Terms and Conditions govern all transactions, purchases, orders, and business relationThese ships between Sorakai.co (“Sorakai,” “we,” “us,” or “our”) and its clients and partners (collectively referred to as the “Purchaser” or “you”). By placing an order or entering into a business relationship with Sorakai, you acknowledge that you have read, understood, and agreed to these Terms and Conditions in their entirety.

1. General Provisions

1.1  By placing an order with Sorakai.co, the Purchaser confirms acceptance of these Terms and Conditions (“T&C”) and declares understanding of their content. These T&C form an integral part of any purchase agreement between Sorakai and the Purchaser.

1.2  Sorakai.co is an import/export and custom procurement business specializing in the hospitality industry, operating under the registered entity in Canada. All written agreements between the parties shall prevail over these T&C.

1.3  Sorakai reserves the right to amend these T&C at any time. The Purchaser will be notified of material changes, and continued use of Sorakai services constitutes acceptance of updated terms.

2. Ordering Procedure

2.1  All orders must be submitted in writing to avoid error or duplication. Verbal or telephone orders are not accepted. Purchase orders may be sent by email, mail, or fax to your Sorakai representative.

2.2  A binding purchase agreement is formed upon Sorakai issuing a written order confirmation or at the time of delivery of goods, whichever occurs first.

2.3  All price quotations issued by Sorakai are valid for 60 days from the date of issuance and are subject to change or withdrawal by written notice within that period.

2.4  Sorakai reserves the right to decline any order at its sole discretion.

3. Prices, Taxes, and Service Charges

3.1  All prices are stated in the applicable currency at the time of order confirmation. Sorakai reserves the right to adjust pricing at any time for products not yet under confirmed order.

3.2  All applicable sales, use, excise, customs, and other taxes or duties are the sole responsibility of the Purchaser. If tax exemption is claimed, the Purchaser must provide appropriate documentation.

3.3  A minimum order value of $500.00 CAD applies to standard product orders. This minimum does not apply to replacement or spare parts orders.

3.4  For any order requiring custom specifications, bespoke finishes, or specialized procurement, Sorakai reserves the right to apply additional handling or sourcing fees. These will be disclosed prior to order confirmation.

4. Terms of Payment

4.1  Standard Credit Accounts:  For Purchasers with established open credit, payment is due NET 30 days from the invoice date. Sorakai reserves the right to place accounts on hold, alter payment terms to C.O.D., or close accounts for non-payment.

4.2  New or Unestablished Accounts:  A 50% non-refundable deposit is required upon placement of order. The remaining 50% is due prior to shipment. For all orders under $10,000 CAD, full payment is required at the time of order confirmation.

4.3  Custom & Special Orders:  A 50% non-refundable deposit is required for all orders involving custom finishes, bespoke modifications, or specialty procurement. This deposit is forfeited upon cancellation.

4.4  Late payments will accrue interest at a rate of 10% per annum from the date of invoice due date until full payment is received.

4.5  All bank transfer fees, wire charges, currency conversion costs, and other transaction-related costs are the sole responsibility of the Purchaser.

5. Order Changes and Cancellations

5.1  After order confirmation, changes or cancellations require written consent from Sorakai. Special, custom, and made-to-order items cannot be changed or cancelled under any circumstances.

5.2  Standard orders cancelled after shipment are subject to a 30% restocking charge. All cancellation requests must be submitted in writing to your Sorakai representative.

6. Packaging

6.1  All goods are packaged to minimize the risk of damage during transport to their final destination, in compliance with carrier requirements.

6.2  Where packaging specifications are not agreed upon in the order, Sorakai will determine appropriate packaging at its discretion.

7. Delivery, Shipment, and Storage

7.1  All Sorakai products are shipped EXW (Ex Works), unless otherwise stated in writing. Risk of loss transfers to the Purchaser upon delivery to the first carrier.

7.2  Delivery dates are estimated and subject to change due to inventory fluctuations, manufacturing timelines, customs delays, transportation constraints, or other causes beyond Sorakai’s reasonable control.

7.3  Partial deliveries are permitted and may be invoiced separately. Transport insurance and customs clearance are governed by the agreed INCOTERMS.

7.4  If the Purchaser requests postponement of delivery beyond the scheduled date and goods are already prepared, Sorakai may transfer goods to storage at the Purchaser’s risk and expense. Such transfer constitutes delivery for invoicing purposes.

