Latest version effective date: 5, Sep, 2022
This Order Policy applies to orders placed by customers who purchase Products and services from Canaan Official Shop (shop.canaan.io, the “Website”). For the purpose of this Order Policy, the term “Product(s)” means the Product(s) published and sold on this Website (such as AvalonMiner and the Power Supply Unit(the “PSU”) applied to it). The terms "you", "your", and "yours" used herein refer to anyone accessing, viewing, browsing, visiting or using the Website. The terms "we", "us", "our" and “CANAAN” used herein refer to Canaan Creative Global PTE. Ltd., and its affiliates and/or subsidiaries.
You agree to comply with any and all the guidelines, notices, operating rules and policies and instructions pertaining to the purchase of Products from this Website, as well as any amendments to the aforementioned, issued by CANAAN from time to time. CANAAN reserves the right to revise these guidelines, notices, operating rules and policies and instructions at any time in its sole discretion and you are deemed to be aware of and bound by any changes to the foregoing upon their publication on the Website. If you breach any of these terms and conditions, your access will be revoked and you may be permanently banned from accessing, viewing, browsing and using this Website. The date on which these terms and conditions were last updated is set out at the top of this page.
PLACE AN ORDER
You should carefully read the Product detail page and terms and conditions for sales before purchasing Products.
When placing an order, you should confirm the information of the Products you have chosen and fill in the shipping information. Such information includes but is not limited to:
- Information of the Product(s): the model of the Product(s), the quantitiy of the Product(s), unit price and total price of the Product(s), relevant fees (such as shipping charges, insurance expenses, import duty, fuel surcharge, temporary surcharge, etc.);
- Shipping Information: shipping address and zip code, the consignee, the contact information of the consignee.
Please note that we take no responsibility and assume no liability for any loss or damages arising from inaccurate or incorrect information entered by you.
You are required to go through our KYC and/or AML process before placing any order. If you have not successfully passed the KYC and/or AML process, your order may be cancelled by us whether or not we have received your payment and/or sent you a Shipment Notification (as defined below).
You shall make payment in required time limit after placing the order. You agree that under some circumstances Canaan Creative Global PTE. Ltd. may engage its affiliates and/or subsidiaries to collect the payment, based on payment services provided by a NON-CANAAN third party. After you have successfully made payment, we will send you an email confirming that your order and your payment has been received by us. You acknowledge and agree that unless otherwise stipulated in this Order Policy, we will not make any refunds in any form or for any reason once you make all or part of the payment. You should carefully read all the policies and information on this website and make careful decisions before placing an order and/or making payment.
As there is great uncertainty in the supply of goods of our suppliers to us, we may not be able to send you all and exactly the Product(s) in your order. You understand and agree that, even if we have received your order and payment, we shall have the right to cancel or modify your order (including but not limited to, modify the model, quantity, quality, TH/s specifications, power efficiency, power consumption, and the spare parts of the Product(s) in your order) at any time and for any reason in our sole discretion before we send you the Shipment Notification (as defined below) without any responsibilities to be borne by us. In the event that we cancel your order, we will promptly return the relevant amount you have paid without interest back to your payment account.
The specification of the Product(s), including but not limited to the model, price and quantity of the Product(s), that we will sell you shall be subject to the email we send you which contains the shipment details of your order (the “Shipment Notification”). Please note that we will not be obliged to supply any other Products which may have been part of your order but are not included in the Shipment Notification.
You agree that even if we have sent you the Shipment Notification, we shall be entitled to rescind or terminate any contract with you (as the case may be) without any liability to you where any of the following circumstances occurs:
- the price of the relevant Products is obviously in error;
- it is highly possible that the relevant Products cannot be shipped to the designated address due to any change of the customs policy or import control policy of the relevant country or other Force Majeure events;
- the relevant Products are no longer available in our inventory or the inventories of our third party providers.
- any laws, regulations or policies and notices issued by any governmental authorities that prohibit the transaction, or cause or may cause the transaction to be invalid or practically impossible to perform.
- other circumstances stipulated in this Order Policy.
The status of your order can be found in your user account information page, which you can review by accessing your user account which you created on our Website.
Please note that at present, this Website, as well as canaan.io;canaan-creative.com is the only official websites of CANAAN, and email@example.com is the only official sales email address of this Website. Please do not place your order with anyone or through any means other than the above official websites or email addresses. We are not bound by any orders that are placed through any means other than through our official websites or official sales email, neither will we be responsible for any losses that you may suffer arising out of such cases. In the event you come across any similar websites, please do not hesitate to contact us at firstname.lastname@example.org.
