Rexel Quality Trading Co., Ltd
1. AGREEMENT: By entering your order or requesting a quote, you confirm that the following terms and conditions of sale are the legal agreement governing your purchase, and that no changes or additional or different terms will apply unless you have previously established a different written contract for these purchases with Rexel Quality Trading Co., Ltd. Hereinafter called “RQT”.
2. PRICES AND TAXES: You agree to pay the prices, shipping and handlingcharges, taxes and duties quoted by us. We will collect applicable taxes unless you have submitted a tax exemption certificate, and have indicated which items are covered by it. Prices on special-order products that we cannot ship from our stock may be subject to change before shipment; we will notify you of any change, and you may cancel your order without charge if the revised prices are unacceptable.
3. PAYMENT: If you are a REXEL Account Holder, then you agreeto pay invoices within 30 days from our invoice date, or upon such other terms approved by us in writing. Any order from you represents that you are solvent. If we believe that your financial condition requires it, we reserve the right to require full or partial payment prior to manufacture or shipment.If you fail to make any payment when due, (1) we reserve the right to suspend performance and (2) you agree to pay a charge on the amount past due at the rate of 1.5% per month (18% per year) or the maximum lawful rate, whichever is less. In the event of non-payment, you agree to pay us reasonable attorney’s fees and court costs, if any, incurred by us to collect payment and interest charges.
4. TITLE, RISK OF LOSS OR DAMAGE, AND INCOTERM: Unless otherwise agreed upon by us in writing, you take title and responsibility for risk of loss or damage at the point of shipment on an EXWORKS (EXW) basis as the term EXW is described in Incoterms 2000.
5. QUOTATIONS: Our quotation through a web site, by e-mail or other communication expires thirty (30) days from the date of the quotation. This time limit applies even if you use our quote to submit a job or project bid to your customer. Unless otherwise noted on our quotation, it may be withdrawn earlier by us if prior to your customer’s acceptance of your bid, subject to the minimum lawful period.
6. RETURN OF PRODUCTS AND ORDER CANCELLATION: We will accept returns, within thirty days of shipment, of normal stock products that have not been used, for exchange or refund of the purchase price. On items that you return to us, or which you want to cancel, you will be liable for a restocking or cancellation fee equal to the amount that RQT incurs from its supplier, or 25% of the price to you, whichever is greater.
7. INTERPRETATION RESPONSIBILITY: When plans and specifications are involved, you are responsible to verify our interpretations of them. When substitutes are offered by us on any proposal, you are responsible for their acceptability.
8. DELIVERY: Factory shipping dates given in advance of actual shipment are approximate and not guaranteed.
9. EXCUSABLE DELAYS: We will have no liability if our performance is delayed or prevented by causes beyond our reasonable control, including, without limitation, acts of nature, labor disputes, government priorities, transportation delays, insolvency or other inability to perform by the manufacturer, or any other commercial impracticability.
10. PRODUCT USE AND SAFETY: WE DO NOT GUARANTEE THAT THE PRODUCTS YOU PURCHASE MEET YOUR OR YOUR CUSTOMER’S PLANS AND SPECIFICATIONS ORINTENDED USE. BEFORE YOU USE OR INSTALL ELECTRICAL PRODUCTS, IT IS YOUR RESPONSIBILITY TO CONSULT THE ELECTRIC CODE OF YOUR COUNTRY AND ANY PERTINENT LOCAL CODES FOR APPROVED INSTALLATION PROCEDURES AND PRECAUTIONS. NOTHING WE SELL IS FOR USE IN CONNECTION WITH “SAFETY-RELATED” APPLICATIONS OF A NUCLEAR FACILITY OR ANY HAZARDOUS ACTIVITY WHERE FAILURE OF A SINGLE COMPONENT COULD CAUSE SUBSTANTIAL HARM TO PERSONS OR PROPERTY.
11. DISCLAIMER OF WARRANTY: Manufacturers’ warranties may apply to the products we sell, and we will use our best efforts to obtain these warranties; however, RQT IS A DISTRIBUTOR, NOT A MANUFACTURER AND MAKES NO WARRANTIES WHATSOEVER ABOUT THE PRODUCTS THAT WE SELL.
12. LIMITATIONS OF LIABILITY: UNLESS APPLICABLE LAW OTHERWISE REQUIRES, OUR TOTAL LIABILITY AND THE LIABILITY OF OUR SUPPLIERS TO YOU, YOUR CUSTOMERS OR TO ANY OTHER PERSON, RELATING TO THIS CONTRACT, ITS PERFORMANCE OR NON-PERFORMANCE, FROM THE USE OF THE GOODS FURNISHED OR FROM ANY ADVICE, INFORMATION OR ASSISTANCE PROVIDED (BY ANY METHOD, INCLUDING A WEB SITE), IS LIMITED TO THE PRICE OF THE GOODS GIVING RISE TO THE CLAIM. ALSO, NEITHER WE NOR OUR SUPPLIERS, WILL BE LIABLE FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PENAL DAMAGES INCLUDING, BUT NOT LIMITED TO BACKCHARGES; LABOR COSTS; COSTS OF REMOVAL, REPLACEMENT, TESTING OR INSTALLATION; LOSS OF EFFICIENCY; LOSS OF PROFITS OR REVENUES; LOSS OF USE OF THE PRODUCTS OR ANY ASSOCIATED PRODUCTS; DAMAGE TO ASSOCIATED PRODUCTS; LATENESS OR DELAYS IN DELIVERY; UNAVAILABILITY OF PRODUCTS; COST OF CAPITAL; COST OF SUBSTITUTE PRODUCTS, FACILITIES ORSERVICES; DOWNTIME; OR CLAIMS FROM YOUR CUSTOMERS OR OTHER PARTIES TO YOU OR DIRECTLY TO US FOR SUCH DAMAGES.
13. ANTI-MONEY LAUNDERING RESTRICTIONS: We will reject questionable orders and payments: Except for pre-approved credit arrangements, we will reject third-party payments, cashiers’ checks, money orders and bank drafts. We will accept only checks imprinted with customer’s name; wire transfers originated in customer’s account; letters of credit with customer as account party; and credit or debit cards in the customer’s name. All payments must be by single instrument in the amount of the invoice, less credits, from banks acceptable to us.
14. DISPUTES: Any dispute regarding the contract shall be deemed to have arisen in Thailand and only competent court in Thailand will have jurisdiction. You hereby agree to the non-exclusive jurisdiction of the courts of Thailand.