General Conditions of Sale (GCS) of Duraco Ltée




Definitions


“Seller” means Duraco Ltée, a private company incorporated under the laws of Mauritius, with company file number C11764, having its registered office at Taylor Smith House, Old Quay D Road, Port Louis, Mauritius.

“Buyer” means any person or entity purchasing Products from the Seller.

“Delivery” means:


a) the collection of the Products by the Buyer (or its representative or carrier) from the Seller’s premises; or
b) where delivery is agreed, the handing over of the Products to the Buyer (or its representative) at the agreed delivery location.

“Products” means Water tank, Septic tanks, Rainwater tanks, Grease Trap, Manhole, GRP manhole cover or any other products supplied by the Seller.

“Working Day” means any day other than a Sunday or a public holiday under the laws of Mauritius.



Applicability & Acceptance


2.1. These General Conditions of Sale (“GCS”) apply to all quotations, orders, deliveries and invoices issued by the Seller.


2.2. By placing an order with the Seller, whether by purchase order, email,verbal instruction or any other written or electronic means, the Buyer is
deemed to have read, understood and unconditionally accepted these General Conditions of Sale.



Quotations & Order


3.1. Quotations are valid for 30 days, unless otherwise stated.


3.2. No order shall be binding unless confirmed in writing by the Seller.


3.3. Orders once confirmed cannot be cancelled or modified without the Seller’s written consent. In the event of cancellation or modification after confirmation, the Seller reserves the right to require the Buyer to pay the full quoted price for which the order was originally placed (and to retain any corresponding amount already paid).



Prices and Payment


4.1. Prices are exclusive of VAT and/or any other taxes, duties or levies which may, from time to time, become applicable, and which shall be borne by the Buyer.

 

4.2. Unless otherwise expressly agreed in writing by the seller, invoices are payable immediately upon issuance, and no products shall be delivered or collected until the relevant invoice(s) have been paid in full.

 

4.3. Payments shall be made in full, without deduction or set-off.

 

4.4. In respect of any amount not paid within thirty (30) days of its due date, the seller may charge late payment interest at a rate of two per cent (2%) above the MCB Prime Lending Rate from the expiry of such thirty (30)-day period until full payment. In addition, and without prejudice to any other rights, the seller reserves the right to withhold further supplies/deliveries and/or cancel any outstanding orders.



Delivery


5.1. Delivery dates are indicative only and time shall not be of the essence.

 

5.2. Where delivery has been agreed on a specific date or within a specified time range at a particular location and the buyer fails or is unable to take delivery of the products, at such date, time range and location, for any reason attributable to the buyer or the delivery site, including the absence of the buyer or its representative or where the premises do not permit the products to be delivered, the seller reserves the right to charge the buyer for any reasonable transportation, handling, waiting time, storage, re-delivery and related costs incurred as a result and may, at its option, treat the products as delivered for the purposes of this GCS. 

 

5.3. Where delivery has been agreed, the products shall be handed over to the buyer at the nearest point reasonably accessible by the seller ’s delivery vehicle (the “Accessible Point”). The accessible point shall be determined by the seller having regard to safety, practicality and vehicle access constraints and shall constitute the agreed delivery location for the purposes of these GCS. The seller shall have no obligation to move, carry, transport or handle the products beyond the accessible point. For the avoidance of doubt, the seller shall have no obligation to handle products inside buildings, up stairs, to upper floors. Any request by the buyer for additional handling or movement of the products beyond the accessible point may be accepted or refused at the seller ’s sole discretion and may be subject to additional charges.

 

5.4. The buyer shall take delivery of the products no later than two (2) months from the date on which the buyer is notified, whether in writing or orally, that the products are ready for delivery.

