Nanjing / Jiangsu, China
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Terms and Conditions

For WJY Supply's services to businesses. The accepted written proposal always prevails; these terms supplement it.

Version 1.2 · 9 October 2026

Highlighted provisions concern liability, the limits of our services and costs. On request we explain them before the contract is concluded.

1. Provider, scope and version

  1. The provider and contracting party is WJY Supply Co. Ltd., Limited Liability Company under Chinese Law, Office Building A, Room 1-103, Waisha Village Committee, Bagua Island Subdistrict, Qixia District, Nanjing, China, Unified Social Credit Code: 91320113MA1P51554G.

  2. These general terms and conditions (“terms”) apply to all services provided by WJY Supply (“we”) to businesses, legal entities under public law and special funds under public law (“customer”). We do not conclude contracts with consumers.
  3. Every proposal names the applicable version of these terms by number and date. The version referred to in the accepted proposal applies.
  4. Deviating or additional terms of the customer, in particular purchasing terms, apply only insofar as we agree to them in writing before work begins. We are happy to accept a purchase order from the customer that refers to our proposal.

2. Formation of an assignment

  1. Every assignment is based on our written proposal – email included – stating objective, scope, deliverables, limits, dates and price. An assignment is formed when the customer accepts the proposal in writing – email is sufficient – or with a purchase order referring to the proposal. If the acceptance deviates from the proposal, it applies only after our confirmation.
  2. Enquiries through the website, appointment requests, conversations and general price information on the website are not bookings and do not give rise to any fee. An appointment is agreed only after our personal confirmation.
  3. The 48h Check is a free initial assessment, once per company. These terms apply to it accordingly, except where they concern fees.
  4. For supplier trips, in addition: trip planning becomes chargeable only once you have expressly approved the planning task, its scope and maximum amount. An enquiry, an initial conversation or a form on our website is not a booking and does not incur any costs (section 12).

3. Order of precedence

  1. The following order of precedence applies: first, individual written agreements in the specific case; second, the accepted proposal with the confirmed scope; third, these terms; fourth, general service descriptions and price information on our website.
  2. The website describes our services in general terms. The scope confirmed in the accepted proposal is binding.
  3. We attach these terms to the proposal or name in it the applicable version and the address at which they can be retrieved and saved; on request we send them as a file.

4. Content of services, deliverables and limits

  1. We perform the services described in the proposal with due care and supply the deliverables named there – for example reports, lists, registers, decision briefs and editable working files – in the agreed format.
  2. We owe the agreed work and the agreed deliverables, not a result that depends on the conduct of third parties: in particular not the cooperation, replies, prices, commitments or performance of suppliers and manufacturers, savings, delivery dates, the suitability of a supplier or approvals by authorities, testing bodies or the customer's customers. Our recommendations are based on the observations and evidence named in the deliverable; whatever is not evidenced is marked as a claim or an open point.
  3. Measurements, laboratory tests, certifications and the release of products, suppliers or shipments form part of the service only if the proposal names them expressly. We do not provide legal advice; legal questions are handled by separately engaged, qualified lawyers. An on-site review is not a certified audit.
  4. Allowances and limits – for example hours, field days, pages, appointments or the number of suppliers – limit the scope. Work beyond them is carried out only under section 7.
  5. RFQ and Supplier Clarification: the fixed price covers the following standard scope: one item in an agreed revision with a standard document package comprising the drawing, related specifications and expressly named standards. The scope also covers an existing quotation or other commercial basis where available, an existing or already selected supplier for the clarification round and one specific procurement decision. We confirm in writing before accepting the work which documents, which supplier and which question the fixed price covers; for considerably larger cases, we state the additional scope and quote an adjusted fixed price before work starts. Examples include assemblies with many parts, extensive specifications, unusually large document packages or several suppliers. Additional work starts only after written approval. It includes one written clarification round with the supplier nominated by the customer – sent only with the customer's consent, at most one follow-up, review of the first substantive reply if it arrives within ten Chinese working days of the clarification questions being sent – and a 30-minute handover call. The deliverables are three files: a compact decision brief as a PDF, a clarification and action workbook with up to three priority characteristics or points for sampling, and an addendum to the request for quotation (RFQ), the latter two as editable files. The priority points are not a complete inspection plan, not a PPAP submission and not a technical approval. We state the cut-off date for the supplier's reply and the date for our deliverables when accepting the work. Without a reply, or without authority to contact the supplier, we deliver the deliverables with the open points. We mark supplier statements as promises as long as no evidence exists. Proposed changes to the drawing or requirements are proposals; the customer decides on them.

