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ACCEPTANCE
The
Buyer in placing the order in Protec-Racing.com will be deemed
to have accepted the Seller's "Terms and Conditions of
Sale".
QUOTATIONS, CANCELLATIONS & QUANTITY
1) Order cannot be cancelled or amended without the Seller's
agreement to the Buyer's written notice of such. The written
notice of cancellation should reach the Seller within 2 weeks
from the order date. In any case, for all cancellation of
order or change of any order, the Seller shall be entitled
to bill the Buyer for all cost and expenditure made or committed
to be made by the Seller upto the date of receipt by Seller
of written notice of the cancellation or change in order,
including reasonable overhead and profit lost on the portion
cancelled. The minimum penalty imposed is 20% of the order.
2) The Seller reserves the right to deliver goods within 10%
above or below the quantity stated in the order.
REPRESENTATION
OF SOLVENCY
Buyer represents that by placing its order, it hereby acknowledges
that it is not insolvent as that term is defined in Uniform
Commercial Code. In the event Buyer becomes insolvent before
delivery of products, it will notify Seller. Failure to notify
Seller shall constitute a written reaffirmation of Buyer's
solvency at the time of trade transaction.
PAYMENT,
TITLE AND LAW
1) The supply of goods by the Seller to the Buyer shall be
deemed to be a contract between the Seller and the Buyer.
The Buyer shall submit to the jurisdiction of the Malaysian
Courts and/or the Buyer's Country Law whichever that is determined
by the Seller in order to enforce the Contract of Sale.
2) All cost relating to legal proceedings arising from the
Buyer's non-payment of the Contract of Sale/Order, shall be
borne by the Buyer.
3) Ownership of the goods, together with any packaging supplied
by the Seller, shall remain the property of the Seller until
payment has been received in full. The Seller reserves the
right to repossess the goods and packaging if the Buyer should
have an application made against him under the Bankruptcy
Act, or have a summon, or letter of demand, or other receiving
orders, or make an arrangement to convey or assign goods and
packaging for the benefit of creditors.
4) In the event the Buyer fails to make payment for goods
on due date, the Seller, without prejudice to any other rights,
may terminate or suspend the supply of goods, until payment
has been received.
5) Delay in payment is subject to 10% p.a. late penalty charge,
calculated on a daily rest basis on the outstanding balance
owing, upto the day of receipt of payment.
DISCREPANCY & GOODS RETURNED
1) Notice and claims for discrepancy and defective goods are
to be made against the Seller within 7 days of receipt of
goods from the Seller, unless otherwise agreed. The Seller
reserves the right not to entertain such notice beyond this
period.
2) Rejected goods by Buyer need to be returned to Seller within
1 month from date of receipt of goods by the Buyer. Buyer
is to obtain prior approval in writing before returning the
goods. The Seller reserves the right to reject goods returned
in bad condition.
PATENTS,
TRADEMARKS OR COPYRIGHTS
Buyer shall indemnify, defend and hold Seller harmless against
any expenses, damages, costs or losses resulting from any
suit or proceedings brought for infringements of patents,
trademarks, or copyrights, or for unfair competition, arising
from compliance with Buyer' design or specifications or instructions.
ASSIGNMENT
Buyer shall not assign any interest herein or any rights of
obligations hereunder.
INFORMATION
DISCLOSED BY SELLER
Any knowledge or information which Seller shall have disclosed
or may hereafter disclose to the Buyer, in connection with
the products or services described herein, shall be deemed
to be confidential and proprietory information of the Seller
and shall not be disclosed by the Buyer to any other parties.
WAIVER
OF TERMS AND CONDITIONS
The failure of seller in any one or more instances to insist
upon performance of any of the terms or conditions contained
herein, or to exercise any right or privilege hereunder, or
the waiver by Seller of any breach by Buyer, of these terms
or conditions of sale, shall not be construed as thereafter
waiving such terms and conditions, rights of privileges, and
the same shall continue and remain in force and effect as
if no failure or waiver had occurred.
REVISION
Seller reserves the right to revise these terms and conditions
of sale at any time.
INTERPRETATION
The sole and exclusive provisions of this Contract of Sale
are the terms and conditions of the Seller, which shall control
over any conflicting provisions in Buyer's order. Such contract
and Seller's terms and conditions of sale can be modified
or rescinded only by a writing signed by an authorized representative
of Seller. This contract constitutes the entire agreement
between Seller and Buyer with respect to the products and
services covered hereby and supersedes any prior or other
agreements, written or oral, between the Seller and Buyer
except for the payment term stipulated in the Seller's Sales
Confirmation or Pro forma Invoice which is still valid.
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