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  • “TERMS OF SERVICE” BY FACTORYHOOD

    “TERMS OF SERVICE” BY FACTORYHOOD OVERVIEW The Factoryhood platform/website, operated by Factoryhood Co., Ltd. and Factoryhood AB, provides a total B2B business solution to the chemical industry in Europe and China with the concept of connecting the two largest chemical markets via modern railway system. The FACTORYHOOD platform/website may only be used by professional suppliers and buyers of chemical products/traders (collectively “Users” and individually an “User”). All Users may use the FACTORYHOOD online e-commerce platform free of charge, but strictly through different Authorized Representatives to supply chemical products (referred to as a “Supplier”) or to buy chemical products (referred to as a “Buyer”). Private consumers in the sense will not be admitted to be user of the FACTORYHOOD platform/website. Throughout the platform/website and here in this agreement, the terms “we”, “us” and “our” refer to FACTORYHOOD or FACTORYHOOD PLATFORM. All business solutions offered on this platform by FACTORYHOOD, including all information, tools and services available from this platform/website to you, are conditioned upon your acceptance of all terms, conditions, policies, updates and notices set forth here. Please read these terms of service carefully before accessing or using our platform/website. By accessing, registering or using any part of our platform/website you agree to be bound by these terms of service. If you do not agree to all or any part of the terms and conditions in this agreement, then you shall not access the platform/website or use any of our services. SECTION 1 - ADMINISTRATION AND REGISTRATION Due to the nature of the e-commerce platform/website and the quality and reliability of the FACTORYHOOD market place, the following requirements have to be met to be eligible for registration as a User on the FACTORYHOOD platform: 1) Registered company; 2) Valid VAT/GST/TAX number; By completing the registration, the User submits a request to FACTORYHOOD for entering into an agreement for the use of the FACTORYHOOD platform, which is exclusively based on the terms of use in this agreement; FACTORYHOOD may accept or reject such request by the User in its sole discretion, any terms and conditions of the User are rejected and shall not be applicable. Upon registration, we may subject the User to the following verifications and checks, which may be carried out via external service providers; These verifications and checks are subject to change from time to time, including the introduction of additional checks. 1) Verification of tax numbers, business registration and addresses; 2) Blacklist check with a view to requirements under applicable trade legislation regarding economic sanctions, money laundering, etc.; 3) Credit check; Notwithstanding the efforts above, the User represents and warrants and shall be solely responsible that any information and data provided in the course of registration is true, accurate and complete. FACTORYHOOD shall not be obliged to review, verify or correct any such information and data. The User shall notify FACTORYHOOD without undue delay of any changes to such information, for admission to the use of the FACTORYHOOD platform. SECTION 2 – GENERAL CONDITIONS By agreeing to these terms of service you warrant that the User is a valid and live business organization with the permission and rights of conducting business in your state, province or country of business registration, and you have given us your consent and acceptance to the entire agreement. You shall not use our service/products for any illegal or unauthorized purpose nor shall you in the use of the Service, violate any laws in your business activities with FACTORYHOOD (including but not limited to copyright laws). You must not transmit any worms or viruses or any code of a destructive nature. A breach or violation of any of the terms will result in an immediate termination of your services at your own and full responsibility. We reserve the right, at our sole discretion, to update or replace any part of these terms of service by posting updates and/or new versions on our platform/website at this page. We strongly recommend you and it remains your responsibility to check this page periodically. Your continued use of or access to the platform/website constitutes your full acceptance of those changes. You understand that your information and content published on our platform (not including your bank information) may be transferred unencrypted and involve possible transmissions over various networks. All bank and financial information are always encrypted during transfer over networks. You agree not to reproduce duplicate, copy, transfer, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service or any contact on the platform/website through which the service is provided, unless formal written agreement or permission is obtained from FACTORYHOOD . SECTION 3 – ACCURACY AND COMPLETENESS OF INFORMATION We are not responsible in case any information made available by the Users on this platform/website is not fully accurate, complete or up to date. The material/information published or provided on this platform/website is provided as general business and trade information only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete or more timely sources of information. Factoryhood shall put in its utmost efforts to verify the information and material provided by users on the platform/website to ensure the overall quality and reliability of FACTORYHOOD market place, nevertheless any sole reliance on the material on this platform/website is at your own responsibility and risk. SECTION 4 - PRODUCT REGULATORY COMPLIANCE Suppliers must comply with applicable regulations and legislations on the commercial sale of products containing chemical substances in both China and Europe. Suppliers are required to provide the Material Safety Data Sheet (MSDS) on the Product Display Page on the FACTORYHOOD platform. Technical Data Sheets and other technical information can be provided optionally. Irrespective of the foregoing, FACTORYHOOD is not responsible for ensuring and does not guarantee that the products comply with any regulatory requirements and have all required regulatory registrations. This shall remain the respective Supplier’s sole responsibility. SECTION 5 - COMMUNICATION The User is solely and fully responsible for any of its communication through the FACTORYHOOD platform. Any communication between Users or by FACTORYHOOD to Users shall be deemed received by the respective User upon receipt of such communication through the FACTORYHOOD platform by e-mail, such e-mail by such User in the account specified during registration for the FACTORYHOOD platform. With respect to any communication exchanged between Users over the FACTORYHOOD platform, FACTORYHOOD acts as a messenger only and not as representative or agent of either User. None of the Users has authority to act on behalf or in the name of FACTORYHOOD, nor does FACTORYHOOD act on behalf or in the name of any User. The User consents to the transfer of data and information communicated by such User through the FACTORYHOOD platform. Such data and in particular any data or communication relating to a trade transaction between a Supplier and a Buyer will not be disclosed by FACTORYHOOD to any third party other than the Supplier and Buyer, who are parties to such transaction. SECTION 6 – THIRD PARTY LINKS We may introduce third-party links on our platform/website for information or other purpose out of good intension, those links may direct you to third-party platform/websites that are not affiliated with FACTORYHOOD. We are not responsible for examining or evaluating the content or accuracy of those, and we do not warrant and will not have any liability or responsibility for any other materials, products, or services provided by other any third-party platform/websites. - We are not liable for any harm or damages related to the purchase or use of goods services, resources, content, or any other transactions made in connection with any third-party platform/websites. Please review carefully the third-party's policies and practices and make sure you understand them before you engage in any transaction. Complaints, claims, concerns, or questions regarding third-party products should be directed to the third-party. SECTION 7 - CONFIDENTIALITY Either party shall treat as strictly confidential and not disclose, enable access to or use any information, data, documents or materials in any form (whether written, electronic, graphic, visual, oral or otherwise) and any copies of the foregoing that are provided by either party to the other or which otherwise become accessible or known to a party, including any such materials provided by other Users and including in particular any offer received from a Supplier (in case of a Buyer) and any quote request received from a Buyer (in case of a Supplier) (in each case, “Confidential Information”). Both parties shall use all reasonable endeavors to prevent any access by third parties to such Confidential Information. Confidential Information shall however not include any information which (i) is in the public domain, (ii) subsequently comes into the public domain, except through a disclosure by a party under a breach of any undertaking under these terms of use; or (iii) is or becomes available to either party from a third party, provided that such third party is not in breach of any confidentiality obligation in relation to such information. This SECTION shall not prohibit disclosure or use of any information if and to the extent: (a) The disclosure or use is required by law or any regulatory body, provided that the party so required to disclose Confidential Information shall notify the other party without undue delay and reasonably cooperate with the other party in the defense of such request and/or to obtain assurances as to confidentiality from such body; (b) the disclosure or use is required for the purpose of any judicial proceedings arising out of the agreement between the User and FACTORYHOOD, or the disclosure is made to a tax authority in connection with the tax affairs of the disclosing party; (c) the disclosure is made to professional advisers of either party on terms that such professional advisers undertake to comply with the provisions of this SECTION in respect of such information as if they were a party to the agreement between the User and FACTORYHOOD; or (d) the other party has given prior written approval to the disclosure or use. Notwithstanding the preceding provisions, FACTORYHOOD may use the User’s name and logo as reference in its marketing materials, promotion and advertising of the FACTORYHOOD platform. SECTION 8 - DATA PROTECTION AND PRIVACY FACTORYHOOD processes personal and business data received from the User in compliance with applicable data protection law and the FACTORYHOOD data protection information, which is available at www.factoryhood.com The User shall be solely responsible for ensuring that the transfer of personal and business data of its Authorized Representatives, employees or other individuals to FACTORYHOOD and the processing of such data by FACTORYHOOD (as specified in the FACTORYHOOD data protection information) complies with applicable data protection law. We are committed to protecting and respecting your privacy. For the purpose of the General Data Protection Regulation (“GDPR”), we are the data controller on our platform. This privacy notice sets out the basis on which we will process any personal data or usage information we collect from you, or that you provide to us, in connection with your access to and use of the FACTORYHOOD platform through our website at www.factoryhood.com in your function as authorized representative of your company which is a user of the Platform. We will only process your personal and business data in compliance with the GDPR and the relevant Chinese Data Protection regulations. Please read this privacy notice carefully so that you understand your rights in relation to your personal data, and how we will collect, use and process your personal data. If you do not agree with this privacy notice in general or any part of it, you should not access the Platform. SECTION 9 – PROHIBITED USERS In addition to other prohibitions as set forth in the terms of service you are prohibited from using the platform/website or its content: 1. for any unlawful purpose; 2. to solicit others to perform or participate in any unlawful acts; 3. to violate any international federal, provincial or state regulations, rules, laws, or local ordinances; 4. to infringe upon or violate our intellectual property rights or the intellectual property rights of others; 