48 Park Avenue, East 21st Street, Apt. 304
London NY 10016
Email: youremail@site.com
Phone: +1 408 996 1010
Fax: +1 408 996 1010
All orders are accepted by LabelShopOnline subject to the Terms and Conditions of Sale set out below:
1. General
1.1 All orders for products (“Products”) will be accepted by LabelShopOnline Pte Ltd (“LSO”) subject to these terms and conditions of sale. Any person or organisation who places orders for Products (“Customer”) with LSO is bound by these terms and conditions. No other terms will apply to the supply of Products by LSO unless agreed in writing by an authorised signatory of LSO. Customer’s purchase order is solely for the purpose of requesting delivery dates, quantities and shipping destinations and instructions. Any provision of Customer’s purchase order (or other documents and communications) which is in any way inconsistent with or in addition to the terms and conditions contained herein shall not become part of the contract between LSO and Customer or otherwise be binding on LSO unless expressly agreed to in writing by LSO. LSO reserves the right to amend these terms and conditions at any time. These terms and conditions, as may be amended from time to time, constitute the entire agreement of the parties with respect to the subject matter hereof and cancel and supersede all prior communications, representations, understandings, agreements and course of dealings.
1.2 Descriptions of the Products in the LSO catalogue or otherwise communicated to the Customer are approximate only and shall not form any part of the contract with the Customer. LSO shall not be liable to the Customer for any errors or omissions in its catalogue. The advertising of products in the LSO catalogue is not an offer capable of acceptance, it merely constitutes an invitation by LSO for the Customer to make an offer.
2. Prices
2.1 Prices are exclusive of prevailing tax and delivery charges. LSO reserves the right to change prices without prior notice at any time.
2.2 For export orders, unless agreed otherwise in writing, prices are ex-works LSO’s premises. All export prices exclude the cost of special packaging and all duties, rates, charges, taxes, dues, levies and consular fees imposed in connection with the Products by any country to which the Products are to be delivered.
3. Ordering
3.1 LSO reserves the right to decline to trade with any company or person and may decline to accept any order.
3.2 LSO may substitute an ordered Product where the Product has been superseded by the latest version. If the Customer orders the wrong Product or quantity, or duplicates orders, clause 12 will apply.
3.3 For export orders, unless otherwise specified, each quotation given by LSO will remain valid for 30 days. A quotation may be withdrawn by LSO at any time before acceptance by LSO of any order placed with LSO.
4. Delivery
4.1 LSO will aim to deliver Products in accordance with the Customer’s order. The Customer’s delivery options for domestic and exports orders, and the prices for them, are set out on LSO’s website or will be notified to the Customer at the time of order. Delivery will be made to the Customer’s usual business address, unless otherwise agreed in writing. For all orders, goods will be sent as soon as possible and customer notified either by means of phone or email. Orders are usually despatched within 3 – 7 working days once payment are cleared and goods available.
4.2 For domestic orders, the place of delivery shall be the Customer’s premises; for export orders delivery shall be ex-works LSO’s premises (unless agreed otherwise in writing).
4.3 Times and dates for delivery quoted in the LSO catalogue or by LSO’s employees are approximate only and LSO shall not be liable for the consequences of any delay in delivery. Time for delivery shall not be of the essence.
4.4 If any delivery is late, the Customer must notify LSO, and LSO will endeavour to ascertain if the Product has been delivered or the expected delivery time of the Product to the Customer. LSO may also, at its discretion, refund the total delivery charge to the Customer. If a revised delivery time is not acceptable LSO may also, at its discretion, offer an alternative delivery option. LSO may notify the Customer if LSO will be unable to fulfil any order within the published lead time, and may provide alternative options, if available.
4.5 If the Customer does not take delivery of the Products or give LSO adequate delivery instructions then LSO may without prejudice to any of its other rights or remedies:
i. effect delivery of the Products by whatever means it thinks most appropriate at the Customer’s risk and expense; or
ii. by notice in writing, treat the contract as repudiated.
