1.1 Unless otherwise expressly specified in writing, ScandinAsian Enterprise / 上海随购贸易合伙企业（有限合伙） (hereinafter referred to as “the Company”), herein trading under the name of ”ScandinAsian”, any offer made by the Company to a particular client or to the world at large, any services offered and provided, any content provided by the Company either on its website, http://www.scandinasian.se, hereinafter referred to as “the Website” or elsewhere, whether paid for or free of charge, and any resulting contractual relationships between the Company and anyone who issues instructions (hereinafter referred to as “the Client”) shall be governed by the following conditions of service (hereinafter referred to as “the Terms of Service”).
2. License to Use the Website
2.1 The Company gives permission to the User and the Client to, exclusively for their personal use, freely browse the Website, view, download or print any contents of it, inclusive of, but not limited to, any documents available free of charge, such as free of charge newsletter, E-books or templates.
2.2 Unless the Client issues written instructions to the Company to state to the contrary, no other party is entitled to issue instructions to the Company on behalf of the Client.
3.1 The “Company”/”We”/”Us”: ScandinAsian Enterprise, a company established under the laws of the Peoples Republic of China, its owners, partners, employees and affiliates.
3.2 The “User”/”you”/”your”/”yours”: Anybody who visits the website belonging to the Company, http://www.scandinasian.se, downloads its contents, contacts the Company via the contact form or performs any other action that the Company deems as exclusively informative.
3.3 The “Client”/”you”/”your”/”yours”: Anybody who makes any purchase and/or payment to the Company.
3.4 The “Agreement”: the current version of these Terms of Service.
4. Provision of services
4.1 The Company specializes in activities related to procurement of goods from suppliers (manufacturers, trading companies, distributors and other) based in the People’s Republic of China. The company is not acting as a middleman or intermediary between the client and the suppliers in China, but a trade agent service provider.
4.2 Any services provided by the Company (hereinafter referred to as “the Services”/”the Service”), whether paid for or free of charge, the nature of which is exclusively informative, are inclusive of, but not limited to:
1. Preparing product specifications and procurement / product development strategy
2. Sourcing suppliers and obtaining pricing data and other company information
3. Supplier checks and document verification
4. General consulting, administration and advice related to procurement from China and other Asian countries
5. Providing freight quotations
6. Quality assurance, quality inspections and factory inspections
7. Administration of compliance testing
8. Drafting sales terms
10. Project Management and other activities related to the procurement of goods from China and other countries in Asia
4.3 The Services are elements composed together and offered by the Company as specified on the website (e.g. ‘service packages’), or as a ‘customized service’ offered to the client.
4.4 The information provided as a service by the Company to the Client is derived from the results of research the Company performs using third party sources, whether online or physical. The Company shall not be held liable for any information that is incorrect or deemed to be incorrect, as further stipulated in section 9.
4.5 The Company will put its best endeavors to provide the Services using reasonable care and skill and will do so in accordance with the express and speciﬁc instructions of the Client and standard commercial practices of the Company.
4.6 The Company may perform the Services for or on behalf of legal persons, such as, but with no limitation to, private individuals and entities (hereinafter referred to as the “Client”), whether private, public or governmental, who issue instructions to the Company.
4.7 The Company reserves the right to delegate the performance of all or part of its services to an agent or subcontractor at any time and the Client hereby authorities the Company to disclose all information necessary for the performance of such services to such agent or subcontractor.
5. Obligations of the Company
5.1 The Company reserves the right to accept or decline any request for the Services or any other service, as the Company deems appropriate according to its general business practices. Such right is extended to any services that have been requested by you and paid for in full.
5.2 Along with the above the Company shall not be compelled to agree to perform any service, accept a request or reply to an offer. The company shall not be held liable for rejecting to perform any of the above, whether or not it falls out of the scope of the activities generally performed by the Company.
5.3 The Company will put its best endeavors to provide the Client with the requested Service, in a professional and timely manner, as long as such service is deemed appropriate by the Company and has been accepted by the Company prior to the commencement of the Service performance, as per section 4.2.
6. Obligations of the Client
6.1 The Client undertakes to provide the Company with sufficient instructions and, if necessary, any type of information or documents, or access to such materials, that is required for the Company to perform the service. This obligation is extended throughout the duration of the service performance until the full completion of the service by the Company.
6.2 Along with the above, the Client undertakes to provide the Company with any documents that reﬂect the Client’s engagement with any third parties should such parties act as an agent or a subcontractor of the Client.
7.1 All the Packages specified in section 3.3 are paid services.
7.2 All payment for any of the Services and/or any of the Packages are to be made using the payment method specified on the Website, which might be, but is not limited to, PayPal, debit or credit card.
7.3 The Client undertakes to make the full payment for the Services and/or Packages prior to the commencement of the service performance, upon booking the Service via the Website or through any other arrangement.
8.1 Subsequently unused or allegedly incorrect information, unused consulting service or any other element of any of the Packages or any other service provided and delivered to the Client by the Company within the agreed time frame shall not be subject to any refund. The Company shall not refund any fees made in respect of the Packages after the payment has been made to the Company.
8.2 The specified delivery deadline may be postponed in case the Client provided insufficient information regarding a product, quantity, market, supplier, technical specifications or any other related information.
8.3 The specified information delivery deadline may be postponed in case the Company requests additional information regarding a product, quantity, market, supplier, technical specifications or any other related information
9. Limitation of Liability and Indemniﬁcation
9.1 The Company is an entity providing trade agent and product procurement related services, and provide information (e.g. technical data, supplier feedback, photos, reports, certificates and video). The Company shall not be held liable at any time for any information that is or is deemed to be, false, incorrect, erroneous, misleading, ambiguous, incomplete, outdated or modiﬁed.
9.2 The Company performs the Services using third party sources, including, but without limitation to data provided online. The Company shall not be held liable for any incorrect information which is provided by any third party company, their afﬁliate or any of their sources, whether direct or indirect, or any incorrect, erroneous, incomplete, misleading, ambiguous or outdated veriﬁcation provided to the Company by any third party.
9.3 The Company is neither an insurer nor a guarantor and does not intend to provide services in such capacity at any time and therefore disclaims all liability in such capacity. It is a sole responsibility of the Client seeking a guarantee to obtain insurance the Client deems appropriate with a third party of their choice, should the Client wish to ensure more protection. The Company shall not be held liable for any loss or damage resulting from the Client failing to obtain appropriate insurance. The Company does not have any related entities providing insurance coverage and shall not be expected to provide such service at any time. The Company shall not be held liable for any type of information provided by third party insurers.
9.4 The Services provided by the Company shall be distinguished from any other service the Client seeks from any third parties, such as, but without limitation to, placing orders with suppliers. The Company shall not be held liable for any loss, damage, injury or death resulting from the suppliers providing the Client with defective, inadequate, incomplete, poor quality or otherwise unsatisfactory goods. The Company also disclaims all liability in cases where any supplier fails to provide the Client with any ordered goods or otherwise acts in bad faith. Such liability extends to cases where the Client, either partially or fully, relies upon the information provided by the Company.
9.5 The Company provides two types of shipping quotations on the Website as a free of charge service. The Client hereby agrees that the shipping quotations are only cost estimate and shall not be relied upon at any time. The quotation requests (including the Client information specified in the quotation request form) are forwarded by the Company to a third party. The Company shall not be held liable for any damage, loss, delay or cost increase or any subsequent alteration to the shipping quotation.
9.6 The Company provides information on varied by country product certiﬁcation requirements as well as information on customs rates and Value Added Tax rates. These certiﬁcation requirements and rates are frequently subject to change and the Company shall not be held liable for any incorrect, erroneous, misleading, ambiguous, incomplete, outdated or modiﬁed requirements.
9.7 The Company might recommend a supplier to the Client. Under any circumstance this information should be fully relied upon by the Client while engaging in any business relationship with the supplier.
9.8 The opinions expressed on the Website and its contents, such as, but without limitation to, downloadable documents, newsletter and reports provided by the Company to you, is exclusively informative. These contents are not indication of any facts, users or clients and shall not be regarded as such. Along with that, regardless of the Company’s best endeavors to keep the Website up to date, the Company does not warrant that the contents of the Website and information available is comprehensive and updated. The User/Client shall be solely responsible for their actions and results arising out of these actions, such as, but not limited to, any type of damage, loss, injury, civil or criminal liability.
