Terms & Conditions
Conversion Terms & Conditions
This terms and conditions was last updated on 28 April 2026.
The Client hereby irrevocably agrees to be bound by these Conversion Terms and Conditions (the “Terms”) in relation to the electric vehicle conversion services to be provided by Refined Motor Company Limited (“RMC” or the “Company”), a company duly registered in Hong Kong with Business Registration Number 74143353. The Company’s registered office is situated at DD119 LOT 980, Pak Sha Tsuen, Yuen Long, New Territories, Hong Kong.
By entering into this Agreement, the Client warrants that it has read, fully understood, and unconditionally accepted all provisions of these Terms. The Client further confirms that it has had a reasonable opportunity to seek independent legal advice before agreeing to these Terms. These Terms constitute the entire agreement between the parties concerning the conversion services and supersede all prior representations, warranties, understandings, or agreements, whether oral or written. No modification, variation, or amendment to these Terms shall be valid or enforceable unless recorded in writing and signed by a duly authorized representative of each party.
This Agreement consists of:
• These Terms and Conditions,
• The signed Proposal / Quotation
• The Invoice(s)
• Any written Variation Orders
In the event of inconsistency, the order of precedence shall be: Proposal -> Invoice -> Terms -> Variation Orders (latest prevails)
Scope of Work
RMC shall undertake the conversion of the Client’s vehicle through the supply and installation of a brand new RMC Modular Universal Electric Powertrain System. The scope of works includes, but is not limited to:
• Electric motor assembly and custom engineered mounting structures
• High voltage battery pack system and associated structural integration
• Power electronics, vehicle control units, inverters, and communication modules
• On board charging infrastructure, high voltage wiring, and safety systems
• Such other accessories, components, or ancillary works as may be expressly agreed in writing by both parties
Save for any express written agreement to the contrary, RMC shall not be liable for the repair, replacement, rectification, or reinstatement of any pre existing vehicle components, accessories, or systems that may become inoperative, degraded, or incompatible as a consequence of the conversion process.
If during disassembly or conversion, RMC identifies structural, mechanical, or electrical defects not reasonably identified prior to commencement, RMC shall notify the Client and issue a Variation Order. RMC shall not be obligated to proceed with affected works until such Variation is approved.
The Client acknowledges that the installation of the electric powertrain may affect the functionality of original or aftermarket equipment. The Client accepts sole responsibility for assessing the condition, suitability, and compatibility of all pre existing components prior to the commencement of works. All queries or concerns relating to potential impacts must be raised and confirmed in writing with RMC before works commence. Failure to do so shall constitute a waiver of any related claims.
All original removed components shall remain the property of the Client unless otherwise agreed in writing. RMC may dispose or charge a fee for the storage of such components after 30 days of written notice if not collected.
Specification
All technical information, performance data, and descriptive material published on RMC’s website or provided during sales consultations is supplied in good faith based on information available at the time of disclosure and does not constitute a binding warranty of final performance.
RMC shall perform the conversion in substantial accordance with the specifications mutually agreed in writing. However, RMC reserves the right to implement reasonable deviations to the final specification where necessitated by:
• Unavailability of components, supply chain disruption, or manufacturer discontinuation
• Changes in statutory, regulatory, or compliance requirements in Hong Kong or relevant jurisdictions
• Written variation requests submitted and approved by RMC
• Technical constraints, safety requirements, or engineering necessities identified during conversion
Any deviation from the agreed specifications must be formally documented by way of a written Variation Order, detailing all relevant particulars including changes to project scope, corresponding price adjustments, and any resultant impact on the delivery timeline. No variation shall proceed without written approval from the Client. The Client acknowledges that such variations may be required to ensure safety, regulatory compliance, or operational reliability, and agrees to cooperate with RMC in approving necessary adjustments.
Timeline
RMC shall commence works on the vehicle on the mutually agreed date and shall employ all reasonable endeavours to complete the physical conversion within six (6) months from the date of vehicle handover.
Following completion of the conversion, the regulatory certification, inspection, and licensing process may require up to a further six (6) months. The total estimated period from vehicle drop off to final handover following full certification and licensing may therefore extend to twelve (12) months.
RMC shall promptly notify the Client of any delays caused by events beyond its reasonable control, including but not limited to supply chain disruption, component shortages, changes in legislation, shipping delays, or force majeure events.
RMC shall use reasonable commercial efforts to mitigate the impact of any delay. The Client acknowledges that all timelines are estimates only and do not constitute strict contractual deadlines. Any delay resulting from the foregoing events shall not constitute a breach of contract by RMC, provided RMC acts in good faith and maintains transparent communication.
Any delays caused by the Client (including but not limited to late payment, failure to approve variations, or failure to provide required documentation) shall entitle RMC to extend timelines accordingly.
RMC shall use reasonable efforts to proceed with regulatory certification and licensing, however does not guarantee approval by any authority.
Warranty
RMC provides a warranty covering defects in materials and workmanship in respect of the installed Modular Universal Electric Powertrain System and RMC’s installation labour for a period of 5 years with unlimited mileage from the date of vehicle handover to the Client.
RMC’s sole obligation under warranty shall be at its sole discretion to undertake repair, replacement, or re-performance of any defective work. This warranty shall not cover normal wear and tear, battery degradation falling within recognized industry norms, or any third-party components.
This warranty shall be immediately void and unenforceable if:
• The vehicle is subject to misuse, neglect, accident, overloading, or operation outside its intended purpose
• Unauthorized modifications, disassembly, repairs, or alterations are performed or attempted on the powertrain by the Client or any third party
• Maintenance is not performed in strict accordance with RMC’s requirements
• The vehicle is used for racing, competition, or other high performance applications
Annual servicing by RMC is a mandatory condition precedent to the validity of the warranty.
Failure to comply with the mandatory annual servicing requirement shall result in the automatic termination of all warranty rights. The Client acknowledges that annual inspections are necessary to ensure safety, reliability, and early fault detection, and that warranty coverage is conditional upon full compliance with this obligation.
Updates and upgrades
Software updates necessary for safety and/or compliance shall be provided inclusive of annual servicing. Hardware upgrades and performance enhancements shall be subject to additional charges unless expressly included.
Updates may be delivered over‑the‑air (OTA) or implemented physically during mandatory annual servicing at RMC’s premises. All such updates and upgrades shall be provided at no additional cost to the Client.
Where an update or upgrade cannot be performed remotely, RMC reserves the right to require the Client to return the vehicle to RMC’s designated facility within a reasonable period. The Client undertakes to comply promptly with such directions. Failure to co‑operate may result in impaired vehicle performance, reduced safety, or loss of warranty entitlement.
Remote monitoring
For the purposes of ensuring operational safety, battery integrity, performance monitoring, and warranty compliance, RMC and its authorized partners shall implement continuous remote monitoring of the vehicle and its battery systems. Monitored data includes, but is not limited to:
• Vehicle health and operational status
• Battery state of charge, temperature, voltage, and state of health
• Vehicle location, usage patterns, and driving behavior
• Charging history and charging performance
• Power output, energy consumption, and diagnostic data
Battery monitoring shall be administered by RMC’s designated battery partner.
All data collected shall be treated as strictly confidential and shall not be disclosed to third parties without the Client’s prior written consent, except as required by law or for legitimate safety, warranty, or technical purposes. No audio or visual recording within the vehicle interior shall be conducted.
Pricing
The Client shall be liable for the conversion fees, component costs, and licensing charges as detailed in the formal invoice issued by RMC.
Accepted payment methods are bank transfer and credit card. A 3% processing fee shall apply to all credit card payments, levied by the relevant payment service provider.
The Client shall ensure all payments are made in full and received by RMC within the payment terms specified in this Agreement. The Client acknowledges that timely payment is a condition precedent to the continuation of works and adherence to project timelines.
Non payment or late payment may result in immediate suspension of works, project delay, and the imposition of additional charges. RMC reserves the absolute right to pause all conversion activities until all outstanding sums are received in cleared funds.
The Client shall bear all bank charges, transaction fees, or remittance costs associated with its chosen payment method.
All payments must clearly reference the applicable invoice number to ensure proper allocation. In the event of payment difficulties, the Client shall notify RMC immediately in writing.
Payment terms
Payment terms shall be as specified in the relevant proposal, quotation, or invoice. Legal and beneficial title to all components, parts, and converted systems supplied by RMC shall remain vested in RMC until full payment has been received, cleared, and confirmed. Until such time, the Client holds the goods as a fiduciary bailee for RMC and shall not sell, charge, encumber, pledge, or otherwise deal with them.
RMC reserves the right to charge interest on all overdue amounts at the maximum rate permitted by applicable Hong Kong law, accruing daily from the due date until full settlement. All costs, charges, and expenses incurred by RMC in the recovery of outstanding debts — including administrative costs, collection agency fees, legal fees, disbursements, and court costs — shall be recoverable from the Client as a debt due and payable.
Once conversion works have commenced, all related fees are non-refundable. Should the Client terminate the engagement at any stage, additional reversal, restoration and reinstatement costs may apply to revert the vehicle and materials to their original condition.
The Client may terminate the engagement within seven (7) days and shall be eligible for a full refund. No cancellation fee will be charged, and all sums paid to RMC will be refunded in full within thirty (30) days following termination. Once the cooling‑off period has expired, all deposits paid shall become non‑refundable, and the Client shall be responsible for all labour, material and administrative costs reasonably incurred by RMC up to the date of any subsequent Client-initiated termination.
RMC retains the right to terminate the project at any time should the works become unsafe, technically unfeasible, unable to secure necessary regulatory approval, or where the Client breaches its payment obligations. Upon lawful termination by RMC, any unutilized portion of amounts received from the Client will be refunded after deduction of all valid costs and expenses incurred by RMC.
Confidentiality
Each party shall maintain strict confidentiality of all confidential or proprietary information disclosed by the other party during the term of this Agreement. Confidential information includes technical data, business information, pricing, financial details, customer lists, and any information marked or communicated as confidential.
Neither party shall disclose such information to any third party without the prior written consent of the disclosing party, save as required by law or court order.
Each party shall ensure that its employees, agents, and contractors are bound by confidentiality obligations no less onerous than those contained herein.
Liability
RMC shall inspect the vehicle upon handover and document any pre existing damage or defects.
RMC shall not be liable for any indirect, special, incidental, consequential, or economic loss whatsoever — including loss of profit, loss of use, business interruption, or financial loss — arising from the conversion, vehicle performance, or any breach of these Terms, to the fullest extent permitted by applicable law. Nothing shall exclude liability for death or personal injury caused by negligence.
RMC’s total aggregate liability shall not exceed the total amount paid by the Client under this Agreement.
The Client shall inspect the vehicle thoroughly upon completion before signing any delivery or acceptance document. Any damage, defect, or discrepancy must be recorded in writing and brought to RMC’s attention immediately. Failure to do so shall constitute conclusive evidence that the vehicle was accepted in satisfactory condition, and the Client shall be barred from bringing any subsequent claim in relation thereto.
Governing laws
This Agreement shall be governed by and construed in accordance with the laws of the Hong Kong Special Administrative Region, excluding its conflict of laws principles.
The parties irrevocably submit to the exclusive jurisdiction of the Hong Kong courts. The Client waives any objection to venue or forum non conveniens and accepts the personal jurisdiction of such courts.
Dispute and resolution
Any dispute arising out of or in connection with this Agreement shall first be referred to good faith negotiations between senior representatives of both parties within thirty (30) days of written notice.
If unresolved, the dispute shall be referred to mediation in Hong Kong by a single mediator agreed by the parties.
If mediation fails, the dispute shall be finally settled by binding arbitration administered by the Hong Kong International Arbitration Centre (HKIAC) in accordance with its prevailing rules. The seat of arbitration shall be Hong Kong, the language shall be English, and the award shall be final and binding on both parties.
Courts of Hong Kong shall have jurisdiction only for:
• Interim relief
• Enforcement of arbitral awards
Each party shall bear its own costs in negotiations and mediation. Arbitration costs shall be borne by the losing party or as determined by the arbitral tribunal. All proceedings shall remain confidential.
The Client acknowledges that this clause is fair and reasonable and agrees to be bound by its terms.