Terms & Conditions (Legal).

© 2026 Agile Apparel Source. All rights reserved.

PURCHASE & WARRANTY POLICY.

1. PAYMENT & FINANCIAL SECURITY.

  • Payment Structure: A 50% initial deposit is required to secure production capacity and initiate raw material procurement. The remaining 50% balance, plus shipping costs, must be settled in full prior to dispatch (Ex-Works/FOB terms).

  • Liquidated Damages: The deposit shall constitute Liquidated Damages, representing a genuine pre-estimate of the Seller’s losses. If actual substantiated losses exceed the deposit, the Seller reserves the right to claim the higher amount.

  • No Set-off Clause: The Buyer shall not be entitled to withhold or deduct any amounts from payments due for any reason, including disputed claims from prior orders.

2. PRODUCTION COMMENCEMENT & CANCELLATION.

  • Commencement: Production is deemed commenced upon: (i) raw material procurement, (ii) fabric cutting, or (iii) allocation of specific production capacity.

  • Anti-Cancellation: Once commenced, the deposit is Non-Refundable. The Buyer is liable for all Work-in-Progress (WIP) costs incurred.

3. TITLE & RISK TRANSFER (INCOTERMS 2020).

  • Transfer of Risk: Risk of loss passes to the Buyer upon delivery to the carrier at the designated port/factory gate.

  • Retention of Title: Agile Apparel Source LLC retains full legal ownership (Title) of the Goods until the total contract value is paid in full.

4. QUALITY, WARRANTY & REMEDY (THE "HAU" SPECIAL).

  • Hard Inspection Deadline: The Buyer has 07 calendar days post-delivery to inspect and report manufacturing defects. After this period, the order is deemed absolutely accepted, and no further claims will be entertained.

  • Industry Tolerance: A standard tolerance of $\pm$ 2 cm on measurements and $\pm$ 5% on quantity is applicable and shall not be deemed a defect.

  • Seller’s Exclusive Remedy: In the event of confirmed defects, Agile Apparel Source LLC reserves the exclusive right to choose the method of resolution: (i) Repairing the goods, (ii) Replacing the items in the next order, or (iii) Issuing a Credit Note for future purchases. Cash refunds are explicitly excluded.

  • Liability Cap: Total liability shall not exceed 100% of the order value. The Seller is not liable for indirect or consequential losses (e.g., lost profits or brand damage).

5. DISPUTE RESOLUTION & GOVERNING LAW.

  • Governing Law: Laws of the State of Montana, USA. CISG is explicitly excluded.

  • Arbitration: Any dispute shall be finally resolved by binding arbitration at the Singapore International Arbitration Centre (SIAC). Seat: Singapore. Language: English.

  • Entire Agreement: This document supersedes all prior communications (emails, chats, or verbal promises).