You can choose the one that best suits your personal needs. This shall not apply if a fixed price is agreed. In the event that any of the Merchant or its employees irreparably damages or loses the Device or any of its accessories during the subsistence of this Agreement, Careem shall replace the same and the Merchant shall be charged for the cost of replacement; The NHS terms and conditions are for the use of NHS bodies procuring goods and services from commercial organisations. VIII. 1. a) for a breach of a material contractual obligation through no wilful intent or gross negligence, our liability is limited to the typical foreseeable damage. 8.2. Neither party shall have, or represent itself to have, any authority to bind the other party or act on its behalf. The Careem Platform and the Merchant Application and all rights therein are and shall remain Careem’s property or the property of Careem’s licensors. Before being onboarded onto the Careem Platform and/or fulfilling any Orders, the Merchant must provide up-to-date and accurate Information to Careem including, but not limited to, itemized lists of Goods and their availability, description of Goods and attributes (weight, volumes, etc. In the event that we perform any loading and/or discharging under individual contractual provisions, such services shall be performed under the General Freight Handling and Transportation Regulations (ADSp) of the forwarder or carrier that apply to the respective shipment or transport. fail to take delivery of the Goods, the Company shall be entitled to invoice the Purchaser for the Price at any time after the Company has tendered delivery of the Goods (or as the case may be) after the Company has notified the Purchaser that the Goods are ready for delivery. Indemnity. We will be in default only upon the expiration of a reasonable grace period of no less than 15 business days set by the Orderer. Price 7. In the case that we provided incorrect consulting that is not invoiced separately and/or furnished information in breach of our obligations, without delivering any goods in connection with the consultation or the information, or without the consultation or the information constituting a defect of goods delivered by us (Article  459 of OZ), any claims based thereupon shall expire within one year from the date of statutory commencement of limitation. These Terms and Conditions and the Enrollment Agreement shall hereinafter be referred to as the “Agreement”. The Goods 5. If the buyer is in default with acceptance or in arrears, the risk of accidental loss or deterioration of the goods passes to him. In the event that one or several of provisions set out herein-above are invalid, partly invalid, or excluded under a special agreement, the validity of the remaining provisions shall not be affected. 10.1 Choice of Law. Notification of such price changes is given no later than four weeks prior to the effectiveness of the new prices. If the goods are shipped on Euro pallets, the latter will be billed to the Orderer; carriage free return shipments of the Euro pallets in undamaged condition to one of our plants/distribution centres, will be refunded by credits less an administrative charge to be individually agreed. 4.19. 5 DELIVERY 5.1 The date of delivery specified by the Supplier is an estimate only. “Parties” means Careem and you; 4.5 In the event the Goods delivered by the Seller do not conform with the Order whether by reason of not being of the quality or in the quantity or measurement stipulated or being unfit for the purpose they are required, the Buyer shall have the right to reject such goods within a reasonable time of their delivery and inspection and to purchase the Goods elsewhere and to claim for any additional expense incurred … Merchant will accept all Orders placed by Customers within two minutes of the Order appearing on the Merchant Application and, in the event that the Merchant fails to do the same, the Merchant’s ranking on Careem’s customer-facing application for provision of the Services may decline and a higher expected delivery time may be shown to Customers for the Merchant. Definitions and Interpretation 3. DISCLAIMER. 8.3. In the case of deliveries outside Slovenia, other country-specific dues and charges may be added. 1 to 3, shall not apply to the limitation of claims based on injuries to life, the body or health, or to the limitation of claims under the Slovenian product liability regulations and on the grounds of defects in title of the goods delivered by us that pertain to a third party’s right. 