条款与细则(3)

BefuBefa MASTER SERVICES AGREEMENT

6. Buying Products on BefuBefa Supply & Sell

6.1. Buying Products:

6.1.1. Quotes. You can use the BefuBefa Supply & Sell to look for goods offered by Product Sellers and to request price quotes and related terms for purchase of the goods ("Quotes").

6.1.2. Representations and warranties. As a Product Buyer, by using the BefuBefa Services you represent and warrant to BefuBefa and to Product Sellers that

(i) if you are a corporation/limited liability company, you are duly organized, validly existing under the laws of the jurisdiction where you registered;

(ii) you have all requisite right, power, and authority to abide by the terms and conditions, and to perform your obligations and grant the rights, licenses hereunder;

(iii) you, your subcontractors, agents, and suppliers, will comply with all applicable laws (including but not limited to procuring, maintaining applicable tax registrations, and reselling) in your performance of your obligations;

(iv) products you acquire on the BefuBefa Supply & Sell or through BefuBefa Services will be for resale purposes only;

(v) if the BefuBefa Supply & Sell encounters penalties due to your actions, you shall bear all the losses of the BefuBefa Supply & Sell.

6.2. Accepting Quotes:

6.2.1. Orders. When you accept a Quote, we create an “ Order ” on your behalf which is a legally binding sales agreement between you and the Product Seller who provided that Quote. The ownership of the product shall be transferred to you once the Order is created. Product Sellers, not BefuBefa, are solely responsible for fulfilling the Orders. You acknowledge that the Seller may engage BefuBefa or other third-party service providers in fulfilling and shipping the Order, but Product Sellers are solely responsible for fulfilling and shipping the order. The identity of the Product Seller will be clearly marked on the Quote. As a Buyer, you agree to accept any terms, conditions, rules, and restrictions associated with such goods that are imposed by the Product Seller. You acknowledge and agree that you, and not BefuBefa, will be responsible for performing the Buyer's obligations of the Order and any other contracts with Sellers.

6.2.2. Grace Period. From time to time to improve the usability of the BefuBefa Supply & Sell, and in our absolute discretion, we may set a grace period of a specified duration (for example, 24 hours) after an Order is made ("Grace Period"), during which either you or the Product Seller may cancel the Order for any reason, and in the event of such a cancellation, you and the Product Seller will have no further responsibility to one another for the canceled Order. If a Grace Period applies, we will state this clearly at the time that the Order is made.

6.3. BefuBefa is Not the Seller. We help you find Quotes from Product Sellers, but we are not a Seller and we do not sell goods. We do not endorse any Sellers, and we do not in any way supervise, direct or control a Seller's performance of selling goods, nor do we warrant that any Seller will meet your expectations in the quality of the goods. We are not obliged to conduct background checks on any Product Seller, but we might do so on a discretionary basis. In order to assist you, we may publish reviews of Products Sellers or the particular Sellers from time to time, but we do not guarantee the accuracy of any reviews and warn you that reviews can be misleading. Your access to and use of the BefuBefa Services is at your own risk and we encourage you to do your own research and due diligence on any Seller with which you may engage through an Order, just like you would if you found a Seller outside of the BefuBefa Supply & Sell. We do act as collection agent for Sellers so if you have purchased goods from a Product Seller, BefuBefa will have been authorized by the Product Seller to collect payment.

