TERMS & CONDITIONS
The following expressions will have the following meanings:
1.1 “Jungheinrich” means Jungheinrich Lift Truck Singapore Pte Ltd (Company No. 200101166N) of 7 Joo Koon Way, Singapore 628945 and includes their successors, assigns, employees and agents.
1.2 “Conditions” means the terms and conditions hereinafter appearing as may be revised from time to time.
1.3 “Content” means any and all human readable audio and/or visual elements, including without limitation, any information, text, graphics, images, illustrations, photographs, animation, audio/visual works, designs, logos and other materials.
1.4 “Products” means any and all goods (including but not limited to light electric trucks, electric pallet lifters, pallet jacks, battery water system, spare parts) offered to be sold on this Site from time to time.
1.5 “Relevant Person" means any and all of Jungheinrich, their respective directors, officers, employees, agents and contractors.
1.6 "Services” means any and all services offered to be supplied on this Site from time to time.
1.7 “Site” means www.yellowmart.com.sg.
1.8 “Payment Service Provider” means Network for Electronic Transfers (Singapore) Pte Ltd or such other third party payment intermediaries as approved for use for payment of the Products or Services on the Site.
2. Scope of these Conditions
2.1 By accessing this Site and its Content, and/or ordering the Products or Services herein, you agree to be bound by these Conditions.
2.2 These Conditions shall prevail over any terms and conditions that you purport to apply, whether communicated in writing or orally, unless otherwise accepted by Jungheinrich in writing.
3. Ownership and Intellectual Property
3.1 Jungheinrich is the owner of this Site and the Content herein. You shall not copy, distribute, republish, modify, download, transmit, transfer, sell, license, reproduce, distribute, post, publicly display, frame, link, or in any other way exploit any of the Content, whether in whole or in part.
3.2 All trademarks, logos and service marks on this Site are trademarks and service marks belonging to Jungheinrich or its licensors (the " Marks"). Third party trademarks, logos and service marks used on this Site are used with the permission of their owners and all of their rights are reserved. You shall not reproduce nor use any of the Marks without permission.
4. Product Description and Pricing
Jungheinrich does not warrant that the descriptions and pricing of Products and Services offered through this Site are accurate, complete, current, or error-free. The specifications, pricing and availability of Products & Services are subject to change, withdrawal or discontinuance. 5.
5. Contract Formation
5.1 When you place an order via this Site,
(a) You shall be responsible for ensuring the accuracy of the order, and shall be required to make payment of the price and charges via the Payment Service Provider;
(b) You may not cancel an order except with Jungheinrich’s written consent, and subject to such administrative costs and expenses as Jungheinrich may impose;
5.2 Your order represents only an offer to purchase and no contract shall come into existence until Jungheinrich’s order confirmation issued in accordance with the manner stipulated on the Site.
5.3 If Jungheinrich does not for any reason (and at their sole discretion) issue an order confirmation, Jungheinrich will refund your payment without liability for such of the charges and expenses imposed by the Payment Service Provider within a reasonable time in a mode convenient to Jungheinrich.
5.4 Jungheinrich will not be liable for all or any direct, indirect, incidental, special, punitive or consequential damages arising out of or in connection with the rejection, cancellation or failure to fulfill your order, whether based on warranty, contract, tort, or any other legal theory, and whether or not Jungheinrich is advised of the possibility of such damages.
5.5 Jungheinrich may at any time before, on or after issuing the order confirmation, notify you of any changes to the order, including without limiting the generality of the foregoing, the following matters:- (a) Increase in price due to factors beyond Jungheinrich’s control (such as any foreign exchange fluctuation, currency regulation, alteration of custom or other duties, significant increase in the costs of labour, materials or other costs of manufacture); (b) Change in quantity or specifications; and (c) Change in delivery dates or delay caused by your failure to give adequate information.
5.6 In the event that you do not agree to the change(s), Jungheinrich is entitled to decline the order or treat the contract as rescinded as the case may be. In such event, the provisions of clauses 5.3 and 5.4 above shall apply accordingly.
6.1 Delivery times indicated on the Site or order confirmation constitute estimates only. Whilst Jungheinrich undertakes best commercial efforts to achieve the delivery time, it makes no warranty nor guarantee on the same. Consequently, you are not entitled to rescind an order nor claim any direct, indirect, incidental, special, punitive or consequential loss or damages against Jungheinrich as a result of any delay. Time of delivery shall not be of the essence.
6.2 Delivery shall take place only when all details of the order have been received, including all technical details, quantity and other documents that Jungheinrich may require subject always to your compliance with the payment terms stipulated by Jungheinrich.
6.3 Delivery will be made to the delivery address specified by you in the order. If the address you have specified is incorrect, incomplete, or unclear, you shall be responsible for all resulting costs therefrom.
