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Sales and delivery frame clause
Lanjian accepts all orders based on the following sales and delivery frame clause ("this clause").
This clause is an effective part of the sales contract. The purchase and sale of products between Zhenjiang Lanjian Electron Co., Ltd. and its customers shall comply with this clause.
I. Definition
"Lanjian": refers to Zhenjiang Lanjian Electron Co., Ltd
"Customer" refers to the individual, legal person or other organization who purchases products from the company through issuing contract / order or other forms recognized by the company;
"Product": refers to the products provided by Lanjian to customers, including but not limited to finished connectors, adapters, cables, cable components and other accessories.
"Sales contract" means the contract or order for the supply of products and / or the provision of services between Lanjian and the customer, and this clause constitutes an integral part of the contract;
II. Conclusion and validity of contract
1. Lanjian will send the quotation according to the customer's requirements, and the validity period is 15 days from the date of quotation. The customer shall confirm the products to be purchased to Lanjian in written form (including but not limited to mail, letter or fax) within the above period.
2. The sales contract shall take effect from the date of customer confirmation. The fax copy of the sales contract has the same legal effect as the original.
3. The customer confirms that it has fully understood and accepted the terms before the establishment of the relevant contract. When the customer issues any order, it will be deemed that the customer has agreed to fully accept and be bound by the terms. This clause supersedes any other clause previously appearing or appearing elsewhere; and this clause negates and excludes any other clause stipulated, included or mentioned by the customer in the order or in the negotiation or transaction with Lanjian, unless otherwise specifically agreed in writing by the authorized signatory of Lanjian; the contract and this clause constitute the product service or sales between Lanjian and the customer All and only agreements and agreements for sale.
III. Contract modification and cancellation
Once the contract is sent by the customer, it is irrevocable, but Lanjian can cancel the order at its discretion. In case of cancellation or change of the order content in part or in whole proposed by the customer, both parties must reach an agreement on compensation for the loss of Lanjian and the request shall be deemed to be accepted only with the written approval of the authorized signatory of Lanjian. Therefore, the labor, materials, recurrent expenditure, profit loss and other expenses incurred in such cancellation or change shall be borne by the customer. If the content of the order is changed, Lanjian reserves the right to issue a payment notice (invoice) for the difference between the new and old orders.
IV. Product price
1. The price of the product shall be indicated in the sales contract. The selling price may be adjusted for changes in the delivery method or terms of service.
2. The quotation is not the fixed price of the product; all quotations made by Lanjian are only for reference;
3. Lanjian reserves the right to change the price without prior notice when it believes that there is a significant fluctuation in the exchange rate between RMB and any other currency.
V. Delivery date
1. Lanjian can separately agree and adjust the delivery date with customers according to the production and transportation conditions of the products.
2. If Lanjian is unable to deliver the goods according to the agreed time due to force majeure, the customer shall not cancel the order and claim compensation from Lanjian.
VI. Delivery and acceptance
1. Unless otherwise specified, the risk in the delivery of the goods shall be transferred from the time when Lanjian delivers the goods to the first carrier or customer.
2. The customer shall check the goods within three working days after receiving the goods and fax the delivery note to Lanjian after confirmation. If the customer does not fax the delivery note to Lanjian within three working days, it shall be deemed that the customer has received the goods in full and intact and that the customer has accepted the goods of Lanjian.
3. If the delay of goods delivery is caused by the customer's error, the storage cost and risk of the goods concerned shall be borne by the customer.
VII. About payment
1. The payment method shall be indicated in the sales contract.
2. All payments must be made without any debt to be set off, set off or counterclaim and without any bank charges. In addition to cash payment, only when any check or other payment instrument provided by the customer is accepted, the whole payment will be deemed to have been paid.
3. In any case, the customer shall not delay the payment of the goods, if the payment is delayed or fails to fulfill the payment of any amount related to any order:
·Lanjian has the right to delay any or all future deliveries until full payment is received;
·Lanjian has the right to require the customer to pay the full payment immediately, even if the payment should be made later;
·Lanjian can collect the overdue fine from customers (before and after litigation) until receiving the payment;
·The customer shall pay any or all expenses (including but not limited to litigation expenses) incurred by Lanjian in order to recover the payment, and Lanjian reserves the right to further recover the loss from the customer in respect of Lanjian's loss.
VIII. Insurance
Lanjian is obliged to purchase transportation insurance in the name of the customer according to the written request of the customer, and the insurance fee shall be paid by the customer. The written request for insurance shall be delivered to Lanjian within seven days before the shipment.
IX. Quality assurance
1. Lanjian provides a half year limited warranty (silver plating and three alloy plating products provide a three-month limited warranty).
2. The warranty covers the repair and replacement of products with quality defects. If the customer finds any defective product, he must immediately inform Lanjian of all defects and return the defective product with Lanjian's written permission.
3. If the customer processes the product without the authorization of Lanjian in advance, the warranty period will be automatically terminated, and Lanjian will no longer bear any responsibility.
4. All warranties not mentioned above are not covered by the warranty, including but not limited to normal wear and tear of parts, product damage caused by customer's negligence, improper operation, excessive use, and indirect damage.
5. The returned defective products shall be attached with invoice number and contract / order number to ensure the tracking of the goods according to the regulations. The returned products must be in original packaging or other packaging sufficient to protect the products.
6. If the customer fails to comply with the above requirements, Lanjian reserves the right to reject the return.
X. Ownership of goods
Lanjian reserves the ownership of the product until the payment is made in full. Even if the product has been delivered to the customer, Lanjian has the right to withdraw the product at any time. The customer is obliged to assist Lanjian in fulfilling this right.
XI. Intellectual property
All know-how, information, designs, samples or drawings related to the products (except any information, designs or drawings submitted by the customer) are and shall remain the property of Lanjian; without Lanjian's prior written consent, the customer shall not copy or disclose any such know-how, information, designs, samples or drawings. Any reproduction in whole or in part without Lanjian's prior written consent is prohibited.
XII. Legal liability
Unless otherwise expressly provided by law, Lanjian's total liability for an event or a series of related events under these terms and conditions shall not exceed the total price paid for the products purchased in accordance with this clause.
XIII. Others
1. Lanjian reserves the right to modify this clause at any time without prior notice;
2. Notice
Any notice (which may be sent by letter or fax) sent by one party to the other party shall be deemed to have been served after it is sent (in the case of correspondence), or when it reaches the address of the party notified by that party to the other party, or if no address has been notified, but it reaches the last place of business of the party to be sent.
3. Written documents and materials
Lanjian is committed to improving product quality, so the instructions and illustrations in the documents received by customers may change without notice.
Lanjian has the right to correct any printing, writing or other errors or omissions in the sales printed matter, quotation, price list, sales contract, invoice or other documents and materials issued by Lanjian.
4. Survival of terms
If at any time this clause or any clause of any contract is illegal, invalid or unenforceable in any aspect under any applicable law, the legality, validity or enforceability of the remaining clauses or the legality, validity or enforceability of this clause under any other applicable law will not be affected or impaired in any case.
5. Force majeure
For example, due to reasons beyond Lanjian's control, including but not limited to government acts such as government laws, regulations and orders, or other natural disasters such as earthquakes, fires, storms, floods, or other labor disputes such as accidents, strikes, transportation delays, suspension of business, as well as the shortage of services, raw materials, fuel, energy or transportation capacity required by the contract, Lanjian fails to perform its obligations , shall not be deemed as a breach of contract.
If Lanjian's performance of the contract is hindered due to the above reasons, Lanjian may, at its sole discretion, delay performance or cancel the whole or part of the contract, and Lanjian shall not be liable for such delay, cancellation or any non delivery; if the contract is partially cancelled, only the customer shall pay the delivered products at the proportion price specified in the contract.
XIV. Governing law and jurisdiction
1. This clause shall be governed by and interpreted in accordance with the laws of the people's Republic of China.
2. Disputes related to this clause shall be settled by both parties through friendly negotiation as far as possible. If no settlement can be reached through consultation, either party may submit the dispute to the people's court with jurisdiction in the place where the prosecution is located for settlement through litigation.