Please also note that we take no responsibility and assume no liability for any losses or damages to a customer arising from wrong remittance by the customer in connection with the payment for the Products purchased. Whether or not we have sent you a Shipment Notification, we reserve the right to check whether a customer is duly authorized to use certain payment methods, and may suspend the transaction until such authorization is confirmed or cancel the relevant transaction where such confirmation is not available.
PRODUCTS DESCRIPTION, PRICES AND AVAILABILITY
While CANAAN endeavors to provide accurate descriptions of the Products, we do not warrant that such descriptions are accurate, updated or free from error. The Product or service information on this Website may be amended at any time. The textual expressions and picture effects on this Website may be modified and adjusted in real time. For such changes and adjustments, CANAAN may not provide any notice. Commodity information such as Product specifications, function descriptions, parts information, inventory, and purchase limit quantities displayed on this Website will be as accurate and detailed as possible, and match the actual Product information as closely as possible. Due to the limitations of factors such as the development level of Internet technology (such as cache delay, etc.), Product batches and real-time changes in production and supply, this Website does not rule out the possibility of lag or errors in some information. You confirm that you are aware of and understand that such situations may arise, and agree that CANAAN shall not be held responsible or liable in such circumstances.
This Website clearly lists the price of the Products, but you should understand and accept that the price information of the Products on this Website may change from time to time. Before we confirm the receipt of your payment, if the market price of the Product then is higher than the price you paid, we may, at our sole discretion, contact you for instructions, or reject your order and notify you such rejection. You understand and agree that even if we have confirmed receipt of your payment, we are not obliged to sell the Product(s) to you at prices that may be interpreted as a pricing error.
In respect of the unit price and total price of the Products, the amount paid by you shall all be denominated in U.S. dollars. The payments for orders are accepted in US dollars or other designated currency.
Although we endeavor to fulfil your orders and to make commercially reasonable efforts to ensure the supply of Products, due to factors such as production, logistics, third-party supply, etc., we cannot ensure that the product inventory information or the orders you submit can be accurately provided at any time, or that the Products you want to buy (especially pre-order Products or Products that have been sold out) will be in stock. CANAAN will deliver your Products according to the actual supply and logistics situation after the conclusion of the contract. You agree that we may rescind or terminate the contract and cancel your order without any liability to you if we are unable to ship the Products you ordered due to unavailability. After the order is cancelled, we will promptly return the relevant amount you have paid without interest back to your payment account. You also agree that we may only accept part of your order without incurring any liability to you if we are unable to ship all the Products in conformity with your order, and in such case, we will notify you to place a new order, then cancel your original order and make refunds to your payment account. If there is any abnormality in your payment account and you are unable to receive the refunds, we will contact you to provide a new account as well as the statement of such abnormality and other required materials.
TAX AND OTHER CHARGES
Except otherwise expressly specified in the Products detail page, the prices of the Products listed and invoiced by CANAAN on the Website do not include any value added tax, customs duties and other charges (if any) that are applicable to your purchase of the Products on this Website. You are required to bear such value added tax, customs duties and additional charges as applicable in accordance with the relevant laws, regulations and provisions in your area or location. By placing an order on this Website, you expressly agree to waive your rights to hold CANAAN and its directors, employees or agents responsible for its incorrect calculation and collection of the tax in your purchase of the Products through this Website, and for any losses or damages arising thereof.
IMPORTATION OF THE PRODUCTS AND CUSTOMS
If the countries from which our Products are shipped are different from the country which you reside in, you are considered to be the importer of record and must comply with all laws and regulations of the country in which you are receiving the Products. You must ensure that the Products can be lawfully imported into your country before purchasing the Product.
Customers may be subject to import duties and taxes, which are levied once a shipment reaches the relevant country. Any additional charges for customs clearance must be borne by you if not expressly specified otherwise on the Product detail page; we have no control over such charges and cannot predict what charges are applicable. Customs policies vary widely from country to country so please contact your local customs office for further information. Any refusal of payment of the import duties and taxes in any form and by any reason will be regarded as your rejection of the Products, and all consequences and losses or damages arising therefrom shall be borne solely by you.
We may provide information about certain orders, shipments, and Product information--such as titles--to international carriers, and such information may be communicated by the carriers to customs authorities to facilitate customs clearance and compliance with local laws. Customs authorities require us to state the value of the purchased Product directly on the package.
