These Terms govern all commodity sales contracts, quotations, and purchase orders entered into between Linyi Heroes Timber & WPC Co.,Ltd (hereinafter referred to as the "Seller" or "the Company") and any domestic or international buyer (hereinafter referred to as the "Buyer").
-
Effectiveness of Order: An order shall only become formally effective upon the Seller’s issuance of a written order confirmation and the Seller’s receipt of the Buyer’s advance payment.
-
Priority: These Terms shall take precedence over any purchase orders, general terms, or conditions provided by the Buyer.
-
All prices are quoted in 【US Dollars/Euros】, excluding any taxes, customs duties, or shipping and insurance costs.
-
Quotations shall remain valid for 【15】 working days unless otherwise agreed in writing.
The Buyer shall make payment via 【Telegraphic Transfer (T/T), Letter of Credit (L/C), or other methods mutually agreed in writing】.
The Buyer shall pay the full amount within the timeframe specified in the order confirmation. The standard payment structure is as follows:
-
Advance Payment: 【30%】 of the total contract value as an advance payment upon order confirmation.
-
Balance Payment: 【70%】 of the balance within 【5】 working days prior to the shipment of the goods.
If the Buyer fails to make payment on time, the Seller shall have the right to:
-
Suspend delivery or further production.
-
Charge a late payment penalty of 【0.03% per day】 on the outstanding amount.
-
Retain ownership of the goods until all payments are fully settled.
Unless otherwise explicitly agreed in writing, all sales shall be subject to the 【FOB】 (Free On Board) port and governed by the provisions of 《Incoterms 2020》 (International Commercial Terms 2020).
-
The delivery period shall be calculated from the date of order effectiveness (i.e., receipt of the advance payment), and all delivery dates are estimated.
-
The Seller shall use reasonable efforts to deliver the goods on time but shall not be liable for delays caused by circumstances beyond its reasonable control.
-
Transfer of Risk: The risk of loss or damage to the goods shall pass to the Buyer in accordance with the Incoterms specified in Clause 3.1.
-
Retention of Ownership: Ownership of the goods shall not transfer to the Buyer until the Seller has received full payment of all amounts due.
All products shall comply with:
-
The technical specifications explicitly stated in the order confirmation.
-
Industry standards: 【 SGS, ASTM, CE, ISO, etc.】.
The Buyer shall be responsible for inspecting the goods within 【7 working days】 of their arrival at the designated destination.
-
Notice of Objection: Any objection by the Buyer regarding quantity, appearance, or quality must be notified to the Seller in writing within the inspection period, accompanied by 【an authoritative third-party inspection report and supporting photographs】.
-
Deemed Acceptance: If the Buyer fails to submit a written objection within the specified period, the goods shall be deemed unconditionally accepted by the Buyer.
-
Warranty Period: The Seller warrants that the products will conform to the specifications set forth in Clause 4.1 for 【10 months】 from the date of delivery, under normal conditions of use and maintenance.
-
Limited Liability: The Seller shall not be liable for defects caused by improper storage, incorrect installation, natural wear and tear, or use beyond the intended design purpose.
-
Limitation of Remedy: If a product is proven to be defective during the warranty period, the Seller’s sole liability and the Buyer’s exclusive remedy shall be the free repair or replacement of the defective goods.
Neither party shall be deemed in breach of contract if delay or failure to perform its obligations is caused by events beyond its reasonable control (including but not limited to natural disasters, government actions, pandemics, wars, trade embargoes, major strikes).
In no event shall the Seller be liable for indirect, incidental, or punitive damages arising out of or in connection with these Terms. The Seller’s total liability for any claim shall not exceed the total contract price actually paid by the Buyer for the affected goods.
These Terms and all related sales contracts shall be construed and enforced in accordance with the laws of the 【People's Republic of China】, excluding its conflict of laws principles.
The parties shall first attempt to resolve all disputes arising out of or in connection with this contract through friendly negotiation. If negotiation fails, the dispute shall be submitted to:
-
【Choose one:】
-
Arbitration: Submit to the 【China International Economic and Trade Arbitration Commission (CIETAC)】, located in 【Beijing, China】, for arbitration in accordance with its effective arbitration rules at the time of application. The arbitration award shall be final and binding on both parties.
-
Litigation: Submit to the competent people’s court in 【Linyi City, Shandong Province, China】, the place where the Seller is domiciled.
These Terms and the order confirmation constitute the entire agreement between the parties with respect to the sale of the goods.
These Terms are drafted in Chinese and English. In case of any ambiguity or discrepancy between the two versions, the 【Chinese】 version shall prevail.
