Terms and Conditions
These Terms and Conditions set forth herein govern the terms of sale of Products by CFAO Motors Nigeria Limited (“CFAO Motors”) through AutoFast.
CFAO MOTORS NIGERIA LIMITED SALES TERMS AND CONDITIONS
These Terms and Conditions set forth herein govern the terms of sale of Products by CFAO Motors Nigeria Limited (“CFAO Motors”) through Winpart.
Definitions
Business Day: a day (other than a Saturday or Sunday or public holiday declared by the Federal Government of Nigeria) on which banks are open for general business in Lagos (Nigeria).
Business Hours: the hours of 8 am to 5 pm of Business Days.
Customer: the person, firm, or company who purchases Product(s) from Winpart.
Order: Local purchase order or any other written order issued by Customer to CFAO Motors for the purchase of the Products
Product: the vehicle spare parts agreed to be purchased by the Customer from Winpart;
PI: Proforma-Invoice forwarded to Customer by CFAO Motors upon receipt of Customers purchase order detailing the price(s) of the Product(s) ordered by the Customer.
WinPart: The business unit of CFAO Motors engaged in the sale of the Products.
VAT: value-added tax.
General Terms and Conditions
This Terms and Conditions apply to Customers of CFAO Motors in Nigeria and shall, subject to Clause 1.2, prevail over any inconsistent terms or conditions contained in or referred to in the Customer’s purchase order, confirmation of order, or specification, or implied by law, trade custom, practice or course of dealing.
No addition to, variation of, exclusion or attempted exclusion of any of the provisions of this Terms and Conditions shall be binding on the CFAO Motors unless in writing and signed by a duly authorised representative of CFAO Motors.
Any PI shall be valid for a period of Fourteen (14) days only, and CFAO Motors may withdraw it at any time by notice to the Customer.
Each order or acceptance of a PI in respect of the Product(s) by the Customer shall be deemed to be an offer by the Customer subject to these conditions. The Customer shall ensure that all details stated in the PI are accurate.
A binding contract shall not come into existence between CFAO Motors and the Customer unless and until CFAO Motors issues a written acceptance of Customer’s Order or Supply the Product(s) pursuant to the Order.
CFAO Motors may deliver the Products by separate instalments. Each instalment shall be invoiced and paid for in accordance with the provisions of the applicable contract.
No Order which has been delivered by CFAO Motors shall be cancelled by the Customer, except with the prior written agreement of CFAO Motors and provided that the Customer indemnifies the CFAO Motors in full against all loss (including loss of profit), costs (including the cost of all labour and materials used), damages, charges and expenses incurred by CFAO Motors as a result of the cancellation.
The quantity and description of the Products shall be as set out in the PI.
Any typographical, clerical or other error or omission in the PI or any sales literature, quotation, price list, acceptance of offer, invoice or other document or information issued by CFAO Motors shall be subject to correction without any liability on the part of CFAO Motors.
CFAO Motors reserves the right (but does not assume the obligation) to make any changes in the specification of the Product which are required to conform with any applicable legislation or, where the Product is to be supplied to the Customer’s specification, which do not materially affect their quality or performance. CFAO Motors shall use reasonable endeavours to transfer to the Customer the benefit of any warranty or guarantee given by the Product manufacturer to CFAO Motors.
Prices for Products shall be as stated in the PI. All prices are exclusive of delivery, loading, shipping, carriage, insurance, VAT and other charges and duties.
CFAO Motors reserves the right, by giving notice to the Customer at any time before payment or delivery, whichever comes first, to review Prices to reflect any increase in the cost to CFAO Motors due to market conditions or any factor beyond the control of CFAO Motors (including any foreign exchange fluctuation, currency regulation, alteration of duties, change in legislation, significant increase in the costs of labour, materials or other costs of manufacture), any change in delivery dates, quantities or specifications for the Product which is requested by the Customer, or any delay caused by any instructions of the Customer or failure of the Customer to give CFAO Motors adequate information or instructions.
Subject to any special terms agreed in writing between the Customer and CFAO Motors, CFAO Motors shall invoice the Customer for the payment of Products prior to delivery.
Where Parties agree that CFAO Motors shall deliver the Products to the Customer, CFAO Motors shall use its reasonable endeavours to deliver the Products on the date or dates specified as agreed by Parties, but any such date is approximate only. If no dates are so specified, delivery shall be within a reasonable time of acceptance of the Order. CFAO Motors is not in any circumstances liable for any delay in delivery, however, caused.
Delivery shall be made during Business Hours on Business days.. CFAO Motors may charge additional fees for any deliveries made outside such hours at the Customer’s request.
The Customer shall be entitled to notify CFAO Motors where the Product delivered does not comply with the specifications in the PI or when the Product has a latent defect. Any such objections must be received by CFAO Motors within three (3) Business Days from delivery of the Products. Any objections received outside of this timeline shall not be entertained.
The Customer shall be responsible for any damage, shortage or loss in transit, provided that the Customer notifies CFAO Motors of the damage, shortage or loss in transit (or its carrier, if applicable) within three (3) Business Days of delivery of the Product and that the Product has been handled in accordance with CFAO Motors’ stipulations. Any remedy under this condition shall be limited, at the option of CFAO Motors, to the replacement or repair of any Product which is proven to CFAO Motors’ satisfaction to have been lost or damaged in transit.
The risk in the Product shall remain with CFAO Motors until delivery to the Customer at the agreed delivery location.
Title in the Product shall pass to the Customer upon payment of the Price in cleared funds.
Subject to the terms of this Clause 8, CFAO Motors warrants to the Customer that the Products are free from defects of workmanship and materials. CFAO Motors undertakes at its option, to repair or replace Equipment (other than consumable items) which is found to be defective.
CFAO Motors will determine, in its sole discretion, whether a Product or a claim in relation to a Product is covered under a warranty.
CFAO Motors shall not in any circumstances be liable for a breach of the warranty where:
- Any damage or defect to the Product caused by improper use of the Product or use outside its normal application.
- Damage, problems or failure arising from improper or faulty installation by the Customer.
- Damage, faults or failure caused by factors external to the Product including, but not limited to flood, misuse, negligence, vandalism, accident, earthquake, pests, animals, lightening, hail, salt or other corrosive substances.
- Damage arising from normal effects of being exposed to the weather or as a result of atmospheric fallout, dirt, debris, soot or moisture.
- Except where inconsistent with the Customer’s statutory rights and the provisions of Clause 8 of this Terms and Conditions, all warranties and all liability of CFAO Motors for any direct, special, indirect or consequential loss or damage, any damage or expense for personal injury or loss or destruction of property arising directly or indirectly from the use or inability to use the Product or any of its parts or the servicing of the Product are expressly excluded.
Any repaired or replacement Equipment shall be under warranty for the unexpired portion of the warranty period (where applicable).
CFAO Motors reserves the right to make any amendments or modifications to this Terms and Conditions at any time and such amendments/modifications shall immediately be binding on any purchase of Product, past or future.
The Terms and Conditions shall be construed in accordance with and governed by the laws of Federal Republic of Nigeria.
All disputes shall be first be referred to mediation, failing resolution, such dispute shall be referred to the Nigerian courts.
This is to affirm that I/we have read, understand, and agree to abide by this Terms and Conditions.