Business Credit and Order Policy

Seller will, at its own discretion, decide a credit limit for the Customer, which may be same as or lower than the 'Credit Limit Requested' as filled by the Customer. If the Customer's outstanding invoice balance exceeds the designated credit limit, the Seller reserves the right to withhold shipment. Additionally, if the Customer's current invoice balance is within the credit limit but the next order would result in exceeding the credit limit, the Seller reserves the right to withhold shipment of the next order until the Customer remits the necessary payment to ensure compliance with the credit limit and prevent the balance from exceeding the credit limit.

The Customer authorizes Seller, its agents and affiliates, to conduct any credit investigations it deems appropriate, including but not limited to obtaining financial statements, credit reports, or other credit information, and authorizes the release to Seller of any information, financial, personal or otherwise, as required for the purposes of the credit investigations, from any financial institution, credit reporting organization, reference, supplier, governmental authority, or any institution providing credit information that the Customer deals with. The Customer hereby directs any such financial institution, credit reporting organization, reference, supplier, governmental authority, or any institution providing credit information to provide all information requested to Seller in relation to the Customer. For the purposes of any applicable statute pertaining to the privacy of information this clause shall constitute full and sufficient consent for the collection, use and disclosure of information, as required for a credit investigation.

All accounts will be subject to review of credit privilege annually. Seller may, at its own discretion, decide to conduct a credit review and reduce the credit or even terminate providing Customer’s credit if any of these requirements is met:

• (i) there are payment overdue;
• (ii) Customer is in bad financial status;
• (iii) any other situation that may cause Seller to reasonably doubt whether Customer can pay in time.

Customer shall be liable for and agrees to promptly pay when due all charges set forth in the applicable Seller invoice (“Invoice”). A service charge of 1.5% per month (18% per annum) or the maximum rate permitted by law, whichever is less, may be assessed on overdue balances. In the event Customer is in default of its obligations under this Agreement, Seller may, in its sole discretion, suspend Customer’s credit privileges without prior notice.

The Seller's acceptance of orders will be deemed binding only upon written confirmation by an authorized representative of the Seller. No order may be cancelled, rescheduled or reconfigured without Seller's prior written authorization and, in such event, Customer will be liable to Seller for any additional costs and expenses incurred by Seller.

Prices do not include any taxes, freight, handling, duty or other similar charges, payment of which will be the sole responsibility of Customer. Prices are conditioned upon timely payment and any past due balance will accrue interest as stipulated in these CONDITIONS. Unless otherwise stated in the terms of the subject quotation or any last date agreement signed between the parties, then all prices are EXW price.

The Seller retains the right to issue an invoice at any point following the shipment of the goods. The Customer is obligated to settle the invoice by the designated due date stated on the invoice. In the absence of a specified due date, payment must be made within 30 days of the invoice date. Additionally, the Customer must ensure that their current invoice balance remains within the established credit limit.

If the Customer fails to make payment on the due date then, without prejudice to any other right or remedy available to the Seller, the Seller shall be entitled to (a) suspend any further deliveries to the Customer, whether under the same order to which the failure relates or under any other order; and (b) charge the Customer interest on the amount unpaid, at the rate of 18% per annum or the maximum lending rate permissible by the laws of the Seller’s domicile, whichever is higher, both before and after any judgment is rendered.

Goods are deemed accepted by Customer unless Customer notifies SELLER in writing within 5 business days (or such other time as agreed or set out in the purchase order) of delivery of Goods any shortages, damage or defect. No returns may be made for any reason without notification within time as above said as well as with a Return Authorization Form issued by Seller.

Risk of damage to or loss of the goods shall pass to the Customer: (a) in the case of goods to be delivered at the Seller's premises, at the time when the Seller notifies the Customer that the goods are available for collection; or (b) in the case of goods to be delivered otherwise than at the Seller's premises, at the time of delivery or, if the Customer wrongfully fails to take delivery of the goods, the time when the Seller has tendered delivery of the goods. Notwithstanding delivery and the passing of risk in the goods, the property in the goods shall not pass to the Customer until the Seller has received full payment of the goods and all other goods agreed to be sold by the Seller to the Customer for which payment is then due.

Seller will not be liable for any failure or delay in its performance or in the delivery or shipment of goods, or for any damages suffered by Customer by reason of such failure or delay, when such failure or delay is caused by, or arises in connection with, any fire, flood, accident, riot, earthquake, severe weather, war, governmental interference or embargo, strike, shortage of labor, fuel, power, materials or supplies, delay in delivery by Seller's suppliers or manufacturers or any other cause or causes beyond Seller's reasonable control.

Customer, on behalf of itself, its subsidiaries and affiliates, warrants and agrees to abide by all applicable laws and regulations relating to the export and re-export of such commodities, software, and/or technology and the direct products thereof in relation to goods obtained by Customer and its subsidiaries and affiliates.

Seller and Customer each certifies that it complies with all applicable laws and regulations including anti-bribery regulations in the jurisdictions where it operates.

SELLER WILL NOT UNDER ANY CIRCUMSTANCE BE LIABLE FOR ANY SPECIAL, CONSEQUENTIAL, OR INCIDENTAL DAMAGES OF CUSTOMER FOR ANY TRANSACTION ARISING FROM OR RELATED TO THIS AGREEMENT. THE MAXIMUM LIABILITY IN DAMAGES RECOVERABLE BY CUSTOMER FROM SELLER SHALL NOT EXCEED THE AMOUNT ACTUALLY RECEIVED BY SELLER FOR THE TRANSACTION THAT FORMS THE BASIS OF CUSTOMER’S COMPLAINT.

Customer agrees to use reasonable measures, but in any event no less than the standard applied in handling its own confidential / proprietary information, in handling and maintaining in confidence any confidential / proprietary information as disclosed by Seller.

Any lawsuit or dispute arising from or in connection with this Policy, or any credit or orders processed in accordance with this Policy, shall be subject to the laws of Hong Kong, without regard to any conflict of laws principals. Customer consents to the jurisdiction of the courts of Hong Kong in connection with any action or proceeding arising from or related to this Policy. The venue for all suits, counterclaims, causes of action and/or legal proceedings shall be instituted in any court of competent jurisdiction in Hong Kong.