Terms of Service

In these Terms, the following definitions apply unless the context otherwise requires:

"Agreement"

means these Terms together with any accepted Purchase Order, Sales Contract, Proforma Invoice, or other written instrument executed between the parties.

"Products"

means stainless steel pipes, tubes, nickel alloy pipes, duplex and super duplex pipes, heat exchanger tubes, coiled tubing, precision tubes, and any other tubular or related products manufactured or supplied by Baofeng.

"Purchase Order"

means a written order issued by the Buyer specifying the Products, quantities, specifications, delivery terms, and other commercial conditions.

"Specifications"

means the technical requirements, standards (including but not limited to ASTM, ASME, EN, API, NACE, ISO), dimensions, material grades, heat treatment, surface finish, testing requirements, and documentation requirements agreed in writing by both parties.

"Delivery Date"

means the date or period for delivery of Products as agreed in the Purchase Order or Sales Contract.

"MTC"

means Material Test Certificate or Mill Test Certificate issued in accordance with EN 10204 or equivalent standard.

"Incoterms"

means the International Commercial Terms published by the International Chamber of Commerce, latest edition in force at the date of the Agreement.

References to any statute or statutory provision include any amendment, re-enactment, or replacement thereof. Headings are for convenience only and shall not affect interpretation. The singular includes the plural and vice versa.

Baofeng provides the manufacture, supply, testing, inspection, and delivery of stainless steel and special alloy tubular products for industrial applications. The scope of each transaction shall be governed by the specific terms set out in the accepted Purchase Order or Sales Contract.

• Standard Products: Products manufactured to internationally recognized standards (ASTM, ASME, EN, API, etc.) as listed in Baofeng's product catalog or technical data sheets.
• Project-Specific Products: Products manufactured to Buyer-specified requirements, including non-standard dimensions, special material grades, supplementary testing, third-party inspection, or specific documentation packages.
• Technical Support: Pre-sales technical consultation, material recommendation, and documentation support as reasonably requested by the Buyer, provided at Baofeng's discretion without additional charge unless otherwise agreed.
• Documentation: Supply of standard quality documents including MTC 3.1 or 3.2 (as agreed), dimensional inspection reports, hydrostatic test records, and NDT reports as applicable to the order.

Any services not expressly described in the Purchase Order or Sales Contract are excluded from scope and shall be subject to separate written agreement and additional charges.

3.1 Quotations. All quotations issued by Baofeng are non-binding offers valid for the period stated therein (typically thirty (30) calendar days from the date of issue, unless otherwise specified). Quotations are subject to withdrawal or revision by Baofeng at any time prior to written acceptance by the Buyer. Price and availability are subject to change without prior notice until an order is confirmed.

3.2 Order Placement. A Purchase Order submitted by the Buyer constitutes an offer to purchase. No order shall be deemed accepted until Baofeng issues a written Order Confirmation or Proforma Invoice acknowledging the order. Baofeng reserves the right to decline any order at its sole discretion without liability.

3.3 Order Contents. Each Purchase Order must clearly specify: (a) product description, material grade, and applicable standard; (b) dimensions and tolerances; (c) quantity and unit of measure; (d) required testing and inspection scope; (e) documentation requirements; (f) delivery terms (Incoterms); (g) required delivery date; and (h) any special project requirements.

3.4 Order Modifications. Any modification to an accepted order must be submitted in writing and is subject to Baofeng's written approval. Modifications may result in revised pricing, lead times, or minimum order quantities. Baofeng shall not be liable for any delay or cost resulting from late modification requests.

3.5 Minimum Order Quantity. Baofeng reserves the right to apply minimum order quantity (MOQ) requirements to certain products or material grades. MOQ requirements shall be communicated at the quotation stage.

3.6 Conflict of Terms. In the event of any conflict between these Terms and the terms printed on the Buyer's Purchase Order or other Buyer documentation, these Terms shall prevail unless Baofeng has expressly agreed in writing to be bound by the Buyer's terms.

4.1 Prices. All prices are quoted in the currency specified in the Proforma Invoice or Sales Contract (typically USD or CNY). Prices are exclusive of all applicable taxes, duties, import/export levies, and surcharges unless expressly stated otherwise. The Buyer is responsible for all such charges applicable in the destination country.

4.2 Price Validity. Confirmed order prices are fixed as of the date of Order Confirmation and shall not be subject to unilateral revision by Baofeng after order acceptance, except in cases of material price escalation due to extraordinary market conditions, in which case Baofeng shall provide written notice and the parties shall negotiate in good faith.

