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Terms and Conditions of Sale and Services

JFT CO., LTD. (the “Company”), Tax ID 42727659, business address: No. 128, Lane 118, Dongjiu Rd. St., Guishan Dist., Taoyuan City, Taiwan. These Terms apply to quotations, orders, delivery, and after-sales matters for the Company’s products, equipment, parts, software licenses (if any), and related services. By placing an order or otherwise contracting with the Company, the buyer acknowledges that it has read, understood, and agreed to be bound by these Terms.

1. Scope

  1. These Terms form part of the contract between the Company and the customer (the “Buyer”). Except as expressly agreed in writing by the Company, the Buyer’s purchase terms, reverse-side conditions, or other terms shall not bind the Company.
  2. Special terms in individual quotations, order acknowledgements, contracts, or technical specifications prevail over these Terms; matters not specially agreed remain governed by these Terms.
  3. Matters not covered herein shall be handled in accordance with the laws of the Republic of China (Taiwan) and commercial practice.

2. Quotations and Orders

  1. Unless a shorter validity is stated, quotations remain valid for thirty (30) days from the quotation date. Thereafter, or if conditions change, the Company may requote.
  2. An order becomes binding only after the Company’s written acceptance (including email or system confirmation). The Company may reject or adjust orders for stock, capacity, credit, or other legitimate reasons.
  3. After acceptance, any change to specifications, quantity, or delivery date, or any cancellation, requires the Company’s prior written consent. Extra costs, purchased materials, or work already commenced may be charged to the Buyer.

3. Prices and Taxes

  1. Prices are as stated in the quotation or order acknowledgement and, unless otherwise noted, are in New Taiwan Dollars (TWD).
  2. Unless otherwise agreed, prices exclude freight, insurance, installation, training, special packaging, and other add-on charges.
  3. Business tax (VAT) and other applicable taxes are borne by the Buyer and, if not included in the quoted price, will be added on the invoice. Any withholding required by the Buyer’s jurisdiction shall be handled by the Buyer under local law and shall not reduce the net amount payable to the Company.

4. Payment Terms

  1. Payment terms follow the quotation, order acknowledgement, or contract. If not specified, the Buyer shall pay in full within thirty (30) days after the invoice date by wire transfer or another method designated by the Company.
  2. Upon late payment, the Company may claim interest under applicable civil law and may suspend further shipments, services, or warranty support until amounts due are paid.
  3. The Buyer may not withhold or set off payments based on alleged defects or counterclaims unless the Company agrees in writing or an amount is finally determined by law.
  4. If the Buyer’s credit deteriorates or payments are overdue, the Company may require advance payment, security, or shorter payment terms.

5. Delivery Schedule

  1. Delivery dates are estimates unless expressly stated in writing as firm dates. The Company will use commercially reasonable efforts to deliver as scheduled.
  2. Delays caused by Buyer changes, late approval of drawings/samples, late payment, failure to provide necessary information or site access, or by supply chain, transport, or force majeure events may extend the schedule without liability for delay.
  3. Where partial deliveries are agreed, each shipment may be invoiced and payable separately.

6. Shipping and Risk

  1. Shipping method, freight responsibility, and place of delivery follow the parties’ agreement; if unspecified, the Company may choose a reasonable method and charge freight separately.
  2. Unless otherwise agreed, risk passes to the Buyer upon delivery to the Buyer, the Buyer’s designated consignee, or the first carrier.
  3. The Buyer shall check quantity and outer condition upon receipt. Shortage, damage, or anomalies must be noted on the carrier documents and reported to the Company in writing within three (3) business days after receipt; otherwise the goods are deemed outwardly accepted in good condition.

7. Inspection and Acceptance

  1. The Buyer shall complete inspection or acceptance within seven (7) business days after delivery (or such other period agreed in writing). Failure to raise specific non-conformities within that period constitutes acceptance.
  2. Acceptance criteria are the mutually confirmed specifications, drawings, samples, or contract. Extra testing, certification, or modification outside the contract scope may be quoted separately.
  3. For partial non-conformity, the Company may repair, replace, make up delivery, or otherwise resolve as agreed. The Buyer may not reject an entire shipment solely for non-material defects unless required by law or contract.

8. Warranty and Defects

  1. Unless otherwise agreed in writing, the Company provides a limited twelve (12)-month warranty from acceptance (or deemed acceptance), covering defects in materials and workmanship only.
  2. The warranty excludes improper installation, operation, or maintenance; use contrary to instructions; unauthorized modification; normal consumable wear; force majeure or accidents; abnormal voltage; third-party component failure; and issues arising from Buyer-supplied designs or materials.
  3. Within the warranty scope, the Company may, at its option, repair or replace defective parts or products, or otherwise resolve reasonably. Except for willful misconduct or gross negligence, the Company is not liable for indirect damages, lost profits, or downtime, and aggregate liability is capped at the amount actually paid for the defective item.
  4. Warranty for services or custom projects follows the individual contract.

9. Intellectual Property

  1. Drawings, software, firmware, technical documents, trademarks, trade secrets, and related IP provided by the Company remain owned by the Company or lawful right holders. The Buyer receives only a limited right of use for the contract purpose and may not copy, modify, distribute, reverse engineer, or sublicense without authorization.
  2. For custom work based on Buyer specifications, unless otherwise agreed in writing, pre-existing technology and tools remain the Company’s; exclusive ownership of deliverables follows the individual contract.
  3. The Buyer warrants that specifications, drawings, or data it provides do not infringe third-party rights and shall defend and indemnify the Company against related claims and damages.

10. Confidentiality

  1. Pricing, technical, commercial, and customer information obtained through the transaction shall be kept confidential and not disclosed to third parties without the other party’s written consent, except as required by law or competent authorities.
  2. Confidentiality survives termination for at least three (3) years; trade secrets remain protected while secrecy continues.

11. Force Majeure

  1. Neither party is liable for failure or delay caused by natural disasters, war, epidemics, government acts, strikes, energy or transport interruptions, major supplier delays, cyberattacks, or other events beyond reasonable control that could not reasonably be avoided, provided prompt notice is given and reasonable mitigation is taken.
  2. If force majeure continues for more than ninety (90) days, either party may terminate the unperformed portion in writing without damages, provided performed portions remain payable as agreed.

12. Governing Law and Jurisdiction

  1. These Terms and related transactions are governed by the laws of the Republic of China (Taiwan).
  2. Any dispute shall be submitted to the Taiwan Taoyuan District Court as the court of first instance. The Company may also sue in a court having jurisdiction over the Buyer’s location.

13. Amendments and Miscellaneous

  1. The Company may update these Terms and publish them on its website. Updates apply to transactions formed after publication. Existing orders remain subject to the terms in force at contracting, unless otherwise required by law or agreed by the parties.
  2. If any provision is invalid or unenforceable, the remaining provisions continue in effect.
  3. If the Chinese and English versions conflict, the Chinese version prevails.
  4. Contact: Tel +886-2-2908-9060; Email service@jftcoltd.com.

Last updated: August 2026.