Terms and Conditions of Sale
SONEIL INTERNATIONAL LIMITED
TERMS AND CONDITIONS OF SALE
EFFECTIVE: November 15, 2023
Welcome to Soneil International Limited. These Terms and Conditions of Sale (the “Terms”) govern your purchase of our products and services (the “Products”) from our website soneilspark.com and transactional pages (the “Website”) provided by Soneil International Limited (“we,” “us,” or “our”).
The Terms constitute a legally binding agreement between you and us regarding your purchase of the Products. The Terms posted on the Website at the time of your order govern your purchase of the Products. By purchasing the Products, you acknowledge that you have read, understood and accepted the Terms. The Terms do not alter the terms and conditions of any other agreement you may have with us, unless otherwise agreed to in writing by us.
The Terms of Use, the Privacy Policy, and the Limited Product Warranty in effect at the time of your order of the Products are hereby incorporated by reference into the Terms and form part of the legally binding agreement between you and us. If there is any conflict between the Terms and the Terms of Use, Privacy Policy and the Limited Product Warranty, we shall resolve such conflict in our sole and absolute discretion.
1. Product Descriptions
1.1. We strive to provide accurate and up-to-date information about our Products, including descriptions, images, specifications, and pricing. However, we do not warrant the accuracy, completeness, or reliability of any information on our Website.
1.2. Product images may vary from the actual Product due to differences in displays and photography techniques. Please refer to the Product description for accurate information about the Product.
2. Registration and Accounts
2.1. To access certain features or to purchase Products on our Website, you may need to register and create an account. You must provide accurate and complete information when registering and creating your account and keep your login credentials confidential. You are responsible for all activities that occur under your account.
2.2. To register and create an account and purchase Products on our Website, you represent and warrant that: 1) you are at least the age of majority in your jurisdiction; 2) you have the legal capacity to enter into a contract; 3) you will purchase Products in accordance with these Terms; 4) you will use the Website in accordance with the Terms of Use; 5) you will keep your account and login credentials confidential; and 6) all personal information you provide to us is true, accurate and complete.
3. Products and Services
3.1. Our Website offers a range of Products for sale. By purchasing Products through our Website, you make an offer to purchase the Products you have selected, subject to the Terms.
3.2. Prices (including taxes and shipping fees) and availability of Products are subject to change from time to time and without notice. We reserve the right to modify or discontinue any Products at any time without liability.
3.3. Products may be subject to minimum and maximum quantities.
3.4. It is your responsibility for ensuring the Products suitability and that you have the necessary tools, power, outlets and/or specific requirements to use the Products.
4. Orders and Payments
4.1. When you place an order through our Website, you are offering to purchase the selected Products at the price indicated, including any applicable taxes and shipping fees. Prices for the Products, including any applicable taxes and shipping fees, will be charged and billed at the rates and in such currency indicated on the Website at the time you place your order.
4.2. We will send you an order confirmation when you purchase the Products. The information recorded by us serves as conclusive evidence of the order. Similarly, the information recorded by the payment system serves as conclusive evidence of the financial transactions.
4.3. Payment for the Products, shipping fees and applicable taxes shall be made at the time of the order. No order shall be completed and no Products shall be shipped to you, unless we have received confirmation of such payment.
4.4. We reserve the right to refuse or cancel any order for any reason, without compensation, including, but not limited to, availability, errors in pricing or Product information, or suspected fraudulent activity.
4.5. Payment for orders is processed securely through our designated payment processors. You agree to provide accurate and complete payment information and authorize us or our payment processors to charge your payment method for the total amount of your order.
4.6. When you purchase Products from us, you may be required to provide personal information about yourself (for example, your name, address, contact information, financial information). You agree that any personal information you give to us is accurate, up to date and complete.
4.7. You may be subject to various fees imposed by the issuer of your payment card, including transaction fees or other charges related to payment processing. Any delays or additional fees imposed by the payment card issuer are beyond our control, and we shall not be liable for them.
5. Shipping and Delivery
5.1. The shipping fees will be determined based on the delivery address provided by you. Once you place your order, all Products will be shipped to the specified delivery address. We will arrange a shipment through a carrier authorized by us, and you will receive an email confirmation with the relevant shipping details.
5.2. We will make reasonable efforts to fulfill and deliver your order within the specified timeframe. However, we do not guarantee delivery times and are not responsible for any delays or damages caused by third-party shipping carriers.
5.3. Once we deliver the Products to the shipping carrier, we shall have no liability for any events occurring during shipment or thereafter and any claim for damages or loss must be filed directly with the shipping carrier.
5.4. Title of ownership to the Products shall transfer to you at the time the Products are delivered to the shipping carrier for transport to you at the specified delivery address.
