ACCESS TO THIS WEBSITE IS GRANTED BY QUATOUS SUBJECT TO THE FOLLOWING CONDITIONS. IF YOU DO NOT AGREE TO ANY OF THESE CONDITIONS, PLEASE DISCONTINUE YOUR ACCESS.

DISCLAIMER

The information and materials contained in this site and all sites linked to this site ("website"), including text, graphics, links or other items - are provided "As is", "As Available". BEXA does not warrant the accuracy, adequacy, reliability or completeness of this information and materials and expressly disclaims liability for errors or omissions in such information and materials. No warranty of any kind, implied, express or statutory, including but not limited to the warranties of non-infringement of third party rights, title, merchantability, satisfactory quality, fitness for a particular purpose and freedom from computer virus, is given in conjunction with the information and materials.
BEXA does not make any representation, warranty or endorsement of any of the products, services or information provided in this website. All products and services sold shall be subject to our Terms and Conditions of Sale
This disclaimer shall take effect to the fullest extent permitted by law.

COPYRIGHT NOTICE

The copyright in this website is owned by BEXA, its agents and/or professional advisors. No part of parts hereof may be reproduced, distributed, republished, displayed, broadcast, hyperlinked or transmitted in any manner or by any means or stored in an information retrieval system without the prior written permission of BEXA or the copyright owner provided that permission is granted to download and print the materials on this website for personal, non-commercial use only provided you do not modify the materials and that you retain all copyright and other proprietary notices contained in the materials. This permission terminates automatically if you breach any of these terms or conditions. Upon termination, you will immediately destroy any downloaded and printed materials. You also may not, without BEXA's permission, "mirror" any material contained on this website on any other server.


TRADE MARKS

The trade marks, service marks, and logos (the "Trade Marks") used and displayed on this website are registered and unregistered Trade Marks of BEXA and others. Nothing on this website should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any Trade Mark displayed on this website, without the written permission of BEXA or other Trade Mark owner. BEXA aggressively enforces its intellectual property rights to the fullest extent of the law. The name of BEXA or the BEXA logo may not be used in any way, including in advertising or publicity pertaining to distribution of materials on this website, without prior written permission. BEXA prohibits use of the BEXA logo as a "hot" link to any BEXA site unless establishment of such a link is approved in advance by BEXA in writing.

EXCLUSION OF LIABILITY

BEXA shall in no event be liable for any damages, loss or expense including without limitation, direct, indirect, special, or consequential damage, or economic loss arising from or in connection with:
• any access, use or the inability to access or use this website, or reliance on the contents of this website;
• any system, server or connection failure, error, omission, interruption, delay in transmission, or computer virus;
• any use of or access to any other website linked to this website;
• any product, service or information of any merchant or service provider,
even if BEXA or its agents or employees are advised of the possibility of such damages, losses and/or expenses. Any hyperlinks to any other websites are not an endorsement or verification of such websites and such websites should only be accessed at the user’s own risks. This exclusion clause shall take effect to the fullest extent permitted by law.

YOUR TRANSMISSIONS

Any material, information or idea you transmit to or post on this website by any means will be treated as non-confidential and non-proprietary, and may be disseminated or used by BEXA or its affiliates for any purpose whatsoever, including, but not limited to, developing, manufacturing and marketing products. You are prohibited from posting or transmitting to or from this website any unlawful, threatening, libellous, defamatory, obscene, scandalous, inflammatory, pornographic, or profane material, or any other material that could give rise to any civil or criminal liability under the law.

GOVERNING LAW AND JURISDICTION

Any facilities and/or services offered through this website are strictly for BEXA’s customers' access and/or use in Hong Kong. Other than as aforesaid, nothing in this website shall be construed as BEXA providing services and facilities outside of the abovementioned territories. By accessing this website and using the facilities and/or services offered through this website, you agree that Hong Kong S.A.R. law shall govern such access and the provision of such facilities and/or services and you agree to submit to the exclusive jurisdiction of the Australian courts.

CONDITIONS OF ACCESS

BEXA may at any time revise these Conditions of Access by updating this version. By using this website, you agree to be bound by any such revisions and should therefore periodically visit this page to determine the then current version of the Conditions of Access to which you are bound.

© 2006 BEXA.



Terms and Condition of Sales

BEXA (hereinafter referred to as “the Seller”)
In respect of the purchase of any and all goods (hereinafter referred to as “the Goods”) from the Seller to the Purchaser (hereinafter referred to as “the Purchaser”), the Purchaser is deemed to and does purchase and accept delivery of the Goods upon the following terms and conditions.

