, duties, charges or other expenses from the consignee or any other person if they are not paid by such consignee or other person.
4. The Company is responsible for:
a) The components whilst they are in its actual custody and under its actual control any loss or damage unless proven that it was due to the willful neglect or default of the Company or its own servants.
b) Subject to express instructions in writing given by the customers, the Company reserves to itself absolute discretion as to the means, route and procedure to be followed in the handling, storage and transportation of components. Further, if in the opinion of the Company it is at any stage necessary or desirable in the customers’ interests to depart from those instructions, the Company shall be at liberty to do so.
c) Without prejudice to the generality of the preceding sub-condition, the Company shall not in any event be under any liability for any delay or consequential loss or loss of market, however caused nor for any loss damage or expense arising from or in any way connected with the marks, weights, numbers, brands, contents, quality or description of any components however caused.
d) No insurance will be effected except upon express instructions given in writing by the customers and all insurance effected by the Company are subject to the usual exceptions and conditions of the policies of the insurance company or underwriters taking the risk. The Company shall not be under any obligation to affect a separate insurance on each consignment but may declare it on any open or general policy. Should the insurers dispute their liability for any reason the insured shall not be under any responsibility or liability in relation thereto not withstanding that the premium upon the policy may not be at the same rate as that charged by the Company or paid to the Company by its customers.
e) When instructions are given to deliver the components to a state address, place or person, any loss from a package or an unpacked consignment or for damage, deviation or discrepancy however caused, unless it can be proved of any willful neglect or default of the Company or its own servants.
f) Declaring the true nature and value for the services rendered to the components with the authorities for the purpose of shipping, declaration and documentation. Any other amounts, prices, costs and values of the components if not expressly instructed to include in the declaration or documentation, the Company is not obliged or liable for any claims or charges arising.
g) Where there is a choice of rates according to the extent or degree of the liability assumed by carriers, forwarders or others, components will be forwarded, dealt with etc…at customers’ risks or other minimum charges, and no declaration of value (where optional) will be made, unless express instructions in writing to the contrary have previously been given by the customers.
5. Storage and Warehousing:
Pending forwarding or delivery, components may be warehoused or otherwise held at any place or places at the sole discretion of the Company. If no forwarding instructions are received, after 1 year of “Free-of-Charge” storage of the components, storage and handling charge may be made to the customers at the prevailing rate.
6. Packing and Packaging:
Unless otherwise specified in our quotation all components for delivery where necessary shall be packed using plastic sheet, and if for shipment or freight the cost for packing and packaging the components with wooden cases, carton boxes, packing materials, etc… shall be chargeable to the customers.
Prices quoted are firmed and cannot be varied or discounted without the written confirmation from the Company. When a validity date is given for the acceptance, once lapsed the prices quoted are subject to revisions or changes without notice.
8. Technical Specification, Standard, Drawings, etc…
Except in works and services against customers’ detailed drawings and specifications, all descriptions, drawings, statements of dimensions and details submitted with the quotation are approximate, and are intended only to present a general description of the components. All quotations, drawings and descriptive matters remain the Company’s properties and copyright and are to be treated as confidential and are returnable to us on request. Under no circumstances shall these be communicated to competitors or be utilized in any way against our interests.
9. Time and place of Delivery:
The customers are obliged to notify the Company of the time and place for delivering the serviced components and the Company shall use its best endeavors to dispatch on the date given. Should dispatch be hindered by customers’ instructions or any cause whatsoever beyond a reasonable control including those caused by strikes, lockouts, fire, accident, defective material, a reasonable extension of time shall be granted.
All components are carefully inspected, and where practicable, submitted to our standard tests at our works before dispatch. If special tests or tests in the presence of customers or customers’ representatives or classification societies’ surveyors are required, these shall form the subject of a separated charge. All tests shall be made at the Company’s premises or works unless otherwise indicated in the order.
a) As the services provided by the Company are in all cases reconditioning, repairing, refurbishing and re-working of used or damaged components, the warranty shall only apply to components that have gone through the Company full reconditioning, repairing or refurbishing. In this respect, the warranty period are as follows:
- 1 year upon delivery
- 5000 Running Hours (Remarks: For claims pertaining to Running Hours, customer has to provide any form of evidence that will support claims that engine is running less than 5000 running hours).