6.4. Disputes with Product Sellers. We encourage you to communicate directly with Product Sellers regarding any Orders that you make. If you have any concerns about any Order, you should try to resolve your concerns directly with the Product Seller in question. If you are not able to resolve your concerns with the relevant Seller, you can make a formal complaint to us and we will address such complaint as we consider appropriate under the circumstances. If the product are lost, damaged or the delivery of which was delayed, you may request for BefuBefa 's assistance in filing reimbursement claims to the relevant product sellers or third parties, provided that you should (i) furnish all such information and documents as may be required for such claims; (ii) notify BefuBefa of your intention to file such claim and provide all such required information and documents with 30 days after the actual delivery date, or scheduled delivery date om cases of lost products and delayed delivery. By using BefuBefa Supply & Sell, you agree that any legal remedy or liability that you seek to obtain for actions or omissions of Product Sellers or other third parties will be limited to a claim against the particular Product Sellers or third parties only, and you agree not to attempt to impose liability on BefuBefa, or seek any legal remedy from us with respect to such actions or omissions. In no event shall BefuBefa be responsible for any infringement or transaction dispute, including, but not limited to, transaction disputes about quality, safety, breach of warranty, lawfulness or availability of the products or services and the payment from Product Sellers, as well as any intellectual property infringement by Product Sellers.

6.5. Buyer Payment Terms:

6.5.1. BefuBefa as Payment Agent. You agree to pay the Product Seller for the Products and the logistic service fees associated with an Order. We act as the payment agent of the Product Seller (also known as agent of the payee). This means that we collect money from you on behalf of the Product Seller, which we then pass on to the Product Seller. At our discretion, we may request in respect of a particular Order that you pay the Product Seller directly, but any such Order remains an Order made through the BefuBefa Supply & Sell . We have our own policies and practices as to how and where we collect money from you and how we pass that money on to the Product Seller. The terms of the payment policy applying to your Order will be presented to you at the time of making the Order and there may be further guidelines published from time to time in the Product Seller's SOP and Buyers Terms and Conditions. When your "Current Period Ending Balance" is negative, if you fail to pay the due amount within the agreed period, the BefuBefa Supply & Sell has the right deduct the corresponding amount directly from your “ Account Balance ”on the agreed payment date.

6.5.2. Quotes: You agree to pay the amounts presented to you in a Quote for an Order you make with a Product Seller, and any other amounts that you owe to the Product Seller in connection with an Order, including the logistics service fees in respect of the Order. You also agree to provide any documentation reasonably requested by a Product Seller for the purposes of your Order and you are responsible for the accuracy and timely submission of such documentation to the Product Seller, whether that occurs through the BefuBefa Supply & Sell or otherwise. We will use reasonable efforts to ensure that Quotes displayed on the BefuBefa Supply & Sell are all-inclusive. However, as we have already explained, each Product Seller has its own terms and conditions of sale which will apply to any Order you make with that Product Seller, and you may be charged an amount that is additional to the amount of the Quote in certain circumstances. Similarly, most Product Sellers will disclaim liability for delays caused by force majeure events including weather and strikes.

6.5.3. Tax. Value added tax and/or sales tax (if applicable) are only included if they are specifically listed in the fee breakdown of an Order.

6.5.4. Changes to Payment Policies. In our continued effort to improve the BefuBefa Services, we reserve the right to make changes to our payment policies and practices at any time, for any reason and without advance notice to you. We will always make the current payment policy and practice clear at the time of making an Order. We may sometimes at our discretion offer different payment options such as the ability to pay in different currencies or through different payment mechanisms. We may also offer certain Product Buyers credit to make a payment at a later date. We reserve the right to charge extra fees for these arrangements ("Processing Fees") and if you select these services, your payment obligation with respect to such Processing Fees is directly to BefuBefa and you agree to pay these Processing Fees to BefuBefa.

6.5.5. For completed orders, you may raise any dissent to BefuBefa Supply & Sell within 90 days from the date of completion of the order, or if there is an RMA ( Return Material Authorization ) , you may raise any objection to BefuBefa Supply & Sell within 90 days from the date of completion of the RMA. BefuBefa Supply & Sell will not entertain any objections after this period. The BefuBefa Supply & Sell will make a judgement by combining the evidence submitted by both parties. You hereby acknowledge BefuBefa Supply & Sell's judgment and agree to perform the relevant matters in accordance with the results of BefuBefa Supply & Sell's judgment. However, BefuBefa Supply & Sell's judgement is based on general public perception only and does not assume any legal responsibility