Terms of Service

1. Who we are and how these Terms apply

1.1 Operator. dronepartsfactory.com (the "Website") is operated by Sichuan Yuanxin Supply Chain Technology Co., Ltd. ("Drone Parts Factory", "we", "us"), a company registered with the Market Supervision and Administration Bureau of Shuangliu District, Chengdu City, People's Republic of China, Unified Social Credit Code 91510122MA62LT2A8W, with its address at Building 3, No. 81, Section 4, Yong'an Road, Dongsheng Street, Shuangliu District, Chengdu, Sichuan, China. We develop, manufacture and sell drone soccer systems and FPV hardware and provide drone soccer event operations. BAYCKRC is our product brand.

1.2 Acceptance. By browsing the Website, submitting an enquiry, requesting a quotation or sample, or placing an order, you agree to these Terms. If you act for a company, you confirm you are authorised to bind it. If you do not agree, do not use the Website or place orders.

1.3 Order of precedence. If documents conflict, this order applies: (a) a written supply, distribution or OEM/ODM agreement signed by both parties; (b) the accepted quotation or proforma invoice ("PI") for the order; (c) these Terms; (d) the policies linked from the Website, including the Warranty, Shipping, Return & Refund, Sample Order, Payment Terms and Privacy policies. Your own purchase terms do not apply unless we accept them in writing.

1.4 Changes. We may update these Terms by posting a new version with a new "last updated" date. The version in force when we accept an order applies to that order.

2. Definitions and eligibility

2.1 Definitions.

• "Buyer" or "you": the business or organisation that uses the Website or orders Products.
• "Products": goods we supply, including ExpressLRS (ELRS) receivers and transmitter modules, antennas, flight controllers, ESCs, DVRs, video receivers, motors, frames, accessories, drone soccer systems, batteries and spare parts.
• "Custom Products": Products made with your branding, packaging, firmware settings, design changes or other specifications (OEM/ODM).
• "Order": a purchase you place that we accept in writing or by issuing a PI.
• "Specifications": the datasheet or technical description issued with the quotation or PI for the Order.

2.2 Business customers only. The Website and our sales are intended for business buyers: distributors, retailers, importers, brand owners, schools and training organisations, clubs, event organisers, repair centres and system integrators. We do not sell to consumers through the Website. Consumer protection laws that cannot be excluded remain unaffected.

2.3 Accurate information. You must give accurate company, contact, destination and end-use information. We may verify it and may decline enquiries or Orders at our discretion.

3. Use of the Website and product information

3.1 Licence. We grant you a limited, non-exclusive, revocable licence to use the Website to evaluate and buy Products. Distributors we approve may use product images and descriptions to resell our Products, as agreed in writing.

3.2 Prohibited use. You must not:

• copy, scrape or republish the Website's content in bulk, or present our designs as your own;
• interfere with the Website's security, forms or servers, or send spam or malicious files;
• submit false enquiries or impersonate another person or company;
• use the Website to obtain Products for any purpose prohibited in Section 8.

3.3 Product information. Specifications, weights, dimensions, performance figures and compatibility notes on the Website are given for evaluation. Some images are representative and are labelled as such. Products and firmware may change between revisions. The Specifications issued with your quotation or PI are the binding description for your Order.

3.4 Compatibility statements. Compatibility with third-party radios, flight controllers, firmware or goggles is based on published information and our testing at the time of writing. Third-party updates can change compatibility. Confirm critical compatibility with samples before volume orders.

3.5 Availability. Listing a Product on the Website is not an offer to sell. Availability, lead times and prices are confirmed only in a quotation or PI.

4. Quotations, Orders, prices, payment and samples

4.1 Quotations. A quotation is valid for the period stated on it, or 30 days if none is stated. It is based on the quantities, configuration and destination you gave us; a change to any of these may change the price and lead time.

4.2 Formation of an Order. An Order becomes binding when we issue a PI and you pay the deposit or full amount stated on it, or when both parties sign a purchase contract. We may decline any Order, including for export-control or end-use reasons (Section 8).

4.3 Changes and cancellation. Changes after the Order is binding need our written consent and may change price and delivery date. Standard stock Orders may be cancelled before shipment, less costs already incurred. Custom Products cannot be cancelled once materials, printing or tooling have been ordered (Section 5.4).

4.4 Prices. Prices are in the currency stated on the PI (normally USD) and on the Incoterm stated there. Unless the PI says otherwise, prices exclude import duties, taxes, customs fees, bank charges on your side and destination charges.

4.5 Payment. Payment is by bank transfer (T/T) to the company account named on the PI. Stock Orders are normally paid in full before shipment. Custom Orders normally require a deposit, with the balance before shipment. We may hold shipment until cleared funds are received.

4.6 Payment fraud warning. We never change bank details by email alone. Before paying to any new or changed account, confirm it with us by phone or video call. We are not responsible for payments sent to accounts we did not confirm.

4.7 Late payment. If payment is overdue, we may suspend deliveries, apply credit already held, and charge reasonable collection costs. Goods remain our property until paid in full (Section 6.5).

