BY USING OR ACCESSING THE SMART-PLANT PLATFORM, YOU ACKNOWLEGE THAT YOU HAVE READ THESE TERMS OF USE (AGGREEMENT), AND THAT YOU ACCEPT AND WILL BE BOUND BY THE AGREEMENT.

• Please be advised that this Agreement does not contain provisions that govern the legal relation or any dispute caused by online transaction between you and other users on the platform. Please read this Agreement carefully and contact Smart-Plant if you have any questions.

1.COPYRIGHT NOTICE.

• Copyright 2014-2016 SinoPES. All Rights Reserved.

• All content included in or made available through any Smart-Plant, such as text, graphics, logos, button icons, images, videos, digital downloads, and data compilations is the property of Smart-Plant or its content suppliers and protected by People's Republic of China and international copyright laws.

2.USING SMART-PLANT

• 2.1
  Your account: If you use any Smart-Plant service, you are responsible for providing accurate and truthful information such as name, address, phone number e-mail address, etc, and for maintaining the confidentiality of your account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account or password. Smart-Plant reserves the right to refuse service, terminate accounts, remove or edit content, or cancel orders in its sole discretion.
• 2.2
  The Platform ("Smart-Plant," "we," "us," and "our") reserves the right to change any of the terms and conditions contained in this Agreement or any policies or guidelines governing the platform or services, at any time and in its sole discretion. Any changes will be effective upon posting of the revisions on the Platform. All notice of changes to this Agreement will be posted on the Platform. Changes to referenced policies and guidelines may be posted without prior notice.
• 2.3
  Right to Regulate & Law Compliance. You acknowledge that Smart-Plant has the right, but no obligation, to monitor the Platform and to disclose any Information necessary to operate the Platform, to protect Smart-Plant, Others, and Smart-Plant's customers, and to comply with legal obligations or governmental requests. Smart-Plant reserves the right to refuse to post or to remove any Information on the Platform, in whole or in part, for any reason. You agree to comply with all governmental laws, statutes, ordinances, and regulations (including unfair competition, anti-discrimination or false advertising) when using Smart-Plant.
• YOUR CONTINUED USE OF THE PLATFORM OR THE SERVICES WILL CONSTITUTE YOUR ACCEPTANCE OF SUCH CHANGES OR MODIFICATIONS.

3.RESTRICTIONS ON USE

• 3.1Posting Conditions

  When posting an item, you agree to comply with Smart-Plant's rules for posting and not to list any item or link or post any related material that:
• • 3.1.1
    infringes any third-party intellectual property rights (including copyright, trademark, patent, and trade secrets) or other proprietary rights (including rights of publicity or privacy);
  • 3.1.2
    constitutes libel or slander or is otherwise defamatory; or
  • 3.1.3
    is counterfeited, illegal, stolen, or fraudulent. It is up to the suppliers to accurately describe the item for sale, and the suppliers use the Platform and the services at their own risk.
  • The platform has the right to take necessary actions including but not limited to modifying the information, and deleting the registration information of the suppliers if the Platform may be at the risk of potential losses, taking relevant legal responsibility for the information of the suppliers, or the suppliers have not logged in for a certain period regulated by the Platform.

• 3.2Purchase Conditions

  When buying an item, you agree to the rules for buyers and that:
• • 3.2.1
    You are responsible for reading the full item listing before making a bid or commitment to buy;
  • 3.2.2
    You enter into a legally binding contract to purchase an item when you commit to buy an item or if you have the winning bid (or your bid is otherwise accepted).

• 3.3Transaction Conditions

  Smart-Plant suppliers have the responsibility and obligation to update the price information and shall bear full responsibility for transaction failures and any loss caused to the Platform or others by information delay or mistakes. Smart-Plant suppliers shall be responsible to offer after-sale services, and the content of the after-sale services shall be subject to relevant order information. Suppliers shall pay for all the expenses generated by after-sale services.
  It will be deemed as serious breach of the agreement that the suppliers deliberately lead the buyers to make transactions off the platform.

4.PRIVACY POLICY

• • Please review our Privacy Policy, which also governs your use of Smart-Plant services, to understand our practices.