1 Definitions In these general terms and conditions, the terms set forth below shall have the following meanings: Any rights not expressly granted herein are reserved by Careem and Careem’s licensors. If no such date is specified, delivery shall take place within a reasonable time from the date of transaction or agreement. Please read these Terms and Conditions carefully. Contractual Relationship DEFINITIONS; In these purchase order terms and conditions, all references to “the Contract” are to the contract between Buyer and Supplier of which these conditions form part, all references to “Buyer” are Innovix Distribution Pte. If any provision of this Agreement is held to be illegal, invalid or unenforceable, in whole or in part, under any law, such provision or part thereof shall to that extent be deemed not to form part of this Agreement but the legality, validity and enforceability of the other provisions in this Agreement shall not be affected. In the case that the Orderer is in default with calling, accepting, or collecting the goods or services, or if the Orderer is responsible for a delay of the shipment or the service of the goods, we are entitled without prejudice to any other claims, to demand payment of a flat-rate in the amount of the usual local storage charges, regardless of whether the goods are stored in our facilities or those of a third party. 6.1. Merchant shall Process any Personal Information received from Careem or any Customer in accordance with Applicable Law and only for the purposes of discharging its obligations under this Agreement. On the delivery of the Device by Careem to the Merchant, the Merchant will be required to acknowledge the receipt of the Device in writing by executing an Asset Handover Form in the format annexed to the Agreement, and the cost of the Device will be charged to the Merchant pursuant to the terms of the Enrollment Agreement; The Merchant agrees that it will treat all information concerning this Agreement and the Enrollment Agreement (including their respective terms), Careem and its Group, the Careem Platform and all information concerning Customers which has been provided to it pursuant to the terms of this Agreement as confidential information (“Confidential Information”) and will not, except as provided in this Agreement, disclose, use or permit the disclosure or use of such information to any third party. These Terms and Conditions constitute a legally binding agreement together with the Enrollment Agreement between you, whether personally or on behalf of an entity, acting as a provider of the Goods (the “Merchant” or “you”) and the Careem Legal Entity as stated on the Enrollment Agreement (“Careem”). The Merchant will contact the Careem customer care team immediately – and before accepting the Order — if an Order cannot be processed as requested by the Customer or to clarify the details of an Order; 2.2 "Delivery Date" means the date or dates specified in the Purchase Order by which the Supplier is required to deliver the Work. 7.5. The proceeds from such exploitation will be credited to our accounts receivable from the Orderer, less reasonable exploitation costs. If the aforesaid breach of obligations constitutes a defect (Article  459 of OZ) in the goods delivered by us in connection with the consultation or the information, the resulting claims shall be subject to the terms of limitation provided for under Nos. NEITHER CAREEM NOR ITS AFFILIATES GUARANTEE THE QUALITY, SUITABILITY, SAFETY OR ABILITY OF CUSTOMERS. 1.1 The General Terms and Conditions (the “Conditions”) set forth herein shall apply exclusively to all sales and deliveries of products (the “Product”) from Glamox AS and any of its subsidiaries (the “Supplier”) to … In such case, the Merchant will be responsible for any and all issues and costs associated with any delayed deliveries, including costs associated with compensating the Customer; 3.3. Upon the return of the Device along with all accessories by the Merchant, Careem and the Merchant will be required to acknowledge the transfer of the Device in writing as instructed by Careem; The application of the provisions of the UN Convention on the Contracts for the International Sale of Goods (CISG – UN Purchase Law) is excluded. Merchant is responsible for monitoring (through the Merchant Application), providing and maintaining up to date and accurate Information at all times. In the event that this Agreement expires or is terminated for any reason, Merchant will no longer be entitled to access and/or use the Careem Platform and the Merchant Application and Merchant shall return all Confidential Information it has received from Careem hereunder. Delivery and Performance 9. THE MERCHANT ACKNOWLEDGES THAT NEITHER CAREEM NOR ITS AFFILIATES PROVIDE DELIVERY, TRANSPORTATION, FOOD, GROCERY, OR PHARMACEUTICAL SERVICES OR FUNCTION AS A TRANSPORTATION SERVICE PROVIDER OR OWN ANY VEHICLES FOR DELIVERY AND THAT ALL DELIVERY SERVICES ARE PROVIDED BY INDEPENDENT THIRD-PARTY CONTRACTORS WHO ARE NOT EMPLOYED BY CAREEM OR ANY OF ITS AFFILIATES. 