TERMS AND CONDITIONS OF SALE

These Terms and Conditions of Sale apply to all sales of products and services by Onyx for Urban Cities Solutions, a company registered under the laws of Palestine, with its principal office located at WestBank ("Seller"), to any purchaser ("Buyer").

1. Acceptance of Terms By placing an order for Products, the Buyer agrees to be bound by the terms and conditions of this Agreement. No variation or modification of these terms will be binding unless agreed in writing by an authorized representative of the Seller.

2. Orders and Acceptance All orders for Products submitted by Buyer are subject to acceptance by Seller. Seller reserves the right to reject any order at its discretion. Acceptance of an order will be communicated by the issuance of an order confirmation or by delivering the Products.

3. Prices All prices quoted by Seller are exclusive of any taxes, duties, and shipping costs unless otherwise specified. Prices are subject to change without notice, but the prices quoted at the time of the order's acceptance will apply.

4. Payment Terms Payment for the Products is due within 30 days from the date of invoice unless otherwise agreed in writing. Seller reserves the right to charge interest at a rate of [specify rate, e.g., "1.5% per month"] on overdue amounts.

5. Delivery and Risk of Loss Seller will make reasonable efforts to meet the delivery dates quoted but does not guarantee these dates. All risk of loss or damage to the Products passes to Buyer upon delivery to the shipping carrier. Seller is not responsible for any delays in delivery due to circumstances beyond its control.

6. Title Ownership of the Products will pass to the Buyer only when full payment has been received by the Seller.

7. Inspection and Acceptance Buyer must inspect the Products upon receipt and notify Seller within 5 business days of any defects or non-conformities. Failure to provide such notice will constitute acceptance of the Products.

8. Warranty Seller warrants that the Products will be free from material defects for a period of 12 months from the date of delivery. This warranty does not cover defects arising from misuse, alteration, or improper installation by Buyer. Any defective Products must be returned to Seller for repair or replacement.

9. Limitation of Liability Seller’s liability under this Agreement is limited to the replacement or repair of the defective Products. In no event will Seller be liable for any indirect, incidental, or consequential damages, including but not limited to loss of profits, business interruption, or loss of data.

10. Force Majeure Seller is not liable for any delay or failure in performance due to events beyond its reasonable control, including but not limited to acts of God, natural disasters, strikes, labor disputes, or government actions.

11. Cancellation and Returns Buyer may not cancel an order once accepted by Seller unless Seller agrees in writing. Returns of Products are only permitted with prior written consent from Seller and may be subject to a restocking fee.

12. Governing Law and Jurisdiction This Agreement will be governed by and construed in accordance with the laws of State of Palestine. Any disputes arising under this Agreement will be subject to the exclusive jurisdiction of the courts located in State of Palestine.

13. Entire Agreement This Agreement constitutes the entire agreement between the parties regarding the sale of the Products and supersedes any prior agreements, representations, or understandings.