Thank you for visiting Freshlycofe. By accessing our website, we ask that you follow the policies outlined below.
PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY.
1. You Agree to These Terms by Using This Site
2. General Users
2.1 Users may use this Site solely for their own personal or internal purposes. Each User agrees that it shall not copy, reproduce or download any information, text, images, video clips, directories, files, databases or listings available on or through the Site (the “Freshlycofe Content”) for the purpose of re-selling or re-distributing the Freshlycofe Content, mass mailing (via emails, wireless text messages, physical mail or otherwise), operating a business that competes with Freshlycofe, or otherwise commercially exploiting the Freshlycofe Content. Systematic retrieval of Freshlycofe Content from this Site to create or compile, directly or indirectly, a collection, compilation, database or directory (whether through robots, spiders, automatic devices or manual processes) without written permission from Freshlycofe is prohibited. In addition, use of the content or materials for any purpose not expressly permitted in this Agreement is prohibited.
2.2 Some of the Freshlycofe Content displayed on this Site is provided or posted by third parties (“Third Party Content”). Freshlycofe is not the author of Third-Party Content, whether contributed by anonymous users or registered users. Any Third Party Content is the sole responsibility of the party who provided the content. Freshlycofe is not responsible for the accuracy, propriety, lawfulness or truthfulness of any Third Party Content, and shall not be liable to any User in connection with such User’s reliance of such Third Party Content. In addition, Freshlycofe is not responsible for the conduct of any User’s activities on the Site, and shall not be liable to any person in connection with any damage suffered by any person as a result of such User’s conduct.
2.3 Freshlycofe may allow Users access to content, products or services offered by third parties through hyperlinks (in the form of word link, banners, channels or otherwise) to such Third Party’s web site. You are cautioned to read such sites’ terms and conditions and/or privacy policies before using such sites in order to be aware of the terms and conditions of your use of such sites. User acknowledges that Freshlycofe has no control over such third party’s web site, does not monitor such sites, and Freshlycofe shall not be responsible or liable to anyone for such web site, or any content, products or services made available on such a website.
2.4 Freshlycofe reserves the right to limit, deny or create different access to the Site and its features with respect to different Users, or to change any of the features or introduce new features without prior notice. Each User acknowledges that inability to use the Site wholly or partially for whatever reason may have adverse effects on its business. Each User hereby agrees that in no event shall Freshlycofe be liable to the User or any third parties for any inability to use the Site (whether due to disruption, limited access, changes to or termination of any features on the Site or otherwise), any delays, inaccuracies, errors or omissions with respect to any communications or transmission, or any damage (direct, indirect, consequential or otherwise) arising from the use of or inability to use the Site or any of its features.
2.5 No User shall undertake any scheme to undermine the integrity of the computer systems or networks used by Freshlycofe and/or any other User and no User shall attempt to gain unauthorized access to such computer systems or networks.
2.7 As a condition of your access to and use of Freshlycofe, you agree that you will not use the Freshlycofe service to infringe the intellectual property rights or other legitimate rights of others in any way. Freshlycofe and/or its affiliates will in appropriate circumstances terminate the accounts of Users who are repeat infringers of the copyrights, or other intellectual property rights, or other legitimate rights of others. In addition, Freshlycofe and/or its affiliates reserves the right to terminate the account of a user upon any single infringement of the rights of others in conjunction with use of the Freshlycofe service, or if Freshlycofe believes that User’s conduct is harmful to the interests of Freshlycofe, its affiliates, or other users, or for any other reason in Freshlycofe’s sole discretion, with or without cause.
3. Registered Users
3.1 Each User who has completed and submitted a registration form either online on the Site or offline by giving its information (such as name, address, telephone and fax number, email address, details of its business, etc.) to Freshlycofe or another Freshlycofe group company providing the relevant specific services is a registered user of the Site (a “Registered User”). An account (“Account”) will be established for each Registered User and each Registered User will be assigned a user alias (“User ID”) and password (“Password”) for log-in access to its own Account.
