TERMS AND CONDITIONS
GENERAL TERMS AND CONDITIONS
SINGULARI SEMPER, SA DE CV.
1. Object and Scope of Application
These Terms and Conditions (hereinafter, “T&C”) govern the commercial relationship between SINGULARI SEMPER, SA de CV. (hereinafter, “SINGULARI”) and its clients (hereinafter, “THE CLIENT”), derived from:
- the provision of technical consulting,
- the execution of specialized maintenance,
- the supply and sale of industrial materials,
- the use of the Web Portal available at www.singulari.com.mx.
The Terms and Conditions apply to all transactions carried out through quotations, technical proposals, orders, purchase orders, contracts, service agreements or any written instruction issued by THE CLIENT and accepted by SINGULARI.
Requesting a quote, placing an order or providing a service implies full and unreserved acceptance of these Terms and Conditions.
2. Customer Responsibility Regarding Technical Information and Specifications
THE CLIENT acknowledges and accepts that he/she is responsible for providing complete, truthful, up-to-date and sufficient technical information for the correct preparation of the quotation and the execution of the services or supply.
SINGULARI is exempt from liability for incompatibilities, failures or technical deviations arising from:
- incomplete or incorrect specifications,
- undeclared requirements,
- standards not mentioned (API, ASME, ASTM, NFPA, IMO, DNV, ABS, etc.),
- operating conditions different from those reported,
- technical information provided late,
- extreme environmental conditions typical of the maritime/port sector.
2.1 Technical Consulting in Case of Insufficient Information
When the information provided by THE CLIENT is insufficient, incomplete or contradictory, SINGULARI may make available the service of TECHNICAL CONSULTING, in order to define:
- specs,
- applicable rules,
- compatibilities,
- operating conditions,
- basic engineering,
- risk analysis,
- on-site surveys,
- operational recommendations.
This service is quoted and invoiced separately. If the CLIENT decides not to contract it, they acknowledge and accept that they assume all technical and operational risks arising from the information provided.
3. Order, Purchase Order and Acceptance
Orders and purchase orders must be sent in writing to the email address [email protected], specifying quantities, models, brands, standards, materials, operating conditions and required date.
An order is considered accepted only when SINGULARI issues written confirmation.
SINGULARI may reject any order or purchase order without liability.
Any modification after the order has been confirmed will generate additional charges for engineering, logistics, rescheduling, or materials already purchased.
4. Advances and Payment Terms
4.1 Manufacturing, purchasing, or scheduling of services begins only when the corresponding advance payment has been received.
4.2 Delays in the advance payment will proportionally shift the delivery date, without liability for SINGULARI.
4.3 The CLIENT must make payments in accordance with the terms established in the quotation, issued invoice and these T&Cs.
4.4 Late Payment Interest (TIIE + 12 points)
In case of late payment, THE CLIENT will cover default interest calculated by applying to the outstanding balance the Interbank Equilibrium Interest Rate (TIIE) published by the Bank of Mexico, plus twelve percentage points, divided by 360 and multiplied by the days elapsed since the beginning of the default.
4.5 THE CLIENT agrees that no deductions, offsets or withholdings may be made without written authorization from SINGULARI.
5. Deliveries, Logistics and Incoterms
Deliveries will be made according to the agreed Incoterm (FCA, DAP, DDP or other).
When THE CUSTOMER designates a carrier, responsibility for the product is transferred to the carrier at the time of delivery.
SINGULARI will not be responsible for delays resulting from force majeure, availability of materials, customer logistics or events beyond its control.
SINGULARI may make partial deliveries and invoices, each with a payment obligation in accordance with these Terms and Conditions.
6. Inspection, Conformity and Complaints
The CLIENT must inspect the goods and services at the time of delivery.
If no claim is filed within 3 business days, the goods and services will be considered to have been received satisfactorily.
Subsequent claims will not be accepted.
7. Cancellations (NOT ACCEPTED)
Once the purchase order has been issued or the quote accepted, cancellations will not be accepted under any circumstances, because the goods and services offered by SINGULARI are manufactured, acquired or programmed specifically for each project.
If THE CLIENT requests cancellation, it will be considered invalid, and THE CLIENT must cover 100% of the total order value, including materials, engineering, logistics, scheduled services and any non-recoverable costs.
If THE CLIENT fails to comply with their contractual obligations, SINGULARI may consider the order as cancelled due to a cause attributable to THE CLIENT, obliging them to cover 100% of the value of the order.
8. Returns
Returns will only be accepted within 30 calendar days of delivery and with written authorization from SINGULARI, provided that a warranty authorized by SINGULARI is applied.
A minimum charge of 25% of the invoice value will be applied, plus freight, reconditioning, and additional testing.
9. Guarantees
The warranty covers manufacturing or workmanship defects, not:
- misuse,
- incorrect installation,
- lack of maintenance,
- unauthorized modifications,
- out-of-specification operation,
- damages caused by third parties,
- accelerated corrosion due to undeclared marine/port environment.
The warranty is voided if THE CLIENT alters, repairs or tampers with the goods without SINGULARI's authorization.
The warranty for the goods supplied will be that indicated in the quotation and/or that granted by the manufacturer.
10. Technical Consulting
10.1 Scope of the Consulting Service
SINGULARI's technical consulting aims to analyze, diagnose, and propose practical and applicable solutions that allow THE CLIENT to:
- improve processes,
- correct deviations or anomalies,
- optimize resources,
- to increase operational reliability,
- comply with applicable regulations,
- reduce technical and operational risks,
- strengthen decision-making.
