Terms & Conditions
Please read through the following terms and conditions ('Terms and conditions) carefully as they apply to your ordering of the products and services provided by Coldworld Engineering Pte Ltd (''we'', “us”, “our” or ''Coldworld'') and Coldworld's provision of such products and services to you.
If you do not consent to these Terms and Conditions, you should not order our products (''Products'') or services (''Services''). Should you have any questions about our Terms and Conditions, please contact us at admin@coldworld.com.sg.
Application of the Terms and Conditions
A contract shall be formed between you and us ('Contract'') when:
our Products or Services via phone, email, website, social media platforms or mobile application ("Order Request") and we confirm our acceptance of such order through online, email or written means ("Order Confirmation"); or
we issue our quotation to you (''Quotation'') and we receive such Quotation duly signed/accepted by you or your acceptance of the Quotation via email or other written means.
The (a) Order Request and our Order Confirmation; or (b) the Quotation duly signed/accepted by you, as the case may be, and any other related documents (together, ''Contract Documents”) shall, as stated therein, include these Terms and Conditions. In contracting with us, you are deemed to have read, understood and consented to these Terms and Conditions.
Apart from or in addition to these Terms and Conditions, further and/or amended terms relating to the Products and Services may be set out in the Contract Documents and shall be deemed to be incorporated in the terms of our Contract with you. To the extent that any terms in these Terms and Conditions are inconsistent or conflicting with the terms in the Contract Documents, the terms in the Contract Documents shall prevail.
Order Requests and Cancellations
When you make an Order Request for our Products or Services, we are not bound by such Order Request until we have given you our Order Confirmation as referred lo in Clause 1 above. In particular, we are entitled to not accept your Order Request in our sole discretion for any reason, including without limitation if:
The Products or Services to be ordered are unavailable.
There is a manifest error in the price, description or otherwise of our Products or Services as stated in the email, website, social media platforms.
If your Order Request is not accepted by us, any payment already received by us from you will be refunded to you. You agree and acknowledge that apart from any such refund given, we will not be liable to you for any other payments, fees, expenses, damages, costs or losses whatsoever (''Losses'') arising from our non-acceptance of your Order Request.
For the avoidance of doubt, once (a) we have given you our Order Confirmation; or (b) we have received our Quotation duly signed/accepted by you, you are not entitled to withdraw your Order Request or cancel the Contract without our express agreement.
Scope of Services and Description of Products
The scope of our Services and the description of our Products in relation to our provision of Products and/or Services will be as set out in the Contract Documents.
Unless otherwise stated in the Contract Documents, the scope of our Services does not include:
any maintenance or repair of any Product, air-conditioner or any other device relating to our provision of the Services (''Device'') that may be required due to:
your neglect, misuse or failure to operate the Device in accordance with the manufacturer's instructions or for the intended purposes;
alteration, modification, tampering or maintenance of the Device by a third party (not authorized by us);
re-installation, relocation and/or removal of the Device by a third party (not authorized by us);
defective/unauthorized supplies, software or devices used with the Device;
any accident, fault or negligence on your part or on the part of your employees, agents, or contractors or a third party;
unauthorized changes or alterations in specifications of the Device;
maintenance of peripherals, attachments, associated equipment or other devices relating to the Device that is not furnished by us and/or do not form part of the Device;
electrical or other environmental work external to the Device;
failure to maintain a suitable environment in accordance with the manufacturer's specifications such as failing lo maintain power supply, air conditioning or humidity control;
fair wear and tear of the Device;
painting or refinishing of the Device;
relocation or transportation of the Device lo locations other than the location stated in the Contract Documents for the installation of the Device;
any electrical work external to the Device;
the provision of supplies for use in association with the Device, such as furnishing peripherals; and
any modification, alteration or removal of the Device or any peripherals, attachments,
You agree that we are entitled lo impose additional charges if you require and receive Services not provided for in the Contract Documents.
