TERMS & Conditions
1. About EasyDrive
1.0- Easydrive is based at Bayan Lepas, Penang, Malaysia. You may reach us by email at firstname.lastname@example.org or by phone at +604 – 644 6833.
1.1- Easydrive engages only focus on Business to Business sales (B2B), and does not sell loose quantity to end consumers. The following are therefore business to business(B2B) terms and conditions.
2. Contract/ Order Agreement
2.1- You may send us your purchase order by email or fax. Upon receiving your purchase order, our sales person in charge will send an e-mail to you acknowledging that we have received your order. Please note that this does not mean that your order has been accepted. Your purchase order constitutes an offer to us to buy a product. All orders are subject to acceptance by us and we will confirm such acceptance to you by sending you an e-mail that confirms your order has been accepted (the sales order/ proforma invoice). The contract between us will only be initiated after sending order acceptance to you via email/ fax.
2.2- The Purchase Order/ Order Contract will relate only to those products whose order we have confirmed in the order acceptance. We will not be obliged to supply any other products which may have not listed in our official quotation until the order of such products has been confirmed in a separate order confirmation.
2.3- All quotation about USB flash drive products are only valid for 14 days start counting from the date of submission. Due to the fact that our products are inclusive of electronics components which are subjected to daily cost fluctuation as well as foreign currency exchange rate. We reserve the right to revise any quotations for our products and related services without prior notice.
3. Product Description
3.1- The quantity and product description of the products shall be outlined in our official quotation or order confirmation.
3.2 All samples, production drawings, descriptive matter, specifications and newsletter we issued and any descriptions or illustrations contained in our product catalogues or newsletter are issued or published for the sole purpose of giving an estimate visual idea of the products described.
4.1- Any dates specified by us for delivery of the products are intended to be an estimate and time for delivery and subject to change depending on the forwarding agent (air freight/ sea freight) final arrival date.
4.2- The quantity ordered may subjected to 5% of tolerance in terms of logo colour(s), product shell colour, size and packaging. You shall not be entitled to object to or reject the products or any of them by reason of these conditions.
4.3- We may deliver the products by partial. Each partial delivery shall be invoiced and paid for in accordance with the provisions of the Contract.
4.4- Each partial delivery shall be a separate Contract and no cancellation or termination of any one Contract relating to partial delivery shall entitle you to repudiate or cancel any other Contract.
4.5- You shall be deemed to have accepted the Products three (3) days after delivery unless we are otherwise advised.
5.1- If for any reason you fail to accept delivery of any of the Products when they are ready for delivery, or we are unable to deliver the Products on time because you have not provided appropriate information, instructions, documents, licenses or authorizations:
(a) risk in the Products shall pass to you (including for loss or damage caused by our negligence);
(b) the Products shall be deemed to have been delivered; and
(c) we or our shipping agent/ forwarder may store the Products until delivery, whereupon you shall be liable for all related costs and expenses (including, without limitation, storage and insurance).
5.2- We shall not be liable for any non-delivery of Products (even if caused by our negligence) unless you give written notice to us of the non-delivery within seven (7) days of the date when the Products would in the ordinary course of events have been received.
5.3- Any liability of ours for non-delivery of the Products shall be limited to replacing the Products within a given reasonable time or issuing a credit note at the pro rata Contract rate against any invoice raised for such Products.
6. Order Cancellation
6.1- You may not cancel any order or part or any order after 24 hours from the date of issuing the Purchase order/ Contract.
6.2- You are not allowed to cancel the order which is due for delivery within forty five (45) days. Full amount to be paid upfront based on Contract value if order cancellation is required.
6.3- You may not be permitted to cancel an order where we have already begun the process of customization and where the Product has been rendered impossible to resell in the process.
6.4- Any cancellation request will only be accepted by written notice provided you pay to us such amount of cancellation charges as we shall notify in respect thereof.
