Terms of
Service
These Terms of Service ("Terms") govern all business dealings between Wenzhou Shoegan Footwear Co., Ltd. ("Shoegan," "we," "us," or "our") and any individual, company, or entity ("Client," "you," or "your") engaging with us for the purchase, customization, or distribution of safety footwear products. By placing an inquiry, submitting a purchase order, or entering into any agreement with Shoegan, you agree to be bound by these Terms in full.
Acceptance of Terms
By accessing our website, submitting a Request for Quotation (RFQ), signing a Sales Contract, or placing any order with Shoegan, you acknowledge that you have read, understood, and agree to these Terms. These Terms constitute a legally binding agreement between you and Shoegan.
If you are acting on behalf of a company or organization, you represent and warrant that you have the authority to bind that entity to these Terms. These Terms apply to all B2B transactions including but not limited to: OEM manufacturing orders, ODM product development, wholesale purchase orders, and distribution agreements.
Continued engagement with Shoegan following any updates to these Terms constitutes acceptance of the revised Terms.
Scope of Services
Shoegan provides mid-to-high end safety footwear manufacturing and export services, including:
Steel toe, anti-puncture, ESD, electrical insulation, chemical-resistant, cold-resistant, lightweight composite toe, and high-visibility safety footwear.
Custom design development, private label branding, logo application, colorway selection, material specification, and branded packaging.
In-house QC, third-party testing support, and certification compliance for EU, US, AU, Middle East, and China market standards.
Full export documentation, customs clearance support, and delivery under FOB, CIF, and DDP trade terms via Wenzhou, Ningbo, or Shanghai ports.
Orders & Contracts
All orders are formalized through a written Sales Contract or Purchase Order (PO) signed by both parties. Verbal agreements, informal emails, or chat-based discussions do not constitute a binding order unless confirmed in writing by an authorized Shoegan representative.
Client submits an RFQ specifying product type, quantity, target certifications, and customization requirements. Shoegan provides a formal quotation within 2-5 business days.
For OEM/ODM orders, pre-production samples must be reviewed and approved by the Client in writing before mass production commences. Shoegan is not liable for issues arising from unapproved sample variations.
A deposit (typically 30%-50% of total order value) is required to initiate production. Production commences upon receipt of cleared deposit funds and written sample approval.
The remaining balance is due prior to shipment (FOB/CIF) or upon delivery (DDP), as specified in the Sales Contract. Shoegan reserves the right to withhold shipment until full payment is confirmed.
Order cancellations after production has commenced may result in forfeiture of the deposit and/or charges for materials and labor already incurred. Cancellation terms are specified in the individual Sales Contract.
OEM / ODM Terms
Shoegan offers full OEM (Original Equipment Manufacturer) and ODM (Original Design Manufacturer) services. The following terms apply specifically to custom manufacturing engagements:
Client-Supplied Designs: When Clients provide their own design files, logos, or brand assets, the Client warrants that they hold all necessary intellectual property rights and that production will not infringe any third-party rights. Shoegan assumes no liability for IP infringement arising from Client-supplied assets.
Shoegan-Developed Designs: For ODM orders where Shoegan develops original designs on behalf of the Client, ownership of the final design transfers to the Client upon full payment, unless otherwise agreed in writing. Shoegan retains the right to use non-branded design elements in other product lines unless exclusivity is explicitly contracted.
Lead Time Variations: Standard lead time is 30 days for existing styles. Custom styles with new molds or materials may require 45-60 days. Confirmed lead times are specified in each Sales Contract.
Exclusivity: Market or geographic exclusivity arrangements must be agreed upon in a separate written agreement and are not implied by standard OEM orders.
Pricing & Payment
All prices quoted by Shoegan are in US Dollars (USD) unless otherwise specified in writing. Quoted prices are valid for 30 days from the date of issuance. Shoegan reserves the right to revise pricing due to significant fluctuations in raw material costs, currency exchange rates, or logistics costs after the quotation validity period.
Payment Methods: Accepted payment methods include Telegraphic Transfer (T/T), Letter of Credit (L/C) at sight, and other methods as mutually agreed. Bank charges and transfer fees are the responsibility of the Client.
Late Payments: Invoices not paid within the agreed terms may incur a late payment fee of 1.5% per month on the outstanding balance. Shoegan reserves the right to suspend production or shipment for overdue accounts.
Taxes & Duties: All quoted prices are exclusive of import duties, local taxes, VAT, and any other charges imposed by the destination country. These are the sole responsibility of the Client, except where DDP (Delivered Duty Paid) terms have been explicitly agreed.
Shipping & Delivery
Ningbo
Shanghai
& Freight
Available
Preferred by EU &
Middle East clients
Shipping terms (Incoterms 2020) are agreed upon in the Sales Contract. Risk of loss and damage transfers to the Client at the point defined by the applicable Incoterm. Under FOB terms, Shoegan's responsibility ends when goods are loaded onto the vessel at the port of origin.
Delivery Estimates: Estimated delivery dates are provided in good faith based on standard transit times and are not guaranteed. Shoegan is not liable for delays caused by customs clearance, carrier disruptions, force majeure events, or factors outside our direct control.
Inspection & Claims: Clients must inspect goods upon receipt and notify Shoegan of any shortage, damage, or non-conformity within 7 calendar days of delivery. Claims submitted after this period may not be accepted. Photographic evidence and a detailed written report are required for all claims.
Export Documentation: Shoegan will provide standard export documents including Commercial Invoice, Packing List, Bill of Lading, and Certificate of Origin. Additional documentation (e.g., test reports, phytosanitary certificates) can be arranged upon request and may incur additional fees.
