
Standard Terms and Conditions for Sale
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General Provisions
These terms and conditions of sale shall apply to the transactional relationship between retrobank Co., Ltd. (hereinafter referred to as "our company") and the customer, unless a specific written agreement is made regarding particular conditions.
Any special terms specified by the customer in order forms or other documents shall not take precedence over these terms unless our company explicitly agrees to such terms in writing. -
Offers and Acceptance
Sales offers from our company are not binding, and the sales contract will not be finalized until an order confirmation is issued. -
Hindrances and Delays in Delivery
Our company shall not be liable for any hindrances or delays in delivery caused by war, blockades, strikes, lockouts, transportation failures, fire, flooding, extraordinary weather conditions, export or import bans, supply shortages, or other factors beyond our reasonable control. Furthermore, our company is not liable for such delays even if similar products could be procured from suppliers other than our usual providers. -
Delays in Delivery
The customer will be notified in case of delays. Delays of up to two weeks from the agreed delivery date will not be considered as delays. If a delay exceeds two weeks and time is of the essence, the customer reserves the right to cancel the contract. However, no compensation claims will be accepted in such cases. -
Defects
The customer is obligated to inspect the goods upon delivery. Any defects must be reported in writing within eight days of receipt.
For defects that could not have been discovered during inspection, the customer must notify our company within eight days of discovery or the time they should have been discovered.
If a timely notification is made, our company will provide remedies such as supplying missing quantities, repairing defects, or replacing the defective products. Repairs will not be conducted without prior agreement. -
Product Liability
Our company shall not be held liable for damage to property or chattels caused by the product while it is in the customer’s possession. Additionally, our company shall not be liable for damages caused by the use of our products in manufactured items or their components.
In the event of a product liability claim by a third party, the relevant party must immediately notify the other party. -
Samples
Layouts created by our company shall remain our property, even after delivery. These materials may not be used without prior written approval. -
Intellectual Property Rights
For orders involving artwork where the customer or a third party holds intellectual property rights, the customer guarantees that the order will not infringe upon third-party rights. The customer shall indemnify our company against any losses arising from such infringement claims. -
Shipping
Shipping will be conducted from our company’s facilities, and the costs and risks will be borne by the customer. The shipping method will be determined at our company’s discretion. For international shipping, insurance can be added upon request. -
Payment Terms
Unless otherwise agreed, payments must be made by the due date specified in the order confirmation prior to production. In case of late payments, a monthly interest rate of 1.5% will apply, and our company reserves the right to claim additional damages. -
Cancellations
Orders for products that have already been manufactured cannot be canceled. Partially completed orders may only be canceled upon full compensation for material costs, labor, and profit losses. -
Governing Law and Jurisdiction
This agreement shall be governed by and construed in accordance with the laws of Japan.
Any disputes arising out of this agreement shall be subject to the exclusive jurisdiction of the Tokyo District Court as the court of first instance. -
January 6, 2025
retrobank Co., Ltd. CEO: Maiko Nakamura