Structure and Key Clauses for Your Terms & Conditions

Website Name: [Micglass Labware]Effective Date: [Since 2018]

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1. Introduction & Acceptance

• State that by accessing, browsing, or placing an order on the website, the user agrees to be bound by these T&C.

• Reserve the right to modify the terms at any time. Continued use after changes constitutes acceptance.

• Define the website operator and contact information.

2. Definitions

Clearly define key terms to avoid ambiguity:

• “Retail Customer”: An individuals who purchase goods for personal, group or laboratory research purposes.

• “Wholesale Customer” (“Trade Customer”): A business entity purchasing goods for resale or commercial use, subject to a separate approval process.

• “Custom Product”: Any product manufactured to specifications (design, dimensions, materials, logo, etc.) provided by or uniquely developed for the Customer.

• “Order”: A request to purchase Goods from Us.

• “Website”: Refers to [https://www.micglass.com].

3. Account Registration & Eligibility

• Retail: Standard account creation.

• Wholesale: A transaction that requires both parties to establish a trade contract as a prerequisite.

4. Products, Pricing, and Quotations

• Product Information: We strive for accuracy but do not warrant that descriptions, pricing, or other content are error-free. We reserve the right to correct any errors.

• Pricing:

  • Retail prices are as listed.

  • Wholesale prices are tiered based on quantity and are exclusive of taxes and shipping unless stated. Prices are subject to change, but confirmed orders are locked in.

• Custom Product Quotations:

  • All Custom Products require a separate, written quotation.

  • The price is based on the specifications agreed upon in the quotation. Any subsequent changes requested by the Customer may result in a revised price and delivery timeline.

5. Special Provisions for Custom Orders (CRITICAL SECTION)

• Design & Proof Approval:

  • The Customer is responsible for providing complete and accurate specifications.

  • We will provide a visual proof or sample (if applicable) for the Customer’s written approvalprior to production.

  • The approved proof is conclusive as to the design. We are not liable for errors after the Customer approves the proof.

• Intellectual Property (IP):

  • The Customer warrants that any design, logo, or artwork they provide does not infringe on any third-party rights and grants Us a license to use it solely for producing the order.

  • IP for Our pre-existing designs, templates, and manufacturing processes remains Our sole property.

  • Ownership of the final Custom Product design (a derivative work) should be specified (e.g., Customer owns their provided artwork, We own the combined production file).

• Cancellation & Changes for Custom Orders:

  • Once production has commenced on an approved Custom Order, it cannot be canceled, and all payments are non-refundable.

  • Changes requested after approval may be accepted at Our discretion and will incur additional charges.

6. Orders & Contract Formation

• Placing an order constitutes an offer to purchase.

• For Retail/Wholesale (Stock Items): The contract is formed when We send an Order Confirmation email.

• For Custom Products: The contract is formed only when We receive the Customer’s written approval of the final quotation/proof AND receive the required deposit. We reserve the right to reject any order.

7. Payment Terms

• Retail: Full payment is required at checkout.

• Wholesale: Specify payment terms (e.g., Net 30). Late payments may result in suspended account privileges and interest charges.

• Custom Orders: A non-refundable deposit (typically 30-50%) is required to begin work. The balance is due before shipment or according to the milestone schedule in the quotation.

8. Delivery, Shipping, & Risk

• Provide estimated lead times (separately for stock and custom items).

• Specify who bears shipping costs and insurance.

• Title and risk of loss pass to the Customer upon delivery to the carrier (FCA/FOB point). The Customer is responsible for import duties and taxes for international orders.

9. Returns, Refunds, and Warranty

• Retail (Stock Items): Outline a standard return policy (e.g., unused, in original packaging within 14 days for a refund/exchange). Customer pays return shipping.

• Wholesale (Stock Items): Returns are typically only accepted for defective goods with prior authorization within a short period (e.g., 7 days of receipt).

• Custom Products: All sales are final. No returns, refunds, or exchanges are accepted for Custom Products, except for major defects that constitute a breach of warranty.

• Warranty: We warrant our products against defects in materials and workmanship for a specified period (e.g., 1 month or year) from delivery. The warranty does not cover normal wear and tear, misuse, or modifications.

10. Limitation of Liability

• To the fullest extent permitted by law, We shall not be liable for any indirect, incidental, special, consequential, or punitive damages.

• Our total aggregate liability shall in no event exceed the total purchase price of the relevant Order.

11. Indemnification

• The Customer agrees to indemnify and hold Us harmless from any claims arising from their use of the products, violation of these terms, or infringement of third-party IP (especially related to Custom Order designs they provided).

12. Force Majeure

• We are not liable for delays or failures in performance due to circumstances beyond our reasonable control (e.g., acts of God, war, material shortages, pandemics, transportation delays).

13. Governing Law & Dispute Resolution

• These terms shall be governed by the laws of [Shanghai/China].

• Any disputes shall be resolved in the courts located in [Shanghai/China].

14. General Provisions

• Severability: If any provision is found invalid, the remainder of the terms remain in effect.

• Entire Agreement: These T&C, along with the approved Order Confirmation/Quotation, constitute the entire agreement.