Sales Terms and Conditions
Definitions: In these Terms and Conditions, the following terms shall have the meanings set forth below:
(a) "Ofun Printing" refers to Ofun Printing (Ningbo) Co., Ltd.
(b) "Work" refers to the manufacturing process of the products ordered by the Customer.
(c) "Products" refer to any goods constituting the subject matter of the contract, including works, parts, components, or materials contained therein.
(d) "Contract" refers to any agreement concerning the sale or supply of works and/or products to the Customer.
(e) "Customer" refers to the company or party that accepts these Terms and Conditions and enters into a contract with Ofun Printing.
Quotation
2.1 Pricing: Quotations are based on the exact specifications provided. If the materials (copies, films, tapes, etc.) supplied by the Customer deviate from the original specifications, Ofun Printing reserves the right to revise the quotation. A quotation shall automatically expire if not accepted within the agreed period and may be adjusted by Ofun Printing. Prices are based on current costs, including materials, utilities, fuel, and labor. If cost fluctuations affect production before completion, Ofun Printing may adjust the price accordingly. Quotations exclude additional costs not specified, sales taxes, and other applicable duties, which shall be borne by the Customer. Shipping, transportation, paper, and mailing costs will be charged at actual rates and must be paid immediately upon invoicing. All other invoices shall be settled within the agreed period.
2.2 Plates & Printing Materials: Unless otherwise stated, Ofun Printing retains ownership of all plates, molds, and materials produced for the Customer.
2.3 Customer-Supplied Materials: Materials provided by the Customer must be verified via delivery notice (mail/electronic). Ofun Printing is not liable for discrepancies between delivery notices and physical counts. The Customer must deliver materials as instructed. Artwork, films, color separations, special molds, tapes, disks, or other materials must comply with all applicable laws and standards and must be ready for use without modification. Non-compliant items must be repaired by the Customer or Ofun Printing (at the Customer’s expense). Ofun Printing disclaims all liability for defects arising from non-compliant materials.
2.4 Outsourcing: Unless approved in writing by Ofun, all materials or special processing services sourced externally will incur additional charges. If the Customer authorizes suppliers to deliver components directly to Ofun in China or elsewhere, the Customer must ensure compliance with customs regulations (e.g., China Customs Decree No. 109). Non-compliance may result in refusal of delivery, and Ofun shall not be liable for delays.
2.5 Orders: Orders must be submitted in signed written form. Acceptance is confirmed via email, fax, or written confirmation. If the Customer cancels after acceptance, Ofun Printing may claim compensation. If production requires government approval (e.g., for printed content), Ofun Printing may cancel orders without liability if approval is denied.
2.6 Over/Short Deliveries: Ofun Printing aims to produce the exact quantity ordered but industry-standard variations are acceptable. The Customer will be billed for the actual quantity delivered. If exact quantities are required, tolerances must be specified in the order.
2.7 Customs Clearance: Ofun Printing is not responsible for import duties or taxes and has no obligation to pay them on the Customer’s behalf.
Pre-Printing
3.1 Color Proofs: Color proofs simulate final prints, but minor variations are acceptable within industry standards. Approved proofs are binding.
3.2 Pre-Press Proofs: Ofun Printing submits pre-press proofs for approval. Ofun Printing is not liable for undetected errors if:
- The Customer waives proofs;
- Production proceeds based on written approval;
- Changes are requested orally.
Production
4.1 Production Schedule: Schedules are mutually agreed. Ofun Printing is not liable for delays caused by server/software failures, copyright disputes, labor issues, or force majeure. Delays due to Customer errors will incur additional costs.
4.2 Customer Property: Ofun Printing is not liable for loss/damage to Customer property (including IP) unless caused by negligence. Liability is limited to insurance coverage.
4.3 Prototypes: Prototypes are chargeable and may not be used without written consent. Ofun Printing retains all IP rights.
4.4 Indemnification: The Customer indemnifies Ofun Printing against losses from claims related to the Products.
4.5 Intellectual Property: IP rights in Ofun Printing’s materials remain with Ofun or licensors. The Customer warrants that supplied designs do not infringe third-party rights and will indemnify Ofun Printing for related claims.
4.6 Confidentiality: Both parties must keep technical/commercial information confidential.
4.7 Legal Compliance: The Customer ensures Products do not violate laws or infringe personal/economic rights and will defend Ofun Printing in legal actions.
4.8 Safety Testing: The Customer must provide accurate product information (e.g., destination country, age group) and is responsible for safety testing. Ofun Printing disclaims liability for incorrect information or post-production regulatory changes.
4.9 Economic Loss: Ofun Printing is not liable for lost profits, indirect damages, or consequential losses under any circumstances.
4.10 Liability Cap: Liability is limited to the invoice value of the Products.
4.11 Claims/Lien: Defect claims must be submitted in writing within 30 days of delivery. Ofun Printing may retain a lien on Customer property until full payment.
Delivery & Payment
6.1 Delivery & Risk: Shipping terms are per the quotation. Risk transfers to the Customer upon delivery. Storage fees apply after 30 days.
6.2 Shipping Costs: The Customer bears all shipping costs for materials sent to Ofun Printing’s facilities.
7.1 Late Payment: Overdue payments may halt production/shipment. Interest accrues at HSBC Prime + 3%.
7.2 Title Transfer: Title passes upon (a) delivery confirmation, (b) Incoterms fulfillment, or (c) full payment.
7.3 Licensing Fees: Re-printing Products with Ofun Printing’s proprietary tech (e.g., AR, Magic Paper World®) requires notice and may incur fees.
Miscellaneous
8.1 Force Majeure: Ofun Printing is not liable for delays due to force majeure events (e.g., natural disasters, war, strikes).
8.2 Independent Parties: No partnership, employment, or agency relationship is created.
8.3 Amendments: Ofun Printing may modify these Terms without notice unless a binding agreement exists.
8.4 Governing Law & Jurisdiction:
- Governed by PRC law (mainland China).
- Non-exclusive jurisdiction of PRC courts, except:
- For European Customers: exclusive jurisdiction in Antwerp (Belgium).
- For others: arbitration or courts at Ofun Printing’s discretion.