World Wide Trade Services Inc.

We Are Your Trading Partner!

WWTS Legal B2B Info

Legal Information

1 Interpretation

In these Conditions:
"Company" means WWTS - World Wide Trade Services Inc., or any of its subsidiary companies.
"Conditions" means the terms and conditions of sale set out in this document and any special terms and conditions agreed in writing by the Company.
"Contract" means the contract for the purchase and sale of the Goods and or Services.
"Customer" means the person who buys or agrees to buy the Goods and or Services from the Company.
"Goods" means the goods which the Company is to supply in accordance with these Conditions.
"Intoterms" means the international rules for the interpretation of trade terms of the International Chamber of Commerce as in force at the date the contract was made.
"Services" means all advice given and services performed by the Company including but not limited to training, relocation of equipment, the provision of service instructions and technical support.

2 Basis of the sale

2.1 The Company shall sell and the Customer shall purchase the Goods and or Services in accordance with any written quotation of the Company which is accepted by the Customer, or any written order of the Customer which is accepted by the Company, subject in either case to these Conditions, which shall govern the Contract to the exclusion of any other terms and conditions subject to which any such quotation is accepted or purported to be accepted, or any such order is made or purported to be made, by the Customer.

2.2 No variation to these Conditions shall be binding unless agreed in writing by the Company.

2.3 The Company's employees or agents are not authorised to make any representations concerning the Goods unless confirmed by the Company in writing. In entering into the Contract the Customer acknowledges that it does not rely on any such representations which are not so confirmed.

2.4 Any advice or recommendation given by the Company or its employees or agents to the Customer or its employees or agents as to the storage, application or use of the Goods which is not confirmed in writing by the Company is followed or acted upon entirely at the Customer's own risk, and accordingly the Company shall not be liable for any such advice or recommendation which is not so confirmed.

2.5 Whilst every effort is made to ensure the accuracy of the descriptions, illustrations and material contained in any catalogues, price lists, brochures, leaflets or other descriptive matter of the Company, these represent the general nature of the items described therein and do not form part of the Contract nor amount to any representation or warranty by the Company. The Company reserves the right to modify the design of the Goods or the basis of the Service without notice.

2.6 If the Company shall cease to manufacture any Goods ordered by the Customer it shall give notice of the fact in writing to the Customer (but shall not be liable for any loss or damage occasioned thereby to the Customer) whereupon the Customer will have the option to be exercised within twenty-one days of the date of such notice, either to take equivalent goods (if available from the Company) or to cancel its order without further liability upon the Company or the Customer.

2.7 The failure of the Company to enforce its rights under the Contract at any time for any period of time shall not be construed as a waiver of any such rights.

3 Quotation and order

3.1 In the event that a written quotation or tender for Goods or Services is issued by the Company, such quotation or tender is provisional and may be altered to take account of any change taking place between the date of quotation and the Company's acceptance of the Customer's order and in any event the quotation or tender shall expire 30 days after the date of its issue unless otherwise agreed in writing by the Company.

3.2 Any order from the Customer must be accompanied by:

3.2.1 sufficient information about the Customer's requirements to enable the Company to proceed with the order and/or the provision of Services.

3.2.2 satisfactory evidence of any licence or consent (statutory or otherwise) required for the sale or delivery of the Goods and/or the provision of Services; and

3.2.3 instructions as to the place date and time of delivery of Goods and/or the provision of Services required.

3.3 The Company reserves the right (without prejudice to any other remedy) to cancel any uncompleted order or to suspend delivery in the event of any of the Customer's obligations to the Company not being met.

4 Indemnity

4.1 Where Goods are to be made by the Company in accordance with the Customer's specification the Customer shall be responsible for the suitability and accuracy of the specification and the Customer undertakes to indemnify the Company against all loss, damages costs and expenses awarded against or incurred by the Company in connection with or paid or agreed to be paid by the Company in settlement of any claim for infringement of any patent, copyright, design, trade mark or other industrial or intellectual property rights of any other person which results from the Company's use of the Customer's specification.

