This website, www.eosled.com is owned by Eosled Technologies Company Limited, is hereafter referred to as “Eosled” or “the Seller”. All orders and purchases made through the facilities of this website shall be subject to these terms and conditions. By using this website and placing an order the customer will be deemed to have acknowledged and accepted the terms and conditions as part of the sales contract. Any of Buyer’s terms and conditions which are different from or in addition to those contained in this Agreement are objected to by Seller and shall be of no effect unless specifically agreed to in writing by Seller.
The order of the customer represents an offer for the conclusion of a sales contract. The customer receives an electronic confirmation of his or her order. The sales contract comes to a conclusion however only with delivery of the requested products. Eosled reserves itself the right not to furnish the promised achievement in the case of their unavailability. In this case the Buyer will be informed by and the amounts already paid will be refunded as soon as possible.
2, Quotations & Order Acceptance
All quotations and price offerings made by Eosled are to be seen as offers and invitations for the conclusions of a sales contract and valid as stated on the quotations, which is usually 7 days starting from date of issue or as otherwise stated by the Seller in writing. In case a purchase agreement is not earlier formed by a mutual agreement in writing, acceptance by Buyer of products or services furnished by Eosled shall be deemed Buyer’s assent to all of the terms and conditions of these Terms of Service.
As to protect the Seller from unexpected price changes on the semiconductor market or any external cases of force majeure leading to sudden and major price increases that cannot be foreseen, the Seller reserves the right to change the price of any quotation without prior notice, but can only do this before having received the payment for the relevant consignment. In case an invoice has already been issued the Seller should immediately inform Buyer of any changes, and Buyer has in such a case the right to withdraw from the sales contract without any further cancellation expenses.
3, Prices & Currencies
All prices are generally understood to be in USD. In case of quotations and acknowledgments of orders in foreign currency, the prices shall be bound to the respective foreign currency only as long as the exchange rate of same in relation to the USD has not changed by more than ±5 % between the date of acknowledgment of order and the date of payment receipt. Eosled reserves the right, in case of variations by more than ±5 %, to fix a new price according to the change in the exchange rate for the deliveries outstanding at the moment of such change. Prices displayed on the website or quoted else wise such via email, facsimile or any other channels do not include transportation unless otherwise stated. Any insurance or any sales, use, excise or other taxes, duties, fees or assessments imposed by any jurisdiction or any other applicable taxes are to be paid by Buyer, unless the appropriate tax exemption certificates are provided by Buyer. Any payments conducted at any time by Seller that are the responsibility of Buyer shall be invoiced to Buyer and reimbursed to Seller. All prices, quotes and other terms are subject to correction for typographical or technical errors and may be subject to change and correction without prior notice.
4, Payment Terms
All payments shall be made in U.S dollar. Invoices shall generally be issued as receipt of the payment of a quote, and in all other cases shall have to be paid net within seven days as of date of invoice. Buyer shall pay for all goods in advance and by either bank transfer T/T or by any other electronical payment method that has been approved in advance by the Seller. Resulting banking fees and transaction fees are to be paid by Buyer. Optionally the Seller may extend credit to Buyer, in which case invoices will be issued upon shipment and the corresponding payment shall be due in full within fifteen (15) days from the invoice date or any other date and as specified in the purchase agreement. Seller reserves the right to change the amount of credit or withdraw any credit extended to Buyer at any time. The non-compliance with the terms of payment of or any circumstance reducing the Buyer’s credit-worthiness may entail the immediate due of all outstanding payments and entitle the Seller, with a reasonable respite, to withdraw from the contract.
By paying the amount invoiced the Buyer acknowledges the invitation for the conclusion of trade as offered by the Seller. The full due amount shall be paid in advance and prior to start of production and if not explicitly agreed upon else wise and in the form of a written purchase agreement between Seller and Buyer, or alternatively if Buyer and Seller agree on down payment prior to start of production and payment of final installment prior to dispatch of the consignment ex-factory from the origin of production.