Timing of provision of the Products and Services
The Products and Services will be provided at a time lo be mutually agreed between 8.30a.m. to 5.30p.m. from Mondays to Saturdays, excluding public holidays in Singapore. We are entitled to refuse provision of the Products and Services or to impose additional charges if you require us to provide the Products and Services outside the above mentioned days and times.
The Products and Services shall be provided to you at the address as indicated in the Contract Documents.
We will endeavor to provide our Products or Services at/during the time/time frame stated in the Contract Documents but do not guarantee the same. For example, the provision of the Products or Services may be affected by various circumstances which are not within our reasonable control including traffic, road conditions, weather, ants of God, governmental act, civil commotion, strike or labor dispute (“Force Majeure Event”).
Any cancellation or changes lo the time, address or other details relating to our provision of the Products or Services to you shall be subject lo our prior written agreement.
Deposits and Payments
If the Contract Documents indicate that a deposit is required from you, such deposit shall be paid at such time as specified. If no time for payment of the deposit is specified, the deposit payment shall be due immediately upon the Contract being formed. Without prejudice to any other rights we may have, we are not obliged to commence any provision of the Products or Services until the required deposit has been paid as requested.
Unless otherwise stated, you are required lo pay our invoice within thirty (30) days from the receipt of our invoice.
Interest at the rate of 2% per month shall accrue on any late payment of our invoice. The interest shall be calculated from the due date of the relevant payment until the date of actual payment (regardless of whether the date of actual payment is before or after (i) any judgment is obtained or (ii) the lapse, expiry or termination of the Contract). Coldworld may include the interest accrued in any invoice issued.
As Coldworld is a GST registered business, our Products and Services will be subject lo a Goods & Services Tax at the prevailing rate required under Singapore law and will be borne by you.
AII cheques made in payment of our invoices should be crossed and made payable to ''COLDWORLD ENGINEERING PTE. LTD.”.
Our invoices shall be paid without any set- off or deduction, including deduction of any withholding tax, levy, duties or any interest, penalties or charges in relation to any such tax. If such deduction is required by law, you shall pay Coldworld such higher sum as may be necessary to ensure that Coldworld receives a net amount equal lo the invoice amount which Coldworld would have received if not for such taxes, interest, penalties or charges.
Unless expressly provided herein or agreed by us in writing, any payments made to us are strictly not refundable.
Receipt of the delivery of our Products and Services
if a person other than you takes possession of the Products at your requested delivery address and/or supervises our performance of the Services, that person shall be deemed to be acting on your behalf as your agent.
You will be deemed to have received our Products and/or Services at the time you or your agent sign(s) our standard receipt note (or makes similar written acknowledgement of receipt) of the Products and/or Services. Such signing/acknowledgement shall constitute conclusive evidence that the Products and Services have been duly received by you and are of satisfactory quality, are of the correct description and quantity and reasonably fit for the purpose (if any) indicated in the Contract Documents.
EXCLUSION OF REPRESENTATIONS AND WARRANTIES
PRODUCTS:
EXCEPT THAT ANY PRODUCT PROVIDED BY US SHALL BE OF A SATISFACTORY QUALITY (TAKING INTO ACCOUNT RELEVANT CIRCUMSTANCES), BE FIT FOR THE PURPOSES FOR WHICH GOODS OF THE KIND IN QUESTION ARE COMMONLY SUPPLIED AND CORRESPOND TO THE DESCRIPTION OF 17| T0 THE FULLEST EXTENT PERMITTED BY LAW, ALL OTHER CONDITIONS, GUARANTEES, REPRESENTATIONS AND WARRANTIES IMPLIED BY STATUTE OR OTHERWISE IN CONNECTION WITH THE PRODUCTS OR SERVICES PROVIDED BY US ARE EXPRESSLY EXCLUDED.(1)
EXCEPT WHERE EXPRESSLY STATED BY US IN WRITING, YOU AGREE AND ACKNOWLEDGE THAT WITHOUT PREJUDICE TO CLAUSE ABOVE (1), COLDWORLD DOES NOT PROVIDE ANY WARRANTY OF ANY KIND IN RELATION TO THE PRODUCTS. WHERE THE MANUFACTURER/DISTRIBUTOR/SUPPLIER OF THE PRODUCT (''WARRANTOR'') HAS GIVEN A WARRANTY IN RESPECT OF THE PRODUCTS, YOUR RIGHTS IN RESPECT OF OR ARISING FROM ANY DEFECTS IN THE PRODUCTS SHALL ONLY BE THOSE WHICH YOU MAY HAVE AGAINST THE WARRANT OR UNDER AND SUBJECT T0 THE TERMS OF THE SAID WARRANTY.