4.2 No order which has been accepted by the Company may be cancelled by the Customer except with the agreement in writing of the Company and on terms that the Customer shall indemnify the Company in full against all losses (including consequential loss), costs, damages, charges and expenses incurred by the Company as a result of cancellation.

5 Price

5.1 The price of the Goods and Services shall be the price in force at the time of quotation and the Company's price list does not constitute an offer to sell at the prices set out therein. The Company reserves the right to increase the price to reflect increased costs of transportation, materials, insurance, taxes, duties, foreign exchange rates and other prime costs of the Company. The Company reserves the right to apply a minimum charge on small value orders.

5.2 All prices quoted are exclusive of VAT unless otherwise stated and the Customer shall pay any and all taxes duties and other government charges payable in respect of the goods. Unless otherwise expressly stated the price and any quotation do not include delivery and import and customs duties.

5.3 The Customer shall pay to the Company, all reasonable charges incurred in respect of the delivery of the Goods to the Customer including the charges for storage, forwarding and carriage and VAT.

5.4 The price includes packing and such packing is non-returnable.

6 Delivery

6.1 While the Company will use all reasonable endeavours to avoid, and to give the Customer sufficient notice of, any delay in delivery on the notified delivery dates, failure to deliver by a specified date will not be sufficient cause for cancellation, nor will the Company be liable for any direct, indirect, consequential or economic loss or damage due to delay in delivery however caused. Where delivery is to be made by instalments, delay in delivering one instalment shall not entitle the Customer to refuse to accept the remaining instalments.

6.2 Unless otherwise agreed in writing the Company's delivery terms are carriage including freight and insurance (CIF).

6.3 Any damage to the Goods in transit or claims for shortage should be notified to the carrier and the Company promptly following receipt at the Customer's premises or port of entry as the case may be.

6.4 If the Contract is an international supply contract it shall be deemed to incorporate the latest edition of Incoterms current at the date of the Contract save that in the event of any inconsistency between Incoterms and any express terms of the Contract the latter shall prevail.

6.5 The Customer shall not be entitled unreasonably to delay delivery or refuse to accept delivery. If the Customer fails to give the Company adequate instructions or fails to comply with the provisions of Condition relating to health and safety or fails to accept delivery of the Goods within a reasonable period after receiving notice from the company that they are ready for delivery, the Company may dispose of the Goods store them at the Customer's expense or otherwise deal with the Goods in any way it thinks fit The risk of loss of or damage to the Goods (other than loss or damage caused by the negligence or default of the Company or its employees or agents) shall pass to the Customer at the end of such period.

6.6 The Customer shall promptly notify the Company in writing in the event the Goods do not arrive within five working days of their anticipated receipt

6.7 The Customer warrants to the Company that the site where it intends to use or take delivery of the Goods or where Services are performed is licensed in accordance with any relevant local regulations and that equipment has been sterilised to the required level of safety for engineering requirements.

6.8 The Customer shall ensure that; adequate and safe facilities and procedures exist at its premises and that the Company is properly notified in advance of any relevant regulations or statutory requirements that affect such premises; that the Company is notified in advance of any relevant national or international regulations consents or statutory requirements it has to comply with. The Customer shall comply with all relevant regulations and provide all necessary licences and certificates.

6.9 Where the Company is to provide Goods or perform Services it is the duty of the Customer to ensure that the specification of the Goods purchased hereunder is suitable and safe for the intended use or environment of use; that the Goods are handled in a suitable and safe manner and are applied and installed in accordance with the Company's application and installation instructions; all relevant safety information relating to Goods or Services is passed on to the Company and to other users (including purchases and users of other goods and equipment into which the products are incorporated).

7 Payment

7.1 Unless otherwise agreed in writing by the Company the following payment terms shall apply:

7.1.1 For sales of Goods comprising of robotic equipment:
on acceptance of the Customer's order by the Company, the Customer shall pay 30% of the price plus VAT as a deposit; within 7 days of notification by the Company that the Goods have been despatched, the Customer shall pay a further 40% of the price plus VAT; and within 30 days of delivery of the Goods, the Customer shall pay the outstanding balance of the price plus VAT.

