Version Date: April 20, 2018
Terms and Conditions
- Provision of services
- FBAHELP’s Obligations and Undertakings
- Principal’s Obligations and Undertakings
- Invoicing, Fees and Payments
- Liability and Indemnification
- Termination of Services
- Privacy and Data Protection
- Intellectual property
- Applicable and Governing Law, Jurisdiction and Settlement of Disputes
- Modifications to Agreement/Services, Corrections
1.2 Services carried out by FBAHELP, on behalf of a legal entity or private individual from whom the instructions to act have originated (hereinafter called the “Principal”) will be carried out by using techniques and processes that permit an independent, impartial and objective approach. The end result of the Inspection Service and Testing Service will consist in a separate group chat in WeChat application specially created for the Service or document (hereinafter called the “Report”) in case specially requested by the Principal, communicating the collection of information FBAHELP has been requested to supply and will be delivered as an online report, fax or a written document. The end result of the Logistic support Service will consist in delivery of goods to the address provided by the Principal.
1.3 No other party than the Principal shall be entitled to give instructions to FBAHELP, particularly on the scope of the Services requested by the Principal, unless so authorized by the Principal.
2. Provision of Services
2.1 FBAHELP in the capacity of an independent third party, supplies information in the form of ascertainment or recommendations for the special purpose of contributing to the prevention of the risks to which the beneficiaries of its services are exposed, and of helping them assure the quality of their products. FBAHELP’s services (hereinafter singularly and collectively referred to as the “Services”) consist of work performed by FBAHELP, including but not limited to:
- audit of factories;
- live product inspection;
- live factory audit;
- full inspection;
- pre-shipment inspections and quality control;
- during-production inspections;
- sample testing;
- logistic support
3. FBAHELP’s Obligations and Undertakings
3.1 FBAHELP expressly reserves the right to act at its own discretion in accepting or declining a request for Services, and cannot be compelled to accept or be held liable for declining a request for Services or products:
- Falling out of its scope of activity or specialization;
- Presenting geographical accessibility problems, such as Services to be rendered or products to be found and/or picked up or delivered in restricted or highly remote areas;
- Requiring FBAHELP to obtain special permissions to operate such as governmental permissions.
3.2 FBAHELP undertakes to supply the Services it has accepted to carry out in a professional and timely manner, in accordance with proper professional practice and in compliance with:
- The Principal’s special instructions when ordering the Services and as confirmed by FBAHELP – the terms of reference should be duly agreed and confirmed by the Principal and FBAHELP, and in the absence of such instructions:
- Any relevant professional standard, trade custom, usage or practice;
- Such methods as FBAHELP shall consider appropriate on technical, operational and/or financial grounds.
3.3 FBAHELP shall exercise due care and skill in the selection and assignment of its personnel.
4. Principal’s Obligations and Undertakings
4.1 To take all reasonable steps to assure FBAHELP has access to the site and materials on which Services will be based;
4.2 To provide FBAHELP with all information and samples, as well as the documents necessary to complete requested Services, in a timely manner (and in any event not later than 48 hours prior to the desired intervention), except for generally available documents such as codes and standards, either directly or through suppliers or agents of the Client;
4.3 To ensure that adequate instructions and notice are given to FBAHELP in due time to facilitate proper performance for the Services requested;
4.4 To advise FBAHELP of the date on which the Services are to commence, or to be resumed, and also of essential dates affecting the item(s) for which Services are being rendered;
4.5 Generally to render all reasonable assistance to FBAHELP in providing necessary instructions, information, documents, safety and security information in connection with the working conditions, required equipment and access (as the case may be).
4.6 Documents reflecting engagements between the Principal and third parties – if received by FBAHELP – are considered to be for information only and do not extend or restrict the scope of the Services or obligations accepted by FBAHELP.
5. Invoicing, Fees and Payments
Payment is expected online upon booking prior to the performance of the Services against the receipt of the invoices by the Principal from FBAHELP
All Services requested can be billed together in one invoice or separately on the Client’s demand, issued on a pre-payment basis.
FBAHELP offers various payment solutions, accepting both online and offline payments:
- Online payments: FBAHELP accepts payments via online service providers PayPal and Payoneer. Payments settled via these third party payment processing services are subject to their terms and conditions and payment processing fees.
- You may find these terms and conditions on their respective websites at www.paypal.com and www.payoneer.com.