DELIVERY OF THE PRODUCTS
Trade Term in this Order Policy is DDU based on Incoterms 2000 of the International Chamber of Commerce, subject to the terms and conditions of this Order Policy. Please note that the delivery time periods are just estimates, and they are not guaranteed delivery times and should not be relied upon as such.
Notwithstanding the choice of the trade term of this Order Policy, the insurance and delivery costs and any other expenses incurred in connection with the delivery of the Products and the risks associated with the Products (including but not limited to the accidental loss, damage, theft or confistication of the Products) shall be borne solely by you. Even so, we shall have the right to choose a third party that provides shipping services. You also agree that the risks of any damage, seizure or loss of the Products due to any laws or regulations of any country or region or the policies or notices issued by any governmental authorities, such as the restriction or limitation of the purchase or use in the country of receipt, shall be borne by you, and we shall not be responsible for any consequences therefrom.
For the avoidance of doubt, in the event of any inconsistency between the Trade Terms (e.g., DDU based on Incoterms 2000 of the International Chamber of Commerce) and this Order Policy, this Order Policy shall prevail.
If CANAAN fails to deliver the Products on or before the agreed delivery date, we shall have the right to send a written notice to you to adjust the delivery of Products including but not limited to the model, quantity, quality, TH/s specifications, power efficiency, power consumption, the spare parts of the Product (provided that any adjustments will not result in the delivery of a Product that is materially different from the Product that was ordered) and the delivery time agreed in our Shipment Notification , and we shall not be liable to you for any damages or losses in any event.
If the delivery of the order is delayed or cannot be delivered due to the following circumstances, CANAAN does not assume the responsibility for delivery and shall be entitled to terminate the order without any liability to you:
(1) The receipt information you provide is false, inaccurate or incomplete;
(2) No one signs or the receiver refuse to sign for the Products after they arrive at the delivery address;
(3) The Products are damaged during transportation;
(4) When the consignee cannot be contacted, such as the consignee's phone being switched off or does not answer the phone;
(5) Caused by reasons attributable to third parties or force majeure events, such as: natural disasters, traffic martial law, riots, sudden wars;
(6) Failure to receive the Products due to customs, taxation or importing country policies and other consignee's inability to meet relevant requirements;
(7) Other circumstance which result in the failure of delivery attempts.
If the delivery failure of the package is not caused by fault of CANAAN , the detention fee, return fee, cargo damage and other losses arising therefrom shall be borne by you and we shall have the right to deduct such fees from the final settlement of the refund.
You are required to acknowledge receipt of the Products after the carrier’s logistics record indicates that the Products have been delivered to you. Please acknowledge receipt by clicking on your order information page. If you do not acknowledge receipt of the AvalonMiner within 15 days or the PSU within 3days from the delivery date, or if you do not submit any objection in writing to us within the above period of time, you shall be deemed to have acknowledged receipt of the Products. For the avoidance of doubt, unless you submit a written objection within the above period of time indicating that you have not received the Product(s), the date recorded in the carrier's logistics record is the actual delivery date of the Product(s).
You may send a written enquiry to us if we have already sent you a Shipping Notification but have not received the Products in accordance with the Shipping Notification. However, you may not cancel the order without contacting us and acquiring our consent.
Expect as provided for in this Order Policy, after an order has been submitted, a request to cancel the order, refund any part of the price or change the ordered Product(s) to different Products(s) or different batch(es) WILL NOT BE ACCEPTED by CANAAN.
- For AvalonMiner
CANAAN gives a warranty for all delivered AvalonMiner Products for 360 days from the date of dispatch (as such date is indicated on your order information page). If during this period defects in the Products are revealed, we shall repair or replace, free of charge, any part proven defective in material, performance, or workmanship; but we shall not be liable for any losses or potential losses in earning due to defects in the Product. For the avoidance of doubt, you shall pay the inbound shipping charges and we will pay the return shipping charges for any Products required to be replaced or repaired, and you shall bear the local customs clearance fees, transportation fees, insurance fees, and other relevant expenses. You shall bear all and any additional costs incurred due to incorrect or incomplete delivery information provided by you and all and any risks of loss or damage to the Product, or the parts or components of the Products during the transportation period (including the transportation period when the Product is sent to CANAAN and returned by CANAAN to you). Please refer to our After-Sales Repair Service Policy for more details. In the event of any ambiguity or inconsistency between this Order Policy and CANAAN’s After-sales Repair Service Policy from time to time, the After-sales Repair Service Policy shall prevail.