SERVICES:
EXCEPT WHERE EXPRESSLY STATED BY US IN WRITING, TO THE FULLEST EXTENT PERMITTED BY LAW, COLDWORLD DOES NOT PROVIDE WARRANTY OF ANY KIND IN RELATION TO THE SERVICES. IN PARTICULAR, COLDWORLD DOES NOT WARRANT THAT ANY AIR-CONDITIONER OR ANY RELATED DEVICES OR EQUIPMENT WILL BE FREE OF DEFECTS AFTER COLDWORLD PERFORMS THE SERVICES. WHERE A WARRANTY IS EXPRESSLY PROVIDED BY US, IT SHALL RELATE ONLY TO THE SERVICES WE HAVE PROVIDED AND IS SUBJECT TO YOUR NOT HAVING BREACHED ANY OF YOUR OBLIGATIONS UNDER THE TERMS AND CONDITIONS APPLICABLE TO YOUR CONTRACT. WE RESERVE THE RIGHT AT
OUR DISCRETION, TO DETERMINE WHETHER ANY DEFECT IS A RESULT OF OUR SERVICES TO YOU (AS OPPOSED TO AN INHERENT PRODUCT DEFECT OR DUE TO TAMPERING BY YOURSELF OR A THIRD PARTY OR OTHER REASONS) AND WHETHER WE ARE OBLIGED TO PROVIDE ANY REPAIR OR OTHER SERVICES UNDER OUR WARRANTY TO YOU.
FAIR WEAR AND TEAR:
ANY PRODUCT MAY SUFFER FAIR WEAR AND TEAR DUE TO THE EFFLUXION OF TIME AND ACTION OF THE SURROUNDING ELEMENTS AND MAY INCLUDE, IN THE CASE OF ANY DEVICE SUCH AS AN AIR CONDITIONER, THE AIR BEING BLOWN BEING CONSIDERED INSUFFICIENTLY COLD, LEAKAGE OF WATER, ETC. SUCH CONDITIONS MAY ALSO BE THE RESULT OF FACTORS UNRELATED TO THE PROVISION OF OUR SERVICES, SUCH AS CLIMATE, CLEANLINESS LEVEL OF AMBIENT AIR, IMPROPER USAGE, ETC. FOR THE AVOIDANCE OF DOUBT COLDWORLD DOES NOT WARRANT THAT ANY DEVICE SHALL BE FREE OF SUCH FAIR WEAR AND TEAR AND SHALL NOT BE RESPONSIBLE FOR ANY REPAIR, MAINTENANCE OR OTHER SERVICES TO RECTIFY OR REPAIR THE EFFECTS OF SUCH WEAR AND TEAR.
Risk and Title of Products
The risk in the Products shall pass to you upon your receipt of the delivery of the Products. Subject to our having received full payment for the Products, the title in the Products shall pass to you upon your receipt of the delivery of the Products.
