Terms and Conditions

Shandong LanBao Petroleum Machinery Co., Ltd.No.76 Xianghao Road, Zhangqiu District, Jinan City, Shandong ProvinceThese Terms and Conditions (hereinafter referred to as the "Terms") shall be the legally binding agreement between Shandong LanBao Petroleum Machinery Co., Ltd. (hereinafter referred to as the "Seller", located in Shandong, China) and the buyer (hereinafter referred to as the "Buyer") for the purchase and sale of petroleum machinery products including mud pumps, plunger pumps, sand pumps and their spare parts (hereinafter referred to as the "Products"). Any order placed by the Buyer for the Products shall constitute the Buyer's unconditional acceptance of all provisions set forth in these Terms. The signed sales contract (hereinafter referred to as the "Contract") between both parties shall prevail in case of any conflict between the Contract and these Terms.

1.1 All Product models, specifications, technical parameters, quantities and prices shall be subject to the official quotation and the signed Contract by both parties. The Seller reserves the right to adjust product technical parameters without prior notice for product upgrade, and shall inform the Buyer in a timely manner if the adjustment affects the Product performance and application.1.2 The Buyer shall confirm the order details (including Product models, delivery time, delivery address and payment terms) in writing. Any change to the order by the Buyer shall be notified to the Seller in writing at least 7 working days before the scheduled production date, and the additional costs incurred therefrom shall be borne by the Buyer.1.3 The Seller shall not be liable for any losses caused by the Buyer's incorrect provision of order information (including delivery address, contact person and technical requirements).

2.1 All Product prices are quoted in US dollars (USD), excluding freight, insurance, customs duties and other related fees unless otherwise specified in the quotation. The Seller reserves the right to adjust the Product prices due to changes in raw material costs and exchange rates, and the adjusted price shall be effective only after written confirmation by both parties.2.2 The standard payment terms are as follows: 30% of the total contract amount as advance payment by T/T after the Contract is signed, and the remaining 70% shall be paid by T/T before the Seller arranges delivery. The Seller shall start production only after receiving the advance payment.2.3 For bulk orders or long-term cooperation buyers, the payment terms can be negotiated separately by both parties and confirmed in the Contract (e.g., L/C at sight, partial monthly payment). All payment shall be made to the official bank account designated by the Seller, and the Buyer shall bear the bank handling fees incurred in the payment process.2.4 If the Buyer delays the payment, the Seller has the right to suspend production or delivery without liability for breach of contract, and the Buyer shall pay liquidated damages at 0.5% of the overdue payment amount per day (the total liquidated damages shall not exceed 10% of the total contract amount).

3.1 The delivery time shall be confirmed in the Contract, and the standard production cycle is 30-45 working days after the Seller receives the advance payment (excluding customized Products). The delivery time for customized Products shall be negotiated separately according to the customization requirements.3.2 The Seller supports international trade terms including FOB (Qingdao Port), CIF (the Buyer's designated port) and EXW (the Seller's factory). The specific trade term shall be confirmed in the Contract.3.3 For FOB and CIF terms, the Seller shall arrange the shipment in accordance with the agreed time, and notify the Buyer of the shipping details (including bill of lading number, shipping company and expected arrival time) in writing within 2 working days after shipment. For CIF terms, the Seller shall purchase cargo insurance in accordance with 110% of the total contract amount, and the insurance type shall cover ocean marine cargo Clauses A.3.4 The Buyer shall be responsible for picking up the goods at the designated place within the agreed time. If the Buyer delays picking up the goods and causes storage fees, demurrage fees and other additional costs, the Buyer shall bear all the above costs.3.5 The Seller shall not be liable for any delivery delays caused by force majeure (including natural disasters, wars, port closures, transportation strikes and other unforeseeable and unavoidable factors), and shall notify the Buyer of the relevant situation in a timely manner and negotiate the extended delivery time.

4.1 All Products shall be packed in seaworthy wooden cases with anti-rust, shockproof and moisture-proof treatment for key parts (such as plungers, cylinder liners and seal rings) to ensure the safe transportation of Products by sea and land.4.2 The outer package shall be marked with the Buyer's order number, Product model, quantity, net weight/gross weight, measurement and "FRAGILE", "KEEP DRY", "THIS SIDE UP" and other international shipping marks. The Buyer may put forward additional marking requirements in writing, and the additional costs incurred therefrom shall be borne by the Buyer.4.3 The packaging cost is included in the Product price, and the wooden case packaging shall not be returned unless otherwise agreed by both parties.

5.1 All Products shall be strictly inspected by the Seller before delivery, and the Seller shall provide the quality inspection certificate and product manual (including installation and maintenance instructions).5.2 For the goods under FOB and EXW terms, the Buyer or the designated inspection agency may conduct pre-shipment inspection at the Seller's factory. The inspection shall be completed within the agreed time, and the Buyer shall confirm the Product quality in writing. If the Buyer fails to conduct the inspection within the agreed time, the Products shall be deemed to have passed the acceptance.5.3 The Buyer shall conduct the initial inspection of the Products upon receipt of the goods (including the appearance of the Products, packaging integrity and quantity). If there is any damage or shortage of the Products caused by transportation, the Buyer shall submit a written claim with the shipping company and insurance company within 3 working days after receiving the goods, and the Seller shall provide necessary assistance.5.4 For the performance inspection of the Products, the Buyer shall conduct the inspection in accordance with the technical parameters confirmed in the Contract within 15 working days after receiving the goods. If the Product performance does not meet the Contract requirements due to the Seller's quality problems, the Buyer shall submit a written claim with relevant inspection evidence, and the Seller shall provide solutions (including replacement, repair and refund) according to the actual situation.5.5 The Seller shall not be liable for any quality problems caused by the Buyer's improper installation, use, maintenance or unauthorized modification of the Products.

