1. Assensus One (hereinafter referred to as “AO”), provide services as agent for global marketing, indenting, global sourcing and procurement services, international sales and quality assurance services. AO acts as an international cross border buying/sales direct agent for the companies around the world in the field of industrial machinery and industrial raw materials. “AO” will impose service charge of or commission on the sales or buying goods to the customer or clients who request for service. AO is legal business entity established under the law of Bangladesh in march,2017. AO’s operational office based in Dhaka, Bangladesh and also has liaison office in USA and China.
2. The range of services offered by AO is exclusively oriented to customers, who have attained the age of 18 and entrepreneurs or legal entities in the country where from.
3. The following terms and conditions will apply to all transactions involving the sale of goods or services (as applicable) by and between Assensus One and the Customer identified on the Purchase Order.
4. Assensus One and Customer may create binding contracts for the purchase and sale of goods or services, or both, by exchanging one or more written or electronic communications by any commercially reasonable means showing agreement as to the following items: precise description of goods, price, quantity, date of delivery, means of shipment, and (as applicable) a description of the services to be provided by assensus one. the terms of any such purchase order between customer and assensus one will be comprised exclusively of the purchase order and these terms and conditions, and any other applicable policies, manuals, guidelines, specifications, terms and other instructions which have been or may from time to time hereafter be furnished to Customer by AO. each purchase order shall be deemed separate and severable and not part of any other such purchase order. if there is a conflict between the terms of these terms and conditions and any other document(s) which comprise a contract, the specific terms of a written purchase order (e.g. quantity, price, product specifications, service description) shall have priority, and thereafter, these terms and conditions shall control.
5. with respect to any such purchase order, the terms identified in the applicable purchase order and these terms and conditions will constitute the complete and exclusive statement of the terms and conditions between customer and Assensus One, and supersede and merge all prior proposals, understandings and all other agreements, oral and written, between customer and Assensus One relating to the purchase order, these terms and conditions, or any transaction involving the sale of goods or services, or both. the purchase order and these terms and conditions may not be amended, modified or altered except by a written instrument duly executed by an authorized representative of both customer and Assensus One, and any proposals for any additional or different terms contained in communications from customer which are not signed by Assensus One are hereby expressly rejected by Assensus One without further notification and shall not constitute a part of the purchase order or these terms and conditions. in addition, no course of dealing or manner of performance will constitute a waiver of or modify any rights of Assensus one under the purchase order or these terms and conditions.
6. “Assensus one” shall ensure that all goods and services will be invoiced, packaged, and labeled in accordance with the terms of the purchase order relating thereto. no charge will be made by “AO” for any packing, crating, freight or express charges, cartage or containers for any goods unless set forth in the purchase order or otherwise agreed to in writing by customer and Assensus One.
7. If Assensus One is providing manufacturing logistics services, then Assensus One shall be deemed the importer of record and shall provide to customer, upon reasonable request and as soon as reasonably practicable, all documentation reasonably required to substantiate the origin of the goods. If Assensus One is not providing manufacturing logistics services, in no event shall Assensus One be deemed the importer of record in respect of the goods or required to provide any documentation to substantiate the origin of the goods.
8. Assensus One shall deliver the goods substantially in accordance with the delivery schedules and to the location(s) set forth in the purchase order. Assensus One shall notify customer in writing of any material delay in respect of the purchase order and, in such event, Assensus One shall use commercially reasonable efforts to have the goods delivered in accordance with any amended delivery schedule agreed to with customer. notwithstanding the foregoing, in the event of any delay in respect of the purchase order that is the direct or indirect result of the actions of inactions of the third party manufacturer, Assensus One shall be permitted to extend the delivery schedule for up to an additional ninety (90) business days without being in breach of, or having any liability under, these terms and conditions or the purchase order. Assensus One shall notify customer in writing if Assensus One intends to ship in multiple or split shipments.
9. Each party hereto represents to such other party that each purchase order will constitute the legal, valid and binding obligation of such party and is enforceable in accordance with its terms. customer represents and warrants its understanding that Assensus One shall be permitted to outsource the production and manufacturing of the Goods to a third-party and that if any goods are wholly or partially manufactured by a third party manufacturer.
10. Hereof, neither Assensus one nor any agents, representatives, or employees of Assensus One have made any representations or warranties, direct or indirect, oral or written, express or implied, to customer with respect to the condition of the goods, their fitness for any particular purpose, or their compliance with any laws, and customer is not aware of and does not rely upon any such representation(s), provided however, if customer engages Assensus One to provide quality control services (consistent with the terms and conditions with respect thereto outlined below), Assensus One represents and warrants that the goods (or such portion thereof for which quality control services are requested) shall be delivered materially consistent with the specifications set forth in the purchase order.
11. If Assensus One provides quality control services, and the goods that are delivered to customer are not materially consistent with the specifications set forth in the purchase order, then customer shall be required to notify Assensus One in writing within thirty (30) calendar days of the delivery of such goods. If Customer does not notify to Assensus One in writing within thirty (30) calendar days of delivery of the goods, then such goods shall be deemed accepted by customer.
12. At the request of customer or according specific terms in purchase order, Assensus One shall perform such acts or services for the sole and exclusive purpose of assuring the goods are manufactured materially consistent with the specifications set forth in the purchase order. At the request of customer, Assensus one may perform the following services:
A. Pre-production facility inspection.
B. Quality control of the Goods during the manufacturing process.
C. Pre-shipment inspections, and finished-product quality control.
In respect of the performance of services, customer shall be required to:
D. take all reasonable steps to ensure that Assensus One has access to the site and goods which are the subject of the services.
E. provide Assensus One with all information, samples, specifications and documents necessary for Assensus One to perform the services in a timely manner, but in no event less than forty-eight (96) hours prior to the performance of the services by Assensus One;
F. Advise Assensus One of the date and time on which the services are to be performed; and
G. Render all commercially reasonable assistance to Assensus One to be sure Assensus One can perform the services in a timely manner.
13. In no event will Assensus One be allowed to assess or charge any extra charges of any kind in excess of such amounts outlined in the purchase order unless otherwise agreed in writing by customer (except specifically in the case of duties, tariffs, or charges upon import due to changes in duty rates or import laws, such duties, tariffs, or charges will be invoiced by Assensus One to customer.
14. The purchase order and these terms and conditions may be cancelled by Assensus One, who shall not incur any liability or obligation whatsoever in respect thereof, or Assensus One may at its option suspend shipments of the goods in whole or in part at any time, in the event the performance of the purchase order is rendered in whole or in part (as determined by Assensus One in its sole and absolute discretion, impossible or impractical by reason of government restrictions, devaluation or revaluation of currency, war, strikes, embargo, riots, civil commotion, labor disputes or unrest, acts of god, or any other circumstances beyond the direct or indirect control of Assensus One.
15. These general terms of conditions shall exclusively apply to the deliveries, services and offers of AO. The inclusion of general business terms of the customer is objected to hereby now already insofar as these contradict the General Terms of Conditions of AO. The general terms of conditions shall also apply to all future business between the contractual partners as well as if AO delivers the goods or service without reservation in the knowledge of deviating or contradictory terms and conditions.
16. The contracts with the customer are exclusively concluded in the English language only.
17. AO apply specific terms & conditions with customer case to case basis with each purchase/ sales agreement.
18. Assensus One has right to change or amend of or cancel this general terms and conditions partly or entirely without any notification and can impose a specific terms & condition with individual customer with their purchase order or services request.