Suspension, Termination
Without prejudice to any rights or remedies available to us under the terms and conditions of our Contract with you (including under these Terms and Conditions and the terms of the Contract Documents) or by law, we may with or without prior notice to you and in our sole discretion, immediately or otherwise suspend or terminate your Contract with us for the provision of our Products and Services if:
You fail lo make payment of any amount due and payable to us (including deposits and invoiced amounts) and the payment is still not made within seven (7) days of a reminder to do so having been sent by us to you;
We have reasonable cause to believe that any payment will not, when due and payable, be made by you;
You fail lo provide reasonable assistance lo us as may be necessary in order for us to perform the Services or deliver the Product, and continue to fail lo provide the required assistance within seven (7) days of a reminder to do so having been sent by us to you;
We consider you to be in material breach of any of the terms and conditions of our Contract with you and, if the breach can be remedied, have failed to remedy that breach within seven (7) days after having been given notice to do so;
You cease or threaten lo cease business; Y
You become insolvent or are unable lo pay your debts as they fall due;
You enter into liquidation (whether voluntary or involuntary), have a judicial manager, administrator, receiver or such similar officer appointed over any of your assets, enter into any composition or arrangement for the benefit of creditors;
You have winding-up, bankruptcy or analogous proceedings commenced against you, unless such proceedings are disputed in good faith within thirty (30) days in appropriate proceedings;
A Force Majeure Event occurs, and in such event, we shall not be liable to you for any Losses suffered by you and shall be entitled to claim from you a sum representing any Losses suffered or incurred by us arising from or related to your breach. We may deduct such Losses suffered or incurred by us from any payments already made by you lo us and refund you the balance (if any) or claim against you for the shortfall (if any).
Your responsibilities and obligations
You undertake to cooperate with Coldworld by:
providing accurate and current information when you make an Order Request and make any other communications with us. We will not be responsible for any delay or non- performance of our obligations if the delay or non-performance is due to any inaccurate or incomplete information provided lo us (including, but not limited to, inaccurate contact details or an incomplete address for provision of the Products or Servicers;
Making available and ensuring the safety of any equipment, facility, site, and area including electrical outlets and adequate work space required to carry out the performance of our obligations;
If the Products and/or Services are meant for a specific purpose (e.g. lo maintain a certain cold environment in order lo store certain types of goods), notifying Coldworld in writing in advance of such specific purpose and in such event, Coldworld may (i) decline to provide the Products and/or Services or suspend/terminate our Contract with you; or (ii) agree to provide the same on such further terms as may be agreed between the parties. Save as expressly agreed lo in writing by us, we shall not be responsible for any loss or damage lo any such goods; d. being responsible for monitoring whether the Device is at all relevant times in sufficient working order and informing Coldworld of any defect or failure in the Device as soon as possible so as to reduce the risk of any deterioration in the Device or any other damage or loss that may be occasioned as a result; e. ensuring at all relevant limes, including
during our provision of the Products and/or Services to you and as appropriate thereafter (e.g. where there is a reasonable possibility of water leakage from the Device), that the equipment, facility, site and area is reasonably clear of furniture, house decorations, electronic devices or other objects and being responsible for the moving of any such furniture, house items, electronic devices or other objects as necessary. If you fail to do so, Coldworld will not be liable for any loss or damage to any such furniture, house decorations, electronic devices or other objects;
Not making/performing any improper or unauthorized alteration, modification or tampering of the Device (or allowing a third party not authorized by us lo do so) or neglecting, misusing or failing to operate the Device in accordance with the manufacturer's instructions or for the intended purposes;
Complying with all applicable laws and regulations in relation to our provision of the Products or Services lo you.
If you have subscribed lo any annual or periodic maintenance, you further undertake to contact Coldworld to schedule the said maintenance. Any maintenance that has passed its schedule period is considered void and Coldworld is not obliged to extend the period of the maintenance or to provide any refund.