5.LIMITED WARRANTY AND DISCLAIMER

• 5.1
  Disclaimer of Warranty: We try to keep our Platform safe, secure, and functioning properly, but we cannot guarantee the continuous operation of or access to our Platform. Bid update and other notification functionality in Smart-Plant applications may not occur in real time. Such functionality is subject to delays beyond Smart-Plant control.
  You agree that you are making use of our Platform at your own risk, and that they are being provided to you on an "AS IS" and "AS AVAILABLE" basis. Accordingly, to the extent permitted by applicable law, we exclude all express or implied warranties, terms and conditions including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, and non-infringement.

• 5.2
  Limitation of Liability: Under no circumstances will Smart-Plant or others be liable or responsible for any direct, indirect, incidental, consequential (including damages from loss of business, lost profits, litigation, or the like), special, exemplary, punitive or other damages, under any legal theory, arising out of or in any way relating to our Platform, or the content, even if advised of the possibility of such damages. Your sole remedy for dissatisfaction with the Platform and/or content is to cease all of your use of the Platform.
  In addition, to the extent permitted by applicable law, we (including our subsidiaries, and affiliates, and our and their officers, directors, agents and employees) are not liable, and you agree not to hold us responsible, for any damages or losses (including, but not limited to, loss of money, goodwill or reputation, profits, or other intangible losses or any special, indirect, or consequential damages).
  You acknowledge that your access to our Platform will not be free of interruptions, that the information herein may contain bugs, errors, technical inaccuracies, problems or other limitations, and that the Platform may be unavailable from time to time. You assume total responsibility and risk for your use of our Platform and site-related services.

6.DISPUTES

• Any dispute or claim relating in any way to your use of any Smart-Plant service, or to any products or services sold or distributed by Smart-Plant or through Smart-Plant.net .com will be settled through friendly negotiation or resolved by binding arbitration, rather than in court. Either Party can submit the dispute to the China International Economic and Trade Arbitration Commission in Beijing according to the rules of arbitration. The language to be used in arbitration proceeding shall be Chinese, and the arbitral award rendered shall be final and binding on both Parties.
  During the process of the arbitration, other parts of the agreement shall still be effective and implemented.

7.MISCELLANEOUS

• 7.1
  Location & Interpretation. The language in this Agreement shall be interpreted as to its fair meaning and not strictly for or against any party.
• 7.2
  Equitable Relief. You acknowledge that any breach by you of the provisions of these Terms of User will cause irreparable damage to Smart-Plant or Others and that a remedy at law will be inadequate. Therefore, in addition to any and all other legal or equitable remedies, Smart-Plant and Others will be entitled to injunctive relief for any breach of this Agreement.
• 7.3
  Complete Integration. This Agreement constitutes the entire agreement between you and Smart-Plant pertaining to the subject matter hereof, and serves as an absolute integration thereof. You agree to review this Agreement prior to any use of the Platform services. This Agreement may be prospectively modified by Smart-Plant, by posting a revised Agreement on the Platform.
• 7.4
  Termination. The Agreement may be terminated by either Party, in its sole and absolute discretion, at any time and for any reason (with or without cause), with or without notice. If the Agreement is terminated, you agree to cease all use of the Platform and, upon request by Smart-Plant, to return all Information in your possession relating to the Platform, and all copies thereof.
• 7.5
  Survival of Certain Provisions. Any and all provisions or obligations contained in this Agreement which by their nature or effect are required or intended to be observed, kept or performed after termination of this Agreement will survive the termination of this Agreement and remain binding upon and for the benefit of the parties, their successors and permitted assignees.
• 7.6
  Waiver. No delay or omission to exercise any right or remedy accruing to Smart-Plant upon any breach or default by you shall constitute a waiver by Smart-Plant of any breach or default.
• 7.7
  Headings. All article or section headings, or exhibit names, are for reference and convenience only and shall not be considered in the interpretation of the Agreement.
• 7.8
  Conflicts. If this Agreement conflicts with a provision of any other contract between you and Smart-Plant relating to the Platform, the provision in such other Agreement shall govern.