The Buyer has the right to request from the Seller written acknowledgment of any receipts of incoming payments and notification from the Buyer at start of production of the consignments paid for. Any delivery delays due to delay of incoming payments are sole responsibility of the Buyer.
The Buyer has the right to inspect the goods ex-factory and prior to dispatch. The Seller agrees to provide detailed digital image material of each consignment or sub- batch upon request and prior to mass-production and/or dispatch.
5, Time of Delivery
Eosled will normally handle the order within 15 working days and depending upon size of the contract or purchase agreement and presupposed the Buyer has provided all necessary information and components needed for production to the Seller. Once the product(s) has been shipped, the customer will receive an electronic shipment confirmation via email. Further a shipping tracking number will be included, if available. In general, orders are shipped Monday to Friday and excluding holidays. Eosled cannot ship to P.O./A.P.O/F.P.O box addresses.
Eosled will use its reasonable endeavors to ensure delivery of the goods, products and consignments and provide service in accordance with delivery/completion schedules agreed with the Buyer, but cannot accept any liability whatsoever for failure to do so, however arising. The times of delivery indicated in the order and acknowledgment of order are for reference and not binding. There shall be no unilateral right of rescission for an acknowledged order. Any claims from Buyer for damages caused by delayed delivery, short delivery, or non-delivery are explicitly excluded.
Unforeseeable events incurred through no fault of Eosled or other extraordinary events at the Sellers premises or its subcontractors or other impediments impossible for Eosled to foresee shall entitle the Seller to defer the date of delivery for a period equal to the time lost by reason of such event or impediment. In any case Buyer shall be obliged to purchase all products already finished or begun in consequence of the order placed. Notwithstanding Eosled may enforce subsequent charges or claims for damages caused by reduced purchase quantity. The Buyer is responsible for collecting and receiving the consignment on the date of delivery.
6, Delivery, Risk of Loss & Force Majeure
All products shall be shipped EXW from Seller’s manufacturing facilities or warehouse locations according to Incoterms 2000 and to any location designated by Buyer. The consignment shall be deemed delivered to Buyer when delivered to the transportation company or forwarding courier at the shipping point unless otherwise agreed to in writing by Seller. Transportation charges and expenses shall be paid by Buyer including the cost of any insurance against loss or damage in transit unless otherwise agreed to by Eosled. If special routing or expedited transportation is requested, the Buyer will assume the additional expense. Eosled reserves the right to ship products freight collect. Subject to the security interest reserved by Eosled, title and risk of loss and/or damage to products shall pass to Buyer upon delivery of the consignment to the forwarding transportation company or express courier at the point of shipping. Any confiscation or unforeseen destruction of or damage to the consignment shall not reduce or in any way affect the liability of Buyer. In the event Buyer rejects or revokes acceptance of any products for any reason, all risk of loss and/or damage to such products shall nonetheless remain with Buyer unless and until the same are returned at Buyer’s expense to a location or destination and as Seller may designate in writing.
If for any reason (other than exercising the rights set out in the warranty and return policy to return the goods) the Buyer does not accept delivery of the consignment or the forwarder or shipping company is unable to deliver the goods on time due to failure of the Buyer to provide appropriate instructions, including but not limited to inputting or providing the correct delivery address with the order, and the goods are returned to origin, the Buyer will be liable for all related costs and expenses. The Seller can arrange to have the order delivered again, however, a delivery charge will be incurred to cover extra costs for the 2nd delivery. We recommend that the delivery address is an address where someone is available during working hours to sign for and take the delivery. Every consignment must be inspected by the Buyer upon receipt and the Buyer is responsible for filing complaints or claims in case of evidence that the consignment has been damaged during shipping. In case of any contract breaches or non-compliances caused by external force majeure no party shall be liable for any failure to perform its obligations where such failure is as a result of Acts of Nature (including fire, flood, earthquake, storm, hurricane or other natural disaster), war, invasion, act of foreign enemies, hostilities (whether war is declared or not), civil war, rebellion, revolution, insurrection, military or usurped power or confiscation, terrorist activities, nationalisation, government sanction, blockage, embargo, labour dispute, strike, lockout or interruption or failure of electricity or telephone service.