LIMITATION OF LIABILITIES, INDEMNITIES
NOTWITHSTANDING ANYTHING IN THESE TERMS AND CONDITIONS, IN THE EVENT THAT COLDWORLD IS FOUND TO BE LIABLE TO YOU, YOU EXPRESSLY AGREE THAT THE TOTAL LIABILITY OF COLDWORLD TO YOU IN RELATION T0 OR ARISING FROM ANY PROVISION OF THE PRODUCTS AND SERVICES SHALL NOT EXCEED THE TOTAL PRICE RECEIVED BY US FOR THE RELEVANT PRODUCT OR SERVICE GIVING RISE TO SUCH CLAIMS. (2)
YOU AGREE THAT THE LIMITATION OF LIABILITY UNDER THE ABOVE CLAUSE (2) IS COMPREHENSIVE AND APPLIES TO DAMAGES OR COMPENSATION OF ANY KIND WHETHER ARISING IN CONTRACT TORT EQUITY OR OTHERWISE. NOTWITHSTANDING ANYTHING IN THESE TERMS AND CONDITIONS, WE SHALL NOT IN ANY CIRCUMSTANCES BE LIABLE FOR ANY INDIRECT SPECIAL, CONSEQUENTIAL, INCIDENTAL OR PUNITIVE DAMAGES.
TO THE FULLEST EXTENT PERMITTED BY LAW, YOU UNDERTAKE AND AGREE TO DEFEND, INDEMNIFY AND HOLD HARMLESS COLDWORLD AND OUR DIRECTORS, OFFICERS AND AFFILIATED COMPANIES AGAINST ANY LOSSES IN RELATION T0 ANY CLAIM BY YOU OR A THIRD PARTY ARISING OUT OF OR IN CONNECTION WITH A BREACH BY YOU OF ANY APPLICABLE TERMS AND CONDITIONS (INCLUDING UNDER THESE TERMS AND CONDITIONS AND THE CONTRACT DOCUMENTS) IN RELATION TO OUR PROVISION OF PRODUCTS OR SERVICES TO YOU.
THE LIMITATIONS OF LIABILITY CONTAINED IN THIS CLAUSE 11 ARE A FUNDAMENTAL PART OF THE BASIS OF OUR CONTRACT WITH YOU, AND COLDWORLD WOULD NOT ENTER INTO THE CONTRACT WITHOUT SUCH LIMITATIONS.
Waiver
No waiver of any rights or remedies by Coldworld shall be effective unless it is made in writing and signed by an authorized representative of Coldworld. A failure by Coldworld to exercise or enforce any rights available lo us at law or under these Terms and Conditions shall not be deemed lo be a waiver or variation of any such rights or operate lo bar the exercise or enforcement of any such rights at any subsequent time.
Severability
If at any time any one or more or part thereof of the provisions of the Terms and Conditions is determined to be or becomes illegal, invalid or unenforceable in any respect, the legality, validity or enforceability of the remaining provisions or part thereof shall not be affected or in any respect, the legality, validity or enforceability of the remaining provisions or part thereof shall not be affected or impaired in any way.
Entire Agreement
The Terms and Conditions and any terms in the Contract Documents contain the entire agreement between the parties in relation lo the subject matter and they supersede and cancel any previous agreement, understanding or arrangement whatsoever between the parties in relation to the subject matter herein.
Our right to vary these Terms and Conditions
Coldworld may revise the Terms and Conditions at any lime by providing you with the updated copy through your email address or postal address provided lo us or by any other written means. Unless you inform us otherwise, you shall be deemed to have accepted Coldworld's right to vary these Terms and Conditions, and such amendments shall be applicable to your Contract with us from the dale of such amendment.
Non-Assignment
You shall not assign or transfer all or part of your rights or obligations under the Contract without our prior written consent.
Privacy and Personal Data
You hereby acknowledge that you have read, understood and consented to Coldworld's Personal Data Protection and Privacy Policy (privacy policy's), a copy of which has been provided to you and you further consent to the collection, use, disclosure and storage of your personal data by Coldworld for the purposes set out in the Privacy Policy.
Rights of Third Parties
A person who is not a party to the Contract has no rights under the Contracts (Rights of Third Parties) Act, Chapter 538 of Singapore.
Governing Law and Jurisdiction
These Terms and Conditions shall be governed by and interpreted in accordance with the laws of Singapore and the parties hereby agree to submit to the exclusive jurisdiction of the courts of Singapore.