 

5.5 If the buyer fails to take delivery within the period specified in Clause 5.4, the seller may, without prejudice to any other rights:

 

  • 5.5.1. invoice the products in full;
  • 5.5.2. charge reasonable storage, handling and insurance costs from the date of notification until delivery or cancellation pursuant to clause 5.5.3; and/or

 

5.5.3. upon giving not less than five (5) working days’ prior written notice to the buyer, cancel the order in whole or in part, sell the products to any third party, and recover from the buyer any resulting loss.



Warranty and Inspection


6.1. The seller warrants that, at the time of delivery, the products:

 

  • 6.1.1. conform to generally accepted industry standards applicable to the products; and
  • 6.1.2. are free from apparent defects rendering them unfit for their normal intended use by reason of a defect in material, design or manufacture.

 

6.2. The buyer shall inspect the products within five (5) working days following delivery and shall notify the seller in writing within such period of any apparent defect, damage or non-conformity, which is reasonably discoverable upon inspection and which constitutes a breach of the warranty set out in Clause 6.1. failing such notification within the said period, the products shall be deemed accepted and no claim in respect of such matters under Clause 6.1 shall be admissible. 

 

6.3. The warranty set out in Clause 6.1 shall not apply to any defect, failure, damage or non-conformity resulting from, or contributed to by:

 

  • 6.3.1. any incorrect installation, handling, storage, transport, jointing, welding, maintenance or use;
  • 6.3.2. use in abnormal conditions or contrary to technical specifications, instructions, pressure ratings or intended purpose;
  • 6.3.3. normal wear and tear, gradual or natural deterioration, or damage resulting from environmental, atmospheric or storage conditions;
  • 6.3.4. use of the product for the storage or containment of any substance, liquid or material for which the product was not designed or specified.

 

6.4. The buyer shall bear the burden of providing sufficient evidence, acceptable to the seller, that:

 

  • 6.4.1. the products do not comply with the warranty set out in Clause 6.1; and
  • 6.4.2. such non-compliance is not attributable to any excluded cause under Clause 6.3.

 

6.5. Where, in the seller ’s sole discretion, the seller considers that the products are non-compliant with the warranty in Clause 6.1, the seller ’s sole obligation and the buyer ’s exclusive remedy shall be, at the seller ’s option:

 

  • 6.5.1. repair of the non-compliant products;
  • 6.5.2. replacement of the non-compliant products; or
  • 6.5.3. where neither repair nor replacement is reasonably available, refund of the purchase price paid in respect of such products.

 

6.6. The seller shall in no circumstances be liable for labour and transport costs relating to the removal, dismantling or replacement of products, costs associated with providing access for such removal or replacement, damage to property, loss of profit, loss of opportunity, business interruption, project delay costs, or any indirect, consequential, special, exemplary or punitive loss or damage. 

 

6.7. Any technical advice or assistance provided by the seller is given for information purposes only and does not create any liability on the part of the seller.

 

6.8. In addition to the warranty set out in Clause 6.1, the seller may offer a specific extended warranty for certain products (including water tanks) (the “Product Warranty ”). Any product warranty shall be governed by the applicable product warranty terms issued by the seller. Notwithstanding anything to the contrary, the seller ’s obligations under any product warranty shall be strictly limited to the remedies provided in the said product warranty terms, which shall constitute the buyer ’s sole and exclusive remedy under the product warranty, and no refund shall be due. Such remedies shall be performed within a reasonable timeframe having regard to the nature of the product, availability of materials and operational constraints. Except as expressly provided in the applicable warranty terms, all other provisions of these GCS, including the limitations of liability set out in Clause 8, shall continue to apply.



Risk and Retention of Title


7.1 Risk of loss of or damage to the products shall pass to the buyer upon delivery.

 

7.2 Title to the products shall remain with the seller until full payment of all sums due in respect of the products has been received.

 

7.3 Until title passes in accordance with Clause 7.2, the buyer shall:

 

  • 7.3.1 not resell, transform or otherwise dispose of the products;
  • 7.3.2 store the products properly, keep them readily identifiable as the seller ’s property, and maintain appropriate storage conditions; and
  • 7.3.3 insure the products against all risks.

