Last updated: September 14, 2020
Please read these terms and conditions carefully before using Our Service.
The words of which the initial letter is capitalized have meanings defined under the following conditions. The following definitions shall have the same meaning regardless of whether they appear in singular or in plural.
For the purposes of these Terms and Conditions:
Affiliate means an entity that controls, is controlled by or is under common control with a party, where “control” means ownership of 50% or more of the shares, equity interest or other securities entitled to vote for election of directors or other managing authority.
Country refers to: Chhattisgarh, India
Company (referred to as either “the Company”, “We”, “Us” or “Our” in this Agreement) refers to Prodigy Vision, D2/8, Vimla Vihar Colony, Behind Kanchan Ganga Phase 2, DDU Nagar, Raipur, Chhattisgarh 492010.
Device means any device that can access the Service such as a computer, a cellphone or a digital tablet.
Service refers to the Website.
Terms and Conditions (also referred as “Terms”) mean these Terms and Conditions that form the entire agreement between You and the Company regarding the use of the Service. This Terms and Conditions agreement has been created with the help of the Terms and Conditions Generator.
Third-party Social Media Service means any services or content (including data, information, products or services) provided by a third-party that may be displayed, included or made available by the Service.
Website refers to Prodigy Vision, accessible from http://wordpress-474309-1489411.cloudwaysapps.com/
You means the individual accessing or using the Service, or the company, or other legal entity on behalf of which such individual is accessing or using the Service, as applicable.
These are the Terms and Conditions governing the use of this Service and the agreement that operates between You and the Company. These Terms and Conditions set out the rights and obligations of all users regarding the use of the Service.
Your access to and use of the Service is conditioned on Your acceptance of and compliance with these Terms and Conditions. These Terms and Conditions apply to all visitors, users and others who access or use the Service.
By accessing or using the Service You agree to be bound by these Terms and Conditions. If You disagree with any part of these Terms and Conditions then You may not access the Service.
You represent that you are over the age of 18. The Company does not permit those under 18 to use the Service.
Our Service may contain links to third-party web sites or services that are not owned or controlled by the Company.
The Company has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party web sites or services. You further acknowledge and agree that the Company shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods or services available on or through any such web sites or services.
We strongly advise You to read the terms and conditions and privacy policies of any third-party web sites or services that You visit.
We may terminate or suspend Your access immediately, without prior notice or liability, for any reason whatsoever, including without limitation if You breach these Terms and Conditions.
Upon termination, Your right to use the Service will cease immediately.
Notwithstanding any damages that You might incur, the entire liability of the Company and any of its suppliers under any provision of this Terms and Your exclusive remedy for all of the foregoing shall be limited to the amount actually paid by You through the Service or 100 USD if You haven’t purchased anything through the Service.
To the maximum extent permitted by applicable law, in no event shall the Company or its suppliers be liable for any special, incidental, indirect, or consequential damages whatsoever (including, but not limited to, damages for loss of profits, loss of data or other information, for business interruption, for personal injury, loss of privacy arising out of or in any way related to the use of or inability to use the Service, third-party software and/or third-party hardware used with the Service, or otherwise in connection with any provision of this Terms), even if the Company or any supplier has been advised of the possibility of such damages and even if the remedy fails of its essential purpose.
Some states do not allow the exclusion of implied warranties or limitation of liability for incidental or consequential damages, which means that some of the above limitations may not apply. In these states, each party’s liability will be limited to the greatest extent permitted by law.
The Service is provided to You “AS IS” and “AS AVAILABLE” and with all faults and defects without warranty of any kind. To the maximum extent permitted under applicable law, the Company, on its own behalf and on behalf of its Affiliates and its and their respective licensors and service providers, expressly disclaims all warranties, whether express, implied, statutory or otherwise, with respect to the Service, including all implied warranties of merchantability, fitness for a particular purpose, title and non-infringement, and warranties that may arise out of course of dealing, course of performance, usage or trade practice. Without limitation to the foregoing, the Company provides no warranty or undertaking, and makes no representation of any kind that the Service will meet Your requirements, achieve any intended results, be compatible or work with any other software, applications, systems or services, operate without interruption, meet any performance or reliability standards or be error free or that any errors or defects can or will be corrected.
Without limiting the foregoing, neither the Company nor any of the company’s provider makes any representation or warranty of any kind, express or implied: (i) as to the operation or availability of the Service, or the information, content, and materials or products included thereon; (ii) that the Service will be uninterrupted or error-free; (iii) as to the accuracy, reliability, or currency of any information or content provided through the Service; or (iv) that the Service, its servers, the content, or e-mails sent from or on behalf of the Company are free of viruses, scripts, trojan horses, worms, malware, timebombs or other harmful components.
