Terms And Conditions

1. These terms and conditions govern the sale of the goods detailed in our quotation (the “Goods”) from Sahora Solutions Inc., a company incorporated in Ontario, Canada, (the “Company”, “we” or “us”) to a purchaser (the “Purchaser” or “you”).
2. These terms and conditions will be deemed accepted by you when you accept them or a quotation from us or from the date of the delivery of the Goods or any part thereof (whichever of these occurs earlier) and will constitute the entire agreement between you and us.
3. These terms and conditions and the quotation (together, the “Agreement”) apply to the purchase of Goods between you and us, to the exclusion of any other terms (including any terms which may be implied by trade, practice, custom or course of dealing) unless agreed by us in advance in writing.

4. A “business day” means any day other than a day that is a Saturday, Sunday or public holiday in Ontario or Canada.
5. A “quotation” includes a proforma invoice issued to you by us.
6. The headings that are used in these terms and conditions are for convenience only and will not affect their interpretation.
7. Words imparting the singular shall include the plural and vice-versa.

8. The description of the Goods is as set out in the quotation from us. The description of the Goods set out elsewhere, including in any sales documentation, is intended as a guide only and is subject to the description set out in the quotation, which may be a partial description. In accepting a quotation, you acknowledge that you have not relied upon any other statement, promise or other representation from us about the Goods.

9. If there are specifications or documentary, regulatory, statutory or other requirements that apply to the Goods and/or the country into which the Goods will be imported or sold, you shall notify us of the requirements in advance of accepting a quotation, so that we can confirm our ability, and make any necessary arrangements, to meet the same.

10. The price (the “Price”) of the Goods is as set out in our quotation or such other price as we may agree in writing.
11. If the cost of the Goods to us increases for any reason, including but not limited to material costs, labour costs or exchange rates, we may cancel the order for the Goods and in such a case we shall refund you the entire amount paid for the Goods within five (5) business days if payment has been made by you.
12. The Price is subject to any taxes, levies or duties imposed or charged by a competent authority.
13. If the amount paid by you for the Goods exceeds the amount due under the final commercial invoice, we shall issue you a credit note for the appropriate amount or, if requested by you, refund that amount to you within fifteen (15) business days of the date of the final invoice.

14. The quotation is valid for a period of five (5) business days from the date of the written quotation or to the expiry date set out on the same if one is specified, in which case the latter shall take precedence.
15. Either of us may withdraw or cancel the order for any reason whatsoever prior to your acceptance of the quotation.

16. Upon your acceptance of the quotation, you shall pay the Price in accordance with the payment terms set out therein. If the terms specify full advance payment but does not provide a due date, payment must be made within five (5) business days.
17. If you do not pay the Price in accordance with the payment terms set out in quotation or in the required time, we may cancel the order at our sole discretion.
18. The Purchaser must pay all amounts due under these terms and conditions in full without any deduction/withholding except as required by law and the Purchaser shall not be entitled to assert any credit (other than a duly and properly issued credit note), set-off or counterclaim against the Company in order to justify the withholding payment of any such amount in full or in part.

19. We shall endeavour to keep to any stated delivery or completion date but we shall not be liable for any loss, damage or expense whatsoever related to or resulting from any delay.
20. The terms of delivery of the Goods shall be as set in the quotation. Upon the delivery of the Goods, all risk in the Goods whether insurable or not relating to the Goods shall pass to the Customer notwithstanding any provisions to the contrary.
21. The property and title in all Goods supplied by the us to you shall notwithstanding delivery and passing of risk remain with us until the Price and all other sums, if any, due by you to us in respect of the Goods have been paid in full.

22. Our liability under these terms and conditions, and in tort, misrepresentation or otherwise will not in any circumstance exceed the total amount of the Price paid by you for the order with respect to which the liability has arisen.
23. To the fullest extent permitted by law, the total liability to you, and anyone claiming by, through, or under you for any claims, losses, costs, or damages whatsoever arising out of, resulting from or in any way related to the quotations or Goods from any cause or causes, including but not limited to breach of contract, negligence, or breach of warranty, shall not exceed the total amount of the Price paid by you for the order with respect to which the liability has arisen.

24. Neither party shall be liable for any failure or delay in performing their obligations where such failure or delay results from any cause that is beyond the reasonable control of that party. Such causes include, but are not limited to, power failure, industrial action, labour stoppages, civil unrest, fire, flood, storms, acts of war, governmental action or any other event that is beyond the control of the party in question.

25. No waiver by us of any breach of these terms and conditions by you shall be considered as a waiver of any subsequent breach of the same or any other provision.

26. If one or mare of these terms and conditions is found robe unlawful, invalid or otherwise unenforceable, that/those provisions shall be deemed severed from the remainder of these terms and conditions, which will remain valid and enforceable.

28. This Agreement shall be governed by and interpreted according to the law of Ontario or Canada and all disputes arising under the Agreement (including non-contractual claims or disputes) shall be subject to the exclusive jurisdiction of the courts of Ontario or Canada, as the case may be.