4.8 Samples. Samples are charged at the sample price plus shipping. Where the quotation says so, sample costs are credited against a later bulk Order. An approved sample defines the configuration of the corresponding production Order. See the Sample Order Policy.

5. OEM/ODM and Custom Products

5.1 Scope. Custom Products are made to the Specifications, artwork and sample approved in writing for the project. Anything not in those documents is made to our standard design.

5.2 Your materials. You warrant that logos, trademarks, artwork, text, designs and firmware settings you supply ("Your Materials") are yours or licensed to you, do not infringe third-party rights and are lawful in your markets. We use Your Materials only to make your Products. You indemnify us against claims arising from Your Materials.

5.3 Approvals. You are responsible for checking and approving artwork proofs, labels, manuals and samples. Once approved, errors in approved items are your responsibility, and changes may affect price and delivery.

5.4 Minimum quantities, deposits and cancellation. Each customisation carries the minimum order quantity stated in the quotation. Deposits for Custom Products cover materials, printing and tooling and are non-refundable once these are ordered. If you cancel, you pay for work done and materials bought that cannot be used for other orders.

5.5 Market compliance of branded products. When Products are sold under your brand, you are the brand owner or importer for your markets. You are responsible for any certification, registration, labelling, user manuals and warnings those markets require. We provide the documents that exist for the base Product and can support additional testing as a separate project.

5.6 Tooling and design rights. Unless agreed otherwise in writing, we own the underlying designs, tooling, test fixtures, firmware builds and know-how, including improvements made during your project. You own Your Materials. We will not sell Products bearing your brand to anyone else.

6. Shipping, delivery, risk and inspection

6.1 Incoterms. Delivery follows the Incoterm (Incoterms 2020) stated on the PI, such as EXW, FOB, CIF, DAP or DDP. Where none is stated, delivery is EXW our Chengdu facility.

6.2 Lead times. Lead times are estimates that start when the deposit or payment, final artwork and any approvals are all received. We will tell you promptly about expected delays. A delay does not entitle you to cancel unless it exceeds 30 days beyond the confirmed date and is caused by us.

6.3 Lithium batteries. Lithium batteries are dangerous goods. They are shipped as UN3480 (batteries alone) or UN3481 (packed with or contained in equipment), with a UN38.3 test summary and safety data sheet, in dangerous-goods packaging and with the state-of-charge limits carriers require. You must tell us whether an Order includes batteries and use a forwarder able to accept them. Some destinations and services cannot carry batteries; we may change the shipping method or ship batteries separately.

6.4 Import. You are the importer of record unless the PI states DDP. You are responsible for import permits, duties, taxes, customs classification and compliance with the laws of the destination.

6.5 Risk and title. Risk passes according to the Incoterm. Title passes when we receive full payment for the Order.

6.6 Inspection and claims. Inspect goods on arrival. Report visible damage or shortage to the carrier and to us within 7 days of delivery, with photos, carton labels and the packing list. Report defects found in use under Section 7. Goods not reported within 7 days are deemed accepted as to quantity and visible condition.

7. Limited warranty and returns

7.1 Warranty. We warrant that Products, when delivered, conform to their Specifications and are free from defects in materials and workmanship under normal use, for the period stated in the quotation or PI. If no period is stated, the period is 12 months from the delivery date.

7.2 Exclusions. The warranty does not cover:

• crash, impact, water or fire damage;
• wrong wiring, reverse polarity, over-voltage or use outside the Specifications;
• modification, unauthorised repair, or firmware not supplied or approved by us;
• wear parts, including propellers, protective shells, straps, connectors and cables;
• batteries that were over-discharged, overcharged, punctured, swollen through misuse or stored incorrectly;
• normal wear, cosmetic marks, and damage caused by the carrier after risk passed.

7.3 Claims. Send the Order number, SKU, quantity, firmware version, photos or video and a description within the warranty period and within 30 days of discovering the defect. Do not return goods without an RMA number.

7.4 Remedies. For a confirmed defect we will, at our choice, repair or replace the Product, or credit or refund its price. We pay for shipping the replacement to you; you pay for shipping returns to us unless we agree otherwise. For distributors, small defect quantities may be settled by credit or replacement in the next Order. These are your sole remedies for defective Products.

7.5 Returns. Products that are not defective may be returned only with our written consent. Custom Products, used or modified Products and batteries (except when defective on arrival) cannot be returned. See the Return & Refund Policy and Warranty Policy.

8. Compliance, export control, civilian use and safety

8.1 Laws of your market. You are responsible for making sure Products are lawful to import, sell and use in your markets. This includes radio equipment rules (for example FCC in the United States, CE/RED in the European Union), substance rules (RoHS, REACH), battery rules, product safety and toy or sports equipment rules, and drone and aviation regulations.

8.2 Radio settings. ExpressLRS products can be set to different regulatory domains, frequencies and output powers. Products ship with the default domain stated in the Specifications unless another is agreed. You must ensure that you and your customers use only the frequencies, power levels and licences permitted where the Products are operated.

