Terms & Conditions
These Terms and Conditions (“Terms”) govern all sales and transactions of medical devices and related components between Ningbo Greetmed Medical Instruments Co.,Ltd. (“Supplier,” “we,” or “us”) and its OEM customers (“Customer,” “Client,” or “you”). By placing an order or entering into a supply arrangement with us, you agree to be bound by the terms outlined below.
1. Scope of Agreement
1.1 These Terms apply to all quotations, invoices, purchase orders, and deliveries of medical devices or services by the Supplier, unless otherwise agreed in a written contract signed by both parties.
1.2 Any additional or conflicting terms provided by the Customer shall be considered void unless expressly accepted by the Supplier in writing.
2. Orders and Acceptance
2.1 All purchase orders must be submitted in writing and include product codes, quantities, delivery requirements, and billing details.
2.2 Orders are subject to acceptance by the Supplier. We reserve the right to reject any order without liability.
2.3 Once accepted, an order may not be cancelled, rescheduled, or amended without our prior written approval. Cancellation charges may apply for customized or manufactured-to-order items.
3. Pricing and Payment Terms
3.1 All prices are exclusive of applicable taxes, customs duties, shipping, and insurance unless otherwise specified.
3.2 Prices are subject to change without notice prior to order confirmation. Confirmed orders will not be affected by subsequent price adjustments.
3.3 Unless otherwise agreed, payment terms are net 30 days from the date of invoice.
3.4 The Supplier reserves the right to suspend shipments or terminate contracts for overdue accounts or credit concerns.
4. Delivery and Title
4.1 Delivery dates are approximate and based on current production and logistics schedules. Time of delivery is not of the essence unless explicitly stated.
4.2 The Supplier shall not be liable for delays caused by events beyond its reasonable control, including supplier delays, force majeure, customs clearance, or transportation issues.
4.3 Unless otherwise agreed, delivery terms are EXW (Ex Works) the Supplier’s facility. Risk of loss transfers to the Customer upon delivery to the carrier.
4.4 Title to products passes to the Customer only upon full payment.
5. Packaging and Labeling
5.1 Products will be packaged according to the Supplier’s standard practices, unless custom packaging is agreed upon in advance.
5.2 OEM customers are responsible for providing private label artwork and any additional regulatory labeling or packaging requirements.
5.3 Any changes to labeling after production begins may incur additional charges and lead times.
6. Warranty and Returns
6.1 The Supplier warrants that all medical devices supplied will conform to agreed specifications and will be free from material and workmanship defects for a period of 12 months from the date of shipment.
6.2 This warranty does not cover:
- Damage resulting from misuse, abuse, or improper storage;
- Products altered or repaired by the Customer or third parties;
- Single-use or sterile products that have been opened or expired.
6.3 The Supplier’s sole obligation under warranty is, at its discretion, to repair, replace, or refund the defective product.
6.4 No returns will be accepted without prior authorization and a valid Return Material Authorization (RMA) number.
6.5 All return requests must be submitted within 30 days of delivery and include a detailed explanation of the issue.
7. Regulatory Compliance
7.1 The Supplier warrants that its products comply with applicable regulatory standards in the jurisdiction of manufacture, including:
- ISO 13485 Quality Management System
- CE Marking under the EU Medical Device Regulation (MDR)
- FDA 510(k) clearance or PMA approval (for U.S. sales)
7.2 The Customer is responsible for ensuring that the products comply with local regulations, labeling, and registration requirements in their target markets.
7.3 OEM customers who resell under their own brand may be deemed the “legal manufacturer” and assume corresponding regulatory responsibilities.
7.4 The Customer agrees to notify the Supplier immediately of any adverse events, regulatory investigations, or recalls involving the products.
8. Intellectual Property
8.1 All intellectual property rights related to product design, technology, branding, and documentation remain the exclusive property of the Supplier unless otherwise agreed in writing.
8.2 The Customer shall not reverse-engineer, copy, reproduce, or disclose any proprietary information or technology without prior authorization.
8.3 OEM customers must ensure that any trademarks, brand names, or product configurations provided for private label use do not infringe on third-party rights.
9. Confidentiality
9.1 Both parties agree to maintain the confidentiality of all non-public, proprietary, and technical information shared during the business relationship.
9.2 Confidential obligations remain in force for a period of five (5) years after the termination of the agreement.
9.3 Confidential information may only be disclosed to employees or affiliates who require it to fulfill their contractual obligations and who are bound by similar confidentiality terms.
10. Limitation of Liability
10.1 The Supplier’s total liability for any claim arising out of or related to the products or services shall not exceed the price paid for the specific product giving rise to the claim.
10.2 The Supplier shall not be liable for:
- Indirect, incidental, or consequential damages;
- Loss of business, revenue, or profits;
- Product misuse or improper application by the Customer.
10.3 Nothing in these Terms limits liability for death or personal injury caused by negligence or for fraud.
11. Product Recalls and Safety Notices
11.1 In the event of a product recall initiated by the Supplier or required by regulatory authorities, the Customer agrees to cooperate fully in executing all necessary actions, including retrieving products from market and notifying affected end-users.
11.2 The Supplier will provide instructions and, where applicable, compensation or replacement products based on the nature of the recall.
12. Force Majeure
12.1 Neither party shall be liable for delay or failure to perform caused by events beyond their control, including but not limited to:
- Natural disasters
- War or terrorism
- Labor strikes
- Global pandemics
- Governmental restrictions
12.2 If performance is delayed for more than 60 days, either party may terminate the affected portion of the contract without penalty.
13. Termination
13.1 Either party may terminate the agreement in the event of material breach not cured within 30 days of written notice.
13.2 Termination shall not affect the rights or obligations accrued prior to termination.
14. Entire Agreement
14.1 These Terms, along with any attached purchase orders, quotations, or contracts, represent the entire agreement between the parties.
14.2 Amendments or modifications must be made in writing and signed by both parties.
