1- Unless otherwise specifically predicated in writing or as long as services performed are in line with mandatory provisions of local laws (II), referring to all services rendered (I) to governments, governmental or public bodies or the regulations, INCOMAR INSPECTION EXPERTISE SERVICES CO. LTD. (hereinafter called “The Company”) shall in all respects will act and perform services according to those GENERAL CONDITIONS AND TERMS OF SERVICE (hereinafter called “General Conditions”) , and, all offers, contractual relationships or services with and to any of the affiliated customers (depending on the work order) of and all offers, services are contracts are subjected to said “General Conditions”.
2- The Company, as a Commercial Controlling Enterprise as stated in articles of association, is engaged in the inspection and expertise, surveys etc. Conforming to articles, by the appointments received from the clients, The Company may represent individuals or entities (private, public or governmental) (hereinafter, called “The Client”)
As described under the item, Privacy within the scope of Quality Management System, all the data, documents which presented by the Client during the periods of acceptance and performance of the services are treated strictly confidential. Other than disclose of those data and documents as required by any authorized legal bodies for the legal reasons or such, all those documents and data will not be disclosed to any third parties without the prior written consent of the Client. Any complaints arrived about the Client will be treated confidentially and may be shared with the Client if necessary.
4- E-mails and Attachments
E-mails and their attachments prepared for individuals may contain private and confidential information intended solely for the use of the individual to whom it is addressed, cannot be announced, copied or forwarded by The Client, without a written consent. Any views or opinions expressed are solely belong to the author and do not necessarily reflect the Company. Due to security risks of email systems, the confidentiality and integrity of the message may be damaged, the message may contain viruses. Finally, the recipient should check e-mails and any attachments for the presence of viruses. Our Company accepts no liability for any damage caused by any virus transmitted by the use of e-mail systems. In case of receiving an e-mail with wrong addressee, the recipient is obliged to inform the sender and delete the e-mail and its attachments.
5- Provision of Services
In the absence of specific instructions, the Company will provide service in accordance with criterias cited below;
6- The Company’s standard services may include all or any of the following;
(a) Inspection, Expertise, Control, Engineering, Survey, Tallying, Agency, Laboratory Services, Expert assignment for disagreements and Consultancy and Feasibility report services
(b) Technical quantitative and qualitative surveys and inspections of the quantity, quality and weight of any raw, intermediate and final products and their compliance with local and international standards, norms, laws, regulations, guidelines, practices and the requirements of the conditions cited in the contract agreed upon by the buyer and seller
(c) Testification of laboratory analyzes and other tests
(d) Damage survey prior to, during and after the Loading/Discharging
(e) Condition inspection of transportation vehicles such as marine vessels and containers
(f) Provision of services of inspection, survey and reporting for any task relevant to the Company’s practice either Domestically or Internationally
(g) International inspection activities such as assessments of conformity within the contracts arranged by exporters and importers.
(h) Naturally the Company itself is responsible of conducting the surveys assigned due to contracts or orders. However the Company may delegate the performance of services to a subcontractor due to unpredictable conditions and /or lack of capacity , or excessive demands. The Company has the capability of assigning qualified personnel for a peer review of the performance of the subcontractor, if and when a part of expertise is delegated to a subcontractor. In such conditions, the Client is informed.
Reports of Inspection
Reports of Inspection issued by the company will reflect the facts as recorded by it at the time of the inspection, within the limits of instructions received or, in the absence of such instructions, within the limits of the applicable standards. The Company is under no obligation to refer to or report upon any facts or circumstances which are irrelevant to the specific instructions received or the standards referred to.
The Company will provide services using experience, efficiency and sufficient know-how withstanding any kind of prejudice, within the limits of with the Client’s specific work instructions or, in the absence of such instructions, within the limits of the applicable standards as provided under clause 5. The issued Inspection Report reflects only the findings at time and place of inspection. The Company is under no obligation to demonstrate any facts or circumstances in reports which are outside of specific instructions received.