4.3 Payment Terms. Unless otherwise agreed in writing, standard payment terms are as follows:

4.4 Late Payment. Payments not received by the due date shall accrue interest at a rate of one and a half percent (1.5%) per month, or the maximum rate permitted by applicable law, whichever is lower, calculated from the due date until full payment is received. Baofeng reserves the right to suspend production or withhold shipment for overdue accounts without liability.

4.5 Set-Off. The Buyer shall not be entitled to withhold, deduct, or set off any amount against payments due to Baofeng without Baofeng's prior written consent.

4.6 Bank Charges. All bank charges and transfer fees incurred in connection with payments shall be borne by the Buyer. Payments must be received by Baofeng in full, net of any deductions.

5.1 Delivery Terms. Delivery shall be made in accordance with the Incoterms specified in the Sales Contract or Purchase Order Confirmation. Unless otherwise agreed, the default delivery term is Ex Works (EXW) Baofeng's facility in Songyang, Zhejiang, China.

5.2 Delivery Schedule. Estimated delivery dates communicated by Baofeng are provided in good faith and represent reasonable estimates based on production schedules at the time of order confirmation. Such dates are not guaranteed and shall not be construed as a condition of the Agreement unless expressly stated as a firm commitment in writing.

5.3 Delay in Delivery. Baofeng shall not be liable for any direct, indirect, consequential, or special damages arising from delays in delivery caused by: (a) Force Majeure events; (b) the Buyer's failure to provide timely technical clarifications, approvals, or advance payment; (c) changes in order specifications requested by the Buyer; or (d) circumstances beyond Baofeng's reasonable control. In all other cases, Baofeng shall use commercially reasonable efforts to minimize delays and shall notify the Buyer promptly of any anticipated delay.

5.4 Risk of Loss. Risk of loss or damage to the Products shall pass to the Buyer in accordance with the agreed Incoterms. Once risk has passed, the Buyer bears full responsibility for any loss, damage, or deterioration of the Products.

5.5 Title. Title to the Products shall not pass to the Buyer until Baofeng has received full payment of all amounts due under the Agreement. Baofeng retains a security interest in the Products until payment in full is received.

5.6 Partial Shipments. Unless otherwise agreed, Baofeng reserves the right to make partial shipments. Each partial shipment shall constitute a separate transaction and shall be invoiced and paid for accordingly.

5.7 Packaging. Products shall be packaged in accordance with Baofeng's standard export packaging practices, which are designed to protect Products during normal transit. Special packaging requirements must be specified by the Buyer at the time of order placement and may be subject to additional charges.

6.1 Pre-Shipment Inspection. Baofeng conducts internal quality inspection of all Products prior to shipment in accordance with the applicable standards and agreed Inspection and Test Plan (ITP). Inspection results shall be documented in the relevant quality documents accompanying the shipment.

6.2 Third-Party Inspection. Where the Buyer requires third-party inspection by an approved inspection body (e.g., SGS, Bureau Veritas, DNV, TÜV), such requirements must be specified in the Purchase Order. Baofeng shall cooperate with reasonable third-party inspection activities conducted at Baofeng's facility during normal working hours. The cost of third-party inspection shall be borne by the Buyer unless otherwise agreed in writing.

6.3 Acceptance at Delivery Point. The Buyer shall inspect the Products promptly upon delivery. The Buyer shall notify Baofeng in writing of any visible damage, shortage, or non-conformance within seven (7) calendar days of the date of delivery. Failure to provide timely written notice shall constitute acceptance of the Products as delivered, subject to latent defect provisions below.

6.4 Latent Defects. Claims for latent defects that were not reasonably discoverable upon delivery must be submitted in writing within the applicable warranty period specified in Section 7. Claims must include a detailed description of the defect, supporting documentation, and, where applicable, samples for analysis.

6.5 Rejection Procedure. Where Products are rightfully rejected, the Buyer shall: (a) immediately cease use of the rejected Products; (b) preserve the Products in their current condition pending Baofeng's instructions; (c) not return Products without Baofeng's prior written authorization and return merchandise authorization (RMA) number. Unauthorized returns shall not be accepted and shall be returned to the Buyer at the Buyer's expense.

6.6 Buyer-Caused Damage. Baofeng shall not be responsible for damage, defects, or non-conformance arising from: (a) improper handling, storage, or installation by the Buyer or its agents; (b) use of Products outside their rated specifications or intended application; (c) unauthorized modification or processing of Products; or (d) normal wear and tear.

