Terms & Conditions

Easy Touch Display Limited

Acceptance and Cancellation of orders.

Any contract for the sale of goods made between Buyer and Seller maybe cancelled by Buyer only upon the advance written consent of Seller (which it may withhold at its sole discretion). As a condition to receiving Seller’s written consent, Buyer shall pay all reasonable cancellation and restocking charges incurred by Seller due to Buyer’s cancellation of the order. Special orders for items not normally stocked by Seller are non-cancelable and non-refundable.

Delivery

All prices quoted and goods shipped are F.O.B Seller’s place of shipment. Title to and risk of loss of all goods shall pass to Buyer when the goods are placed by Seller in possession of a common carrier selected by Seller for shipment to Buyer. Unless expressly provided otherwise on the contract, Buyer shall pay all freight, handling, delivery custom duties, VAT, insurance and any other associated costs for the shipment of goods. Seller may refuse or delay any shipment if Buyer fails to satisfy or fulfill any contractual obligations to Seller, whether pursuant to this contract or any other contract between Seller and Buyer. Seller may deliver all goods covered by this contract at one time or portions, from time to time, within the time allotted for delivery as provided in the order.

Force Majeure

Seller is excused from performance of any obligations and shall not be liable for delays in delivery or for failure to perform if its failure or delay of performance is caused by events or conditions beyond Seller’s reasonable control including without limitation, acts of God, acts of a public enemy, quarantine restrictions, expropriation or confiscation of facilities, compliance with any order of any governmental authority, industrial disturbances, blockades, insurrections, arrest and restraint of people or rulers, civil disturbance, boycotts, acts or omissions of Buyer or civil or military authorities, fire, strike, lock-outs, landslide, lightning, wash-outs, tornadoes, hurricanes, windstorms, explosions, epidemic, flood, storm, earthquake, riot, war, breakage or accident of machinery or equipment, delays in transportation, or inability to obtain necessary labor, materials, or supplies. In the event of any delay, the contractual date of delivery, if any, shall be extended for a period equal to the time lost as a consequence of the delay without penalty to Seller.

Payment Terms

(a) Buyer shall pay for the goods in full, without offset or deduction, within the time frame and in the manner set forth on the contract. For those sales that do not require payment in advance of or upon delivery, if payment is not received by Seller within the period set forth on the contract, Buyer shall pay Seller on demand a late charge of 1.5% per month of the unpaid balance or the maximum rate of interest allowed by law, whichever is less. Time is of the essence with respect to Buyer’s obligation to pay all invoices, in full in a timely manner.

(b) All checks are accepted subject to collection. Seller may offset against any payment hereunder any amount owed to Seller by Buyer. Whether under this or any other contract between Buyer and Seller. Acceptance of any partial payment shall not constitute waiver of Seller’s right to payment in full of all amounts owed from Buyer to Seller.

(c) Buyer hereby grants to Seller a security interest in the goods-shipped pursuant to this contract including all accessions to and replacements of the goods and the proceeds thereof, to secure the due and punctual payment of the purchase price of the goods and all other amounts owed hereunder. Buyer shall execute and deliver to Seller any additional documents, instructions, financing, statements or amendments that Seller deems necessary or advisable to maintain, continue and perfect the security interest created.

Returns

Buyer may return to Seller any goods that are damaged or defective by obtaining a Return Material Authorization (“RMA”) from Seller within 30 days of receipt of the goods. Buyer must return to Seller the damaged or defective goods within the period set forth in the RMA. The RMA number must be listed on all packaging containing goods returned to Seller. If Buyer does not request from Seller an RMA within 30 days, of receiving the goods to be returned, or requests an RMA for goods that are not damaged or defective, Seller may, at its sole discretion refuse to issue an RMA for return of the goods or may require that Buyer pay to Seller a reasonable restocking fee as a condition of issuing to buyer the RMA.

Seller’s right to Increase Prices

Seller reserves the right to increase the price of the goods covered by this contract to reflect any increase in Seller’s cost for those goods caused by an increase in the price changed by Seller’s supplier. Buyer agrees to pay to Seller any such increase in price according to the terms of the contract.

Taxes

Seller’s prices do not include sales, use, excise or other similar taxes. Accordingly, Buyer shall pay, in addition to the prices specified by Seller, all local, state and federal taxes, including all sales, use, excise, or other similar tax, payable with respect to the goods or the transactions contemplated therein, or alternately, provide Seller with tax exemption certificates acceptable to the applicable taxing authorities.

