Terms of Service & Cooperation Agreement
Comprehensive terms governing our partnership with global B2B clients for premium backpack manufacturing and customization services
1. Cooperation Scope
Manufacturing Services: Custom and OEM production of business backpacks, laptop bags, travel bags, and related accessories with complete R&D and manufacturing integration.
Target Markets: Global B2B clients including brands, distributors, retailers, and corporate buyers seeking premium quality products with CE & BSCI certifications.
Service Coverage: Design consultation, rapid prototyping, mass production, quality control, packaging optimization, and logistics coordination.
Exclusions: Direct-to-consumer retail sales, products outside our core expertise, and services requiring certifications beyond our current scope.
2. Order Rules
Minimum Order Quantity
- • Standard products: No MOQ requirement
- • Custom designs: 1000 pieces minimum
- • Private label: 500 pieces minimum
- • New tooling required: 1000 pieces
Payment Terms
- • New clients: 30% deposit, 70% before shipping
- • Established partners: 20% deposit, 70% against B/L
- • Sample orders: 100% prepayment
- • Payment methods: T/T, L/C, Visal
Delivery Timeline
- • Stock items: Same day to 3 days
- • Standard custom: 15-25 working days
- • Complex custom: 25-35 working days
- • Rush orders: 20% surcharge applies
3. Customization Terms
Sample & Prototyping Fees
- Digital design rendering: Free (5-minute delivery)
- Physical sample: $50-150 per piece (refundable with order ≥500 pcs)
- Complex prototyping: $200-500 depending on specifications
- Sample shipping: Actual cost via DHL/FedEx
Tooling & Mold Ownership
- Client-funded tooling: Ownership transfers to client
- Factory-funded tooling: Retained by manufacturer
- Shared tooling: Proportional ownership based on investment
- Tooling lifespan: Guaranteed for 50,000+ pieces
4. Quality Assurance & After-sales
Inspection & Quality Control
- 100% pre-shipment inspection by QC team
- Third-party inspection welcome (SGS, BV, Intertek)
- CE & BSCI compliance verification included
- Detailed QC reports with photo documentation
Warranty & Support
- 12-month warranty against manufacturing defects
- Defect rate <1% with full replacement guarantee
- 24/7 customer support via email and WhatsApp
- Rapid response: Issues resolved within 48 hours
5. Liability & Dispute Resolution
Breach of Contract Penalties
- • Delivery delays: 0.5% penalty per day (max 5% of order value)
- • Quality non-compliance: Full replacement + 10% compensation
- • Specification deviations: Rework at manufacturer's cost
- • Client payment delays: 1.5% monthly interest after due date
- • Order cancellation: 30% of order value (after production start)
- • Design IP violations: Legal action + damages
Dispute Resolution Process
Direct Negotiation
Initial 15-day period for good faith negotiations between parties
Mediation
Third-party mediation through international trade organizations
Arbitration
Final binding arbitration under ICC Rules in Singapore
Governing Law & Jurisdiction
These terms are governed by Singapore law and subject to the exclusive jurisdiction of Singapore courts. All disputes shall be resolved in English language. Force majeure events include natural disasters, government actions, and unforeseeable circumstances beyond reasonable control.
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