6. Installation
6.1. IF YOU HAVE CHOSEN NOT TO PURCHASE OUR INSTALLATION SERVICE OPTION, THEN THE INSTALLATION OF ALL PRODUCTS IS YOUR SOLE RESPONSIBILITY. ONLY A LICENSED CONTRACTOR, CERTIFIED ELECTRICIAN, OR QUALIFIED INSTALLATION PROFESSIONAL SHOULD INSTALL THE PRODUCTS. ALL PRODUCTS MUST BE INSTALLED IN ACCORDANCE WITH LOCAL LAWS, INCLUDING, BUT NOT LIMITED TO, LOCAL BUILDING CODES, BY-LAWS AND APPLICABLE REGULATIONS.
6.2. IT IS IMPORTANT YOU ADHERE TO THE SPECIFIC REQUIREMENTS AND INSTRUCTIONS INCLUDED WITH THE PRODUCTS. WE, OUR PARENT, SUBSIDIARIES, AFFILIATES OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SERVICE PROVIDERS, CONTRACTORS, LICENSORS, LICENSEES, SUPPLIERS, SUCCESSORS OR ASSIGNS SHALL NOT BE LIABLE IN ANY WAY FOR 1) ANY PRODUCTS AND/OR PROPERTY WHICH ARE DAMAGED OR FOR ANY INJURY AS A RESULT OF INCORRECT REQUIREMENTS AND/OR IMPROPER INSTALLATION, INCORPORATION OR OPERATION OF THE PRODUCTS; AND 2) ANY DAMAGES AS A RESULT OF YOUR FAILURE TO FOLLOW ANY LOCAL LAWS APPLICABLE FOR THE INSTALLATION OF THE PRODUCTS.
6.3. YOU INSTALL THE PRODUCTS AT YOUR OWN RISK.
7. Returns and Refunds
7.1. All pre-order payments collected by us are fully refundable. You can send an email to contactus@soneilspark.com with your pre-order number and “REFUND” in the email header. All refunds are processed in ten (10) business days.
7.2. You have the option to return any unused, undamaged, and non-installed Products purchased from us within a thirty (30) day period from the date of delivery. To be eligible for return, the Products must be in their original unopened packaging, accompanied by proof of purchase and all manuals, instructions and parts. Please note that Products can only be returned within the country of purchase.
7.3. To initiate the return process, please email us at contactus@soneilspark.com. We will provide you with both the return address and instructions detailing how the Products should be properly packaged to prevent any damage during transit.
7.4. You may return the Products to us at your sole expense and using the shipping carrier of your choice. Ownership of the Products remain with you until the Products are received by us at our designated return address.
7.5. WITH THE EXCEPTION OF WHAT IS EXPLICITLY STATED HEREIN AND IN ACCORDANCE WITH THE LIMITED PRODUCT WARRANTY, YOU ARE NOT PERMITTED TO RETURN ANY PRODUCTS TO US, INCLUDING BUT NOT LIMITED TO, PRODUCTS THAT HAVE BEEN OPENED, INSTALLED, OR USED AND WE ARE NOT OBLIGATED TO REPLACE, REPAIR, OR PROVIDE REFUNDS FOR SUCH PRODUCTS.
7.6. After conducting a satisfactory inspection of the returned Products, we will proceed to refund the original purchase price and applicable taxes charged by us at the time of the initial purchase. Refunds will be issued through the same payment method used for the original purchase within ten (10) business days. If we determine, in our sole discretion, that the Products have been damaged and/or used, we will not provide you with a refund. Instead, you can pay the required shipping fees and we can send the Products back to you at an address you specify.
8. Intellectual Property
8.1. All intellectual property rights, including copyrights, patents, patent disclosures, and inventions (whether patentable or not), trademarks, trade secrets, know-how and other confidential information, trade dress, trade names, logos, corporate names, and domain names, together with all of the goodwill associated therewith, derivative works, moral rights, and all other rights (collectively, “Intellectual Property Rights”) in and to all Products, including their components parts, shall be owned by us or our licensors. These Intellectual Property Rights are protected by applicable intellectual property laws. We or our licensors shall maintain the sole and exclusive ownership, right, title and interest of all Intellectual Property Rights pertaining to the Products.
8.2. We hereby grant you a license to use all Intellectual Property Rights in the Products free of additional charge and on a non-exclusive, worldwide, irrevocable, non-transferable, non-sublicensable, fully paid-up, royalty-free and continuous basis to the extent necessary to enable you to make reasonable use of the Products. All grants of any license to use any Intellectual Property Rights in the Products under these Terms are conditional upon receipt of payment in full for the Products and applicable taxes and shipping fees.
8.3. Except for the provisions explicitly mentioned above in 8.2., at no point will you obtain any ownership, right, title or interest to our Intellectual Property Rights or the Intellectual Property Rights of our licensors. None of the information or statements in these Terms or on the Website should be interpreted as granting, either directly or indirectly, any license or right under our or any third party’s patents, copyrights, trademarks or other Intellectual Property Rights.
