THAWGA

TERMS AND CONDITIONS

  1. GENERAL:

The terms specified below shall apply to any quotation or other proposal by Thawga Camping Solutions (hereinafter:”Thawga) for the sale of Goods (hereinafter: “Roof Top Tents and other Products”) and to any sale of Roof Top Tents or other transaction with respect thereto by Thawga. An order of Roof Top Tents shall not be binding on Thawga unless such order is approved in writing by both Thawga and the Buyer. Thawga’s acceptance of Buyer’s Orders is expressly contingent upon these Terms and Conditions of Sale, and Thawga expressly rejects any conditions of Buyer’s purchase Order. This agreement and the attachments hereto constitute the full and complete agreement with respect to the terms and conditions of any sale between the Buyer and Thawga, and cannot be changed or terminated orally. Any change shall not be valid unless made in writing and signed by the Parties.

  1. SHIPPING TERMS:

The shipping terms of Roof Top Tents and other Products are EXW from Factory located in  Bursa, Turkey, unless otherwise determined, in writing, between the Parties.

  1. TRANSFER OF RISK:

Notwithstanding the aforesaid, liability for Roof Top Tents and other Products  shall be transferred to the Buyer at the factory in Bursa, and thereafter, the Buyer shall bear in full liability for the Roof Top Tents and other Products, including in respect of any damage and/or loss to them during shipment, and Thawga shall not be liable for any loss or damage to the Roof Top Tents and other Products during transportation. Without derogating from that stated above, Roof Top Tents and other Products shall remain in the sole ownership of Thawga, until the full payment in respect thereof. For the removal of doubt, full payment as aforesaid means the actual receipt by Thawga of the applicable payment, without any lien, set off or counter-claim.

 

  1. EXPENSES:

Buyer shall be solely responsible for any expenses such as Duties, Taxes, Fees and other charges outside the country of origin.

 

  1. LICENSE:

Buyer shall be responsible for obtaining all Import Licenses, Permits and Documentations as necessary for import into Buyer’s country of operation. Thawga shall not be responsible for delays caused by Buyer’s failure to obtain the necessary documentation prior to shipment.

  1. DIVERSIONS:

Buyer agrees not to export or re-export Roof Top Tents and other Products or technical data provided by Thawga unless with express approval, in writing, from Thawga and subject to the terms determined by Thawga.

  1. PAYMENT TERMS:

The price of Roof Top Tents and other Products  is as specified on the Purchase Order form. The said prices do not include the various expenses for which the Buyer is responsible, as specified above. The terms of payment shall be as specified in the Purchase Order.

  1. DELIVERY:

Each delivery, should Thawga so choose, shall constitute a separate sale, having the same effects as though made under a separate agreement, covering solely the amount and Roof Top Tents and other Products of such delivery. Notwithstanding the above, should Buyer be in default with respect to any of the terms or conditions of this or any agreement with Thawga. Thawga may, should it so choose, defer further shipment hereunder until such default are remedied or may, without prejudice to any other legal remedy, decline further performance hereof. Thawga may change the terms of payment extended to Buyer for any reason, and thereafter Thawga may require Buyer to pay cash prior to delivery or to give security as Thawga deems satisfactory, and Thawga may withhold deliveries until receipt of such payment or security.

  1. OFFSETTING AND LIEN:

Thawga may retain possession of Roof Top Tents and other Products thereof, whether or not consideration in respect thereof has been paid, in order to guarantee the payment of any sum payable to it by the Buyer, whether in consideration of the retained Roof Top Tents and other Products, in consideration of other Goods, or for any other reason. The Buyer undertakes to pay the consideration of the Roof Top Tents and other Products, even in the event that it shall have claims or demands against Thawga, of whatsoever kind and nature, and the Buyer shall not be entitled to offset any sums off the price of Roof Top Tents and other Products.

  1. WARRANTY AND CLAIMS:

(a) Thawga shall be responsible, for the period of three(3) years from the date of delivery, against workmanship mistake and defects in material, of any item of Roof Top Tents  which, upon examination by Thawga, shall be determined by Thawga as having a defect which causes the Item to be unsuitable for reasonable use, provided that the said defect is the result of faulty production or use of poor quality materials, and further provided that the Buyer reported to Thawga of said defect immediately upon learning thereof.