5. Customer cooperation

  1. The customer provides the information and documents needed for the service in good time, completely and correctly – for example drawings with revision, specifications, quantities, supplier contacts and decisions – and names a contact person with decision authority.
  2. Where necessary, the customer authorises us to communicate with its suppliers and enables appointments and access insofar as this is within its control.
  3. The customer ensures that it may pass documents to us and – with its approval – to suppliers, testing bodies and specialists.
  4. Deadlines start once the information is complete. If information is missing or incorrect, we say so without delay; any resulting additional work is charged only under section 7.

6. Representation and customer decisions

  1. We act in the customer's interest and are paid exclusively by the customer. We accept no commissions, discounts or other benefits from suppliers, manufacturers or distribution partners.
  2. Authority to communicate with suppliers is not authority to enter into commitments. Without express written authority in the specific case, we do not conclude contracts in the customer's name, accept prices, promise quantities, grant concessions, release samples, tools, products, production or shipments, or settle claims.
  3. Where we negotiate on the customer's behalf, we do so within the limits the customer sets in writing in advance.
  4. Purchasing, contractual and release decisions are made by the customer. Supplier relationships, documents and deliverables remain with the customer.

7. Changes, additional services and third-party costs

  1. Changes to the scope and additional services are agreed in writing (email is sufficient) before they are carried out, stating reason, scope and price. Without this approval we do not work beyond the agreed scope.
  2. Third-party costs – for example samples, tooling, testing bodies, laboratories, goods, freight and overnight stays – are incurred only after the customer's prior approval. Unless the proposal provides otherwise, they are charged in addition to our fees.

8. Prices, payment, invoicing and taxes

  1. The prices of the accepted proposal apply. All prices are service fees in euros, net. Fixed prices apply to the described scope confirmed in advance; for “from” prices we state a binding project price before commissioning. Our fee does not depend on the customer's order value; we charge no mark-up on the value of goods.
  2. Payment: The payment terms expressly agreed in the relevant quotation or individual contract shall prevail over the provisions below. New clients must pay all agreed service fees and approved estimated travel, accommodation and third-party expenses in full in advance. For existing clients with a satisfactory payment history, alternative payment arrangements, including instalments or milestone payments, may be agreed on a case-by-case basis. Unless otherwise agreed, service fees are payable in advance; ongoing support is billed monthly in advance. For existing clients, travel and accommodation expenses may be reimbursed against receipts after they have been incurred, subject to WJY's prior consent, provided the total outstanding amount of such expenses does not exceed €500 per client across all assignments. Expenses exceeding this limit and other third-party costs are generally payable in advance unless otherwise agreed. All expenses require the client's prior approval. Advance payments for expenses will be reconciled against actual costs incurred; unused amounts will be refunded or credited by agreement. Additional costs require renewed approval before they are incurred. In urgent cases, WJY may exceptionally commence services before payment has been received, upon receipt of suitable evidence of an executed bank transfer and subject to WJY's express written confirmation. The client has no entitlement to early commencement. WJY determines its scope and conditions on a case-by-case basis, and the payment obligation remains unaffected. Chargeable bookings and commitments that cannot readily be cancelled will generally be made only after payment has been received, unless expressly agreed otherwise. If payment is not received or is delayed, WJY may suspend further services until payment is received. Agreed cancellation terms and valid refund entitlements remain unaffected.

