TERMS AND CONDITIONS OF BUSINESSNORM GLOBAL INSPECTION (from now on “the Company”) agrees to provide its services in accordance with and subject to the terms and conditions herein contained (from now on “The Conditions”). These Terms and Conditions set forth the entire financial setting of the business and services between the Company and the principal and shall apply to all Statements of Work and/ or Purchase Orders concerning the services agreed to be supplied by the Company to the principal and unless otherwise explicitly agreed in writing by an authorized representative of the Company, these Terms and Conditions shall govern all services, proposal, work, etc. provided by the Company and shall prevail over the terms contained in the Statement of Work and /or Purchase Order or any other documents of the principal provided after that. No other action on the Company or its employees or agents or representatives shall be construed as an acceptance of any additional terms and conditions.

• The Company acts for the person or body from whom the request to provide its services originated “the Principal”). No other party is entitled to give instructions to the Company unless agreed by the Company.

• All rights (including but not limited to copyright) in any test reports, surveys, certificates of inspection, or other material produced by the Company in providing its services shall remain vested in the Company. The principal shall not reproduce or make copies, publish or disclose the contents of any such material or extracts thereof to any third party without the Company’s prior written consent, which may be refused at its discretion. The principal further undertakes that its servants and agents shall keep confidential and shall not publish or otherwise use any information that may be acquired relating to the Company’sactivities.

•   The Company undertakes to exercise due care and skill in the performance of its services and accepts responsibility only where such skill and maintenance are not exercised.
  • The liability of the Company in respect of any claims for loss, damage, or expense of whatsoever nature and howsoever arising in respect of any breach of contract and/or any failure to exercise due skill and care by the Company shall in no circumstances exceed a total aggregate sum equal to ten (10) times the amount of the fee or commission payable in respect of the specific service required under the particular contract with the Company which gives rise to such claims provided however that the Company shall have no liability in respect of any claims for indirect or consequential loss including loss of profit and/or loss of future business and/or loss of production and/or cancellation of contracts entered into by the principal.
  • The Company shall not, in any event, be liable for any loss or damage caused by delay in performance or non-performance of any of its services where the same is occasioned by any cause whatsoever that is beyond the Company’s control, including but not limited to war, civil disturbance, requisitioning, governmental or parliamentary restriction, prohibitions or enactment of any kind, import or export regulations, strike or trade dispute (whether involving its employees or those of any other person), difficulties in obtaining workmen or materials, breakdown of machinery, fire or accident. Should any such event occur, the Company may cancel or suspend any contract to provide services without incurring any liability whatsoever.

• The Company will not be liable to the principal for any loss or damage whatsoever sustained by the principal due to any failure to comply with any time estimate given by the Company relating to the provision of its services. (See clause 9.1) (See clause9.2)

• For pre-shipment inspection or survey of goods, the Company’s inspector shall perform the inspection or survey when goods are 100% completed, packed, and marked (unless otherwise agreed between; the Company and the principal). Goods for inspection or survey shall be unpacked in the presence of the Company’s inspector. According to Condition 5.3, an assessment or survey shall occur at the place specified by the principal.
  • Suppose the Company’s inspector finds that the location is not suitable for carrying out a proper inspection or survey of goods or where necessary equipment for inspection or survey is not available. In that case, the inspector may, If practical in the circumstances, draw samples of goods from the location and carry out the inspection or survey at the premises of the Company. The principal shall be responsible for all costs and expenses incurred thereto.
  •  Reports, surveys, or certificates issued following testing or analysis of samples contain the Company’s specific opinion on those samples only. Still, they do not express any opinion on the bulk from which the samples were drawn. If an opinion on the majority is requested, special arrangements in writing must be made in advance with the Company to inspect and sample the bulk. In no circumstances shall the Company’s responsibility extends beyond inspection, testing, and reporting upon the samples drawn from the bulk and inspected, tested, and surveyed by the Company and any inference to be drawn from the results of such inspection or survey of testing shall be entirely in the discretion and at the sole and exclusive responsibility of the principal.

• The Company shall be entitled to delegate the performance of the whole or any part of the services contracted for with the principal to any agent or subcontractor.
• Subject to the principal’s instructions as accepted by the Company, the test reports, surveys, certificates of inspection, or other material produced by the Company shall contain statements of opinion made with due care within the limitation of the instructions received by the Company. The Company is under no obligation to refer to or report upon any acts or circumstances outside the specific instructions received.

• Every officer, employee, agent, or subcontractor of the Company shall have the benefit of the limitations of liability and the indemnities contained in the General Conditions. So far as relates to such restrictions and indemnities, any contract entered into by the Company is entered in to not only on its behalf but also as agent and trust for every such person as aforesaid.

• Suppose the principal’s requirements necessitate the analysis of samples by the principal or any third party. In that case, the Company will pass on the analysis results but without responsibility for its accuracy.

Where the Company is only able to witness an analysis by the principal or by any party, the Company will confirm that a correct sample has been analyzed but will not otherwise be responsible for the accuracy of such analysis.