6.4 If Products are damaged on delivery or in transit, or the incorrect quantity has been delivered, then unless you notify Jungheinrich in writing by the close of the business of the third working day after delivery, you shall have no claim against Jungheinrich whatsoever.
6.5 If you request to delay delivery, fail to take delivery, or give inadequate delivery instructions for the Products, then Jungheinrich may, without prejudice to any other right or remedy available to it, store the Products until actual delivery and charge you for the cost of intermediate handling and storage of the Products. In case such delay of delivery of Products exceeds one month, we are entitled to charge you interests at a rate of 1.5% per month on such charges.
6.6 Where products are to be delivered in instalments, each delivery shall constitute a separate contract and failure by Jungheinrich to deliver one or more of the instalments shall not entitle you to treat the order as repudiated.
7. Risk & Title
7.1 The risk of damage and loss shall pass to you upon (a) Delivery by Jungheinrich, its agents or contractors to your stipulated address; or (b) Collection by your carrier from Jungheinrich.
7.2 Jungheinrich retains title in the Products until full payment of the price and all expenses relating thereto. You shall not pledge or in any way charge by way of security for any indebtedness any of the Products which remain unpaid.
8. Limitation and Exclusion of Liability
8.1 On Products and Services:
(a) Save in the event of death or injury arising from Jungheinrich and the Relevant Person’s negligence, and the Warranty afforded by Jungheinrich more particularly set forth in the clause below, JUNGHEINRICH’S ENTIRE LIABILITY, INCLUDING THAT OF THE RELEVANT PERSONS TO YOU IN RESPECT OF ANY BREACH OF ITS CONTRACTUAL OBLIGATIONS UNDER ANY ORDER, AND/OR ANY REPRESENTATION, STATEMENT OR TORTIOUS ACT OR OMISSION INCLUDING NEGLIGENCE ARISING UNDER OR IN CONNECTION WITH ANY ORDER SHALL BE LIMITED TO THE PRICE OF THE ORDER IN QUESTION.
(b) Under no circumstances, including all or any breach, tortious act, omission or negligence contemplated above, shall Jungheinrich be liable to you for loss of profits, goodwill or any type of special, indirect or consequential loss (including loss or damage suffered by you as a result of an action brought by a third party) even if such loss was reasonably forseeable or that Jungheinrich had been advised of the possibility that you will incur the same.
8.2 On the use of this Site:
(a) THIS SITE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. YOU AGREE THAT YOUR USE OF THIS WILL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, JUNGHEINRICH AND ALL OTHER RELEVANT PERSONS EXPRESSLY DISCLAIM ALL EXPRESS AND IMPLIED WARRANTIES IN CONNECTION WITH THIS SITE AND YOUR USE THEREOF, INCLUDING WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. JUNGHEINRICH MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY, USEFULNESS, RELIABILITY, QUALITY, SAFETY OR COMPLETENESS OF THE’ CONTENT AND SHALL NOT BE LIABLE IN CONTRACT, TORT, NEGLIGENCE, MISREPRESENTATION, STRICT LIABILITY, STATUTE OR OTHERWISE FOR
(I) ANY ERRORS, MISTAKES, OR INACCURACIES OF ANY CONTENT OR SITE SERVICES,
(II) ANY HARM, PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THESE SITES OR ANY CONTENT OR SITE SERVICES,
(III) ANY UNAUTHORISED ACCESS TO OR USE OF JUNGHEINRICH’S SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN,
(IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THESE SITES,
(V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THESE SITES BY ANY THIRD PARTY, (VI) ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF ACCEPTANCE OR REJECTION OF YOUR ORDER AND/OR
(VII) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR SITE SERVICES OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THESE SITES, EVEN IF THE FOREGOING (LISTED IN PARAGRAPHS (I) TO (VII)) WERE CAUSED BY JUNGHEINRICH'S WILFUL, RECKLESS OR NEGLIGENT ACT, OMISSION AND/OR DELAY. JUNGHEINRICH DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME ANY LIABILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THESE SITES OR ANY HYPERLINKED WEBSITE OR FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND JUNGHEINRICH WILL NOT BE A PARTY TO OR IN ANY WAY BE LIABLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.
(b) IF YOU ARE DISSATISFIED WITH THIS SITE OR ANY OF THESE TERMS & CONDITIONS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE YOUR ACCESS AND USE OF THE SAME.
