Buying Terms
Inspection Clauses to Put in Your China Purchase Order Before the Deposit
Many orders with Chinese suppliers are placed on the supplier's proforma invoice, listing the product, quantity and price, and nothing about quality, inspection or what happens if the goods are wrong. Then, on inspection day, the factory says the buyer never asked for an inspection, or disputes what "acceptable" means. The protection has to be agreed before the deposit is paid. This guide lists the inspection clauses worth putting in a purchase order, with example wording.
- Why a proforma invoice is not enough
- Seven inspection clauses for a China purchase order
- Example wording to adapt
Why the Proforma Invoice Is Not Enough
A supplier's proforma invoice is written to describe the sale from the supplier's side. It rarely says how quality is judged, who can inspect, or what happens after a failed result. Issue your own purchase order, or a short quality agreement attached to the order, and have the supplier sign or stamp it before the deposit is paid.
Important: the wording below is an example to adapt, not legal advice. Contracts with Chinese suppliers raise questions of governing law, language and enforcement. Have a lawyer familiar with China trade review your terms.
Seven Clauses Worth Including
1. Inspection access
The buyer or its appointed inspector may inspect the goods at any stage of production at the production site, including materials, work in progress and finished goods, with reasonable notice.
2. Acceptance standard
The goods will be inspected against the approved sample, the specification and the inspection checklist attached to this order, using ISO 2859-1 sampling at General Inspection Level II with AQL 0 for critical, 2.5 for major and 4.0 for minor defects, unless otherwise stated. The AQL guide and defect classification guide explain these terms.
3. Production site
The goods will be produced at [factory name and address]. Production at any other site, or subcontracting of any main process, requires the buyer's prior written approval. See our guide to unauthorised subcontracting.
4. Materials and changes
Materials, components and processes will be as specified. Any change requires the buyer's prior written approval, even where the supplier considers the change equivalent. Material certificates will be provided on request.
5. Re-inspection
If the goods fail inspection, the supplier will correct them at its own cost, and the cost of re-inspection will be borne by the supplier, either paid directly or deducted from the balance.
6. Authorisation to ship
The goods will not be shipped without the buyer's written authorisation to ship, which will be given after a passed inspection.
7. Payment
The balance will be paid within [number] working days of a passed inspection report and authorisation to ship. Our article on why the balance should wait for inspection explains why.
Make the Clauses Work in Practice
- Attach the documents. The clauses refer to the approved sample, specification and inspection checklist. Attach them, or the standard will be argued about later.
- Get it signed before the deposit. A supplier who accepts the deposit after receiving the order without objecting is in a different position from one who never saw the terms.
- Use the same terms every order. Consistency removes the argument that "last time it was fine".
- Keep it short and clear. A one-page quality agreement in plain English, and Chinese if possible, is more likely to be read and followed than ten pages of legal text.
SSTI works from your checklist and PO terms on the factory floor. See our inspection services, or contact us to discuss an order.
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