Home Legal Terms & Conditions
Terms & Conditions
The commercial terms below govern quotations and orders for OEM/ODM lithium battery products supplied by EMS-ESS. They are written to be read — plain numbers, defined scopes, no boilerplate traps. Effective 15 August 2026.
Section 1
Quotations and Orders
Quotations are valid for 30 days from issue, after which cell and material pricing may be revisited — the lithium supply chain moves, and we prefer re-quoting over hiding an obsolete number. The specification sheet and approved drawings attached to a quotation define the scope of supply; marketing text does not. An order is formed when we confirm your purchase order in writing, and any of your terms prevail over this document only where we have expressly accepted them in that confirmation.
Unless agreed otherwise, trade terms are FOB Shenzhen under Incoterms 2020, with EXW and DAP available on request. Payment is 30% deposit by telegraphic transfer to start production, and 70% against the copy of the bill of lading before original documents are released. Minimum order quantities: standard-catalogue batteries start at 10 units so you can pilot a market; fully custom builds (own enclosure, BMS profile or tooling) start at 200–500 pcs depending on the product line.
Sample orders are charged at 2–3x the volume unit price and are delivered in 15–20 working days after specification sign-off; the full sample fee is credited against your first production order. Volume lead times after deposit: 100–500 units in approximately 15 working days, full container loads in 25–30 days.
Section 2
Warranty Coverage
Warranty is granted against defects in cells, BMS electronics, workmanship and enclosure under normal commercial use, measured from the bill-of-lading date. The commitment is a repair, replacement or spare-part settlement — decided jointly after remote BMS diagnostics, which is why every pack logs serialised cycle and fault data we can read with you.
| Product line | Warranty term | Capacity floor | Covered components |
|---|---|---|---|
| Home ESS — wall-mounted & stackable | 10 years | 80% of rated capacity | Cells, BMS, enclosure, display |
| 19" rack storage modules | 10 years | 80% of rated capacity | Cells, BMS, module chassis |
| E-bike / e-scooter / e-moped packs | 24 months | 80% of rated capacity | Cells, BMS, casing |
| RV & marine deep-cycle batteries | 5 years | 80% of rated capacity | Cells, BMS, housing, terminals |
| Custom BMS boards | 24 months | Not applicable | Workmanship, firmware |
The warranty does not cover: physical impact or crash damage; water ingress beyond the stated IP rating when installation instructions were not followed; over-current or over-voltage abuse from non-conforming chargers or invertors; unauthorised firmware modification or opening of sealed enclosures; packs stored below 20% state of charge for longer than six months; and units whose serial labels have been removed or altered.
Warranty claims should be filed with the pack serial number and, where possible, an exported BMS log. Shipping of warranty replacement parts to destinations we already serve is at our cost; on-site labour is outside scope.
Section 3
Shipping, Title and Risk
Under FOB Shenzhen, risk in the goods passes to the buyer once the cargo is loaded on board the nominated vessel; insurance from that point is the buyer's arrangement, and we are happy to declare cargo value for your policy. Title passes on receipt of full payment. Lithium batteries travel as Class 9 dangerous goods: sea freight under IMDG with P903 UN-certified packaging from Yantian or Shekou, air freight under IATA PI965 with state of charge set to 30% at our end-of-line calibration — and since 1 January 2026 the 30% limit applies to batteries packed with equipment as well.
Every shipment carries the UN38.3 test summary, a 16-section MSDS, the dangerous-goods declaration, packing list and — where your market requires it — certification copies for customs entry. If you nominate your own forwarder, the forwarder accepts responsibility for compliant carriage; we supply the documentation package either way.
Visible transport damage must be reported with photographs within 30 days of arrival; concealed damage within 30 days of discovery and no later than six months after delivery. We maintain a 2% spare-part ratio recommendation on fleet orders, shipped with the container, precisely so that single damaged units do not stall your deployment.
Section 4
Intellectual Property
Your specifications, drawings, moulds, brand artwork and channel information remain your property. We sign a mutual NDA before detailed technical disclosure on request, and custom tooling paid in full by you is your asset — it stays dedicated to your production and can be shipped back to you when a program ends. We do not sell buyer-exclusive designs or specifications to any third party, and your logo programme (silk-screen, laser marking, packaging artwork) runs only after your written approval of samples.
Our background intellectual property — the BMS firmware library, standard pack architectures, inverter protocol stacks and test procedures developed since 2012 — remains ours and is licensed to you for use inside the products we manufacture. This is what lets a 10-unit pilot reuse firmware that already runs in 45+ countries instead of starting from a blank board.
If a custom design is jointly developed, ownership and exclusivity terms are fixed in the development agreement before the first invoice, including any exclusivity period and the volume commitments that sustain it.
Section 5
Limitation of Liability and Governing Law
Our total liability for any claim arising from an order is limited to the value of the affected order. We are not liable for indirect or consequential loss — lost profit, business interruption, downtime or data loss — even where a defect is established. Nothing in these terms limits liability for death, personal injury or fraud, or for any liability that cannot lawfully be limited.
Neither party is liable for delay caused by events beyond reasonable control, including natural disasters, port closures, export-control measures affecting lithium cells or materials, or utility interruptions at either site — provided the affected party notifies the other within ten working days and mitigation is pursued in good faith.
These terms are governed by the laws of the People's Republic of China. Disputes are first submitted to 30 days of good-faith negotiation between the commercial contacts you already know; unresolved disputes go to the Shenzhen Court of International Arbitration, seated in Shenzhen, in English. If any clause of these terms is held invalid, the remainder continues in force. The current version of this document always lives at this URL.
