Wheels Corporation – Terms and Conditions
Scope and Acceptance: These Terms and Conditions (“Terms”) govern all sales of products by Wheels Corporation (“Wheels,” “we,” or “Seller”) to the purchaser (“Buyer” or “you”). By placing an order with Wheels, you acknowledge and agree to these Terms. These Terms prevail over any of your additional or differing terms, unless we expressly agree in writing to a change.
Payment Terms
Payment must be made via telegraphic transfer (T/T bank wire) within 3 days of the invoice date. All payments are to be in the invoiced currency and sent only to the official company bank account listed on our invoice. We do not accept payments to any account other than the one specified on the invoice. If full payment is not received within 3 days, Wheels reserves the right to hold, delay, or cancel your order. All bank transfer fees or charges are the responsibility of the Buyer.
No Returns, No Refunds, No Replacements
All sales are final. Wheels Corporation does not accept returns or exchanges, and no refunds or replacements will be provided once a sale is completed. Please review your order carefully before purchase. Exceptions to this policy will be made only if and to the extent required by applicable law. In case of any issues with the product, the Buyer must notify us immediately, but such notification does not imply an entitlement to return or refund unless mandated by law.
Shipping and Delivery
Wheels will arrange shipment of the goods to the Buyer’s designated address using standard methods, unless otherwise agreed. All shipments are dispatched from our facility (the shipping point), and title and risk of loss transfer to the Buyer once the goods are handed over to the carrier for delivery. We are not responsible for any loss, damage, or delay that occurs to the goods after they have been shipped. The Buyer is responsible for all shipping, freight, and insurance costs unless otherwise agreed in writing. Any delivery or shipment dates we provide are estimates only; while we strive to meet them, Wheels is not liable for delays in delivery due to customs clearance, carrier issues, or other events beyond our control.
Import Duties, Taxes, and Compliance
The Buyer is solely responsible for compliance with all import requirements and regulations in the destination country. This includes paying all import duties, taxes, VAT, customs brokerage fees, and any other charges imposed by authorities in the destination country. The Buyer must ensure that all goods ordered can be lawfully imported and must obtain any necessary import licenses or permits. Wheels Corporation is not liable for any delays, seizures, or penalties resulting from the Buyer’s failure to comply with import laws and regulations. Any additional costs or fines due to customs or regulatory issues shall be borne by the Buyer.
Limitation of Liability
To the fullest extent permitted by law, Wheels Corporation’s liability to the Buyer is limited to the value of the goods purchased (the amount you paid for the product in question). Wheels will not be liable for any indirect, incidental, special, or consequential damages of any kind – including but not limited to loss of profits, loss of business, or loss of data – arising out of or in connection with the products or these Terms. All products are provided “as is” and without any warranties of any kind, whether express or implied, except those expressly provided in writing by Wheels or required by law. In particular, we disclaim any implied warranties of merchantability or fitness for a particular purpose, to the extent such disclaimers are permitted by law. The Buyer’s sole and exclusive remedy for any claim related to a product or purchase shall be as expressly provided in these Terms.
Governing Law and Jurisdiction
These Terms and any contract for sale between Wheels and the Buyer shall be governed by the laws of Japan, without regard to its conflict of law principles. The United Nations Convention on Contracts for the International Sale of Goods (CISG) does not apply to transactions under these Terms. Any disputes arising out of or relating to these Terms or a sale of goods shall be subject to the exclusive jurisdiction of the courts of Japan. The Buyer and Wheels consent to the personal jurisdiction of such courts. (If required by applicable law, disputes shall be submitted to the jurisdiction of the competent court in Tokyo, Japan, unless the parties agree to an alternative dispute resolution method in writing.)
Other Terms
- Force Majeure: Wheels Corporation is not liable for any failure or delay in performance caused by circumstances beyond its reasonable control. This includes, but is not limited to, natural disasters, acts of government or authorities, wars, embargoes, labor strikes, and transportation or supply chain disruptions. In such events, Wheels may suspend performance without liability for the period of the delay.
- Severability: If any provision of these Terms is found to be invalid or unenforceable by a court of competent jurisdiction, that provision will be deemed modified to the minimum extent necessary to make it valid, or, if necessary, it will be severed. In either case, the remainder of these Terms shall continue in full force and effect.
- No Waiver: If Wheels Corporation fails to enforce any right or provision of these Terms, it does not constitute a waiver of that right or provision. Any waiver of any term must be in writing and signed by an authorized representative of Wheels to be effective.
- Entire Agreement: These Terms, together with any written sales agreement, proforma invoice, or order confirmation issued by Wheels, constitute the entire agreement between Wheels Corporation and the Buyer regarding the sale of the products. They supersede all prior or contemporaneous communications, understandings, or agreements (whether oral or written) relating to the subject matter. The Buyer confirms that they are not relying on any representation or warranty that is not expressly included in these Terms.
By entering into a purchase with Wheels Corporation, you acknowledge that you have read, understood, and agreed to these Terms and Conditions. These Terms provide important protections for both the Buyer and Wheels Corporation, and help ensure a clear, fair transaction for all parties involved.