7.1 Quality Commitment. Baofeng warrants that the Products shall: (a) conform to the agreed Specifications at the time of delivery from Baofeng's facility; (b) be free from material defects in materials and workmanship under normal use conditions; and (c) be manufactured in accordance with Baofeng's ISO 9001-certified quality management system.

7.2 Warranty Period. Unless otherwise agreed in writing, Baofeng's warranty period is twelve (12) months from the date of delivery, or eighteen (18) months from the date of shipment, whichever expires first.

7.3 Warranty Remedies. In the event of a valid warranty claim, Baofeng's sole obligation shall be, at Baofeng's election: (a) to repair or replace the non-conforming Products; or (b) to issue a credit or refund for the purchase price of the non-conforming Products. The remedies set forth herein constitute the Buyer's exclusive remedies for product non-conformance.

7.4 Warranty Exclusions. The warranty set forth in this Section shall not apply to defects or failures arising from:

• Improper handling, storage, transportation, installation, or commissioning by the Buyer or third parties
• Use of Products in applications or environments outside the agreed Specifications
• Unauthorized modification, cutting, welding, heat treatment, or other processing performed by the Buyer
• Normal wear, corrosion, or deterioration under operating conditions
• Damage caused by accidents, misuse, neglect, or Acts of God
• Specifications provided or approved by the Buyer that differ from Baofeng's standard manufacturing parameters

7.5 Disclaimer. EXCEPT AS EXPRESSLY SET FORTH IN THIS SECTION, BAOFENG MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. BAOFENG DOES NOT WARRANT THAT THE PRODUCTS WILL MEET THE BUYER'S SPECIFIC OPERATIONAL REQUIREMENTS BEYOND THE AGREED SPECIFICATIONS.

8.1 Baofeng's IP. All intellectual property rights in Baofeng's products, manufacturing processes, technical know-how, designs, trademarks, trade names, logos, documentation, and website content are and shall remain the exclusive property of Baofeng or its licensors. Nothing in these Terms shall be construed as granting the Buyer any license or right in or to Baofeng's intellectual property, except as strictly necessary for the use of the Products purchased.

8.2 Buyer's IP. Where the Buyer provides drawings, designs, specifications, or other technical data for the manufacture of Products, the Buyer warrants that: (a) it has full right and authority to use and disclose such information; and (b) the manufacture of Products in accordance with such data will not infringe the intellectual property rights of any third party. The Buyer shall indemnify and hold Baofeng harmless from any claims, losses, or expenses arising from any alleged infringement of third-party intellectual property rights in connection with Products manufactured to the Buyer's specifications.

8.3 Confidential Designs. Technical drawings, specifications, and proprietary data provided by either party shall be treated as Confidential Information in accordance with Section 9 of these Terms.

8.4 Patent Portfolio. Baofeng holds over seventy (70) patents related to stainless steel manufacturing processes and products. Unauthorized use, reproduction, or reverse engineering of Baofeng's patented technologies is strictly prohibited and may result in legal action.

9.1 Confidential Information. "Confidential Information" means any non-public information disclosed by one party (the "Disclosing Party") to the other party (the "Receiving Party") in connection with the Agreement, including but not limited to: pricing, technical specifications, manufacturing processes, project details, customer lists, financial information, and any information designated as confidential.

9.2 Obligations. The Receiving Party shall: (a) hold all Confidential Information in strict confidence; (b) not disclose Confidential Information to any third party without the prior written consent of the Disclosing Party; (c) use Confidential Information solely for the purposes of performing obligations under the Agreement; and (d) restrict access to Confidential Information to those employees, agents, or subcontractors who have a need to know and are bound by equivalent confidentiality obligations.

9.3 Exceptions. The confidentiality obligations set forth herein shall not apply to information that: (a) is or becomes publicly available through no fault of the Receiving Party; (b) was already known to the Receiving Party prior to disclosure; (c) is independently developed by the Receiving Party without reference to the Confidential Information; or (d) is required to be disclosed by applicable law, regulation, or court order, provided that the Receiving Party gives prompt written notice to the Disclosing Party and cooperates in seeking a protective order.

9.4 Duration. Confidentiality obligations shall survive the termination or expiration of the Agreement for a period of five (5) years.

