Wosuper Food Co.,Ltd

Tag: Food Delivery, Food Payment, Warranty, Risk and Cancellation

These terms of trading describe the basis for the purchase by you and sale by Wosuper Food Co., LTD of the goods described in this document.

In these terms and conditions the “Supplier” means Wosuper Food Co., LTD in China, the “Customer” means the purchaser whose details are set out in the attached Quotation or Proforma Invoice or a person or entity whose offer to purchase the Supplier's goods is accepted by the Supplier.

1. ACCEPTANCE OF CUSTOMER'S ORDER

These terms and conditions apply to every order for goods and/or services ('Order') between the Supplier and the Customer and any terms and conditions of the Customer's Order deviating from or inconsistent with these terms and conditions are expressly excluded, obviated and rejected by the Supplier.

This exclusion and rejection includes any statement by the Customer that the Customer's terms and conditions shall prevail notwithstanding any stipulation by the Customer regarding the manner of declaring such rejection.  A contract is only concluded between the Supplier and Customer for the supply of goods and/or services when the Order has been accepted by the Supplier. The terms of this Clause apply to every quotation or offer by the Supplier for the supply of goods and/or services.

2. PRICES

All prices are exclusive of insurance or delivery/freight charges and the Supplier may invoice the goods sold at the Supplier's price relevant to the goods ordered at the date of delivery of each Order. Where the Supplier publishes or discloses a price list, this list is an invitation to treat only and the Supplier reserves the right to accept or reject in its absolute unfettered discretion any order which may be received by it.

The Customer acknowledges that the price of the goods and services may change from price at the time the Order is placed. The Customer is otherwise taken to have accepted issued by the Supplier time to time without notice and it is the Customer's responsibility to confirm the the price that is applicable at the time as shown on the Quotation or Proforma Invoice.

Where the Customer varies the Order in any way whatsoever resulting in the supply of further goods and/or the provision of further services and/or the incurring of further expenses on the part of the Supplier, the Customer shall be charged a fee in addition to the initial quoted or invoiced fee, such fee to be calculated at the Supplier's standard fees for the time being.

Where the Supplier provides a quotation to the Customer, the quotation shall be exercisable for one (1) calendar month unless otherwise stipulated in writing.

3. CATALOGUE/WEBSITE AND SAMPLES

The Customer acknowledges, agrees and accepts that there may be variations in the colour and/or finish and/or texture of any actual products supplied to the Customer

(a) from those as appearing in the Supplier's catalogue;

(b) from those as appearing in the Supplier's website such as Chinese Sausage, Chinese Preservered Meat(Bacon), Dry Fish, Dry Chicken, Dry Duck, Rice Wine, Sesame Candy, Fish Cake, Lutos seed; or

(c) from any samples held by the Supplier

4. DELIVERY

4.1. A specified delivery time shall under no circumstances be deemed to constitute a fatal date. The Supplier shall not be in default in respect of such delivery time until the Buyer notifies it in writing that it is in default, in doing so stipulates a reasonable period of time within which the Suppplier has the opportunity to effect delivery, and the latter still fails to do so.  

4.2. The delivery time shall commence at such time as the relevant Contract is concluded between the Supplier and the Customer, and the Supplier has also accepted any security for payment which may have been agreed or have received any prepayment.  

4.3. The delivery time shall be based on the circumstances prevailing when the relevant Contract is concluded. On the condition that a delay occurs as a result of a change in the aforementioned circumstances, the Supplier shall inform the Buyer within five working days and indicate the expected duration of the delay. The parties shall then determine a new delivery date. 

4.4. If the time for delivery is exceeded, the Buyer shall not be entitled to cancel or terminate the Contract, unless the time for delivery is exceeded with more than ten weeks, without the Buyer being entitled to any compensation. 

4.5. In cases where delivery on demand has been agreed, the Buyer shall arrange the demands in such a way that all goods have been demanded within 3 months of the Contract being formed unless a different demand period has been agreed in writing. If the Buyer fails to meet the above obligation, the Supplier shall be entitled to offer the remaining goods to the Buyer and demand immediate payment or dissolve the Contract without any notice or legal intervention being required and to claim full compensation for all losses suffered.

4.6. The Supplier reserves the right to effect a delivery in parts. Each partial delivery shall be deemed to represent a separate Contract. The Vendor shall be entitled to demand payment for each partial delivery before proceeding with any other.