7.1.2 For sales of all other Goods, the Customer shall pay the full price plus VAT within 30 days of the date of the Company's invoice.

7.2 The Company is entitled to charge the Customer interest on any part of the Contract price not paid by the due date until full payment is made at the rate of 3% above the base-lending rate of Royal Bank Canada.

7.3 In the event of late payment by the Customer the Company reserves the right to suspend deliveries and/or cancel or suspend any outstanding contractual obligations.

7.4 The Customer shall have no right to set off any amounts owing to or alleged to be owing to it by the Company against unpaid invoices due to the Company.

8 Warranty and limitation of liability

8.1 Subject as provided below the Goods are warranted from the date of shipment to be free of defects in workmanship or materials under normal usage for a period of one year. All claims shall be deemed waived in the event the Customer fails to notify the Company within such period. Provided however computers printers and their accessories or other Goods which are not manufactured but are distributed by the Company are covered by whatever warranty is provided by the original manufacturer. The Company's sole liability and Customer's exclusive remedy for breach of the warranty for Goods is limited to replacement or refund at the sole option of the Company.

8.2 The Company warrants that all Services will be carried out with reasonable care and skill but the Company's sole liability for breach of this warranty shall be at its option to give credit for or reperform the Services in question. This warranty shall only extend for a period of thirty days after the completion of the Services.

8.3 Nothing in these Condition shall confer any right upon the Customer to return the Goods or to refuse or delay payment for Goods and Services.

8.4 The above warranties are given by the Company subject to the following conditions:

8.4.1 the Customer shall give written notice to the Company within seven days of the discovery of the defect. If the Customer does not notify the Company accordingly, the Customer shall not be entitled to reject the Goods and the Company shall have no liability for such defect or failure, and the Customer shall be bound to pay the price as if the Goods had been delivered and/or the Services provided in accordance with the Contract.

8.4.2 the Company shall be under no liability in respect of any defect in the Goods or their design arising from any drawing, design or specification supplied by the Customer;

8.4.3 the Company shall be under no liability in respect of any defect arising from fair wear and tear, wilful damage, negligence, abnormal working conditions, failure to follow the Company's instructions (whether oral or in writing), misuse or alteration or repair of the Goods without the Company's approval;

8.4.4 the Company shall be under no liability under the above warranty (or any other warranty, condition or guarantee) if the total price for the Goods and/or Services have not been paid by the due date for payment;

8.4.5 the above warranty does not extend to parts, materials or equipment not manufactured or supplied by the Company, in respect of which the Customer shall only
be entitled to the benefit of any such warranty or guarantee as is given by the manufacturer to the Company.

8.4.6 the terms set out in the conditions relating to the computer programme licence in condition 14.

8.5 Subject as expressly provided in these Conditions, and except where the Goods are sold to a person dealing as a consumer (within the meaning of the Unfair Contract Terms Act 1977), all warranties, conditions or other terms implied by statute or common law are excluded to the fullest extent permitted by law. Where the Goods are sold to a consumer the statutory rights of the Customer are not affected by these Conditions.

8.6 Except in respect of death or personal injury caused by the Company's negligence, the Company shall not be liable to the Customer by reason of any representation (unless fraudulent), or any implied warranty, condition or other term, or any duty at common law, or under the express terms of the Contract, for any indirect, special or consequential loss or damage (whether for loss of profit goodwill, bargain, contract, time), costs, expenses or other claims for compensation whatsoever (whether caused by the negligence of the Company, its employees or agents or otherwise) which arise out of or in connection with the supply of the Goods or their use or resale by the Customer, and the entire liability of the Company under or in connection with the Contract shall not exceed the price of the Goods and/or Services, except as expressly provided in these Conditions.