5. to harass abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; 6. to submit false or misleading information; 7. to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Service or of any related platform/website other platform/websites, or the Internet; 8. to collect or track the personal information of others; 9. to spam phish, pharm, pretext, spider, crawl, or scrape; 10. for any obscene or immoral purpose; or 11. to interfere with or circumvent the security features of the Service or any related our platform/website or any other platform/websites, or the Internet. We reserve the right, at our sole discretion, to update or replace any part of these terms of service by posting updates and / or new versions to our platform/website at this page. We strongly recommend you and it remains your responsibility to check this page periodically for the good sake of your business operation with us. Your continued use of or access to the platform/website constitutes your full acceptance of those changes. SECTION 10 – TERMINATION The obligations and liabilities of the parties incurred prior to the termination date shall survive the termination of this agreement for all purposes. These terms of service are effective unless and until terminated by either you or us. You may terminate these terms of service at any time by notifying us that you no longer wish to use our services or when you cease using our platform/website. If in our sole judgment you fail or we suspect that you have failed, to comply with any term or provision of these terms of service, we also may terminate this agreement at any time without notice and you will remain liable for all amounts due up to and including the date of termination; and / or accordingly may deny you access to our Services ( or any part thereof ). SECTION 11 – DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY The FACTORYHOOD platform is provided “as is” and subject to the current state of technology. FACTORYHOOD does not guarantee the uninterrupted availability of the FACTORYHOOD platform or that it is error free. Availability is subject to interruptions due to maintenance, improvements or security measures, and to unscheduled downtime due to technical problems, external interference with FACTORYHOOD’ systems and disruption of Internet connectivity. FACTORYHOOD reserves the right to limit or suspend access to the FACTORYHOOD platform in its sole discretion if it considers this necessary with a view to maintaining the security, integrity, availability or performance of the FACTORYHOOD platform; The Service and all products and Services delivered to you through the service are (except as expressly stated by us) provided 'as is' and 'as available' for your use, without any representation, warranties or conditions of any kind, either express or implied, including all implied warranties or conditions of merchantability, merchantable quality, fitness for a particular purpose, durability, title, and non-infringement. The User shall indemnify and hold FACTORYHOOD and its affiliates, directors, officers, agents, employees, contractors, suppliers, service providers harmless from and against any injury, loss, claim, or any direct, indirect, incidental, punitive, special, or consequential damages of any kind, including, without limitation lost profits, lost revenue, lost savings, loss of data, replacement costs, or any similar damages, whether based in contract, tort (including negligence), strict liability or otherwise, arising from your use of any of the service or any products procured using the service, or for any other claim related in any way to your use of the service or any product, including, but not limited to, any errors or omissions in any content, or any loss or damage of any kind incurred as a result of the use of the service or any content (or product) posted, transmitted, or otherwise made available via the service, even if advised of their possibility. Because some states or jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such states or jurisdictions, our liability shall be limited to the maximum extent permitted by law. Any further limitation of FACTORYHOOD’ liability based on statutory law, in particular due to the fact that the FACTORYHOOD platform is provided without a charge, shall remain unaffected. For the avoidance of doubt, any claims and disputes arising from or relating to any agreement between a Supplier and a Buyer (including without limitation any claims for supply of products, payment of the purchase price, warranty or liability claims) shall be dealt with and resolved solely by and between the respective Supplier and Buyer. FACTORYHOOD will not act as a mediator or arbitrator or otherwise be involved in any such disputes. SECTION 12 – ENTIRE AGREEMENT These terms of service are effective unless and until terminated by either you or us. You may terminate these terms of service at any time by notifying us that you no longer wish to use our services or when you cease using our platform/website. Any ambiguity in the interpretation of these terms of service shall not be construed against the drafting party. SECTION 13 – GOVERNING LAW This platform/website is operated by us from our offices within People's Republic of China, it can be accessed in China, as well as from other countries around the world. You agree that the administration and the formation, enforcement, termination, execution and dispute resolution of the Terms of Service have to apply to the law of People Republic of China. The Service Contracts between any User and FACTORYHOOD or the International Trade Contracts between the Suppliers and Buyers for the use of the FACTORYHOOD platform and any disputes arising out of or in connection with such Contracts shall be governed by English Law without giving effect to any conflict of law provisions. For the avoidance of doubt, any claims and disputes arising from or relating to any agreement between a Supplier and a Buyer (including without limitation any claims for supply of products, payment of the purchase price, warranty or liability claims) shall be dealt with and resolved solely by and between the respective Supplier and Buyer. FACTORYHOOD will not act as a mediator or arbitrator or otherwise be involved in any such disputes. SECTION 13 – CONTACT INFORMATION Questions about the Terms of Service should be sent to us at info@factoryhood.com .

    Factoryhood 2019-07-12