Terms of Service
Governing terms for our business relationship.
Last Updated: April 2026
These Terms of Service ("Terms") constitute a legally binding agreement between you ("Buyer," "Client," or "you") and SalarSurgicals Pvt. Ltd., operating under the trade name "SalarSurgicals" ("Company," "Seller," "we," "us," or "our"), located at Defence Road, Sialkot 51310, Punjab, Pakistan.
By placing an order, submitting an inquiry, or using our website, you acknowledge that you have read, understood, and agree to be bound by these Terms. These Terms apply to all business-to-business (B2B) transactions. Our products and services are intended for commercial buyers, distributors, and healthcare organizations only.
1. Business-to-Business Terms
SalarSurgicals operates exclusively as a business-to-business (B2B) manufacturer and exporter of surgical instruments. By engaging with us, you represent and warrant that:
- You are a duly organized and validly existing business entity authorized to conduct business in your jurisdiction.
- You have the legal authority to enter into binding agreements on behalf of your organization.
- You are purchasing our products for commercial, professional, or institutional use, not for personal consumer use.
- You hold all necessary licenses, permits, and regulatory approvals required to import and distribute medical devices in your jurisdiction.
- You are at least 18 years of age and legally capable of entering into binding contracts.
2. Ordering Process
2.1 Inquiries and Quotations
All inquiries can be submitted through our website, email, phone, or WhatsApp. Quotations provided by us are valid for thirty (30) days from the date of issuance unless otherwise stated. Quotations are subject to change based on raw material costs, exchange rate fluctuations, and order specifications.
2.2 Order Confirmation
An order is deemed confirmed only upon: (a) written acceptance of the quotation by the Buyer; (b) agreement on all specifications, quantities, pricing, and delivery terms; and (c) receipt of the agreed advance payment or opening of an irrevocable Letter of Credit. A Proforma Invoice (PI) will be issued upon order confirmation.
2.3 Minimum Order Quantities
Minimum order quantities (MOQs) vary by product type and customization level. Standard products have a minimum of 50 pieces per item. Custom branding orders require a minimum of 100 pieces per item. Custom design (ODM) orders require a minimum of 200 pieces per item. MOQs are subject to negotiation for repeat customers and bulk orders.
2.4 Order Modifications and Cancellation
Order modifications may be accepted prior to the commencement of production, subject to feasibility and potential cost adjustments. Once production has commenced, orders cannot be modified or cancelled. Cancellation of confirmed orders before production may be subject to a cancellation fee of up to 30% of the order value to cover administrative and material procurement costs.
3. Pricing and Payment
3.1 Pricing
All prices are quoted in United States Dollars (USD) unless otherwise agreed in writing. Prices are exclusive of customs duties, import taxes, VAT, and other governmental charges, which are the responsibility of the Buyer. Prices quoted are based on the agreed Incoterms and include only the costs specified therein.
3.2 Payment Terms
Payment terms are agreed upon in the Proforma Invoice and may include the following arrangements:
- Advance Payment: 30-50% advance payment via wire transfer (T/T) upon order confirmation, with the balance payable before shipment or against copy of shipping documents.
- Letter of Credit (L/C): Irrevocable, confirmed L/C at sight from a reputable international bank, opened within 15 days of order confirmation.
- Net Terms: For established, long-term customers, net 30 or net 60 payment terms may be offered at the sole discretion of the Company after credit evaluation.
3.3 Late Payments
Late payments shall accrue interest at a rate of 1.5% per month (or the maximum rate permitted by law, whichever is lower) from the due date until payment is received in full. The Company reserves the right to suspend production or withhold shipment on current and future orders until all outstanding payments are settled.
4. International Trade Terms (Incoterms)
All shipments are governed by the International Chamber of Commerce Incoterms 2020. Unless otherwise agreed in writing, the applicable Incoterms include:
- FOB Sialkot (Free on Board): The Company is responsible for delivering goods to the carrier at the designated port/airport in Pakistan. Risk and cost transfer to the Buyer upon delivery to the carrier. This is our default trade term.
- CIF (Cost, Insurance, and Freight): The Company arranges and pays for freight and marine insurance to the destination port specified by the Buyer. Risk transfers to the Buyer upon delivery to the carrier at the port of origin.
- DDP (Delivered Duty Paid): The Company assumes responsibility for all costs and risks, including import duties and taxes, until goods are delivered to the Buyer's designated location. Available upon request and subject to additional charges.
- EXW (Ex Works): Goods are made available at our facility in Sialkot. The Buyer assumes all risks and costs from our premises. Available for buyers who prefer to arrange their own logistics.
The agreed Incoterm will be specified on the Proforma Invoice and commercial documents. Any costs not explicitly included in the agreed Incoterm are the responsibility of the Buyer.
5. Product Specifications and Quality
All products are manufactured in accordance with the specifications agreed upon in the order confirmation. We maintain ISO 13485:2016 quality management system and all products are subject to our standard quality control procedures. Product specifications, including dimensions, materials, finish, and hardness, will be as stated in the agreed technical drawings or product descriptions. Minor variations within industry-accepted tolerances are not considered defects.
