Merchant Services Agreement
Welcome to the Online Service Website. Please Carefully Read the Merchant Service Agreement.
These Terms govern and restrict your use and access to the platform as a seller. They apply exclusively to you (hereinafter referred to as the "Seller" or "Merchant") and the Online Service Company (collectively referred to as the "Online Service," "Platform," or "Company").
By registering for and using the services provided by the platform, you agree to be bound by these Terms, the platform's policies, and all provisions available on the official website.
The original language of these Terms is English. In case of any discrepancies, the English version shall prevail regarding the description of related rights and obligations.
【Contractual Actions】By clicking to confirm and sign this Agreement online, you acknowledge that you have thoroughly read, understood, and agreed to all the terms of this Agreement. This Agreement constitutes a legally binding contract between you and the marketplace.
If you do not agree to any part of this Agreement or cannot fully understand its terms and interpretations, please immediately stop the store creation process!
1:【Service】
A:【Platform】The Online Service provides a platform where sellers can offer quotations to buyers and facilitate transactions between sellers and buyers. To the extent permitted by applicable law, except as specified in these Terms of Use, the platform does not participate in actual transactions between buyers and sellers. Additionally, the platform does not assume any obligation to verify the accuracy, completeness, or legality of the content posted by sellers.
As the provider of quotations, the seller is responsible for ensuring the legal sale of products or services, accurately describing the content and terms of the products/services, and providing appropriate after-sales service for the listed offers.
B:【Services】The Online Service platform provides the following services in accordance with the regulations:
(1)Public listing services for products/services intended for sale on the internet.
(2)Sales support services for sales channels/products/platforms.
(3)Limited customer service, such as coordinating or responding to merchant inquiries and handling returns.
(4)Assistance with order processing for the seller's store.
(5)The collection, verification, and execution of all sales proceeds.
2:【Order fulfillment and Seller's responsibility】
1:Delivery Timeline: In accordance with the delivery timeline specified in this policy, the seller shall prepare and fulfill the products/services specified in the purchase contract at the address indicated in the relevant order. Orders must be paid within 24 hours; failure to do so will affect the store's credibility, traffic, and the seller's personal credit.
2:During the delivery process, no additional documentation can be requested from the buyer except for the confirmation of the delivery address. If the seller’s actions cause the market to suffer losses, the seller shall be held responsible under this contract and compensate the mall, its affiliates, and the market for the incurred losses. The compensation includes the following:
(a) Reasonable attorney fees, litigation costs, and expenses required to eliminate the impact.
(b) Administrative penalties, judicial judgments, mediation within statutory standards, and other external fines, penalties, or compensations.
(c) Loss of goodwill, reasonable loss of expected profits (such as consumer losses, reduced expenditure, decreased consumption frequency, and reduced store operator profits). The specific amount will be independently and reasonably analyzed by a third party based on big data, and related estimated criteria for loss calculation will be established.
3:【Revenue - Payment】
(一) Payment:The customer agrees to follow the instructions from the online service (or its designated suppliers):
(a) The order will request the service from the customer and will be temporarily held until the service is completed.
(b) Calculation and processing of the customer's payments, refunds, and adjustment of service fees.
(c) Payment of the net amount.
(d) Payments to third parties, including online services, affiliated companies, and/or buyers as a result of platform transactions. The customer agrees and authorizes payments to be made online to the buyer via recognized service providers such as logistics service providers or offline payment channel operators.
(二) Sales Revenue Handling:When the customer receives the service online (or from its designated suppliers), it is considered an agreement to start fulfilling the obligations to the purchaser. The online service (or its designated suppliers) will deduct fees paid to the online service, affiliated companies, or affiliated third parties, as well as any charges arising from order refusals, cancellations, refunds, etc. The customer has the right to make such deductions. Payments represent an unsecured request to the online service. To avoid doubt, funds handled and held on the marketplace are non-interest-bearing.