1. Property, Risk and Title

1.1 It is the responsibility of the Purchaser to ensure, when ordering, that all the Goods ordered are in conformity with the Purchaser’s requirements.

1.2 The Purchaser assumes all risks of loss and/or damage to the Goods from the time the Goods are loaded for dispatch from the premises of the Seller or such other premises at which the goods may be located.

1.3 Notwithstanding delivery and the passing of risk in the Goods, the property in the Goods sold by the Seller to the Purchaser and referred to in any invoice or statement of the Seller or in any order of the Purchaser will not pass to the Purchaser until the Purchaser has paid to the Seller without deduction the price of the Goods in cash or clear funds and all other monies which at the time of payment of the full price of the Goods are owing by the Purchaser to the Seller on any account whatsoever.

1.4 Until the property in the Goods passes to the Purchaser, the Purchaser will hold such Goods as the Seller's fiduciary agent and bailee and will keep the Goods separate from other goods of the Purchaser and third parties and properly stored, protected and insured, and identified as the property of the Purchaser.

1.5 Until such time as the property in the Goods passes to the Purchaser, the Seller is entitled at any time to require the Purchaser to deliver up any Goods to the Seller, the price of which is to be no more than the price owing by the Purchaser to the Seller at the time the request for delivery up is made, and if the Purchaser fails to do so forthwith, to enter upon any premises of the Purchaser or any third party where the Goods are stored and repossess any Goods the price of which is to be no more than the price owing by the Purchaser to the Seller at that time.

1.6 The Purchaser grants to the Seller (and its servants and agents) an irrevocable licence to enter upon any premises where Goods are situated for the purpose of repossessing such Goods in accordance with its rights under clause 1.5 and the Purchaser shall indemnify and keep indemnified the Seller (and its servants and agents) for all damages for which the Seller may be responsible as a result of such action.

1.7 The Purchaser is not entitled to pledge or in any way charge by way of security for indebtedness any of the Goods but if a Purchaser does so, all monies owing by the Purchaser to the Seller (without prejudice to any other right or remedy of the Seller) forthwith become due and payable.

1.8 The Purchaser shall also indemnify the Seller against, and pay to the Seller, immediately upon demand, all and any loss, damage, cost, charge, or expense or other liability (including but not limited to consequential loss, loss of profits and legal costs calculated on a full indemnity basis) whatsoever and howsoever incurred or sustained by the Seller as a result of or in relation to the exercise by the Seller of its rights under clause 1.

1.9 Nothing in clause 1 shall confer any right upon the Purchaser to return the Goods purchased by it in accordance with these terms and conditions or to refuse or delay payment for them.

1.10 The Seller may maintain an action for the price of the Goods notwithstanding that the property in the Goods has not passed to the Purchaser.

2. Delivery and Delivery Date

2.1 The Seller’s obligation to deliver Goods shall be discharged upon the Seller making the Goods available for pick-up at the premises at which the Goods are stored. The Purchaser must at its cost take delivery of the Goods at such premises.

2.2 The Seller shall not be liable for failure or delay to in delivery or for any loss or damage resulting directly or indirectly from any failure or delay in delivery of the Goods irrespective of whether and such failure or delay is negligent or is within the Seller’s control or otherwise.

2.3 Any agreement or undertaking by the Seller to deliver the Goods is contingent upon its ability to secure and/or to supply the Goods.

2.4 The Seller may (but shall not be bound to) arrange for the carriage of the Goods to the Purchaser at the Purchaser’s cost (such cost to include, but not be limited to, all freight, delivery and insurance charges). If any of these costs are paid or payable by the Seller, the Purchaser shall on demand immediately reimburse or pay to the Seller the full amount of such costs.

2.5 If there is a substantial delay on the part of the Purchaser in accepting delivery of the Goods the Seller shall be entitled to charge the Purchaser such extra costs of storage and/or other expenses as are incurred by the Seller.

2.6 The Seller may deliver the Goods in installments and these terms and conditions shall apply to the supply of each installment as if that supply was subject of a separate contract between the Seller and the Purchaser on the same terms and conditions, mutatis mutandis, as the contract for the supply of Goods. The liability of the Purchaser hereunder shall not be abrogated, prejudiced or affected by the granting of time, credit or any forbearance, indulgence or concession to the Purchaser.

3. Payment

3.1 The purchase price of Goods is as set out in the Seller’s most recent price list at the time the Purchaser orders Goods from the Seller.