Some jurisdictions do not allow the exclusion of certain types of warranties or limitations on applicable statutory rights of a consumer, so some or all of the above exclusions and limitations may not apply to You. But in such a case the exclusions and limitations set forth in this section shall be applied to the greatest extent enforceable under applicable law.
The laws of the Country, excluding its conflicts of law rules, shall govern this Terms and Your use of the Service. Your use of the Application may also be subject to other local, state, national, or international laws.
If You have any concern or dispute about the Service, You agree to first try to resolve the dispute informally by contacting the Company.
If any provision of these Terms is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law and the remaining provisions will continue in full force and effect.
Except as provided herein, the failure to exercise a right or to require performance of an obligation under this Terms shall not effect a party’s ability to exercise such right or require such performance at any time thereafter nor shall be the waiver of a breach constitute a waiver of any subsequent breach.
These Terms and Conditions may have been translated if We have made them available to You on our Service.
You agree that the original English text shall prevail in the case of a dispute.
This purchase order is intended as an offer to purchase the materials or services specified on the face hereof and upon the terms and conditions stated herein, and any reference to the Seller’s quotation or similar form is solely for the purpose of describing the materials. This offer expressly limits acceptance to the terms and conditions stated herein, and none of the terms and conditions stated herein may be added to, modified, superseded, or otherwise altered except by writing, signed by Buyer. Each shipment received by Buyer from Seller shall be deemed to be subject only to the terms and conditions stated herein, notwithstanding any terms and conditions that may appear in Seller’s quotation, acknowledgment, invoice or other form, and notwithstanding Buyer’s acceptance and/or payment for the materials. This Purchase Order shall be construed and enforced in accordance with laws of the State of Wisconsin.
Clear title to the materials sold hereunder shall pass to Buyer with payment of all money due under the agreed purchase contract. Notwithstanding the foregoing, if Seller ceases to conduct its normal business operations, including, without limitation, failing to meet its obligations as they mature, or if any bankruptcy or insolvency proceeding is brought by or against Seller, or a receiver for Seller is appointed or applied for or an assignment of substantially all the assets of Seller for the benefit of creditors is made by Seller, then Seller irrevocably grants, assigns and transfers all right, title and interest in and to all drawings, illustrations, pictures, descriptions, plans and characteristics (collectively, the “Plans”) pertaining to the materials and services specified on the face hereof, including, without limitation, as may be reasonably necessary for Buyer to use the Plans internally, or engage a third party to use the Plans, to complete the work and deliver the materials and services specified on the face hereof. At Buyer’s request, Seller shall execute and deliver any documents and instruments reasonably necessary to affect the transfer of rights provided for in the immediately preceding sentence.
Upon request from Buyer, Seller shall furnish to Buyer an insurance carrier’s certificate showing that Seller has adequate Workman’s Compensation, Public Liability and Property Damage insurance coverage. Said certificate shall set forth the amount of coverage, policy number and date of expiration. Seller shall maintain 1) Commercial General Liability insurance in an amount not less than one million dollars ($1,000,000) per occurrence and one million dollars ($1,000,000) annual aggregate covering any and all damage to property or injury to or death of persons arising from or out of installation and/or operation of any materials sold hereunder and/or performance of any work hereunder; 2) Excess or Umbrella Liability insurance extending over the required Commercial General Liability and Employer’s Liability in an amount not less than two million dollars ($2,000,000) per occurrence and two million dollars ($2,000,000) annual aggregate; 3) Workman’s Compensation insurance as provided by statute and Employer’s liability insurance of at least one hundred thousand dollars ($100,000) per employee. Seller shall furnish a certificate of coverage naming Buyer as an additional insured prior to award of contract and warrant that the same levels of coverage be maintained annually. Seller’s insurance coverage’s will apply on a primary and non-contributory basis to those of Buyer. Seller’s General Liability policy will include a waiver of subrogation in favor of Buyer.
Seller expressly warrants that all of the materials sold hereunder: (a) will conform to any and all final specifications, drawings, plans, instructions, samples or other descriptions, whether express or implied, furnished by Buyer and agreed by Seller; (b) will be fit and sufficient for the purpose(s) for which they were manufactured and sold, and if Seller knows or has reason to know of any other particular purpose for which Buyer intends to use such materials, such materials will be fit for such particular purpose; (c) will be new and merchantable; and (d) will be of good material and workmanship and free from defects, whether latent or patent. Seller further warrants to Buyer that Seller has, or will have at the time of delivery hereunder, good and marketable title to such materials, free and clear of all liens, privileges, encumbrances, claims and other security interests. The foregoing warranties shall survive Buyer’s inspection, acceptance, use and subsequent dispossession or sale of the materials sold hereunder. Seller hereby extends to Buyer any and all warranties received from Seller’s suppliers and agrees to enforce such warranties on Buyer’s behalf. All of Seller’s warranties shall run to Buyer and its successors, assigns and users of materials sold hereunder. The foregoing warranties and remedies shall be in addition to any warranties and remedies of additional scope herein or otherwise provided by Seller to Buyer or otherwise provided by law, including, without limitation, any and all warranties provided in the Uniform Commercial Code. Seller shall compensate, indemnify and hold Buyer harmless from and against any and all damages, including incidental and consequential damages, claims, liabilities and expenses (including court costs and attorneys’ fees) arising out of or relating to or resulting in any way from a breach of any warranty herein, whether express or implied, or from any act or omission of Seller, its officers, agents, employees or subcontractors.
