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Terms and Conditions

General Sales and Delivery Conditons of Toptech:

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The terms and conditions of sales contained herein constitute the entire agreement between Toptech Intellitech Co,.Ltd. (“seller” or “Toptech”) and the party which places a PO with Toptech (“buyer” or “customer”) and shall control all purchases of products by buyer from seller. Seller reserves the right to make changes to this agreement at any time, without notice to buyer, with such changes to be effective for all products shipped after the date of such change.

 

Product Selection

1. For customized products, customer needs to provide key parameters of required product.

2. For off-the-shelf products on the website, customer needs to provide the part number, quantity of order and quality standard at least.

3. After all these, our sales will get back to customer at the earliest.

 

How to Order

1. Order Procedure

1) Before placing an order, please contact our sales for final determination of datasheet, price, delivery and any other terms. 

2) Buyer shall purchase products by issuing a written PO, indicating specific products, quantity, unit price, total price, payment, delivery and any other special instructions.

3) After receiving the PO, seller will send PI and Order Confirmation to buyer.

4) All orders shall come into effect only after relevant payment is made accordingly.

2. Order Changes and Cancellations

1) Any change of accepted order shall be effective unless seller consents to such change in writing. Both buyer and seller need to reach a mutual agreement as to the effect of the change on price, delivery, or other conditions of order.

2) Cancellation of any accepted order can be made only with the seller’s written consent. In the event that order is agreed to be cancelled, buyer will be liable for all costs incurred by seller and its reasonable profit on work completed.

3) Seller will attempt to accommodate any change to or cancellation of order promptly. Items scheduled for shipment cannot be changed or cancelled and must be accepted and paid. Seller has no responsibility for consequent losses buyer may suffer.

 

Quotation

1. Seller will quote the product requested by buyer only after the confirmation of datasheet, quantity and quality standard.

2. All prices are quoted in U.S. dollars or euro and are FOB Chengdu or Ex Works Chengdu.

3. Seller reserves the right to change prices if technical specifications or any other requirements are modified at any time prior to acceptance of a PO.

4. All prices quoted are effective for the time period set forth in seller’s written quotation or 30 days from the date of quotation.

5. Prices do not include compliance testing or special packaging costs, transportation charges, insurance costs, bank fees, import duties and taxes, which are to be paid by buyer.

6. Quantity discount schedules and quotations for products are available from seller.

 

How to pay

1. Payment shall be made by T/T, an irrevocable letter of credit or Paypal. All additional charges in the process of payment are the responsibility of buyer.

2. Unless expressly specified otherwise on seller’s PI, payment terms shall be advance payment and net 30 days from the date of invoice.

3. Buyer shall not withhold payment of any amounts due and payable by reason of any set-off of any claim or any dispute with seller.

4. Buyer must raise any controversy relating to an invoice within 15 days of the date of invoice.

 

Shipment and Delivery

1. All products shall be packed and packaged in accordance with seller’s standard commercial packing and packaging methods. Any nonstandard or special packing or packaging requested by buyer is subject to seller’s written agreement and shall be at buyer’s sole expense.

2. All products are delivered according to shipping terms on seller’s PI. Seller shall provide written notice to buyer that products are available for shipping at the delivery point.

3. The FOB point is the Toptech’s factory in Chengdu (Ex Works). All risks of products for loss or damage shall pass to buyer upon delivery to carrier.

4. Transportation charges, insurance costs, damage or loss in shipment and any related expenses should be handled by buyer directly with the carrier.

5. Unless otherwise specified by buyer, seller will designate at its option the appropriate method of shipment.

6. Delivery dates are approximate estimates only and are subject to change based on factory schedules and production limitations.

7. If delivery of products scheduled for shipment is delayed by buyer, storage fees will apply.

 

Force Majeure

1. Seller shall be excused from any liability, loss or damage to buyer for failure to manufacture or deliver, or any delay in delivery, resulting from any event beyond seller’s control when products were ordered.

2. Such uncontrollable events include, but not limited to acts of nature, actions by any governmental authority, inability to obtain any necessary import or export licenses or other consents, terrorism, fires, floods, windstorms, natural disasters, accidents, explosions, riots, wars, sabotage, supplier delays, labor problems, inability to obtain power, utilities, materials, labor, equipment and transportation.

3. It is understood that the non-occurrence of such events is among the basic assumptions. Seller will use its best efforts to meet the time for delivery specified in the PI but does not assume a firm obligation for delivery at that time.

 

Warranty and Repair

1. According to different product types, seller warrants for a period of 2 to 3 years from the date of shipment, that product will be free from any defect in material and workmanship and will be in conformity with the specifications and drawings included in the datasheet.

2. The limit of liability under this warranty shall be to repair or replace at the discretion of seller the product which proves to be defective or not in conformance with the specifications by both buyer and seller after buyer gives seller immediate written notice of any defect.

3. This warranty shall not apply to any seller’s product subjected to abuse, misuse, neglect, accident, improper storage, conditions exceeding the applicable specifications of that of normal use and service, or product that is opened or altered in any way without prior written authorization from the seller. 

4. All products being returned to seller for repair must be accompanied by a Return Material Authorization. Warranty repairs will be made at no cost to the customer. Products out of warranty will require written approval from the buyer authorizing the repair charges prior to the repair being processed. Seller will provide check list for repair or replacement.

 

Limitation of Liability

SELLER’S TOTAL LIABILITY TO BUYER ARISING FROM OR RELATED TO BUYER’S ORDER, INCLUDING, BUT NOT LIMITED TO, ITS LIABILITY FOR INDEMNITY, DEFENSE, AND HOLD HARMLESS OBLIGATIONS, IS LIMITED TO NO MORE THAN THE AMOUNT PAID BY BUYER TO SELLER UNDER BUYER’S ORDER.

 

Applicable Law

1. Order and performance shall be construed, enforced in accordance with laws of the People's Republic of China, especially when it comes to conflicts of laws principles. 

2. Buyer shall comply with all applicable laws, executive orders, or import/export regulations.

 

Dispute Resolution

1. Both buyer and seller shall attempt to resolve any dispute, controversy, or claim arising under or relating to buyer’s order.

2. If the two parties are unable to resolve such dispute, either party may refer the dispute to arbitration in Chengdu in accordance with the rules of the China International Economic and Trade Arbitration Commission and shall select a mutually acceptable arbitrator.