6. Intellectual Property
6.1 Company Intellectual Property
All intellectual property rights in our product designs, manufacturing processes, website content, trademarks, trade names, logos, and proprietary information belong exclusively to SalarSurgicals Pvt. Ltd.. No license or right to use our intellectual property is granted except as expressly permitted in writing.
6.2 Buyer's Intellectual Property
For OEM/private label orders, the Buyer retains ownership of their trademarks, logos, and proprietary designs. The Buyer warrants that any intellectual property provided for custom manufacturing does not infringe upon the rights of any third party. The Buyer agrees to indemnify and hold the Company harmless against any claims arising from intellectual property infringement related to Buyer-supplied designs or branding.
6.3 Confidentiality
Both parties agree to maintain the confidentiality of all proprietary information, including pricing, product specifications, business strategies, and customer lists, disclosed during the course of the business relationship. This obligation survives the termination of any agreement for a period of five (5) years.
7. Limitation of Liability
To the maximum extent permitted by applicable law:
- The Company's total liability for any claim arising out of or related to these Terms or any transaction shall not exceed the total amount paid by the Buyer for the specific order giving rise to the claim.
- In no event shall the Company be liable for any indirect, incidental, consequential, special, or punitive damages, including but not limited to loss of profits, loss of business, loss of data, or loss of goodwill, regardless of the cause of action or theory of liability.
- The Company shall not be liable for any damages arising from the Buyer's misuse, improper handling, inadequate sterilization, or unauthorized modification of products.
- The Company does not warrant that products are suitable for any specific medical procedure unless expressly stated in writing. The Buyer is responsible for ensuring regulatory compliance and clinical suitability in their jurisdiction.
8. Force Majeure
Neither party shall be liable for any failure or delay in performing its obligations where such failure or delay results from circumstances beyond its reasonable control ("Force Majeure"), including but not limited to: natural disasters, epidemics or pandemics, war or armed conflict, government sanctions or export restrictions, strikes or labor disputes, supply chain disruptions, and transportation failures. The affected party shall notify the other party promptly and use reasonable efforts to mitigate the impact.
9. Warranty
The Company warrants that all products delivered shall: (a) conform to the agreed specifications as stated in the order confirmation; (b) be free from defects in materials and workmanship under normal use; and (c) be manufactured in compliance with our ISO 13485:2016 quality management system. This warranty is valid for a period of twelve (12) months from the date of delivery, unless otherwise agreed. This warranty does not cover damage caused by misuse, improper handling, unauthorized modifications, or normal wear and tear.
10. Dispute Resolution
10.1 Negotiation
The parties shall first attempt to resolve any dispute arising out of or in connection with these Terms through good-faith negotiation. Either party may initiate negotiations by providing written notice of the dispute to the other party.
10.2 Mediation
If the dispute is not resolved within thirty (30) days of the initial notice, either party may refer the dispute to mediation under the rules of the International Chamber of Commerce (ICC) or a mutually agreed mediation body.
10.3 Arbitration
If the dispute is not resolved through mediation within sixty (60) days, either party may submit the dispute to binding arbitration administered by the International Chamber of Commerce (ICC) in accordance with its Arbitration Rules. The arbitration shall be conducted in English, and the seat of arbitration shall be Lahore, Pakistan, unless otherwise agreed by the parties. The arbitral award shall be final and binding on both parties.
11. Governing Law
These Terms shall be governed by and construed in accordance with the laws of the Islamic Republic of Pakistan, without regard to its conflict of laws principles. The United Nations Convention on Contracts for the International Sale of Goods (CISG) shall apply to the extent not inconsistent with these Terms.
12. Export Compliance
Both parties agree to comply with all applicable export control laws, trade sanctions, and import regulations. The Buyer shall not re-export, divert, or transfer any products to any country, entity, or individual prohibited by applicable export control laws without proper authorization. The Buyer is responsible for obtaining all necessary import licenses and permits in the destination country.
13. Severability
If any provision of these Terms is found to be invalid, illegal, or unenforceable by a court or arbitral tribunal of competent jurisdiction, such provision shall be modified to the minimum extent necessary to make it valid and enforceable, or if modification is not possible, severed from these Terms. The remaining provisions shall continue in full force and effect.
14. Entire Agreement
These Terms, together with any Proforma Invoice, order confirmation, and mutually signed agreements, constitute the entire agreement between the parties with respect to the subject matter hereof and supersede all prior negotiations, representations, warranties, commitments, offers, and agreements, whether written or oral.
15. Amendments
We reserve the right to update or modify these Terms at any time. Changes will be effective upon posting to our website. Continued use of our services after changes are posted constitutes acceptance of the revised Terms. Material changes will be communicated to active clients via email.
16. Contact Information
For questions regarding these Terms of Service, please contact us:
SalarSurgicals Pvt. Ltd.
Address: Defence Road, Sialkot 51310, Punjab, Pakistan
Email: info@salarsurgicals.com
Phone: +92-52-1234567