7- Obligations of Client
At the time of the service, the client will;
(a)Deliver all the relevant documents and the specific instructions of the required service not later than 48 hours prior to the required service,
(b)Ensure the information flow is clear, explicit and sufficient,
(c)Fully comply with all the liabilities under any relevant sales or other contract with a third party conforming to laws
(d)Inform the Company in advance of any known hazardous or dangerous materials (i.e. toxic, explosive materials including environmental poison and pollution) along with dangers and injuries may occur by any products having actual or potential risks,
(e)Obliged to secure all necessary access for the Company’s representatives to the premises where the services are to be performed and all necessary actions to eliminate any obstacles in the performance of the services.
8- Fees and Payment
(a) Fees not established between the Company and Client at the time of signing the contract are subject to the Company’s standard rates (which are subject to change).
(b) The Client will promptly pay all the fees to be paid to Company in not later than 15 days or instantly upon receipt, if the Company did not establish a period in the invoice (the “Due date”). If any failing in the payment occurs, an interest will become due at rate of 1.5% per month (or such other rate as may be established in the invoice) from Due Date up to and including the date of the payment actually received.
(c) Client shall not be entitled to retain or defer payment of any sums due to the Company, claiming any dispute, or counter claims , or netting with The Company.
(d) Company may have the sue for the collection of unpaid fees in any court having competent jurisdiction.
(e) Client shall pay all of the Company’s collection costs, including attorney’s fees and related costs.
(f) In the event any unforeseen problems or expenses which may arise in the course of carrying out the services the Company shall act accordingly to inform Client and shall be entitled to charge additional fees to cover extra time and costs necessarily incurred to complete the services.
(g)If the Company is unable to perform all or part of the services for any cause whatsoever beyond the control of the Company’s, including failure of The Client to comply with any of its obligations provided under the clause 7 , the Client shall pay the amount of all expenses incurred by the company and the services carried out. The Company shall be relieved of all responsibility whatsoever for the non-performance of the required services.
9- Suspension or Termination of Services
The Company shall be entitled to immediately and without liability either suspend or terminate provision of the services in the event of failure by the Client to comply with any of its obligations hereunder and such failure is not remedied within 5 days that notice of such failure has been notified to Client.
10- Liability and Indemnification
(A) Limitation of Liability:
(1) Inspection Reports are issued to The Clients, on the basis of information and/or documents provided by / on behalf of The Client conforming to the basics of such Inspection Reports. Neither the Company nor any of its personnel, employees, agents or subcontractors shall be liable to The Client or to any other third party, for any sues in force or to be in force , on the basis of such Inspection Reports which may cover any incorrect results arising from unclear, incomplete, erroneous, misleading or false information provided by the Company.
(2) The Company shall not be liable for any delayed, partial or total non-performance of the services arising directly or indirectly from any event beyond the Company’s control, including failure of The Client to comply with any of its obligations hereunder.
(3) The liability of the Company in respect of any claim for damage and lost shall not exceed 5,000 USD, under all circumstances, in respect of the specific service which gives rise to such claim.
(4) The company shall have no liability for any direct or consequential loss (including loss due to profit).
(5) In the event of any claim, Client must give written notice to the Company within 30 days of discovery of the facts alleged to justify such claim and, in any case, the Company shall be discharged from all liability for all claims for damage and costs, unless suit is brought within 3 months from;
(a) The date of performance by the Company of the service which gives rise to claim, or,
(b) The date when the service to be completed , in the event of any alleged to non-performance of the service.
(c) Indemnification :
Client shall indemnify, and guarantee the Company and its personnel, employees, agents and subcontractors against all claims (actual or threatened) and covers any third party for loss, damage or expenses of whatsoever the nature, including all legal expenses and related costs and howsoever arising relating to the performance, purported performance or non-performance of any services.
- The Company does not provide services as an underwriter nor as a voucher (guarantor) and does not hold any responsibility of this context. The Client shall cover their own insurance against any loss or damages.
- During the course of providing services of one year thereafter Client shall not directly or indirectly entice, encourage or make any offer to Company’s employees to leave their employment
- Use of the Company’s corporate name and/or registered marks is not permitted without the Company’s written authorization.
- If any one or more provisions of these General Conditions are found to be illegal or unenforceable in any respect, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby.
12- Dispute Resolution
Unless stated otherwise, all disputes arising out or in connection with the services provided hereunder shall be governed by the Istanbul Courts.