10.1 Exclusion of Consequential Damages. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL BAOFENG BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF BUSINESS OPPORTUNITY, LOSS OF DATA, BUSINESS INTERRUPTION, PLANT SHUTDOWN, OR COST OF REPLACEMENT FACILITIES, ARISING OUT OF OR RELATED TO THESE TERMS OR THE SUPPLY OF PRODUCTS, EVEN IF BAOFENG HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

10.2 Cap on Liability. Baofeng's total aggregate liability to the Buyer under or in connection with any Agreement, whether arising in contract, tort (including negligence), breach of statutory duty, or otherwise, shall not exceed the total purchase price paid by the Buyer for the specific Products giving rise to the claim.

10.3 Mutual Liability. The Buyer's liability to Baofeng for any breach of these Terms, including non-payment, shall not be limited by any cap and shall include all reasonable costs of recovery including legal fees.

10.4 Indemnification. The Buyer shall indemnify, defend, and hold harmless Baofeng, its officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising out of or relating to: (a) the Buyer's breach of these Terms; (b) the Buyer's negligence or willful misconduct; (c) the Buyer's use of Products in a manner inconsistent with agreed Specifications; or (d) infringement claims arising from the Buyer's designs or specifications.

10.5 Survival. The limitations and exclusions set out in this Section shall survive termination or expiration of the Agreement and shall apply regardless of the form of action, whether in contract, tort, or otherwise.

11.1 Definition. "Force Majeure Event" means any event or circumstance beyond the reasonable control of the affected party, including but not limited to: acts of God, natural disasters, floods, fires, earthquakes, epidemics or pandemics, war, terrorism, civil unrest, strikes or labor disputes (other than those involving the affected party's own employees), government actions, embargoes, import/export restrictions, raw material shortages, energy supply disruptions, or failures of third-party suppliers or transportation providers.

11.2 Effect. Neither party shall be liable to the other for any delay or failure to perform its obligations under the Agreement to the extent such delay or failure is caused by a Force Majeure Event, provided that: (a) the affected party promptly notifies the other party in writing of the Force Majeure Event and its anticipated duration; (b) the affected party uses commercially reasonable efforts to mitigate the effects of and overcome the Force Majeure Event; and (c) the affected party resumes performance as soon as reasonably practicable after the cessation of the Force Majeure Event.

11.3 Extended Force Majeure. If a Force Majeure Event continues for a period exceeding sixty (60) consecutive calendar days, either party may terminate the affected portion of the Agreement by written notice without liability, except that the Buyer shall pay for all Products already manufactured or in production at the time of termination.

11.4 Payment Obligations. Force Majeure Events shall not excuse the Buyer's obligation to make payments for Products already delivered or services already rendered prior to the occurrence of the Force Majeure Event.

12.1 Cancellation by Buyer. Once a Purchase Order has been confirmed by Baofeng, the Buyer may not cancel the order without Baofeng's prior written consent. In the event Baofeng agrees to cancellation, the Buyer shall be liable for all costs incurred by Baofeng up to the date of cancellation, including but not limited to: raw material procurement costs, manufacturing costs, testing costs, and a reasonable cancellation fee to be determined by Baofeng based on the stage of production.

12.2 Termination for Cause by Baofeng. Baofeng may terminate the Agreement immediately upon written notice to the Buyer if: (a) the Buyer fails to make any payment when due and such failure continues for ten (10) business days after written notice; (b) the Buyer becomes insolvent, makes an assignment for the benefit of creditors, or is subject to bankruptcy, liquidation, or receivership proceedings; (c) the Buyer materially breaches any provision of these Terms and fails to cure such breach within thirty (30) days of written notice; or (d) the Buyer engages in any fraudulent, deceptive, or illegal conduct in connection with the Agreement.

12.3 Termination for Cause by Buyer. The Buyer may terminate the Agreement upon written notice to Baofeng if Baofeng materially breaches its obligations under these Terms and fails to cure such breach within forty-five (45) days of written notice from the Buyer. In such event, Baofeng's liability shall be limited as set forth in Section 10.

12.4 Effect of Termination. Upon termination: (a) all outstanding payment obligations become immediately due and payable; (b) the Buyer shall return or destroy any Confidential Information of Baofeng; (c) provisions of these Terms that by their nature should survive termination (including Sections 8, 9, 10, 13, and 14) shall continue in full force and effect.

