Giantech Electronics (HK) Co., Limited. | Version: March 01, 2024
1.1 These GTC apply to all business transactions for the purchase of goods ("Goods") or services ("Services") between Giantech Electronics (HK) Co., Limited. (the "Seller") and the purchaser of such Goods or Services from the Seller (the "Purchaser"), and shall apply to the respective contract between the Seller and the Purchaser for each purchase of such Goods or Services (each a "Contract"). These GTC apply to all Contracts irrespective of whether the Contracts make express reference to these GTC.
1.2 In these GTC:
2.1 All quotations and tenders are made and all Orders are accepted subject to these GTC, which exclude any terms and/ or conditions which the Purchaser purports to apply under any Order, confirmation of Order, specification or other document whatsoever and whenever. Except as otherwise provided in these GTC, all other terms and conditions are excluded from any Contract between the Seller and the Purchaser unless expressly accepted in writing by the Seller and is executed by a duly authorised representative of the Seller.
2.2 For the avoidance of doubt, any terms and conditions that the Purchaser purports to incorporate into a Contract shall not form a part of such Contract.
2.3 If there is a conflict between these GTC and any other terms of the Seller's quotation, tender or acknowledgement of Order, these GTC shall prevail.
2.4 Quotations made by the Seller shall be subject to change and non-binding, unless they are expressly designed as binding. They shall only represent an invitation to the Purchaser to make an offer by submitting an order.
2.5 Orders place by the Purchaser contain binding offers. The Seller may accept orders within 30 days of their receipt. The Contract comes into effect when acceptance takes place either by the Seller sending an order confirmation, by Delivery of the Goods or performance of the Services, or by invoicing.
2.6 The Purchaser is only entitled to change or cancel orders or to postpone delivery dates with the consent of the Seller. In the case of accepted cancellations, a limp sum of 15% of the order value shall be due immediately. Cancellations are always excluded for orders of Goods designed by the Seller as "Non-Standard" or "NCNR". The Seller can mark the Goods as non-standard or NCNR in various ways, e.g. by making a corresponding reference in offers, product lists or order confirmations.
2.7 The Seller can stop the sale of individual Goods or the provision of individual Services via Giantech at any time for justified reasons and block the Purchaser's access to the Giantech without the Purchaser being able to derive any rights or claims against the Seller therefrom.
2.8 Should declarations or recommendations of a technical or other nature be made by the Seller to the Purchaser, these shall be deemed to be non-binding sales promotional concessions without any obligation to pay a form of remuneration and shall not become part of the contract. The Seller accepts no liability for the accuracy and/or completeness of such statements or recommendations.
3.1 The Purchaser acknowledges that the Seller is not the manufacturer of the Goods and from time to time the manufacturer of the Goods may make changes to the specification of the Goods ("Manufacturer Change") and that in some circumstances, a Manufacturer Change may be carried out by the manufacturer unilaterally and without notice to the Seller. If the Contract concerns Goods that are subject to a Manufacturer Change, the Seller reserves the right to deliver Goods and carry out the delivery in accordance with the Manufacturer Change or the manufacturer's most recent data sheet.
3.2 Information about the Goods distributed by the Seller – especially information contained in brochures, type lists, catalogues, data sheets, advertising material, specifications and descriptions, manufacturer's data, definitions of the requirements to be met by the Goods and other technical supply conditions, certificates (e.g., certificate of compliance) and other documents – constitutes no guarantee by the Seller as to the quality and state or durability of the Goods and the Purchaser shall not be entitled to rely on such information.
3.3 Samples of the Goods distributed by the Seller are deemed test samples and do not constitute a guarantee as to the quality and state of the Goods.
4.1 Framework orders, i.e. orders in which the Purchaser orders a certain quantity of Goods to be delivered in several partial deliveries over a certain period of time, shall only be possible with a separate agreement and a fixed schedule for the individual Deliveries. Unless otherwise agreed, the framework order shall have a maximum term of six months. Remaining stocks shall be due for delivery at the end of the term and shall be accepted by the Purchaser.