Quality & Certifications
Shoegan operates under an ISO 9001 certified quality management system. All products are manufactured to meet the specifications outlined in the Sales Contract and the applicable certification standards agreed upon for each order.
Certification Scope: Certifications held by Shoegan apply to specific product models and configurations. Clients are responsible for verifying that the ordered product model and configuration are covered by the required certification before placing an order. Shoegan will provide relevant test reports and certification documentation upon request.
Warranty: Shoegan warrants that products will conform to the agreed specifications and be free from manufacturing defects for a period of 12 months from the date of shipment under normal use and storage conditions. This warranty does not cover damage resulting from misuse, improper storage, unauthorized modification, or normal wear and tear.
Non-Conforming Goods: If products are found to be non-conforming within the warranty period, Shoegan's liability is limited to, at our discretion: replacement of the defective goods, issuance of a credit note, or a partial refund. Shoegan does not accept unauthorized returns without prior written approval.
Intellectual Property
All trademarks, trade names, logos, product designs, and proprietary manufacturing processes belonging to Shoegan are and remain the exclusive intellectual property of Wenzhou Shoegan Footwear Co., Ltd. No license or right to use Shoegan's IP is granted to the Client except as explicitly stated in a written agreement.
Client IP: Clients retain ownership of their own trademarks, logos, and brand assets provided to Shoegan for production purposes. Shoegan will not use Client-supplied brand assets for any purpose other than fulfilling the contracted order without explicit written consent.
Website Content: All content on the Shoegan website, including text, images, product photographs, and technical specifications, is protected by copyright. Reproduction or commercial use without written permission is strictly prohibited.
Infringement Indemnity: The Client shall indemnify and hold Shoegan harmless from any claims, damages, or expenses arising from the production of goods based on Client-supplied designs or specifications that infringe any third-party intellectual property rights.
Limitation of Liability
To the maximum extent permitted by applicable law, Shoegan's total liability to the Client for any claim arising out of or related to these Terms or any Sales Contract shall not exceed the total value of the specific order giving rise to the claim.
Exclusion of Consequential Damages: Shoegan shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to: loss of profit, loss of business opportunity, loss of goodwill, or any third-party claims, even if Shoegan has been advised of the possibility of such damages.
Shoegan shall not be held liable for failure or delay in performance due to circumstances beyond our reasonable control, including but not limited to: natural disasters, epidemics, government actions, trade embargoes, port closures, labor strikes, or supply chain disruptions. In such events, Shoegan will notify the Client promptly and both parties will work in good faith to find a reasonable solution.
Product Liability: Shoegan's liability for product defects is limited to the remedies specified in Section 07. End-user personal injury claims arising from product misuse, improper selection of safety standard, or failure to follow usage guidelines are outside the scope of Shoegan's liability.
Confidentiality
Both parties acknowledge that in the course of business, each may receive confidential information belonging to the other party, including but not limited to: pricing, product specifications, design files, business strategies, customer data, and manufacturing processes.
Each party agrees to: (a) keep all confidential information strictly confidential; (b) not disclose confidential information to any third party without prior written consent; (c) use confidential information solely for the purpose of fulfilling obligations under these Terms; and (d) apply at least the same degree of protection as it applies to its own confidential information, but no less than reasonable care.
These confidentiality obligations shall survive termination of any agreement between the parties for a period of three (3) years. Confidentiality obligations do not apply to information that is or becomes publicly available through no fault of the receiving party, or that is required to be disclosed by law or court order.
Data Protection: Shoegan collects and processes business contact information solely for the purpose of managing business relationships. We do not sell or share Client data with unaffiliated third parties for marketing purposes.
Dispute Resolution
In the event of any dispute, controversy, or claim arising out of or relating to these Terms or any Sales Contract, the parties shall first attempt to resolve the matter through good-faith negotiation within 30 days of written notice of the dispute.
Governing Law: These Terms and all related agreements shall be governed by and construed in accordance with the laws of the People's Republic of China, without regard to conflict of law principles.
Arbitration: If the dispute cannot be resolved through negotiation, it shall be submitted to the China International Economic and Trade Arbitration Commission (CIETAC) for arbitration in accordance with its arbitration rules. The arbitration shall be conducted in English, and the arbitral award shall be final and binding on both parties.
Nothing in this section shall prevent either party from seeking emergency injunctive relief from a court of competent jurisdiction to prevent irreparable harm.
Amendments
Shoegan reserves the right to update or modify these Terms at any time. Changes will be effective upon posting to our website with an updated "Last Updated" date. For existing clients with active Sales Contracts, the Terms in effect at the time the contract was signed shall govern that specific contract unless both parties agree in writing to apply the updated Terms.
We encourage Clients to review these Terms periodically. Material changes will be communicated to active clients via email where reasonably practicable. Your continued engagement with Shoegan after any changes constitutes acceptance of the revised Terms.
No modification to these Terms or any Sales Contract shall be binding unless made in writing and signed by authorized representatives of both parties.
Contact
For any questions regarding these Terms of Service, legal inquiries, or to request a copy of any certification documentation, please contact us:
Legal inquiries will be acknowledged within 5 business days. For urgent matters related to active orders, please contact your assigned account representative directly.
By engaging with Shoegan -- whether through an inquiry, sample request, purchase order, or any other business interaction -- you confirm that you have read, understood, and agree to be bound by these Terms of Service in their entirety.
These Terms were last updated on January 1, 2025. Wenzhou Shoegan Footwear Co., Ltd. reserves all rights not expressly granted herein.
Built to Protect. Made to Last.