1. Quotations and Contract
Our quotations are non-binding. Our written order confirmation shall be the sole definitive factor in terms of the scope and content of the contractual services. Supplementary agreements, changes and additions to the contract also require our written confirmation.
A contract shall only be considered accepted when we have confirmed it in written or by mail. The customer shall be deemed to have accepted these conditions if he does not submit an objection on receipt of the order confirmation. Any modifications are valid only when both sides confirm them in writing.
The purchaser shall pay the agreed price. Any use tax, Value Added Tax, sales tax, excise tax, duty, inspection or testing fee, or any other tax, fee or charge imposed by any governmental authority, on or measured by the transaction between us shall be paid by buyer in addition to the prices quoted or invoiced. Unless agreed otherwise, all prices stated are FOB shenzhen in US dollar, excluding transport, transport insurance and packing.
The prices for all supplied goods are the list prices valid on the day the invoice is generated (invoice date).
All goods remain our property until the purchaser has paid all outstanding invoices. Payment shall be settled within 30 days of receipt of the invoice in accordance with the order confirmation and Pro forma Invoice, without any deduction. Should the specified time for payment be exceeded, we reserve the right to charge the customer fine of 5% of the total amount.
Payment shall not be deemed to have taken place until a bill of exchange has been redeemed or, when paying by cheque, until the amount is credited to our account. Discount charges, interest and all supplementary costs shall be borne by the purchaser.
Should the purchaser default on payment, we are entitled to demand either payment in advance or a payment bond for any outstanding deliveries, at our choosing. We reserve the right to assert additional rights.
The purchaser is entitled to assert a right of retention and offset a claim only in relation to receivables that are either undisputed or have been declared legally valid. He is only entitled to exercise a right of retention if his counterclaim applies to the same contractual relationship.
If there is a significant deterioration in the purchaser's financial situation after the contract is concluded, or should we become aware of an earlier deterioration of the financial situation after the contract is concluded, and this gives rise to serious doubts concerning the purchaser's credit worthiness, we are entitled to demand either payment in advance or a payment bond, at our choosing. If the purchaser does not comply with this demand, we are entitled to cancel the contract.
Information regarding the delivery period shall not be binding unless, in exceptional cases, a delivery date has been specified in a binding agreement. If, in exceptional cases, a binding delivery period has been agreed, it shall start on the day of the order confirmation. However, its start shall be deferred if any of the contract details require clarification while the purchaser has met all his contractual obligations, particularly with regard to the documentation the purchaser is to provide, and any advance payment that has been agreed has been received. The delivery period has been met if the goods are dispatched before it expires.
If we are prevented from delivering due to force majeure, the delivery date shall immediately be extended for the duration of the force majeure, plus an appropriate start-up time.
If goods have been pronounced ready for dispatch and the purchaser fails to take delivery in due time, we are entitled to store the goods at the purchaser's cost and risk and to demand payment of the purchase price or, once an appropriate extension time has elapsed, to decline to fulfil the contract and to claim damages in lieu of performance.
We are entitled to make part deliveries, provided this is acceptable to the customer.
We warrant that all Products shipped to purchaser will be free of manufacturing defects or defects in materials or workmanship. The warranty period is 3 year from the date of shipment. This warranty does not extend to damages or defects from (but not limited to) the following: negligent use or misuse of the product, use on improper voltage or current, use contrary to the operating instruction, abuse including tampering, damage in transit, or unauthorized repair or alternations. Further, the warranty does not cover Acts of God, such as fire, flood, hurricanes and tornadoes. Products are warranted to the original purchaser only. We will not service products with any foreign substances present.
During the applicable warranty period, if we determine that the Product fails to meet its warranty, we will repair the Product, or at our option replace it without charge. If Product model has been discontinued it will be replaced with a comparable Product model. Purchaser is responsible for the shipping charges to send the defective Product back to us. We will pay the standard ocean/ground shipping cost to return the repaired or replaced Product. We are not responsible for any customs duties or fees associated with international returns.
Purchaser may return a Product for any reason. No returns will be accepted without prior written authorization. You must contact Lanter's Customer Service Department by email to firstname.lastname@example.org or phone +86 (0)755 23029043 for a Return Material Authorization (RMA) number before returning the product. The minimum charge for After Warranty includes labor plus the cost of parts. Purchaser will be notified by mail or telephone of the total cost to repair the product to working condition, so prepayment can be arranged. All authorized returns must be in original packaging (or equivalent) and must be shipped FREIGHT PREPAID. The Return Material Authorization (RMA) number must appear near the shipping label, on the outside of the shipping box.
6. Indemnity and Limitaions of Liability
Claims for damages by the purchaser shall be excluded. We shall not be liable for damages that do not arise directly from the item supplied; in particular we shall not be liable for loss of profit or any other financial losses incurred by the customer.
The exclusion of liability shall not apply in the case of intentional and gross negligence, warranty claims, injury to life, body or health, claims in accordance with the product liability law and slightly negligent infringement of material contractual obligations. In the case of slightly negligent infringement of material contractual obligations, liability is restricted to foreseeable, typical damages at the time the contract was concluded. The same applies in the case of gross negligence on the part of an individual acting on our behalf.
Where our liability is excluded or restricted, this shall also apply for the personal liability of our salaried personnel, employees, associates, representatives and anyone acting on our behalf.
It is the purchaser's responsibility to indemnify us against any claims for damages from his customers arising from the condition of the product he sold, if and to the extent that he himself has culpably contributed to the origin of the damage.
7. Place of Performance and Legal Venue
Our company's registered office shall be the place of fulfilment for all contractual obligations.
The court of jurisdiction for any disputes arising from the preparation and implementation of contracts, including actions relating to cheques and bills of exchange, shall be the competent court for our company's registered office.
The law applicable for the peoples Republic of China shall apply exclusively for all legal relations resulting from the preparation and implementation of contracts. The UN Convention for the International Sale of Goods shall not apply.
Should any provision within these delivery and payment terms be unenforceable, all remaining provisions shall continue in full force and effect. In this case, both contracting partners shall undertake to replace the unenforceable provision with a workable provision that comes closest to the original economic outcome.
8. Force Majeure
Force majeure is defined as unforeseen circumstances beyond our control, which make it unreasonably difficult or temporarily impossible for us to carry out the normal operations. Examples include delivery delays from upstream suppliers, industrial action, official actions, lack of raw material or energy shortages, key operational malfunctions which destroy overall operation or that of key departments, the failure of essential manufacturing plants, serious transport problems, e.g. road blockades, industrial action within the transport industry, energy shortages, travel bans, and other factors agreed by the both parties. However, we shall inform the purchaser of its occurrence in writing as soon as possible and thereafer send a certificate of the event issued by the relevant authorities to the other party within 15 days after it occurrence. Should these circumstances last more than 120 days, both parties shall settle the problem of further execution of the contract through friendly negotiations as soon as possible. On the purchaser's request, once the period has elapsed, we shall state whether we intend to cancel or to deliver within an appropriate period, as defined by us.
The contract parties shall take all company or business secrets of the other business partners known to them within the scope of the business relations as strictly confidential, even after termination of the contract.
We are entitled to amend the Terms at any time by giving a notice of minimum 30 days, including but not limited to notice given by e-mail, to the purchaser.
Such changes shall become effective on the date specified in the notice.
The contract shall remain in force until terminated.
Either party is entitled to terminate the contract by giving written notice to the other party 30 days in advance.
Termination shall not affect any accrued rights and obligations.On termination, both parties should undertake to complete all Contracts that are already entered into or under execution and the Terms shall continue to bind both parties in relation to such transactions.
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