General Terms & Conditions of Sale
PBN agrees to sell the equipment to the purchaser, and the purchaser agrees to purchase the equipment from PBN subject to the terms and conditions of sale as set out herein.
Orders & Acceptance of Customer’s Purchase Orders
PBN shall not be bound to supply to the purchaser any purchase order (PO) made pursuant to this Agreement unless and until PBN has accepted the order in writing via an order confirmation, The purchaser may specify a delivery date for the equipment when entering into this Agreement with PBN and PBN shall use its best endeavour to meet delivery Schedule, but shall not be liable for any delays beyond its control. The purchaser shall not cancel or vary any order for the equipment made pursuant to this Agreement without PBN's written prior consent. The purchaser further agrees to pay any and all charges, cost and expenses as determined by PBN in the purchaser’s amended written PO request. Purchaser shall be liable for work done, materials ordered or used by PBN up to the time of such written consent.
Prices and Payment Terms
The price for Material and Services is based on PBN’s published list prices in effect at time of PBN’s receipt of Customer’s Purchase Order unless otherwise set forth in the Order Confirmation, Quotation, or Statement of Work. The prices quoted are valid for thirty (30) days from date of issue, unless otherwise specified. Prices specified are exclusive of all present and future domestic or foreign government duties, marine/air freight and insurance, and customs and tariffs ruling at the date of tender or Quotation, which seller may be required to pay. Wherever applicable, such will be added to the invoice as a separate charge payable by the purchaser.
If delivery is delayed by the purchaser for whatever reason, the balance of the value of the Agreement shall be payable on the date the equipment is available for delivery, except for when both parties agree in writing beforehand.
Payment terms for all invoices are strictly 30 days from date of issue, unless otherwise specified. Where payment is not received within the said trading terms the account will be placed on stop credit until the account balance is rectified. No goods or services will be dispatched during this period. PBN reserves the right to render all or part of the equipment inoperative if full payment is not received on the due date of commissioning. The purchaser acknowledges and declares it will not be entitled to make any claim whatever arising against PBN for any damages arising as a result of PBN rendering the equipment inoperative in the event of non payments.
Payment terms are 30 days net to current credit account holders, up to the agreed credit limit. Purchases from parties without a current credit account require cash with order. Bank details for wire transfers are:
|Bank Name and City:||HSBC (Hongkong and Shanghai Banking Corp Ltd),1 Queens Road, Central Hong Kong|
|Name of Account:||Pacific Broadband Networks Limited|
|Address of Account:||1009-1012 K Wah Centre, 191 Java Road, North Point, Hong Kong|
|Account Number:||808-508477-274 (USD)|
The purchaser shall not return any item of the equipment for credit or exchange without PBN's written prior consent. All approved returned goods shall be subject to a 15% restocking charge, unless when both parties agree in writing beforehand.
Delivery, installation and transfer of equipment
PBN shall, during its normal business hours, deliver, install and commission the equipment at site if so contracted. The purchaser may specify a delivery and commissioning date, but this given as an estimate only and PBN does not guarantee or assume responsibility for failure to comply with any such date and PBN shall not be liable for any such delay. Customer, regardless of the circumstances, will not hold PBN liable for any liabilities, penalties, or charges of any nature due to the late performance of any Service. PBN assumes no liability for any direct or liquidated damages during shipment or delivery of equipment.
Shipment terms for most PBN products are Free Carrier (FCA) Tianjin, China. FCA means customs cleared for export, free on buyer’s nominated airline or ocean line. Customers must specify a preferred transport method with buyer’s carrier account number on the purchase order. If nothing is specified on the purchase order PBN may dispatch the merchandise to an International port nearest to the buyer at buyer’s cost and buyer’s risk by a carrier of PBN’s choice, and invoice the costs and charges to buyer’s account with 20% disbursement fees added.
The title to all Software shall remain with PBN or its licensors, but risk of loss, damage and insurance responsibilities shall pass to Customer at PBN’s shipping location.
Property in the equipment shall not pass to the purchaser until payment has been made in full by the purchaser. The purchaser hereby grants permission to PBN to enter upon any land or premises where the equipment is located to do so and hereby appoints PBN, (and any duly authorised nominee thereof) as the duly authorised attorney of the purchaser for the purpose of access to any land or premises where the equipment is stored, installed or in operation.
Claims for shortages or damages shall be deemed waived and released by the buyer unless made within fourteen (14) days after dispatch.
PBN may subcontract for performance of any of its obligations under this Agreement. PBN may elect to waive any of its rights under this Agreement but no such waiver shall effect PBN's rights in respect of any further or continuing or recurring breach or event. PBN shall not be liable for any loss or damages of any kind resulting in delay or inability to deliver on account of war, riot, accident, acts of government or public authorities, act of god, or from any other cause beyond PBN's control.
In the event that any part of these terms and conditions are void, voidable, illegal or otherwise unenforceable it may be severed there from and the remaining provisions of these terms and conditions shall remain in full force and effect.
The Agreement shall be governed and controlled in accordance with the laws enforced in Hong Kong and any dispute or litigation arising in relation to this Agreement shall be dealt with the appropriate court in this state.
The purchaser shall be entitled to the benefit of the manufacturer’s warranty (if any) in respect of each of the equipment for the duration of the manufacturer's warranty period. Unless otherwise specified, PBN warrants its equipment to be free of manufacturing defects in material and workmanship for a period of one year from date of shipment. Such equipment which fails during the manufacturer’s warranty period for reasons due to wear and tear, negligence, neglect or default on the part of the purchaser or third parties is excluded from warranty.
Customer must promptly inform PBN of a claimed defect in the product and/or Service. Products return to PBN under warranty must be shipped prepaid by the customer. PBN reserves the right of inspection of the merchandise claimed in writing by the buyer to be defective prior to determination of any option or liabilities as stated therein. Material may not be returned to PBN without prior authorisation.
Any warranty given does not extend to any equipment other than that supplied by PBN, nor does it extend to equipment maintained otherwise than by properly trained personnel or interfaced other than in accordance with the conditions specified by PBN.
The purchaser shall not have rights under warranty until payment in full has been made for the equipment.
The liabilities of PBN under the Agreement or otherwise pursuant to any warranties, terms or conditions, which arise or are implied pursuant to the provisions of the Trade Practices Act, and which may not be excluded, shall be limited to the repair or replacement of any faulty or defective equipment as the case may be, say in so far as any such limitation cannot be imposed. All other terms, conditions and warranties which might but for this sub-clause arise or be implied are expressly included. Without limiting the generality of the foregoing PBN shall not be liable for any damage whatsoever or howsoever arising including (interlace) indirect or consequential loss or damage which the purchaser or any other party may sustain nor shall PBN be liable for any defect caused in whole or in part by any other service provider and any of their servants, agents or employees.
PBN shall not be liable in relation to any equipment which has been maintained or tampered with by any persons who are not properly trained as prescribed in the PBN documentation.