I.Acceptance of:
1. All sales are subject to the following terms and conditions (as may be amended from time to time) and the Customer accepts these terms and conditions.
2. The terms and conditions contained herein are subject to certain limitations, and any additional or inconsistent terms and conditions in any purchase order, Customer requested or provided documentation are completely and explicitly rejected.
3. No change to these Terms and conditions shall be binding on the Company unless agreed in writing and signed by the responsible person or other authorized representative of the Company.
Ii. Specifications:
Drug screen (https://www.screeningcompound.com/) sales to the customer's product specifications are subject to change without prior notice.
Iii. Price:
All prices published or quoted by Drugscreen are subject to change without notice. All prices are subject to adjustments based on specifications, quantities, production costs, freight or other terms or conditions that are not part of the original offer.
Iv. Delivery:
All orders will be delivered in FCA form (INCOTERMS 2010) and title to all products shall pass to the Customer upon delivery of such products to the first carrier in the country in which the Products are shipped; If the Customer and the Company agree that the Company will provide or arrange for any of the following services in connection with the delivery of the product, the Customer will pay or reimburse the Company the fees specified in the invoice:
1. Transportation and freight, loading and unloading, handling;
2. Special packaging materials, such as blue ice;
3. Terminal fees and transportation surcharges (including fuel surcharges);
4. Hazardous substances;
5. Imports and duties and taxes;
6. All fees regulated by the government, and
7. Insurance;
The applicable sections above will be added separately to the product invoice ordered by the customer. Customers will refer to the costs incurred by the above content as "freight." The freight charged by the screen may not be limited to the actual direct cost of the screen, but may also include the freight borne by the screen in connection with the above.
Drugscreen reserves the right to ship products in batches and issue invoices for each shipment separately. If the customer fails to make any payment on due date or fails to meet its obligations, DrugScreen reserves the right to stop transporting the product in transit and to withhold the goods in whole or in part. All shipment dates are approximate only and the Company shall not be liable for any loss arising from any delay in delivery or failure of delivery due to any cause beyond the reasonable control of the Company, as detailed in Section 13. In the event of a delay due to any reason beyond the reasonable control of the Company, the Company reserves the right to terminate the order or reschedule the shipment within a reasonable time, and the Customer has no right to refuse delivery or otherwise release any obligation arising from such delay. Products that are delayed in delivery due to any reason within the Customer's control may be held at the Customer's risk and expense and in the Customer's account. Orders being processed can only be cancelled with the written consent of Drug Screen and payment of the cancellation fee.
V. Damaged goods:
The customer needs to inspect the drug screen shipment upon receipt. If any external damage is found, the Customer shall receive the shipment only after confirming that:
(a) the customer has requested the carrier to conduct an inspection and (b) the carrier has taken note of all the goods on the delivery receipt;
Customer shall retain all containers and packaging materials for inspection. If, upon opening the goods, the customer finds a shortage or damage to the goods, the customer must request the carrier to inspect them within 24 hours of delivery, otherwise the customer waives his right to claim compensation. Drug Screen reserves the right to repair damaged products before determining replacement or liability.
Vi. Payment Terms:
1. As otherwise stated on non-applicable individual or aggregate invoices, payment will be due within 30 days of the invoice date.
2. Unless another currency is indicated on the invoice, otherwise payment will be made in RMB.
3. Customers will be responsible for applicable taxes and other fees, such as surcharges imposed by the government, which they may be required to pay or collect in connection with the sale or transportation of products or the provision of services.
4. If payment is made to the bank account specified in the invoice after the date of payment, it will be considered late payment, which may result in additional service charges, as further described in this section.
5. The drug screen can be paid in a variety of ways to ensure that the drug screen receives the payment in a timely manner.
6. Credit card payment can only be used at the time of placing orders, payment of overdue collections and payment of account balances to Drug Screen.
7. The customer is required to provide sufficient detailed remittance information (accurate to the invoice level or the line level according to the specific circumstances) to the Drug Screen at the time of each payment, so that the drug Screen has the corresponding evidence to count and modify the outstanding payments in the accounts receivable.
