Khmer Ceramics Terms and Conditions.

(reviewed 21st July 2026)

APPLICATION & VALIDITY These Terms and Conditions apply to all sales and quotations provided by Khmer Ceramics (the “Company”). Any other terms proposed by the Customer are excluded unless agreed in writing.

- - Quotations: Valid for 7 days from the date of issue. The Company reserves the right to amend or withdraw a quotation prior to order confirmation.
  - Contract: A contract is formed only when the Company issues a written Order Confirmation or Invoice.

To protect both the Customer and the Company from sudden fuel price spikes, orders are processed under the following conditions:

- A. Standard Items IN STOCK: Quotation is valid for 7 days. 100% payment is required upfront. Goods are dispatched immediately upon receipt of funds.
- B. Standard Items NOT IN STOCK (Price Lock Guarantee): If the Customer elects to pay 100% upfront upon invoice, the Company provides a Price Lock Guarantee. The Company absorbs all risks of energy price increases during production. Items are manufactured and shipped with no additional production charges.
- C. Standard Items NOT IN STOCK (Deposit Option): If the Customer pays a deposit (less than 100%) to begin production, the order is subject to our Energy Escalation Clause. Before the final balance is billed, the Company will review current firing gas/fuel costs. If energy costs have increased by more than 10% since the deposit date, a proportional energy surcharge will be applied to the full order on the final invoice. Goods will be shipped once the final balance and any applicable surcharge are paid.

Custom Quotations: For customized items not currently in stock, the Company will issue a Development/R&D Fee Quote (valid for 7 days) and an estimated Production Price Quote (valid for 7 days). All sample quotes are based on EXW (Ex-Works) Factory Siem Reap, Cambodia terms.
Scenario 1 (R&D Fee Only Paid): The Company proceeds with prototype development. Upon approval of the sample, the Company will issue a new quotation for the final production run based on the exact energy and material costs of that specific day.
Scenario 2 (Fast-Track: R&D Fee + 100% Production Paid Upfront): The Company proceeds with prototype development and provides up to two samples. The Customer has 7 calendar days to approve a final sample. If no written decision is communicated by Day 8, production is immediately paused. The original delivery timeline is voided, and the locked-in production price becomes subject to the Energy Escalation Clause (Section 2.C) until a final decision is made.

General Sample & Prototyping Terms:

- - Process & Reviews: The prototyping process includes a maximum of one (1) review/revision round per product type. A maximum of two (2) physical samples can be sent to the Customer for approval.
  - Payment: Sample and prototype fees must be paid 100% at the time of order before development begins.
  - Shipping: Shipping fees are not included in the development cost and must be paid in full before the Company dispatches the sample(s).
  - Sample Rebate Policy: Development costs paid for samples and prototypes will be credited toward the Customer’s final mass-production order. However, this deduction is capped at a maximum of 5% of the total mass-production order value.
  - Lead Time: Sample design and production time is approximately 50 days from the receipt of payment.

PAYMENT TERMS Time is of the essence regarding payment. Unless otherwise stated in the Invoice:

- Orders under USD 10,000: 100% payment required upfront.
- Orders over USD 10,000:
  - Standard Production (>30 days lead time): 50% Deposit at order; 50% Balance before goods leave the factory.(Note: The final 50% balance is subject to the Energy Escalation Clause in Section 2.C).
  - Standard Production (<30 days lead time): 100% upfront.

- Custom/Personalized Orders: 100% payment required upfront regardless of value.
- Default: Overdue accounts will incur interest at current commercial overdraft rates. The Company reserves the right to suspend production or cancel credit if payment terms are breached.

- Lead Times: Delivery dates in quotations are estimates only based on current production capacity. The Company is not liable for loss or damage arising from late delivery.
- Risk: Risk passes to the Customer once goods leave the Company’s possession (Ex-Works/FOB as agreed).
- Storage Fees: Finished goods are stored free of charge for 15 days post-production. Thereafter, a storage fee of 3% of the total order value per month applies if the Customer fails to arrange collection/shipment.

- Inspection: The Customer must inspect goods immediately upon receipt.
- Time Limit: Claims for defects or damages must be made in writing within 14 days of receipt. Failure to do so constitutes acceptance of the goods.
- Returns: No returns are accepted without prior written authorization. The Company does not accept returns for goods damaged by the Customer or customized to the Customer’s specifications.
- Liability: The Company’s liability is limited to the replacement or repair of defective parts. No liability is accepted for consequential loss, personal injury (except via negligence), or third-party costs.
- Natural Variations & Tolerances: Due to the 1300°C high-fire process and the artisanal application of our reactive glazes, natural variations in color tone, texture, pooling, and minor size shrinkage (up to +/- 3%) are inherent characteristics of the product. These variations guarantee the unique soul of each piece and do not constitute a manufacturing defect. Claims based on natural glaze variations will be automatically rejected.

- - Company IP: Copyright in all standard designs, 500+ glaze recipes, drawings, and specifications provided by the Company remains the exclusive Intellectual Property of Khmer Ceramics.
  - Custom Moulds: Where a Customer pays a specific R&D/Tooling fee for a custom private-label shape, the physical molds remain at the Company’s facility. However, the Company guarantees these specific moulds will be held for the exclusive use of the Customer and will not be sold to third parties.
  - Confidentiality: The Customer agrees to keep all technical information, glaze references, and factory designs confidential.

CANCELLATION Orders cannot be cancelled without the Company’s written approval.

- Fees: If a cancellation is accepted, the Customer is liable for all costs incurred to date (labor, materials, engineering, and administrative fees).
- Materials: Partially processed materials remain the property of the Customer only if appropriate payment has been made.

- Retention of Title: Goods remain the property of the Company until paid for in full.
- Lien: The Company retains a general lien over all goods in its possession to secure payment of any amounts outstanding.

FORCE MAJEURE The Company is not liable for failure to fulfill obligations due to causes beyond its control, including but not limited to acts of God, war, government action, industrial disputes, or material shortages. If such an event lasts longer than 4 months, either party may terminate the contract.
APPLICABLE LAW These Terms and Conditions are governed by the laws of the Kingdom of Cambodia. The parties submit to the exclusive jurisdiction of the Courts of Cambodia.

Review in Siem Reap Cambodia 31st March 2026