8.3 IN NO EVENT WILL JUNGHEINRICH OR ANY OTHER RELEVANT PERSON BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, LOSSES, COSTS OR EXPENSES WHETHER BASED ON WARRANTY, CONTRACT, TORT, NEGLIGENCE, MISREPRESENTATION, STRICT LIABILITY, STATUTE OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT JUNGHEINRICH (OR SUCH OTHER RELEVANT PERSON) IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, LOSSES, COSTS OR EXPENSES, EVEN IF SUCH DAMAGES, LOSSES, COSTS OR EXPENSES WERE CAUSED WILFULLY, RECKLESSLY OR NEGLIGENTLY. THE FOREGOING LIMITATION OF LIABILITY WILL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW.
9.1 Jungheinrich warrants that
(a) The Products will be free from defects in material and workmanship from the time of delivery. The scope and period of warranty for each Product varies, and are stated on the respective Product listing page. Kindly send your queries to firstname.lastname@example.org citing Product name for more information.
(b) It will supply the Services with reasonable care and skill. The following constitutes Jungheinrich’s general warranty policies unless otherwise stated for each specific Product.
9.2 Jungheinrich makes no warranty (a) As to merchantability, fitness for purpose of the Products; (b) As to the fitness for purpose of the Services, save as set out in the Product and Services listing page and or order confirmation. Any recommendation made concerning the use of the Products or Services is believed to be reliable but Jungheinrich makes no warranty of the actual results to be obtained.
9.3 Jungheinrich’s warranty does not cover:
(a) Defects arising from normal wear and tear, wilful damage, negligence, abnormal working conditions, misuse or alteration or repair by third parties;
(b) Defects arising from any drawing, design or specification expressly stipulated by you;
(c) Parts, materials or equipment not manufactured by Jungheinrich or purchased from Jungheinrich.
9.4 Jungheinrich’s warranty is further subject to
(a) Your compliance with generally accepted practice or our instructions (whether oral or in writing) for proper handling and use of the products; and
(b) Full payment of the Products in question.
9.5 Kindly inspect the Products supplied or Services rendered, and to notify Jungheinrich within three (3) days of delivery or completion of any defect in material or workmanship in the Products or performance of the services. In such event, Jungheinrich may in its sole discretion
(a) In the case of Products decide whether to provide a one to one exchange, or to repair the same under the terms of its Warranty applicable to the Product (subject always to Jungheinrich’s inspection and the provisions of clauses 9.1 to 9.4 above;
(b) In the case of Services provide additional services to rectify the failure or defective performance of the Services.
9.6 Under no circumstance are you entitled to rescind the order by reason of any defect in material, workmanship of Products or Services.
9.7 Your failure to notify Jungheinrich as aforesaid constitutes an unqualified acceptance of the Products supplied or Services rendered and waiver of all claims with respect thereto (save for the warranty applicable to the Products).
10. Key Accounts
10.1 Jungheinrich may in its sole discretion accept your application for qualification as a key account holder whose benefits will include inter alia credit and instalment payment terms for the order of the Products and Services on this Site.
10.2 In the event that Jungheinrich accepts your order on credit or instalment payment terms, and you fail to make payment on the stipulated date or any of the instalments, Jungheinrich shall without prejudice to its other rights be entitled to:-
(a) Cancel the order or suspend any further delivery or provision of the Services to you;
(b) Appropriate any payments or instalments made to such of the Products already delivered or Services supplied under any other order as Jungheinrich may deem fit (notwithstanding any purported appropriation by you); and
(c) Charge you interest (before and after any judgment) on the unpaid amount at the rate of 1.5% per month of the unpaid portion of the order until full payment is made.
10.3 As key account holder, you may request Jungheinrich to manufacture, customize and/or supply the Products or Services in accordance with design and specifications to be provided by you provided always that:-
(a) Such request shall not be binding on Jungheinrich until an order confirmation has been issued by Jungheinrich. In doing so, Jungheinrich may accept your design and specifications with such amendments thereto as Jungheinrich may deem fit;
(b) Jungheinrich makes no warranty as to merchantability, fitness for purpose of the Products or Services based on your design and specifications whether accepted by Jungheinrich with or without amendments;
(c) Jungheinrich may retain all or any the documents, literature, data-sheets, specifications, illustrations, drawings and cost estimates (whether printed, or contained in electronic or recorded media) provided by you, and may disclose the same to third parties without prior notice to you; and
(d) Jungheinrich shall retain all design and intellectual property rights in the manufactured, customized and/or supplied Product or Services based on your design and specifications and any amendments thereto.