  3. Invoices are issued by WJY Supply Co. Ltd. On request we quote the customer's purchase order number on the invoice.

  4. WJY Supply is established in the People's Republic of China. For our services to businesses within the European Union, the place of supply is generally the country in which the customer is established (Article 44 of Directive 2006/112/EC). In these cases, the customer is generally liable for VAT under the rules of its country (Article 196 of Directive 2006/112/EC). WJY Supply does not charge European VAT for these services. For services to businesses in Switzerland, the place of supply is generally Switzerland (Article 8(1) of the Swiss VAT Act); the customer generally accounts for acquisition tax (Article 45 of the Swiss VAT Act). For services to businesses in the United Kingdom, the place of supply is generally the United Kingdom (Section 7A of the Value Added Tax Act 1994); the customer generally accounts for VAT there (Section 8 of the Value Added Tax Act 1994). WJY Supply does not charge VAT for these services either. Any taxes arising in China are included in the stated prices. Additional travel, inspection or third-party costs are agreed separately before commissioning unless expressly included.

9. Field days, travel time and travel costs

  1. A field day comprises up to eight hours including local travel; travel time counts towards the field day. The field day with an agreed programme includes a brief overview with up to one hour of follow-up work. For the prepared review or negotiation day: up to eight hours for the field day including any local travel, plus up to two hours in total for preparation and reporting – at most ten hours altogether.
  2. Travel costs: our travel within 100 km of Nanjing is included. In the rest of the Yangtze River Delta we charge a regional travel supplement per journey (indicative amount €120, binding in the proposal according to the planned route). Outside the Yangtze River Delta, all travel and overnight costs are charged at cost after prior approval. For multi-day assignments, the supplement applies once per journey; overnight stays are charged at cost after prior approval.
  3. If a route does not fit into one day, we state the overnight stay or additional day and its costs in advance.

10. Ongoing support

  1. The support tiers comprise per month: Remote Purchasing Support – up to seven remote hours, up to two named suppliers; Procurement Partner China – eight remote hours and one routine field day on site, up to three named suppliers; China Procurement Office – 16 remote hours and two routine field days on site, up to six named suppliers. The number of suppliers is an upper limit, not an entitlement to unlimited work per supplier.
  2. The hour allowance covers communication, clarification of documents, follow-up, reports, and preparation and wrap-up work, including for field days; in the first month it also covers onboarding the suppliers, documents and reporting channels. Field days in ongoing support are routine visits; technical reviews, development, new supplier search and goods inspections are offered separately.
  3. If tasks compete for the allowance, we agree the order of priority with the customer. Allowances apply to the month in question. Additional hours (€75) and additional routine field days (€590) are incurred only after approval. We record the time per task; the monthly report shows the work completed and the allowance used.
  4. The China Procurement Office starts with a pilot month; after that we agree the visit plan together. All support tiers can be cancelled monthly with 14 days' notice to the end of the month.

11. Deadlines, dates and delays

  1. Deadlines for our services – for example result, reply and report deadlines – start on receipt of complete information and the customer's necessary approvals. They are counted in Chinese working days; Chinese public holidays as well as German Christmas and Easter holidays do not count. Periods stated in days, for example the notice period under section 10, are calendar days.
  2. We deliver the result of the 48h Check within two Chinese working days of receiving the complete information. When accepting the Check, we confirm that the information is complete and name the expected result date.
  3. We reply to messages within one working day. When work starts and finishes depends on the confirmed scope, complete information and – in ongoing support – the agreed priorities. We offer no standby or emergency service.
  4. If delays or dependencies become apparent – for example missing replies or documents from suppliers – we inform the customer without delay, stating the cause and a proposal.

12. Supplier trip: planning, itinerary, cancellation and postponement

  1. Trip planning becomes chargeable only once you have expressly approved the planning task, its scope and maximum amount. An enquiry, an initial conversation or a form on our website is not a booking and does not incur any costs. The customer approves the planning task and the itinerary in writing; email is sufficient.
  2. Once the itinerary is approved, the fixed price applies; payment follows section 8.
  3. if you cancel before approving the itinerary, we charge for preparation carried out. You pay no more than the approved maximum of the planning task and never more than €590. If you cancel after approving the itinerary, up to ten working days before the trip starts, we charge €590. If you cancel later, you pay 50% of the package price. In all cases, approved non-refundable third-party costs are added, such as car or hotel bookings.
  4. We charge preparation only once per trip. If the trip goes ahead, it is included in the package price. If it is cancelled, only the applicable cancellation amount is due. We offset amounts already paid against it.
  5. If the customer postpones a trip after approving the itinerary, we agree a new date. We then charge only preparation or third-party costs that can no longer be used, at most the amount that a cancellation at the same time would cost; amounts already paid are credited.