8.3 Civilian use only. Products are supplied only for lawful civilian applications, such as FPV sport, drone soccer, education, model aviation and civilian system integration. You must not use, sell or supply Products, or allow them to be used:

• in or for weapons, munitions or any military end use;
• for surveillance, harassment or other activity that violates others' rights or the law;
• by or for any person or entity on a sanctions or restricted-party list, or in any embargoed or restricted destination.

8.4 Export control and sanctions. Our supplies are subject to the export-control and sanctions laws of the People's Republic of China and may be subject to those of other countries. You must comply with them when re-exporting or reselling. We may ask for an end-user or end-use statement, delay shipment to obtain a licence, or cancel an Order without liability where supply would breach these laws or our End-Use & End-User Policy.

8.5 Safety. Drones, propellers and lithium batteries can cause injury and fire. You must pass on our safety instructions to your customers and users. Charge lithium batteries only with suitable chargers, never unattended, and store them safely. Drone soccer should be played in a netted area under qualified supervision, especially where minors take part.

9. Intellectual property, confidentiality and data

9.1 Our IP. The Website, its text, images, datasheets and designs, the BAYCKRC brand and our product designs belong to us or our licensors. Buying Products does not transfer any of these rights, except the right to use and resell the Products you bought.

9.2 Open-source firmware. Some Products run open-source firmware such as ExpressLRS, Betaflight, INAV or AM32. That firmware is licensed under its own licence (for example the GNU GPL), and nothing in these Terms limits your rights under it. Where a licence requires it, we will provide or point to the corresponding source code on request.

9.3 Third-party names. Names such as ExpressLRS, Betaflight, INAV, ArduPilot, EdgeTX, OpenTX, DJI and Fat Shark belong to their owners. We use them only to describe compatibility; no endorsement is implied. See our Trademark & Compatibility Disclaimer.

9.4 Confidentiality. Each party will keep confidential the other's non-public pricing, drawings, BOMs, artwork, customer lists and project information, use it only for the business between us, and protect it with reasonable care. This obligation lasts 3 years after the last Order and does not cover information that is public or independently developed. A separate NDA prevails if signed.

9.5 Enquiries, BOM files and feedback. Files and information you submit through the Website are used to answer your enquiry and quote. Feedback and suggestions may be used by us to improve Products without obligation to you.

9.6 Privacy. We process personal data as described in our Privacy Policy and Cookie Policy.

10. Disclaimers, liability, indemnity and force majeure

10.1 Disclaimer. Except for the warranty in Section 7 and to the extent the law allows, Products and the Website are provided without other warranties, express or implied, including fitness for a particular purpose. Technical guidance, compatibility advice and BOM reviews are given in good faith; you remain responsible for the design, testing and safe operation of your systems.

10.2 Excluded losses. To the extent the law allows, neither party is liable for indirect or consequential loss, loss of profit, revenue, business or data, or cost of substitute goods.

10.3 Liability cap. Our total liability arising from an Order, whether in contract, tort or otherwise, is limited to the price paid for the Products that caused the claim.

10.4 Not limited. Nothing in these Terms limits liability for death or personal injury caused by negligence, for fraud, or for any other liability that cannot be limited by law.

10.5 Indemnity. You indemnify us against claims, fines and costs arising from your breach of Sections 5.2, 5.5 or 8, from Your Materials, or from the use, resale or operation of Products by you or your customers in breach of law.

10.6 Force majeure. Neither party is liable for delay or failure caused by events beyond its reasonable control, such as natural disasters, epidemics, war, government action, export restrictions, carrier or port disruption, or component shortages. The affected party will notify the other promptly. If the event lasts more than 60 days, either party may cancel the affected part of an Order; paid amounts for undelivered goods, less costs incurred for Custom Products, will be refunded.

11. Governing law, disputes and general terms

11.1 Governing law. These Terms and every Order are governed by the laws of the People's Republic of China (excluding Hong Kong, Macau and Taiwan). The United Nations Convention on Contracts for the International Sale of Goods (CISG) does not apply.

11.2 Disputes. The parties will first try to resolve any dispute through good-faith negotiation for 30 days. If unresolved, the dispute will be submitted to the China International Economic and Trade Arbitration Commission (CIETAC) for arbitration in Chengdu under its rules in force at the time. The arbitration will be in English, and the award is final and binding. Either party may seek urgent interim relief from a competent court.

11.3 Language. These Terms are written in English. If translated, the English version prevails.

11.4 Entire agreement. These Terms, the documents in Section 1.3 and any signed agreement form the entire agreement for each Order and replace earlier discussions about it.

11.5 Other terms. If a provision is invalid, the rest remains in force. A failure to enforce a right is not a waiver. You may not assign an Order without our written consent. Notices must be in writing, including email to the addresses used for the Order.

11.6 Survival. Sections 5.2, 5.6, 6.5, 8, 9, 10 and 11 survive completion or termination of an Order.

12. Contact