CARBITS ASIA CO., LTD (“CARBITS”) TERMS AND CONDITIONS OF SALE
1. PRICES &VALUE ADDED TAX (VAT)
All prices quoted are exclusive of VAT and are subject to change without prior notice.
2. CLAIMS & RETURNS
No claims for shortage or damaged items will be recognised unless notified within 7 days from receipt of goods. Goods returned for credit will be subject to handling charge as follows: 14-29 days – 10%. After 30 days – No Credit. All returns for credit are subject to substantiation and invoice numbers must be supplied before credit will be considered.
3. WITHDRAWAL & VARIATION OF CREDIT
Carbits may, at any time, without the need to provide a reason, vary or withdraw any credit granted to the Customer.
4. SUSPENSION & CEASING OF SUPPLY
Carbits may, at its sole and complete discretion and without incurring any liability to the Customer, cease or suspend supply of products and services to the Customer or amend these Credit Terms.
To the extent permitted by law or expressly by these Terms, all warranties whether express, implied, statutory or otherwise, relating in any way to the goods are excluded. Carbits warrants the goods only to the extent of its suppliers’ warranties and, excludes all other warranties to the extent permitted at law.
6. CONTINUING GUARANTEE
All guarantees under or related to these Terms will be continuing guarantees and will terminate only with Carbits’ written agreement.
The liability of Carbits for any breach of such term shall be limited, at the option of Carbits, to any one or more of the following: (a) if the breach related to goods: the replacement of the goods or the supply of equivalent goods: the repair of such goods: the payment of the cost of replacing the goods or of acquiring equivalent goods: or the payment of the cost of having the goods repaired: and (b) if the breach relates to services: the supplying of the services again: or the payment of the cost of having the services supplied again.
To the extent permitted by law and except as expressly provided to the contrary in these Terms, Carbit shall not be under any liability (contractual, tortious or otherwise) to the Customer in respect of any loss or damage (including, without limitation, consequential loss or damage) howsoever caused, which may be suffered or incurred or which may arise directly or indirectly in respect to the supply of goods or services pursuant to these Terms or Carbits’ act, failure or omission.
8. PAYMENT TERMS
Trading terms are net 30 days. Failure to adhere to these terms will result in the account becoming Cash.On.Delivery, until such time as the account is paid in full. The Company reserves the right to determine when the account will be reopened. Carbits is entitled to charge the Customer interest on amounts not paid within the credit period specified by Carbits at a rate equivalent to 7.5% per annum from the due date until the payment of the debt.
9. APPLICATION OF MONIES RECEIVED:
If Carbits receives or recovers money in respect of a debt of the Customer, Carbits may use the money to pay off whichever debt or part of a debt Carbits chooses and is not compelled to apply the money as directed by the Customer or any other person.
Should payment remain outstanding beyond the Company’s payment terms as outlined in Clause 5, the Customer is liable for all costs including legal costs (on a solicitor/own client basis) and mercantile agents fees incurred by the Company in recovering the amount outstanding.
The Customer will be liable for all transactions and expenses involving the Customer’s credit account including any fraudulent use of the account by the Customer or any person authorised by the Customer to use the account or the Customer’s employees, agents or contractors.
The Customer will also be liable for any fraudulent use of the Customer’s credit account which is directly or indirectly caused or contributed to by the Customer’s negligence.
12. TRANSFER OF TITLE
Risk in the Products passes to the Customer at the time of delivery. If the Customer defaults in payment, Carbits has the right to charge interest rate as specified in Clause 8 and cease all pending transactions that Carbits has with the Customer.
13. CHANGE OF OWNERSHIP
The Customer agrees to notify Carbits in writing of any change of ownership or legal structure of the Customer within 7 days from the date of such a change and indemnifies Carbits against any loss or damage incurred by it as a result of the Customer’s failure to notify the Company of any change.
The Customer will indemnify Carbitsin relation to any direct or indirect loss, liability or damage suffered by Carbits or any other person as a result of the Customer’s negligence or breach of these Terms.
These Terms bind the Customer both personally and as trustee of any trusts of which the Customer is trustee.
16. JOINT & SEVERAL
If the Customer consists of more than one person, the obligations of each person are joint and several.
Each clause, subclause and part of these Terms is separate and independent. If any clause or subclause or part is found to be invalid or ineffective, the other clauses or subclauses or parts will not be adversely affected.
Any waiver by Carbits must be in writing. In the event that Carbits elects not to exercise any of Carbits’ rights arising In connection with these Credit Terms, Carbits’ election will not constitute a waiver of any rights relating to any other breach of these Credit Terms.
These Terms may only be amended with Carbits’ express written agreement.
The Customer may not assign any agreement under these Terms without Carbits’ prior written consent.
21. ACCOUNT FEE
This account will may be subject to a Monthly Account Fee as agreed.
22. APPLICATION OF LAWS
These Terms are governed by the laws of Thailand. The Customer submits to and consents to Thai Courts having jurisdiction over these Terms.