Terms & Conditions

For the purpose of the Agreement the following expressions shall bear the following meaning:-"Agreement" means that contract for the sale of Products by ModernTech to Customer; "Clause" means a clause of these Terms and Conditions; "Customer" means the customer named or described as such in the Agreement; "ModernTech" means ModernTech Computer & Peripheral Ltd.; "Products" means the products forming the subject matter of the Agreement and includes any and all parts, components and materials embodied or included in them, and any service and/or software license as may be applicable; "Price" means the price for Products; "Third Party Products" means those Products which are not manufactured, assembled or authored by ModernTech, but are supplied to ModernTech by third parties for resale by ModernTech; and "Territory" means the country from which Products are shipped.

2. Agreement & Terms

2.1

ModernTech shall sell to Customer and Customer shall purchase from ModernTech, Products subject to there Terms & Conditions, which appear in some or all of ModernTech's price lists, product catalogues, quotations and invoices.

2.2

These Terms and Conditions embodies exhaustively all the terms and conditions of the agreement and are incorporated into the Agreement to the exclusion of any other alleged by Customer unless agreed to in writing by ModernTech.

3. The Transaction

3.1

No contract shall exist until Customer's older is accepted by ModernTech.

3.2

Notwithstanding Clause 3.1, ModernTech may at its absolute discretion and subject to Customer paying an administrative fee to ModernTech, allow Customer to cancel or amend its order. The amount of such administrative fee shall be determined by ModernTech.

3.3

ModernTech has no obligation to deliver Products until the Price and any other applicable charges is received in full by ModernTech in currency in which the Price is quoted to Customer by ModernTech or in the absence of such a quotation in the currency in which the Price appears in ModernTech's price list on the data of the Agreement.

3.4

All Prices are quoted Ex-warehouse in each ModernTech required office and do not include any import or export fee, duty, tariff, tax or other charges. Any such charge will be shown in ModernTech's invoices where applicable.

3.5

Customer is deemed to have give ModernTech consent to pay any charges mentioned in Clause 3.4 on behalf of Customer, and Customer undertakes to repay ModernTech any such charge paid by ModernTech on behalf of Customer. It shall not be open for Customer to say that Customer is exempted from the payment of any such charge.

4.Title

4.1

Title to Products remains with ModernTech until all amounts payable in respect of Products to ModernTech by Customer is received in full by ModernTech. For the avoidance of doubt, notwithstanding the above, title in respect of all software products remains with the licensor of the respective software products at all time.

4.2

Risk in Products shall pass from ModernTech to Customer upon delivery of Products to Customer.

5. Products

5.1

ModernTech reserves the right to revise and or discontinue any Product. Revised Products may differ in detail but shall have the functionality and performance of Products ordered. Customer acknowledges and accepts that the specification of Products delivered to Customer may differ from those described in any specification sheet or product catalogue.

6. Delivery

6.1

Local delivery charge will be applied to the order less than HK$7,000.

6.2

Any delivery date provided by ModernTech shall be indicative only and shall not be an obligation on ModernTech. Customer acknowledges that in purchasing Products it has not relied on any representation by ModernTech as to the delivery date of Products.

6.3

If Customer fails to take delivery or Products (whether or not tendered by instalments) or fails to enable ModernTech to make delivery (whether by refusal or failure to provide any instruction, document, license, authorized or otherwise), delivery shall be deemed to have taken place upon ModernTech giving notice to Customer of such deemed delivery whereupon risk in Products shall pass immediately to Customer. Customer shall reimburse ModernTech all costs and expense (including but not limited to transport, storage and insurance charges) incurred by ModernTech as a result of Customer's failure or refusal to take physical delivery.

7. Product Acceptance

7.1

Unless Customer notifies ModernTech to the contrary by the day after delivery of Products,

Products shall be deemed to have been accepted by Customer in good condition and in accordance with the Agreement.

8. Warranty & Repairs

8.1

Except the warranties delivered with Products (if any) and the provisions contained in this Clause 8, ModernTech disclaims all warranties, either express or implied, including but not limited to any implied warranty of merchantability, fitness for a particular purpose.

8.2

During the carry-in warranty period, where applicable, ModernTech shall repair or replace faulty Products after authorized RMA issued according to warranty paper claim procedure. Customer is responsible for freight charge shipping to and back from ModernTech.

8.3

Products should be shipped in original or equivalent packaging and Customer shall bear the risk of loss or damage during such shipments.

8.4

Customer acknowledges that ModernTech shall not be liable for any loss of data or software and that ModernTech is under no obligation to advice or remind Customer on appropriate back-up procedures.

9. Support Services

9.1

During the warranty period ModernTech shall provide at no charge to Customer limited support services for Products by telephone, facsimile or e-mail. Beyond the warranty period such services shall be charged at the then prevailing rates in ModernTech's price list.

9.2

Where on-site service is available in a territory it shall be provided by ModernTech upon the terms and conditions then in force for such on-site service.

10. Limitation of Liability

10.1

In no event shall ModernTech be liable for any direct, consequential, indirect, incidental or special damages whatsoever, including without limitation, damages for loss of business profits, business interruption, loss of business information, and the like, arising out of the use of or inability to use Products, even if ModernTech has been advised of the possibility of such damages.

11. Force Majeure

11.1

No party shall be liable to the other for any delay in performing any of its obligations under the Agreement if such delay is caused by circumstances beyond the reasonable control of the party so delaying. Such party shall be entitled to a reasonable extension of time for the performance of such affected obligations.

12. Export Restrictions

12.1

Customer acknowledges that Products licensed or sold under the Agreement may be subject to the export control laws of certain countries. Customer confirms that with respect to Products, it will not export or re-export them, directly or indirectly, either to (i) any country which is subject to any export restriction imposed by any other country or (ii) and end user who has been prohibited from participation in export transactions by any agency of any government.

13. General

13.1

In jurisdictions where this is relevant, nothing in these Terms and Conditions shall effect the statutory rights of customer dealing with ModernTech as a customer.

13.2

Customer shall not assign or otherwise transfer any of its or his rights and obligations under the Agreement whether wholly or partly without ModernTech's prior written consent.

13.3

If any provision of these Terms and Conditions or part thereof is rendered or declared void, illegal or unenforceable by any legislation or any judicial or other competent authority to which it is subject it shall be rendered void, illegal or unenforceable to that extend and no further.

13.4

The heading to the Clauses are for ease of reference only and shall not affect the interpretation or construction of these Terms and Conditions.

13.5

These terms shall be governed by and construed in accordance with the laws of the Hong Kong Special Administrative Region, without regard to any principles of conflicts of law. You agree that any action at law or in equity that arises out of or relates to these terms will be filed only in courts located in the Hong Kong Special Administrative Region, and you hereby consent and submit to the personal jurisdiction of such courts for the purposes of litigating any such action. If any of these terms and conditions are found unlawful, void, or for any reason unenforceable, then that provision will be considered severable from the remaining terms and conditions, and will not affect the validity and enforceability of the remaining provisions.