Terms of Service | DISLAB

1. Acceptance of Terms

Welcome to DISLAB Ltd., trading as DISLAB (“Company”, “we”, “us”, or “our”). These Terms of Service (“Terms”) govern your access to and use of our B2B website, platform, and related services, collectively the “Services”, including orders for industrial components and trade solutions.

By registering, accessing, or using our Services, you affirm that you have full legal authority to enter into this Agreement on behalf of the business entity you represent. If you do not agree to these Terms, you may not use the Services.

We may modify these Terms from time to time as described in Section 14. Continued use of the Services after changes constitutes acceptance of the updated Terms.

2. B2B eligibility and business use

Our Services are designed exclusively for business-to-business transactions. You represent and warrant that you are acting on behalf of a valid business, corporation, partnership, or other legal entity, and not as an individual consumer.

We reserve the right to request proof of business status, such as a tax ID, business license, or resale certificate, and may suspend or terminate accounts that do not meet our B2B eligibility requirements.

3. Account registration and security

To access certain features, such as pricing, bulk ordering, or trade programs, you may need to register for an account. You agree to provide accurate, current, and complete information and to update it promptly.

You are responsible for safeguarding account credentials and for all activity under your account. Notify us immediately of unauthorized use. We may refuse service, terminate accounts, or cancel orders if conduct violates applicable law or harms our interests or other users.

4. Orders, pricing, and payment terms

All orders are subject to acceptance by DISLAB. We may require additional verification before accepting an order. Pricing and availability are subject to change without notice, although confirmed orders will be honored at the agreed price unless a manifest error has occurred.

• Payment: Unless separately agreed in writing, payment terms are Net 30 days from invoice date for approved business accounts. We accept wire transfers, letters of credit for large transactions, and other indicated methods. Payments must be made in USD without set-off or deduction.
• Taxes and duties: Prices are exclusive of taxes, customs duties, tariffs, and similar charges. You are responsible for taxes associated with your purchase, except for taxes based on our net income.
• Late payments: Overdue amounts may bear interest at 1.5% per month or the maximum permitted by law, whichever is lower. You agree to reimburse collection costs incurred.

5. Shipping, delivery, and risk of loss

Shipping and delivery dates are estimates only. We use commercially reasonable efforts to meet indicated schedules, but we are not liable for delays.

Unless otherwise specified in the order confirmation, such as specific Incoterms, all shipments are EXW (Ex Works) our facility or designated warehouse. Risk of loss and title pass to you upon delivery to the carrier. You are responsible for insurance and claims for loss or damage in transit.

For international orders, you are the importer of record and must comply with import and export regulations. Additional documentation or fees may apply.

6. Intellectual property

The Services, including content, design, trademarks, logos, product images, and software, are owned by us or our licensors and are protected by copyright, trademark, and other intellectual property laws.

You may not copy, modify, distribute, or create derivative works without prior written consent. If you provide feedback, suggestions, or ideas, you grant us a perpetual, irrevocable, royalty-free license to use that feedback for any purpose without compensation.

7. Acceptable use and prohibited conduct

You agree not to misuse the Services. Prohibited activities include:

• Violating applicable local, national, or international law or regulation, including export controls and sanctions.
• Infringing intellectual property or proprietary rights.
• Uploading malicious code or disrupting or interfering with the Services.
• Attempting unauthorized access to accounts, systems, or networks.
• Reselling or redistributing the Services, or any part of them, without express authorization.
• Providing false or misleading business information.

We reserve the right to investigate and take appropriate legal action against violations of this section.

8. Export controls and sanctions

Products, software, and technology provided through the Services may be subject to export control laws of various jurisdictions, including China, the United States, and the European Union.

You agree to comply with applicable export and re-export restrictions and not to transfer products or technical data, directly or indirectly, to any embargoed or sanctioned country or denied party.

9. Disclaimer of warranties

Descriptions, specifications, or samples are for informational purposes only and do not create any warranty. You acknowledge that you have not relied on any representation or warranty not expressly stated in these Terms.

10. Limitation of liability

To the fullest extent permitted by applicable law, Company, its affiliates, officers, directors, employees, or agents shall not be liable for indirect, incidental, special, consequential, or punitive damages, including loss of profits, revenue, data, or business opportunities.

Our total cumulative liability for all claims arising from or relating to these Terms or the Services shall not exceed the greater of the total amount paid by you to us in the twelve (12) months preceding the event giving rise to the claim, or USD 5,000.

11-15. Legal terms and general provisions

• Indemnification: You agree to indemnify, defend, and hold harmless Company and its affiliates, officers, directors, and employees from claims arising from your use of the Services, breach of these Terms, violation of law or third-party rights, or resale or distribution of products or services acquired through us, except to the extent caused by our gross negligence or willful misconduct.
• Term and termination: These Terms remain in effect until terminated. You may terminate by ceasing use and closing your account. We may suspend or terminate access at any time. Provisions that should survive, including payment obligations, disclaimers, indemnity, and limitations of liability, will survive termination.
• Governing law: These Terms and disputes are governed by the laws of the People’s Republic of China, without conflict-of-law principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.
• Dispute resolution: Before formal action, parties will attempt good-faith negotiation for at least thirty (30) days. Unresolved disputes will be finally settled by binding arbitration administered by Shanghai International Arbitration Center (SHIAC) in Shanghai, China, in English.
• Modifications: We may update these Terms to reflect changes in law, business practices, or Services. Material changes may be notified by email or prominent website notice. Continued use after the effective date constitutes acceptance.
• General provisions: These Terms, together with referenced policies including the Privacy Policy and Refund Policy, constitute the entire agreement. Force majeure, waiver, severability, assignment, and independent contractor provisions apply as stated in these Terms.

Contact and legal correspondence

• Company: DISLAB Ltd. (DISLAB)
• Attention: Legal and Compliance
• Address: 2618N 13-302 XSJ RD, SJ, Shanghai, China
• Email: [email protected]
• Website: https://dislab.cc/