- Offline payments: Invoices can be settled offline by bank transfer (T/T). The Principal bearing all bank charges (including intermediary bank charges if client’s bank doesn’t process the transfer themselves).
- The charges from banking and payment systems are to be covered by the client.
- FBAHELP does not limit itself with the payment methods mentioned in the current chapter and open for receiving payments by other legal means which the Principal finds acceptable.
5.2 Cancellation charges: we accept cancellation until 6 pm (Beijing Time) the day before the projected Service date. After this limit, the Services booked will be charged in full.
FBAHELP advises its Principals to then re-charge this cost to their factory/supplier when the factory/supplier is proven to have made a mistake.
In the case of an Order paid online and cancelled, FBAHELP will credit the Principal’s PayPal or Payoneer account with banking/payment system charges deducted from the credited sum.
5.3 In the event that FBAHELP is being prevented from performing or completing in full requested Services, for any reason beyond its control, such as but not limited to, wrong information given by the Principal or the Principal’s factory/supplier (e.g. goods not ready for Inspection despite information given by factory/supplier,…), the Principal agrees to:
- 5.3.1 Reimburse any expenditure, and out of pocket expenses made or incurred in relation to these Services;
- 5.3.2 Pay proportion of fees due for Services actually rendered and to release FBAHELP from all responsibility for partial or non-performance of the Services.
5.4 In the event when the Inspection must be cancelled on the agreed Inspection day, because of wrong information given by the Principal or the Principal’s factory/supplier (e.g. goods not ready for Inspection despite information given by factory/supplier,…), the man-day will be considered spent, and FBAHELP will charge full fee to the Principal as a ‘missed Inspection’ fee. FBAHELP advises its Principals to then re-charge this cost to their factory/supplier when the factory/supplier is proven to have made a mistake.
5.5 The Principal provided inspection sample(s): If an inspection sample is provided by the Principal and shipped to FBAHELP office, and then must be re-forwarded by FBAHELP to the Principal’s factory or to the FBAHELP inspector, then the shipping fee will be automatically added to the final invoice amount.
5.6 For Inspection and Audit orders: “Man-day” prices communicated by FBAHELP are valid for the on-site execution of the service on the scheduled day(s). Additional services to be rendered, either before or after the actual service, such as but not limited to audit desktop reviews, consulting services, training, workshops, etc may not be included in the man-day price and will be quoted separately.
6. Liability and Indemnification
6.1 Limitation of Liability
6.1.1 FBAHELP is neither an insurer nor a guarantor and disclaims such capacity. Principals seeking a guarantee against loss or damage should obtain appropriate insurance.
6.1.2 Subject to the Principal’s instructions as accepted by FBAHELP (as specified in the terms of reference), FBAHELP will write a resume Report in a separate group chat in WeChat application where the inspection will be performed or issue the written Report if requested by the Principal relating to the facts as recorded by it within the limits of the instructions received and on the basis of the documents and information provided by the Principal (refer to Article 4 above), but FBAHELP is under no obligation to report upon any facts or circumstances which are outside the specific scope of its assignment.
6.1.3 FBAHELP advice is given only in relation to documents and information provided by the Principal, and FBAHELP cannot be held liable if it has received incomplete or erroneous information.
6.1.4 In the event of false information being given to FBAHELP by a third party, FBAHELP accepts no liability.
6.1.5 FBAHELP undertakes to use its best efforts and to exercise due care and skill in the performance of its Services, and accepts liability only in case of negligence proven by the Principal.
6.1.6 FBAHELP does not repack goods following an inspection; this should be performed by the supplier. Should the Principal request FBAHELP repackage the goods, FBAHELP is not liable for any possible damages or losses incurred related to the repacking process.
6.2.1 In the event of FBAHELP being held liable in respect to any claim of loss, damage or expense of whatsoever nature and however arising, its liability to the Principal shall in no circumstances exceed the total aggregate sum of fees paid for the specific single service for which a claim is made if an approved reference sample is provided to FBAHELP.
6.2.2 In addition, in case of Services of pre-shipment inspections:
- Where less than 100% of the production is complete, our responsibility will only extend to those items completed at the time of inspection;
- The Report does not constitute evidence of shipment.
6.2.3 The Principal shall guarantee and indemnify FBAHELP against all claims made by third parties for loss, damage or expense of nature arising, relating to the performance or non-performance of any Services, to the extent that the total sum of such claims exceeds the limitation of liability mentioned in Article 6.2.1.