8. Claims, Inspection, and Returns

8.1  The Purchaser must inspect all goods upon receipt. Any claims for damage, defects, errors, or shortages must be submitted in writing within 10 business days of delivery. Failure to do so constitutes acceptance of the goods as received.

8.2  Sorakai is not responsible for damage to goods occurring in transit or storage. Purchasers must file all carrier damage claims within 72 hours of receipt.

8.3  No returns will be accepted without prior written authorization from Sorakai. Approved returns of non-defective goods must be made within 30 days of shipment date, in original, undamaged, resalable packaging with no markings or alterations.

8.4  Approved returns of non-defective goods are subject to a 30% restocking fee. Special, custom-made, or discontinued items are non-returnable under any circumstances.

8.5  Returns of defective goods must be freight prepaid at the Purchaser’s expense and are subject to Sorakai’s warranty policy and return procedures.

9. Limited Warranty

9.1  Sorakai warrants that all products are free from defects in materials and workmanship for a period of one (1) year from the date of delivery. During this warranty period, Sorakai will, at its discretion, repair or replace defective products at no charge.

9.2  This warranty does not apply to damage resulting from: accident, alteration, tampering, misuse, negligence, abuse, unauthorized modification, improper installation, failure to follow product instructions, or operation outside specified conditions.

9.3  This warranty does not cover consumable items such as light bulbs, LEDs, LED tape, batteries, electrical parts, or power supplies not manufactured directly by Sorakai.

9.4  Handcrafted or artisan products may exhibit natural variations including minor air bubbles, light streaks, or surface blemishes. These characteristics are inherent to artisan manufacturing and do not constitute defects.

9.5  No warranty is provided for products exported outside of Canada and the United States, or for items where faulty on-site installation has occurred. No charge-backs for labour or materials will be accepted without prior written approval from Sorakai.

10. Limitation of Liability

10.1  Sorakai’s liability for any claim arising out of or related to any order or contract shall not exceed the total purchase price paid by the Purchaser for the goods giving rise to the claim.

10.2  In no event shall Sorakai be liable for indirect, incidental, special, consequential, or punitive damages, including loss of revenue, profits, or business opportunity, regardless of the nature of the claim.

10.3  The Purchaser is solely responsible for ensuring compliance with all applicable federal, provincial, state, and local laws and regulations governing the installation, use, maintenance, and operation of products.

11. Retention of Title

11.1  Title to all goods remains with Sorakai until full payment has been received. The Purchaser assumes all risk of loss upon delivery.

11.2  Until title passes, the Purchaser shall store goods separately and identifiably. In the event of Purchaser insolvency, Sorakai reserves the right to reclaim unpaid goods.

12. Intellectual Property

12.1  All trademarks, logos, design documentation, technical drawings, catalogues, brochures, and product specifications provided by Sorakai or its suppliers remain the intellectual property of their respective owners.

12.2  The Purchaser may not reproduce, distribute, alter, or publicly display any proprietary materials without prior written consent.

12.3  Where Sorakai procures goods manufactured to the Purchaser’s designs or specifications, the Purchaser warrants that such designs do not infringe the intellectual property rights of any third party, and indemnifies Sorakai against all related claims.

13. Force Majeure

13.1  Sorakai shall not be liable for delays or failure to perform resulting from circumstances beyond its reasonable control, including but not limited to: acts of God, war, civil unrest, government actions, pandemics, supply chain disruptions, customs delays, labour shortages, transportation interruptions, or natural disasters.

13.2  In the event of a force majeure condition lasting more than 90 days, either party may withdraw from the affected order by providing written notice, without liability for resulting damages.

14. Product Specifications

14.1  Sorakai reserves the right to modify product specifications, dimensions, finishes, and technical details without prior notice, for manufacturing or product improvement purposes.

14.2  Dimensions, weights, and other specifications in catalogues or price lists are provided for guidance only. Sorakai will not be liable for chargebacks related to dimensional errors in published materials.

15. Governing Law and Dispute Resolution

15.1  These Terms and Conditions are governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict of law principles.

15.2  The parties will attempt to resolve any disputes through good-faith negotiation. If negotiation fails, disputes shall be resolved through binding arbitration in accordance with the Arbitration Act of Ontario.

15.3  The parties agree that any legal proceedings shall be conducted in Toronto, Ontario, Canada.

16. Contact Information

For all order inquiries, claims, or T&C questions, please contact Sorakai.co through the contact form at www.sorakai.co or by emailing your designated Sorakai representative.