(三) Late Payment Interest:Without affecting the other rights and remedies available to the online service, if the amount due to the online service is not paid by the due date, the customer shall pay late payment interest to the online service company from the payment date. The interest is calculated daily (2% per day).
4:【Right to receive online services】
A. Online Service Rights:If a customer's actions regarding products/services or on the platform do not comply with these terms, policies, applicable laws, or for reasonable cause, the online service may take the following actions:
(a) Delay or suspend product listings, refuse to list, or remove some or all products.
(b) Cancel or suspend promotions, price adjustments, or business offers.
(c) Reset the store name.
(d) Retain (or designate) funds in the seller's account, which may be used for refunds to eligible buyers, compensations for rebates or discounts provided by the online service, as well as to cover fees, service charges, fines, or levies imposed by relevant authorities.
(e) Allow buyers to cancel orders if the platform or offer becomes unavailable after the transaction has begun.
(f) Require the seller to pay management fees, breach penalties, and fees, service charges, or fines imposed by regulatory authorities.
B. Seller Account Suspension:A seller's account may be immediately disabled, with all unpaid funds retained, under the following circumstances:
(a) Violation of these regulations, policies, or legal obligations related to intellectual property rights.
(b) Selling counterfeit products/services or products/services whose use, distribution, or sale is prohibited by applicable laws.
(c) Violation of applicable laws and regulations.
(d) Gaining a large number of credits or points through improper means.
(e) Illegal use of the platform, services, or business center.
C. Compliance Purposes:To prevent fraud, comply with applicable laws, or for other commercially reasonable reasons, the online service may impose order value or transaction restrictions on the seller's account and/or customer quotes/listings and may inspect or control quotes, inventory, warehouses, or facilities.
D. Third-Party Service Providers:The online service may collaborate with designated third-party service providers or other partners to deliver related services.
E. Business Support or Promotion:The online service may use a review system to allow buyers to evaluate and comment on products/services or seller performance.
These reviews and comments may be publicly posted to support customer listings, transaction processes, and promotional activities.
5:【Seller's representations, warranties and undertakings】
General Commitments:By using the services and tools provided by this company or its affiliated online companies, the customer makes, represents, and warrants the following commitments.
A. Compliance with Laws and Regulations
The customer shall comply with all applicable laws and regulations, including:
- Anti-bribery, anti-corruption, and tax laws related to the customer's activities.
- Responsibility for and payment of all taxes and other fees arising from or related to these terms or buyer contracts.
- Obtaining all necessary rights, licenses, or approvals required to offer, advertise, sell, or distribute quotations on or through the platform.
B. Adherence to Policies
The customer shall comply with this charter, policies, and additional terms, including but not limited to the End User License Agreement.
C. Intellectual Property Protection
The customer shall not infringe on any intellectual property rights.
D. Prohibited Content
The customer shall not submit, display, or publicly disclose any data that violates platform policies.
E. Prohibited Conduct
The customer shall not:
- Engage in any illegal, improper, misleading, false, fraudulent, defamatory, trade-disparaging, or otherwise inappropriate behavior related to the platform, services, or merchants.
- Allow or authorize others to misuse the platform or merchant center in such ways.
F. Store Operations
The customer shall not:
- Open multiple stores on the platform without online service approval.
- Copy or replicate product information from other stores.
G. Unauthorized Automated Activity
The customer shall not:
- Use automated applications or other means to generate unauthorized, duplicate, or invalid clicks, impressions, queries, or other interactions.
H. Illegal or Unethical Activities
The customer shall not:
- Engage in gambling, lotteries, sweepstakes, pyramid schemes, Ponzi schemes, or other illegal, unethical, or anti-social activities.
I. Fraudulent Purchases
The customer shall not:
- Purchase or use goods sold on the platform for illegal purposes or on behalf of another person.
J. Manipulative Transactions
The customer shall not:
- Conduct transactions with the primary purpose of exploiting coupons, codes, or cashback rewards.
