Terms & Conditions

1. Scope

These Terms and Conditions ("Terms") govern the sale of products ("Products") by JCYARED ("Seller") to the buyer ("Buyer") for use in the industrial, construction, mining, and oil & gas industries. These Terms apply to all offers, quotations, sales contracts, purchase orders, and invoices issued by Seller, unless otherwise agreed to in writing by both parties.

2. Formation of Contract

A binding contract ("Contract") is formed only upon Seller's written acceptance of Buyer's signed purchase order or signed sales contract. Seller reserves the right to object to any additional or conflicting terms proposed by Buyer.

3. Payment Terms

  • Default Terms: Payment is due in full, upfront, prior to shipment (Ex Works - EXW) unless otherwise agreed to in writing by Seller.
  • Cash Discounts: Seller may offer cash discounts for early payments. Specific terms will be outlined in the quotation or sales contract.
  • Late Payments: If payment is not received within the agreed-upon terms, Buyer will be charged interest on the outstanding balance at a rate of three (3) percentage points above the prevailing market interest rate.
  • Payment Method: Payments shall be made in the currency specified on the invoice by wire transfer or another pre-approved method.

4. Delivery

  • Incoterms: Unless otherwise agreed in writing, all shipments will be Ex Works (EXW).
  • Delivery Lead Time: Delivery lead times will be provided in the quotation or sales contract and are estimates only. Seller shall not be liable for delays in delivery due to force majeure events beyond its reasonable control.
  • Delivery Acceptance: Upon receipt of the Products, Buyer shall promptly sign and stamp the delivery order, acknowledging good reception.
  • Claims: Claims for shortages, damages, or non-conforming Products must be submitted in writing to Seller within fifteen (15) days after signing the delivery order. Returns after this period may be subject to additional fees.

5. Inspection

Offers are made without the inclusion of third-party inspections unless explicitly agreed upon in writing.

6. Services

Offers exclude any service items unless explicitly included in the quotation or sales contract.

7. Price

Prices are subject to change without notice. The quoted price is the final agreed-upon price unless otherwise specified in writing.

8. Warranties and Disclaimers

Seller warrants that the Products will be free from defects in materials and workmanship for a period specified in the quotation or sales contract. Seller's sole liability under this warranty is limited to repair or replacement of defective Products, at Seller's sole discretion. Seller disclaims all other warranties, express or implied, including warranties of merchantability and fitness for a particular purpose.

9. Limitation of Liability

Seller shall not be liable for any consequential, indirect, incidental, or special damages, including lost profits or business interruption, arising from the sale or use of the Products, even if Seller has been advised of the possibility of such damages.

10. Intellectual Property

All intellectual property rights in the Products belong to Seller or its licensors. Buyer shall not infringe upon any such rights.

11. Force Majeure

Seller shall not be liable for any delay or non-performance of its obligations under the Contract due to causes beyond its reasonable control, including acts of God, natural disasters, labor disputes, government regulations, and wars.

12. Governing Law and Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of Ivory Coast, excluding its conflict of laws provisions. Any dispute arising out of or relating to the Contract shall be submitted to the exclusive jurisdiction of the courts located in Ivory Coast.

13. Entire Agreement

These Terms constitute the entire agreement between the parties with respect to the subject matter hereof and supersede all prior or contemporaneous communications, representations, or agreements, whether oral or written.

14. Amendment

These Terms may be amended only by a writing signed by both parties.

15. Severability

If any provision of these Terms is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall remain in full force and effect.

16. Waiver

No waiver of any breach of these Terms shall be construed as a waiver of any other breach.

17. Notices

All notices and other communications hereunder shall be in writing and shall be deemed to have been duly given when delivered personally, sent by certified or registered mail, return receipt requested, or sent by overnight courier.