3.2 If the Registered User is a business entity, you represent that (a) you have the authority to bind the entity to this Agreement; (b) the address you use when registering is the principal place of business of such business entity; and (c) all other information submitted to Freshlycofe and its affiliates during the registration process is true, accurate, current and complete. For purposes of this provision, a branch or representative office will not be considered a separate entity and its principal place of business will be deemed to be that of its head office.
3.3 By becoming a Registered User, you consent to the inclusion of your personal data in our Buyer Database. Freshlycofe may send emails to you or contact you otherwise through your personal data with whatever information Freshlycofe would like to convey to you.
3.4 Freshlycofe or its affiliates may suspend or terminate a Registered User’s Account at any time by giving no less than 24-hour notice to the Registered User; provided however, that notice is not required for such termination if (a) in Freshlycofe’s determination, there is any breach of the provisions of this Agreement by the Registered User, or (b) Freshlycofe has reasonable grounds to suspect that any information provided by a Registered User is untrue, inaccurate or is not current or complete, or (c) Freshlycofe believes that the Registered User’s actions may cause financial loss or legal liability to such Registered User.
3.5 A Registered User may not sell, attempt to sell, offer to sell, give, assign or otherwise transfer an Account, User ID or Password to a third party without the prior written consent of Freshlycofe. Freshlycofe may suspend or terminate the Account of a Registered User or the transferee of a Registered User in the event of a sale, offer to sell, gift, assignment or transfer in violation of this Section.
3.6 Notwithstanding Section 3.1 above, Freshlycofe may refuse registration and deny the issuance of an Account and associated User ID and Password to any User for whatever reason.
4. Relationship Among Buyers, Freshlycofe and Suppliers
4.1 Freshlycofe is an online agent for all Buyers, collecting purchase orders from the Buyers, to reinforce its price negotiation advantage against the Suppliers. It acts on behalf of the Buyers to purchase the products designated by the Buyers. Through the Site, Freshlycofe provides an electronic web-based platform for displaying the products information and other common terms and conditions of the transactions provided by the Suppliers.
4.2 Despite the provision of the platform through the Site, Freshlycofe does not represent the Supplier in specific transactions via the Site. No sales agency relationship is created between any Supplier and Freshlycofe, our affiliates, directors, officers or employees by virtue of Freshlycofe’s display of any of products supplied by the sellers. The sales contract is entered in to between the Buyer and the Supplier.
4.3 Users are hereby made aware that there may be risks of dealing with people acting under false pretenses. Freshlycofe has very strict systems in selecting reliable suppliers. Freshlycofe cannot control and is not liable to or responsible for the availability of the products or services offered for sale displayed on the Site. Therefore Freshlycofe will not and cannot warrant to the Buyers that the purchase orders placed through the Site will be eventually fulfilled and there are situations that the Suppliers may have ceased to provide such products or provide such products at a different price in which situations the payment paid by the Buyer to our PayPal Account will be returned to the Buyers or will be adjusted in such manner acceptable to the Buyers.
4.4 The risks of purchase transactions when using the Site to conduct transactions shall include misrepresentation of products and services, fraudulent schemes, unsatisfactory quality, failure to meet specifications, defective or dangerous products, delay or default in delivery, cost miscalculations and transportation accidents. All of the foregoing risks are hereafter referred to as “Transaction Risks.” All items purchased from Freshlycofe are made pursuant to a shipment contract. This means that the risk of loss and title for such items pass to user upon our delivery to the carrier. But when user submit the issues that may arise as result of or in connection with the transaction risks on the website, we will help user to solve the problem in due course per user’s requirement.
