Trading Service Agreement
Welcome to ShipParts.com's service (the "Service"). This Service Agreement (the "Agreement") as an appendix of Registration Agreement and User Agreement is binding to the User (“Buyer” or “Seller”) and Shanghai Support-Sailing Trading Co., Ltd (referred to throughout this Agreement as "ShipParts.com"). ShipParts.com offers you access to Service through the platform identified by the uniform resource locator www.ShipParts.com (the "Site") under the following terms and conditions of this Service Agreement.
Use of the Service indicates that you accept the terms and conditions set forth below. This agreement will not take effect until you have activated your account.
ShipParts.com may amend this Agreement at any time by posting an amended Agreement on the Site. The amended Agreement shall be effective immediately upon posting. Posting by ShipParts.com of the amended Agreement and your continued use of the Service shall be deemed to be acceptance of the amended Agreement.
1. Purpose of ShipParts.com
ShipParts.com provides an online platform Service allowing you to conduct online transactions for maritime & offshore related products or services subject to the terms of this Agreement.
2. Eligible to use the Service
The Service is limited to parties that lawfully can enter into and form contract under applicable laws. For example, minors are not allowed to use Service. ShipParts.com may validate your information at any time. You shall reasonably cooperate with any such verification efforts, including but not limited to providing to ShipParts.com upon request government or legal documents that confirm your identity.
You represent and warrant that: (a) if you are an enterprise, you are validly existing and in good standing under the laws of the country in which your enterprise is registered; (b) you have all requisite right, power and authority to enter into sales contract and perform your obligation hereunder; and (c) any information provided or made available by you or your affiliates to ShipParts.com is at all times accurate and complete.
ShipParts.com shall at all times have the right, at sole discretion, to suspend, cancel your account and access to the Site, or otherwise preclude you from using the Site or the Service according to the Registration Agreement and Service Agreement. If your account is suspended, restricted, or canceled, you may not continue using the ShipParts.com service or Site under a different or new account.
3. Role of ShipParts.com
ShipParts.com only provides a platform for third party Sellers and Buyers to negotiate and complete transactions. ShipParts.com is not involved in the actual transaction between Seller and Buyer. When the Buyer releases a purchase order to Seller(s), Seller agrees and intends that by doing so, Buyer is entering into a binding agreement directly with that Seller. User understands and agrees that User’s correspondence or business dealings with other third parties found on or through the platform, including payment and delivery of products or services, and other terms, conditions, warranties or representations associated with such dealings, are solely between user and other third parties. User agrees that ShipParts.com shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealing.
User agrees to use good judgment when posting information, comments, feedback or other content regarding ShipParts.com, or another user anywhere within the platform. User may be held legally responsible for damages suffered by other user or ShipParts.com or any third party because of unauthorized actions or defamatory comments, remarks or other illegal information or content posted to the platform.
It is possible other Users provide information that may be offensive, harmful, or inaccurate, and in some cases may have the wrong description or fraudulent identification. Please exercise your judgement and do not be influenced by them.
Without permission, it is forbidden to use automatic systems or software to extract data from ShipParts.com for commercial purposes (including screen shots, automatic data capture or any other means).
4. Warranty Disclaimer
ShipParts.com makes no express or implied representations or warranties with regard to ShipParts.com’s products, services, resources, the platform, any activities or items related to this agreement, or business or purchases made with the assistance of ShipParts.com, all of which are provided “as is.” ShipParts.com disclaims all express or implied representations and warranties including, but not limited to, the warranties of merchant-ability, fitness for a particular purpose, and non-infringement. In addition, Buyer agrees that no advice or information (oral or written) obtained by User from ShipParts.com shall create any warranty of any kind not expressly made herein.
ShipParts.com makes no representations or warranties of any kind concerning other Users or their work, including but not limited to representations or warranties concerning the safety of projects or Users’ capabilities, honesty, reliability, trustworthiness, or abilities to pay. Without limiting the generality of the foregoing, ShipParts.com does not warrant or represent that your use of the platform or interactions with other Users, or projects will be safe.
You understand and agree that ShipParts.com does not assume, and expressly disclaims, any responsibility or liability for any damages to, or viruses or other malware that may infect, your equipment or other property on account of your access to or use of the platform. You further understand and agree that ShipParts.com does not assume and expressly disclaims any responsibility or liability for any damage or harm that any project causes to any property or person.
5. Limitation of Liabilities
In no event shall ShipParts.com, or its subsidiaries, parents, officers, directors, employees, agents, consultants, contractors, or suppliers be liable for any damages whatsoever, whether direct, indirect, general, special, compensatory, consequential, or incidental, arising out of or relating to the Service.
Notwithstanding the foregoing, to the extent ShipParts.com is ever determined to be liable to you, whether in contract, tort (including negligence), strict liability, or otherwise, even if ShipParts.com is advised of the possibility of such costs or damages, and even if the limited remedies provided herein fail of their essential purpose, in no event shall ShipParts.com be liable to you, and you waive any right to seek compensation from consequential or special damages.
Buyer agrees to indemnify and hold ShipParts.com and ShipParts.com’s parents, subsidiaries, affiliates, officers, directors, consultants, suppliers, contractors, agents and employees harmless from any loss, expense, and damage, including but not limited to reasonable attorneys’ fees, arising out of or relating in any way to any claim or demand made, asserted, or threatened by any other person or entity and that arises out of or relates to Buyer’s conduct or failure to act, Buyer’s use of the Services, or Buyer’s use of the platform, including but not limited to claims or demands relating to Buyer’s breach of this Agreement, failure to pay in accordance with the purchase order, violation or alleged violation of others’ intellectual property rights, violation or alleged violation of any other rights of another, and violation or alleged violation of any law or regulation.
7. Force Majeure
The Site can't operate normally due to the following force majeure factors, ShipParts.com will not be liable for any damages:
7.1 The announced system downtime, overhaul, upgrade and maintenance;
7.2 The telecommunication equipment which the Site depends on fails to transmit data;
7.3 Due to force majeure factors such as typhoon, earthquake, tsunami, flood, power failure, war, terrorist attack, etc., the system of the Site is blocked from operation;
7.4 Service interruption or delay caused by hacker attack, technical adjustment or failure of telecommunication department, website upgrade, problems of other third parties, etc.
8.1 Headings used in the Agreement are for reference purposes only and in no way define or limit the scope of the section.
8.2 If any provision of this Agreement is held to be unenforceable for any reason, such provision shall be deleted or reformed to the extent necessary to make it enforceable and the other terms of this Agreement shall remain in full force and effect.
8.3 Any dispute arising out of or related to this Agreement or your use of this platform must be submitted to the Shanghai international Economic and Trade Arbitration Commission for arbitration which shall be conducted in accordance with the Commission’s arbitration rules in effect at the time of the application for arbitration. The arbitral award shall be final and binding upon both parties.
8.4 This Agreement shall be governed by and construed under the laws of HongKong (The Government of the Hong Kong Special Administrative Region of the People's Republic of China.) without regard to conflict of law provisions.