13. On-site reviews: access refused and restricted evidence

  1. Refusal of access and unsuccessful inspections: Before departure, WJY obtains confirmation from the supplier of the appointment, responsible contact person and agreed inspection scope, including the required access rights. If the supplier withdraws its agreement before WJY departs and the inspection therefore cannot take place, WJY will not travel and will refund 70% of the agreed inspection fee. The remaining 30% covers preparation already undertaken and efforts to secure access. The client may demonstrate that no costs or substantially lower costs were incurred. If access is refused after departure but before arrival, WJY will charge the preparation and deployment effort actually incurred, up to the agreed inspection fee, taking account of costs saved, and will refund any unused portion of the fee. If the supplier refuses access only upon arrival despite prior confirmation, or the agreed contact person fails to appear, the full inspection fee remains payable, provided WJY has properly prepared the assignment, committed the agreed inspection time and made reasonable efforts to obtain access. Costs saved or inspection capacity used for other assignments will be taken into account. WJY will document the circumstances and actions taken. If WJY is responsible for the failure, the inspection will be rescheduled without an additional service fee or the inspection fee will be refunded in full. WJY will bear additional costs attributable to its own failure.
  2. Third-party expenses: The client shall bear travel, accommodation and other third-party expenses that were approved in advance, actually incurred and demonstrably non-refundable, unless the failure is attributable to WJY. WJY will make reasonable efforts to avoid or recover costs that can still be cancelled or refunded. Services or costs already included in the inspection fee will not be charged separately. Unused expense advances will be refunded after reconciliation or credited by agreement. Where an inspection is rescheduled, preparation already completed may be carried forward for the same unchanged inspection scope; additional costs and a new appointment require the client's approval.
  3. Restricted access and evidence: If the supplier restricts access or evidence, for example by prohibiting photographs, denying access to agreed production areas, failing to provide responsible personnel or withholding documents, WJY will first make reasonable efforts to resolve the issue on site. Material restrictions will be communicated to the client promptly. WJY will carry out the inspection to the extent permitted within the agreed scope and document which areas, processes and records could and could not be examined, together with the resulting limitations on the findings. Matters that could not be verified will expressly remain unverified. Inspection services performed within the accessible scope will be considered delivered. Where the agreed inspection day has been committed because of restrictions imposed by the supplier, the agreed fee for that day will generally remain payable, taking account of any costs saved. WJY will provide a documented recommendation on further action. Decisions concerning additional inspections, supplier assessment or approval remain with the client unless authority has been expressly delegated.

14. Research without a suitable candidate

  1. If research within the agreed scope yields no suitable candidate, we deliver the documented search result with the search path, sources checked and reasons. We do not refund the fee in this case, provided we have carried out the agreed research in full.
  2. On request we propose adjusted criteria or further regions as new scope.

15. Credits and changed requirements

  1. We credit stages already paid within the same project in full against the confirmed total price of the next stage. The item or item family and the agreed brief must remain the same. We never charge for the same work twice.
  2. If an on-site review of the same supplier follows within the same project, we credit the Video Factory Tour in full against its price; if Trade Fair Support at the same fair for the same sourcing topic follows, we credit the Trade Fair Preselection in full against its price.
  3. We quote separately for changed requirements, additional candidates, further sample rounds and work required by a changed brief before carrying it out (section 7).
  4. For “from” prices, a stated difference to the next stage is only a worked example based on the total price stated there; the confirmed total price of the next stage is decisive.

16. Inspectors, laboratories and other specialists

  1. If a service requires inspectors, laboratories, testing bodies or other specialists, we name them in the proposal or before they are engaged. The customer approves scope and costs in advance.
  2. The proposal states who engages the specialists. If we engage them in our own name, we are responsible for them as for our own services. If the customer engages them directly, their contract with the customer applies. In both cases we coordinate the work and evaluate the results within the agreed scope.
  3. We do not carry out accredited testing, certification or formal conformity assessment ourselves.