4.5 Users are solely responsible for all of the terms and conditions of the transactions conducted on, through or as a result of use of the Site, including, without limitation, returns, warranties, shipping, insurance, fees, taxes, title, licenses, fines, permits, handling, transportation and storage. In case the terms and conditions of the Transactions have been changed and such change is notified to Freshlycofe by some specific Suppliers, Freshlycofe will post such amended terms of conditions on the Site. The mere obligation of Freshlycofe is to display such terms and conditions of the transactions subject to amendment by the Suppliers from time to time. There may be situations that the Buyers have placed orders while the terms and conditions of the transactions are changed. Freshlycofe will, as instructed by the seller, either contact you for instructions before shipping or cancel your order and notify you of such cancellation.
4.6 Except where noted otherwise, the List Price displayed for products on the Site represents the price suggested by the supplier. The List Price is a comparative price estimate and may or may not represent the prevailing price in every area on any particular day. With respect to items sold on the Site, Freshlycofe cannot confirm the price of an item until you order. Despite our best efforts, a small number of the items in the catalog may be mispriced. In the event that a product is mistakenly listed at an incorrect price or with incorrect specifications, Freshlycofe reserves the right to refuse or cancel any orders placed for product listed incorrectly, whether or not the order has been confirmed and your credit card charged.Freshlycofe will notify you of such cancellation and make necessary compensation to you after friendly consultation with you. In no event shall Freshlycofe be obligated to provide you the merchandise at the incorrect price.
4.7 In the event that any User has a dispute with any party to a transaction, such User agrees to release and indemnify Freshlycofe (and our agents, affiliates, directors, officers and employees) from all claims, demands, actions, proceedings, costs, expenses and damages (including without limitation any actual, special, incidental or consequential damages) arising out of or in connection with such transaction.
4.8 The colors shown on the Site may be influenced by the settings of your computer or your monitor. Accordingly, Freshlycofe makes no guarantees that any actual colors of products or features will be true or accurate.
4.9An order may be canceled for a full refund at any time until the order is shipped.
4.10Please note that there may be certain orders that we are unable to accept and must cancel. We reserve the right, at sole discretion, to refuse or cancel any order for any reason. Some situations that may result in your order being canceled include limitations on quantities available for purchase, inaccuracies or errors in product or pricing information, or problems identified by our credit and fraud avoidance department. We will contact you if all or any portion of your order is canceled.
4.11 Freshlycofe reserves the right to refuse service, terminate accounts, and/or cancel orders in its discretion, including, without limitation, if Freshlycofe believes that customer conduct violates applicable law or is harmful to Freshlycofe’sinterests.
5. Intellectual Property Rights (IPR) Protection Policy
5.1 Freshlycofe respects the intellectual property rights of others, and we expect our users to do the same. Unauthorized use of another party’s materials and trademarks are dealt with severely on our website.Unless otherwise noted, the Site as a whole and materials that are part of the Site (collectively, ‘Contents’) are copyrights, trademarks, or other intellectual property owned, controlled, or licensed by Freshlycofe or its affiliates and may not be used by you for any commercial purpose without Freshlycofe’s written consent.
5.2 Freshlycofe will request each seller to ensure that listing of counterfeits, non-licensed replicas, or unauthorized products such as counterfeit designer garment, watches, handbags, sunglasses or other accessories is strictly prohibited on Freshlycofe, and no products can be displayed on Freshlycofe without the explicit permission from the intellectual property right holder. Branded products are permitted to be displayed on Freshlycofe if a certificate of authorization has been issued by the brand owner.
5.3 Repeat violations of our IPR policy may result in a range of actions, including Removal of listing(s). The following actions are used as a deterrent against infringement of IPR:
- Voluntary review and removal of listings that appear to offer counterfeit, non-licensed replicas or unauthorized items
- Prompt removal of listing(s) when an intellectual property infringement claim is filed by the trademark holder against any seller who are the suppliers of such listed products;
- Written notification with appropriate reason(s) given to sellers who have their product(s) removed on Freshlycofe for suspicion of infringing the IPR of others
- Written notification to sellers whose products are claimed to infringe on other’s IPR. Parties involved will have equal opportunities to respond to such charges.