4.2 In the case of framework order, the call-off of the individual Deliveries must be made by the Purchaser at least 8 weeks before the desired delivery date. If a call-off is not made, the Seller shall be entitled to deliver the Goods to the Purchaser after the requested delivery date, but no later than the expiry of the framework order term, to invoice the Purchaser and to demand compensation for additional expenses. If the call-off dates are not met by the Purchaser, the Seller reserves the right to change the price to the date of the call-off.
5.1 The relevant prices are the prices stated in the Seller's order acknowledgement form. All prices are stipulated ex works Hong Kong and do not include the cost of packaging, freight, insurance, customs, duties or other similar taxes or levies, all of which shall be the responsibility of the Purchaser and which the Purchaser shall, where appropriate, pay for when it is due to pay for the Goods.
5.2 The Seller is entitled to charge the following charges where the Purchaser requests same day dispatch from the Seller's warehouse for a standard or express delivery: HK$ 50.
5.3 To the extent that between the placing of a quote by the Seller and the delivery of the Goods there is a decrease or increase in the costs relating to the Goods for which the Seller is not responsible and which was not reasonably foreseeable by the Seller (including, but not limited to, a decrease or increase that is based on changes in the prices of materials in the Goods and/or fluctuations in the currency exchange rate which could not reasonably be foreseen by the Seller), the Seller has the right to adjust the prices to reflect the change in costs.
5.4 If, between the placing of a quote by the Seller and the delivery of any Goods, the Goods cease to be available to the Seller from the manufacturer of such Goods for any reason whatsoever, the Contract may be terminated (either in whole or in part) by the Seller in writing with immediate effect; the Seller shall not bear any liability towards the Purchaser for the termination of the Contract, except that the Seller shall repay to the Purchaser any sums paid to the Seller by the Purchaser in respect of any Goods or Services that have not been supplied.
6.1 Unless otherwise agreed in writing, all invoices of the Seller received by the Purchaser must be paid without delay, without any deduction whatsoever.
6.2 Time of payment shall be of the essence of the Contract.
6.3 Bills of exchange and cheques shall only be accepted by the Seller if expressly agreed by an authorised representative of the Seller in writing. Any discount charges and other costs in respect of a bill of exchange or a cheque shall be borne by the Purchaser. The Seller's rights under Clause 10 below remain unaffected until all claims under bills of exchange have been settled in full.
6.4 The Seller is entitled to count payments from the Purchaser towards the Purchaser's oldest debt first regardless of which debt the payment is stated by the Purchaser to relate to. If costs and interest have already accrued, the Seller is entitled to count the payment towards the costs first, then towards interest, and finally towards the principal claim.
6.5 Where Goods are delivered by installments the Seller may invoice each installment separately and the Purchaser shall pay such invoices in accordance with these GTC.
6.6 Notwithstanding Clause 6.4, if payments received from the Purchaser are not stated to refer to a particular invoice, the Seller may appropriate such payment to any outstanding invoice addressed to the Purchaser from the Seller.
6.7 If the Purchaser defaults in payment in a Contract between the Seller and the Purchaser, then all sums then owing to the Seller by the Purchaser shall become due and payable immediately and the Seller shall be entitled, without prejudice to any other right or remedy, to do all or any of the following:
7.1 Payment shall be made without any set-off, withholding, counterclaim, abatement, deduction or otherwise whatsoever unless the Purchaser has a valid court order requiring an amount equal to such deduction to be paid by the Seller to the Purchaser.
8.1 Any agreements between the parties in relation to delivery periods and delivery dates must be made in writing. The Seller shall use its reasonable endeavors to supply the Goods or Services in accordance with the delivery periods or times agreed.
