General Terms of Service of the Company
1. General:
(a) Unless otherwise agreed in writing, or (I) inconsistent with the regulations governing the performance of services on behalf of the government, government groups or any other public entities, or (II) inconsistent with the mandatory provisions of local laws, INSO Lab or any of its affiliates or any of their agents (single "company") and customers ("contractual relationship") are bound by the general terms of service (hereinafter referred to as "general terms").
(b) The company may provide services to the person or entity (private, public or government) (hereinafter referred to as the "customer") issuing the instructions.
(c) The client is not entitled to make any prior written instruction or report on the results of any other aspect ("the client's instruction") unless the client has received a prior written instruction. The Customer hereby irrevocably authorizes the company to submit the "result report" to a third party, whether it is instructed by the customer or judged according to the environment, trade practices, practices or practices.
2. Provision of services:
(a) The company provides services with reasonable prudence and skills in accordance with the specific instructions of the client confirmed by the company. If there is no such instruction, according to:
(1) The terms of any standard power of attorney or standard specification of the company; And / or
(2) Any relevant trade practices, practices or practices; And / or
(3) Methods that the company considers appropriate in terms of technology, operation and / or finance.
(b) The information stated in the result report comes from the results of inspection / test. The implementation of inspection / test procedures is based on the customer's instructions, and / or the evaluation of the results according to any technical standards, trade practices or practices, or other situations that should be considered in our professional suggestions.
(c) The result report issued after the sample test only reflects the company's evaluation of the sample, not the evaluation of a batch of goods sampled.
(d) If the customer requires the company to witness the work of any third party, the customer agrees that the company's sole responsibility is to appear on the site when the third party works and pass on the results or confirm what happens in its work. The customer agrees that the company is not responsible for the condition and calibration of the equipment, instruments and measuring instruments used by the third party, the analysis methods used, the qualification, behavior or omission of the third party personnel, and the analysis results.
(e) The result report issued by the company only reflects the facts recorded at the time of work, and is limited to the range of instructions received. If there is no instruction, it is limited to the optional reference range given in Article 2 (a). The company has no responsibility to involve or report the special instructions received or the facts or circumstances beyond the optional reference range used.
(f) The company may appoint an agent or subcontractor to undertake all or part of the services, and the customer authorizes the company to provide the agent or subcontractor with all necessary information about the services they undertake.
(g) If the company receives contract documents signed between customers and third parties or documents of third parties, such as sales contracts, letters of credit, bills of lading, etc., these documents are only for reference, and do not expand or limit the scope of services or responsibilities accepted by the company.
(h) The customer confirms that the company will neither replace the position of the customer or any third party, nor exempt them from any responsibilities, nor undertake, reduce, exempt or promise to release the customer from any responsibilities to any third party or any third party to the customer.
(i) The maximum retention period of all samples is 3 months or a shorter period allowed by the nature of the samples. After the expiration, the samples will be returned to the customer or handled by the company itself. After that, the company will terminate any responsibility for the samples. If the storage period of samples exceeds 3 months, the storage fee shall be paid by the customer. If the sample is returned to the customer, the customer shall pay the return fee. In case of special handling expenses of samples, the customer shall pay.
3. Customer responsibilities:
The customer wants to:
(a) Ensure that sufficient information, instructions and documents are provided in a timely manner (no later than 48 hours before the required work in any case) so that the required services can be implemented;
(b) Obtain all necessary right of way for the company's representatives to reach the workplace, and take all necessary measures to eliminate or correct any obstacles or interference encountered in the implementation of the service;
(c) If required, provide any special equipment and personnel according to the needs of service implementation;
(d) Take all necessary measures to ensure the safety and security of the working environment, place and device during the implementation of the service, whether the company's notice requires it or not;
(e) Inform the company in advance of any known actual or potential danger or hazard contained in any entrustment, sample or experiment, such as the existence and danger of radioactive, toxic, harmful or explosive elements or substances, environmental pollution or poisoning;
(f) Fully exercise all rights and pay off all debts in accordance with any relevant sales contract or other contract and law with a third party.
4. Charges and payments:
(a) If the amount of charges is not determined when the company accepts the entrustment of the customer or contract negotiation, it shall be in accordance with the standard rate of the company (which may be adjusted), and all taxes payable shall be paid by the customer.