9.9 The Company offers the Client downloadable files which the Company authorizes you to copy, adapt and modify according to your commercial needs, as set forth in clause 10.2. These files are template documents, which the Company offers to you free of charge. You shall be solely responsible for any loss, damage or dissatisfaction arising out of the usage of these template documents, as the Company disclaims all liability. You hereby agree and by downloading such files you understand that the templates are mere examples of documentation which might assist you with the conduct of your business. The Company discourages you to use these templates without any modifications made by you or your legal representative in order to adapt to your commercial activities, and disclaims all liability with regard to the legality and validity of them in the legal system of which rules you adhere to. You hereby agree that you will hold the Company harmless at any time with relation to these documents as at no time shall the Company be held liable or asked for compensation, for any conflict, misunderstanding or dispute arising between two or more parties using any template document provided by the Company.
9.10 The pages of the Website and its aforementioned contents might contain hyperlinks redirecting the User/Client to third party websites. The purpose of these links is to guarantee more comprehensive guidance to the User/Client. Notwithstanding that, these third party websites are not by any means controlled by the Company, that shall bear no responsibility or be held liable for the content provided on and activities occurring at these sites. You shall use third party website information, resources or paid-for content at your own risk and be solely responsible for any loss or damage arising out of these actions, as the Company disclaims all liability.
9.11 The Client shall guarantee, hold harmless and indemnify the Company and its ofﬁcers, employees, agents or subcontractors against all claims (actual or threatened) by any third party for loss, damage or expense of whatsoever nature including all legal expenses and related costs and howsoever arising relating to the performance, purported performance or nonperformance, of any Services.
9.12 The company shall not be held liable for any client IP or copyright theft or production replication by a third party, including any manufacturer. The client shall only share files with the Company, that are to be shared with the suppliers. The client is responsible for registering the necessary patents and trademarks. However, these are not services provided in any capacity by the Company.
10. Intellectual Property
10.1 The contents of the Website and the downloadable ﬁles provided thereon are protected by international copyright (www.DMCA.com). The User shall, at no time, republish, copy, adapt, create derivative works from or otherwise distribute the contents of the Website, the underlying source code or any elements of the design, unless it is otherwise, expressly and in writing, authorized by the Company, which reserves all rights to the Website and its contents.
10.2 The Company hereby expressly authorizes the Client to download, copy and adapt any template agreement that is offered free of charge on the Website in order to provide you with a better quality service. The Company shall not be held liable for any loss or damage arising out of usage of such agreement, as set forth in clause 9.10.
10.3 The User/Client shall refrain from any unauthorized use of the Website, copying of the content, infringing trademarks and any other intellectual property rights.
11.1 The User/Client who experiences a problem with the Service provided by the Company should raise the matter directly to the Company via the form of contact provided at the Website.
11.2 The Company will put its best endeavors, but is at no time obliged to, resolve the matter in question to the satisfaction of the User/Client.
12. Choice of Law, Jurisdiction and Dispute Resolution
12.1 The Agreement is construed and shall be governed by the Law of the People’s Republic of China. Disputes between the parties arising out of the Agreement or in connection to the Services shall be submitted to the exclusive jurisdiction of the courts of the People’s Republic of China.
12.2 In the event of any claim, immediate notice must be given to the Company (via the contact form or by email) within seven (7) working days following the discovery of the facts or within thirty days as per date of delivery of the information / report.
13.1 The company may cover certain expenses (including but not limited to sample purchases, train tickets, hotels, flight tickets, freight costs, compliance testing and other third party services). When such is the case, the company shall add a 5% sales tax, and a PayPal fee of 3.4%, on top of the expense amount.
13.2 The company may withhold any shipments until freight costs and other fees are paid in full by the client
13.3 The company may cease to carry out the contracted services on behalf of the customer in case of non-payment by the client
14. Modifications of the Agreement
The Agreement is subject to modification and review at any time. In case of any discrepancies with any other or past versions of the Agreement, the current version, publicly available on the Website, shall prevail.
Last Modification and Review: 27 May 2015