Inspection Period and Organization: The buyer should inspect the goods within 5 days from the date of arrival at the discharge port. If the destination is different from the discharge port and the contract specifies a destination involving transportation, the inspection may be delayed until the goods arrive at the designated destination. However, the maximum inspection period shall not exceed 30 days from the date of arrival at the discharge port. The buyer must commission an inspection organization approved by the seller. If no specific inspection organization has been agreed upon by both parties, the buyer may appoint SGS of Switzerland or its branches to inspect the goods and use the inspection certificate as preliminary evidence for any claim against the seller.
Notice of Discrepancy and Handling: The buyer must notify the seller within the inspection period stipulated in Article1 of this term if the quantity or quality of the goods does not comply with the terms of this contract, and must simultaneously submit the aforementioned inspection certificate. If the buyer fails to provide the inspection certificate or uses or sells the disputed goods, the buyer loses the right to claim that the goods do not conform to the contract. Upon receiving such a notice, if there is any dispute regarding the inspection certificate (which is deemed as preliminary evidence), both parties shall jointly appoint the China Certification & Inspection Group (CCIC) Shanghai branch to re-inspect the disputed goods. The conclusion of this re-inspection shall be final and binding on both parties.
Special Instructions: (1) Ownership of the goods shall remain with the seller if the buyer fails to pay the purchase price. (2) If the carrier and/or insurance company is responsible for the discrepancy in the goods, the buyer has no right to claim against the seller. (3) Even if the seller is the breaching party or the infringing party under the contract, the buyer may not seek an injunction from the court to block letters of credit that have already been accepted, negotiated, or discounted by any bank.
Dispute Resolution and Applicable Law: (1) Any dispute arising from or in connection with this contract shall be submitted to the China International Economic and Trade Arbitration Commission (CIETAC), Shanghai Branch, for arbitration in accordance with its Arbitration Rules. The arbitral award shall be final and binding on both parties. (2) Contracts shall be governed by the laws of the People's Republic of China. Terms such as CIF in the contract are based on INCOTERMS 2010, and the terms related to the letter of credit are based on UCP 500. Effectiveness of the Contract: Contracts shall become effective upon being signed by the representatives of both parties and sealed by the seller.
Other Provisions: Regarding potential uncertainty in import duty policies at the destination port, the buyer shall be responsible for all import duties under the CIF terms. The buyer shall not abandon the materials once they have been shipped out from the loading port.
Ocean Freight Clause: The ocean freight from Shanghai, China, to the destination port will be calculated based on the departure date. If the ocean freight fluctuates by more than +10% before shipment, the seller shall adjust the CIF price based on the updated freight cost and consult with the buyer, but the FOB price will remain fixed.