8.2 Time of delivery shall not be of the essence of the Contract.
8.3 All deliveries are made ex works (EXW Incoterms 2020) Seller warehouse Hong Kong. The Purchaser shall have no right to damages or to cancel the Contract for failure by the Seller to meet any delivery time stated. If no date or time for delivery is stated, delivery will be in a reasonable time. The date for delivery of the Goods shall in every case be dependent upon prompt receipt of all necessary information, final instructions or approvals from the Purchaser and in the event of the Purchaser delaying in providing such information, final instructions and approvals the time of delivery shall be extended accordingly.
8.4 The Purchaser shall be in default of acceptance if he does not accept the Delivery or Service offered to him by the Seller. From the time of the default in acceptance, the Seller may demand a lump sum for storage costs. This shall amount to 0.5% of the purchase price sum per week or part thereof and shall be limited to 5% of the purchase price sum. The Purchaser shall be at liberty to prove that no (or lower or higher) storage costs were incurred in connection with the Purchaser's default in acceptance. Any further claim shall remain unaffected.
8.5 The Seller reserves the right to deliver the Goods in instalments where, in its complete discretion, it deems that such delivery by instalments is appropriate. Failure by the Purchaser to take delivery of any one or more instalments of Goods delivered in accordance with the Contract shall entitle the Seller to either:
and for the avoidance of doubt, neither of the above options shall preclude the Seller's right to exercise any of its other rights or remedies under this Contract.
8.6 The Seller shall not be liable for the costs of unloading the Goods at the place of delivery or for placing them in position on site except by prior agreement in writing, and if the Seller does participate in the unloading (whether with or without such prior agreement) the Purchaser will indemnify the Seller in respect of claims brought against the Seller relating to its participation in such unloading.
8.7 The Seller reserves the right to make deliveries either above or below the specified amount up to a threshold of 5% of the quantity of Goods ordered, for production of shipping reasons. There will be no refund for any shortage between the Goods ordered and the Goods delivered up to this 5% threshold. The Seller shall be entitled to invoice the Purchaser for the price of any Goods delivered in excess of the ordered quantity up to the 5% allowance.
8.8 The quantity of any consignment of Goods as recorded by the Seller upon dispatch from the Seller's premises shall be conclusive evidence of the quantity received by the Purchaser on delivery unless the Purchaser can provide conclusive evidence proving the contrary.
9.1 Risk in the Goods shall pass to the Purchaser (so that the Purchaser is then responsible for all loss or deterioration of the Goods or for any damage occurring) with the delivery of the Goods or, if the Goods are shipped, with their delivery to the carrier or to any other person commissioned with carrying out the shipment. This rule also applies when part deliveries are made or when shipment "freight paid" or at no cost to the Purchaser has been agreed upon. In the absence of written instructions from the Purchaser, the Seller will choose the carrier and the itinerary. At the request and expense of the Purchaser, the Seller will take out a transport insurance policy to insure the goods against the risks specified by the Purchaser.
9.2 If there is a delay in delivery for reasons for which the Purchaser is responsible, the risk passes to the Purchaser from the day the Goods were due to be delivered but for the Purchaser's failure to fulfil its responsibilities.
9.3 If the Seller chooses the manner of delivery (where delivery is not ex-works), the itinerary, or the person to carry out the shipment, the Seller is liable solely for willful misconduct and gross negligence in this choice.
9.4 The Purchaser may not refuse to accept deliveries due to insignificant defects.
10.1 Until title in the Goods has passed to the Purchaser under these GTC, the Purchaser shall possess the Goods as fiduciary agent and bailee of the Seller. The Purchaser shall store the Goods separately at its premises in a proper manner in conditions which adequately protect and preserve the Goods and shall insure them, without any charge to the Seller and not tamper with any identification upon the Goods or their packaging and shall ensure that they are stored separately from other goods that they are clearly identifiable as belonging to the Seller.
10.2 Title to the Goods shall only pass to the Purchaser if the Purchaser has paid to the Seller all sums (including any default interest) due from it to the Seller (a) under the respective Contract and under all other Contracts between the Seller and the Purchaser (including any sums due under Contracts made after the respective Contract) whether or not the same are immediately due and payable and (b) under all contracts between the Seller and any company under the ultimate control of the same parent company as has ultimate control of the Purchaser. Sums due shall include those under any bills of exchange.