8.7 Because of the inherent susceptibility of most biochemicals to deterioration, all warranty claims on such Goods must be made as soon as possible and in any event within seven days of receipt by the Customer; all claims shall be deemed waived in the event the Customer fails to notify the Company within such period. The Company's sole liability and Customer's exclusive remedy for a breach of this warranty is limited to replacement or refund at the sole option of the Company.

9 Force Majeure

9.1 The Company shall not be liable to the Customer or be deemed to be in breach of the Contract by reason of any delay in performing, or any failure to perform, any of the Company's obligations in relation to the Goods, if the delay or failure was due to any cause beyond the Company's reasonable control. Without prejudice to the generality of the foregoing, the following shall be regarded as causes beyond the Company's reasonable control:

9.1.1 Act of God, explosion, natural catastrophe flood, tempest, fire or accident;

9.1.2 war or threat of war, blockade, sabotage, insurrection, riot, civil disturbance or requisition;

9.1.3 acts, restrictions, regulations, bye?laws, prohibitions or measures of any kind on the part of any governmental, parliamentary port, international or local authority;

9.1.4 import or export regulations or embargoes;

9.1.5 strikes, lock?outs or other industrial actions or trade disputes (whether involving employees of the Company or of a third party);

9.1.6 difficulties in obtaining raw materials, labour, transportation, fuel, parts or machinery;

9.1.7 power failure or breakdown in machinery computer or other equipment failure.

10 Risk and title

10.1 Risk of damage to or loss of the Goods shall pass to the Customer at the time of delivery or, if the Customer wrongfully fails to take delivery of the Goods, the time when the Company has tendered delivery of the Goods.

10.2 Notwithstanding delivery and the passing of risk in the Goods or any other provision of these Conditions, the property in the Goods shall not pass to the Customer until the Company has received in cash or in cleared funds payment in full of the price of all Goods for which payment is due.

10.3 Until title to and property in the goods pass to the Customer, the Customer shall hold the Goods as the Company's fiduciary agent and bailee, and shall keep the Goods separate from those of the Customer and third parties and properly stored, protected and insured and identified as the Company's property, but the Customer shall be entitled to resell or use the Goods in the ordinary course of its business.

10.4 Until such time as the property in the Goods passes to the Customer (and provided the Goods are still in existence and have not been resold), the Company shall be entitled at any time to require the Customer to deliver up the Goods to the Company and, if the Customer fails to do so forthwith, to enter upon any premises of the Customer or any third party where the Goods are stored and repossess the Goods.

10.5 The Customer shall not be entitled to pledge or in any way charge by way of any security for any indebtedness any of the Goods which remain the property of the Company but if the Customer does so all sums owing to the Company from the Customer shall (without prejudice to any other right or remedy of the Company) forthwith become due and payable.

11 Termination In the event that:

11.1 any sum payable under the Contract is not paid by the Customer within 7 days of its due date;

11.2 the Customer fails to remedy a breach which is capable of being remedied or persists in any breach of its obligations under the contract (other than the obligation to make payment) after having been notified in writing by the Company to remedy or desist from such breach, within a period of 30 days of such notice;

11.3 the Customer has any distress or execution levied on its assets which is not paid within 7 days of it being levied or the Customer is involved in any legal proceedings in which its insolvency is involved; or

11.4 the Customer ceases or threatens to cease trade or if serious doubt arises as to the Customer's solvency or a petition to wind up the Customer is presented or an administrator or receiver appointed to any part of the Customer's business. (In the event of insolvency the Company's representatives will have the right to enter the premises of the Customer with such transportation as may be necessary and repossess any of the equipment to which it is entitled).

11.5 the Company shall be entitled without prejudice to its other rights under these Conditions to suspend further performance of the Contract until the default has been made good or terminate the contract immediately upon notice. Notwithstanding such termination the Customer shall pay the Company for any Goods and/or Services supplied up to and including the date of termination.

12 Intellectual Property

12.1 All patent, copyright, design, trade mark, or other intellectual property rights in the Goods are and shall remain vested in the Company and nothing in these Conditions shall be construed as granting to the Customer a licence or other right of manufacture of the Goods.