3.2 The Purchaser must pay each of the Seller’s invoices within [14] days from the date of any such invoice.

3.3 The Purchaser is to pay the Seller a $30 fee for each and every dishonoured cheque.

3.4 The Purchaser must reimburse the Seller for any expenses and charges incurred by the Seller in attempting to recover from the Purchaser any overdue amounts, including without limitation, debt collection and legal fees (calculated on a solicitor/client basis).

4. Interest

4.1 If the Purchaser fails to pay the purchase price of the Goods to the Seller in full accordance with these terms and conditions or any other money on a due date, then in addition to its other rights under these terms and conditions and any other agreement between the Seller and the Purchaser or otherwise, the Seller may charge the Purchaser interest on any amount due and payable by the Purchaser to the Seller and on any interest payable under this clause 4, at the rate of three per centum (3%) per annum above the interest rate, determined by the Seller, which in the ordinary course of business is or would be charged by the Seller’s then principle banker for the relevant period on unsecured overdrafts to the Seller of more than one hundred thousand Australian dollars (A$100,000.00).

4.2 The interest payable under clause 4.1:
(a) accrues from day to day from and including the due date for payment up to the actual date of receipt by the Seller, before and, as an additional and independent obligation, after any judgement or other thing into which the liability to pay any amount hereunder becomes merged; and

(b) may be capitalised by the Seller at monthly intervals.

5. Variations of Price

5.1 All prices may be varied by the Seller without prior notice to the Purchaser.

5.2 All prices are based on the full quantities specified in the Purchaser’s order and do not necessarily operate pro rata for any greater or lesser quantities.

5.3 All prices are exclusive of any taxes, imposts, charges and duties applicable or relating to the sale of the Goods. All taxes, imposts, charges and duties applicable or relating to the sale of the Goods will be on the account of the Purchaser.

5.4 Unless otherwise specified by the Seller, any reference to an amount payable or consideration to be provided for a supply to be made by the Seller to the Purchaser under or in connection with these terms and conditions has been determined without regard to any GST payable by the Seller on that supply (‘GST exclusive amount’). To the extent that any supply to be made by the Seller under or in connection with these terms and conditions is a taxable supply, the GST exclusive amount for that supply must be increased by an additional amount equal to the GST which the Seller is or becomes liable to pay on that taxable supply so that the Seller retains, after deducting the GST, the GST exclusive amount.

5.5 The terms ‘consideration’, ‘GST’, ‘supply’, and ‘taxable supply’ have the meaning given to those terms in the A New Tax System (Goods and Services Tax) Act 1999 (Cth).

5.6 The Purchaser shall be required to pay to the Seller any further amounts that may become payable by the Seller as a result of any increases in the taxes, imposts, charges and duties applicable or relating to the sale of the Goods.

6. Warranty

6.1 The Purchaser, its employees or agents shall not, in relation to the quality and/or description of the Goods, make any representation, statement, warranty or undertaking other that those that are contained in literature published by the Seller.

6.2 Upon acceptance of the Goods by the Purchaser, it shall be a condition of the agreement to purchase the Goods that the Purchaser indemnifies the Seller, its employees, agents and/or subcontractors and will keep them indemnified against all loss (including consequential loss), claim or damage suffered by reason or arising out of:
(a) any loss or damage caused to the Goods;
(b) any representation, statement, misstatement, warranty or undertaking made by or on behalf of the Purchaser other than those expressly authorised by the Seller;
(c) any injury to or death of any person;
(d) any economic loss arising out of or relating to any or all of the Goods;
(e) any delay or failure in supplying the Goods and these terms of supply.


7. Default

7.1 Upon the happening of any of the following events;
(a) the commission by the Purchaser of any act of bankruptcy or the Purchaser going into liquidation or a petition being presented for the sequestration of the Purchaser’s estate or the winding up of the Purchaser, or;
(b) the Purchaser’s assigning its property for the benefit of creditors or having a receiver or official manager appointed, or;
(c) the Purchaser failing to make payment to the Seller by the due date, or;
(d) the Purchaser being in breach of any of these terms and conditions
then in any such event the Seller shall have right to:
(e) cease supplying Goods;
(f) decline to deliver the Goods or any balance of the Goods still due under this Agreement;
(g) stop any Goods in transit;
(h) otherwise cease to perform any of its obligations to the Purchaser;
(i) Recover from the Purchaser the price of all Goods delivered and cost for freight, insurance, handling, storage and other expenses incurred by the Seller; or
(j) to sell elsewhere and charge the Purchaser with any consequential loss incurred by the Seller.

