Terms and Conditions
These Terms and Conditions ("Terms") govern your use of precivaro.com and the Precivaro distributor portal (the "Site"), and apply to quotations, orders and supplies of products by Precivaro LLC ("Precivaro", "we", "us" or "our"). By using the Site, submitting a request for quotation or placing an order, you agree to these Terms on behalf of yourself and the business you represent.
1. Who we are
Precivaro LLC is a United States company that supplies Precivaro-branded surgical instruments to distributors. Our instruments are produced by established manufacturing partners in Pakistan and China to the specifications agreed for each order. We coordinate sourcing, quality inspection and international shipping.
2. Business customers only
The Site and our products are offered only to businesses, such as medical distributors, importers and buying groups. We do not sell to consumers or individual patients. By using the Site you confirm that you are acting for a business and have authority to bind it to these Terms.
3. Accounts and portal access
Access to the distributor portal requires an approved account. We may approve, decline, suspend or close accounts at our discretion, including where information provided is inaccurate or these Terms are breached. You are responsible for keeping your login credentials confidential, for all activity under your account, and for telling us promptly of any unauthorized use.
4. Product information
Product descriptions, images, dimensions and specifications on the Site are provided for general guidance. Because instruments are made to order, final specifications, materials, finishes and markings are those confirmed in your quotation. Images may not show the exact product supplied. Catalog content does not constitute an offer to sell.
5. Quotations and orders
- A request for quotation submitted through the Site is an enquiry and does not create a binding order.
- Our quotation sets out the products, specifications, quantities, prices, delivery terms and payment terms, and is valid for the period stated in it.
- An order becomes binding only when we confirm your purchase order in writing, or when we issue an invoice for it.
- If the terms of a confirmed quotation or order confirmation conflict with these Terms, the quotation or confirmation prevails for that order. Any terms in your purchase order or other documents that differ from ours do not apply unless we agree to them in writing.
6. Prices and payment
- Prices are as stated in the quotation, in the currency shown, and are based on the delivery terms stated there.
- Unless the quotation says otherwise, prices exclude import duties, taxes, customs fees, bank charges and other charges in the destination country, which are the buyer's responsibility.
- Payment must be made to Precivaro LLC according to the payment terms in the quotation, which may include an advance payment before production begins.
- We may delay production or shipment, or suspend further orders, until overdue amounts are paid. Late payments may carry interest at the lower of 1.5% per month or the maximum rate permitted by law.
7. Production and delivery times
Production, inspection and shipping times we provide are good-faith estimates based on current conditions. They are not guaranteed and can vary with order size, specifications, manufacturing capacity, carrier schedules and customs processing. We will keep you informed of material changes. Delays do not entitle you to cancel an order or claim damages, except as required by law or agreed in writing.
8. Shipping, title and risk
Delivery is made under the Incoterms® rule stated in your quotation. Risk of loss or damage passes to you as set out in that Incoterms rule. Title to products passes to you when we receive full payment for them. You are responsible for import clearance in the destination country unless the quotation states otherwise.
9. Inspection and claims
You must inspect products promptly on receipt. Claims for shortages, visible damage or non-conformity with the agreed specifications must be made in writing within 14 days of delivery, with the order number, a description of the issue and supporting photographs. Claims for transit damage should also be noted with the carrier at delivery. Products not claimed within this period are treated as accepted, except for defects covered by section 10 that could not reasonably have been found on inspection.
10. Product warranty
We warrant that products will, at delivery, conform to the specifications agreed in the quotation and be free from defects in materials and workmanship. If a product does not meet this warranty and you notify us within 12 months of delivery, we will, at our option, replace it, repair it, or issue a credit or refund of the price paid for that product.
This warranty does not cover defects caused by misuse, accidents, improper cleaning, reprocessing or sterilization, use of incorrect chemicals, unauthorized modification or repair, or normal wear and tear.
Unless your quotation states otherwise, instruments are supplied non-sterile and must be cleaned and sterilized in accordance with applicable standards and instructions before each use.
Except as expressly stated in these Terms or in a quotation, and to the maximum extent permitted by law, we make no other warranties, express or implied, including any implied warranties of merchantability or fitness for a particular purpose.
11. Cancellations and returns
Because products are made to order, orders cannot be cancelled once production has started without our written agreement. If we agree to a cancellation, you will be responsible for costs already incurred, including materials, work in progress and any manufacturer charges. Products may be returned only with our prior written authorization. Returns that are not the result of our error may be subject to restocking and shipping charges.
12. Regulatory responsibilities
You are responsible for holding all licences, registrations and approvals needed to import, market, distribute and sell the products in your territory, and for complying with local medical device, labelling and post-market requirements. You agree to share with us any safety reports or complaints you receive about our products and to cooperate with any field safety action or recall.
13. Export controls and sanctions
You agree to comply with all applicable export control, sanctions, anti-bribery and anti-corruption laws. You must not resell or export products to any destination, entity or person prohibited under those laws. We may refuse or cancel any order if we reasonably believe it would breach them.
14. Intellectual property
The Site and its content, including text, images, designs, logos and the Precivaro name and marks, are owned by or licensed to Precivaro and protected by intellectual property laws. You may view and print content for your business use in dealing with us. You may not copy, modify, distribute or use our content or marks for any other purpose without our written permission.
15. Acceptable use of the Site
You agree not to use the Site unlawfully; submit false or misleading information; attempt to gain unauthorized access to the Site, the portal or other accounts; interfere with the Site's operation or security; or use automated tools to copy or extract content without our permission.
16. Limitation of liability
To the maximum extent permitted by law, Precivaro will not be liable for any indirect, incidental, special, consequential or punitive damages, or for loss of profits, revenue, business or goodwill, arising out of or relating to the Site, these Terms or any products, even if advised of the possibility of such damages. Our total liability for any claim relating to an order will not exceed the price paid for the products that are the subject of the claim.
Nothing in these Terms limits liability that cannot be limited under applicable law.
17. Indemnity
You agree to indemnify and hold Precivaro harmless from claims, losses and expenses, including reasonable legal fees, arising from your breach of these Terms, your violation of any law, or the handling, reprocessing, marketing, resale or use of products after delivery to you, except to the extent caused by our breach of the warranty in section 10.
18. Force majeure
We are not liable for delay or failure to perform caused by events beyond our reasonable control, including natural disasters, epidemics, war, civil unrest, government action, trade restrictions, labour disputes, supplier or carrier disruptions, port congestion and utility or internet failures. Where such an event occurs, our time for performance is extended for as long as the event continues.
19. Governing law and disputes
These Terms and any order are governed by the laws of the State of Arizona, United States, without regard to its conflict-of-law rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply. The parties will first try to resolve any dispute in good faith through discussion. If a dispute is not resolved within 30 days, it will be submitted to the courts located in Arizona, and each party consents to their jurisdiction.
20. General
We may update these Terms from time to time by posting a revised version on the Site. The version in effect when an order is confirmed applies to that order. If any provision is found unenforceable, the rest remain in effect. Our failure to enforce a provision is not a waiver. You may not assign your rights under these Terms without our written consent. These Terms, together with any confirmed quotation, form the entire agreement between us on their subject matter.
21. Contact us
For questions about these Terms, contact Precivaro LLC at sales@precivaro.com. For questions about an existing order, email order@precivaro.com.