12.2 Where the Customer supplies designs drawings and specifications to the Company to enable it to manufacture non-standard or custom made Goods the Customer warrants that such manufacture will not infringe the intellectual property rights of any third party.

12.3 The Customer undertakes not to use any trademarks or trade names applied by the Company to the Goods nor to do or permit anything whereby the goodwill and reputation of such trademarks or trade names is prejudiced or damaged.

12.4 All copyright patent trade secret and other proprietary and intellectual rights in the Goods and information which the Company may provide to the Customer or its agents in relation to the Goods and/or Services shall (as between the parties) at all times remain confidential and the Customer undertakes not to copy or imitate the Goods.

13 Indemnities

13.1 The Customer shall hold harmless and indemnify the Company in respect of any claim which may be made against the Company arising in connection with any breach of the duty contained in any Condition relating to health and safety; that the use to which the Goods are put infringes the patent, copyright or other intellectual property rights of any third party; arising out of a failure by the Customer to observe the terms of the Contract.

14 Computer Programme Licence

Where the Company's Goods are intended to be used in conjunction with a particular licensed computer programme supplied by the Company the use of any other programme or unauthorised modification of a licensed computer programme shall void the Company warranty under Condition 8 The Customer and any users authorised by the Customer are hereby granted a non exclusive non-transferable licence to use the licensed computer programme only in conjunction with the Goods supplied by the Company. All other terms and conditions of the Company's limited warranty shall apply to the licensed computer programme.

15 General

15.1 The Customer shall not advertise the Goods or exhibit the Goods at any show, display or exhibition other than on the Customer's own premises, or enter the Goods for an event without the Company's written approval first being obtained.

15.2 No waiver by the Company of any breach of the Contract by the Customer shall be considered as a waiver of any subsequent breach of the same or any other provision.

15.3 If any provision of these Conditions is held by any competent authority to be invalid or unenforceable in whole or in part the validity of the other provisions of these Conditions and the remainder of the provision in question shall not be affected.

15.4 The Contract shall be governed by the laws of Canada, and the Customer agrees to submit to the jurisdiction of the Canadian courts.

15.5 Any notice to be given by either party to the other under these Conditions shall be in writing and served by hand or by sending the same by first class recorded delivery or registered post airmail to the address of the other party. Notice shall not be served by email or fax. Such notice shall be deemed to have been given on delivery, if delivered by messenger during normal business hours or on the second business day following mailing if posted in accordance with this condition.

15.6 The Company is part of the WWTS group and it may perform any of its obligations or exercise any of its rights under these Conditions by itself or through any other member of the group. If does this, any act or omission of that group company will be treated as an act or omission of the Company.

15.7 In the event that the Customer orders a quantity of consumable goods surplus to requirements the Company may in its absolute discretion agree to the return of those goods and upon their safe return and being unused issue the Customer with a credit note. This discretion will not be exercised if the Customer has not paid all associated freight charges and a restocking charge.

General
The information and materials on each page of this website (together or separately, "Information") have been compiled for the purpose of providing general information about WWTS Group ("WWTS"). Except where explicitly indicated nothing on this website constitutes an offer to enter into contractual obligations. No Information constitutes or shall be deemed to constitute an invitation to invest or otherwise deal in shares or other securities in WWTS Group.

WWTS's Rights
Except as indicated, all copyright in the Information is owned by WWTS. All rights in the Information are reserved. No reproduction of any part of the Information may be made for any commercial purpose, nor shall it be modified or incorporated in any other work, publication or website, whether in hard copy or electronic format, including posting to any other website. All trade marks, logos and brands displayed on this website are either owned or used under license by WWTS and its subsidiaries and must not be reproduced without their consent.

International Access
This site is operated and controlled in Canada and is governed by laws pertaining to Canada. WWTS makes no representation that the Information is appropriate for, or capable of, use in any other jurisdiction. SHOULD YOU CHOOSE TO GAIN ACCESS TO THIS WEBSITE FROM ANY LOCATION OTHER THAN CANADA, YOU DO SO BY YOUR OWN CHOICE AND ARE RESPONSIBLE FOR COMPLIANCE WITH ALL APPLICABLE LOCAL LAWS.

