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Website and B2B Commercial Terms and Conditions

Effective date: August 28, 2026

These Website and B2B Commercial Terms and Conditions (the Terms) govern your use of the website located at https://www.sarga-ii.com/ and any request for information, quote, sample, product information, or other business communication made through it (collectively, the Website).

The Website is operated by 15283787 CANADA INC., carrying on business as Sarga II (Sarga II, we, us, or our). You may contact us at:

Email: info@sarga-ii.com

By accessing or using the Website, submitting an inquiry, requesting information, or submitting a purchase order to Sarga II, you agree to these Terms on behalf of yourself and the organization you represent. If you do not agree, do not use the Website or submit an inquiry.

1. Business Customers Only

The Website, our products, and our commercial communications are intended solely for businesses, institutions, facility operators, distributors, contractors, and other commercial or professional purchasers. They are not directed to consumers purchasing for personal, family, or household purposes.

You represent and warrant that you are acting for a business or other nonconsumer organization and that you have authority to bind that organization to these Terms.

 

2. Website Information and Permitted Use

Subject to these Terms, Sarga II grants you a limited, personal, nonexclusive, nontransferable, revocable right to access and use the Website for legitimate business purposes, including evaluating our products and requesting commercial information.

You must not:

  1. use the Website for an unlawful, fraudulent, defamatory, abusive, or unauthorized purpose;

  2. interfere with, disrupt, damage, overload, or attempt to gain unauthorized access to the Website, its systems, or its data;

  3. copy, reproduce, adapt, publish, distribute, display, sell, license, or commercially exploit Website content except with our prior written consent;

  4. use automated means, including bots, scrapers, spiders, or data mining tools, to access or collect material from the Website without our prior written consent; or

  5. remove or alter any copyright, trademark, or other proprietary notice appearing on the Website.

We may change, suspend, restrict, or discontinue all or part of the Website at any time without notice or liability.

3. Product Information, Availability, and No Offer

Information on the Website, including product descriptions, images, features, compatibility information, estimated replacement intervals, performance statements, pricing indications, and availability, is provided for general business information only. It may change without notice and may contain errors, omissions, or inaccuracies.

Website content does not constitute an offer to sell, a binding quotation, a representation that a product is suitable for a particular purpose, or a guarantee of availability or performance. Product performance can vary based on installation, maintenance, use conditions, restroom configuration, traffic, cleaning practices, and other factors outside Sarga II’s control.

A request for information, product inquiry, sample request, or request for a quote does not create a contract, reservation, supply commitment, or obligation for Sarga II to provide products, pricing, credit, or services.

4. Quotes, Purchase Orders, and Order Acceptance

Any quotation issued by Sarga II is valid only for the period expressly stated in that quotation. If no period is stated, the quotation expires thirty days after its issue date. A quotation is not an offer capable of acceptance and may be withdrawn, corrected, or revised by Sarga II before we issue written order acceptance.

A purchase order, order confirmation request, acceptance of a quote, or other order submitted by you is an offer to purchase. No contract is formed unless and until Sarga II accepts the order in writing, including by issuing a written order confirmation, or begins shipment of the applicable products.

These Terms apply to every accepted order unless Sarga II expressly agrees otherwise in a written agreement signed by an authorized representative of Sarga II. Any terms contained in your purchase order, vendor portal, confirmation, acknowledgement, invoice response, or other document are rejected and do not apply, even if Sarga II does not object separately to them. If there is a conflict between these Terms and an accepted Sarga II quotation or order confirmation, the accepted quotation or order confirmation controls only to the extent of the conflict.

Sarga II may accept or reject any order in whole or in part, including due to product availability, credit review, pricing errors, legal or compliance requirements, or other reasonable commercial considerations.

5. Prices, Taxes, and Payment

Unless an accepted Sarga II quotation or order confirmation states otherwise, all prices are in Canadian dollars and exclude applicable taxes, shipping, freight, duties, insurance, installation, handling charges, and other charges. You are responsible for all applicable sales, use, goods and services, harmonized sales, value added, excise, withholding, and similar taxes or governmental charges, excluding taxes based on Sarga II’s net income.

Payment is due in accordance with the payment terms stated in the accepted quotation or order confirmation. If no payment terms are stated, payment is due within thirty days of the invoice date, without setoff, deduction, withholding, counterclaim, or delay.

Overdue amounts may bear interest at the lower of 1.5% per month, calculated monthly, and the maximum rate permitted by applicable law. You must reimburse Sarga II for reasonable costs incurred in collecting overdue amounts, including legal fees and collection agency charges where permitted by law.

Sarga II may suspend performance, withhold delivery, cancel unfulfilled orders, require advance payment, or revise credit terms if an amount is overdue or we reasonably believe your ability to pay is impaired.

6. Intellectual Property

The Website and all content made available through it, including its text, graphics, photographs, images, designs, product information, specifications, logos, trademarks, trade names, videos, documents, software, and arrangement, are owned by Sarga II or its licensors and are protected by applicable intellectual property laws.

Sarga II, associated logos, and any product names or marks displayed on the Website are trademarks or trade names of Sarga II or their respective owners. Nothing in these Terms grants you any right, title, or interest in them.