(b) Thawga warranty, as stated in sub-section (a) above, is further contingent upon the Item being installed in a professional manner and in accordance with the instructions of Thawga and maintained in accordance with the maintenance instructions of Thawga, and on there having been no inappropriate or unreasonable use, and there having been no repair of any nature made thereto unless by Thawga or with Thawga’s approval, in writing. Thawga shall be responsible for any failure, defect or breakdown arising from ordinary wear and tear. Thawga’s warranty is confined solely to the repair of the Item or the replacement thereof, as stated above, and it is limited to the cost of the Item only. Without derogation from the aforesaid, it is hereby clarified that Thawga’s warranty does not include installation costs relating to the replacement items. Furthermore, Thawga shall not be responsible for any damage, expense or loss of whatsoever kind and nature caused directly or indirectly to the Buyer or to third parties, and shall not – in case of replacement of the Item – bear the costs and/or shall not be required to perform works as necessary to enable the replacement of the defective Roof Top Tent, such as acts of assembly, installation and dismantling, etc. It is expressly agreed that this remedy shall be the sole and exclusive remedy of Buyer. In no event shall either party be liable for any costs, loss, expense, special, indirect or consequential damage arising directly or indirectly from use of the material/good/item, whether or not based upon warranty, agreement, negligence or strict liability.

  1. c) Thawga neither makes nor intends nor authorizes any other warranties, either express or implied, and it expressly excludes and disclaim all implied warranties of merchantability and fitness for a particular purpose. Buyer assumes all risks and liabilities resulting from the use of any goods delivered hereunder in any processes or in combination with other substances.
  1. ROOF TOP TENTS:

(a) Thawga may deviate from the quantity of Roof Top Tents ordered by a deviation of 10%, and the final price for Roof Top Tents shall be determined in accordance with the quantity actually delivered.

(b) Thawga may deliver Roof Top Tents at schedules which may vary, unless otherwise determined in advance, in accordance with the production and the state of the inventory in its warehouse. Should fixed lengths be determined expressly and in writing, Thawga may deliver up to 10% of Roof Top Tents at unspecified schedules.

  1. PATENTS AND COPYRIGHTS:

Thawga is and shall remain the sole and exclusive owner of all intellectual property rights relating to Roof Top tents and other Products. Buyer shall not violate any proprietary rights of Thawga, including any intellectual property of Thawga, and shall reimburse and indemnify any and all damages, costs, expenses and losses arising from a violation of any such right by the Buyer or any third party acting on its behalf or having acquired Roof Top Tents, and/or any documentation of Thawga, from the Buyer.

  1. FORCE MAJEURE:

Should any delay or interruption in the performance and completion of Thawga’s obligations occur due to any cause beyond Thawga’s control, such as an Act of God, War, Terrorism, Act of Government, Fire, Flood, Earthquake, Interruption of Transportation or Shipping, or other Calamity, or due to any Strike or Labor Troubles, Sabotage, Riots or Insurrection, then the specified delivery dates shall be extended to permit Thawga  adequate time to fulfill the obligations of the agreement.

  1. BREACH OF AGREEMENT:

Should any terms or conditions of this agreement be breached by Buyer, or should any proceeding affect the business of Buyer, or, at Thawga’s discretion, may have a material adverse change occurs in Buyer’s business or payment ability, then with regard to the whole or any part of this agreement, Thawga may, without prejudice to any other legal remedy, terminate the agreement.

  1. RESOLUTION OF DISPUTES:

This agreement and the sale of Roof Top Tents and other Prodcuts shall in all respects be governed by the laws of the Republic of Turkey, without reference to its choice of law rules. The Parties hereby agree that any dispute shall be settled through friendly negotiations. In the event that no settlement can be reached within 30 days, the dispute shall be subject to binding arbitration in accordance with the Arbitration Law and Regulations. Written notice of demand for arbitration may be filed by either party with the other party. In the absence of consent between the Parties with respect to the arbitration within 7 days, it shall be appointed by the Chairman of the Bar Association upon a request of wither party. Without derogation from the above, the court having the sole and exclusive jurisdiction shall be the court in Republic of Turkey.

17. CONTACT INFORMATION:

If you have any concern about any point, please feel free to contact us at support@thawga.eu