17. Confidentiality and data protection

  1. Both parties treat non-public information of the other party as confidential, including after the assignment has ended, and use it only for the assignment. On request we sign the customer's non-disclosure agreement before confidential documents are sent.
  2. We pass documents only to suppliers, testing bodies and specialists approved by the customer, and only to the extent necessary. The exchange uses the channel the customer specifies, for example a data room or a protected shared folder.
  3. The obligation does not apply to information that is publicly known, lawfully obtained from third parties or must be disclosed under a statutory or official obligation. We name the customer as a reference only with its consent.
  4. Personal data is governed by our privacy notice; these terms do not replace it. Privacy notice

18. Rights in deliverables and documents

  1. The deliverables prepared for the customer – reports, lists, registers, decision briefs, editable working files and evidence such as photos, where these were taken lawfully – belong to the customer. The customer may use, change and pass them on for its purposes permanently and without further fee, in particular internally and to its suppliers, customers and advisers.
  2. WJY Supply's general methods, templates, checklists and know-how that existed before or are not specific to the assignment remain with us. Insofar as they are contained in deliverables, the customer may use them together with the deliverables.
  3. We do not transfer third-party rights, for example in supplier documents, standards or reports of testing bodies; they remain with their holders.
  4. The customer's documents remain the customer's. At the end of the assignment we return them or delete them on request, unless a retention obligation applies.

19. Queries and correction of deliverables

  1. We answer queries about our deliverables within the assignment, for the RFQ and Supplier Clarification in the handover call.
  2. If a deliverable contains an error for which we are responsible – for example a wrongly transferred figure, a missing agreed item or an unexplained rating – we correct it at no additional fee. The customer informs us of errors it identifies without delay.
  3. New questions, new documents, changed revisions or a renewed review after changed circumstances are new scope under section 7.
  4. Our deliverables separate observations, third-party claims, evidence and recommendations. We are responsible for preparing them with due care.

20. Handover at the end of an assignment

  1. At the end of an assignment we hand over the agreed deliverables with open points, owners and dates.
  2. When ongoing support ends, we hand over the current supplier file, open actions and pending decisions in the last month of support; the time for this counts towards the hour allowance.

21. Partner relationship management

  1. In partner relationship management we clarify positions, negotiate within the limits set in writing by the customer, document commitments and follow up on their implementation. Scope, cadence, capacity, price and our authority are agreed before work starts; a support allowance does not automatically cover further partners.
  2. We do not guarantee exclusivity, channel protection (territories or named accounts), the legal enforceability of agreements, prevention of bypassing, a partner's compliance or country-specific regulatory clearance. A partner's written commitment establishes only what was promised.
  3. Contract drafting, review of enforceability and country-specific legal or regulatory questions are handled by separately engaged qualified specialists.
  4. We accept no commissions or other benefits from manufacturers, suppliers or distribution partners in partner relationship management either.

22. Liability

  1. For simple negligence we are liable only for breach of material contractual obligations – obligations whose fulfilment makes the proper performance of the assignment possible in the first place and on whose fulfilment the customer may regularly rely – and only up to the foreseeable damage typical for this type of contract.

23. Exceptional events

  1. Events beyond a party's control – for example natural events, epidemics, official measures, travel and export restrictions, war, unrest, failure of public networks or industrial action at third parties – release the affected party from the affected obligations for their duration.
  2. The affected party informs the other without delay and proposes a solution. If the impediment lasts so long that a party cannot reasonably be expected to continue the assignment, it may terminate the affected assignment. Services performed are charged pro rata; amounts paid in advance for services not performed are refunded.

24. Dispute resolution, governing law and language

  1. Disagreements are first discussed between the contact persons of both parties and then between their managements.

  2. the competent court at the provider's registered office in Najing.

  3. The law of the People's Republic of China applies.

  4. the version in the language of the accepted proposal prevails.

25. Final provisions

  1. Changes and additions to an assignment must be made in writing; email is sufficient. In these terms, “in writing” always includes email.
  2. If a provision of these terms is invalid, the remaining provisions remain valid; the statutory provision takes the place of the invalid one.

Version 1.2 · 9 October 2026