7, Reservation of Proprietary Rights
All trademarks and copyrights on this website are owned by their respective owners. Buyer does not acquire any proprietary rights by incorporating the products into other devices. It is responsibility of the Buyer to ensure that the consignment is not in violation of any existing rights of intellectual property, including but not limited to copyrights, patents, trademarks or any other musical, literary, and artistic works; inventions, symbols, names, images or designs in Buyers local legislation. Eosled reserves the right to use images of any products or samples produced for clients and customers in any marketing related activities both online and offline. Any related losses, damages or legal issues related to 3rd party intellectual property shall be full responsibility of the Buyer, and the Buyer agrees not to infringe directly or indirectly any patents, trademarks or copyrights of Eosled Lighting Ltd or its subsidiaries.
8, Trade Acceptance
All products delivered under these Terms of Service shall be deemed as accepted by Buyer and as conforming to this Agreement, and Buyer shall have no right to revoke any acceptance, unless a written notice of the claimed nonconformity is received by Seller within thirty (30) days of delivery. Any use of a product by Buyer or its employees for any purpose after the delivery of the order consignment shall constitute an acceptance of that product by Buyer.
The products delivered have to be taken over by Buyer, even if they have insignificant defects. The Buyer is responsible to inspect and verify the received amount, color, model and customizations of the consignment within 30 days. This acceptance test shall be carried out by Buyer within 30 days, as of date of delivery. Should the take-over be delayed by reason of circumstances outside the Sellers’ responsibility, the written communication of readiness for dispatch by Seller to Buyer shall be considered the date of delivery. In default of any written communication of inability to take delivery by Buyer within the time for taking delivery, the products shall be deemed accepted. After 30 days the consignment or sub-batches will be considered as approved in regarding to these characteristics, and complaints regarding these issues will be excluded from the warranty. Unavoidable and minor discrepancies of quality, size, colors, complexion or magnitude that are typical and normal for commercial trade are no sufficient reason for reclamation.
9, Guarantee & Limited Warranty
Eosled warrants that the products will be fully functional and free from defects in material and suitable for normal use and in conformity with the terms of the contract. Eosleds liability and the sole remedy under this warranty is limited to the applicable warranty period for the corresponding product and as stated on www.eosled.com and to repair or replacement of the products determined by Seller to be defective or refund of the purchase price or partial purchase price paid by the Buyer for the items in concern.
The Seller’s obligations under this warranty shall be discharged, at its option, by repairing, replacing, or giving credit for defective products. Buyer has to grant Eosled a reasonable period for removing the defects; if Buyer refuses to grant such period, the Seller shall be released from warranty. If and in case a lifetime hardware warranty is granted by the Seller, the period of the hardware warranty is a guarantee on the lifetime of the product on the market and as of the acceptance of the products by Buyer. In the event of discontinuance of product manufacture, Eosled warranty support is limited to thirty-six months from the date of of discontinuance. The life time warranty or any other warranty as mentioned above and granted by the Seller does not include accident, human fault or improper use, and the warranty shall not apply to any defect or failure to perform resulting from electrical current fluctuations, corrosive environment installations, induced vibration, abuse, alteration, accident, misusage, improper installation or improper operation, acts of God, fire, vandalism, civil disturbances, power surges; improper power supply or any other abuse or contamination, whether internal or external.
The warranty shall not apply for any custom products that manufactured based on the Buyers design and specifications, and no warranty for custom designs and productions is granted except when stated otherwise in writing by the Seller.
Buyer has to give Eosled notice of defects, in writing and stating sufficient reasons, immediately but within 30 days as of delivery of products at the latest. Any defects that could not be detected within that period in spite of careful examination must be communicated to the Seller, in writing and stating sufficient reasons, immediately after becoming known. In default of such immediate communication, any warranty shall be excluded. The warranty shall be ruled out if the products are handled, after their acceptance, in an improper manner or not in conformity with the instructions recommended by the Seller. Eosled will not accept responsibility for products, which, in its opinion, have been the subject of undue wear and tear, accident, misuse, improper application or neglect or any other reasons causing the warranty to default and as stated above.
