This document outlines the Terms of Sale ("Terms") between Oneply Inc., having its principal place of business at M160-1460 The Queensway, Toronto, ON M8Z 1S4, Canada, along with Oneply USA LLC and its affiliated entities in the United States ("Seller"), and the client ("Buyer").
For the purposes of these Terms, "Buyer" refers to the party purchasing goods from the Seller. The Buyer may not be explicitly referred to as such in all documents related to the transaction. In such cases, the term "Buyer" refers to the party or entity identified in the "Address," "Bill To," or "Customer" sections of any documents pertaining to the order, including but not limited to invoices, purchase orders, and shipping documents.
Terms of Payment: Payment is due on the date specified on the invoice. Payments can be made by credit or by cash if pre-agreed by both parties. If the Buyer does not make payment by the due date, the Seller may, at its discretion, charge interest on the overdue amount at a rate of 2% per month or the maximum allowed by law, whichever is lower.
Assignment of Debt: If the Buyer fails to make payment by the due date, the Seller reserves the right to assign the Buyer's debt to a third-party collection agency. The Buyer will be responsible for all costs and fees associated with the collection of the debt.
Delivery and Risk: Delivery of the goods shall be made to the location specified by the Buyer. The risk of loss for the goods will pass to the Buyer upon delivery.
Inspection upon Delivery: Upon receiving the goods, the Buyer shall inspect them for any defects or non-conformity. If no complaints about the goods, including but not limited to their quality, quantity, or specifications, are communicated to the Seller in writing within 5 days of delivery, the goods will be deemed free from any defects and accepted by the Buyer.
Retention of Title: Title to the goods will remain with the Seller until the Buyer has paid for the goods in full. If the Buyer fails to pay the invoice by the due date, the Seller reserves the right to repossess the goods and charge any applicable usage and repossessing fees to the Buyer.
Warranties: The Seller warrants that the goods are free from significant defects in material and workmanship. If the Buyer wishes to make a warranty claim, they must inform Oneply Inc. or Oneply USA LLC and submit an official claim form within 30 days of the delivery date. This warranty is exclusive and in lieu of all other warranties, whether express or implied, including the implied warranties of merchantability and fitness for a particular purpose.
Limitation of Liability: The Seller's liability for any claim in relation to the sale of goods shall not exceed the purchase price of the goods sold. The Seller will not be liable for any indirect, special, consequential, or punitive damages, or for any loss of profits, revenue, business, or data, whether arising out of breach of contract, tort (including negligence), or otherwise, regardless of whether such damages were foreseeable or the Seller was advised of the possibility of such damages.
Force Majeure: The Seller will not be liable for any delay or failure to perform its obligations under this Agreement if such delay or failure results from events, circumstances, or causes beyond its reasonable control.
Governing Law: These Terms shall be governed by and construed in accordance with the laws of Ontario, Canada. Any disputes arising out of or in connection with these Terms shall be subject to the exclusive jurisdiction of the courts of Ontario, Canada.
Acknowledgement of Terms: By proceeding with the transaction, the Buyer acknowledges that they have read, understood, and agreed to these Terms. The Buyer's receipt of the goods or making payment for the goods constitutes their automatic acknowledgement and agreement to these Terms. No signature is required.
Please note that these Terms are subject to change without notice at the sole discretion of Oneply Inc., Oneply USA LLC, or any affiliated entities. The Buyer is responsible for reviewing the most current version of these Terms at https://oneplyshop.com/pages/terms-of-sales before making a purchase.