 

7.4 In the event of non-payment on the due date, the seller may require the return of the products at the buyer ’s expense after a written notice of fifteen (15) days remains without effect, without prejudice to any other rights and remedies. 

 

7.5 If the buyer fails to comply with a request made pursuant to Clause 7.4, the buyer hereby authorises the seller, upon reasonable prior notice and during normal business hours, to enter the buyer ’s premises, or any other premises where the products are located, for the purpose of recovering the products, and shall provide the seller with all reasonable assistance for such recovery. The seller shall not be liable for any resulting damage arising from such recovery.



Limitation of Liability and Force Majeure


8.1 The seller shall not be liable for any indirect, immaterial or consequential loss suffered by the buyer, including loss of profit, loss of business, loss of opportunity, business interruption or project delays. Any claim arising from the use, resale or transfer of the products to third parties is expressly excluded.

 

 8.2 In any event, the seller ’s total aggregate liability in respect of any claim relating to the products, whether in contract, tort, negligence or otherwise, shall be strictly limited to the total amount actually paid by the buyer for the products giving rise to the claim.

 

8.3 Any claim relating to a ‘ vice caché’ which was not reasonably discoverable upon inspection shall be notified to the seller promptly upon discovery and in any event no later than six (6) months from delivery. The seller shall not be liable for any ‘ vice caché’ notified after the expiry of this period. For the avoidance of doubt no claim shall be admissible where the alleged defect results from any excluded cause set out in Clause 6.3.

 

8.4 The seller shall not be liable for any delay or failure to perform its obligations where such delay or failure is caused by a force majeure event, being any event beyond its reasonable control, including natural disasters, adverse weather, armed conflict, acts of terrorism, industrial action, governmental restrictions, supply chain disruption or any interruption of utilities, transport or communication networks.

 

8.5 If a force majeure event continues for more than thirty (30) days, the seller may terminate the affected order or contract by written notice, without liability and without the Buyer being entitled to any compensation.



No Return policy


Products sold are non-returnable once delivery has occurred. This is without prejudice to the warranty regime set out in Clause 6.



Confidentiality and Data Protection


10.1 All non-public, commercial, technical, financial or operational information disclosed by the seller to the buyer, whether orally, in writing or by any other means, shall be treated as strictly confidential. The Buyer shall:

 

  • 10.1.1 use such information solely for the purpose of performing the contract;
  • 10.1.2 not disclose such information to any third party without the seller ’s prior written consent; and
  • 10.1.3 implement appropriate measures to protect such information from unauthorised access, use, disclosure, alteration or loss.

 

10.2 Where the buyer receives any personal data from the seller in connection with the contract, the buyer shall:

 

  • 10.2.1 process such personal data solely for the performance of the contract;
  • 10.2.2 not transfer such data to any third party without the seller ’s prior written consent; and
  • 10.2.3 comply at all times with the requirements of the Data Protection Act 2017.

 

10.3 The obligations set out in this Clause 10 shall survive the termination, cancellation or expiry of the contract for an indefinite period. 

 

10.4 For the purposes of customer registration and order processing, the seller shall request and collect the buyer ’s personal details, including but not limited to identification number, full name and address. Such personal data shall be processed in accordance with the Data Protection Act 2017.



Severability


If any provision of this GCS is found to be invalid, illegal or unenforceable by any court of competent jurisdiction, such provision shall be deemed modified to the minimum extent necessary to make it valid and enforceable. If modification is not possible, the relevant provision shall be deemed deleted, but this shall not affect the validity and enforceability of the remaining provisions, which shall remain in full force and effect.



Governing Law & Jurisdiction


12.1 These GCS shall be governed by the laws of Mauritius.

 

12.2 Any dispute shall be subject to the exclusive jurisdiction of the Courts of Mauritius, unless arbitration is mutually agreed.