13.1 Negotiation. In the event of any dispute, controversy, or claim arising out of or relating to these Terms or the breach, termination, or validity thereof (a "Dispute"), the parties shall first attempt to resolve the Dispute through good-faith negotiation between senior representatives of both parties for a period of thirty (30) calendar days from the date one party delivers written notice of the Dispute to the other party.

13.2 Arbitration. If the Dispute is not resolved through negotiation within the period specified in Section 13.1, either party may submit the Dispute to binding arbitration administered by the China International Economic and Trade Arbitration Commission (CIETAC) in accordance with its arbitration rules then in effect. The arbitration shall be conducted in Shanghai, China. The arbitration shall be conducted in the English language, or in both English and Chinese if mutually agreed. The arbitral award shall be final and binding upon both parties and may be enforced in any court of competent jurisdiction.

13.3 Interim Relief. Nothing in this Section shall prevent either party from seeking urgent interim or injunctive relief from a court of competent jurisdiction to protect its rights pending the outcome of arbitration proceedings.

13.4 Costs. Unless the arbitral tribunal determines otherwise, each party shall bear its own legal costs and an equal share of the arbitration fees.

14.1 Applicable Law. These Terms and any Agreement entered into pursuant hereto shall be governed by and construed in accordance with the laws of the People's Republic of China, without regard to its conflict of law principles.

14.2 CISG. The parties agree that the United Nations Convention on Contracts for the International Sale of Goods (CISG) shall apply to transactions between Baofeng and international Buyers, except to the extent that its provisions are expressly excluded or modified by these Terms or the Sales Contract.

14.3 Export Compliance. The Buyer is solely responsible for compliance with all applicable export control laws, trade sanctions, and import regulations in the Buyer's country and any country of destination. The Buyer represents and warrants that it will not use, transfer, or resell the Products in violation of any applicable export control laws or regulations. Baofeng shall not be liable for any consequences arising from the Buyer's failure to comply with applicable export or import regulations.

14.4 Anti-Corruption. Both parties agree to comply with all applicable anti-bribery and anti-corruption laws and regulations, including the relevant provisions of the laws of the People's Republic of China. Neither party shall make any payment or offer any benefit to any government official or third party in connection with the Agreement that would violate applicable anti-corruption laws.

15.1 Amendments. Baofeng reserves the right to amend these Terms at any time by posting the updated Terms on its website or by providing written notice to the Buyer. Amendments shall take effect upon the date specified in the notice or, if no date is specified, upon the date of posting. Continued engagement with Baofeng after the effective date of any amendment constitutes acceptance of the amended Terms. For existing confirmed orders, the Terms in effect at the time of order confirmation shall govern.

15.2 Entire Agreement. These Terms, together with any applicable Sales Contract, Purchase Order Confirmation, and Proforma Invoice, constitute the entire agreement between the parties with respect to the subject matter hereof and supersede all prior negotiations, representations, warranties, understandings, and agreements, whether oral or written.

15.3 Severability. If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction or arbitral tribunal, such provision shall be modified to the minimum extent necessary to make it enforceable, or if such modification is not possible, such provision shall be severed from these Terms. The remaining provisions shall continue in full force and effect.

15.4 Waiver. No failure or delay by either party in exercising any right, power, or remedy under these Terms shall operate as a waiver thereof. No single or partial exercise of any right, power, or remedy shall preclude any other or further exercise thereof or the exercise of any other right, power, or remedy.

15.5 Assignment. The Buyer may not assign, transfer, or delegate any of its rights or obligations under the Agreement without Baofeng's prior written consent. Baofeng may assign or transfer its rights and obligations under the Agreement to any affiliate or successor entity without the Buyer's consent, provided that Baofeng notifies the Buyer of such assignment.

15.6 Notices. All notices required or permitted under these Terms shall be in writing and shall be deemed duly given when: (a) delivered personally; (b) sent by internationally recognized courier service with tracking; (c) sent by email with confirmation of receipt; or (d) sent by registered mail with return receipt requested, to the addresses set forth in the Sales Contract or as otherwise notified in writing by either party.

15.7 Relationship of Parties. The parties are independent contractors. Nothing in these Terms shall be construed to create a partnership, joint venture, agency, employment, or franchise relationship between the parties. Neither party has authority to bind the other party or to incur obligations on the other party's behalf.

15.8 Language. These Terms are prepared in the English language. In the event of any conflict between an English version and any translation, the English version shall prevail.

If you have any questions, concerns, or requests regarding these Terms of Service, or if you wish to submit a formal notice under these Terms, please contact us through the following channels: