Terms and Conditions of Sale
1. Definitions
- "Client" refers to the individual or organization to whom this Quotation is addressed.
- "Quotation" means this document, including all attachments and appendices, outlining the proposed supply of Goods and/or provision of Services by Elekonstek Corporation to the Client.
- "Goods" refers to any products, materials, or equipment supplied by Elekonstek Corporation as specified in the Quotation.
- "Services" means any work, support, or consulting services provided by Elekonstek Corporation as outlined in the Quotation.
- "Agreement" shall denote the contract formed upon the Client's acceptance of this Quotation.
2. Acceptance of Quotation
2.1. This Quotation is valid for 45 days from the date of issue, unless otherwise stated.
2.2. The Client's acceptance of this Quotation must be in writing (including email) and received by Elekonstek Corporation with an attached Purchase Order (PO).
2.3. Upon acceptance, the Agreement shall be governed by these Terms and Conditions.
3. Supply of Goods (Applicable to Retail and Combined Scenarios)
3.1. Description and Quality: Goods supplied will match the description in the Quotation. Elekonstek Corporation warrants that the Goods will be of satisfactory quality.
3.2. Delivery:
- Dates: Estimated delivery dates are provided in good faith but are subject to change.
- Method: Unless specified, the method of delivery will be at Elekonstek Corporation's discretion.
- Risk: Risk of loss or damage passes to the Client upon delivery.
3.3. Returns and Refunds: Returns are accepted within the indicated warranty period, if applicable, subject to Goods being in original condition. A restocking fee of 15% of Gross Amount may apply.
4. Provision of Services (Applicable to Services and Combined Scenarios)
4.1. Service Description: Services will be provided as detailed in the Quotation.
4.2. Service Levels:
- Timing: Services will be delivered on the dates/times agreed, subject to change with mutual consent.
- Quality: Services will be provided with reasonable skill and care.
4.3. Client Obligations: The Client shall provide necessary access, information, and cooperation to facilitate the Service delivery.
5. Payment Terms (Applicable to All Scenarios)
5.1. Prices: As specified in the Quotation, inclusive of taxes unless stated otherwise.
5.2. Payment Method:
- Bank Transfer
- Check Deposit
- Check Release
5.3. Payment Schedule:
- For Retail (Goods only): Full payment is due upon acceptance of the Quotation, unless payment terms have been agreed.
- For Services: 50% upon acceptance, unless payment terms have been agreed.
- For Combined (Retail & Services): Full payment for Goods and Progress billing for services, unless payment terms have been agreed.
6. Intellectual Property
6.1. All intellectual property rights in materials provided by Elekonstek Corporation (including but not limited to software, documents, and designs) remain with Elekonstek Corporation or its licensors.
7. Confidentiality
7.1. Both parties agree to keep confidential any information marked as such or which would normally be considered confidential.
8. Liability and Indemnity
8.1. Limitation of Liability: In no event shall Elekonstek Corporation's liability exceed the value of the Quotation.
8.2. Indemnity: The Client shall indemnify Elekonstek Corporation against all claims arising from the Client's breach of these Terms and Conditions.
9. Termination
9.1. Either party may terminate the Agreement with written notice to the other if the other party breaches any material term and fails to cure such breach within 14 days of receipt of written notice.
10. Governing Law and Jurisdiction
10.1. This Agreement shall be governed by and construed in accordance with the laws of the Philippines.
10.2. Any disputes arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of the courts of Philippines.
11. Changes to Terms and Conditions
11.1. Elekonstek Corporation reserves the right to amend these Terms and Conditions at any time, with changes applicable to new Quotations.
12. Entire Agreement
12.1. This Agreement constitutes the entire understanding between the parties and supersedes all prior discussions, negotiations, and agreements.