Overview & Acceptance of Terms

Welcome to Tuopu Export Co., Ltd. (hereinafter referred to as “we”, “our company”, or “service provider”). This disclaimer (hereinafter referred to as “this statement”) is the agreement between you (hereinafter referred to as “user”, “client”, or “buyer”) and TUOPU Export Co., Ltd. regarding the use of our services.

1.1 Acceptance of Terms

By accessing, registering, or using any services of TUOPU Export Co., Ltd., you acknowledge that you have read, understood, and agreed to accept all terms of this statement. If you do not agree to any part of this statement, please immediately stop using our services.

1.2 Scope of Application

This statement applies to all services provided by TUOPU Export Co., Ltd., including but not limited to:

• Procurement Services: Supplier matching, quotation, order management
• Engineering Services: DFM (Design for Manufacturability) analysis, technical review
• Logistics Services: Sea freight, air freight, express delivery, cargo consolidation
• Quality Services: Quality inspection, documentation handling, compliance certification

1.3 Key Term Definitions

Nature of Services

TUOPU Export Co., Ltd. is a procurement agent and logistics coordination service provider, not the manufacturer, designer, or final seller of products. Our core role is as an intermediary coordinator between buyers and suppliers, providing information matching, process management, and logistics arrangement services.

2.1 Agency Nature

We act as your procurement agent, communicating, negotiating, and coordinating with suppliers based on your instructions. The final procurement decision rests entirely with you (the buyer), and we do not bear manufacturer responsibility for the supplier’s final products, services, or performance capabilities.

2.2 Information Intermediary Role

The supplier information, quotations, and capacity data we provide are based on information supplied by the suppliers themselves and our due diligence. Although we strive to ensure information accuracy, we do not guarantee absolute completeness or real-time accuracy of information.

Procurement Services Disclaimer

3.1 Supplier Selection Risk

Although we conduct qualification reviews and certifications for suppliers on our platform:

• We do not guarantee suppliers’ financial stability or long-term operational capabilities
• Supplier production capacity, delivery times, and quality may change over time
• Final supplier selection requires your confirmation; we do not bear joint liability for your choices
• We recommend on-site inspections or third-party factory audits before major orders

3.2 Quotation & Price Fluctuations

All quotations are based on raw material prices, exchange rates, labor costs, and other factors at the time of quotation. We are not responsible for price changes caused by:

• Raw material market price fluctuations (metals, plastics, electronic components)
• RMB exchange rate fluctuations (quotations typically based on specific exchange rate ranges)
• Supplier production cost changes
• Seasonal capacity constraints leading to price increases
• Government policy adjustments (environmental restrictions, export tax rebate changes)

3.3 Delivery Delays

We strive to coordinate suppliers to deliver according to agreed schedules, but are not responsible for delays caused by:

• Supplier production schedule changes or equipment failures
• Raw material supply shortages or delays
• Your delays in confirming documents, samples, or design changes
• Statutory holidays, factory vacation arrangements
• Government supervision, environmental inspections, and other administrative factors

Logistics & Shipping Disclaimer

4.1 Shipping Method Selection

We offer three main shipping methods, each with specific timing and risk characteristics:

4.2 Transit Risk Disclaimer

International shipping carries inherent risks. We are not liable for:

• Cargo Damage: Damage caused by颠簸, compression, temperature/humidity changes during transit (unless caused by our improper packaging)
• Cargo Loss: Loss or shortage during transit (carrier liability covered by carrier insurance)
• Delays: Delays caused by customs inspections, port congestion, weather, strikes, etc.
• Destination Port Fees: Demurrage, storage fees, customs clearance delay fees incurred at destination port

4.3 Insurance Recommendation

We strongly recommend that clients purchase cargo insurance for all international shipments. We can assist with insurance arrangements, but insurance costs are borne by you. Uninsured cargo loss risks are borne by you.

