Terms & Conditions

All transactions between GLOBAL MENA AEROSPACE (“Seller”) and Buyer are governed by Seller’s Terms and Conditions of Sale. Any quotation, proposal, or purchase order submitted to Seller that includes different or additional terms that vary from Seller’s Terms and Conditions of Sale are hereby rejected by Seller unless such terms have been expressly agreed to in writing by Seller’s authorized representative.

1. KYC & Due Diligence

Buyer acknowledges that Seller has certain responsibilities under anti-money laundering and terrorism financing laws and corporate policies and that, from time to time, Seller may request information in order to comply with such laws and policies.

As a condition of sale, Buyer agrees, upon Seller’s request, to promptly provide Seller with information to enable Seller to identify Buyer, its ultimate owners and other principals, and source of funds.

Seller may, in its sole discretion, cancel any sale if Buyer has not provided the necessary information or if Seller is not satisfied with the outcome of such review. In either case, Seller shall have no further obligations to Buyer and will not incur any liability for canceling the sale.

2. Delivery, Taxes and Other Charges

Buyer shall pay the cost of delivering the goods purchased from Seller.

Buyer shall also pay all sales, use, excise or similar taxes, or other charges which Seller is required to pay, or to collect and remit, to any government (federal, provincial or local) and which are imposed on or measured by the sale of the goods.

3. Inspection Period

Buyer shall inspect the goods promptly upon receipt for non-conformity with any agreed specifications.

Failure by Buyer to notify Seller of any non-conformity within 21 days of delivery shall be deemed full acceptance by Buyer of the goods.

For clarity, the expiry of the inspection period is not intended to waive Buyer’s ability to make a warranty claim, if applicable.

4. Disclaimer of Warranties

If Seller offers a warranty in connection with the goods, such warranty will be expressly set out in Seller’s written documentation relating to the sale.

Seller makes no other warranties or representations, whether express or implied, including warranties of merchantability, fitness for a particular purpose, and non-infringement.

Goods are sold only to the specifications set forth by Seller in writing.

Seller’s sole obligation shall be to repair or replace non-conforming goods.

Buyer assumes all risk resulting from the use of goods purchased, whether alone or in combination.

5. Transfer of Property and Risk of Loss

Seller retains title to goods until full payment is received.

Buyer obtains title upon full payment of purchase price and applicable charges.

Risk of loss transfers to Buyer once goods are made available for shipment at Seller’s facility (EXW Incoterms 2020).

6. End Use Restrictions

Buyer agrees not to re-sell, transfer or export goods:

• To support terrorism,

• To sanctioned entities/countries,

• For military or weapon development purposes.

Seller may request End User Statements before shipment.

Goods must be used exclusively for civil aviation purposes.

End-user statements are part of the sales agreement.

7. Compliance with Laws

Both Buyer and Seller shall comply with all applicable international, federal, provincial and local laws and regulations related to this agreement and purchase of goods.

8. Export and Import Controls

Buyer shall comply with all import/export laws (e.g., US, Canada) and obtain necessary licenses.

Buyer must retain documentation of compliance.

If a sanctions violation occurs, Buyer must notify Seller and bears full responsibility, including indemnifying Seller and its affiliates.

9. Seller’s Rights

In case of Buyer’s default, Seller may cancel or defer shipments.

These remedies are in addition to any other legal remedies.

10. Limitation of Liability

Seller shall not be liable for any direct or indirect damages, including lost profits, inconvenience, or reputational harm.

Maximum liability is limited to the purchase price of the goods.

Claims must be made within 12 months of sale.

11. Release and Indemnity

Buyer agrees to indemnify and hold harmless Seller and affiliates from any claims or liabilities arising out of or related to the goods or services provided.

This includes covering legal fees and defending Seller if requested.

12. Governing Law; Venue

This agreement is governed by the laws of Ontario, Canada.

The United Nations Convention on Contracts for the International Sale of Goods does not apply.

Jurisdiction lies exclusively with the courts of Toronto, Ontario.

13. No Assignment

The agreement is non-transferable without written consent, except Seller may assign to an affiliate or in case of reorganization or asset transfer.

14. Severability

If any provision is held invalid, the remaining terms remain in full force.

15. Amendments

Terms may be updated by Seller at any time and are effective immediately upon posting on Seller’s website.