5. Inspection, Transit Delays and Non-delivery
5.1 The Customer must inspect all Products as soon as reasonably possible after delivery and shall, within 7 days of delivery, give written notice to LSO of:
i. Any defect in a Product that is apparent on reasonable examination. In this case LSO shall, at LSO’s discretion, replace the Product or refund the purchase price.
ii. Any shortfall in Products delivered. In this case LSO shall, at its discretion, deliver the undelivered Products or refund the price of the undelivered Products.
iii. Any delivery of Products not in accordance with the order. In this case LSO shall, at LSO’s discretion, replace the Products or refund the purchase price.
5.2 If the Customer fails to give any such notice, the Customer will be deemed to have accepted the relevant order as being delivered in accordance with the Customer’s instructions and to have accepted the Products as being free from all apparent defects.
5.3 The remedies set out above are the Customer’s exclusive remedies in the circumstances described in paragraphs (i) to (iii) above. LSO shall not be liable for any losses (consequential or otherwise), damages or expenses howsoever caused, whether due to the negligence or otherwise of LSO or its servants, agents or sub-contractors.
6. Passing of Risk and Property
Risk of loss of or damage to the Products shall pass to the Customer on delivery.
7. Product and Availability Information
LSO reserves the right to discontinue any Product or to change its source at any time. Unless otherwise confirmed, nothing in the Catalogue is to be taken as a representation of the source of origin, manufacture, or production of any Products or any part of them.
8. Warranty
8.1 LSO warrants that if any Product is defective, it will, at its option, replace or refund the purchase price. This warranty is subject to a claim being notified in writing to LSO within 7 days of the date of despatch of the Product.
8.2 These warranties shall not apply to any defect which arises from improper use, failure to follow the product instructions, or any repair or modification made without the consent of LSO. The Customer must deal with the defective Products in accordance with LSO’s instructions.
8.3 The Customer must contact LSO to notify LSO in advance of the return of any Products and obtain a returns number, to be quoted on all paperwork. Returned Products must be accompanied by an advice note stating the invoice number and the nature of the defect. Where the Customer does not return Products in accordance with this clause, LSO may refuse such Products and return them to the Customer at the Customer’s cost.
8.4 Any products which are replaced by LSO shall become the property of LSO. Title to replacement products shall pass to the Customer on delivery, and the period of the replacement product’s warranty shall be the unexpired period of the defective product’s warranty.
8.5 The remedies set out above shall be LSO’s sole liability and the Customer’s sole remedy for any breach of warranty and in respect of the supply of Products. Save as expressly provided in these terms and conditions, all implied warranties, terms and conditions concerning the supply of Products are excluded to the fullest extent permitted by law (including, without limitation, the implied terms of satisfactory quality, merchantable quality, fitness for purpose and provision of services with reasonable care and skill). LSO will not be liable to the Customer for any loss, damage or liability which arises out of the breach of implied warranties, terms or conditions or breach of any other duty of any kind imposed on LSO by operation of law or for any negligence. The Customer acknowledges that it is responsible for ensuring that the Products and Services it orders are fit for the purposes for which it intends to use them.
9. Limitations of Use
Products sold by LSO are not recommended or authorised for use in life support, surgical implantation, nuclear or aircraft applications or for any use or application in which the failure of a single component could cause substantial harm to persons or property.
10. Liability
10.1 LSO shall not be under any liability for damage, losses (whether direct, indirect or consequential), expenses, liabilities, loss of profits, business or economic loss, depletion of goodwill, costs (including legal costs), claims, demands, proceedings, judgments or otherwise resulting from the failure to give advice or information or the giving of incorrect advice or information (including through the LSO helpline) whether or not due to its negligence or that of its employees, agents or sub-contractors.
10.2 LSO shall not be liable for economic loss, punitive damages, loss of revenue, loss of profits or expected future business, damage to reputation or goodwill, loss of any order or contract or any consequential or indirect loss or damage, all as may result from, or be connected with:
i. any express or implied terms of the contract between LSO and the Customer, or of any order accepted by LSO;
ii. any duty of any kind imposed on LSO by law; or
iii. any defect in the Products.