The exclusions of CANAAN’s warranty include: (a) damages caused by your improper installation, operation, usage, maintenance, examination or repair of the Products that is in accordance with the technical requirements of the Products or the requirements of the Products Manual; (b) damages intentionally or carelessly caused by you or any third party; (c) normal wear and tear of the Products; (d) damages resulting from impropeor use, improper repair, accident, abuse or neglect; (e) damages resulting from force majeure; (f) damages caused by undue physical or electrical stress, including but not limited to moisture, corrosive environments, high voltage surges, extreme temperatures, shipping, or abnormal working conditions; (g) damage or loss of data due to interoperability with current and/or future versions of operating system, software and/or hardware; (h) burnt hash boards or chips; (i) the quality, performance, functionality, or compatibility of pre-installed software; and (j) other conditions irrelevant to us.
- For the PSU
CANAAN grants no warranty for the PSU, but you have the right to request us to repair the defective PSU within 3 days from the actual delivery date. Please be aware that if you fail to report and prove the defect in the PSU within 3 days from the actual delivery date, CANAAN shall not be responsible for replacement, repairment or any results relating to the defective PSU.
You shall bear the shipping costs of sending the defective PSU to our designated facility and we shall bear the shipping costs of sending the returned PSU to your designated shipping address. If your designated shipping address is not in the same country as our designated facility, such that import and export customs clearance fees are incurred in both countries, you shall bear the import and export customs clearance procedure and applicable duties/taxes/fees in the country where your designated shipping address is located, and we will bear the import and export customs clearance procedure and its duties/taxes/fees in the country where our designated facility is located. For the purpose of customs declaration, a repair agreement shall be concluded between you and us separately using CANAAN’s template. Save as set out in the above, we shall not bear any additional costs, including but not limited to local duties and other taxes, transportation fees, insurance fees, and other expenses etc.
The risk of damage and loss of the returned PSU in transit will be borne solely by you after we deliver the returned PSU to the first carrier, and if the Product is damaged or lost during the shipping process, CANAAN shall not bear any liability and you should resolve any disputes with the carrier. You may request us to insure the return shipment, provided that the relevant insurance costs and premiums are borne solely by you.
Other than the express warranties set forth in this policy, we disclaim all other representations, guarantees, and warranties, express or implied, including, without limitation, the implied warranties of merchantability or fitness for a particular purpose. Further, we make no warranty or guarantee with respect to any third-party services or Products delivered with or embodied in the services or deliverables provided hereunder.
We are not responsible for any consequences arising from your failure to use the Product in accordance with any instructions, specifications or conditions of use provided to you in writing.
We are not responsible for any loss caused by shutdown or other reasons during Product replacement or maintenance, or any Product related loss caused by confiscation, sealing, seizure, search or other actions by customs or government authorities.
Notwithstanding CANAAN’s warranty, we reserve the right to make changes or improvements in design, firm ware or manufacturing without assuming any obligation to change or improve the Products previously manufactured and/or sold.
Please note that CANAAN’S warranty set out above and its After-sales Repair Service Policy only apply to and are only enforceable by the original purchaser who purchased the Products directly through this Website. For the avoidance of doubt, the PSU you purchased on the Website are not applicable to the CANAAN’S WARRANTIES For AvalonMiner set out above or the After-Sales Repair Service Policy.
YOUR REPRESENTATIONS AND WARRANTIES
You represent and warrant that none of you, any of your subsidiaries or, to the best knowledge of you or your representative, any director, officer, shareholders or employee of you or any of your subsidiaries, is an entity or person who is a) the target of any Sanctions Law, or b) located, controlled, organized, or resident in a country or territory that is, or whose government currently is, the target of countrywide sanctions imposed by any sovereign government sanctions authorities.
You represent and warrant that you are and will be in compliance with any applicable anti-money laundering, anti-terrorist or economic sanctions legislation, regulation or guideline, in respect of the source of funds, entiering into the relevant transaction, or using the Products herein.
You represent and warrant that the execution, delivery and performance of this Order Policy by you have been duly authorized by all necessary corporate action of you (if applicable), and this Order Policy constitutes a valid and binding obligation the customerenforceable against you in accordance with its terms.
You represent and warrant that the execution, delivery, and performance of this Order Policy by you will not (a) violate or conflict with your articles of organization or by-laws (if applicable); or (b) constitute a violation of any law, regulation, order, writ, judgment, injunction or decree applicable to you.
You represent and warrant that once we have delivered the Products to you, we shall not have any further responsibility in connection with the later transactions of the Product made by you, such as assisting with any investigation, providing relevant certifications, dealing with export tax rebate etc.
You represent and warrant that you will cooperate unconditionally with the agency engaged by CANAAN to conduct any audits, including but not limited to confirming payments which have been made, providing the relevant information and feedbacks as required by the auditing agency.
All information supplied by you is and shall be true and correct, and the information does not contain and will not contain any statement that is false or misleading. You shall promptly notify us in writing, and furnish to us any information that we may reasonably request, with respect to the occurrence of any event or the existence of any state of facts that would result in your warranties not being true.
You shall defend, indemnify, and hold harmless CANAAN and its respective officers, directors, employees, agents, servants, subcontractors, and distributors from and against any and all actions, claims, demands, suits, judgments, liabilities, expenses (including but not limited to reasonable attorney’s fees), losses, or damages of whatever nature arising out of or relating to (i) any breach by you of any representation, warranty, covenant or obligation hereunder; (ii) any third party claim against you in respect of infringement of a third party’s intellectual property rights arising out of your use of the Product; and (iii) any other third-party claims to the extent caused by acts or omissions of you.
INTELLECTUAL PROPERTY RIGHTS
The intellectual property rights contained in the Product(s), made, conceived or developed by CANAAN for the Product(s) and/or, achieved, derived from, related to, connected with the provision of the Product(s) by us and/or acquired by us from any other person shall be the exclusive property of CANAAN.
All intellectual property rights in the Product(s) shall remain the exclusive property of CANAAN. You shall not violate the intellectual property rights of CANAAN. Nothing in this Order Policy will function to transfer CANAAN’s intellectual property rights in connection with the Product to you or to any third party. No right or license is granted or implied under any of CANAAN’s patents, copyrights, trademarks, trade names, service marks or other intellectual property rights to you or to any third party. If you infringe, violate, or misappropriate any intellectual property rights of CANAAN, we reserve the right to commence proceedings against you to stop you from continuing such infringement, violation or misappropriation and claim for damages against you.
Illegal use or infringement of the intellectual property rights of the Product in any way is prohibited. Otherwise, we shall have the right to request you to take immediate remedial measures and assume full responsibility, including but not limited to ceasing the infringement immediately, eliminating the impact, and compensating CANAAN for all losses arising out of the infringement, etc.
You are prohibited from using any means to disassemble, map or analyze the Products to retrieve relevant technical information of the Products and use it for any purpose. Otherwise, you shall be liable for all damages and losses caused to CANAAN in accordance with this Order Policy.
DISCLAIMERS AND LIMITATIONS OF LIABILITY
While we make every effort to ensure that the contents of this Website are accurate and complete, this Website is provided on an "AS IS," "as available" basis only without warranties of any kind either express or implied. CANAAN does not warrant that the contents in this Website will be complete, timely, suitable, accurate, uninterrupted, free of erros, viruses or other harmful components, or that the download, installation or use of any content in this Website in or with any device will not affect the functionality or performance of the device. You expressly agree that your access to, viewing of, browsing, visiting or use of this Website is at your sole risk.
In no event shall CANAAN be liable to you for any damages, losses, expenses, liabilities under any causes of action (whether in contract or tort including, but not limited to negligence, or otherwise) caused through the use of, or the inability to use the content of this Website. In the event that CANAAN is liable for damages despite the foregoing provision, you agree that CANAAN’s aggregate liability to you for any and all causes of action shall not exceed the amount of one hundred percent (100%) of the payment actually received by CANAAN from you for the Product(s).
The Products are provided to you strictly on an “AS IS” basis. All conditions, representations, and warranties, whether expressed or implied, including but not limited to warranties of merchantability, title, fitness for a particular purpose, or non-infringement of third party rights, are hereby disclaimed to the maximum extent permitted by applicable laws.
In no event shall CANAAN be liable for any indirect, special, consequential, or incidental damages (including but not limited to loss of goodwill, loss of business, loss of anticipated profits, loss of revenue, loss of contract, or loss of business opportunity) that result from the Products, or the use of the Products. In the event that CANAAN is liable for damages despite the foregoing provision, you agree that CANAAN’s aggregate liability to you for any and all causes of action shall not exceed the the amount of one hundred percent (100%) of the payment actually received by CANAAN from you for the Product(s).
