一个英国客户,我跟了一年,上个礼拜把协议发过了,说签了这个才能谈具体订单,请各位前辈帮忙看下其中的条款,我把我们认为有问题的下,麻烦各位前辈怎么改啊?
Quality and Regulatory Compliance 方面
2.4? ? ? ? These Conditions apply to all the Buyer's purchases and any variation to these Conditions shall he no effect unless expressly agreed in writing and signed by an authorised representative of the Buyer.
3.7? ? ? ? The Supplier must make ailable any non confidential Product Technical Documentation as specifically requested by the Buyer to enable the Buyer to obtain approval to be the Legal Manufacturer of the Product. Where the Supplier does not wish to provide the Buyer with Product Technical Documentation due to reasons of proprietary information, such Product Technical Documentation shall be made ailable to the Competent Authority and/or the Buyer’s Notified Body when requested by Buyer.
3.18? ? ? ? Upon request of the Supplier, who will define the recall process and cost options, the Buyer will then be responsible for carrying out the recall of Products distributed by the Buyer, but the Supplier will meet all costs as incurred and will either replace or reimburse the cost of the Products which are recalled or replaced. Cost of the Products being defined as to replace the recalled Product with equivalent inventory at no cost to the Buyer or to financially reimburse the Buyer in full for the purchase price paid by the Buyer for the Products, including but not limited to shipping and freight costs from the Supplier’s premises.
Notes:
The minimum order quantity (MOQ) for an order commitment is units. However, the Buyer can call off individual shipments in smaller quantities. There is no time limit on the call off of individual shipments from the order quantity commitment.
14.4 The Buyer reserves the right to defer the date of delivery or payment, or to cancel an order, or reduce the volume of the Product ordered, if it is prevented from or delayed in the carrying on of its business due to circumstances beyond the reasonable control of the Buyer including, without limitation, acts of God, governmental actions, war or national emergency, riot, civil commotion, fire, explosion, flood, epidemic, lock-outs, strikes or other labour disputes (whet
Without prejudice to any other right or remedy which the Buyer may he, if any Product is not supplied in accordance with, or the Supplier fails to comply with, any of the terms of this Agreement, the Buyer shall be entitled to ail itself of any one or more of the following remedies at its discretion, whether or not any Product has been accepted by the Buyer:
13.1 to rescind the applicable purchase order;
13.2 to reject the Product and return it to the Supplie
The Supplier shall indemnify and keep the Buyer indemnified in full on demand against all direct, indirect or consequential liability, loss, damages, injury, costs and expenses (including legal and other professional fees and expenses) awarded against or incurred or paid by the Buyer and its directors as a result of or in connection with:
7.1.1 defective workmanship, quality or materials;
7.1.2 any claim or threatened claim that the importation, keeping, supply,
The Supplier shall, assuming adequate inventory is ailable, without prejudice to the Buyer’s other rights and remedies, replace any defective Product with replacement Product within 10 days of the date that they are notified to the Supplier. The Supplier shall be responsible for any delivery and re-delivery charges for Product that is defective. If the Supplier has insufficient stocks of a Product, it shall use its best efforts to replace the balance within 30