Terms and Conditions

These Terms and Conditions were last modified on June 18, 2025.

Welcome to SemiKey.

SemiKey Limited ("SemiKey", "we", "us") hereby reminds our customers ("customer", "you", or "your"), that by accessing, visiting, browsing, using, or attempting to interact with any part of SemiKey, you agree that the acceptance of the Products and/or Services from SemiKey is subject to the following Terms and Conditions. These Terms and Conditions may be modified at any time and from time to time. Any changes will be effective immediately upon posting the revised terms and conditions. Customer defaults to consent to all the changes by continued access to SemiKey.

Acceptance, Changes, Cancellation of Orders

All orders are to be placed online. Steps: Add parts to the shopping cart > check out > choose shipping method > choose payment option > submit the order > order confirmation > delivery.

Orders may not be canceled or rescheduled without SemiKey’s agreement. Unpaid orders can be canceled by the Customer's account on their own. Should there be any changes to a paid order, Customers may call or email the support team in time. Non-standard products are products SemiKey has to order from a supplier specifically for the Customer. This also includes products not normally in stock or orders where value-added services have been incorporated into products. Non-standard products are non-cancelable and non-refundable. SemiKey may identify Products as non-standard or "NC/NR" by various means including quotes, product lists, attachments, or exhibits. If after acceptance by SemiKey of the Customer’s order, the Customer cancels the order, SemiKey may request the Customer pay reasonable cancellation or reliance charges. Customer requests to reschedule are subject to acceptance by SemiKey at its sole discretion. Orders shall not be canceled or rescheduled after the order has been picked up by the shipping carrier.

SemiKey reserves the right to cancel any order due to unexpectedly insufficient supply by the supplier.

SemiKey reserves the right to decline to trade with any company or person.

Shipping & Delivery

SemiKey may use any method of delivery available. The shipping costs will be prepaid and added to your order if the SemiKey bill account is selected. All import licenses, duties, tariffs, taxes, and brokerage fees will be the Customer's responsibility. Time for delivery and/or performance will not be of the essence and SemiKey reserves the right to delay dispatch for a number of reasons, including to perform any necessary credit or anti-fraud checks or procedures or to ensure that payment in full has been received in cleared funds. Where dispatch is delayed for such reasons, SemiKey will use reasonable endeavors to inform the Customer.

Handling/Restocking Fee

There is no minimum order amount required. However, to cover the labor cost, a certain handling fee will be added to the Customer's order if the total merchandise value is less than $15. Orders will be immediately processed by SemiKey once they are made by the Customer. In this way, any wish to cancel part of an order or the whole order may incur a restocking fee of 15%.

Price

SemiKey endeavors to ensure that prices for Supplies are accurately set out in the Catalogue but does not guarantee the currency or accuracy of any such information. Quotes and pricing for undelivered Products may change at any time, including, without limitation, in the event of any increase in SemiKey's cost, changes in market conditions, quoting errors, or any other causes beyond SemiKey’s reasonable control. Prices are exclusive of taxes, impositions, and other charges, including sales, use, excise, value-added and similar taxes or charges imposed by any government authority, international shipping charges, forwarding agent's and broker's fees, bank fees, consular fees, and document fees.

SemiKey does not provide a Price Protection Service. Customers acknowledge that they cannot cancel or return products and SemiKey will not refund the difference if the product's price drops after purchase, including but not limited to the following factors:

• SemiKey slashes prices for a clearance sale.
• SemiKey obtains new stock at a better price.
• SemiKey adjusts the price to comply with market fluctuations.

Payment

Payment should be 100% prepaid in case of any issues processing the order. SemiKey offers the following payment methods:

• PayPal
• Credit/ Debit Card
• Wire Transfer

Customers are deemed to be responsible for all bank charges, such as the wire charge and intermediary bank charge. The shipment may be affected if there is any shortage of the remittance amount given on the invoice. Invoices will be sent automatically to the Customer's purchasing email address or the Customer can download them directly from the SemiKey account.

For all other orders, upon approval of credit terms of payment are net thirty (30) days from the date of invoice unless otherwise specified in writing by SemiKey, should be fully paid without due. SemiKey reasonably believes that the Customer's ability to make payments may be impaired, or if Customer fails to pay any invoice when due, SemiKey may suspend delivery of any order, or any remaining balance, until such payment is made, or cancel any order, or any remaining balance. Customer will remain liable to pay for any Products already shipped, and all Non-Standard Products ordered by Customer. Customer agrees to submit such financial information as SemiKey may reasonably require for the determination of credit terms and/or continuation of credit terms.

SemiKey reserves the right to establish and/or change credit and payment terms extended to Customer when, in SemiKey’s sole opinion, Customer’s financial condition, or previous payment record warrants such action. Further, on delinquent accounts, SemiKey shall not be obligated to continue performance under any agreement with Customer.

All late payments shall be charged interest of 1.5% per month. If Customer fails to make payment when due, SemiKey may pursue any legal or equitable remedies.

Return Policy

Returns are normally required to be submitted within 30 days from the date the parcel is delivered. SemiKey does not accept return requests if it is not due to quality reasons.

If SemiKey agrees to accept a return, return freight charges must be prepaid by Customer.

SemiKey will not accept COD shipments.

Some products may require a return directly to the manufacturer. All returned items must be in the original packaging, unused, untested, un-programmed, and in a resalable condition.

Customer should contact a Customer Service Representative for a Return Materials Authorization.

Any ESD, programmable semiconductors, or moisture-sensitive product returned that has been opened will not be eligible for credit.

Products returned solely due to Customer error may be subject to a 15% restocking charge.

Non-Cancellable/ Non-Returnable

At the time of purchasing, Customer understands that "NC/NR" products are obtained by SemiKey from the manufacturer specifically for the Customer. Irrespective of circumstances, the Customer agrees that "NC/NR" products may not be canceled, returned, or rescheduled by the Customer without the agreement of both SemiKey's supplier and the consent of SemiKey. Products labeled as moisture-sensitive or Electro-Static Sensitive (ESD) are NC/NR if the packaging has been opened.

Force Majeure

SemiKey will not be liable for delays in delivery or for failure to perform its obligations due to causes beyond its reasonable control including, but not limited to, product allocations, material shortages, labor disputes, transportation delays, unforeseen circumstances, acts of God, acts or omissions of other parties, acts or omissions of civil or military authorities, Government priorities, fires, strikes, floods, severe weather conditions, computer interruptions, terrorism, epidemics, quarantine restrictions, riots or war. SemiKey's time for delivery or performance will be extended by the period of such delay or SemiKey may, at its option, cancel any order or remaining part thereof, without liability by giving notice to Customer.

Warranty

SemiKey will transfer to Customer any transferable warranties or indemnities that the manufacturer of the Product or the third party vendor/service provider provides to Customer. SemiKey SHALL HAVE NO LIABILITY TOWARDS Customer BEYOND THE EXPRESS TERMS OF SUCH MANUFACTURER PRODUCT WARRANTIES. SemiKey ASSUMES NO LIABILITY FOR THE QUALITY OF THE WORK PERFORMED OR SERVICES RENDERED BY THIRD PARTY VENDORS/SERVICE PROVIDERS. IT IS Customer'S OBLIGATION TO REQUEST COPIES OF ANY APPLICABLE MANUFACTURER WARRANTIES AND Customer SHALL BE DEEMED TO HAVE ACCEPTED SUCH WARRANTIES UPON ACCEPTANCE OF THE PRODUCTS AND/OR SERVICES.

All SemiKey purchases come with a 30-day SemiKey warranty against any manufacturing defects. This warranty shall not apply to any item where defects have been caused by improper Customer assembly, failure by Customer to follow instructions, product modification, negligent or improper operation.

Limitation of Liability

In no event shall SemiKey be liable to you or to any third party for any indirect, incidental, special, consequential, punitive or exemplary damages (including without limitation lost profits, lost savings, or loss of business opportunity) arising out of or relating to any product, even if we have been advised of the possibility of such damages. Subject to the foregoing, in no event shall the liability of SemiKey relating in any way to any product exceed the purchase price for the product, regardless of the legal theory asserted for such liability, whether in contract, tort, warranty or otherwise. You acknowledge that the amounts payable for the products are based in part on these limitations, and you further agree that these limitations shall apply notwithstanding any failure of essential purpose of any limited remedy.

Intellectual Property

If any Product includes software or other intellectual property, such software or other intellectual property is provided by SemiKey to Customer subject to the copyright and user license, if any, for such Products, the terms and conditions of which are set forth in the license agreement accompanying such software or other intellectual property. Nothing herein shall be construed to grant any rights or license to use any software or other intellectual property in any manner or for any purpose not expressly permitted by such license agreement. Customer acknowledges and understands that SemiKey is not the manufacturer of any Products ordered or to be supplied to Customer and is not liable to Customer or any third party for any copyright, design or patent issue, right or claim that may arise in relation to any Product.

Export Term of Use

Customer certifies that it will be the recipient of Products to be delivered by SemiKey. Customer acknowledges that the Products are subject to the export and/or import control laws and regulations of various countries, and by ordering them, you agree that they will not be used in life support systems, human implantation, nuclear facilities or systems, or any other application where product failure could lead to loss of life or catastrophic property damage. The Customer shall be responsible for complying with any legislation or regulations governing the import of such products/services in the country of destination and paying any corresponding duties.

Customer warrants that without legal licenses or authorization, it will not directly or indirectly export, re-export, or transfer (or cause to be exported, re-exported, or transferred) any items purchased from SemiKey to any country, jurisdiction, individual, corporation, organization, or entity that is sanctioned or embargoed by the United States Government, the European Union, or by any other applicable governmental authorities.

Customer agrees to bear the full responsibility for the product, or for violating the relevant obligations of export restrictions.

Due to numerous sanctions imposed upon Russia and Belarus by governments and organizations around the world, SemiKey will not ship any Products to Russia, the Donetsk and Luhansk regions of Ukraine, and Belarus.

Customer agrees that SemiKey shall not be liable, in whole or in part, for any claim, loss, or damage arising out of Customer’s illegal sale, or use. If Customer breaches this Agreement, Customer will indemnify and hold SemiKey harmless from any loss, claim, or damage arising out of or resulting from such breach.

Governing Laws and Dispute Resolution

Governing Laws:

The execution, performance, interpretation, modification, and disputes settlement of this Agreement shall be governed by the laws of Hong Kong, excluding its conflict-of-law provisions. You agree that this Agreement is signed in Hong Kong.

Arbitration:

Any dispute or controversy between you and SemiKey based on this Agreement shall be first settled through friendly negotiation. If no settlement can be reached through friendly negotiation, you unconditionally consent and agree that any claim, dispute or controversy (whether in contract, tort or otherwise) you may have against any SemiKey entity, the directors, agents, and employees of any SemiKey entity arising out of, relating to, or connected in any way with SemiKey, shall be submitted to Hong Kong International Arbitration Center (HKIAC) for settlement before one (1) arbitrator in accordance with the rules of HKIAC. The arbitration shall take place in Hong Kong, and the arbitration proceedings and all pleadings and written evidence shall be in the English language, and judgment upon the award rendered by the arbitrators may be entered in any court having jurisdiction thereof. You will only be permitted to pursue claims against SemiKey on an individual basis, not as a plaintiff or class member in any class or representative action or proceeding.

General

As used herein, terms appearing in the singular shall include the plural, and terms appearing in the plural shall include the singular. No rights, duties, agreements, or obligations hereunder may be assigned or transferred by Customer, by operation of law, merger, or otherwise, without the prior written consent of SemiKey. Any attempted or purported assignment shall be void. SemiKey's obligations under these terms and conditions may be performed by divisions, subsidiaries, or affiliates of SemiKey. The obligations, rights, terms, and conditions hereof shall be binding on the parties hereto and their respective successors and assigns. The waiver of any provision hereof or of any breach or default hereunder shall not be deemed a waiver of any other provision hereof or breach or default hereunder. Any provision hereof which is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof in that jurisdiction or affecting the validity or enforceability of such provision in any other jurisdiction.

Contact Us

If you have any concerns, complaints or questions regarding SemiKey Privacy or Data Protection issues, please contact us via email. We will respond to your inquiries in compliance with the law within 30 days.

Unit 1303, 13/F, Grand City Plaza, Tsuen Wan, N.T., Hong Kong, China