4.4 Customs & Clearance

We are responsible for providing complete export documentation (commercial invoice, packing list, bill of lading, certificate of origin, etc.), but:

• Destination country customs clearance is your responsibility or your customs broker’s responsibility
• We are not responsible for delays or rejections caused by destination country policies, tariffs, or import restrictions
• You are responsible for ensuring procured products comply with destination country import regulations and certification requirements
• Additional costs or returns caused by incorrect recipient information are borne by you

4.5 Incoterms

We support EXW, FOB, CIF, CFR, DAP and other international trade terms. Risk and responsibility transfer points follow the selected Incoterms. Please ensure you understand the responsibility allocation under your chosen terms.

Product Quality Disclaimer

5.1 Quality Standards

Product quality is based on technical drawings, specifications, and samples confirmed between you and the supplier. We assist with quality inspection, but:

• We are not the end user of products and cannot fully simulate your actual usage scenarios
• Inspection is based on sampling standards (typically AQL standards) and cannot guarantee 100% defect-free
• Product performance, lifespan, and reliability in actual use are governed by supplier warranty terms

5.2 DFM Engineering Recommendations

Our DFM (Design for Manufacturability) analysis provides technical suggestions to optimize product manufacturability and reduce costs. However:

• DFM recommendations do not constitute engineering design or certification and cannot replace professional engineering design
• Final design decisions are yours; we are not responsible for consequences of design modifications based on DFM recommendations
• For products in regulated industries (safety, medical, aerospace), you must ensure compliance with relevant regulations

5.3 Quality Claim Process

If product quality issues are discovered, you should notify us in writing within 7 business days of receiving goods and provide:

• Clear photos or videos of the problem
• Statistics on defect quantity and proportion
• Original packaging and labels (if applicable)
• Relevant orders and inspection reports

We will assist you in negotiating solutions with the supplier (rework, replacement, refund, etc.), but final compensation is borne by the supplier. Our responsibility is limited to active coordination.

Payment & Financial Terms

6.1 Payment Methods

We accept bank transfers (T/T), PayPal, letters of credit (L/C), and other payment methods. All payments should be made to TUOPU Export Co., Ltd.’s designated official accounts. Do not make payments to any personal accounts.

6.2 Service Fees & Commissions

Our service fee structure is transparent and subject to the service agreement signed by both parties. Service fees, once paid, are non-refundable except when services cannot be performed due to our major negligence.

6.3 Exchange Rate Risk

For orders involving cross-border payments, exchange rate fluctuation risks are borne by you. We typically settle at the actual exchange rate on the payment date or lock in specific exchange rate ranges in quotations.

6.4 Tax Responsibilities

You are responsible for understanding and complying with import duties, VAT, consumption tax, and other tax regulations in your country/region. Quotations we provide typically do not include destination country taxes (unless DDP terms are explicitly agreed).

Intellectual Property Statement

7.1 Your Intellectual Property

Design drawings, technical specifications, trademarks, brands, and other intellectual property you provide to us belong to you. We commit to:

• Using your intellectual property only for executing your orders
• Requiring suppliers to sign non-disclosure agreements (NDA)
• Not using your designs for other clients or self-production
• Handling or destroying related documents per your request after order completion

7.2 Infringement Risk

You guarantee that product designs, trademarks, and brands you provide do not infringe any third party’s intellectual property rights. You bear full responsibility for intellectual property disputes arising from product designs you provide. We do not make legal judgments on whether products infringe third-party intellectual property.

7.3 Platform Intellectual Property

TUOPU Export Co., Ltd.’s website trademarks, logos, designs, content, and code are protected by intellectual property law. Without authorization, they may not be copied, modified, distributed, or used for commercial purposes.

Third-Party Liability Statement

8.1 Supplier Responsibility

Suppliers are independent legal entities; their actions, products, and services do not represent TUOPU Export Co., Ltd. We do not bear joint liability for supplier breaches, torts, bankruptcies, etc., but will actively assist you in protecting your rights.

8.2 Carrier Responsibility

Shipping companies, airlines, express companies, and other carriers are independent third parties. Losses and delays during transit are the responsibility of carriers according to their transportation terms and international conventions. We assist you in claiming against carriers but do not directly bear carrier responsibility.

8.3 Third-Party Links & Services

Our website may contain third-party links (supplier websites, logistics tracking platforms). We are not responsible for third-party website content, privacy policies, or service quality. Accessing third-party links is at your own risk.