10.2 Application of Recommendations
The recommendations issued by SINGULARI constitute professional technical criteria designed to support the CLIENT's decision-making.
The implementation of these recommendations is the responsibility of THE CLIENT, who must apply them in accordance with:
- the actual operating conditions,
- the available resources,
- the applicable regulations,
- the times and circumstances of the project.
10.3 Monitoring and Feedback Service (optional)
SINGULARI will be able to offer the service of MONITORING AND FEEDBACK, which includes:
- review of progress,
- implementation evaluation,
- technical adjustments to the recommendations,
- feedback sessions,
- technical visits,
- regulatory compatibility verification,
- technical support during the transition or improvement of the process.
This service is quoted and invoiced separately.
10.4 Complementary Technical Consulting
When the nature of the project or service, the operating conditions, or the information provided by THE CLIENT require additional analysis, SINGULARI may offer COMPLEMENTARY TECHNICAL CONSULTING, including:
- basic engineering,
- selection of materials,
- regulatory review,
- risk analysis,
- process analysis,
- on-site surveys,
- operational recommendations,
- technical compatibility validation.
This service is quoted and invoiced separately.
10.5 Reasonable Technical Limitation
SINGULARI's consulting services are based on the information available at the time of the analysis. If the CLIENT omits relevant information, provides incomplete data, or modifies operating conditions without notification, SINGULARI will be exempt from liability for deviations or results different from those anticipated.
11. Maintenance
THE CLIENT must guarantee suitable conditions for the execution of the maintenance (power, access, security, permits, etc.).
The maintenance guarantee covers exclusively the correct execution of the activities carried out by SINGULARI, for a period of 12 months, unless the quotation indicates otherwise.
SINGULARI does not guarantee components previously installed by third parties.
12. Supply of Materials, Equipment and Systems
12.1 THE CLIENT is responsible for the selection of materials, equipment and systems, as well as their compatibility with processes, standards and operating conditions.
12.2 SINGULARI quotes and supplies based on the information provided by THE CLIENT. If this information is incomplete, incorrect, or delayed, SINGULARI will not be liable for any incompatibilities or technical non-compliance.
12.3 If THE CLIENT requires compliance with specific standards (API, ASME, ASTM, NFPA, IMO, DNV, ABS, etc.), they must expressly indicate this in the quotation request.
12.4 When the technical information provided by THE CLIENT is insufficient to define standards, compatibilities or operating conditions, the provisions of section 2.1 of these Terms and Conditions shall apply.
12.5 SINGULARI does not guarantee the performance of materials and equipment when used under conditions other than those declared.
12.6 Any modification, repair or intervention carried out by THE CLIENT or third parties without authorization from SINGULARI voids any warranty.
12.7 In marine and port environments, THE CLIENT acknowledges the existence of extreme conditions of corrosion, humidity, salinity, and vibration. If these conditions are not declared, SINGULARI will not be liable for premature failures or material degradation.
12.8 SINGULARI only considers the delivery of the following documentation:
- General Guarantee Letter.
- General Quality Certificate.
- Bill.
Any other required documents may be provided at an additional cost.
13. Web Portal and Digital Services
13.1 Use and Restrictions
Access to or use of the Portal implies the User's full and unreserved acceptance of these Terms and Conditions. SINGULARI may deny, restrict, or condition access to the Portal without prior notice.
13.2 Intellectual Property
All content on the Portal is the exclusive property of SINGULARI. The User does not acquire any intellectual property rights through the use of the Portal.
13.3 Third-Party Intellectual Property
The same restrictions apply to third-party content linked to the Portal.
13.4 Service Quality and Guarantees
The Portal is offered “as is” and “as available.” SINGULARI will not be liable for damages arising from the use of the Portal, errors, interruptions, or information provided by third parties.
13.5 Limitation of Liability
The User agrees to hold SINGULARI free from any liability arising from the use of the Portal.
13.6 Returns and Cancellations on the Portal
Digital services can be cancelled at any time by the User. Charges made by payment platforms are non-refundable.
13.7 Subscriptions
Some services require registration and a valid payment method.
13.8 Third-Party Goods and Services
SINGULARI is not responsible for goods or services offered by third parties linked to the Portal.
13.9 Confidentiality
Confidential information will be treated in accordance with Mexican law.
13.10 Use of Non-Confidential Information
The User authorizes SINGULARI to use non-confidential information in accordance with the law.
13.11 Cookies
The User accepts the use of cookies in accordance with the Portal's practices.
13.12 Privacy Notice
The processing of personal data will be carried out in accordance with the Privacy Notice published on the Portal.
13.13 Access Keys and Accounts
The User is responsible for safeguarding their access keys.
13.14 Modifications
SINGULARI may modify the Portal and its contents without prior notice.
13.15 Portal Jurisdiction
The use of the Portal is subject to the competent courts of Ciudad del Carmen, Campeche.
13.16 Contact
For questions related to the Portal: [email protected]
14. Compliance with ISO9001 / ISO45001 / ISO14001
SINGULARI SEMPER declares that its operating processes are aligned with the principles of:
- ISO9001 (Quality Management)
- ISO45001 (Occupational Health and Safety)
- ISO14001 (Environmental Management)
SINGULARI may reject applications that contravene safe, environmental or quality practices in accordance with said standards.
15. Force Majeure
Neither party shall be liable for breaches arising from force majeure events.
16. Confidentiality
All technical, commercial or strategic information shared between the parties will be confidential.
17. Jurisdiction and Applicable Law
The parties submit to the commercial laws of Mexico and the competent courts of Ciudad del Carmen, Campeche, waiving any other jurisdiction.