GENERAL TERMS AND CONDITIONS OF SALES

General
These General Terms and Conditions of Sale (“Terms”) apply to every order placed with Adwins International, Inc. (“Adwins International”) by its customers (each a “Customer”). Terms in a Customer’s purchase order or other documents that conflict with or add to these Terms do not bind Adwins International unless it agrees to them in writing. Delivery dates are estimates, and Adwins International is not liable for delays or failures caused by events beyond its reasonable control. Orders are subject to product availability, and Adwins International may change its prices and product offerings without notice.
Payment
Payment terms are set by Adwins International after credit approval, and orders may require payment in advance. Late payments may incur interest and charges as permitted by law, and Customer is responsible for Adwins International’s reasonable costs of collecting overdue amounts, including attorneys’ fees.
Returns and Disclaimer of Warranty
Products may be returned only with Adwins International’s prior approval, for documented manufacturing or material defects. Customer’s sole remedy for a defective product is, at Adwins International’s option, replacement of the product or a refund or credit of its purchase price. EXCEPT AS STATED IN THESE TERMS, PRODUCTS ARE SOLD “AS IS” AND ADWINS INTERNATIONAL DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
Taxes
Prices do not include taxes. Customer is responsible for all sales, use, excise and similar taxes, duties and charges on its orders, and must give Adwins International valid exemption documents if it claims an exemption.
Applicable Law and Venue
These Terms and every sale under them are governed by the laws of the State of California. Any dispute arising from them will be decided by a state or federal court of competent jurisdiction in California. CUSTOMER CONSENTS TO THE PERSONAL JURISDICTION OF THOSE COURTS.
Entire Agreement
These Terms, together with Adwins International’s written quotation or order confirmation, are the entire agreement between Adwins International and Customer for the products sold, and may be changed only in a writing signed by Adwins International.