Terms of Service
Custom Carbon Fiber Products and OEM/ODM Services
Effective: 14 August 2016
These Terms govern products and services supplied through carbonfactorys.com under the MASTERMATE brand by Shenzhen Mastermate Technology Co., Ltd. (“MASTERMATE,” “we” or “Seller”). By placing an order, paying a deposit, approving a first article or instructing production, the customer (“Customer” or “you”) accepts these Terms. These Terms are intended for business-to-business transactions.
1. Quotations and Orders
Unless stated otherwise, quotations are valid for 30 calendar days. A Customer purchase order is an offer; a contract is formed only when MASTERMATE issues written acceptance, an order confirmation or pro forma invoice and receives any required deposit. Prices exclude taxes, duties, freight, testing and banking charges unless expressly included. If documents conflict, the following order applies: signed agreement, MASTERMATE order confirmation or pro forma invoice, approved specification and first-article record, quotation, these Terms, then Customer purchase order. Customer terms apply only if expressly accepted by MASTERMATE in writing.
2. Required OEM Order Documents
Every OEM or custom order must include: (a) a final approved drawing or written product specification with revision identification; (b) a quality and acceptance agreement or inspection plan covering applicable dimensional, functional and cosmetic requirements; (c) a first-article, golden-sample or equivalent written approval record before production; and (d) the applicable Incoterms® 2020 rule with an exact named place or delivery point in the quotation or order confirmation. MASTERMATE may delay production until the required documents and approvals are complete.
3. Specifications, Samples and Changes
Customer must provide accurate requirements, including drawings, tolerances, materials, finish, operating conditions, intended use and regulatory needs. Unless separately agreed, Customer remains responsible for product design, fitness for use, validation and certification. MASTERMATE may provide design-for-manufacture comments without assuming design responsibility. Customer approval of a sample, first article, golden sample or inspection record authorizes production and establishes the production reference. Any later change must be submitted in writing and may require revised pricing, tooling, materials, testing and lead time. Customer is responsible for completed work and non-cancellable costs incurred before a change is approved.
4. Tooling and Intellectual Property
Tooling remains MASTERMATE property unless the quotation identifies it as “Customer-Owned Tooling” and all related charges are paid. Customer-Owned Tooling will be stored with reasonable care for 24 months after the last production order. After that period, MASTERMATE may charge storage fees or, after at least 30 days’ written notice, require collection or dispose of inactive tooling. Customer pays preparation, packaging, freight and export costs for tooling removal. Customer retains rights in materials it supplies. MASTERMATE retains its pre-existing and independently developed manufacturing know-how, processes, software, fixtures and general tooling concepts. Custom design files transfer only if expressly assigned in writing and fully paid. Each party must protect the other party’s confidential information and use it only for the transaction.
5. Quality, Appearance and Acceptance
Acceptance is based on the final approved drawing, specification, quality agreement, first-article record and any agreed inspection plan. Carbon-fibre products may show minor weave movement, fibre print-through, gloss or colour variation, small pinholes, witness marks and other cosmetic variation inherent in the selected process. These are not defects unless they exceed an agreed visual standard, boundary sample or functional requirement. Customer must report apparent shortage, shipping damage or nonconformity within 10 business days after delivery and provide the order number, affected quantity and supporting evidence. Latent defects must be reported promptly after discovery and within the warranty period. Customer must preserve disputed products and may not rework or return them without written authorization.
6. Warranty and Remedies
MASTERMATE warrants for 12 months from shipment that products will materially conform to the approved specification and be free from manufacturing defects under normal, specified use. The warranty excludes permitted cosmetic variation, normal wear, improper storage or installation, misuse, overload, impact, unauthorized modification, Customer design defects, Customer-supplied materials and experimental products identified as such. For a substantiated manufacturing nonconformity, MASTERMATE may repair, replace, rework or refund the price paid for the affected products. If test results are disputed, the parties may jointly appoint an independent qualified laboratory; reasonable testing costs are paid by the unsuccessful party or shared if results are inconclusive.
