Terms of Service
These Terms of Service govern all business transactions between you and our company. Please read them carefully before placing any order or engaging our OEM/ODM manufacturing services.
Table of Contents
Acceptance of Terms
By submitting an inquiry, placing an order, signing a purchase agreement, or engaging in any business transaction with our company, you ("Buyer," "Client," or "Customer") acknowledge that you have read, understood, and agree to be bound by these Terms of Service ("Terms").
These Terms apply to all B2B transactions including but not limited to sample orders, bulk production orders, OEM/ODM projects, and any customization services. If you are acting on behalf of a company or organization, you represent that you have the authority to bind that entity to these Terms.
Important Notice
If you do not agree to these Terms, please do not proceed with any order or business engagement. Continued engagement constitutes acceptance of the most current version of these Terms.
Company Information
These Terms are issued by a manufacturer established in 2016, headquartered in Ju County, Rizhao, Shandong Province, People's Republic of China, specializing in reusable bags and non-woven products ("Company," "we," "us," or "our").
| Established | 2016 |
| Location | Ju County, Rizhao, Shandong Province, China |
| Business Type | OEM/ODM Manufacturer |
| Product Scope | Reusable Bags, Non-Woven Products, Storage Solutions |
| Export Markets | Japan, South Korea, Southeast Asia, South America, Africa |
Order Terms & Process
3.1 Standard Order Process
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1
Requirement Confirmation
Buyer submits detailed specifications including product type, material, size, color, printing requirements, quantity, and target delivery date.
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2
Quotation
We provide a written quotation valid for 30 days. Prices are subject to change based on raw material fluctuations.
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3
Sample Approval
Pre-production samples must be approved in writing before mass production commences. Sample fees may apply and are credited against bulk orders.
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4
Order Confirmation
Buyer issues a Purchase Order (PO) or signs our Sales Contract. The order is confirmed upon receipt of the agreed deposit.
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5
Mass Production
Production begins after deposit clearance and written sample approval.
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6
Quality Inspection & Shipment
Final inspection is conducted before shipment. Balance payment is required prior to release of goods.
3.2 Minimum Order Quantities (MOQ)
MOQ varies by product type and customization complexity. Standard MOQs are provided in individual product quotations. Orders below MOQ may be accepted at a premium subject to our discretion.
3.3 Order Binding
An order becomes legally binding upon our written order confirmation and receipt of the agreed deposit payment. Verbal agreements, emails, or chat messages alone do not constitute a binding order unless confirmed in writing by an authorized representative.
Customization & OEM/ODM Policy
4.1 Customization Scope
We offer comprehensive customization services including material selection, dimensions, color matching, printing (screen printing, heat transfer, digital printing), handle type, structure, and packaging. All customization requirements must be confirmed in writing prior to sample production.
4.2 Design & Artwork Submission
Buyers must provide artwork files in vector format (AI, EPS, or PDF with outlined fonts) at minimum 300 DPI. We are not responsible for print quality issues arising from low-resolution or incorrectly formatted artwork submitted by the Buyer.
4.3 Color Tolerance
Due to the nature of textile manufacturing, a color variance of ±5% from approved samples or Pantone references is considered within acceptable tolerance and does not constitute a defect or basis for rejection.
4.4 Sample Policy
- Pre-production samples are required for all custom orders prior to mass production.
- Sample fees are charged at cost and credited against bulk order payments upon completion.
- Sample approval must be provided in writing. Silence does not constitute approval.
- Approved samples serve as the production standard. Mass production will match approved samples within stated tolerances.
- Any changes requested after sample approval may result in additional costs and lead time adjustments.
4.5 ODM Product Development
For ODM projects where we develop original designs on behalf of the Buyer, development fees apply. Ownership of developed designs is transferred to the Buyer upon full payment of all outstanding invoices, unless otherwise agreed in writing.
Pricing & Payment Terms
5.1 Pricing
All prices are quoted in US Dollars (USD) unless otherwise specified. Prices are based on the specifications confirmed at the time of quotation. Any changes to specifications, quantities, or materials after quotation confirmation may result in price adjustments.
5.2 Payment Schedule
| Payment Stage | Amount |
|---|---|
| Deposit | 30%-50% |
| Balance Payment | 50%-70% |
| Sample Fee | At cost |
5.3 Accepted Payment Methods
We accept Telegraphic Transfer (T/T / Wire Transfer), Letter of Credit (L/C) for orders above USD 50,000 (subject to prior agreement), and other methods as mutually agreed in writing.
5.4 Late Payment
Failure to make payments on schedule may result in production delays, order suspension, or cancellation. We reserve the right to charge interest on overdue amounts at a rate of 1.5% per month or the maximum rate permitted by applicable law, whichever is lower.
5.5 Bank Charges
All bank transfer fees and charges incurred on the Buyer's side are the Buyer's responsibility. We must receive the exact invoiced amount net of all bank fees.
Production & Lead Times
Production lead times are provided in individual order confirmations and begin from the date of deposit clearance AND written sample approval, whichever is later.
Typical production lead times range from 15 to 45 business days depending on product complexity, order quantity, and current production schedule. These are estimates and not guarantees.
Lead Time Disclaimer
Lead times may be affected by raw material availability, public holidays (including Chinese New Year, National Day Golden Week), force majeure events, or delays in Buyer's sample approval or artwork submission. We will notify Buyers promptly of any significant delays.
Shipping & Delivery
7.1 Trade Terms
Unless otherwise agreed in writing, all shipments are made on FOB (Free on Board) Qingdao or Shanghai terms in accordance with Incoterms 2020. Risk of loss and title pass to the Buyer when goods are loaded onto the vessel at the named port of shipment.
7.2 Freight & Insurance
Under FOB terms, the Buyer is responsible for arranging and paying for ocean freight, cargo insurance, import duties, customs clearance, and all destination charges. We can assist in arranging freight on a CIF or CNF basis upon request, with costs added to the invoice.
7.3 Shipping Documents
Standard shipping documents include Commercial Invoice, Packing List, and Bill of Lading. Additional documents (Certificate of Origin, Inspection Certificate, etc.) can be arranged upon request and may incur additional fees.
7.4 Delivery Delays
We are not liable for shipping delays caused by carriers, port congestion, customs clearance issues, or any circumstances beyond our control once goods have been handed over to the carrier.
Quality Standards & Inspection
We conduct internal quality control inspections throughout production. Mass production goods are inspected against approved samples using AQL (Acceptable Quality Level) 2.5 standards unless otherwise specified in the order.
Buyers may arrange third-party inspections at their own expense with prior written notice. Inspection must be scheduled at least 5 business days before the planned shipment date. We will cooperate with authorized inspectors.
Acceptable Tolerances
- Dimensions: ±1-2 cm depending on product type
- Weight/Grammage: ±5%
- Color: ±5% variance from approved sample or Pantone reference
- Quantity: ±3% over/under shipment is acceptable
Intellectual Property
9.1 Buyer-Provided IP
By submitting logos, trademarks, designs, artwork, or other intellectual property ("Buyer IP") for use in production, the Buyer represents and warrants that they are the lawful owner or authorized licensee of such IP and that its use does not infringe any third-party rights.
9.2 Indemnification
The Buyer agrees to indemnify, defend, and hold harmless our company, its officers, employees, and agents from and against any claims, damages, losses, or expenses (including legal fees) arising from any alleged infringement of third-party intellectual property rights related to Buyer-provided designs, logos, or trademarks.
9.3 Our IP
All original designs, product templates, technical specifications, and manufacturing processes developed by us remain our exclusive intellectual property. Buyers may not reproduce, share, or use our proprietary designs without written authorization.
9.4 Exclusive Design Protection
For ODM projects, we may offer exclusive design protection for a specified period upon request. Exclusivity terms, duration, and any associated fees will be defined in a separate written agreement.
Confidentiality
Both parties agree to maintain the confidentiality of the other party's proprietary information, including but not limited to pricing, product designs, business strategies, customer lists, and technical specifications ("Confidential Information").
Confidential Information shall not be disclosed to third parties without prior written consent, except as required by law or regulatory authority. This obligation survives termination of the business relationship for a period of three (3) years.
We will not use Buyer's branded designs or logos for our own marketing, portfolio, or promotional materials without the Buyer's explicit written consent.
Limitation of Liability
Maximum Liability Cap
Our total liability to the Buyer for any claim arising out of or related to any order shall not exceed the total invoice value of the specific order giving rise to the claim, regardless of the form of action or the theory of liability.
11.1 Exclusion of Consequential Damages
To the maximum extent permitted by applicable law, we shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, loss of revenue, loss of business opportunities, or loss of goodwill, even if advised of the possibility of such damages.