6.5- If you breach any of these Terms or if:
(a) you shall generally not pay your debts as such debts become due, or shall admit in writing your inability to pay your debts generally, or shall make a general assignment for the benefit of creditors or any proceeding shall be instituted by or against you seeking to adjudicate you as bankrupt or insolvent, or seeking liquidation, winding up, reorganization, arrangement, adjustment, protection, relief from debts under any law relating to bankruptcy, insolvency or reorganization or relief of debtors, or seeking the entry of an order for relief of the appointment of a receiver, trustee, or other similar official for you or any substantial part of your property; or
(b) you encumber or in any way any of the Products (“Insolvency Events”) we may, at our discretion, cancel the contract between us.
7. Customer’s Warranty of Non-Infringement
Easydrive supplies customized USB Flash Drives, branded pen drives and other USB products that are marked with the Customer’s logo, text, photo, number, name, or symbol or combination of those things provided by the Customer (“Customer mark”). Easydrive does not undertake to investigate the Customer’s right to use such Customer mark and Customer warrants that Customer has full and unlimited right to use Customer marks and that all such Customer marks do not infringe any trademark, copyright or patent or other intellectual property right of any other party.
Customer agrees to indemnify Easydrive and hold Easydrive harmless against any claim of intellectual property infringement: Customer agrees as part of its contract with Easydrive to defend and indemnify Easydrive and to hold Easydrive harmless against any and all claims by any third party that any such Customer mark infringes any trademark, copyright or patent or other intellectual property right of any other party. Customer agrees to reimburse Easydrive’s reasonable out-of-pocket expenses, including any costs and attorneys’ fees incurred in defense against any such claim of infringement.
By entering into this Contract you have acknowledged the fact that you are granting us a non-exclusive license to use your trade mark for the purpose of customization of the USB Products and their associated packaging requirements.
9. Price & Payment
10.1- Prices are liable to change at any time, but changes will not affect orders in respect of which we have already sent you an Order Confirmation.
10.2- A printed Tax Invoice shall be sent to you on the date of dispatch of the Products.
10.3- Subject to condition 10.1, payment of the price for the Products is due in the currency specified on the proforma invoice that we send you and is to be made within the term specified on the invoice.
10.4- Time for payment shall be of the essence.
10.5- No payment shall be deemed to have been received until we have received cleared funds.
10.6- 8 All payments payable to us under the Contract shall become due immediately on its termination despite any other provision.
10.7- Our website and price lists contain a large number of Products and it is always possible that, despite our best efforts, some of the Products listed on our website may be incorrectly priced. We will normally verify prices as part of our Order procedures so that, where a Product’s correct price is less than our stated price, we will charge the lower amount when dispatching the Products to you. If a Product’s correct price is higher than the price stated on our website, we will normally, at our discretion, either contact you for instructions before dispatching the Products, or reject your order and notify you of such rejection.
10.6- We are under no obligation to provide the Product to you at the incorrect (lower) price even after we have sent you an Order Confirmation.
10.8- Payment for Products may be made by bank transfers, cash or cheque.
11. Import Duty
11.1- If you order Products from our website for delivery outside Malaysia, they may be subject to import duties and taxes which are levied when the delivery reaches the specified destination. You will be responsible for payment of any such import duties and taxes. Please note that we have no control over these charges and cannot predict their amount. Please contact your local custom officers for further information before placing your order.
11.2- Please also note that you must comply with all applicable laws and regulations of the country for which the Products are destined. We will not be liable for any breach by you of any such laws.
12. Written Communications
12.1- When using our website, you accept that communication with us will be mainly electronic. We will contact you by e-mail or provide you with information by posting notices on our website. For contractual purposes, you agree to this electronic means of communication and you acknowledge that all contracts, notices, information and other communications that we provide to you electronically comply with any legal requirement that such communications be in writing. This condition does not affect your statutory rights.
12.2- Responses to communications from Easydrive must be sent to us by email at . Any legal notices must be sent to us as provided by Malaysia Law.