6.1 The warranty period of the Products is 12 months from the date of delivery (the date of bill of lading) or 1000 working hours of operation, whichever comes first. Vulnerable parts (including seal rings, gaskets, oil seals and other consumables) are not covered by the warranty.6.2 During the warranty period, if the Products have quality problems due to the Seller's raw material or manufacturing defects, the Seller shall provide free replacement of defective parts or free repair (excluding freight and labor costs for on-site service). For serious quality problems that cannot be repaired, the Seller shall negotiate with the Buyer to replace the Products or refund the corresponding payment.6.3 The Seller provides lifelong technical support for the Products, including providing installation drawings, maintenance guidance and technical consultation at any time. For on-site installation, commissioning and maintenance services required by the Buyer, the Seller shall arrange professional technical personnel to go to the site, and the Buyer shall bear the round-trip transportation expenses, accommodation expenses and labor costs of the technical personnel (the specific fees shall be confirmed in writing in advance).6.4 The Seller has a complete supply system of original spare parts, and can provide fast supply of all types of spare parts for the Products. The price of spare parts and delivery time shall be subject to the Seller's official quotation.

7.1 For customized Products required by the Buyer (including parameter adjustment, structural modification and special material selection), the Buyer shall provide detailed technical requirements in writing, and the Seller shall confirm the customization plan and quotation after technical evaluation.7.2 The customized Products shall be produced in accordance with the confirmed customization plan, and the Buyer shall pay an additional customization fee (the amount is confirmed in the Contract) together with the advance payment.7.3 Customized Products are non-returnable and non-exchangeable unless there are serious quality problems caused by the Seller. If the Buyer cancels or modifies the customization plan during the production process, the advance payment and customization fee paid shall not be refunded, and the Buyer shall bear all the production costs incurred by the Seller.

8.1 The Seller owns the intellectual property rights (including patents, trademarks, product designs and technical documents) of all Products and related technical information. The Buyer shall not reproduce, copy, sell or disclose the Seller's Products and technical information to a third party without the written permission of the Seller.8.2 The Buyer shall not use the Seller's trademark (including "LanBao") without the written authorization of the Seller. Any infringement of the Seller's intellectual property rights by the Buyer shall bear the corresponding legal liability and compensate the Seller for all economic losses caused thereby.

9.1 "Force Majeure" refers to unforeseeable, unavoidable and insurmountable objective factors including natural disasters (earthquake, flood, typhoon, etc.), wars, government decrees, port closures, transportation strikes and raw material supply interruption.9.2 If either party fails to perform its obligations under the Contract due to force majeure, it shall not be liable for breach of contract, but shall notify the other party of the occurrence of force majeure and the relevant situation in writing within 3 working days, and provide the official certificate issued by the relevant department within 15 working days.9.3 Both parties shall negotiate in good faith to adjust the performance of the Contract (including extending the delivery time, adjusting the order quantity or terminating the unperformed part of the Contract) according to the impact of force majeure.

10.1 If the Seller fails to deliver the Products on time without force majeure, the Seller shall pay liquidated damages at 0.5% of the delayed delivery amount per day (the total liquidated damages shall not exceed 10% of the total contract amount). If the delivery delay exceeds 30 working days, the Buyer has the right to terminate the Contract and the Seller shall refund the advance payment paid by the Buyer.10.2 If the Buyer cancels the order without justifiable reasons after the Contract is signed, the advance payment paid by the Buyer shall not be refunded. If the cancellation causes losses to the Seller (including raw material purchase costs and production costs), the Buyer shall compensate the Seller for the actual losses.10.3 For any breach of contract by either party, the breaching party shall bear the liability for breach of contract in accordance with these Terms and the Contract. If the breach causes economic losses to the non-breaching party, the breaching party shall compensate the non-breaching party for the direct economic losses.

11.1 Any dispute arising from the performance of these Terms and the Contract shall be resolved by both parties through friendly negotiation.11.2 If the negotiation fails, either party may submit the dispute to the China International Economic and Trade Arbitration Commission (CIETAC) for arbitration in accordance with its current arbitration rules. The arbitration place shall be Shanghai, China, and the arbitration language shall be English and Chinese.11.3 The arbitration award shall be final and binding on both parties. During the arbitration period, the unperformed part of the Contract except for the disputed part shall continue to be performed.

12.1 These Terms shall be governed by the laws of the People's Republic of China.12.2 Any notice or communication between both parties shall be made in writing (including email, fax and registered mail), and shall be deemed to have been served when it reaches the other party's designated contact information.12.3 These Terms shall take effect on the date of the first order placed by the Buyer, and shall be applicable to all subsequent transactions between both parties.12.4 If any provision of these Terms is deemed invalid or unenforceable, it shall not affect the validity of other provisions.12.5 Both parties may amend or supplement these Terms only in writing, and the amended or supplementary provisions shall form an integral part of these Terms and have the same legal effect as these Terms