WENZHOU PRITECH INDUSTRIAL CO., LTD.

GENERAL TERMS AND CONDITIONS FOR THE SALE OF PRODUCTS OR SERVICE

The buyer’s company hereinafter called as “the Buyer”.  On the one part and the company “WENZHOU PRITECH INDUSTRIAL CO., LTD”, located in NO.103, HONGDIAN ROAD SOUTH, WENZHOU, ZHEJIANG, CHINA,, is a company incorporated by PRC Law hereinafter called as “the Seller”, concluded the present contract about the following:

1. SUBJECT of the CONTRACT

1.1.The subject of the contract is a sale and purchase of household electrical appliances made by the Seller and hereinafter referred to as “the Goods” according to “the Specification”.

1.2.The shipment of the Goods is effected on the basis of the given contract.

1.3.The contract comes into force from the moment of its signing by both parties and is valid up to “       ”(with an opportunity of its prolongation on the basis of the written addendum of both parties).   

• TOTAL AMOUNT of the CONTRACT
  • Total amount of the present contract for the whole period of validity shall be considered as the gross amount of all the proforma invoices issued under the Contract and referred to as “the Specifications” according to clause 3.3 of the Contract.

• TERMS and CONDITIONS of SHIPMENT
  • The Goods are shipped on conditions FOB NINGBO, CHINA according to the Specification .
  • The shipment should be carried out not later than 120 (one hundred twenty) calendar days after receiving the advance payment, artworks, shipping mark. The Buyer specifies the forwarding agent company, its requisites and all the relevant instructions not later than 14 (fourteen) calendar days before the shipping date.
  • The Seller confirms each order of the Buyer by a seal and signature during 3 (three) working days after receiving the order from the Buyer. The order confirmed by the Seller by the written proforma invoice, is an integral part of this contract, certain to be fulfilled by the Seller and refers to as “the Specification”.
  • The Seller, confirming the Buyer’s order, guarantees the presence of the whole ordered Goods to the confirmed shipment date.
  • The Seller provides complete conformity of the delivered Goods with the data of a packing list and “Specification”.
  • The Seller is obliged to make registration of the export documents for the Goods, to pay the export duties and to prepare all necessary documents, connected with export.
  •  Without the Buyer’s agreement the Seller cannot change the delivery date.
  •  The date, specified in the Buyer’s order and the Seller’s Proforma Invoice considers as the shipment date. Actual shipment date is the date pointed in the Bill Of Lading as the “on board date”.
  • The Buyer pays for the freight.  
• CURRENCY of the CONTRACT
  • The prices of the Goods are established by the Seller in USD on the basis of the shipment terms FOB NINGBO, CHINA according to the specification.

• QUALITY of the GOODS
  • The quality of the Goods should completely meet the requirements and standards applicable in Buyer’s country. The quality of the shipped goods should correspond to the Specification and to the samples of products approved by the Buyer.

5.2 .  In case of quantity discrepancy, claim should be fled by the buyers within 15 days after arrival of the goods at port of destination. While for quality discrepancy, Claim should be fled by the buyers within 60 days after arrival of the goods at port of destination.

5.3. The buyer is bound to pay full invoice amount at maturity provided that no claim is raised during the period stipulated above.

5.4.  The seller shall not be liable for any discrepancy of the goods shipped due to causes of shipping company, other transportation organization or post office and courier service.

• INTELLECTUAL PROPERTY. CONFIDENTIALITY

• All trademark rights and other intellectual property rights of the Buyer or the third parties, in  particular those affiliated with the Buyer (hereinafter “Trademarks”), will remain with the respective right holders.  Nothing in this Contract should be construed as an intention to transfer, or as a transfer to the Seller and/ or subcontractor hired by the Seller, of any rights to these Trademarks. The Seller and third parties involved by him use the said Trademarks and their elements solely for the purpose of producing goods and selling these goods to the Buyer in accordance with this Contract.
  • The Seller is obliged to take all precautions to prevent access to the Confidential Information by any third parties, including the Seller’s employees, who do not need access to the Confidential Information for the purposes of this Contract.
  • The Seller is obliged to protect the confidentiality and not disclose the Confidential Information of the Buyer.

• PACKING and MARKING
  • The Seller packs delivered Goods in appropriate export packing, confirmed by the Buyer.
  • On each carton the following information should be put:
    a) shipping mark of the Buyer;  
    b) item number, name and the quantity of the goods in a carton;
    c) other information on the Buyer’s request.
  • The Seller is obliged to make a packing list with the indication of the nomenclature of the Goods,         quantity of cartons, gross and net weight (weight of product plus weight of an individual package). The weight pointed in a packing list could differ not more than 1% from the actual weight of the Goods.
• DOCUMENTS
  • The Seller is obliged to fax or e-mail copies of shipping documents (Bill of Lading, Invoice, Packing List, Certificate of Origin) to the Buyer during 10 calendar days after the shipping date. On the Buyer’s demand the Seller must amend documents properly.
  • The seller shall provide the corresponding documents within the specified time according to the document requirements specified by the buyer.
• TERMS of PAYMENT
  • The payment  term under this contract is effected on a basis of the proforma invoice exposed by the Seller in the following terms:
         30 % of a total amount –  when placing the order
         70 % of the total amount – after the Buyer received by e-mail copy of Bill of Lading and other shipping documents, such as invoice, packing list, сertificate of origin, from the Seller and confirmed appropriateness of information mentioned in shipping documents within 7 (seven) calendar days after the “on board date”.
  • If the Buyer fails to make the payment by the agreed-upon due date, the Seller reserves the right to initiate legal proceedings to recover the outstanding amount, including but not limited to filing a lawsuit or involving a collection agency, with all costs and expenses incurred to be borne by the Buyer.
  • Retention of title: if the customer does not pay, the seller retains ownership of the product and can therefore reclaim it.

1. OTHER CONDITIONS
   1. All changes and the additions to the present contract demand a written agreement of both contract parties.
   1. Neither of the parties has rights to transfer the rights and obligations under the present contract to other parties without written approval of the opposite party.
   1. In case the Seller would like to stop supplying some item to the Buyer, the Seller must inform the Buyer at least for 6 (six) months before suggested date.
   1. In case one of the parties will wish to cancel the contract, it should present a written application to the other party by transferring it personally or by registered mail.
   1. The application for cancellation of the contract should be submitted at least for 12 (twelve) months before suggested date of cancellation.
   1. The Seller has no rights to sell the goods with the Buyer’s trademark to the third party.
   1. This general terms apply to the sale and the customer can get a copy of our terms online or by request.

1. FORCE MAJEUR CIRCUMSTANCES
   1. At coming of insurmountable force circumstances for one or both sides under the present contract, in particular military activities, natural disasters, changing of political situation, prohibition of import and export, obligations execution with regard to the present contract for the both sides is postponed in proportion with the action of insurmountable force circumstances.
   1. A party that fails to fulfill its contractual obligations must inform the other party within 7 working days from the moment the force majeure situation occurs, and also provide relevant evidence issued by government bodies, including descriptions of the type of circumstances, facts and deadlines force majeure.
   1. In case the Goods have not been shipped before the beginning of the insurmountable force circumstances the Seller is obliged to transfer the amount of Buyer’s payment for undelivered Goods before the beginning of the insurmountable force circumstances.  

1. ARBITRATION
   1. In all that is not stipulated by the contract, the Parties are guided by the legislation of the People’s Republic of China. In interpreting this Contract, the parties are guided by Incoterms 2010, the PRC legislation, and if there are no regulations in the PRC legislation, the parties are guided by the provisions of the 1980 United Nations Convention on Contracts for the International Sale of Goods.

All disputes and controversies that may arise from this Contract or in connection with it, the parties will resolve through negotiations.

1. In the event that a settlement cannot be reached, the dispute is submitted to the Shanghai International Arbitration Center (SHIAC, Shanghai) for arbitration The language of arbitration is Chinese, and the applicable law shall be the laws of mainland China.
   1. Both partners are obliged to carry out the decisions of the above-stated Arbitrage immediately.
   1. The Parties have agreed that all arbitration fees, procedural fees, registration fees for accepting the case, oral and written translations, the costs of notarization of documents and consular legalization, expenses for expert evidence, expenses on legal services, lawyer’s travel expenses, the costs for recognition and enforcement of foreign court /arbitration award incurred by non-breaching Party  shall be levied against breaching Party.

Please read this PRITECH Sales Policy carefully. By using and accessing any of the Services, you agree to the information as described in this Policy. If you do not agree to this Policy, please do not use or access any of the Services.

Should you have any questions about our Sales Policy or if you would like to exercise any of the rights available to you, please call at +8613356157018 or email us at info@pritech.com.cn or Contact us to get PRITECH Sales Policy in PDF files.