COMPLIANCE WITH LAWS AND REGULATIONS
You undertake that you will fully comply with all applicable laws in relation to export and import controls and sanctions and shall not take any action that would cause CANAAN or any of its Affiliates to be in violation of any applicable export and import control laws, regulations or sanctions. For the purpose of this Order Policy, “Affiliate” means, in the case of a Person other than a natural person, any other Person that directly or indirectly Controls, is Controlled by or is under common Control of the Person. You shall also be fully and exclusively liable for and shall defend, fully indemnify and hold harmless CANAAN and/or its Affiliates from and against any and all claims, demands, actions, costs or proceedings brought or instituted against CANAAN and/or its Affiliates arising out of or in connection with any breach by you or the carrier of any applicable laws in relation to export and import control or sanction.
You shall not export, re-export, transfer or otherwise release Products provided by CANAAN, directly or indirectly, to or for: i) a U.S. prohibited destination, such as Iran, Syria, North Korea, Crimean region, Venezuela and Cuba, or a national thereof wherever located, or to any other country subject to restriction under applicable laws and regulations of any countries and international organizations; ii) any sanctioned person or entity identified on the U.S. Consolidated Screening List (see https://2016.export.gov/ecr/eg_main_023148.asp) or subject to sanctions administered by the U.S. Department of Treasury’s Office of Foreign Assets Control (OFAC) (see http://sanctionssearch.ofac.treas.gov/); iii) the design, production or use of military, nuclear, missile or chemical & biological weapons activities or systems and any party engaged in such activities; and iv) the target of economic sanctions administered by the United Nations Security Council, the European Union, Her Majesty’s Treasury or Singapore.
You have fully understood that the Products are not classified as household appliances or consumer electronics, and shall not be regulated by any applicable consumer protection laws. You warrant that the purchase and use of the Products do not violate the laws and regulations of the country or region under which you are based in, or where the Products are operated.
USAGE BY MINORS
This Website is not intended for or directed to persons who are minors (typically persons under the age of 18, depending on where you live). Because we cannot prohibit minors from accessing this Website, we must rely on parents, guardians and those responsible for supervising minors to decide which materials are appropriate for minors to view and/or purchase. By registering with this Website, purchasing Products from us or providing us with any information, you represent to us that you are legally permitted to enter into a binding contract (18 years of age or older in most jurisdictions) or, if you are under the legal age of consent, you have the express permission from your parent or guardian and that any information you provide to us is not inaccurate, deceptive or misleading.
We require that all purchases be made either (i) by individuals who are not minors and who can legally enter into binding contracts (typically persons 18 years of age or older, depending on where you live), or (ii) by minors with the permission of a parent or guardian to purchase items on this Website.
Neither party shall be liable for the delays in certification, stocking, shipment or delivery due to the force majeure events. For the avoidance of doubt, force majeure events include but are not limited to decrees, (legislative) acts/omissions and (or) decisions of governmental authorities, flood, fire, drought, typhoon, earthquake, and other acts of God, transportation accident, strike, riots, and war, which prevents a party from performing all or part of any of its obligation under this Order Policy. In the event of the force majeure, the affected party shall notify the other party as soon as reasonably practicable that the delivery date of Products will be delayed due to force majeure. For the avoidance of doubt, in the event of force majeure, CANAAN will not be liable for losses or damages arising as a result of any delay or failure of delivery or any issues relating to the quality of the Products.
APPLICABLE LAW AND DISPUTE RESOLUTION
This Order Policy shall be governed by and construed in accordance with the laws of Singapore excluding conflict of laws provisions which may direct the application of another jurisdiction’s laws. Any disputes arising out of or in connection with this Order Policy, including any question regarding its existence, validity or termination, shall be referred to and finally resolved by arbitration administered by the Singapore International Arbitration Centre (“SIAC”) in accordance with the Arbitration Rules of the Singapore International Arbitration Centre (“SIAC Rules”) for the time being in force, which rules are deemed to be incorporated by reference in this clause. The seat of the arbitration shall be Singapore. The Tribunal shall consist of one arbitrator. The language of the arbitration shall be English. The arbitral award is final and binding upon both parties.
INCONSISTENCY WITH THE SALES AND PURCHASES AGREEMENT
In the event of any ambiguity or discrepancy between this Order Policy and any future INTERNATIONAL SALES CONTRACT between the parties, the INTERNATIONAL SALES CONTRACT shall prevail and the parties shall comply with and give effect to the INTERNATIONAL SALES CONTRACT.