b) The Company shall not accord warranty for selected scope of works or partial reconditioning, repairing or refurbishing unless specifically mentioned in the quotation or agreement.
c) The Company shall not warrant or guarantee any performance results of the customers’ equipment, machinery, plant, engine, assembly or fixture for the services components so fitted.
d) Prior to any warranty claims for faulty materials or workmanship to the serviced components, the Company shall be given the privilege to rectify the defects and when all avenues have been exhausted, any claims of faulty materials or workmanship caused by the willful neglect of the Company or its servants the liability shall be:
i. For total loss – the maximum limit is 3 times the contract service value of each component.
ii. For partial loss – the maximum limit is 1 time the contract service value of each component.
iii. In all cases, the customers shall be responsible to return carriage paid for the defective components to the Company’s premises or works.
e) Where the serviced components have been passed by the customers’ inspectors or classification societies’ surveyors, the Company shall not be held liable for any alteration except those which may not have been apparent to the inspectors or surveyors of such faulty material, welding, machining or chroming.
f) Where the serviced components are installed, assembled, used, fitted or commissioned with other materials, products, assemblies, components, equipment, parts, machines, engines, or plants by the customers’ representatives, servants or sub-contractors, any consequential damages of any kind or the breakdown of these items or the stoppage of operations, and/or the loss of income or goodwill, the Company shall not be held responsible or liable in whatsoever caused.
g) The Company shall not be responsible if manipulated or altered from the state of the components in which they were serviced. Warranty covering installation, fitting, assembling and commissioning of serviced components to the customers’ equipment, engines, machines or plants are to be specially arranged in writing
12. Loss or Damage in Transit:
When the customers have given specific instructions to deliver the components to the customers or customers’ representatives, servants, shipmasters, chief engineers, superintendents or agents as stated, once delivered and acknowledged it is deemed that the components were delivered in full and to the satisfaction of the customers.
13. Terms of Payment:
The standard terms of payment shall be 30 days net upon invoice or otherwise mentioned in each quotation sent to the customers.
14. Taxes, Fees, Duties and Other Charges:
a) Any taxes, fees, duties or charges paid on behalf of the customers, for purpose of importing and exporting the components to and from Singapore shall be chargeable to the customers.
b) Any lighterage, crane service, loading and unloading, stevedoring and handling charge at the port for the purpose of collecting or delivering the components shall be chargeable to the customers.
15. Amendments and Changes to the Original Contract Service:
Any amendments, alterations and changes to the original contract service of the components shall only be made and accepted in writing by both parties
16. Cancellation or Stoppage of Contract Service:
Any cancellation or stoppage to the original contract service by the customers must be accepted in writing by the Company, and when accepted the Company is entitled to claim for any part or partial completion of the works or services done to the components. If, for whatsoever the reasons, the customers wish to terminate the contract service and accepted in writing by the Company, the components shall be returned to the customers in the stage and conditions of the components at the time and date when the Company receives the writing cancellation or notice. If the Company is instructed to deliver or ship the unfinished or incomplete components back to the customers; all costs and charges as mentioned in clauses (6) and (14) shall be borne by the customers. In the same conditions the Company shall not be responsible or liable for any express or implied warranty for the unfinished or incomplete components.
Without prejudice to the foregoing conditions the customers undertake that they shall in any event indemnify the Company against all liabilities suffered or incurred by the Company arising directly or indirectly from or in connection with the customers’ instructions or their implementation or the service to the components, against any other parties claiming ownership of such components or by any persons interested in the components whatsoever and including.
a) Holding the Company harmless from any and all liabilities or claims to any persons, firms or corporations for damage to person or property arising out of or in connection with the use of the serviced components delivered hereunder, except for damage caused by the willful neglect or default of the Company or its own servants.
b) Holding harmless and to indemnify the Company for the components in its custody against any misrepresentation, unauthorized possession, infringement of patent, copyright and license committed by the customers.
18. Arbitration and jurisdiction:
Any differences or disputes arising from the meaning and interpretation of the terms and conditions herein contained shall be settled amicable by the parties concerned. If the parties cannot reach an amicable solution, it shall be referred to a single arbitration or to be preceded and govern by the Laws of Singapore and be within the exclusive jurisdiction of the Singapore Courts.
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