8. Failure to provide such remittance details to the Drug Screen will cause additional delays in processing and may affect the credit status of pending or future customer purchase orders.
9. When the Customer wishes to apply for one or more credit vouchers for the payment amount owed by the Drug Screen, in addition to the above remittance requirements, the Customer also agrees to provide the corresponding specific credit voucher number and amount to the Drug Screen in a timely manner.
10. If the customer does not provide such information in a timely manner, Drug Screen will apply any such credit voucher to the outstanding receivables, starting with the oldest receivables.
11. The Company reserves the right to provide banks and third party companies with payment history data and related information about customers for payment processing and reconciliation, fraud prevention and credit risk reduction, as otherwise stated in the then-current privacy Policy of the Company.
12. The customer agrees to fill out, sign and submit the standard Credit application to the Finance department of the Drug Screen.
13. If the customer does not submit a credit application or the Drug Screen does not accept a credit application, payment must be made in advance or by credit card.
14. The Customer will provide its most recent audited financial statements (or unaudited financial statements if no audit has been performed) to the Drug Screen upon request.
15. Drugscreen agrees to keep such information confidential and exclusively for the purpose of evaluating and applying credit scores or ratings to extend credit or pending transactions.
16. In addition, the Customer agrees to inform the Company of any material adverse change in its business that is reasonably expected (by an independent third party) to have a negative effect on its outstanding or future payment obligations and the terms or conditions contained herein. The change shall include, but is not limited to, any change in the customer's credit rating as determined by any single major rating agency.
Vii. Sales tax:
All payments payable in connection with the invoice do not include all transaction taxes, such as (i) VAT, goods and services tax or other similar indirect taxes, and (ii) sales tax, which will be shown in the invoice. If you are exempt from any such taxes, be sure to provide the appropriate documentation at the time of ordering.
Viii. Product Return/Cancellation Policy:
General ordered products cannot be returned to drug screens, including but not limited to custom or special ordered products, leaked or damaged chemicals, and labeled missing parts, parts, or instructions. Drug Screen will not accept returned shipments unless prior arrangements are made. If you need to return any product, please contact the Customer Service department of the Drug Screen to obtain a return authorization number. The request to return the authorization number must be completed within 30 days of the customer receiving the shipment. We only accept returned items authorized by Drug Screen. Final disposal will only take place upon receipt and inspection of the returned goods. Dangerous goods must be transported in accordance with all applicable Department of Transportation regulations. Returns must be received on or before the return authorization expiration date. Returned goods need to be processed and may incur additional costs. Drug Screen will charge a 20% restocking fee for returned catalog items, with a minimum charge of 300 yuan and a maximum charge of 2,000 yuan.
1. Products authorized for return: To ensure proper credit, each product return must contain the following information:
(a) Customer name and address
(b) Purchase Order number
(c) Drug screen transport order number
(d) Date of invoice
(e) The catalog number of returned goods
(f) Drug screen return authorization number
(g) Reasons for return
2. Return Transportation: Each return for transportation of hazardous materials must be packaged and labeled in accordance with applicable regulations applicable to the transportation of hazardous materials. The shipping document must also comply with applicable transport regulations. The product should be shipped to the designated service center and the transportation cost will be prepaid. To ensure quick processing, the return authorization number should be placed on the outside of the package.
Product and service warranties and limitation of liability
1. The drug screen does not make any guarantee for the product; All warranties are from the product supplier.
2. The supplier guarantees the ownership as specified in the trade regulations; Except as indicated in the invoice for the Products or in the Product Description, the Supplier of the Products makes no other representations or warranties of any kind, express or implied, of fitness for a particular purpose or any other matter relating to the Supplier's Products.
3. Claims for rejected, non-conforming products or any other claims against drug screens or suppliers must be made in writing and must be received and confirmed in writing within 30 days of the customer's receipt of the relevant products. Any claim that does not satisfy this condition shall be deemed abandoned. Upon approval of the return of any such product, DrugScreen may, in its sole discretion, replace such product with a compliant product or refund the purchase price to the customer. Customer's sole remedy against Drug Screen or Supplier, including any cause or claim, including but not limited to breach of warranty, product liability, negligence or otherwise, shall not exceed the amount of the purchase price. Under no circumstances shall the Company or the Supplier be liable for special, incidental, indirect, punitive or subsequent damages or loss of profits, even if the Company or the supplier has been advised of the possibility of such damages.
