1. All sales negotiated by an appointed person shall become final to the company after the order has been approved and invoiced.

  2. The Company guarantees the good quality of the products it sells, but its liability shall only cover the simple replacement of defective goods.

  3. By formal agreement, the goods under this document remain in the ownership of the supplier, wherever they are located, including the own shop, warehouses, private home of the buyer, until full payment of the invoiced amount owed by the said buyer has been made to the supplier issuer of this document. Such retention of title shall by right be exercised in the event of judicial reorganization, liquidation, personal bankruptcy and bankruptcy however the buyer is not exonerated from his obligation to insure the said goods, which he declares having in his possession, against any damages that may affect them. To exercise his respective claim, the buyer irrevocably authorizes the supplier access to his professional premises during normal opening hours, or any representative he chooses, to physically take repossession of the goods. Claim and transport costs shall be paid by the buyer, who agrees to them.

  4. The buyer also irrevocably undertakes to pledge the goods under this document to guarantee any sum he may owe to the supplier, whatever the reason for the sum, which may originate either from the performance of this document of from any other prior or later document and/or sales agreement for the same goods and services or for any other good or service than those indicated in this document. In order to fulfill such obligation, the buyer hereby irrevocably declares pledging to the supplier, the goods he may come to own subsequently to this document or any other prior or later document and/or sales agreement for the same goods and services or for any other good or service than those indicated in this document. Failing this pledge being done, the sale shall not be complete.

  5. By formal agreement, the supplier’s lien not only covers the goods under this document, it also covers all goods belonging to the buyer, as they form real guarantee for the payment of all sums owed to the supplier by the said buyer, whatever their cause.

  6. Whatever the sales and delivery terms, the goods shall always be deemed as collected in Bordeaux, and payable in Hong Kong without any exception, notwithstanding any provision to the contrary.

  7. In the event of late payment, outstanding sums shall bear by right penalties based on one and half time the legal interest rate, without prejudice to the payability of the debt nor to the avoidance clause below being performed if so elected by the supplier.

  8. Should one single sum fail to be paid on due date and except the case of authorized deferment, the sale shall be cancelled by right.

  9. In addition, in the event the buying company is wound-up, in the event of the buyer’s decease, of any change to the legal status of the buyer, of insolvency, or of judicial reorganization of the buyer, and of any failure to pay one single sum on due date, the supplier reserves the right to deny any order and any delivery.

  10. In the event of disputes, Hong Kong law is to be applied, and jurisdiction is formally given to the Courts of Hong Kong, even in the event of plural defendants or of calls for guarantee.

  11. It is hereby formally specified that all provisions written in the margin or in the body of the buyer's letters and order forms and conflicting with the above provisions may not be opposed to the supplier.

  12. Our goods travel at the consignee’s risk except delivery are agreed and made by us.

  13. No claim for damaged or missing products will be accepted unless acknowledged by the carrier and mentioned in the delivery slip.

  14. Delivery times indicated by persons appointed for sales are provided as for information purposes only, and are not guaranteed.

  15. Any obligation of the supplier shall be suspended by right in the event of force majeure, of supply reduction or shortage, and of reduced communication and transportation means.

  16. No one, in any capacity, is authorized to receive the value in cash of the goods or services under this document.

  17. All cheques and other payment methods should be to the order of the supplier, and shall be deemed a full discharge of the debt after collection by us.