10.3 If, notwithstanding any provisions of these terms and conditions, any liability attaches to LSO, LSO’s liability to the Customer arising out of or in connection with these terms and conditions or any order whether in contract, tort or otherwise in respect of one or more of
i. any express or implied terms of the contract between LSO and the Customer, or of any order accepted by LSO;
ii. any duty of any kind imposed on LSO by law; or
iii. any defect in the Products, shall be limited to the total value of the order.
11. Cancellations and Returns
11.1 The Customer cannot cancel orders once orders are accepted and confirmed by LSO. Any request for order cancellation must be submitted in writing and subject to LSO’s discretion to accept the order cancellation.
11.2 The Customer may only return Products to LSO, and receive a credit or refund, on the following conditions:
i. the Customer must contact LSO in advance and obtain the prior consent of LSO and (if available) obtain a return number (to be quoted on all returned paperwork);
ii. return must be made within 30 days of the date of delivery. Products must be returned to LSO in their original, unopened packaging and in a condition which will enable them to be immediately fit for re-sale; and
iii. Products must be adequately packed and dispatched freight prepaid by Customer, clearly labelled, to LabelShopOnline Pte Ltd, No 7, Kaki Bukit Road 2, #04-01F. Extra Space Eunos Link. Singapore 417840.
iv. The Customer shall be liable for any loss or damage of the Products until they are delivered to LSO and LSO shall not be obligated to give any credit or refund if the foregoing conditions are not complied with.
11.3 Products accepted for return will be credited at invoice value.
12. Rights in the Catalogue
The Customer acknowledges that LSO and its licensors own the intellectual property rights in the catalogue, the catalogue content and the stock numbers, and that their whole or partial reproduction without LSO’s prior written consent is prohibited.
13. Force Majeure
A force majeure event is any event beyond the reasonable control of LSO (including strikes, traffic congestion, the downtime of any external line, or LSO’s inability to procure services, materials or articles required for the performance of the contract except at enhanced prices). If LSO is prevented or restricted from carrying out all or any of its obligations by reason of any force majeure event, then LSO shall be relieved of its obligations during the period that such event continues, and shall not be liable for any delay and/or failure in the performance of its obligations during such period. If the force majeure event continues for a period longer than 14 days, LSO may cancel the affected order or cancel the whole or any part of these terms and conditions, without any liability to the Customer.
14. Compliance with Laws
14.1 The Customer shall observe all laws, regulations and requirements imposed in relation to the Products and the sale, labelling and storage of them in the jurisdiction in which the Customer or Products are situated, and shall indemnify LSO against all actions, claims, costs, demands and expenses incurred or suffered by LSO arising out of the breach by the Customer of this clause 14.1, including legal fees on a solicitor/client basis.
14.2 The Customer shall not knowingly sell to any buyer who is on, or who will supply the Products to any other person who is on, the US Denials List or any other embargoes or sanctions list. The Customer shall comply with all applicable export control, re-export, sanctions, embargoes and denied persons regulations and shall comply with any applicable LSO policy in force from time to time (if there is any conflict between the two, the export controls shall prevail). The Customer acknowledges that it is the Customer’s sole responsibility when exporting the Products to any other country or jurisdiction to ensure that the Customer complies with all applicable laws and regulations. The Customer shall indemnify LSO against all actions, claims, costs, demands and expenses incurred or suffered by LSO arising out of the breach by the Customer of this clause.
15. Severance
Any provision in these terms and conditions which is held invalid or unenforceable in any jurisdiction shall be ineffective to the extent of such invalidity or unenforceability without invalidating or rendering unenforceable the remaining provisions hereof, and any such invalidity or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provisions in any other jurisdiction.
16. Law and Jurisdiction
The contract between LSO and the Customer as applicable to each Customer order shall be governed by and interpreted in accordance with Singapore law and the Customer submits to the non-exclusive jurisdiction of the Singapore courts, but LSO may enforce the contract in any court of competent jurisdiction.
17. Contracts (Rights of Third Parties) Act
A person who is not a party to the contract between LSO and the Customer as applicable to each Customer order shall have no right under the Contracts (Rights of Third Parties) Act (Cap. 53B of the Singapore Statutes) to enforce any of its terms.
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