Terms of Service

1. Scope of Services

We provide ecommerce operations services which may include product sourcing and procurement, order fulfillment, store operation and management, advertising management, and customer support.

The specific services, deliverables, service levels and reporting cadence for each engagement are defined in a written service agreement. Work outside that agreed scope is performed only after both parties agree in writing.

Certain services, including advertising campaign execution, may be delivered in partnership with specialist media partners or other third-party providers engaged under our supervision. We remain your point of contact and remain responsible for the delivery of the agreed scope.

2. Client Obligations

You agree to provide, in a timely manner: access to your storefront, advertising accounts, payment and logistics accounts as required; accurate product, pricing and inventory information; and any brand, compliance or regulatory requirements applicable to your products.

You are responsible for ensuring that the products you sell, the claims made about them, and the markets you sell into comply with all applicable laws, platform policies and third-party rights, including intellectual property rights.

You agree to fund pass-through costs in advance as set out in clause 4 and to respond to approval requests within a reasonable period. Delays in funding or approvals may suspend the affected part of the services.

You will maintain ownership and administrative control of your accounts and will not revoke the access required to perform the services without notice.

3. Fees and Pass-Through Costs

Our compensation consists of a monthly management fee for our services, quoted per engagement based on scope of work and order volume and stated in the service agreement.

Pass-through costs are amounts paid by us on your behalf, including product procurement, shipping and logistics, advertising spend, and third-party services engaged for your store. Pass-through costs are billed at actual value without mark-up unless expressly agreed otherwise in writing.

Management fees are payable monthly in accordance with the invoicing schedule in the service agreement. Amounts unpaid by the due date may result in suspension of the services following written notice.

Unless stated otherwise, fees are exclusive of any taxes, duties or levies, which are your responsibility where applicable.

4. Prepayment and Reconciliation

Pass-through costs are funded in advance by you into a working balance held by us for the purpose of disbursement on your behalf. We disburse from that balance only for costs incurred for your engagement.

Within a reasonable period after the end of each month, we provide a statement covering the management fee, product and procurement costs, advertising spend and third-party service costs for the period, together with supporting invoices, platform receipts and documentation.

You should review each monthly statement and notify us of any queries within the period stated in the service agreement. Undisputed balances are settled, and unspent funds are either carried forward to the next period or returned at your request.

We maintain records of amounts received, disbursed and remaining for each engagement and make those records available to you on request.

5. Ownership of Accounts and Data

You retain ownership of all of your accounts, assets and data, including your storefront, advertising accounts, domain names, customer data, product data, creative assets and supplier relationships established for your brand.

We access these accounts and data solely to perform the services and under your instruction. On termination we return or transfer administrative control, and delete or return working copies in accordance with clause 6 and our Privacy Policy, subject to records we are required to retain by law.

Any tools, templates, internal processes or know-how developed by us and not created specifically as a deliverable for you remain our property.

6. Confidentiality

Each party may receive confidential information of the other, including commercial terms, supplier pricing, performance data, customer data and business plans. Each party agrees to keep that information confidential, to use it only for the purposes of the engagement, and to protect it with no less care than it applies to its own confidential information.

Confidential information may be disclosed to employees, contractors and third-party providers who need it to perform the services and who are bound by equivalent confidentiality obligations, or where disclosure is required by law or a competent authority.

These obligations continue after termination for the period stated in the service agreement.

7. Limitation of Liability

The services are performed with reasonable skill and care. We do not guarantee any particular sales volume, advertising return, conversion rate, delivery time or platform outcome, as these depend on factors outside our control, including platform policies, supplier performance, carrier performance and market conditions.

To the maximum extent permitted by law, neither party is liable for indirect, incidental, special or consequential loss, including loss of profit, revenue, goodwill or data.

To the maximum extent permitted by law, our total aggregate liability arising out of or in connection with the services is limited to the total management fees paid by you to us in the [PLACEHOLDER] month period immediately preceding the event giving rise to the claim. Pass-through costs disbursed on your behalf are excluded from this cap.

Nothing in these Terms limits liability which cannot be limited under applicable law, including liability for fraud or wilful misconduct.

8. Term and Termination

The engagement begins on the date stated in the service agreement and continues until terminated in accordance with this clause.

Either party may terminate for convenience by giving written notice of the notice period stated in the service agreement and in our Refund & Cancellation Policy.

Either party may terminate immediately on written notice if the other party commits a material breach that is not remedied within a reasonable period after notice, or becomes insolvent or subject to equivalent proceedings.

On termination we complete or hand over work in progress as agreed, issue a final reconciliation statement, return unspent prepaid funds in accordance with our Refund & Cancellation Policy, and transfer administrative control of your accounts back to you.

9. Governing Law and Jurisdiction

These Terms and any dispute or claim arising out of or in connection with them are governed by the laws of the Hong Kong Special Administrative Region of the People's Republic of China.

The parties submit to the exclusive jurisdiction of the courts of the Hong Kong SAR, without prejudice to any alternative dispute resolution mechanism agreed in the service agreement.

10. Changes to These Terms

We may update these Terms from time to time. The version in force is the one published on this website at the time the services are provided, and material changes affecting an active engagement will be notified to you in writing.