Intellectual Property

Seller disclaims any warranty against infringement with respect to the goods sold pursuant to the contract, and the packaging relating to such goods, seller is not liable with respect to any actions or alleged infringement of any United States or foreign patent. This includes trademark, copyright, mask, work right, trade dress, trade secret, or similar proprietary rights.

Installation. Buyer is solely responsible for the installation and operation of goods, including without limitation, obtaining all permits, licenses or certificates required for the installation or use of the goods.

Technical Advice and Date

Any technical advice offered or given in connection with the use of any goods is an accommodation to Buyer without charge, and Seller is not liable or responsible whatsoever for the content or use of that advice. Without Seller’s prior written consent, Buyer shall not use, duplicate, or disclose any technical data delivered or disclosed by Seller to Buyer for any purpose other than for installation, operation or maintenance of the goods purchased by Buyer from Seller.

Breach

In the event of breach by Buyer, the Seller has all the remedies provide under the California Statue, which shall be cumulative with one another and with any other remedies that Seller might have at law, in equity, under any agreement of any type or, without limitation, otherwise. The waiver by Seller of any breach thereof or default in any payment shall not constitute a waiver of any succeeding breach or default. The exercise or failure to exercise any remedy shall not preclude the exercise of the remedy at another time or any other remedy at any other time. NO action regardless of type arising out of, or in any way connected with the goods furnished or services rendered by Seller to Buyer, may be brought by Buyer more than one year after the cause of action has accrued. Buyer shall pay to Seller on demand all costs incurred by Seller in enforcing prosecuting, or defending any provision of the contract. For purposes of this contract, “costs” means the fees, costs and expenses of experts, attorneys, mediators, witnesses, arbitrators, collections agents, and supersedes, bonds, whether incurred before or after demand or commencement of legal proceedings and whether incurred pursuant to trial, appellate, mediation, bankruptcy, arbitration, administrative, or judgements execution proceedings.

Integration and Assignment

This contract records the final, complete and exclusive agreement between the parties with regard to the subjects addressed in it and supersedes any and all prior or contemporaneous oral or written agreements between them regarding the same. No course of prior dealings between the parties and no usage of the trade is relevant to supplement or explain any term used in this contract. Acceptance or acquiescence in a course of performance rendered under this contract is not relevant, to determining the meaning of this contract even though the accepting or acquiescing party had knowledge of the nature of performance and opportunity for objection. An amendment or modification of this contract will be valid and effective only if it is in writing and signed by both the Buyer and Seller. Any assignment by Buyer of this contract or any rights in it, without Seller’s advance written consent, shall be void.

Buyer’s Terms and Conditions

Goods furnished and services rendered by Seller to Buyer are sold only on the terms and conditions stated herein. Notwithstanding any terms or conditions on any document of Buyer, the information and conditions on this document are controlling over Buyer and Seller. Any different or additional terms or conditions contained on Buyer’s purchase order, invoice, confirmations, or any other buyer generated document are specifically objected to by Seller. Seller’s performance of any contract is expressly made conditional on Buyer’s agreement to Seller’s terms and conditions contained in this contract. Commencement of performance or delivery shall be for Buyer’s convenience only and shall not constitute acceptance by Seller of Buyer’s terms and conditions. If a contract is not earlier formed by mutual agreement between Buyer and Seller, acceptance of any goods or services by Buyer shall constitute acceptance by Buyer of the terms and conditions stated herein.

Legal Proceedings

The validity, enforcement, construction and interpretation of this contract are governed by the laws of the State of California (including the provisions of the California Uniform Commercial Code) and the federal laws of the United States of America, excluding the laws of those jurisdictions pertaining to the resolution of conflicts with laws of other jurisdictions. The parties expressly exclude the applicability of the United Nations Convention on contracts for the international Sale of Goods. Seller and buyer (a) consent to the personal jurisdiction of the State and Federal courts having jurisdiction over Los Angeles County, California, (b) stipulate that the proper, exclusive, and convenient venues for all legal proceedings arising out of this contract are the appropriate State and Federal courts located in the Southern California area, USA, with respect to such matters. Los Angeles County, California and (e) waive any defense. Whether asserted by motion or pleading, that Los Angeles County, California, is an improper or inconvenient venue.

General

All agreements, covenants, conditions and provisions contained herein shall apply to and bind the assignees and successors in interest of Buyer. If any provision will be considered separable from the remaining provisions of this contract, will be reformed and enforced to this contract. The captions used herein are for the convenience of the parties only and shall not affect the constructions or interpretations hereof. Nothing in this contract, whether express or implied is intended or should be construed to confer upon, or grant to any persons except Buyer and Seller, any claim right or remedy under it.