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Terms and Conditions of Sale and Service

Effective Date: December 6th, 202

1. General Provisions

These Terms and Conditions ("T&C") govern the relationship between WELLFLEX S.A.S. ("Company") and its clients ("Client"). By placing an order or engaging our services, the Client agrees to these T&C in their entirety. Any deviations from these terms must be agreed upon in writing and signed by authorized representatives of both parties.

2. Payment Terms

2.1 Invoice Payment

All invoices are payable within twenty-one (21) working days from the date of issuance unless otherwise stated on the invoice or agreed in writing. Payments must be made in full, without deductions or withholdings, unless required by law.

2.2 Late Payment

In case of late payment:

  • A fixed interest fee of 10% of the outstanding balance will apply.
  • WELLFLEX S.A.S. reserves the right to suspend services without prior notice until the payment is made.

2.3 Debt Recovery

If payment is overdue by more than sixty (60) days, WELLFLEX S.A.S. may engage a debt recovery agency. All associated costs, including legal fees, will be borne by the Client.

3. Taxes and Withholding

The Client is responsible for compliance with local tax laws, including withholding taxes. Any such withholdings must be remitted directly to the relevant tax authorities and are the sole responsibility of the Client. WELLFLEX S.A.S. shall receive the full invoice amount, exclusive of any deductions related to the Client's jurisdiction.

4. Delivery and Performance

4.1 Delivery Timeframes

WELLFLEX S.A.S. commits to delivering goods and services within the agreed timeframes but cannot guarantee exact dates. Time is not of the essence unless explicitly agreed in writing.

4.2 Obligations

WELLFLEX S.A.S. shall provide its services on a best-effort basis and shall not be liable for failure to achieve specific results unless otherwise agreed.

4.3 Third-Party Claims

WELLFLEX S.A.S. shall not be held liable for any claims made by end consumers against the Client. The Client agrees to indemnify WELLFLEX S.A.S. against such claims.

5. Complaints and Claims  

5.1 Notification of Issues

The Client must notify WELLFLEX S.A.S. of any issues, defects, or non-conformities within eight (8) days of receiving goods or services. Notifications must be submitted in writing via registered mail to the Company’s registered office.

5.2 Resolution

WELLFLEX S.A.S. will assess and address complaints within a reasonable timeframe. Remedies may include repair, replacement, or a refund, at the sole discretion of the Company.

6. Liability 

6.1 Limitation of Liability

WELLFLEX S.A.S.’s liability is limited to the value of the services or goods provided. Under no circumstances shall WELLFLEX S.A.S. be liable for indirect, incidental, or consequential damages.

7. Governing Law and Jurisdiction

Todas las relaciones contractuales entre WELLFLEX S.A.S. y el Cliente se rigen exclusivamente por las leyes de Colombia. Cualquier disputa será resuelta por los tribunales competentes en Barranquilla, Colombia, salvo que se acuerde lo contrario.

8. Force Majeure

WELLFLEX S.A.S. shall not be liable for delays or failures resulting from circumstances beyond its reasonable control, including but not limited to natural disasters, strikes, governmental actions, or supply chain disruptions.

9. Modifications to Terms

WELLFLEX S.A.S. reserves the right to update or modify these T&C at any time. Clients will be notified of significant changes, and continued use of services constitutes acceptance of the updated T&C.