- Engage in behavior aimed at accumulating cashback, loyalty points, credit, or turnover sales business, including:
- Reselling or repurchasing their own products/services using online platform subsidies.
- Other fraudulent activities that manipulate the platform's reward system.
K. Unauthorized Access and Interference
The customer shall not:
- Access content or information related to non-customer parties.
- Send unauthorized communications.
- Interfere with the normal operation of the platform and merchant center.
- Transmit viruses, Trojan horses, or other harmful code.
- Bypass detection mechanisms or prevent enforcement of platform security measures.
6:【Personal profile and purchaser information】
A. Use and Processing of Personal Data
The customer commits, represents, and warrants that the use and processing of personal data (especially the personal data of buyers) shall:
1. Be solely for the purpose of implementing this charter or buyer contract and shall not be disclosed to any third party.
2. Comply with the requirements of applicable personal data protection laws and policies.
3. Ensure that this service always meets the applicable personal data protection law requirements.
4. Not involve selling, transferring, licensing, disclosing, leasing, or otherwise using the aforementioned information for commercial activities, nor be used for statistical purposes such as data mining, data compilation, extraction, or transaction analysis.
- Additionally, the customer shall take adequate security measures to ensure the safe storage and maintenance of personal data.
- If required by applicable personal data protection laws, in the event of a personal data incident, the customer agrees to notify this service promptly and accept necessary online inspections conducted by this service.
B. Right to Information
This online service retains all information regarding buyers, orders, and the provision of services, including details on payments, fees, charges, refunds, penalties, and adjustments.
- The customer shall not be required to pay any fees related to the use of such information.
7:【About the shop operating rules】
A. Order Processing Timeline
To ensure smooth logistics and timely shipping, orders must be processed within 24 hours from the time they are generated.
B. Store Closure Policy
If an online store operator intends to close their store, they must have operated the store for at least 30 days before applying for termination of cooperation with the platform. Otherwise, they will bear legal liabilities and face penalty fees.
C. Penalty for Late Order Processing and Shipping
If a store operator fails to process and ship orders on time as per platform regulations, resulting in buyer complaints, they will be subject to a personal penalty ranging from $5000 to $10000.
D. Restrictions on Fund Withdrawal During Repayment
During the repayment period, store operators cannot withdraw funds from the store. Store funds cannot be used as principal repayment.
E. Fund Withdrawal Conditions
If a seller wishes to withdraw funds from the store while there are pending orders, they must first process those orders. Fulfilling buyer orders is the highest priority.
F. Product Display Requirement
During normal business operations, the store manager must ensure that the store has active product listings. If there are no displayed products, the store will be deemed inactive and automatically frozen by the system. The store manager will then be fined between $5000 and $10000.
Note: The store must have at least 20 displayed products.
G. Compliance and Liability
If the store violates platform regulations, the store manager must bear the corresponding penalties. The platform reserves the right to final interpretation of all policies.
8:【Right to terminate online services】
The platform reserves the right to immediately terminate this agreement and restrict access to platform services under any of the following circumstances:
(a) Violation of any provision of these terms, with failure to rectify the breach within 24 hours after receiving notice.
(b) Violation of any applicable laws or policies.
(c) For individuals: Initiating bankruptcy or similar legal proceedings in any jurisdiction.
(d) For companies: Undergoing liquidation, being subject to a court order for the same, or being placed under judicial management or enforcement measures, including asset seizure or sale.
(e) Filing for an arrangement or settlement with creditors, seeking creditor protection from a competent court, or facing business suspension or insolvency threats.
9:【Seller's right to terminate】
If the online service fails to rectify or modify the identified issues within 14 days after receiving your written notice, you have the right to immediately terminate this agreement under the following circumstances:
(a) The online service (or other service personnel within the platform) unreasonably delays more than 30 payments for over 30 days.
(b) Unjustifiably delays the return of store earnings for more than 60 days.
(c) The online service is declared bankrupt by a court or judicial authority, and a liquidation body is appointed.