5. PAYMENT

The Customer agrees to and will pay in accordance with the Proforma Invoice rendered by the Supplier namely either by

(a) payment in full prior to delivery of the goods and/or

(b) T/T, West Union, Paypal or Cash on delivery;

Failure to pay by the due date shall entitle the Supplier to suspend delivery of all unexecuted or future orders. The time for order payment of the Products shall be of the essence.

The Supplier reserves the right at any time in its absolute discretion to demand immediate payment of any account whether due or not and to take legal action to recover the debt and costs.

If payment is not made in accordance with this Condition, the Supplier reserves the right to charge Statutory Interest on the overdue balances for the period from the date on which payment became due until the date on which payment is made including any period after the date of any judgement or decree against the Customer.

The Company reserves the right in its absolute discretion to refuse to grant credit.

6. WARRANTY

Goods produced and sold will have the benefit of any warranty, as may be provided from time to time, given by the Supplier provided that the return of the goods or any part of them is in accordance with the Supplier's warranty; but the Supplier shall not be liable for any loss or damage either direct or consequential arising out of any defects arising from the design and use of the foods dishes.

The Supplier guarantees the goods safety and workmanship supplied for up to six-twelve (6-12) months from the date of delivery.

7. RISK/PROPERTY

Notwithstanding that the Supplier shall act as agent of the Company in fulfilling of Customer orders, as between the Supplier and the Customer the Goods shall remain at the risk of the Supplier until Delivery to the Customer is complete (including off-loading and stacking) and title in the Goods shall be deemed to pass from the Supplier to the Customer immediately prior to Delivery to the Customers.

8. CANCELLATION OF CONTRACT

The Contract may not be cancelled by the Customer without the written consent of the Suppler. The Supplier reserves the right upon consent being given to levy a cancellation charge of not less than 20%-30% of the Products which are the subject of the Contract to cover the Company's losses arising from the cancellation.

Customer Nominated Products and Sourced Products ordered on behalf of the Customer cannot be returned, unless the manufacturer agrees to accept them.Where this is not the case the Customer shall purchase all such Customer Nominated Products and Sourced Products from the Company within 14 days.

9. SUBSTITUTION

The Supplier reserves the right to substitute some other make or brand with similar specifications if any item ordered by the Customer is not available.  The Customer is deemed to have accepted substitution where it does not object to same within seven (7) days of the date of delivery of the goods (unless a longer period is imposed by law). If the Customer is not satisfied with the substituted goods, the goods may be returned to the Supplier and load the freight fee by Customer.

10. SCOPE OF SERVICES

The Services we will provide to you are those requested in your Order. You authorise us to perform such Services (including related Services) which in our reasonable opinion are necessary to fully carry out the terms or your Order, even if you have specified all the particular Services in your Order.

11. INTELLECTUAL PROPERTY

All Intellectual property rights, such as trade marks copyright and designs, subsisting in  goods supplied to, or produced for, the Customer, unless agreed otherwise in writing by us, remains at all times the property of the Supplier.

12. FORCE MAJEURE

If delivery is prevented or delayed, in part or all, by reason of Act of God, or the consequence thereof including, but not limited to fire, flood, typhoon, earthquakes, or by reason of riots, wars, hostilities, government restrictions, trade embargoes, strikes, lockouts, labour disputes, boycotting of goods, ship shortage, manufacturer's bankruptcy, delays or damage in transportation or other causes beyond the Supplier's control, the Supplier may, at its option, perform the Order or the unfulfilled portion thereof within a reasonable time from the removal of the cause preventing or delaying performance, or rescind unconditionally and without liability this contract or the unfulfilled portion thereof.

13. CLERICAL ERRORS

Clerical errors, typing errors or other errors in computations, catalogue, quotation, acceptance, offer shall be subject to correction by the Supplier invoice, delivery docket, credit note or specification of the Supplier.

14. MODIFICATION

All modifications and amendments to these provisions or any approvals hereunder shall be in writing by a duly authorised signatory of the Supplier, and if otherwise, shall not be binding upon the Supplier.

NOTE: Unless otherwise stated in writing, the Customer is deemed to have accepted these Terms and Conditions by accepting delivery of the goods. Wosuper Food Co., LTD reserves the right to amend these Terms and Conditions from time to time by posting updated versions on its website.