Seller shall indemnify and hold Buyer harmless from any and all liability, losses, damage, claims or courses of action, and expenses connected therewith (including reasonable attorneys’ fees and legal expenses) caused or asserted to have been caused, directly or indirectly, by any infringement or alleged infringement of any United States or foreign patent, or other proprietary rights of any third party, based on Buyer’s ownership or proper use of the materials delivered hereunder, in accordance with all requirements provided by Seller to Buyer. In the event Buyer is enjoined from using any part of the materials delivered hereunder due to the alleged infringement of any patent granted by the United States or foreign government, or other proprietary rights of any third party, Seller shall, at Buyer’s election in its sole discretion, either: (1) purchase for Buyer the right to continue Buyer’s use of the subject materials; (2) modify the subject materials so to that they are no longer infringing, without loss or functionality; or (3) replace the subject materials with materials of equal or better quality and the same functionality that is not infringing.
Unless otherwise stated on the face hereof, all materials are to be furnished F.O.B. point of destination, and no charges will be allowed for freight, transportation, crating, handling, demurrage, or for any other matter relating to the delivery of the materials to Buyer unless authorized in writing by Buyer. The entire risk of loss, injury, or destruction of the materials, regardless of the F.O.B. point and cause therefore, shall be borne by the Seller until the materials are delivered to and accepted by Buyer. All deliveries are to be tagged with the purchase order number that appears on the face hereof, and no partial deliveries shall be permitted without prior written authority of Buyer.
Time is of the essence with respect to the delivery date specified on the face hereof. Seller agrees to compensate Buyer for any damages which Buyer may incur as a result of Seller’s failure to deliver on time. In addition, Buyer reserves the right to cancel all or any portion of this order which is not delivered on time.
The materials shall be subject to inspection upon delivery, and the materials may be rejected for defects or faults revealed by such, inspection or by analysis or the use thereof at any time thereafter. Rejected materials may be returned to Seller for full refund, including any transportation charges paid by the Buyer.
Buyer reserves the right to cancel all or any part of this order which has not actually been shipped by Seller, in the event Buyer’s business is interrupted because of strikes, labor disturbances, fires, acts of God, or any other cause beyond the reasonable control of the Buyer.
Only Purchase Orders issued and approved by Buyer’s Purchasing Personnel are legally binding. Invoices for each Purchase Order must be invoiced separately. All payments must be made by presentation of written invoices to Promega’s Accounts Payable Department and processed through the appropriate Buyer account payable process.
Buyer will pay any sales, use, local or any other taxes which may be due as a result of this transaction, other than income taxes owed by Seller.
All information contained in any drawings, blueprints, specifications, samples, purchase commitments, and other material submitted by Buyer to Seller hereunder is exclusively proprietary to Buyer and shall be returned to Buyer upon request or upon completion, termination, or cancellation of this Purchase Order. Seller shall keep all such information strictly confidential and shall not, without Buyer’s prior written consent, use such information in whole or in part for its own benefit, or disclose such information in whole or in part to any other party.
If any court of competent jurisdiction determines that any provision of these terms and conditions is invalid or unenforceable, then such invalidity or unenforceability shall have no effect on the other provisions hereof, which shall remain valid, binding and enforceable and in full force and effect, and such invalid or unenforceable provision shall be construed in a manner so as to give the maximum valid and enforceable effect to the intent of the parties expressed herein.
No Changes shall be made to any of the terms herein unless agreed to in writing by an authorized representative of Seller and Buyer, and authorized by Buyer’s revised purchase order
We reserve the right, at Our sole discretion, to modify or replace these Terms at any time. If a revision is material We will make reasonable efforts to provide at least 30 days’ notice prior to any new terms taking effect. What constitutes a material change will be determined at Our sole discretion.
By continuing to access or use Our Service after those revisions become effective, You agree to be bound by the revised terms. If You do not agree to the new terms, in whole or in part, please stop using the website and the Service.
If you have any questions about these Terms and Conditions, You can contact us: