These Terms and Conditions govern the sale of products and services by Shenzhen Cailed Technology Co., Ltd to business customers.
Please read these Terms and Conditions carefully before placing an order with us. By placing an order, you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions.
“Buyer”, “You”, “Your” refers to the company or entity purchasing goods from us.
“Goods” refers to the products, materials, and/or services we offer for sale.
“Order” refers to your official offer to purchase Goods from us, based on our quotation.
“Contract” refers to the agreement between you and us for the sale and purchase of Goods, formed by our acceptance of your Order.
2. Governing Law & Jurisdiction These Terms and Conditions, and any separate agreements whereby we provide you services, shall be governed by and construed in accordance with the laws of the People’s Republic of China, without regard to its conflict of law principles. Any dispute arising from or in connection with this Contract shall be submitted to the China International Economic and Trade Arbitration Commission (CIETAC) for arbitration in Shenzhen, China in accordance with its rules in effect at the time of applying for arbitration.
3. Orders and Acceptance
All orders are subject to acceptance and availability.
A quotation provided by us is an invitation to treat and not an offer. Your purchase order constitutes an offer.
A contract between us (the “Contract”) will only be formed when we issue a written Sales Contract or Proforma Invoice (PI) that is signed or confirmed by us via email.
You are responsible for ensuring the accuracy of the Order.
4. Prices and Payment Terms
Prices: Prices are stated in [e.g., US Dollars – USD] and are based on [e.g., EXW (Ex-Works), FOB Shenzhen, etc.] Incoterms 2020. Prices are subject to change without notice until an Order is accepted.
Taxes: All prices are exclusive of any applicable taxes, duties, or customs fees imposed by the destination country, which shall be borne by the Buyer.
Payment Methods: Payment terms will be specified in the Proforma Invoice. Common terms include:
T/T (Bank Transfer): A deposit (e.g., 30% – 50%) is required to confirm the order, with the balance paid before shipment or against a copy of the Bill of Lading.
Letter of Credit (L/C): Irrevocable L/C at sight from a reputable bank, acceptable to us.
Late Payment: We reserve the right to charge interest on overdue payments and to suspend future shipments until your account is brought current.
5. Delivery and Shipping
Delivery Time: Any stated delivery or shipment dates are estimates only and are not guaranteed. Time is not of the essence of the Contract.
Delay: We are not liable for any delays in delivery caused by events beyond our reasonable control (Force Majeure), including but not limited to acts of God, war, riots, embargoes, strikes, transportation delays, or shortages of materials.
Risk of Loss: Title and risk of loss or damage to the Goods pass to the Buyer in accordance with the agreed Incoterm (e.g., FOB, EXW) specified in the Proforma Invoice.
6. Inspection and Warranty
Inspection: The Buyer is responsible for inspecting the Goods upon receipt. Claims for visible damage or shortage must be notified to us and the carrier in writing within [e.g., 3-5] business days of receipt.
Warranty: We warrant that the Goods will conform to their description and be free from material defects in workmanship for a period of [e.g., 12 months] from the date of shipment (adjust according to your product).
Remedy: Our sole obligation under this warranty is, at our option, to repair or replace the defective Goods, or refund the price paid for them. This warranty does not cover defects caused by misuse, accident, improper storage, or unauthorized modification.
7. Returns and Refunds Returns of non-defective Goods are generally not accepted. Any return for quality issues must be pre-authorized by us in writing and will be handled according to our warranty policy.
8. Intellectual Property All intellectual property rights (including patents, trademarks, designs, and copyrights) related to the Goods remain the exclusive property of Shenzhen Cailed Technology Co., Ltd. Nothing in these Terms grants the Buyer any license to use our trademarks or other IP without our prior written consent.
9. Limitation of Liability TO THE FULLEST EXTENT PERMITTED BY LAW, OUR TOTAL AGGREGATE LIABILITY TO YOU, FOR ANY CLAIM ARISING OUT OF OR RELATING TO THESE TERMS OR THE GOODS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, SHALL NOT EXCEED THE TOTAL PURCHASE PRICE OF THE GOODS GIVING RISE TO THE LIABILITY. WE SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS.
10. Confidentiality Both parties agree to keep confidential any proprietary or confidential information disclosed by the other party in connection with this Contract.
11. Termination We may terminate any contract immediately upon written notice if you breach any material term of these Conditions and fail to cure such breach within [e.g., 14 days] of notice.
12. Severability If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will continue in full force and effect.
13. Changes to Terms We reserve the right to update or modify these Terms and Conditions at any time without prior notice. The terms in effect at the time of your Order will govern that transaction.
