Saying 'brand new and original, original packaging and label, unopened', but the received chip product's outer packaging was opened and resealed, does this constitute a fundamental breach of contract? Recently, the Intermediate People's Court of Suzhou City, Jiangsu Province, concluded a dispute over a sales contract. A Hong Kong electronics company in China filed a lawsuit to terminate the contract and request a return and refund due to the chip products delivered by a Jiangsu company not meeting the packaging requirements stipulated in the contract. After the court's trial, it was found that in cross-border trade of precision electronic components, "brand new original packaging" is not only a guarantee of quality, but also the pricing basis of the market. The supplier's unauthorized dismantling and repackaging of the original packaging, even if it did not damage the chip itself, constitutes a fundamental breach of contract. The court ruled in accordance with the law to support the plaintiff's claim. In July 2024, an electronics company in Hong Kong, China, sent a purchase order via email to a company in Jiangsu to purchase specific models of chips. In the order and subsequent communication, the former repeatedly emphasized that the goods must meet the requirements of "brand new original genuine", "original package and label not opened", "no air leakage", etc., and pointed out that "if it is not brand new original, all items must be returned". A company in Jiangsu accepted full prepayment from the other party and shipped the goods as agreed. However, after the goods arrived at the warehouse in Hong Kong, China, upon inspection, it was found that all the outer packaging of the chips had been opened and resealed, and some chips had air leakage. The buyer raised objections and filed a lawsuit with the court after multiple unsuccessful communications. During the trial, the defendant company argued that the unpacking inspection and re vacuum packaging were done in good faith to ensure product quality, in accordance with industry operating practices, and the testing report provided could also prove that the re packaging did not affect the quality of the chip itself. After the court trial, it was found that a company in Jiangsu confirmed the order through supply behavior, and it can be recognized that both parties have reached an agreement on the purchase of chips. According to the purchase order, the supplier must ensure that the chips are brand new and genuine, and that the goods are free from refurbishment, disassembly, scratches, damage, deformation, oxidation, and other conditions. Both parties' staff have communicated and confirmed multiple times before and after payment, requesting that the original package and label of the product be unopened and leak free. Combined with the communication records between both parties when purchasing bulk chips, it is sufficient to prove that whether there is an original package or original label, and whether it is brand new and unopened, are important criteria affecting product prices and subsequent sales in the sale of chip products involved in the case. The defendant company unpacked and repackaged all the chips involved in the case before delivering them, which violated the requirement in the purchase order that the goods must be brand new and original, and must be packaged according to the original factory standards. The plaintiff company has the right to request termination of the contract and full return of the goods for a refund according to the purchase order. Therefore, the contract was terminated by both parties in accordance with the law, and the defendant refunded and the plaintiff returned the goods. As a typical cross-border goods sales contract dispute, this case highlights the importance of strictly adhering to contractual agreements and upholding the principle of good faith in commercial activities. Especially in cross-border electronic precision parts transactions, the core of fulfilling the contract is to ensure that the goods "comply with the agreement" rather than just "meet the quality standards". Any delivery that does not match the details agreed upon in the contract (such as unpacking and repackaging) may be considered to have significant defects in fulfilling the main obligations. The buyer has the right to refuse the goods and demand a refund of the payment, and any losses incurred in cross-border logistics, warehousing, etc. shall also be borne by the defaulting party. The judgment in this case has safeguarded the legitimate rights and interests of Hong Kong enterprises in accordance with the law, reflecting the judicial concept of equal protection of various market entities and the creation of a legal and international business environment by mainland judicial authorities. At the same time, it clearly defines industry transaction standards and has a positive demonstration significance for maintaining a fair and honest market environment and regulating the trade order of precision products such as electronic components. (New Society)