Terms and Conditions
This Standard Terms and Conditions for Sale Agreement (“Agreement”) contains the terms and conditions that apply to any order, purchase, receipt, delivery, or use of any products from Asprit or any of its subsidiaries or affiliates (collectively, “Asprit”). By accepting delivery of the product(s) purchased from Asprit and described on your invoice, you agree to be bound by and accept the following terms and conditions. Any attempt to alter, supplement, or amend this document or to enter an order for a product(s) that is subject to additional or altered terms and conditions will be null and void, unless otherwise agreed to in a written agreement signed by both you and Asprit. These terms and conditions are subject to change without prior written notice at any time, at Asprit’s sole discretion.
1. Definitions
“We”, “us” and/or “our” means Asprit Solutions Pte Ltd. "You” or “your” means the individual or entity named on the invoice.
2. Payment Terms, Orders, and Interest.
Advertised prices are in U.S. dollars and, unless otherwise noted, exclude shipping, handling, and any taxes that may be imposed by the legal authority that governs the jurisdiction in which you reside. We reserve the right to cancel an order or transaction, in whole or in part. Terms of payment are within Asprit’s sole discretion, and unless otherwise agreed to in writing by Asprit, payment must be received by Asprit before Asprit’s acceptance of an order. Invoice amounts are due and payable within the period noted on the invoice, measured from the date of the invoice. Asprit may invoice parts of an order separately. You agree to pay interest on all past-due sums at the highest rate allowed by law. Asprit is not responsible for pricing, typographical, or other errors in any offer by Asprit and we reserve the unilateral right to cancel any orders resulting from such errors.
3. Taxes.
Unless you provide Asprit with a valid and correct tax exemption certificate applicable to your purchase of Product and the Product ship-to location, you are responsible for sales and other taxes associated with the order.
4. Shipping, Title and Risk of Loss.
Shipping and handling are additional unless otherwise expressly indicated at the time of sale. Loss or damage that occurs during shipping by a carrier selected by Asprit is Asprit’s responsibility. Loss or damage that occurs during shipping by a carrier selected by you is your responsibility. Title to software remains with the licensor of the software. Your use of software is subject to license agreements applicable to the software. Shipping dates are only estimates. You must notify Asprit of damaged or missing items from your order within fourteen (14) calendar days after you receive your product.
5. Return Policy.
Asprit does not have a return policy once invoice is issued. Please evaluate our products properly before exercising purchase order.
6. Limited Product Warranty for Domestic Customers and Disclaimer of Warranties.
THE LIMITED PRODUCT WARRANTY APPLICABLE TO Asprit-BRANDED PRODUCTS MAY BE VIEWED HERE: Asprit Limited Product Warranty. THERE ARE NO WARRANTIES FOR SOFTWARE, SERVICES, OR NON-Asprit-BRANDED PRODUCTS, WHICH PRODUCTS AND SERVICES ARE PROVIDED “AS IS.” WARRANTY AND SERVICE FOR NON-Asprit-BRANDED PRODUCTS, IF ANY, ARE PROVIDED BY THE ORIGINAL MANUFACTURER, AND NOT BY Asprit. Asprit MAKES NO WARRANTIES, EXPRESS OR IMPLIED, EXCEPT THOSE STATED IN THIS SECTION AND IN Asprit’S APPLICABLE WARRANTY STATEMENT IN EFFECT ON THE DATE OF THE INVOICE. ANY SUCH WARRANTY WILL BE EFFECTIVE DURING THE RELEVANT PERIOD, AND Asprit WILL BE OBLIGATED TO HONOR ANY SUCH WARRANTY ONLY UPON Asprit’S RECEIPT OF PAYMENT IN FULL FOR THE ITEM TO BE WARRANTED.
7. Limited Product Warranty for International Customers and Disclaimer of Warranties.
The standard warranty stated above in Section 6 applies to Asprit-branded products shipped to a country outside of the Singapore, provided that customers outside of the Singapore are responsible for paying all freight charges incurred in shipping, importing/exporting, receiving replacement products, and parts and for arranging and paying for the shipment of any defective part(s) back to Asprit. All international customers are responsible for all customs duties, VAT, and other associated taxes and charges. THE WARRANTY DISCLAIMER ABOVE IN SECTION 6 ALSO APPLIES TO INTERNATIONAL CUSTOMERS.