8. Return of Goods

8.1 Without limiting the generality of clauses 1.9 and 1.10, but subject to clause 11, the Seller may at its sole discretion accept return of any Goods. Where the Seller chooses to accept any return, the Purchaser must effect that return in accordance with the provisions of clause 8.2.

8.2 Any Goods being returned to the Seller must be labelled and consigned in accordance with the Seller’s procedures for return of Goods as set out below (or such other procedures as may be notified by the Seller to the Purchaser in writing from time to time):
(a) Claims for defective or damaged Goods must be made by the Purchaser within three (3) days of receipt of Goods by the Purchaser;
(b) The Seller will not accept the return of any Goods without a Return Authorisation Number;
(c) The Purchaser must complete, sign and send to the Seller a Return Authorised Form within three (3) days after receipt of Goods;
(d) No claim in respect to any Goods returned may be approved without the following:
(i) the purchase invoice number and date;
(ii) the reason for return;
(iii) express approval for return of the Goods must first be obtained from a duly authorised officer of the Seller and a Return Authorisation Number must be issued;
(iv) the name of the officer of the Seller who has approved such return and the details of such approval;
(e) Goods returned for credit will incur a 10% restocking fee from the invoiced value of goods;
(f) The Goods to be returned must include any and all accessories which were supplied by the Seller in respect of the Goods. The Goods (including accessories) must be in the original packaging form and must be in undamaged and saleable condition;
(g) the Seller will charge an additional $50 fee and will return any Goods found not to be defective or damaged to the Purchaser at the Purchaser’s expense; and
(h) All Goods purchased from the Seller are covered by the applicable Supplier’s warranty. The Purchaser must refer to the warranty details and specified repair period stated on the Goods or in associated documentation. The Seller does not provide any warranties in addition to the Supplier’s warranties for those Goods.

9. Waiver or Alteration

No waiver or alteration of these terms and conditions shall be binding upon the Seller unless a duly authorised officer of the Seller agrees to the same in writing.

10. Notice

All notices to the Purchaser shall be considered sufficiently delivered if mailed in the ordinary course of post to the last known address of the Purchaser. All notices to the Seller shall be considered sufficiently delivered if so mailed to the Seller’s principal place of business in the State or Territory. All notices shall be deemed to have been delivered three (3) days after mailing.

11. Limitation of Liability

11.1 Except as otherwise expressly provided in these terms and conditions, and subject to clause 11.3 hereof, the Seller excludes all statements, representations, warranties, conditions, promises, undertakings, covenants and other provisions, express or implied (and whether implied by law including Act of Parliament or otherwise), relating the Goods (whether as to their quality, fitness for any purpose, correspondence with any description or sample or otherwise), or their delivery, being provisions that might otherwise form part of these terms and conditions or any contract or be collateral to or form part of any agreement that is collateral to these terms and conditions or any contract.

11.2 Subject to clause 11.3 hereof, the Seller shall not be liable to compensate or indemnify the Purchaser for any loss or damage suffered or incurred by the Purchaser in relation to the Goods, or their delivery (including but not limited to any loss of profits or other economic loss or to loss arising from negligence or any other tort in any case whether direct, indirect, consequential or otherwise).

11.3 These terms and conditions do not, and no provision of these terms and conditions purports to, exclude, restrict or modify or have the effect of excluding, restriction or modifying;
(a) the application in relation to the supply of the Goods of any provision of the Trade Practices Act 1974 (Commonwealth) or any relevant State Act or Territorial Ordinance;
(b) the exercise of a right conferred by such provision; or
(c) subject to clause 11.4 hereof, any liability of the Seller for breach of a condition or warranty implied by such a provision.

11.4 The liability of the Seller for a breach of a condition or warranty implied by any provision of the Trade Practices Act 1974 (Commonwealth) or any relevant State Act or Territory Ordinance shall be limited to any one of the following (at the Seller’s discretion):
(a) the replacement of the relevant Goods or the supply of equivalent Goods;
(b) the repair of the relevant Goods
(c) the payment of the cost of replacing the relevant Goods or of acquiring equivalent Goods; or
(d) the payment of the cost of having the relevant Goods repaired.

12. Intellectual Property Rights

Sale of Goods shall not confer upon the Purchaser any rights or interest in any trademarks, patents, copyrights, industrial designs or other intellectual property rights to the Seller. The Purchaser shall not dispute or conspire to dispute or question the title of the Seller in respect of such rights relating to Goods.

13. Governing Law

This agreement shall be governed by the laws of the Hong Kong Special Administrative Region and the Seller submits to the non-exclusive jurisdiction of the courts of that Region.


© 2006 BEXA.