Terms of Trade (OEM/ODM)

1. General Scope

These Terms of Trade apply to all wholesale orders, OEM (Original Equipment Manufacturer), and ODM (Original Design Manufacturer) contracts entered into with Yiwu Chantru Textile Co., Ltd. ("Seller"). By placing an order or requesting a Proforma Invoice, the Buyer agrees to these global B2B terms, superseding any other generic purchasing terms unless explicitly agreed upon in writing.

2. Minimum Order Quantity (MOQ)

• In-Stock Fabrics: Usually 1,000 meters or 100 kg per color/pattern, subject to current warehouse availability.
• Custom OEM Production: Typically 3,000 meters per color for custom dyeing or printing. Exact MOQ depends on the specific yarn and knitting/weaving requirements.
• Sample Orders: Sample yardage (under 50 meters) can be arranged for quality testing and prototyping, subject to sampling fees and courier charges.

3. Payment Terms

We offer standard international payment terms for B2B transactions:

4. Shipping & Delivery Terms (Incoterms 2020)

We support various delivery modes based on buyer preferences:

• FOB Ningbo / Shanghai: The most common term. We handle domestic transport and export clearance.
• CIF / CFR: We can arrange sea freight to your destination port, including insurance if requested.
• EXW (Ex Works): For buyers with their own forwarders consolidating goods in Yiwu/Dongyang.

5. Intellectual Property (OEM/ODM)

When the Buyer submits custom designs, patterns, logos, or trademarks for OEM/ODM manufacturing, the Buyer guarantees that they hold the respective copyrights or trademark rights and are fully authorized to use them.

The Buyer shall indemnify and hold Chantru Textile harmless against any and all claims, lawsuits, or penalties arising from intellectual property infringement related to the Buyer’s provided designs. Chantru Textile reserves the right to halt production if a severe IP violation is suspected.

6. Quality Assurance & Claims

Chantru Textile adheres to strict internal QC protocols (4-Point System). Fabrics are inspected prior to loading. If any quality issues or shortages are found, claims must be submitted in writing within 15 days of cargo arrival at the destination port, accompanied by clear photos, videos, and third-party inspection reports.

Crucial Exemption: We will absolutely not accept any claims for fabrics that have already been cut, washed, or processed by garment factories. It is the Buyer's responsibility to inspect the bulk fabric before cutting.

7. Force Majeure

Chantru Textile shall not be held liable for any delay in delivery or failure to perform its obligations if such delay or failure is caused by events beyond our reasonable control (Force Majeure). This includes, but is not limited to: natural disasters, pandemics, global shipping crises (e.g., Suez Canal blockages, port strikes), severe raw material shortages, government embargoes, or war. In such events, delivery schedules shall be reasonably extended.

8. Applicable Law & Jurisdiction

All international sales contracts shall be governed by and construed in accordance with the laws of the People's Republic of China, or the United Nations Convention on Contracts for the International Sale of Goods (CISG), depending on the specific contract clauses. Any disputes arising from these Terms of Trade that cannot be settled amicably shall be submitted to the exclusive jurisdiction of the competent courts in Zhejiang Province, China, or the China International Economic and Trade Arbitration Commission (CIETAC).