GENERAL TERMS AND CONDITIONS
COMPANY INFO:
- Company Address :No 2012 Building 3 Vanke Golden Central , Nanhai District , Foshan , Guangdong Province , 528000 , China
- Contact email : 332484608@qq.com
- Business contact phone number : 15024238035
NO ADJUSTMENT:
The prices described on the final order shall be firm and final and shall not be subject to any adjustment as a result of a change in Seller’s cost such as cost of material, labour, freight insurance premium, tax or whatever other expenses.
CHARGES:
Any charges and fees incurred in the country of shipment shall be borne by Seller.
SHIPMENT:
Seller agrees to ship the goods described on the face of this Contract punctually within the period stipulated on the face of this Contract.
In the event Seller fails to make timely shipment of the Goods, Purchaser may, upon written notice to Saller and at Purchaser’s sole discretion, extend the period for shipment or cancel this Contract.
In the event that shipping freight space is arranged by Seller, Seller shall, unless otherwise agreed in this Contract, ship the Goods on an ocean” going liner vessel or air freighter which is considered reliable internationally.
Seller is requested to send to Purchaser by fax immediately upon shipment Invoice, Packing List, Bill of Lading or Airway Bell, Certificate of Origin, and any other documents requested by Purchaser and/or those essential for customs clearance at the destination of Purchaser.
INSURANCE:
If this Contract requires or authorizes Seller to insure the Goods, Seller shall, unless otherwise agreed on the face hereof, insure the Goods (i) for a value of 110% of CIF amount of the Goods. (ii)on the basis of All Risks (Institute Cargo Clauses) or on equivalent terms, (iii)with underwriter or insurance company of goods repute.
CLAIM:
Any claim by Purchaser, except for latent defects, shall be made to the Seller in writing within 90 days after B/L date or 60 days after Airway Bill date.
Seller shall be responsible for latent defect of the Goods, when Purchaser’s notice of claim shall be made within six(6) months after B/L or airway bill dates.
WARRANTY:
Seller warrants that the Goods shall fully conform to the description of the goods on the face of this Contract. Such warranty shall not be deemed to have been waived by reason of inspection and/or acceptance of the Goods or by the payment therefore by Purchaser.
If Purchaser may find any defect in the Goods and notify Seller to that effect in due time, Purchaser have the right to request Seller to replace in equivalent quantity or amount at Seller’s expenses, and in the event of any outstanding orders remaining. In the event if Purchaser may be suffered from any loss or damage arising from such defect, Purchaser hold the right to claim compensation by Seller.
PATENT TRADE MARK etc.
Seller shall hold Purchaser harmless from any liability for infringerment of patnet, utility model, design, trade mark, copyright, or other industrial property rights in the Goods.
In case any dispute or claim arises in connection with the above rights, Seller shall indemnify, reimburse and compensate for Purchaser for all losses and damages including costs, expenses and charges for defersive actions by Purchaser.
FORCE MAJEURE
Purchaser shall not be liable for any delay or failure in taking delivery of all or any part of the Goods, or for any other default in performance of this Contract due to the occurrence of any event of force mafeure (hereinafter referred to as “Force Majeure”) such as Act of God, war or armed conflict… or any other similar cause which seriously affects Purchaser or any of this customers.
In any event of Force Majeure, Purchaser shall notify Seller in writing of such event and Purchaser can terminate this Contact or portion thereof, or belated performance of this Contract in whole or in part.
If Seller is unable to deliver the Goods in whole or in part as specified on the face of this Contract by similar reason as abovementioned, without Seller’s Fault, Purchaser shall, if requested by Seller, agree to extend the time of shipment until such event shall no longer prevent delivery by Seller, but not beyond 80 days, and Seller shall reimburse to Purchaser any amount of money prepaid by Purchaser to Seller with respect to any undeliveried portion of this Contract.
DEFAULT
If Seller fails to perform any provisions of this Contract or any other Contract with Purchaser or commits a breach of any of the terms, conditions and warranties in this Contract, Purchaser may, by giving notice to Seller, (i)stop or suspend its performance of this Contract(ii) reject the shipment or taking delivery of the Goods, (iii)dispose of the Goods, if delivery has been taken for the account of Seller under the discretion of Purchaser, and/or cancel the whole or any part of this Contract.
NO ASSIGNMENT
Seller shall not transfer or assign the whole or any part of this Contract, or any of his right or obligations occurring hereunder without Purchaser’s prior written consent.
NO WAIVER
No claim or right of Purchaser under this Contract shall be deemed to be waived in whole or in part unless the waiver of such claim or right is acknowledged and confirmed in writing by Purchaser
ARBITRATION
Any dispute, controversy or difference which may arise between the parties hereto in connection with his Contract, or any breach hereof shall be settled unless amicably settled without undue delay, by arbitration in Osaka, Japan in accordance with the rules of procedure of The Japan Commercial Arbitration Association, The arbitral award shall be final and binding upon both parties.
TRADE TERMS & GOVERNING LAW
Trade terms such as FOB, CFR, CIF and any other terms which may be used in this Contract shall have the meanings defined by the Incoterms 1993 Edition, ICC Publieation No. 500 and its amendments of any thereafter, unless otherwise specifically provided in this Contract. The performance of this Contract shall be governed by and construed in accordance with the laws of China.