Terms & Conditions
Proper Resell Corp. (Doing Business As PRC Distribution)
Last Updated: January 2026
These Terms and Conditions (“Terms”) govern all transactions between Proper Resell Corp., doing business as PRC Distribution (“PRC Distribution,” “Company,” “we,” “us,” or “our”) and any customer (“Customer,” “Buyer,” or “you”). By requesting a quote, submitting a purchase order, or purchasing products, you agree to be bound by these Terms.
1. Business Relationship & Scope
PRC Distribution operates exclusively as a wholesale and distribution company of physical electronic goods.
No products are sold directly through this website. All sales are conducted through purchase orders (POs), written quotations, invoices, or credit agreements.
Any additional or conflicting terms proposed by Customer are expressly rejected unless agreed to in writing by an authorized officer of the Company.
2. Eligibility
Customer confirms that it is:
A legally registered business
Authorized to enter binding agreements
Purchasing for resale, distribution, or commercial use
PRC Distribution does not sell to consumers.
3. Quotations & Pricing
All quotations are non-binding unless stated otherwise in writing.
Prices are subject to change prior to order acceptance.
Prices do not include taxes, customs duties, insurance, freight, or other charges unless expressly stated.
Customer is responsible for all applicable GST/HST, VAT, import and export duties, and similar taxes.
PRC Distribution reserves the right to correct clerical, typographical, or pricing errors.
4. Orders & Acceptance
All orders must be submitted by purchase order or other Company-approved written format.
All orders are subject to acceptance by PRC Distribution and may be rejected at our discretion.
Once accepted, orders may not be cancelled or modified without written approval and may be subject to cancellation or restocking fees.
5. Payment Terms & Credit
Payment terms (including Net 30 or Net 60) are subject to credit approval.
PRC Distribution may suspend or revoke credit at any time.
Late payments accrue interest at 2% per month (24% annually) or the maximum rate permitted by law.
Customer is responsible for all costs of collection, including legal fees and collection agencies.
PRC Distribution reserves the right to require payment in advance or additional security at any time.
6. No Refunds & Final Sale
Due to the nature of wholesale electronics, all sales are final.
No refunds, returns, or cancellations are permitted once an order is accepted or payment is received.
Any attempt to charge back or reverse payment is considered a breach of contract.
7. Product Condition & Warranty
Unless otherwise stated in writing, all products are sold AS-IS.
No manufacturer or reseller warranty is provided.
PRC Distribution does not guarantee warranty eligibility.
8. Delivery, Shipping & Risk of Loss
Delivery dates are estimates only.
Risk of loss and title transfer to the Customer once the shipment leaves PRC Distribution’s facility.
PRC Distribution is not responsible for carrier delays, customs holds, or events beyond its control.
Customer must inspect all shipments and report damage or shortages within 3 business days.
9. Damage, Loss & Freight Claims
If a shipment arrives damaged or incomplete, Customer must submit a written claim within 3 business days with supporting evidence, including photos and carrier documentation.
PRC Distribution may, at its sole discretion, approve partial reimbursement, account credit, replacement, or other remedy for verified claims.
No reimbursement is guaranteed and all decisions are final.
10. International Sales
For international shipments, Customer is the importer of record and is responsible for all customs, compliance, VAT, and import/export laws.
PRC Distribution is not responsible for customs delays, refusals, seizures, or regulatory issues in the destination country.
11. No Guarantee of Profit
PRC Distribution does not guarantee resale value, profit margins, market demand, or product performance.
Customer assumes all commercial risk.
12. Limitation of Liability
PRC Distribution is not liable for:
Lost profits
Business interruption
Market losses
Indirect or consequential damages
Total liability shall never exceed the amount paid for the goods.
13. Fraud & Verification
PRC Distribution may verify customer identity and request business documents.
Fraudulent activity may be reported to authorities.
14. Intellectual Property & Confidentiality
All logos, branding, pricing structures, and content are owned by Proper Resell Corp.
All pricing, suppliers, and deal terms are confidential and may not be disclosed without permission.
15. Governing Law
These Terms are governed by the laws of Ontario, Canada.
All disputes shall be resolved exclusively in Ontario courts.
16. Acceptance
By submitting a purchase order, requesting pricing, or buying products from PRC Distribution, you confirm that you have read, understood, and agreed to these Terms.