Hong Kong Medlabio Company Limited
Terms and Conditions
1. General
All orders are accepted by Hong Kong Medlabio Company Limited (hereafter referred to as “Seller”) under these Terms and Conditions. These Terms apply exclusively, superseding any conflicting, inconsistent, or additional terms provided by the Buyer unless explicitly accepted in writing by the Seller. Acceptance of an order constitutes a binding contract, which cannot be modified or canceled without mutual written agreement.
2. Offer and Conclusion of Contract
- Seller’s quotations are non-binding unless explicitly stated otherwise.
- Buyer’s purchase order constitutes a legally binding offer.
- An order is deemed accepted only upon the Seller’s issuance of an order confirmation or Proforma invoice.
- Product descriptions in quotations are for reference only; Seller does not guarantee their completeness or error-free nature.
3. Shipment
- Shipping dates are estimated and not guaranteed.
- Seller reserves the right to adjust shipments if an oversold condition exists.
- Claims for delays or inability to deliver are limited as described in Section 11.
4. Delivery
4.1 Shipping Costs: Buyer is responsible for all freight, duties, and handling costs as outlined in the Seller’s quotation.
4.2 FOB (Origin): Buyer assumes responsibility for additional costs beyond those specified in the quotation, including customs and local delivery expenses.
4.3 Seller is not liable for any indirect, consequential, or economic losses due to delivery issues.
5. Prices
Orders are accepted at prices specified in the Seller’s written quotation. Prices exclude installation or utilities required for equipment use.
6. Payment Terms
6.1 Payment terms are as specified in Seller’s quotation.
6.2 For international orders, 100% prepayment via Telegraphic Transfer (TT) is required before dispatch.
7. Taxes and Customs Clearance
- Prices exclude taxes unless stated otherwise.
- Buyer is responsible for customs duties, taxes, and import permits in the destination country.
8. Force Majeure
Seller is not liable for delays or non-performance due to circumstances beyond its control, such as natural disasters, strikes, wars, or government restrictions.
9. Cancellation
- By Buyer: Cancellations must be agreed upon in writing, with Buyer covering any resulting costs.
- By Seller: Seller may cancel orders if Buyer fails to comply with terms, becomes insolvent, or defaults on payment.
10. Assignment
Buyer cannot assign the order or related rights without the Seller’s prior written consent.
11. Limitation of Liability
- Seller’s liability is limited to direct damages caused by negligence or willful misconduct, excluding indirect or consequential losses.
- Seller is not responsible for damages incurred during shipping or delays caused by external factors.
12. Compliance with Laws
- Both parties must comply with all applicable laws, including export and import regulations.
- Buyer is responsible for obtaining necessary permits and ensuring that goods are used for lawful, non-military purposes.
13. Governing Law and Jurisdiction
The agreement is governed by the laws of Hong Kong SAR, excluding the United Nations Convention on Contracts for the International Sale of Goods. Disputes will be resolved in the courts of Hong Kong SAR, unless Seller chooses to bring action in Buyer’s domicile.
14. Severability
If any provision is deemed invalid or unenforceable, the remaining terms shall remain in effect. The parties will replace invalid terms with provisions that closely align with the original intent.
Effective Date: [Insert Date]
For further inquiries, please contact us at [Insert Contact Information].