9.5. 8.1. Ownership of the delivered goods shall remain with us until full payment of the purchase price and any other current or future receivables resulting from our business relationship with the Orderer. If Captain does not accept the Order, Merchant will not receive the Net Sales Value and/or any Payment for such Orders. The Merchant may not assign or transfer its rights under this Agreement in whole or in part without Careem’s prior written approval. The incorporation of the purchase price in an ongoing invoice and the acceptance of the balance will not affect the reservation of title. Terms and conditions for the Customer that the Goods were ready for delivery the Customer has not taken supply of goods The customer's attention is drawn in particular to the provisions of clause 9. We offer a range of delivery options to receive the products purchased on our site. This Agreement, together with the Enrollment Agreement, constitutes the entire Agreement and understanding of the parties with respect to its subject matter and replaces and supersedes all prior or contemporaneous Agreements or undertakings regarding such subject matter. In the case that the goods delivered by us lack a warranted property, we shall be liable only for such damage the prevention/absence of which was covered by the warranty. 12. VIII 1 – 4, this shall also apply to the personal liability for damages on the part of our employees, personnel, representatives and auxiliary persons and vicarious agents. THE MERCHANT UNDERSTANDS AND ACCEPTS THAT CAREEM DOES NOT PROVIDE TRANSPORTATION, FOOD DELIVERY, GROCERY, PHARMACEUTICAL OR LOGISTICS SERVICES OR FUNCTION AS A TRANSPORTATION OR GOODS CARRIER AND THAT ALL SUCH TRANSPORTATION, FOOD DELIVERY OR LOGISTICS SERVICES ARE PROVIDED BY INDEPENDENT THIRD-PARTY CONTRACTORS WHO ARE NOT EMPLOYED BY CAREEM OR ANY OF ITS AFFILIATES. We shall not accept terms and conditions of the customer that conflict with or deviate from our Terms and Conditions of Delivery and Payment, unless we have given our express written consent to their application. If a form of packaging other than the standard form of packaging is used upon the Orderer’s request, it shall be billed at cost price. c)Contract: the contract between the Supplier and the Customer for the sale and purchase of the Goods in accordance with these conditions. even if pricing free destination station or free building site is agreed. Merchant will be responsible for any taxes or charges payable on the Goods including collecting, paying and reporting such taxes to the appropriate authorities and providing Customers with compliant Tax Invoices where required under local laws for the Goods. Definitions (a) In these Terms and Conditions, unless the context otherwise requires: (i) “Background IPR” means the Intellectual Property Rights owned by the Supplier relating to the Goods and/or Services before the Delivery Date. Where Careem has (pursuant to the Customer’s complaint) refunded the Order Value to the Customer for a Problem Order, the Merchant acknowledges and agrees that the Merchant will not receive the Net Sales Value and/or any other Payments (defined below) for such Problem Order and that if the Merchant has already received the Net Sales Value and/or any other Payments from Careem in respect of such Problem Order (subject to any appropriate reductions hereunder), Careem will have a right to deduct or offset such amount from or against any monies that are owed by Careem to the Merchant from time to time under this Agreement; 6.1 Unless otherwise agreed in writing, delivery of the Goods shall take place at the address specified by the Buyer on the date specified by the Seller. Such a credit balance will not be paid out but credited against future deliveries. Your access to the Careem Platform using these services or applications is subject to terms set forth in the applicable third-party beneficiary’s terms of service. The limitations in liability set forth hereinabove under No VIII. 1. to 2. do not apply if our liability is mandatory under the product liability regulations , or if claims are raised on the grounds of an injury to life, the body, or health. 9.4. The Merchant undertakes to return the Device along with all accessories (in a full working condition as determined by Careem) to Careem immediately upon the termination of this Agreement or when requested by Careem. The Orderer herewith immediately assigns to us all – future and contingent – accounts receivable resulting from a resale of the goods delivered by us, together with all ancillary rights, at an amount of 100% gross of the value of the delivered goods, which will take precedence over the residual part of his accounts receivable. Shipment is at the risk of the Orderer on principle, i.e. 4.22. 