(d) The online service reaches a general arrangement or settlement with creditors, allowing creditors to seek asset protection from a competent court.
(e) The service disrupts or threatens the operation of your online store.
10:【Termination and notice】
Either party may terminate this agreement unilaterally by providing 14 days' written notice to the other party without giving any reason.
11:【Termination consequence】
After the termination of these terms, you will notify all unfulfilled purchase agreements with buyers via the online platform. If the agreement is terminated for any reason, you are still responsible for fulfilling any pending orders, and the online service (or its designated provider) will continue to fulfill any outstanding payment obligations.
The online service reserves the right to decide whether to complete or cancel any pending services, and you will be required to pay any fees associated with completed services.
12:【Living condition】
If any provisions of these terms, by their nature, are intended to remain in effect after the expiration or termination of the agreement, then those provisions shall continue to remain in effect after such expiration or termination.
Annex I:【Honest Management Commitment】
To build a trustworthy and transparent online consumer environment, maintain a fair and standardized online operation order, and jointly promote the healthy and sustainable development of the e-commerce ecosystem, our store hereby sets forth the following requirements:
1. Do not participate in or establish any advertising organizations that exaggerate transaction credit (transaction credit includes product sales, reviews, DSR scores, etc.).
2. Ensure that all transaction content and transaction credit are truthful and reliable, without any exaggeration or false publicity.
3. Do not disclose, publish, or promote any speculative or illegal information related to transaction credit and actively report such violations.
4. Actively accept supervision from internet users and the mall, strictly adhere to and actively maintain the mall's transaction credit system rules.
5. If our store violates the mall's transaction credit system rules, our store will accept the corresponding measures from the mall and bear the responsibility arising from this.
Our store solemnly promises to adhere to the above commitments, refrain from any form of exaggeration or false publicity about transaction credit, strictly comply with national laws and regulations and the mall's rules, and conduct business activities with honesty, fairness, and compliance.
Annex II:【Compliance commitments for hazardous substances】
In accordance with the "Regulations on the Public Disclosure of Information on Dangerous Goods on the Internet," our store has made clear regulations regarding firearms, ammunition, explosives, highly toxic chemicals, explosive hazardous chemicals, radioactive substances, nuclear materials, controlled devices, and other dangerous goods that may harm personal and property safety. The platform has established anti-sales rules, prohibiting members from disclosing information about and trading these dangerous goods.
Our store is committed to strictly complying with the following safety responsibilities and laws, including but not limited to:
- Anti-Terrorism Law
- Cybersecurity Law
- Advertising Law
- Measures for the Administration of Internet Information Services
- International Cybersecurity Management Measures for Computer Information Networks
- Firearms Control Law
- Private Explosives Safety Management Regulations
- Dangerous Chemicals Safety Management Regulations
- Regulations on the Management of Dangerous Goods Information Disclosure on the Internet
We strictly abide by the information disclosure management regulations and related laws and policy documents, and undertake the following safety responsibilities:
1. We will consciously comply with the current national laws, regulations, and policy documents regarding safety management and dangerous goods management, and actively cooperate with relevant regulatory authorities for safety supervision and law enforcement inspections.
2. We will strictly adhere to the platform's related rules prohibiting the sale of dangerous goods, actively conduct self-inspections of product information, and refrain from publicly disclosing, publishing, or trading dangerous goods. We will follow the platform's management procedures for the information and transactions of dangerous goods.
3. We will not introduce or promote the production methods or illegal uses of dangerous goods or any related illegal activities in the sale of goods that could be used to produce or use dangerous goods.
4. If we detect any illegal or criminal behavior by a buyer during the transaction, we will immediately stop the transaction and report it to the relevant regulatory authorities or platform management departments.
Our store acknowledges the above obligations and makes a safety responsibility commitment. If we fail to fulfill these legal obligations and responsibility commitments, resulting in illegal activities or other damages, we will bear the corresponding legal responsibilities as stipulated by law.