Terms and conditions of sale

1. Scope

These terms govern any sale of goods by SELA INTERNATIONAL LTD to a buyer acting for business purposes. They prevail over the buyer’s purchasing terms, save for a written derogation accepted by SELA. Placing an order constitutes unreserved acceptance of these terms.

2. Offers and formation of contract

Information on the site is indicative and does not constitute an offer. Only a written, named offer binds SELA, within its validity period, which is thirty days unless otherwise stated. The contract is formed by the written order confirmation issued by SELA. Offers are based on the prices, freight rates and exchange parities in force at their date of issue.

3. Prices

Prices are exclusive of tax, in the currency stated in the offer, and are expressed under the agreed Incoterm and named place. Unless otherwise stipulated, they include neither import duties, nor local taxes, nor unloading costs at destination. Import duties, taxes and formalities remain the buyer’s responsibility.

4. Payment

Payment arrangements are set out in the offer: irrevocable documentary credit, documentary collection, or bank transfer with a deposit on order and the balance against documents. No discount is granted for early payment save by written agreement. Any late payment automatically bears late-payment interest at the contractual rate stated in the offer, without prior formal notice, and entitles SELA to suspend deliveries in progress.

5. Delivery and transfer of risk

Deliveries are made under the Incoterms® 2020 rule stated in the order confirmation, with the named place precisely identified. Risk transfers at the point defined by that rule, independently of the transfer of title. Delivery dates are indicative; a reasonable overrun gives rise to neither cancellation nor compensation, save for a firm lead-time commitment accepted in writing.

6. Retention of title

SELA INTERNATIONAL LTD retains title to the goods until full payment of the price and its ancillary amounts. This retention does not affect the transfer of risk, which occurs under the agreed Incoterm. The buyer shall not resell or process unpaid goods without written agreement.

7. Conformity and claims

Conformity is assessed against the specification set out in the order confirmation and, where applicable, the pre-shipment inspection report. Any reservation concerning a shortage or apparent damage must be noted on the transport document on receipt and confirmed in writing to the carrier within the periods laid down by the applicable convention. Any claim for non-conformity must be notified to SELA in writing within fifteen days of the goods being made available, supported by evidence — photographs, lot numbers, retained samples.

8. Limitation of liability

The liability of SELA INTERNATIONAL LTD is limited to the tax-exclusive amount of the order concerned. Indirect damages are excluded, in particular loss of profit, business interruption, damage to reputation and penalties owed by the buyer to its own customers. No limitation applies in cases of gross negligence or wilful misconduct.

9. Force majeure

Force majeure means events beyond the parties’ reasonable control, including port closure, sustained port congestion, cancellation of a shipping service, embargo, export or import restriction, natural disaster, armed conflict and epidemic. The affected obligations are suspended for the duration of the event; beyond ninety days, either party may terminate the order without compensation.

10. Regulatory compliance and sanctions

Each party warrants that it is not subject to any international restrictive measure and undertakes to comply with applicable sanctions, export control and anti-corruption regulations. The buyer warrants that the goods will not be re-exported or used in breach of those regulations.

11. Governing law and disputes

These terms are governed by Mauritian law. The parties shall endeavour to settle any dispute amicably. Failing agreement within thirty days of a written notification, the dispute shall be submitted to the competent courts of Port Louis, save for an arbitration agreement expressly stipulated in the order confirmation.