7. Payment
Standard payment methods are PayPal and bank transfer, as stated in the quotation or pro forma invoice. Cryptocurrency is not generally available and may be accepted only for a specific transaction after MASTERMATE gives prior written approval, completes its compliance review and identifies the permitted asset, network, wallet, valuation method and confirmation requirement in the invoice. Pay only to an account or wallet confirmed through an authorized MASTERMATE contact. Custom projects may require a deposit. Deposits are non-refundable to the extent applied to engineering, tooling, committed materials, completed work or supplier charges. MASTERMATE may suspend work or shipment while payment is overdue.
8. Delivery, Incoterms and Risk
The quotation or order confirmation must state the applicable Incoterms® 2020 rule and exact named place. If omitted, delivery is FCA 401, Building F2, Jinyucheng Industrial Park, Longgang District, Shenzhen, Guangdong, China, Incoterms® 2020. Under this default, MASTERMATE loads the products onto the collecting vehicle and completes export clearance; Customer nominates the carrier and handles carriage and import formalities after delivery. Risk transfers under the applicable Incoterms® rule. Title transfers after full payment, to the extent permitted by law. Delivery dates are estimates and begin after receipt of required payment, final technical information and approvals.
9. Delay, Cancellation and Force Majeure
MASTERMATE will use commercially reasonable efforts to notify Customer of material delay. Unless expressly agreed in a signed order, time is not of the essence and no liquidated damages or chargebacks apply. Customer may request cancellation before production but must pay for completed engineering, tooling, samples, committed materials, work in process and supplier cancellation charges. After custom production begins, an order is non-cancellable unless MASTERMATE agrees otherwise in writing; this does not affect remedies for substantiated manufacturing nonconformity. Neither party is liable for delay caused by events beyond reasonable control that could not reasonably be foreseen, avoided or overcome. The affected party must give reasonable notice and mitigate the impact.
10. Limitation of Liability
To the maximum extent permitted by law, neither party is liable for indirect, incidental, punitive, special or consequential loss, or loss of profit, revenue, business, opportunity, data, goodwill or production. MASTERMATE’s aggregate liability arising from an affected order will not exceed the amount actually paid for the specific products or services giving rise to the claim. Nothing excludes liability that cannot lawfully be excluded or liability for fraud or wilful misconduct.
11. Export Controls and Compliance
Each party must comply with applicable customs, sanctions, export-control and trade laws. Customer must provide accurate destination, end-user, end-use and licensing information and must not resell, transfer or use products unlawfully. MASTERMATE may delay, refuse or cancel a transaction if information is incomplete, a required licence is unavailable, or the transaction may violate applicable law.
12. Governing Law and Disputes
These Terms and each order are governed by the laws of the People’s Republic of China, excluding conflict-of-law principles. The United Nations Convention on Contracts for the International Sale of Goods is excluded to the extent legally permitted. The parties will first attempt in good faith for 30 calendar days to resolve a dispute after written notice. Subject to mandatory jurisdiction rules, disputes are submitted to the exclusive jurisdiction of the People’s Court having jurisdiction in Longgang District, Shenzhen, Guangdong Province, PRC. Either party may seek urgent interim relief. If a Chinese version is issued, the version identified as controlling in the applicable signed order will govern; if none is identified, the Chinese legal-use version approved by MASTERMATE will prevail, subject to applicable law.
13. General
MASTERMATE may use qualified subcontractors while remaining responsible for its contractual obligations. Customer may not assign an order without prior written consent. If a provision is unenforceable, it will be adjusted to the minimum extent necessary and the remaining provisions continue. Failure to enforce a right is not a waiver. Order documents identified in Section 1 constitute the entire agreement for that order. Website updates apply prospectively; the version in effect when an order is accepted governs that order.
Contact
Shenzhen Mastermate Technology Co., Ltd. Brand: MASTERMATE Website: https://carbonfactorys.com/ Email: info@carbonfactorys.com Factory: 401, Building F2, Jinyucheng Industrial Park, Longgang District, Shenzhen, Guangdong, China Business hours: Monday–Saturday, 9:00 AM–6:00 PM, China Standard Time (UTC+8). Messages received outside business hours will be answered on the next business day.
Effective 14 August 2016 · Shenzhen Mastermate Technology Co., Ltd.