6.3 In the event of any claim, notice must be given to FBAHELP headquarters (Address: Hong Kong, Kwai Chung NT, 42-46 Tai Lin Pai Rd, Kwai Shing Ind Bldg (stage 2), 9/F, Blk G, Rm 023) or by e-mail to the address: firstname.lastname@example.org within seven days following discovery of the facts but not later than three months from the completion of the FBAHELP Services.
7. Termination of Services
FBAHELP shall be entitled to automatically either terminate and/or suspend provision of Services in the event that:
7.1 The Principal commits any material breach of its obligations under these terms and conditions and/or the terms of reference and (if such breach shall be capable of remedy) fails to make good such breach within 10 (ten) days of receipt of notice served by the Non-Defaulting Party (FBAHELP) requiring it so to do. Material breaches include, without limitation any willful and deliberate breach by the Principal of its obligations under clause 4 hereabove;
7.2 The Principal is insolvent or unable to pay its debts, in suspension of payments, or convenes a meeting of or compounds with its creditors or has a receiving order made against it or (other than for the purposes of bona fide amalgamation or reconstruction) has an order made or a resolution passed for its winding up or for the appointment of an administrator to manage its affairs, business and property or has a receiver or administrative receiver appointed over any of its assets or undertaking or if FBAHELP takes or suffers any similar or analogous action in consequence of debt.
9. Intellectual Property
9.1 FBAHELP is and will remain the owner of all possible intellectual property rights and database producer rights relating in general to the provision of the Services, in particular with regard to the techniques and processes it uses to gather the information, the way to present the information, certificates or other documents and the raw information collected during the course of the Services. FBAHELP will be free to host, store and publish all its intellectual property rights and all information collected and to use it for example to offer new kinds of services or to compile data.
9.2 Clause 9.1. here above is stipulated without prejudice of the confidential nature of the separate group chats in WeChat application with the Principal and the Report(s) provided to the Principal and of the rights granted to the Principal to use, reproduce and represent the information from the separate group chats in WeChat application and the Report(s) in the normal course of its business and for personal use, worldwide and for the full duration of all intellectual property rights.
10.1 The Report will reflect findings of the Services at the time and place of Services. This Report does not discharge sellers and suppliers from their legal and/or commercial obligations towards the Client.
11. Applicable and Governing Law, Jurisdiction and Settlement of Disputes
11.1 Unless otherwise provided, these terms and conditions shall be governed by and construed in accordance with Hong Kong Law.
11.2 All disputes or differences of any kind whatsoever between the parties in connection with or arising out of the services shall be submitted to the non-exclusive jurisdiction of the courts of Hong Kong.
11.3 Text messages in the group chat in WeChat application can be used as reason to provide a service, to address issues, that may appear during the implementation of the services. Text messages in the afore mentioned group chats in WeChat application can be used to agree upon the price and conditions of the services associated with the current contract and have legal power
These terms and conditions have been drafted in English.
13. Modifications to Agreement/Services, Corrections
Company may modify this Agreement from time to time. Any and all changes to this Agreement will be posted on the Website and revisions will be indicated by date. You agree to be bound to any changes to this Agreement when you use the Company Services after any such modification becomes effective. Company may also, in its discretion, choose to alert all users with whom it maintains email information of such modifications by means of an email to their most recently provided email address. It is therefore important that you regularly review this Agreement and keep your contact information current in your account settings to ensure you are informed of changes. You agree that you will periodically check the Website for updates to this Agreement and you will read the messages we send you to inform you of any changes. Modifications to this Agreement shall be effective after posting.
Company reserves the right at any time to modify or discontinue, temporarily or permanently, the Company Services (or any part thereof) with or without notice. You agree that Company shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Company Services.-
Occasionally there may be information on the Website that contains typographical errors, inaccuracies or omissions that may relate to service descriptions, pricing, availability, and various other information. Company reserves the right to correct any errors, inaccuracies or omissions and to change or update the information at any time, without prior notice.
• Terms of Service Agreement
• Terms and Conditions
• User Agreement
• Statement of Rights and Responsibilities
Address: Hong Kong, Kwai Chung NT, 42-46 Tai Lin Pai Rd, Kwai Shing Ind Bldg (stage 2), 9/F, Blk G, Rm 023
Phone: +86 15546883080 (China mainland)
Phone: +852 6554 1700 (Hong Kong)
WhatsApp: +852 6554 1700
WeChat ID: FBAHELP