8.4 Inspection Agencies

We may commission third-party inspection agencies (such as SGS, BV, Intertek) for quality inspection. The accuracy of inspection reports is the responsibility of the inspection agency. We do not bear direct responsibility for errors in inspection reports.

Force Majeure Clause

9.1 Force Majeure Definition

Force majeure refers to unforeseeable, unavoidable, and insurmountable objective conditions, including but not limited to:

• Natural disasters (earthquakes, typhoons, floods, epidemics, etc.)
• Government actions (policy changes, bans, sanctions, requisition)
• Social events (war, strikes, riots, terrorism)
• Technical failures (large-scale cyber attacks, power system failures)
• Supply chain disruptions (global raw material shortages, port closures)

9.2 Force Majeure Consequences

For force majeure preventing us from performing or delaying performance of service obligations:

• We do not bear breach of contract liability
• We will notify you within a reasonable time and provide proof
• Both parties should negotiate solutions (extension, partial performance, contract termination)
• If force majeure continues for more than 60 days, either party has the right to terminate the contract

Liability Limitation Clause

10.1 Overall Liability Cap

To the maximum extent permitted by law, TUOPU Export Co., Ltd.’s liability to you for any direct, indirect, incidental, special, or consequential damages suffered from using our services shall not exceed the total service fees you actually paid us for that specific service.

10.2 Excluded Liability Types

To the extent permitted by applicable law, we are not liable for:

• Loss of profits, business interruption, goodwill damage
• Data loss, information leakage (due to third-party actions such as hacker attacks)
• Indirect losses, punitive damages
• Losses caused by your failure to follow our recommendations

10.3 Exceptions

This liability limitation does not apply to:

• Losses caused by our intentional or gross negligence
• Personal injury or death (if caused by our direct fault)
• Fraud or misrepresentation
• Liability mandatorily stipulated by law (cannot be excluded by contract)

User Obligations & Commitments

11.1 Information Authenticity

You guarantee that all information provided to us (company information, contact details, order requirements, technical specifications) is true, accurate, and complete. Losses caused by incorrect information are borne by you.

11.2 Legal Compliance

You commit to:

• Using procured products for legal purposes
• Not procuring prohibited goods, controlled items, or infringing products through us
• Complying with import regulations in your country/region
• Not using our services for money laundering, fraud, or other illegal activities

11.3 Cooperation Obligations

You should promptly:

• Confirm quotations, samples, design documents
• Make payments as agreed
• Provide necessary customs clearance documents and information
• Communicate problems and change requirements in a timely manner

Dispute Resolution & Governing Law

12.1 Friendly Negotiation

Any disputes arising from this statement or services should first be resolved through friendly negotiation. We commit to responding within 15 business days of receiving dispute notifications and proposing solutions.

12.2 Mediation & Arbitration

Disputes not resolved through negotiation may be submitted to:

• China International Economic and Trade Arbitration Commission (CIETAC) for arbitration, with arbitration venue in Guangzhou
• Or other arbitration institutions mutually agreed upon in writing by both parties

Arbitration awards are final and binding on both parties.

12.3 Governing Law

This statement is governed by the laws of the People’s Republic of China (excluding laws of Hong Kong, Macau, and Taiwan regions). The United Nations Convention on Contracts for the International Sale of Goods (CISG) does not apply.

12.4 Language Versions

This statement is provided in Chinese and English versions. In case of discrepancies between Chinese and English versions, the Chinese version shall prevail.

Terms Modification & Termination

13.1 Right to Modify

We reserve the right to modify this statement at any time. Modified statements take effect immediately upon publication on the website. We will remind you of major modifications via email or website notifications.

13.2 Continued Use Constitutes Acceptance

After terms are modified, your continued use of our services constitutes acceptance of the modified terms. If you do not agree, you should stop using our services.

13.3 Severability of Terms

If any term of this statement is deemed invalid or unenforceable, that term should be modified to the minimum extent necessary to make it valid and enforceable, and the remaining terms continue in full force and effect.

13.4 No Waiver of Rights

Our failure to exercise or delay in exercising any right under this statement does not constitute a waiver of that right.

Contact Information

If you have any questions, suggestions, or complaints about this disclaimer, please contact our business team through the following methods: