General Terms of Sales and Delivery (GTSD)
1. Scope of validity:
The following general terms of sale and delivery apply to all business relationships between WD and the customer. In each case the version valid at the time of the conclusion of the contract is applicable.
Oral statements that contain additional obligations for WD are binding only after they are confirmed by WD in writing.
2. Conclusion of the contract:
All agreements, contracts, orders require written confirmation by the customers and sales management of WD to become legally binding.
The prices are fixed in specific currency, set at the time of signing, understood fixed terms (like FOB, CFR, CIF), stated in the Proforma Invoice. The prices are understood to include standard packaging, nevertheless other auxiliary costs.
The packaging is not returnable.
4. Terms of Payment:
a. By T/T 30% on order（within 5 days from order confirmation）and the balance at sight of copy of Bill of Lading (in 3 days since Bill date), in CIF or CFR price terms.
b. By T/T 30% on order（within 5 days from order confirmation） and the balance before shipment, in FOB price terms.
c. By T/T 50% on order （within 5 days from order confirmation）and the balance before shipment, for non standard items.
d. By T/T, as if the order value is less than 10000 USD. Irrevocable L/C is acceptable, as if the order value is more than 10000 USD
e. More credit or better terms based on credit records and cooperation level, shall be approved by order audit team and the President of WD.
f. For late payment, WD keep the right to ask for five ten thousandths for each overdue day (equivalent to a monthly interest rate 1.5%) of the amount as liquidated loss.
5. Reservation of Title:
The customer is entitled to reprocessing or further disposal of the goods after getting the reservation of title. Before full payment, the goods may not be put up as pledge or transferred to serve as the collateral property of a third party.
Delivery is the date at which goods will be loaded on and transported to the destination (port) or delivery date of the carrier, used to known as the “shipment.” The date of the Bill of Lading is the date the goods loaded on board. The date of railway consignment note, air waybill, post receipt and the international multimodal transport document is a single date of the goods loaded on vehicles or the carrier to take over the goods received.
The delivery periods are approximate data and are to be kept to wherever possible. The delivery periods begin with the acceptance of order by confirmation of Proforma Invoice, however, not before final fixing of all the terms of delivery.
7. Quantity of Delivery:
The quantities: as per indication on Proforma Invoice
8. Warranty / Guarantee::
WD bearings are warranted to be free of defects in materials and workmanship. The obligation of WD Bearing, under this warranty is limited to replacing any bearing which is proven to be defective within one year from the date of purchase, under the following provisions:
1. The Application of the product was approved by WD Bearing Group,
2. The defective product is returned to WD Bearing Group for technical analysis,
3. Analysis of the product by WD Bearing Group verifies that the product was properly handled, mounted/installed, loaded, used and lubricated, and non-fault caused by man-made damage.. This warranty is in lieu of all warranties of merchant ability, fitness for purpose, or all other warranties, expressed or implied. WD Bearing Group will not be liable for any special, indirect or consequential damages or loss to be. The remedies set forth herein are exclusive, and the liability of WD Bearing Group with respect to any contract or sale or anything done in connection there with, in contract, intort under any warranty, or otherwise, shall not exceed the price of the bearing on which such liability is based.
9. Product Liability:
Outside of the application of the product liability law, liability of WD is limited to malicious intent or gross negligence.
Liability for minor negligence, and damages from the claims of a third party against the customer are excluded.
These limitations of liability do not apply in the event of bodily and health injuries attributable to WD or in the case of the loss of the life of the customer.
For the use of the product sold by WD each customer himself is responsible for the safety. Any other descriptions and explanations are unbinding for WD.
10. Exceptions and Exemptions:
Should individual provisions of this GTSD become invalid or partially invalid, then the parties commit themselves to formulate such a regulation that economically approximates the invalid regulation the closest. In the case of legal invalidity of one or more of the provisions of this GTSD, the legally binding force of the remaining provisions remains unaffected.
11. Force Majeure
The sellers shall not be held responsible for late delivery or non-delivery for all or part of the contracted goods owing to such Force Majeure causes as war, earthquake, flood, conflagration, rainstorm and snowstorm. However, in such a case, the sellers shall inform the buyers by fax within 15 days.
12. Discrepancy and Claim
In case any discrepancy on quality/quantity/weight of the goods is found by the Buyers after the goods arrive at the port of destination, claim which should be loaded with the Sellers within 15 days after the goods arrive at the port of destination, otherwise the sellers will not undertake the responsibility. However, the Sellers shall not be held responsible either for compensation of loss (es) due to natural cause (s) or for that (those) within the responsibility of the Ship owners or Underwriters. In the event either the Sellers fail to effect the shipment or the Buyers fail to establish the relevant L/C within the respective time limits as set forth in the above, or the L/C does not correspond with the Contract terms and the Buyers fail to amend it in time, the Complaining Party shall have the right to cancel this contract and to claim on the Party at fault for compensation of direct losses, if any, sustained there from, unless in cases where Force Majeure is applicable.
13. Applicable Law
The general terms, the contract & order signed by each parties shall apply the law in mainland China.
All disputes arising from the execution of this agreement shall be settled through friendly consultations. In case no settlement can be reached, the case in dispute shall then be submitted to China International Economic and Trade Arbitration Commission Shanghai Branch for the Promotion of International Trade for Arbitration in accordance with its Provisional Rules of Procedure. The decision made by this commission shall be regarded as final and binding upon both parties. Arbitration fees shall be borne by the losing party, unless otherwise awarded.
15. Other Provisions
Any information regarding the business shall be deemed confidential and may not be transferred to any third person excluding cases provided by the government laws.