Unless otherwise agreed to by Goldeco stainless steel in writing, the contracted hereunder shall be payable within the period of time mutually agreed by and between Goldeco and customer. Late payments shall bear interest at the rate of 3.6 percent per day upon the balance for interests and warehousing and other costs.
2. TAXES AND PRICING.
All prices quoted are subject to change without notice and are exclusive of taxes. Customer is responsible to pay all taxes resulting from transactions, including without limitation occupation,property, excise, sales, or use tax, but excluding any taxes due on the income of Goldeco. If the shipment is
delayed by thirty (30) days or more beyond the scheduled shipment date and such delay is caused in whole or in part by circumstances beyond the reasonable control of Goldeco, the purchase price including applicable taxes, shall remain without change.
The scheduled shipment date is an estimate only. On or after the scheduled shipment date, customer shall accept shipment upon notification by Goldeco. If the customer refuses the shipment, Goldeco is authorized to sell the goods to others and claim for loss.
4. SHIPPING WEIGHT TOLERANCES.
The goods sold are subject to Goldeco's shipping weight tolerances of +/- 10%.
5. TITLE/RISK OF LOSS/INSURANCE.
If the goods are sold to the Customer on an FOB basis, the title to and risk of loss of the goods shall pass from Goldeco to the Customer when the goods are placed in the possession of the carrier for shipment to the Customer. Customer shall provide insurance to be for no less than the total contract amount owing to Goldeco with loss first payable to Goldeco.
6. ACCEPTANCE OF GOODS.
Customer agrees to inspect or test all goods upon receipt. Customer shall be deemed to have affected final acceptance of the good within seven (7) days from the date of the shipment unless written notice is received by Goldeco within such period.
Goldeco warrants that title to the goods sold shall be exactly the same as agreed on Goldeco's invoice.
Returned goods will be accepted only if Goldeco has given prior written consent. Handling, inspection, restocking, and invoicing charge also may be assessed against Customer. All returns allowed must be shipped at Customer’s expense and must be in excellent resale condition. Material that has been altered from its original condition in any way is not returnable.
9. DELAY OR NONPERFORMANCE.
Goldeco shall not be liable for failure or delay in performance hereunder due in whole or in part to strikes, work stoppages, fires, acts of terrorism, accidents, wars, rebellions, civil commotion, public strife, acts of any government, whether legal or otherwise, acts of public enemies, forces majeure, or qualified labor, or any other causes beyond Goldeco's reasonable control. This specifically includes delays or inability to obtain product because of the actions of Goldeco’s raw material suppliers.
In the event of Customer’s refusal to accept shipment or other default, Goldeco, at its sole discretion and option, shall be entitled to retain all money paid by Customer on account as liquidated damages. If Customer fails to make any payments when due, or if there is a breach of any covenant or agreement by Customer, or if Goldeco deems itself insecure, then Customer shall be deemed in default and Goldeco shall have, at its option, the right to take immediate possession of the goods and/or declare all unpaid amounts immediately due and payable and/or suspend shipments to Customer. Goldeco shall be entitled to set off any amount owed by Customer or any of Customer’s related entitles against any amount payable to Goldeco in connection with any unpaid moneys due to Goldeco. Goldeco shall have all the rights and remedies of a secured party under the Uniform Commercial Code in addition to all other rights as established herein, which rights and remedies shall be cumulative. Waiver by Goldeco of any breach or default shall not constitute a waiver of any subsequent breach or default.
Upon receipt of written notice from Customer, Goldeco shall cancel any orders as instructed, subject to Goldeco’s (or its subcontractors) right to continue processing raw or finished material to the point at which processing can be halted with the least disruption and cost to Goldeco. Customer shall be responsible for all costs associated with the cancellation and completion of processing of material.
These Terms and Conditions shall be deemed binding on Customer by its purchase of products from Goldeco. These Terms and Conditions may only be modified if in writing and signed by an authorized officer of Goldeco. Each of these terms and conditions shall remain in effect unless the provision(s) are explicitly contradicted by the aforesaid writing.
13. DISPUTE RESOLUTION/GOVERNING LAW.
Any and all disputes between Goldeco and Customer shall be determined subject to China’s law and courts shall have exclusive jurisdiction. The parties hereby agree to the personal jurisdiction of the Foshan courts, and that attorney’s fees and costs shall be awarded to the prevailing party in any litigation. Customer must institute any action against Goldeco within one year after Customer’s claim arises, or such claim shall be barred notwithstanding any statutory limitations to the contrary.