Terms and Conditions

1.1 Commercial Transactions Only

All transactions conducted through our website are commercial in nature and shall be governed by applicable international commercial contract law, including but not limited to the United Nations Convention on Contracts for the International Sale of Goods (CISG), where applicable. Consumer protection laws do not apply to transactions made through this platform.

1.2 Order Confirmation Process

No binding contract shall exist between PANOAR and the Buyer until both parties have executed a Proforma Invoice (PI). The Proforma Invoice shall contain the definitive terms of the transaction, including but not limited to:

• Product specifications and quantities
• Unit prices and total contract value
• Payment terms and schedule
• Delivery terms (Incoterms 2020)
• Production lead time and shipping arrangements

Inquiries, quotations, and preliminary communications do not constitute a binding offer or acceptance. Orders are only confirmed upon receipt of the agreed deposit payment as specified in the executed Proforma Invoice.

1.3 Buyer Eligibility

By placing an order, you represent and warrant that you are authorized to act on behalf of a legally registered business entity and possess the legal capacity to enter into binding commercial contracts.

2.1 Lawful Use Requirement

PANOAR manufactures and supplies tactical equipment—including Tactical Vests, K9 Tactical Gear, Tactical Backpacks, and Tactical Belts—strictly for legitimate and lawful applications. Such applications may include, but are not limited to:

• Law enforcement and security services
• Military and defense contractors
• Search and rescue operations
• Outdoor recreation and sporting activities
• Professional working dog handlers and K9 units

2.2 Buyer’s Compliance Obligations

The Buyer solely and exclusively bears the responsibility to ensure that the purchase, importation, possession, distribution, and use of all products comply with:

• All applicable laws, regulations, and ordinances of the Buyer’s country, state, or territory
• Import/export control regulations and customs requirements
• End-user restrictions and licensing requirements
• Any industry-specific compliance standards

2.3 Disclaimer of Liability

PANOAR expressly disclaims any and all liability arising from or related to:

• Misuse, improper use, or unauthorized modification of products
• Use of products for any illegal, unethical, or prohibited purposes
• Resale or distribution of products to unauthorized parties
• Personal injury, property damage, or consequential losses resulting from product use
• Buyer’s failure to comply with applicable laws and regulations

By completing a purchase, the Buyer agrees to indemnify, defend, and hold harmless PANOAR, its officers, employees, and affiliates from any claims, damages, losses, or expenses arising from the Buyer’s breach of these Terms or misuse of products.

3.1 PANOAR’s Intellectual Property

All content displayed on this website—including but not limited to text, graphics, logos, product images, design specifications, technical drawings, and software—is the exclusive property of PANOAR or its licensors and is protected by international copyright, trademark, and intellectual property laws.

Unauthorized reproduction, distribution, modification, or commercial exploitation of any website content is strictly prohibited without prior written consent from PANOAR.

3.2 OEM/ODM Custom Orders

For custom manufacturing orders (OEM/ODM), where the Buyer provides proprietary designs, logos, trademarks, or technical specifications:

• Ownership Warranty: The Buyer represents and warrants that it owns or has obtained all necessary rights, licenses, and authorizations to use such intellectual property
• License Grant: The Buyer grants PANOAR a limited, non-exclusive license to use the provided intellectual property solely for the purpose of manufacturing the ordered products
• Indemnification: The Buyer agrees to indemnify and hold PANOAR harmless from any claims of intellectual property infringement arising from the use of Buyer-provided designs or materials

3.3 Confidentiality

PANOAR undertakes to maintain the confidentiality of all proprietary designs, specifications, and business information provided by the Buyer and shall not disclose such information to third parties without prior written consent, except as required by law.

4.1 Indicative Pricing

All prices displayed on this website are indicative only and are subject to change without prior notice. Website prices do not constitute a binding offer and are provided for reference purposes only.

