1.1 These terms intend to make business transactions clear and more convenient.
1.2 When the Purchaser places an order to VCELINK, or upon receipt of an order confirmation, the Purchaser shall read these terms carefully. In case of any objection, the Purchaser shall notify VCELINK in writing. Any objection should send at the time within the period specified in the order confirmation to VCELINK. These terms are negotiable and can revise upon mutual agreement in writing.
1.3 If the Purchaser has not notified the VCELINK of any objection within the period specified in the order confirmation, or if both parties could not reach any agreement on revising the disagreed clause(s) in these terms, but the Purchaser still confirms the validity of the order, it is deemed that these terms are accepted by the Purchaser.
1.4 The entire sales contract shall include the order confirmation, these terms, and all written agreements on any amendment to these terms (if any). The terms of the order confirmation and its written amendment respectively shall prevail in case of any discrepancies between the order confirmation, these terms, and any written amendment.
2.1 Unless otherwise agreed in writing, the Prices shall be understood to be in US Dollors.
2.2 Prior to the delivery of the goods, when the circumstances stipulated by these terms occur，VCELINK is entitled to adjust the prices in accordance with the procedures stipulated by these terms.
3.1 VCELINK warrants that the goods supplied shall comply with the product specification.
3.2 The warranty period will be 12 months calculated from the delivery date (hereinafter “Warranty Period”), provided that the goods in question have been stored and used by standard industry practices and conditions.
3.3 VCELINK warrants lifetime product support to Purchasers.
3.4 VCELINK may advise the Purchaser to the best of its knowledge based on research work and experience. However, any data and information that the supplier provides concerning the suitability and application of the goods is without warranty, nonbinding, and shall not release Purchaser from effecting its tests and trials.
4.1 Delivery date shall be based on the time determined in the written documentation.
4.2 Any unforeseeable circumstances beyond either party’s reasonable control, cause a delay in or failure of a party’s performance of its obligations according to this contract, such party shall not be considered in breach of this contract or be liable to the other party, and the term of implementation of such party’s respective obligation may be extended accordingly. The aforementioned circumstances include, but are not limited to natural disasters, strikes, isolation, shortage in raw material or energy, building destruction, war, unrest, fire, explosion and flood, epidemics, and acts of the government or industry actions.
5.1 Unless otherwise agreed in writing, the purchaser shall make the payment within 7 days upon receipt of the order confirmation.
5.2 Orders are 100%TT advance, VCELINK will arrange delivery or production after receiving payment.
6. Modification, Termination, and Cancellation
6.1 Any modification to the contract, unless otherwise stipulated by these Terms, shall be agreed upon by both parties in writing.
6.2 In the event that the Purchaser fails to make the payment on the date or within the period specified in the contract and still fails to do so upon the demand letter issued by the Supplier. VCELINK is entitled to cancel the contract with immediate effect and without any further liability of VCELINK.
6.3 In the event of bankruptcy of the Purchaser or any legal actions have been introduced by third parties against the Purchaser. VCELINK is entitled to cancel the contract with immediate effect and without any further liability of Supplier.
6.4 VCELINK may cancel or terminate the contract unilaterally, provided VCELINK shall notify the Purchaser of such cancellation or termination at least prior to 7 days.
6.5 In the event that the Purchaser has not made the payment on the date or within the period specified in the contract and VCELINK has not excised the right of cancellation, the Purchaser shall pay the stipulated damage by the rate of 0.05% per day on the base of the unpaid amount. However, the total amount of stipulated damage paid by the Purchaser shall not exceed 50% of the unpaid amount.
7. The Liability of Default
7.1 If the Purchaser has not made the payment on the date or within the period specified in the Contract and the Supplier has not excised the right of cancellation, the Purchaser shall pay the stipulated damage by the rate of 0.05% per day on the base of the unpaid amount. However, the total amount of stipulated damage paid by the Purchaser shall not exceed 50% of the unpaid amount.
7.2 Under any circumstances, the liability for damage taken by the Supplier due to the default shall not exceed the payment under the Contract. The Supplier shall not be liable for expectation damage and any other consequential damage claimed by the Purchaser.
7.3 If the Purchaser cancels the order after shipment, not for quality problems, he shall bear the logistics costs and other losses of both parties.
7.4 Customized products do not support the return of non-quality issues.