11. Events of Default
If any of the following events occurs, Jungheinrich shall be entitled to cancel the order or suspend any further deliveries of products thereunder without any liability to you, and if all or any of the Products have been delivered but not paid for, the price such Products delivered shall become immediately due and payable to Jungheinrich:
11.1 You are or could be deemed by law or a court to be insolvent or unable to pay its debts as they fall due, makes or proposes to make a general assignment, or an arrangement or composition with its creditors or a moratorium is declared in respect of or affecting all or a material part of the indebtedness of you;
11.2 a distress, attachment, execution or other legal process is levied or enforced on you or against your assets;
11.3 any step is taken by any person with a view to your winding-up or bankruptcy (otherwise than for the purpose of amalgamation, reconstruction, reorganization, merge or consolidation) or for the appointment of a liquidator, receiver or manager, judicial manager, trustee or administrator of yours or over any part of the assets of yours;
11.4 you cease, or threaten to cease, to carry on all or a substantial part of your business;
11.5 any step is taken by another person with a view to the seizure, compulsory acquisition, expropriation or nationalisation of all or a material part of your assets;
11.6 it is or will become unlawful for you to perform or comply with any one or more of its obligations under the order; or
11.7 any event occurs which, under the law of any jurisdiction, has an analogous or equivalent effect to any of the aforementioned events.
12. No Right To Continued Access or Use
Jungheinrich may suspend, discontinue the whole or part of this Site at any time, without notice and at its absolute discretion. Jungheinrich may also impose limits on the access to and/or use of certain features or portions of this Site and/or any Content or Site Services at any time, without notice and at our absolute discretion.
13. Conclusiveness of Records
In the absence of fraud or manifest error, all Jungheinrich’s records of all matters relating to the Site, the Content, your order, your indebtedness to Jungheinrich, are conclusive evidence of the accuracy, completeness and truth of all matters stated therein.
You agree to indemnify and hold harmless Jungheinrich, its affiliates and their directors, officers, employees, agents and contractors, from and against any and all losses, damages, costs (including legal costs on an indemnity basis), expenses, claims, demands, proceedings and other liabilities arising from:
14.1 your use of and access to these Sites, any Content therein and/or any Site Services;
14.2 your breach of this Conditions; and
14.3 the payment for or liability arising from the infringement of any patent, copyright, design, trademark, or other industrial or intellectual property rights of other persons in respect of Products manufactured or supplied by us in accordance with drawings, design and specifications required by you. This clause will survive these Conditions.
15. Matters beyond Control
Jungheinrich will not be liable for any delay or failure in performance under these Conditions or any orders placed via the Site as a result of events beyond its control including acts of God, requirements of any governmental or regulatory authority, war, national emergency, accident, fire, lightning, equipment failure, computer software or software malfunction, electrical power failure, faults, interruption or internet disruption, riots, strikes, lock-outs, industrial disputes (whether or not involving our employees) or epidemics of infectious diseases.
16.1 No failure or delay by Jungheinrich to exercise or enforce any of its rights under these Conditions will operate as a waiver of such rights nor will such failure or delay in way prejudice or affect its right at any time thereafter to act strictly in accordance with our rights under this Conditions.
16.2 These Conditions, and any rights, obligations and licenses granted herein, may not be assigned or transferred by you, but may be transferred or assigned by Jungheinrich without restriction.
16.3 Jungheinrich may amend these Conditions from time to time by publishing the revised terms and conditions on the Site, which publication will constitute notice of the amendments. Your continued use of this Site (or any Content therein) will constitute acceptance of the amendments.
16.4 If any of the provisions of these Conditions, or the additional terms and conditions required in any order is found by the court or other competent authority to be void or unenforceable, it shall be deemed to be deleted and the remaining provisions shall continue to apply.
16.5 In the event of any ambiguity or conflict arising between these Conditions and the additional terms and conditions in an order, the terms of the order confirmation shall prevail.
17. Governing Law
The validity, interpretation and performance of these Conditions and orders contemplated herein shall be governed and construed in accordance with the laws of the Republic of Singapore.
18.1 In any dispute between you and Jungheinrich arising out of or in connection with any order contemplated herein, including any question regarding existence, validity, interpretation or termination the order, these Conditions and the terms and conditions set out in the order, the dispute shall be referred to and finally resolved by arbitration in Singapore in accordance with the Arbitration Rules of the Singapore International Arbitration Centre (the "SIAC Rules") for the time being in force, which rules are deemed to be incorporated by reference this clause. Unless otherwise agreed, a sole arbitrator shall be appointed by mutual agreement in writing by you and Jungheinrich. In the event no agreement is reached within the period stipulated in the SIAC Rules or in the event of the death of an arbitrator or his unwillingness or inability to act, the arbitrator shall be appointed by the President of Chairman of the SIAC, who shall be appointing authority referred to in the SIAC Rules. The language of the arbitration shall be in English.
18.2 PROVIDED ALWAYS that Jungheinrich may in its sole discretion enforce its rights under the order in the courts of Singapore or the courts of the jurisdiction in which you are domiciled or living.