You may not use Sarga II’s name, marks, product images, or Website content in advertising, sales materials, domain names, social media accounts, search advertising, or other commercial materials without our prior written consent.

7. Inquiry Forms and Your Submissions

When you submit an inquiry, message, or other material through the Website, you represent that the information is accurate, current, and provided with the necessary authority. You must not submit information that is unlawful, infringing, defamatory, malicious, or contains viruses or other harmful code.

You retain ownership of information you submit. However, you grant Sarga II a nonexclusive, worldwide, royalty free, transferable right to use, reproduce, store, review, and communicate that information as reasonably necessary to respond to your inquiry, prepare a quote, evaluate a prospective commercial relationship, provide support, maintain business records, and operate or improve our business and Website, subject to our Privacy Policy and applicable law.

Do not submit confidential, proprietary, regulated, or sensitive information through a Website inquiry form unless Sarga II has first agreed in writing to receive it under appropriate confidentiality terms. Submission of an inquiry does not create a confidentiality obligation, agency relationship, partnership, joint venture, or other fiduciary relationship.

8. Privacy

Our collection, use, and disclosure of personal information through the Website is governed by our Privacy Policy, available at www.sarga-ii.com/privacy-policy. By using the Website or submitting an inquiry, you acknowledge that you have reviewed the Privacy Policy.

9. Disclaimers

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE WEBSITE AND ITS CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. SARGA II MAKES NO REPRESENTATION, WARRANTY, CONDITION, OR GUARANTEE, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, ABOUT THE WEBSITE, ITS AVAILABILITY, SECURITY, ACCURACY, COMPLETENESS, TIMELINESS, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON INFRINGEMENT, OR FREEDOM FROM ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS.

SARGA II DOES NOT WARRANT THAT THE WEBSITE WILL OPERATE WITHOUT INTERRUPTION, THAT DEFECTS WILL BE CORRECTED, OR THAT INFORMATION ON THE WEBSITE WILL ALWAYS BE CURRENT OR ERROR FREE.

Nothing in these Terms excludes, restricts, or modifies a warranty, condition, right, or remedy that cannot lawfully be excluded, restricted, or modified.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SARGA II AND ITS AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, LICENSORS, AND SUPPLIERS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL, DATA, USE, ANTICIPATED SAVINGS, OR BUSINESS INTERRUPTION, ARISING OUT OF OR RELATING TO THE WEBSITE, THESE TERMS, OR ANY INQUIRY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SARGA II’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE WEBSITE, THESE TERMS, OR ANY INQUIRY WILL NOT EXCEED CAD $100.

The limitations in this section apply regardless of the form of action, whether in contract, tort, negligence, strict liability, statute, equity, or otherwise, and survive any failure of essential purpose of any remedy.

11. Indemnity

You will indemnify, defend, and hold harmless Sarga II and its affiliates, directors, officers, employees, agents, licensors, and suppliers from and against all claims, liabilities, damages, losses, costs, and expenses, including reasonable legal fees, arising out of or related to: (a) your breach of these Terms; (b) your misuse of the Website; (c) your violation of applicable law or third party rights; or (d) information or materials you submit through the Website.

12. Third Party Links and Services

The Website may link to or integrate with third party websites, platforms, or services. Those third parties are independent of Sarga II. We do not control, endorse, or assume responsibility for their content, security, availability, practices, or terms. Your use of third party services is at your own risk and subject to their terms and privacy policies.

13. Changes to These Terms

We may revise these Terms from time to time by posting an updated version on the Website and updating the effective date. The updated Terms apply from the time they are posted. Your continued use of the Website after that time constitutes acceptance of the updated Terms.

Changes do not retroactively amend an order that Sarga II accepted in writing before the updated Terms took effect, unless the parties agree otherwise in writing.

14. Governing Law and Courts

These Terms and any dispute, claim, or controversy arising out of or relating to them, the Website, or an inquiry are governed by the laws of the Province of Ontario and the federal laws of Canada applicable in Ontario, without regard to conflict of laws principles.

You and Sarga II irrevocably attorn to the exclusive jurisdiction of the courts located in the City of Toronto, Ontario, for the resolution of any dispute, claim, or controversy arising out of or relating to these Terms, the Website, or an inquiry.

The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms or any transaction between you and Sarga II.

15. General

These Terms, together with the Privacy Policy and any accepted Sarga II quotation or order confirmation, form the entire agreement between you and Sarga II regarding the Website, your inquiry, and, where applicable, the associated commercial transaction. They replace prior discussions, representations, proposals, and agreements on those subjects.

If any provision of these Terms is found unlawful, invalid, or unenforceable, that provision will be enforced to the maximum extent permitted, and the remaining provisions will remain in effect.

Sarga II’s failure to enforce a provision is not a waiver of that provision or any other provision. A waiver is effective only if made in writing by an authorized representative of Sarga II.

You may not assign or transfer your rights or obligations under these Terms without Sarga II’s prior written consent. Sarga II may assign or transfer its rights and obligations without restriction.

Sections that by their nature should survive termination or expiry will survive, including sections concerning intellectual property, disclaimers, limitation of liability, indemnity, governing law, and general terms.

 

16. Contact

Questions about these Terms may be sent to:

15283787 CANADA INC.

Email: info@sarga-ii.com

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