(b) Unless a shorter period is specified on the invoice, the customer shall pay all fees payable to the company no later than 30 days from the date of the relevant invoice or the period (due date) determined by the company on the invoice.
(c) The customer has no right to retain or delay the payment of any amount due to the company due to any dispute, counterclaim or set off against the company.
(d) The company may decide to bring an action in any court of competent jurisdiction for the collection of unpaid money.
(e) The client shall pay all the collection expenses of the company, including lawyer's fees and related expenses.
(f) In case of any unforeseen problems and expenses during the implementation of the service, the company shall try its best to notify the customer and has the right to charge additional fees to make up for the additional time and expenses necessary to complete the service.
(g) If the company is unable to perform all or part of the services due to any reason beyond the control of the company, including the customer's failure to perform any of its responsibilities in Article 3 above, the company still has the right to charge:
(1) Sum of all non reimbursable expenses incurred by the company;
(2) A pro rata payment equal to the agreed fee for the part of the services actually implemented.
5. Suspension and termination of services:
The company has the right to suspend or terminate the provision of services immediately and without any responsibility if:
(a) The customer fails to perform any of its duties and fails to remedy it within 10 days after notifying the customer of its fault; or
(b) Any suspension of payments, arrangement with creditors, bankruptcy, insolvency, receivership or winding up of the customer.
6. Liability and compensation:
(a) Scope of responsibility
(1) The company is neither an insurer nor a guarantor and does not assume any responsibility in this regard. The customer seeks to guarantee against loss or damage and should be properly insured.
(2) The issuance of the result report is based on the information, documents and / or samples provided by or on behalf of the customer, and is only for the benefit of the customer, and the customer shall be responsible for the actions it deems appropriate on the basis of the result report. Neither the company nor any officer, employee, agent or subcontractor of the company shall be liable to the customer or any third party for any action taken or not taken according to the result report and any incorrect result caused by unclear, incorrect, incomplete, misleading or false information provided to the company.
(3) The company shall not be liable for any delay, partial or total failure to implement the services directly or indirectly caused by any reason beyond the control of the company, including the customer's failure to perform any of its responsibilities.
(4) The company's liability for any loss, damage or expense of any nature and howsoever incurred shall in no case exceed ten times the total amount paid for the specific service for which the claim is made or the lesser of RMB 10000 (or equivalent in local currency).
(5) The company is not responsible for any indirect or other derivative losses, including but not limited to loss of profit, business loss, opportunity loss, loss of goodwill and cost of product recall. The company is also not responsible for any claim for any loss, damage or expense of a third party that may be caused by the customer (including but not limited to the claim for product liability)
(6) In case of any claim, the customer must notify the company in writing within 30 days from the discovery of the so-called facts supporting the claim, and the company shall be exempted from all liability for all claims for loss, damage or expenses in any case unless litigation is brought within one year from the following date:
1) The date on which the claimed service was implemented by the company; or
2) The date on which any services claimed not to be performed should be completed.
(b) Compensation: the customer shall guarantee, not injure and compensate the company and its officers, employees, agents and subcontractors, and compensate any third party for any loss, damage or expense of any nature and in any case, including all legal expenses and all claims (actual or to be incurred) for relevant expenses, in connection with any services implemented, claimed to be implemented or not implemented.
7. Others:
(a) If one or more of these general terms and conditions is found to be illegal or unenforceable in any way, it will not affect or weaken the effectiveness, legality and enforceability of other terms and conditions.
(b) In the process of providing services and within one year thereafter, the client shall not directly or indirectly tempt, encourage or propose to hire employees of the company to leave the position of the company.
(c) Without the prior written authorization of the company, it is not allowed to use the company's name and registered trademark for the purpose of advertising.
8. Governing law, jurisdiction and Dispute Adjudication:
Unless otherwise specifically agreed, all disputes arising or relating to the parties shall be governed by the laws of China, excluding any conflict of laws, and all disputes shall be finally settled by one or more arbitrators appointed in accordance with the Arbitration Law of the International Chamber of Commerce. The arbitration shall be conducted in Guangzhou, China, in Chinese.
9. Language:
The general terms formulated in Chinese can be translated into other languages. In case of any objection, the Chinese version shall prevail.
Effective date: January 1, 2017