10.3 The Seller may recover Goods in respect of which title has not passed to the Purchaser at any time and the Purchaser irrevocably licences the Seller, its officers, employees, sub-contractors and agents to freely enter upon any premises of the Purchaser, with or without vehicles, for the purpose either of satisfying itself that Clause 10.1 above is being complied with by the Purchaser or of recovering any Goods in respect of which title has not passed to the Purchaser.
10.4 The Seller may at any time, on demand and without prior notice, require the Purchaser to deliver the Goods up to the Seller and the Seller may repossess and resell the Goods if any of the events specified in Clause 13.1 occurs or if any sum due to the Seller from the Purchaser under the Contract or on any other account or under any other contract is not paid when due.
10.5 The Seller shall be entitled to maintain an action against the Purchaser for the price of the Goods notwithstanding that legal, equitable and beneficial title to and property in the Goods has not passed to the Purchaser.
10.6 The Seller hereby authorises the Purchaser to use and/or sell the Goods in the normal course of the Purchaser's business and to pass good title in the Goods to its customers, if they are purchasers in good faith without notice of the Seller's rights. This right shall automatically cease on the occurrence of any event set out in Clause 13.1 and/or if any sum owed to the Seller by the Purchaser is not paid when due. If the Purchaser sells the Goods prior to paying the full price thereof the Purchaser shall hold the proceeds of sale on trust for the Seller and shall immediately pay the proceeds of the sale into a separate bank account. At the Seller's request, the Purchaser shall assign to the Seller all claims that the Purchaser may have against purchasers of the Goods from the Purchaser.
10.7 The Seller's rights and remedies set out in this Clause 10 are in addition to and shall not in any way prejudice, limit or restrict any of the Seller's other rights or remedies under the Contract or in law or equity.
10.8 At the request of the Purchaser, the Seller shall release the security interests to which the Seller is entitled to the extent that the realizable value of such security exceeds the Seller's claims arising from the business relationship with the Purchaser by more than 20%, also taking into account the valuation discounts customary in banking. For valuation purposes, goods that are subject to this retention-of-title clause are to be assessed on the basis of their invoice value, and claims are to be assessed on the basis of their nominal value.
10.9 If goods are delivered to destinations with other legal systems in which the retention-of-title rules set forth under Clause 10.1 to 10.6 above provide less security than in Hong Kong, the Purchaser hereby grants the Seller a corresponding security interest. If further declarations or acts are necessary for this purpose, the Purchaser will make these declarations and perform these acts. The Purchaser will assist in all measures that are necessary for and conducive to the validity and enforceability of such security interests.
11.1 The Seller warrants that, for the Warranty Period (as stipulated in clause 11.3 of these GTC), the Goods will have the characteristics that have been specified in writing (in verifiable technical parameters) by the manufacturer of the Goods or by mutual agreement. The Goods supplied are intended solely for the purposes specified by the respective manufacturer. These purposes do not normally include the use of the Goods in lifesaving or life-supporting or military systems or other purposes where a failure of the Goods can, upon reasonable assessment, lead to death, bodily injury or damage to health or to an extraordinarily high financial loss. Only the specifications in the relevant manufacturers' data sheets shall be deemed an agreed quality or state. The Purchaser is responsible for the fitness and safety of the Goods for the applications used by the Purchaser. The Seller gives no guarantee whatsoever in relation to the fitness for use, suitability and safety of the Goods, especially no guarantee in respect of the quality and state or durability of the Goods.
11.2 If the Seller processes the Goods to be supplied pursuant to a Contract (e.g., if the Seller bends or cuts, de-reels or rewinds connections), the Seller shall be deemed to be the manufacturer for the purposes of Clause 11.1 in respect of the modifications made by the Seller only and the Seller shall process the Goods with due care in accordance with the Purchaser's specification, as agreed upon in writing.
11.3 The Warranty Period for the Purchaser's claims based on defects is one year. This Warranty Period also applies to claims in tort that are based on a defect of the Goods. The Warranty Period begins to run with the delivery of the Goods. If the Seller comments on a claim based on defects that has been asserted by the Purchaser, this comment is not to be deemed a commencement of negotiations concerning the claim or the circumstances giving rise to the claim if the claim based on defects is fully rejected.
11.4 The Purchaser shall only be entitled to claim in respect of defects in the Goods apparent on visual inspection if the Purchaser examines the Goods delivered upon receipt and gives written notice of the defect in the Goods or failure in the Services to the Seller without undue delay and no later than seven (7) days after the receipt of the Goods. The Purchaser shall only be entitled to claim in respect of defects in the Goods that are not apparent on visual inspection if such defects are reported to the Seller in writing without undue delay within the Warranty Period after their discovery. When reporting defects to the Seller, the Purchaser must describe the defects in full in writing. If the Purchaser discovers a defect in the Goods, the Purchaser shall send the Goods at its own expense to the Seller for an examination of defects. The Purchaser shall have no rights in respect of loss, shortages or defects in the Goods unless the Seller is given a reasonable opportunity to inspect the Goods and investigate any compliant. The Purchaser shall ensure that the carrier takes all necessary measures and measures indicated by the Seller to ensure that the relevant documentation in relation to the defective Goods is complete. If a complaint is not made in accordance with this Clause 11.4 and/or the Purchaser fails to comply with its obligations under this Clause 11.4, the Goods and/or the Services shall be deemed to be in all respects in accordance with the Contract and the Purchaser shall be bound to pay for the same accordingly.
11.5 If the Seller delivers the Goods in lots or installments that allow a statistical receiving quality inspection according to the rules customary in this respect, the Purchaser shall carry out such inspection in accordance with the inspection conditions and criteria set forth in the relevant standard documents issued by the manufacturer of the Goods. Any lot accepted during this inspection will be deemed to be free of defects, and any lot rejected will be replaced by the Seller within such time as, in the Seller's opinion, is reasonable in the circumstances with a lot that is free of defects subject to the return of the defective lot in its entirety. The Seller shall be entitled to replace the defective parts of the rejected lot with parts that are free of defects upon consultation with the Purchaser.
11.6 If the Purchaser makes a valid claim against the Seller on the basis of a defect in the quality of the Goods or a failure in the Services, the Seller shall (at its option) repair or replace such Goods (or the defective part) or in the case of Services make good the Services or refund the Price of the Goods or Services in question.
11.7 If the Seller complies with Clause 11.6 it shall have no further liability for a breach of the warranty in Clause 11.3 in respect of the quality of the Goods or Services.
11.8 The Seller shall not be liable for a breach of the warranties set out in Clauses 11.1 to 11.3 if the defect occurs as a consequence of natural wear and tear, of improper handling or of alterations or repairs of the goods carried out without the prior written consent of the Seller by the Purchaser or a third party, or if carried out with the prior written consent of the Seller, carried out improperly. The same rule applies to defects that are attributable to the Purchaser or to a cause other than the original defect.
11.9 The Purchaser may return defective goods to the Seller for subsequent performance only upon prior approval in writing according to the Seller's rules applicable for this purpose, as provided to the Purchaser on request (RMA procedure). If defective Goods are returned to the Seller, the risk of an accidental loss or deterioration of or damage to the Goods shall not pass until they have been accepted by the Seller at the Seller's place of business. The Seller is entitled to refuse return shipments without a previously issued RMA number.
11.10 The obligations stated above represent the Seller's quality commitment. Any terms which may otherwise be implied by statute or common law as to description, quality or fitness for purpose of the Goods or Services are excluded to the fullest extent permitted by law.
11.11 Nothing in these GTC shall exclude the Seller's liability arising under Section 14 of the Sale of Goods Ordinance (CAP 26) or for death or personal injury caused by its negligence or for its fraudulent misrepresentation or any matter for which it would be unlawful for it to exclude or attempt to exclude liability.
11.12 Notwithstanding any other provision of these GTC but without prejudice to Condition 11.11, the Seller shall not have any liability whatsoever and whether arising in contract, tort (including negligence), breach of statutory duty or otherwise for any:- (i) loss of profit; (ii) loss of anticipated savings; (iii) loss of business; (iv) loss or damage to goodwill (v) increased production costs; (vi) any costs or work related to the removal of defective Goods and the installation of repaired or replacement Goods; and (vii) any indirect, special or consequential losses or damages.
11.13 Subject to Clauses 11.11 and 11.12, the Seller's maximum total liability to the Purchaser whether in respect of one claim or a series of related claims and whether arising in contract, tort (including, but not limited to, negligence), breach of statutory duty or otherwise shall not exceed the lesser of: (i) all sums invoiced by the Seller to the Purchaser under the relevant contract; or (ii) HK$ 1,000,000, and a maximum of HK$ 500,000 if the Seller is in delay of delivery.
12.1 The Purchaser may not modify the Goods. In particular, the Purchaser may not modify or remove existing warnings about risks resulting from improper use of the Goods. If this duty is violated, the Purchaser shall indemnify the Seller in full and hold the Seller harmless from and against product liability claims by third parties to the extent that the Purchaser is responsible for the defect giving rise to liability.
12.2 If a product defect of the Goods causes the Seller to initiate a product recall or to issue a product warning, the Purchaser shall assist the Seller and shall take all measures which have been ordered by the Seller and which the Purchaser can reasonably be expected to perform. The Purchaser is under obligation to bear the cost of the product recall or product warning to the extent that the Purchaser is responsible for the product defect and the damage sustained. Further-reaching claims of the Seller remain unaffected.
12.3 The Purchaser shall inform the Seller without undue delay of any risks in the use of the Goods and possible product defects of which the Purchaser becomes aware.
13.1 The Seller shall (without prejudice to any rights or remedies available to the Seller) be entitled to terminate a Contract without liability if:
13.2 In the event of termination (howsoever arising) all amounts owing to the Seller shall become immediately due and payable including, for the avoidance of doubt, the price for all Goods or Services supplied and all unrecovered investments and commitments notified to the Purchaser pursuant to the provisions under Clause 2.
14.1 The Seller shall not be liable for any failure to perform any of its obligations under the Contract if the Seller is effected by an act of God, governmental restriction, condition or control, war, threat of war, terrorism, epidemic or pandemic and related governmental restrictions such as quarantines and lock-downs, fire, riot, invasion, lock-out, strike, explosion, flood, subsidence or by reason of any act done or not done pursuant to a trade dispute, shortages of labour or materials, energy shortages, or breakdown of machinery, or any other matter (whether or not similar to the foregoing) outside the control of the Seller (a "Force Majeure Event") and such Force Majeure Event prevents the Seller from performing its contractual obligations under the Contract (in particular, from delivering the Goods).
14.2 The Seller is entitled to terminate the Contract at its will if a Force Majeure Event occurs which adversely affects the Seller's ability to comply with its obligations under the Contract for a continuous period of more than four months by giving notice in writing to the Purchaser provided that the Force Majeure Event has continued up until and is still continuing at the point of notice.
15.1 If a delivery comprises software or other intellectual property, such software or other intellectual property will be provided to the Purchaser subject to a copyright and user license, the terms and conditions of which can be gathered from the license agreement accompanying the software or other intellectual property. These GTC grant no rights or license to use such software or other intellectual property in any manner, or for any purpose, not expressly permitted in the license agreement.
15.2 Unless otherwise agreed, the Seller shall carry out the delivery free of intellectual property rights and copyrights of third parties (property rights) only in the country where the place of delivery is located.