Final pricing shall be determined through direct commercial negotiation and confirmed exclusively in the executed Proforma Invoice. Factors affecting final pricing may include:

• Order quantity and volume discounts
• Customization and OEM/ODM requirements
• Material specifications and quality grades
• Delivery terms and shipping destination
• Current market conditions and raw material costs

4.2 Payment Methods

PANOAR accepts the following payment methods for B2B transactions:

• Telegraphic Transfer (T/T): Bank wire transfer to our designated account
• Letter of Credit (L/C): Irrevocable L/C at sight, subject to negotiation for large orders
• Other Methods: xtransfer, or other methods may be accepted upon mutual agreement

4.3 Payment Schedule

Standard payment terms (subject to negotiation based on order value and relationship):

• Deposit: 30% of total order value upon PI confirmation
• Balance: 70% prior to shipment, upon presentation of production completion evidence

Production shall commence only upon receipt and verification of the deposit payment. PANOAR reserves the right to suspend or cancel orders for non-payment.

4.4 Currency & Banking Fees

All transactions are denominated in United States Dollars (USD) unless otherwise agreed. The Buyer shall bear all banking fees, wire transfer charges, and currency conversion costs associated with payment remittance.

5.1 Incoterms

All shipments shall be governed by Incoterms 2020. The applicable Incoterm (e.g., FOB, CIF, DDP) shall be specified in the Proforma Invoice and determines the point at which risk and cost transfer from PANOAR to the Buyer.

5.2 Lead Times

Production lead times are estimated and communicated during the quotation process. Lead times may vary based on order complexity, quantity, and current production capacity. PANOAR shall make commercially reasonable efforts to meet agreed delivery schedules but shall not be liable for delays beyond its reasonable control.

5.3 Shipping Documentation

PANOAR shall provide standard export documentation including:

• Commercial Invoice
• Packing List
• Bill of Lading / Airway Bill
• Certificate of Origin (upon request)
• Other documents as required by the Buyer or destination country

6.1 Definition

Neither party shall be liable for any failure or delay in performing its obligations under these Terms where such failure or delay results from a Force Majeure Event—circumstances beyond the reasonable control of the affected party, including but not limited to:

• Natural Disasters: Earthquakes, floods, hurricanes, typhoons, or other extreme weather events
• Public Health Emergencies: Epidemics, pandemics, quarantine restrictions
• Civil Disturbances: Wars, armed conflicts, terrorism, riots, or civil unrest
• Government Actions: Trade embargoes, sanctions, export/import restrictions, regulatory changes
• Labor Disputes: Strikes, lockouts, or labor shortages beyond the party’s control
• Supply Chain Disruptions: Port congestion, shipping delays, raw material shortages, factory closures
• Infrastructure Failures: Power outages, telecommunications failures, transportation breakdowns

6.2 Notification & Mitigation

The affected party shall notify the other party in writing within a reasonable time of becoming aware of the Force Majeure Event and shall use commercially reasonable efforts to mitigate its effects and resume performance as soon as practicable.

6.3 Extended Force Majeure

If a Force Majeure Event continues for more than ninety (90) days, either party may terminate the affected order(s) by written notice without liability, except for the obligation to return any advance payments for undelivered goods.

7.1 Product Warranty

PANOAR warrants that all products shall be free from defects in materials and workmanship and shall conform to the specifications agreed upon in the Proforma Invoice. This warranty does not cover:

• Normal wear and tear
• Damage resulting from misuse, abuse, or improper handling
• Unauthorized modifications or repairs
• Damage caused during transportation (claims should be filed with the carrier)

7.2 Claims Process

Any claims for defective or non-conforming goods must be submitted in writing to io@panoar.com within fourteen (14) days of receipt, accompanied by photographic evidence and detailed description of the defect.

7.3 Remedies

Upon verification of a valid claim, PANOAR shall, at its sole discretion: (a) replace the defective products; (b) repair the defective products; or (c) issue a credit or refund for the defective portion of the order.

8.1 Governing Law

These Terms and any disputes arising therefrom shall be governed by and construed in accordance with the laws of the People’s Republic of China, without regard to its conflict of law principles. The United Nations Convention on Contracts for the International Sale of Goods (CISG) shall apply to the extent not inconsistent with these Terms.

8.2 Dispute Resolution

The parties agree to first attempt to resolve any disputes through good-faith negotiation. If a dispute cannot be resolved amicably within thirty (30) days, either party may submit the dispute to binding arbitration administered by the China International Economic and Trade Arbitration Commission (CIETAC) in accordance with its rules then in effect. The seat of arbitration shall be Shenzhen, China, and the language of arbitration shall be English.

8.3 Continued Performance

Pending resolution of any dispute, the parties shall continue to perform their obligations under these Terms to the extent reasonably practicable.