8. LIMITATION OF LIABILITY.
Asprit DOES NOT ACCEPT LIABILITY BEYOND THE REMEDIES SET FORTH HEREIN, INCLUDING ANY LIABILITY FOR PRODUCTS NOT BEING AVAILABLE FOR USE, FOR LOST OR CORRUPTED DATA OR SOFTWARE, OR THE PROVISION OF SERVICES AND SUPPORT. Asprit WILL NOT BE LIABLE FOR LOST PROFITS, LOSS OF BUSINESS, OR OTHER CONSEQUENTIAL, SPECIAL, INDIRECT OR PUNITIVE DAMAGES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY THIRD PARTY EXCEPT AS EXPRESSLY PROVIDED HEREIN. YOU AGREE THAT FOR ANY LIABILITY RELATED TO THE PURCHASE OF PRODUCTS OR SERVICES BUNDLED WITH THE PRODUCTS, Asprit IS NOT LIABLE OR RESPONSIBLE FOR ANY AMOUNT OF DAMAGES ABOVE THE AGGREGATE DOLLAR AMOUNT YOU PAID FOR THE PURCHASE GOVERNED BY THIS AGREEMENT.
9. Software.
All software is provided subject to the license agreement that is part of the package you receive from Asprit. You agree to be bound by the license agreement once the package is opened or its seal is broken.
10. Binding Arbitration.
You and Asprit agree that any claim, dispute, or controversy, whether in contract, tort, or otherwise, and whether preexisting, present, or future, and including statutory, common law, intentional tort, and equitable claims (“Dispute”) against Asprit, its shareholders, directors, employees, agents, successors, assigns, or affiliates arising from, in connection with or relating to this Agreement, its interpretation, or the breach, termination or validity thereof, the relationships which result from this Agreement (including, to the full extent permitted by applicable law, relationships with third parties who are not signatories to this Agreement), Asprit’s advertising or any related purchase SHALL BE RESOLVED EXCLUSIVELY AND FINALLY BY BINDING ARBITRATION ADMINISTERED BY THE NATIONAL ARBITRATION FORUM (available via the Internet at ARB-Forum, or via telephone at 800.474.2371) under its Code of Procedure then in effect. This transaction involves interstate commerce, and this provision shall be governed by the Federal Arbitration Act 9 United States Code, sections 1-16. Any award of the arbitrators shall be final and binding on each of the parties, and may be entered as a judgment in any court of competent jurisdiction. YOU UNDERSTAND THAT, IN THE ABSENCE OF THIS PROVISION, YOU WOULD HAVE HAD A RIGHT TO LITIGATE DISPUTES THROUGH A COURT, INCLUDING THE RIGHT TO LITIGATE CLAIMS ON A CLASS-WIDE OR CLASS-ACTION BASIS, AND THAT YOU HAVE EXPRESSLY AND KNOWINGLY WAIVED THOSE RIGHTS AND AGREED TO RESOLVE ANY DISPUTES THROUGH BINDING ARBITRATION IN ACCORDANCE WITH THIS SECTION.
11. Applicable Law and Not for Resale.
You agree and represent that you are buying the products governed by this Agreement for your own use and not for resale.
12. Governing Law.
This Agreement and any sales hereunder shall be governed by the laws of the state of Singapore.
13. Export.
You acknowledge that the purchased goods licensed or sold under this Agreement, and the transaction contemplated by this Agreement, which may include technology and software, are subject to the customs and export control laws and regulations of Singapore, and may also be subject to the customs and export laws and regulations of the country in which the products are manufactured and/or received. Further, under Singapore law, the goods shipped pursuant to this Agreement may not be sold, leased, or otherwise transferred to restricted countries or utilized by restricted end-users or an end-user engaged in activities related to weapons of mass destruction, including activities related to the design, development production, or use of nuclear weapons, materials, facilities, missiles, or the support of missile projects, and chemical or biological weapons. You agree not to provide any written regulatory certifications or notifications on behalf of Asprit. Asprit has not tested product for use in high-risk activities including any life sustaining, chemical, or mission critical use. Asprit WILL NOT HAVE ANY LIABILITY FOR ANY DAMAGES ARISING FROM THE USE OF THE PRODUCTS IN ANY HIGH-RISK ACTIVITY, INCLUDING THE OPERATION OF NUCLEAR FACILITIES, AIRCRAFT NAVIGATION OR COMMUNICATION SYSTEMS, AIR TRAFFIC CONTROL, MEDICAL SYSTEMS, LIFE SUPPORT, OR WEAPONS SYSTEMS.
14. Miscellaneous Provisions.
You will not register or use any Internet domain name that contains a Asprit trademark or trade name (i.e., Asprit) in whole or in part or any other name that is confusingly similar thereto. The section headings used herein are for convenience of reference only and do not form a part of these terms and conditions, and no construction or inference shall be derived therefrom. If any term of this Agreement is found by a court of competent jurisdiction to be unenforceable, the enforceability of the remaining provisions shall not be affected or impaired.