11.2 Third-Party Claims
We are not responsible for any claims arising from the Buyer's use, resale, distribution, or marketing of our products, including claims from the Buyer's end customers, unless directly caused by a manufacturing defect attributable to our production.
Warranties & Disclaimers
12.1 Product Warranty
We warrant that products will conform to the approved sample specifications and be free from manufacturing defects at the time of shipment. This warranty is subject to the quality tolerances defined in Section 8.
12.2 Disclaimer of Implied Warranties
Except as expressly stated herein, we make no other warranties, express or implied, including but not limited to implied warranties of merchantability, fitness for a particular purpose, or non-infringement. Products are manufactured to Buyer-specified requirements; suitability for end use is the Buyer's responsibility.
12.3 Regulatory Compliance
The Buyer is solely responsible for ensuring that products comply with all applicable laws, regulations, safety standards, and import requirements in the destination country or market. We can provide relevant test reports or certifications upon request, subject to availability and applicable fees.
Cancellation & Modifications
13.1 Order Cancellation
Once an order is confirmed and production has commenced, cancellation requests must be submitted in writing. Cancellation fees apply based on the stage of production at the time of cancellation request:
| Production Stage | Cancellation Fee |
|---|---|
| Before material procurement | Deposit forfeited; no additional charges |
| After material procurement | Material costs + 15% handling fee |
| During production (>50% complete) | 50%-80% of total order value |
| Production complete | 100% of total order value |
13.2 Order Modifications
Order modifications (changes to specifications, quantities, delivery dates) must be submitted in writing and are subject to our written acceptance. Modifications may affect pricing and lead times. We are not obligated to accommodate modifications after production has commenced.
Returns & Claims
14.1 Claim Procedure
Any quality claims must be submitted in writing within 30 days of the goods' arrival at the destination port. Claims must include photographic or video evidence clearly documenting the alleged defects, the affected quantity, and the specific order reference number.
14.2 Valid Claims
Valid claims are limited to manufacturing defects that exceed the stated tolerances in Section 8 and are not attributable to Buyer-provided specifications, improper handling, storage, or use after delivery.
14.3 Remedies
Upon verification of a valid claim, we will, at our discretion, offer one of the following remedies: replacement production for defective goods, a credit note applicable to future orders, or a partial refund proportional to the verified defect rate.
14.4 Return Shipping
Goods may not be returned without our prior written authorization (RMA). Unauthorized returns will not be accepted. Return shipping costs are the Buyer's responsibility unless the defect is confirmed to be solely due to our manufacturing error.
Force Majeure
Neither party shall be liable for any failure or delay in performance due to circumstances beyond their reasonable control, including but not limited to: acts of God, natural disasters, epidemics or pandemics, war, terrorism, government actions, trade embargoes, port strikes, power outages, or significant raw material shortages.
The affected party must notify the other party in writing as soon as practicable. If a force majeure event continues for more than 60 days, either party may terminate the affected order upon written notice, with the Buyer entitled to a refund of payments made for goods not yet produced, less any non-recoverable costs already incurred.
Governing Law & Dispute Resolution
16.1 Governing Law
These Terms and all transactions hereunder 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 provisions.
16.2 Dispute Resolution
In the event of any dispute arising from or related to these Terms or any transaction, the parties shall first attempt to resolve the matter through good-faith negotiation within 30 days of written notice of the dispute.
If negotiation fails, disputes shall be submitted to the China International Economic and Trade Arbitration Commission (CIETAC) for arbitration in accordance with its arbitration rules then in effect. The arbitration shall be conducted in Mandarin Chinese, and the arbitral award shall be final and binding on both parties.
Amendments
We reserve the right to update or modify these Terms at any time. Changes will be posted on our website with an updated effective date. For existing orders, the Terms in effect at the time of order confirmation shall apply.
Continued engagement with our services after the posting of updated Terms constitutes acceptance of the revised Terms. We recommend reviewing these Terms periodically.
Contact Information
For questions regarding these Terms of Service, order inquiries, or legal notices, please contact us through the following channels:
For legal inquiries and formal notices
Phone / WhatsApp
For urgent order-related matters
Address
Ju County, Rizhao, Shandong Province, China
Business Hours
Mon-Fri, 09:00-18:00 CST (UTC+8)
Terms of Service -- Effective January 1, 2025
These terms apply to all B2B transactions for OEM/ODM manufacturing services. By engaging our services, you agree to these terms in full.
© 2025 All Rights Reserved · Ju County, Rizhao, Shandong Province, China