8.4. Our Products and/or packaging may display copyright or other notices. It is prohibited to modify, remove, or hide any copyright or other notices that are visible on the Products or packaging.
8.5. You may not directly or indirectly, in any form or manner, decompile, reverse engineer, create derivative works or otherwise disassemble or modify any of the Products or any of their components. This includes any attempt to uncover our Intellectual Property Rights, including trade secrets or other confidential information contained within the Products. Furthermore, you must not facilitate or permit any other third party to engage in such activities.
8.6. You may purchase third party products from our Website. In such a case, the Intellectual Property Rights of these third-party products remain the exclusive property of their respective owners.
9. Limited Product Warranty
9.1. Our Products come with a limited product warranty; such warranty period is specified in the Products manual. The limited product warranty is extended by us to original purchases of Products through us or authorized sellers.
9.2. We warrant the Products purchased are free from defects in materials and free from defects in workmanship for the warranty period specified in the Products manual, starting from the date of purchase.
9.3. Under no circumstances will the warranty period specified in the Products manual be extended as a result of your Products being repaired or replaced. THIS WARRANTY MAY ONLY BE USED ONCE PER PRODUCT.
9.4. The limited product warranty will only apply if the Product is defective.
9.5. See the Products manual for warranty exclusions and process for submitting a warranty claim.
9.6. We assume no liability for and this warranty does not cover any costs or damages related to dismantling, removal, installation, faulty installation, re-installation, labor, or any consequential damages that may arise.
9.7. EXCEPT AS SPECIFICALLY OUTLINED IN THE LIMITED PRODUCT WARRANTY, WE DISCLAIM ALL IMPLIED AND EXPRESS WARRANTIES AND CONDITIONS TO THE MAXIMUM EXTENT PERMITTED BY LAW. THIS INCLUDES, BUT IS NOT LIMITED TO, ANY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY OR MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR PURPOSE, DURABILITY AND NON-INFRIGEMENT, WHETHER EXPRESSED OR IMPLIED, REGARDING THE PRODUCTS, THEIR DESIGN, MATERIALS, WORKMANSHIP, LIFE, PERFORMANCE, SUITABILITY, OR THE INFORMATION, SPECIFICATIONS OR MANUALS PROVIDED WITH THEM. .
9.8. EXCEPT WHERE SUCH EXCLUSIONS ARE PROHIBITED BY LAW THE PERFORMANCE OF NECESSARY REPAIRS AND/OR REPLACEMENT OF NEW, RECONDITIONED, OR REMANUFACTURED PARTS BY US FOR THE COVERED DEFECTS IS THE EXCLUSIVE REMEDY UNDER THIS WARRANTY.
10. Limitation of Liability
10.1. EXCEPT WHERE SUCH EXCLUSIONS ARE PROHIBITED BY LAW, UNDER NO CIRCUMSTANCE WILL WE NOR OUR PARENT, SUBSIDIARIES, AFFILIATES OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SERVICE PROVIDERS, CONTRACTORS, LICENSORS, LICENSEES, SUPPLIERS, SUCCESSORS OR ASSIGNS BE LIABLE FOR NEGLIGENCE, GROSS NEGLIGENCE, NEGLIGENT MISREPRESENTATION, FUNDAMENTAL BREACH, DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OR DAMAGE TO DATA ARISING OUT OF THE USE OR INABILITY TO USE THE PRODUCTS, LOSS OR DAMAGE TO ANY PROPERTY, LOSS OR DAMAGE CAUSED BY THE CONNECTION OF PRODUCTS TO ANY VEHICLE, OTHER DEVICE OR SYSTEM, LOSS OF TIME, PUBLIC TRANSPORTATION FARES, VEHICLE RENTAL, FUEL EXPENSES, CHARGING FEES, LODGING EXPENSES, COSTS OF REPLACEMENT GOODS, DAMAGES RESULTING FROM USE OF OR RELIANCE ON THE INFORMATION PRESENT AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, BREACH OF PRIVACY, BREACH OF WARRANTY OR CONDITION OR OTHERWISE AT LAW OR IN EQUITY, EVEN IF THE PARTY WAS ALLEGEDLY ADVISED OR HAD REASON TO KNOW, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF, OR INABILITY TO USE, OR RELIANCE ON, OUR WEBSITE AND/OR ANY PRODUCTS.
10.2. WITHOUT RESTRICTING THE APPLICABILITY OF THE TERMS AND TO THE MAXIMUM EXTENT PERMISSIBLE BY LAW, OUR LIABILITY REGARDING THE PRODUCTS, OUR LIMITED PRODUCT WARRANTY OR THESE TERMS SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY YOU FOR THE SPECIFIC PRODUCTS FOR WHICH DAMAGES ARE BEING CLAIMED.