4. The Customer represents and warrants to the Drug Screen and applicable suppliers that the products ordered for use will not violate any laws or regulations.
Export control:
Products purchased or received under this Agreement are subject to the export control laws, regulations and orders of the relevant countries. Customer agrees to comply with all applicable export laws, restrictions and regulations of relevant national bodies or authorities and not to export or transfer any Product to any prohibited or embargoed country or to a designated person or entity referred to in any relevant national law or regulation. Customer represents and warrants that it is not on the list of prohibited or disqualified persons and that the purchase of the Products or Services under this Agreement is not prohibited by law. The Customer is responsible for obtaining any export, re-export or import permits that may be required.
Each party (the "Recipient") shall maintain confidentiality and not disclose to any third party in accordance with the authority granted herein and the Privacy Policy of the Drug Screen (as amended from time to time). Except for the specific purpose performed under this Agreement, all proprietary information provided to it by the other party (the "Discloser") or any Discloser's affiliate in connection with this Agreement, or information from the Discloser or any Discloser's affiliate, may not be used to perform this Agreement. At the request of the Disclosing Party, the Receiving Party shall return to or destroy all copies of documents and other tangible media provided by or derived from the Disclosing Party or such Disclosing Party's affiliates, respectively. In performing this Agreement, the Recipient may retain confidential file copies of purchase orders, invoices, product descriptions, and related correspondence, as well as credit information that meets the requirements of the then-current record retention policy or applicable laws or regulations. The receiving Party shall inform its employees, agents and responsible persons and require them to assume the same obligations.
Xii. Others:
1. Termination: Either Party may terminate this Agreement at any time for any reason by giving reasonable written notice to the other Party. If this Agreement terminates or expires, Customer shall immediately pay for the terminated or expired Products, the Products shipped and all ordered Products purchased by Customer prior to such date, and Customer shall pay the invoice amount immediately upon receipt of such invoice. The provisions of Sections 6-7 and 10-12 shall survive the termination of this Agreement.
2. Force Majeure: If either party is unable to perform its obligations under this Agreement in whole or in part due to a force majeure event, such party shall be released from its obligations during such delay. The Party affected by a force majeure event shall take commercially reasonable measures to mitigate the effects of the force majeure event and shall notify the other party of such event and such mitigation measures as soon as practicable. For this purpose, "Force majeure events" shall include any event or circumstance beyond the reasonable control of the affected party, including, but not limited to, war, terrorism, fire, natural disaster, accident, riot, failure or communication or payment systems beyond the control of the affected party, or government action.
3. Consolidation, Modification, Waiver: No modification, modification or waiver of these Terms shall be binding on either party unless signed in writing by a binding authorized officer and, in the case of a waiver, shall be effective only in specific circumstances and for specific purposes and shall not be construed as a waiver of any subsequent breach. The failure of either party to enforce any provision of this Agreement at any time or for any period of time shall not be construed as a waiver of such provision or the right of such party thereafter to enforce each such provision. No transaction, transaction use or performance shall supplement, interpret or modify any terms, conditions or instructions of this Agreement, or any shipment of products under this Agreement.
4. Right to enter into Agreement: The Parties represent and warrant that they have the right to enter into this Agreement and that doing so does not violate the terms or conditions of any contract or other agreement which may become another agreement.
5. Assignment: This Agreement shall be binding on and in accordance with the interests of the Parties and their respective successors and permitted assigns and designees; However, neither party shall have the right to assign, assign or delegate its rights or obligations under this Agreement or any part thereof without the prior written consent of the other Party (unless either party assigns this Agreement to a parent company, subsidiary) or a successor company without consent).
6. Nature of the relationship: Under no circumstances shall either Party, its employees or permitted subcontractors or agents be deemed to be agents, partners, joint ventures or representatives of the other party.