- Termination, when appropriate, of the listings of the sellers who are repeat offenders
With thousands of Users trading on Freshlycofe each day, we expect each and every seller to behave responsibly. We request those who assert claims of infringement to stand behind their claims. By submitting a report of alleged infringement to Freshlycofe, you agree to indemnify Freshlycofe against claims or damages arising from the removal of the listing.
5.4 How to report an alleged IPR infringement to Freshlycofe:
- If you have a good faith belief that a listing on the Site infringes your copyright, trademark, patent or other intellectual property rights, you may download and fill in Freshlycofe’s Notice of Claimed IPR Infringement Form and report it to us at [email protected]. The completed Notice should specifically identify the seller and each and every link which is claimed to be infringing your rights (specific URL). The complainant must upload the following materials as the attachment for qualification verification:
- rights proof
According to the rights asserted, please provide rights proof, such as patent registration certificate, trademark registration certificate and copyright registration certificate, etc. (note: registration certificate of the intellectual property rights should be provided; application advice / acknowledgement is insufficient rights proof)
- identification proof
Individual: ID card, passport and other identification proof documents
Enterprise: business license and other industrial and commercial registration documents
- rights-holder authorization proof
If the complainant is not the rights-holder, he must produce authorization or agency certificate duly signed or sealed by the rights-holder.
- Upon receipt of the aforesaid Notice and other information, we will promptly evaluate your complaint, and in cases where it is appropriate, we will expeditiously take down the listing referred to in your claim.
- We will notify the seller in writing of the removal of the claimed infringing product listing and provide the seller with your contact information so that the seller may contact you directly and with an opportunity to respond.
- If the seller objects to the removal of the alleged infringing product listing, the seller may submit to us an appropriate counter-notice to dispute the claim. Upon receipt of such counter-notice, we may resume the seller’s listing unless we receive notice from you that an action has been filed against the member in a court of competent jurisdiction for infringement of your intellectual property rights.
If you need to send us paper documents, please send the related products and paper documents to the following address: Room NO..404, 4F/L, BlockB，JingyiSci-tech mansion，No.9, the East Big Bell Temple Road，Haidian District, Beijing Municipality，PRC. So that Freshlycofe can receive and dispose them in time. Please note that this is the only legal address on Freshlycofe that deals with product infringement.
6. Limitation of Liability
6.1 To the maximum extent permitted by law, the features and services on the site are provided on an “as is” and “as available” basis, and Freshlycofe hereby expressly disclaims any and all warranties, express or implied, including but not limited to any warranties of condition, quality, durability, performance, accuracy, reliability, merchantability or fitness for a particular purpose. All such warranties, representations, conditions, undertakings and terms are hereby excluded.
6.2 TO THE MAXIMUM EXTENT PERMITTED BY LAW, Freshlycofe MAKES NO REPRESENTATIONS OR WARRANTIES ABOUT THE VALIDITY, ACCURACY, CORRECTNESS, RELIABILITY, QUALITY, STABILITY, COMPLETENESS OR CURRENTNESS OF ANY INFORMATION PROVIDED ON OR THROUGH THE SITE, Freshlycofe DOES NOT REPRESENT OR WARRANTY THAT THE MANUFACTURE, IMPORTATION, EXPORT, DISTRIBUTION, OFFER, DISPLAY, PURCHASE, SALE AND/OR USE OF PRODUCTS OR SERVICES OFFERED OR DISPLAYED ON THE SITE DOES NOT VIOLATE ANY THIRD PARTY RIGHTS; AND Freshlycofe MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND CONCERNING ANY PRODUCT OR SERVICE OFFERED OR DISPLAYED ON THE SITE.
6.3 Any material downloaded or otherwise obtained through the Site is done at each User’s sole discretion and risk and each User is solely responsible for any damage to its computer system or loss of data that results from the download of any such material. No advice or information, whether oral or written, obtained by any User from Freshlycofe or through or from the Site shall create any warranty not expressly stated herein.
6.4 Under no circumstances shall Freshlycofe be held liable for any delay or failure or disruption of the content or services delivered through the Site resulting directly or indirectly from acts of nature, forces or causes beyond its reasonable control, including without limitation, Internet failures, computer, telecommunications or any other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, flood, storms, explosions, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals or non-performance of third parties.
6.5 Each User hereby agrees to indemnify and save Freshlycofe, its affiliates, directors, officers and employees harmless, from any and all losses, claims, liabilities (including legal costs on a full indemnity basis) which may arise from such User’s use of the Site (including but not limited to the display of such User’s information on the Site) or from its breach of any of the terms and conditions of this Agreement. Each User hereby further agrees to indemnify and save Freshlycofe, its affiliates, directors, officers and employees harmless, from any and all losses, claims, liabilities (including legal costs on a full indemnity basis) which may arise from User’s breach of any representations and warranties made by User to Freshlycofe. Each User hereby further agrees to indemnify and save Freshlycofe, its affiliates, directors, officers and employees harmless, from any and all losses, claims, liabilities (including legal costs on a full indemnity basis) which may arise, directly or indirectly, as a result of any claims asserted by Third Party Rights claimants or other third parties relating to products offered or displayed on the Site. Each User hereby further agrees that Freshlycofe is not responsible and shall have no liability to it, for any material posted by others; including defamatory, offensive or illicit material and that the risk of damages from such material rests entirely with each User. Freshlycofe reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you shall cooperate with Freshlycofe in asserting any available defenses.
6.6 Freshlycofe shall not be liable for any special, direct, indirect, punitive, incidental or consequential damages or any damages whatsoever (including but not limited to damages for loss of profits or savings, business interruption, loss of information), whether in contract, negligence, tort or otherwise or any other damages resulting from any of the following:
- the use or the inability to use the Site;
- any defect in goods, samples, data, information or services purchased or obtained from a User or a third-party service provider through the Site;
- violation of Third Party Rights or claims or demands that Users’ manufacture, importation, export, distribution, offer, display, purchase, sale and/or use of products or services offered or displayed on the Site may violate or may be asserted to violate Third Party Rights; or claims by any party that they are entitled to defense or indemnification in relation to assertions of rights, demands or claims by Third Party Rights claimants;
- unauthorized access by third parties to data or private information of any User;
- statements or conduct of any User of the Site; or
- any matters relating to Premium Services however arising, including negligence.
6.7 Notwithstanding any of the foregoing provisions, the aggregate liability of Freshlycofe, its employees, agents, affiliates, representatives or anyone acting on its behalf with respect to each User for all claims arising from the use of the Site or the Freshlycofe service shall be limited to the greater of (a) the amount of fees the User pays to Freshlycofe or its affiliates in the 12 months period prior to the action giving rise to liability and (b) HK$100. The preceding sentence shall not preclude the requirement by the User to prove actual damages. All claims arising from the use of the Site or the Freshlycofe service must be filed within one (1) year from the date the cause of action arose.
7. Intellectual Property Rights
7.1 Freshlycofe is the sole owner or lawful licensee of all the rights to the Site and the Freshlycofe Content. The Site and Freshlycofe Content embody trade secrets and intellectual property rights protected under worldwide copyright and other laws. All title, ownership and intellectual property rights in the Site and Freshlycofe Content shall remain with Freshlycofe, its affiliates or licensors of the Freshlycofe Content, as the case may be. All rights not otherwise claimed under this Agreement or by Freshlycofe are hereby reserved.
7.2 “Freshlycofe” and related icons and logos are registered trademarks or trademarks or service marks of Freshlycofe, in various jurisdictions and are protected under applicable copyright, trademark and other proprietary rights laws. The unauthorized copying, modification, use or publication of these marks is strictly prohibited.
8. User-Generated Content
Freshlycofe offers interactive features that allow users to submit content to the Site. Freshlycofe does not and cannot review all such content, and is not responsible for such content.
You acknowledge that by providing the ability to view and distribute user-generated content on the Site, Freshlycofe is merely acting as a passive conduit for such distribution and is not undertaking any obligation or liability related thereto. By submitting any user-generated content, you represent and warrant that: (a) you are the sole creator and/or author of any such content including any intellectual property rights therein, or before posting, you obtained from the copyright owner the right to use and authorize Freshlycofe to use; (b) you hereby waive any moral rights you may have in such user-generated content; (c) and all such content is true and accurate; and (d) you are the person appearing in any photograph or content uploaded. In any event, Freshlycofe reserves the right to block or remove communications or materials that it determines to be unacceptable to Freshlycofe in its sole discretion.
By submitting any user-generated content, you hereby grant Freshlycofe (1) a perpetual, irrevocable, royalty-free, transferable right and license to use, copy, modify, delete in its entirety, adapt, publish, translate, create derivative works from, and/or sell and/or distribute such content and/or incorporate such content into any form, medium, or technology throughout the world without compensation to you; and (2) the rights to publicity to use your name and/or likeness. If you are between the ages of 13 and 17 (i.e., not yet 18), you represent and warrant that you have your parents’ permission to make such grants. All content that you submit may be used at Freshlycofe’s sole discretion without any obligation of confidentiality.
Harassment in any manner or form on the Site, including via email, chat, or by use of obscene or abusive language, is strictly forbidden. Impersonation of others, including a Freshlycofe employee, host, or representative, as well as other members or visitors on the Site is prohibited. You may not upload to, distribute, or otherwise publish through the Site any content which is false, misleading, inaccurate, libelous, defamatory, obscene, threatening, invasive of privacy or publicity rights, abusive, illegal, or otherwise objectionable in a manner in which may constitute or encourage a criminal offense, violate the rights (including intellectual property rights or rights of publicity or privacy) of any party, or which may otherwise give rise to liability or violate any law.
9. Electronic Communications
When you visit this Site, send emails to Freshlycofe, or when we post notices on our site or services or communicate with you via email, you are communicating with us electronically. By accessing and using the Site, you consent to receive communications from us electronically. You agree that all notices, disclosures, agreements, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. Your consent to receive communications and do business electronically, and our agreement to do so, applies to all of your interactions and transactions with Freshlycofe.
We may also use your email address to send you other messages, such as changes to features of our service, newsletters, and additional email messages about our products, services, contests, and promotions that we feel may be of interest to you. If you no longer wish to receive these types of promotional communications from us, you may select the unsubscribe link which is present in each email. Opting out may prevent you from receiving email messages regarding special offers, improvements, or other updates.
10. Virtual Points
Points and other forms of virtual currency provided to you by Freshlycofe or its partners for use on Freshlycofe may not be combined with points belonging to others. Points do not constitute property and you do not have a vested property right or interest in the Points. Points may expire after a period set forth by Freshlycofe from the date of issuance, unless otherwise stated by us. We reserve the right at any time in our discretion, and without prior notice, to discontinue the Points program or to add or change Points program rules, terms or conditions, including changing expiration periods or Points values for existing or future programs.
11.2 If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced.
11.3 Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section.
11.4 Freshlycofe’s failure to enforce any right or failure to act with respect to any breach by a User under this Agreement will not waive that right nor waives Freshlycofe’s right to act with respect with subsequent or similar breaches.
11.5 Freshlycofe shall have the right to assign this Agreement (including all of its rights, titles, benefits, interests, and obligations and duties in this Agreement). The User may not assign, in whole or part, this Agreement to any person or entity.
11.6 This Agreement shall be governed by the laws of the Hong Kong Special Administrative Region (“Hong Kong”) without regard to its conflict of law provisions. The parties to this Agreement hereby submit to the exclusive jurisdiction of the courts of Hong Kong.
11.7 If there is any conflict between the English version and another language version of this Agreement, the English language version shall prevail.