3.2. Merchant will ensure that no Order contains any Goods past their expiry and/or consumption date. In the event that the Merchant fails to fulfil and/or deliver (as the case may be) any accepted Orders the Merchant will not have the right to receive the Net Sales Value and/or any other Payments (defined below) for such Orders; No responsibility will be accepted by the Client for any Goods/Deliverables unless delivery notes have been signed by the Client. The Merchant agree to indemnify and hold Careem, its Affiliates and their officers, directors, employees and agents harmless from any and all claims, demands, losses, liabilities, and expenses (including attorneys’ fees) arising out of or in connection with: (a) the Merchant’s use of the Careem Platform and/or Merchant Application and the sale of Goods and delivery services obtained through the Merchant’s use of the Careem Platform and the Merchant Application and/or any delivery services provided by the Merchant (if applicable); (b) the Merchant’s breach or violation of this Agreement; or (c) the Merchant’s violation of the rights of any third party, including Captains. This shall apply in particular if the Orderer ceases his payments, a check issued by the Orderer is not honoured, insolvency proceedings against the Orderer’s assets are applied for or instituted, or if an application for such insolvency proceedings are rejected due to a lack of assets. Neither this Agreement nor your use of the Careem Platform or of the Merchant Application convey or grant to you any rights: (a) in or related to the Careem Platform or the Merchant Application, as applicable, except for the limited license granted above; or (b) to use or reference in any manner Careem’s company names, logos, product and service names, trademarks or services marks or those of Careem’s licensors; or (c) except for the limited license granted above, to any Intellectual Property Rights that are owned by or licensed to Careem prior to the commencement date of this Agreement, which shall be owned by and remain the property of and vested in Careem. 4.24. Rights and obligations of our company,               a) has been caused by us by culpably breaching a material contractual obligation or,               b) is due to a grossly negligent or wilful breach of obligations through us. 1. If Seller places Products into storage, the following apply: (i) title and risk of loss immediately pass to Buyer, if they have not already passed, and delivery shall be deemed to have occurred; (ii) any amounts otherwise payable to Seller upon delivery or shipment shall be due; (iii) a fee of two percent (2%) of the value of the Products will be charged to Buyer; and (iv) when conditions permit and upon payment of … Careem and the Merchant are and shall remain independent parties. Notwithstanding the foregoing, it is not the responsibility of the Captain to inspect the Goods to ensure there will be no spillage, spoilage or destruction and this remains the sole responsibility of the Merchant; Rights and/or claims against us, based in particular on defects of goods delivered by us, or breaches of our obligations, may not be assigned or pledged, either in part or in full, to third parties without our explicit written prior approval; Article 417 of OZ  shall not be affected. We provide technical support to the best of our knowledge. The Merchant further agrees that a breach of this provision would cause Careem to suffer irreparable harm and damage that could not be adequately remedied by payment of monetary damages and therefore, in addition to monetary damages and other legal remedies, the Merchant agrees that Careem will be entitled to obtain equitable and injunctive relief as may be necessary to restrain any threatened, continuing or further breach by the Merchant. The Merchant hereby assigns with full title guarantee, free of all encumbrances and in the case of copyright, by way of a present assignment of future copyright, all of the Intellectual Property Rights that arise, or are created or developed by Careem or are adapted from Careem’s Intellectual Property Rights in connection with this Agreement upon creation, together with the right to sue for past infringement of the Intellectual Property Rights. 9.5.2. any fraud or fraudulent misrepresentation of that party; and/or We store Orderers’ data obtained within our mutual business relations in accordance with the provisions of the Slovenian data protection laws (. Merchant will use the Merchant Application to make timely changes or updates to their Information, including but not limited to Menu items and their availability, item descriptions and attributes, item prices, operating hours and any other Information. 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