Returns shall only be accepted after previous consent by Eosled and for consignments with a Return Materials Authorization (RMA) Number. Contact your Eosled account manager if you purchased the product directly from Eosled. Warranty is valid only for products purchased directly from Seller or one of a Eosled Certified Resellers. In case of unjustified complaints Buyer shall reimburse Eosled for all expenses arising from such complaints, including but not limited to any additional legal expenses that might occur.
The Buyer agrees to inform the Seller of any defect or deficiencies immediately. The Seller reserves the right to require the faulty product for further analysis. In case the fault or defect can be verified the Seller is obliged to re-mediate the fault or defect immediately but shall not refund to the Buyer any occurred shipment expenses. No claims from the Buyer for any occurred damages or loss of business opportunities whatsoever can be made and the Seller cannot be held responsible and cannot accept liability for any consequential or inconsequential damages or loss of business opportunities for the Buyer or any other 3rd parties. Any claims of Buyer beyond the obligations under this warranty are excluded. To the fill extend permissible by applicable law, this site’s owner disclaims all warranties, expressed or implied, including, but not limited to, implied warranties of merchantability and fitness for a particular purpose.
10, Product Samples & Special Productions
If product samples or special customized production samples belong to the scope of supply there are special prices valid. Product samples, custom made appliances, products and special productions are principally excluded from exchange, return and warranty. In case a product sample was shown to Buyer, such a sample was used to illustrate the model, type and general quality of the products and do not represent that the products would necessarily conform to the model or sample shown to Buyer.
11, Product Safety
It is responsibility of Buyer to comply fully with all industry safety standards applicable to the distribution, manufacturing or sale of items incorporating the products supplied by Seller, and Buyer shall comply fully with all applicable safety-related laws, rules and regulations of any governmental body having jurisdiction to regulate the manufacturing, distribution or sale of items incorporating the products supplied by Seller.
Buyer agrees explicitly to hold Seller harmless of any expense, loss, costs or damages relating to any claimed failure by Buyer to comply with any such industry standards applicable in Buyers jurisdiction.
12, Product Images, Virtual Designs and Product Descriptions
Product images, virtual designs or mock-ups are graphic illustrations of the product and are used to make it easier for customers to choose the right product. Neither the visual designs nor the product pictures published online are exact images of the actual products and are to be used as reference only. Under no circumstances is the Seller liable for any discrepancies between mock-ups, product pictures or product descriptions and the actual products delivered.
13, Other Matters
Eosled may provide links to 3rd party websites for convenience and information. If you access those links, you will leave the Eosled website. Eosled does not control those sites or their privacy practices. Eosled has not reviewed all of these 3rd party sites and does not control and is not responsible for any of these sites or their content. Thus, Eosled does not endorse or make any representations about them, or any information, software or other products or materials found there, or any results that may be obtained from using them. If you decide to access any of the third-party websites linked to this site, you do this entirely at your own risk.
Place of performance and place of jurisdiction for all claims under this agreement shall be China, and all purchase agreement and contracts shall exclusively be governed by the laws of China. These terms of service shall not be subject of the UN Convention on the International Sale of Goods. Buyer can pass on his rights and obligations arising under such delivery contracts only upon Sellers written consent. The products delivered may be subject to local import or export control regulations of Buyers country or of destination as appointed by the Buyer. Their export or import may require the approval by the competent authorities. Buyer shall be liable for the observance of all local import and/or export control regulations up to the end user, if applicable, and explicitly agrees to hold Eosled fully harmless.
These Terms of Service supersede all prior negotiations, proposals, and agreements whether oral or written, relating to the products to be purchased or otherwise relating to the subject matter of this Agreement. Should any clauses of these Terms of Service become inoperative, the other clauses shall not be affected thereby.