15.3 Should a third party assert claims vis-à-vis the Purchaser for the infringement of Intellectual Property Rights by those deliveries or Services provided by the Seller and used in accordance with the contract, the Seller shall only be liable in accordance with the following:
16.1 The Purchaser agrees to the processing and transmission to manufacturers/suppliers – as the case may be, also abroad – of purchaser-related data such as sales prices and quantities, as well as names and addresses, by the Seller within the framework of the periodical manufacturer reporting.
16.2 The Purchaser agrees to the storing and processing of the collected purchaser-related data by the Seller for the verification of the Purchaser's creditworthiness subject to observance of, and compliance with, the statutory provisions, or to such data being disclosed by the Seller to the credit insurance company commissioned by the Seller.
17.1 The delivered Goods are intended to remain in the country of Delivery agreed with the Purchaser. Goods subject to embargo regulations may not be exported by the Purchaser from the country of Delivery. The same shall apply to Services rendered by the Seller.
17.2 The fulfilment of contractual obligations shall be subject to the provision that there are no obstacles in place due to German, US-American or other applicable national, EU or international regulations stemming from foreign trade law, or embargoes or sanctions, respectively. The Purchaser shall be responsible for compliance with export control regulations. In particular, the Purchaser himself shall be obligated to provide all information and documents and to obtain permits, licences, approvals and releases at his own expense, which are required for the export, transfer or import or Goods, respectively. The Purchaser undertakes not to export the Goods directly (or indirectly) to a country to which export is prohibited. The refusal of an export licence shall not entitle the Purchaser to withdraw from the contract or to claim damages. The provisions shall apply accordingly to Services rendered by the Seller.
17.3 The Purchaser shall be liable vis-a-vis the Seller for all damages caused by his culpable non-compliance with the provisions stated under Section 17, and shall indemnify the Seller against any claims of third parties.
18.1 To the extent required by law, the Purchaser shall be obligated to dispose of Goods covered by statutory provisions concerning the disposal of electrical or electronic goods, batteries or packaging under his own responsibility and in accordance with all statutory provisions. The Purchaser shall assume all related payment and notification obligations to the extent legally permissible.
19.1 The Contract is entered into between the Seller and the Purchaser as principals and the Purchaser shall not be entitled to assign the benefit or burden of it or of any interest in it without the prior written consent of the Seller. The Seller shall be entitled to sub-contract the whole or part of its obligations under the Contract and to assign its interest in the Contract.
20.1 If these GTC shall be or become void in whole or in part, the other provisions shall remain valid and enforceable.
21.1 A failure by the Seller to exercise, or a delay in exercising, any right or remedy under these GTC or a Contract, or any waiver by the Seller of a breach by or default of the Purchaser under any terms of these GTC or a Contract shall not constitute a waiver of the right or remedy or a waiver of any other rights or remedies which the Seller may otherwise have or a waiver of any subsequent breach or default and no single or partial exercise of any right or remedy under these GTCs or a Contract shall prevent any further exercise of the right or remedy or the exercise of any other right or remedy and shall not affect the other terms of these GTC or a Contract.
22.1 The Contract, including these GTC sets out the entire agreement and understanding between the Purchaser and the Seller in connection with the sale of the Goods and supply of Services and shall supersede and replace all documentation previously issued by the Seller purporting to set out its terms and conditions of sale of the Goods and supply of Services.
23.1 A person who is not a party to a Contract (a "third party") shall have no rights to enforce any of these GTC.
24.1 The parties agree that a Contract and any disputes arising or in any way connected with the subject matter of such Contract (whether of a contractual or tortious nature or otherwise) shall be subject to the laws of Hong Kong and in the case of proceedings initiated against the Seller, such proceedings shall be subject to the exclusive jurisdiction of the Hong Kong courts.
For any questions regarding these General Terms and Conditions, please contact:
Giantech Electronics (HK) Co., Limited.
Room 15, 11/F China United Plaza,
1008 Tai Nan West Street, Lai Chi Kok,
Kowloon, Hong Kong
Email: postmaster@giantechhk.com