10.3. THE PARTIES ACKNOWLEDGE AND AGREE THAT THE LIMITATION OF LIABILITY, LIMITED REMEDIES AND LIMITED PRODUCT WARRANTY STATED IN THESE TERMS ARE AN INTEGRAL AND INSEPARABLE ALLOCATION OF RISK. THIS ALLOCATION OF RISK IS DEEMED ESSENTIAL TO THE UNDERLYING AGREEMENT BETWEEN THE PARTIES.
11. Governing Law and Dispute Resolution
11.1. These Terms shall be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without giving effect to any choice or conflict of law provision, principle, or rule (whether of the laws of the Province of Ontario or any other jurisdiction) and notwithstanding your domicile, residence, or physical location.
11.2. Any dispute, action or proceeding arising out of or relating to these Terms and/or your purchase of Products from us shall be instituted in the courts of the Province of Ontario and/or the Federal Court of Canada, and each party irrevocably submits to the exclusive jurisdiction of such courts in any such dispute, action or proceeding. You waive any and all objections to the exercise of jurisdiction over you by such courts and to the venue of such courts.
12. Indemnification
12.1. To the maximum extent permitted by applicable law, you agree to defend, indemnify, and hold harmless us and our parent, subsidiaries, affiliates, and any of their respective directors, officers, employees, agents, service providers, contractors, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable lawyers’ fees) arising out of or relating to your breach of these Terms or your use of our Products in any way that is not specified at the time of purchase or in the Products manual.
12.2. We shall have sole control of the defense and all related claims or actions and all settlement negotiations. You agree to provide us with reasonable assistance, information and authority necessary in the defense of any such claim, action or settlement, as we may request.
13. Miscellaneous
13.1. Modifications & Updates. We reserve the right to modify or update these Terms at any time without prior notice. Any changes to these Terms will be effective immediately upon posting on our Website. Your continued purchase of Products from us after the posting of any changes constitutes your acceptance of such changes.
13.2. Waiver. No failure to exercise, or delay in exercising, any right, remedy, power, or privilege arising from these Terms operates, or may be construed, as a waiver thereof; and no single or partial exercise of any right, remedy, power, or privilege hereunder precludes any other or further exercise thereof or the exercise of any other right, remedy, power, or privilege.
13.3. Severability. If any term or provision of these Terms is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of these Terms or invalidate or render unenforceable such term or provision in any other jurisdiction.
13.4. Assignment. You are not permitted to assign or transfer these Terms or any of your rights or obligations stated herein without obtaining our prior written consent. Any assignment without our written consent shall be void and have no binding effect upon us. However, we reserve the right to assign or transfer these Terms or any of our rights or obligations under these Terms without requiring your consent or providing notice to you.
13.5. Force Majeure. We shall not be liable or responsible to you, nor be deemed to have defaulted under or breached these Terms, for any failure or delay in fulfilling your order, when and to the extent such failure or delay is caused by or results from acts beyond the reasonable control of us, including, without limitation, the following force majeure events (“Force Majeure Event(s)”): (a) acts of God; (b) flood, tsunami, fire, earthquake, or explosion; (c) epidemics, pandemics, including the 2019 novel coronavirus pandemic (COVID-19); (d) war, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riot, or other civil unrest; (e) government order, law, or actions; (f) embargoes, or blockades in effect on or after the date of these Terms; (g) national or regional emergency; (h) strikes, lockouts, labour stoppages or slowdowns, interruptions of the mail or courier services or other industrial disturbances; (i) telecommunication breakdowns, power outages or shortages, internet or payment system failure, lack of warehouse or storage space, inadequate transportation services, or inability or delay in obtaining supplies of adequate or suitable materials; (j) failure of any governmental or public authority to grant a necessary license or consent and (k) other similar events beyond the reasonable control of us. We shall notify you of any such inability to complete an order. If there is a delay, we will make every reasonable effort to fulfill our obligations as promptly as possible. We retain the right to distribute any remaining supply of Products among customers in a fair and reasonable manner.
13.6. United Nations Convention on Contracts for the Sale of Goods. To the extent permitted by law, these Terms explicitly exclude the application of the provisions outlined in the United Nations Convention on Contracts for the Sale of Goods.
13.7. Exporting. By accepting these Terms, you acknowledge and agree to abide by all relevant export laws, restrictions, and regulations of Canada, as well as those imposed by foreign agencies or authorities. You further agree not to export or transfer any Products or related documentation to any country that is prohibited or embargoed, or to any person or entity that is denied, blocked, or designated under Canadian or foreign laws or regulations. It is your responsibility to obtain any necessary licenses for the export, re-export, or import of Products as required by applicable laws and regulations.