No Warranty
To the extent permissible by law, the Information is provided without warranty of any kind, whether express or implied, including but not limited to any implied warranty of satisfactory quality or fitness for a particular purpose, or of non-infringement of any third party's proprietary rights. While WWTS endeavours to keep the Information accurate and up-to-date, the Information is provided "as is" without any warranty of any kind. Any Information identified as provided by a third party is made available by WWTS in good faith, but WWTS accepts no responsibility for the currency or accuracy of such Information.

Other Sites
WWTS has authorized links only to those off-site pages and websites listed on this website as being authorized. WWTS makes no representations about and has no responsibility in relation to any material or information you obtain from any off-site page or any other websites which you may access through this website, whether or not authorized.  No links to this website may be included in any other website without WWTS's express written consent.

Site Availability
To the extent permissible by law, WWTS does not warrant that access to the website will be available at all times, or that the website or the server that makes it available are free of viruses or other harmful components. You, and not WWTS, assume the entire cost of all necessary servicing, repair or corrections to your hardware, software or information whether or not caused by any such virus or harmful component.

Liability
IN NO CIRCUMSTANCE, INCLUDING (BUT NOT LIMITED TO) NEGLIGENCE, SHALL WWTS BE LIABLE TO ANY PARTY FOR ANY DIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, INDIRECT OR PUNITIVE DAMAGES NOR ANY LOSS OF PROFIT THAT RESULTS FROM THE USE OF, OR THE INABILITY TO USE, THE INFORMATION, THIS WEBSITE OR ANY MATERIAL ON ANY WEBSITE LINKED TO THIS WEBSITE EVEN IF WWTS OR A WWTS AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.

PLEASE READ THIS STATEMENT CAREFULLY
SHOULD YOU NOT WISH TO BE BOUND OR ABIDE BY THIS DISCLAIMER AND ASSERTION OF RIGHTS, THEN LEAVE THIS WEBSITE IMMEDIATELY. ANY ACCESS OF THE WEBSITE BY YOU SHALL BE DEEMED TO BE AN ACCEPTANCE OF THE ABOVE DISCLAIMER AND ASSERTION OF RIGHTS.

Privacy Statement

WWTS takes your privacy seriously. Please read below to learn more about your privacy as relates to our web site.

What This Privacy Policy Covers

This policy covers how we handle personal data, including information related to your use of our site. Personal information includes information about you that is personally identifiable like your name, address, department, email address, or phone number, and that is not normally available publicly.

This policy does not apply to companies that WWTS World Wide Trade Services Inc., does not own or control.

Information Collection and Usage General

We automatically record information in our server logs from your browser, including your IP address, country, and the pages you request.  We use this information to analyze our site's usage in order to improve navigation and offer more popular content.

We collect personal information when you register with us, when you request information from us (for example a technical service request) and when you enter promotions and when you click on links.

Information Sharing

WWTS does not rent, sell, or in any other way share personal information about you with any other company or group.

Cookies Temporary, session-based cookies are used to log users out of the WWTS Online service if there has been no activity for five minutes.  This is an inherent part of the security arrangements on this website and is strictly necessary to the operation of the WWTS Online service.  You will not be able to use the service unless your browser is configured to permit the use of cookies.  When you exit the WWTS website, the temporary cookies will automatically be deleted from your computer.  Therefore, you should not use the WWTS Online service if you do not want those cookies to be stored on your computer. Changing information and un-registering

E-mail

When you enquire for product information online you will receive an e-mail enquiry confirmation from us. Other than this you will not receive any e-mail from us unless you subscribe to receive e-mail newsletters, promotional offers, etc. If you do subscribe, every e-mail will give you the opportunity to unsubscribe to stop receiving subsequent mails.

Changes to this Privacy Policy

We may need to update this policy. We will do our best to notify you about significant changes by placing a prominent notice on our site.