• The principal will:
  • ensure that instructions to the Company are given in due time and are accompanied by sufficient information to enable the required services to be performed effectively;
  • Accept that documents reflecting arrangements or agreements made between the principal and any third party, or third party documents such as copies of contracts of sale, letters of credit, bills of lading, etc. are if received by the Company considered to be for information only, without extending or restricting the services to be provided or obligations accepted by the Company.
  • procure all necessary access for the Company’s representatives to enable the required services to be performed effectively:
  • supply, if needed, any special equipment and personnel essential for the performance of the necessary services;
  • ensure that all necessary measures are taken for the safety and security of working conditions, sites, and installations during the performance of the required services;
  • take all necessary steps to eliminate or remedy any obstruction to or interruptions in the performance of the required services and repack all inspected goods immediately after any inspection or survey of them;
  • inform the Company in advance of any known hazards or dangers, actual or potential, associated with any request for the provision of services by the Company including but not limited to the presence or risk of radiation, toxic or noxious or explosive elements or materials, environmental pollution, or poisons.

• The principal shall guarantee, hold harmless, and indemnify the Company and its officers, employees, agents, or subcontractors against;
  • All claims made by any third party for any loss, damage, or expense of whatsoever nature and howsoever arising relating to the performance, purported performance, or no non-performance of any of services to the extent that the aggregate of any such claims relating to anyone service exceeds the limit mentioned in Condition4.2.
  • Any loss or damage suffered by the Company due to the provision of services to the principal otherwise than resulting from the Company’s error, negligence, or willful default.
• The Principal will punctually pay the Company immediately upon presentation of the relevant invoice or within such other period as may have been agreed in writing by the Company all charges rendered by the Company failing which interest will become due at the rate of 1.5percent per month from the date of invoice until paid. The principal further agrees and undertakes to reimburse the Company for all disbursements reasonably in cured in connection with its services.
• The principal shall not be entitled to retain or defer payment of any sums due to the Company on account of any dispute, cross-claim or set off which it may allege against the Company.
• In the event of any suspension of payment arrangement with creditors, bankruptcy, insolvency, receivership or cessation of business, or failure of the principal to pay part or all of any sum sowing to the Company, the Company shall be entitled to suspend all further performance of its services and withhold, the issue of any test report, survey, certificate of inspection or other material requested immediately and without liability until payment of all sum sowing to the Company together with interest thereon is made.
• Without prejudice to any rights the Company may have at law, or under the Conditions, the Company has the following rights in the event of non-payment of sums owing to the Company as set out below:
• The Company has a general and particular lien over all samples delivered to be tested for all claims and sums owing by the principal to the Company under any contract whatsoever and in any other way whatsoever.
• During the Currency of any such lien, the Company is entitled to be paid reasonable storage charges for samples retained in the Company’s custody.
• Without prejudice to the Company’s lien and other rights under Conditions 12.1 to 12.2 above, if a test, inspection, or survey of the goods takes place on the premises of the Company, the Company may give notice to the principal that the goods (or any part thereof) are ready for collection. The principal shall collect the same within three (3) calendar days (Saturdays, Sundays, and Public Holidays accepted). Upon the expiry of this period, if the goods are not collected by the principal, the goods may be deemed abandoned and/or destroyed as per the Company’s sole discretion.
• Without prejudice to Conditions 12.3 above, the Company shall have the discretion to Store the goods (or any of them) at their premises or elsewhere at the principal’s expense if the principal has deposited the goods at the Company’s premises for the performance of these services and has subsequently tailed to collect the said goods.
• The expenses by way of disbursements that the Company may reclaim from the principal include all reasonable costs incurred by the Company (whether by way of storage, insurance, or otherwise) in respect of the goods, and it is expressly declared that it shall be reasonable but not mandatory for the Company to effect comprehensive insurance in respect of the goods.
• Without prejudice to the Company’s lien and other rights under Conditions12.1to12.5above, the risk, and property in the goods shall remain at all times in the principal.
• If the Company is prevented by any cause outside the Company’s control from performing or completing any service for which an order has been given or an agreement made, the principal will pay to the Company.

The amount of all abortive expenditure made or incurred and

  The proportion of the agreed fee or commission is equal to the proportion (if any) of the service carried out. The Company shall be relieved of all responsibility for the partial or total non-performance of the required service.The Company shall be discharged from all liability to the principal from all claims (or loss, damage, or expense unless suit is brought within six (06) months after the date of the performance by the Company of the service which gives rise to the claim or in the event of any alleged-performance within six (06) months of the date when such service should have been completed.If any unforeseen additional time or costs are incurred in the course of carrying out any fits services, the Company shall be entitled to render additional charges as shall reasonably reflect such additional time and costs incurred.All contracts for the provision of services by the Company and the Conditions shall be construed in accordance with and governed by the laws of the Republic of India, and for any arbitral or litigation proceedings, such contracts shall be deemed to have been made and performed in India. If any provision contained in the Conditions is and/or becomes invalid, illegal, or unenforceable in any respect under the laws of India, the validity, legality, and enforceability of the remaining provisions hereof shall not in any way be affected or impaired thereby.Any dispute arising out of or relating to the provision of this agreement shall be referred to and determined by arbitration subject to Intertek’s sole and overriding discretion to commence litigation proceedings in the courts of competent jurisdiction for equitable and injunctive reliefs. The parties may agree to the appointment of a sole arbitrator, failing which either party may, after having made a written request to concur in the appointment of an arbitrator, request the Indian Council of Arbitration (“ICA”) to appoint an arbitrator. The place of arbitration shall be in Delhi. There shall only be one arbitrator. The language to be used in the arbitral proceedings shall be English, and the arbitration proceedings shall be conducted in accordance with the Arbitration and Conciliation Act 1996 amended from time to time. The award of the arbitrator shall be final and binding upon the parties.