1. Acceptance of These Terms
1.1 Agreement to these Terms
These Terms of Service (the "Terms") are a legally binding agreement between you (whether personally or on behalf of an organisation, in which case "you" means that organisation) and HK EZEDON CO., LIMITED ("EZEDON", "we", "us" or "our") concerning your access to and use of our website published at hengzhid.com (the "Website") and the HK EZEDON mobile management application for iOS and Android (the "App"), distributed through the Apple App Store and Google Play (together, the "Services"). By creating an account, downloading the App, placing an order or otherwise using the Services, you accept these Terms and our Privacy Policy.
1.2 The documents that form our agreement
These Terms, our Privacy Policy, the specific commercial terms of any order or engagement we accept, and the terms of the Apple App Store or Google Play that apply to your download of the App, together form the entire agreement between us in relation to the Services. If a separate written agreement signed by both parties conflicts with these Terms, that signed agreement prevails — but only in respect of the subject matter it covers.
1.3 If you do not agree
If you do not agree with any part of these Terms, do not create an account, do not download or use the App, and do not place an order. If you use the Services in breach of these Terms, we may suspend or terminate your access as described in Chapter 12.
1.4 Changes we make to these Terms
We may amend these Terms from time to time. The current version is always the one published at hengzhid.com/terms.html, and the version and effective date are shown at the top of this document. Chapter 16 explains how we notify you of material changes.
2. Eligibility and Age Requirements
2.1 Minimum age of 18
You must be at least 18 years of age to create an account, to download and use the App, to place an order, or to enter into any contract with EZEDON. Our services include consulting, agency, wholesale, import and export activity, and they are directed at businesses and at adults who can contract. By confirming that you are 18 or older when you register, you represent that you are legally capable of entering into binding contracts.
2.2 Where the age of majority is higher
In any jurisdiction where the age of majority for contractual purposes is higher than 18, you must meet that higher age to contract with us. Nothing in these Terms excludes or limits any right or remedy you may have under the mandatory consumer protection law of your country of residence, which may apply even where you are below the age at which you could otherwise contract with us.
2.3 Minors and guardian consent
A person below the applicable age of majority may use the Website only in a purely browsing capacity and only with the express permission and supervision of a parent or legal guardian. Where a minor uses the App or places an order with the prior consent of a parent or guardian, that parent or guardian agrees to these Terms on the minor's behalf, confirms that they have authority to do so, and accepts responsibility for the minor's use of the Services. We do not knowingly permit minors to create their own accounts, and we delete accounts and associated data that we learn were created by a minor without authorisation, on written notice to support@hengzhid.com.
2.4 Business accounts and authority to contract
Where you register on behalf of a company, partnership or other legal entity, you confirm that you are duly authorised to act for that entity, that the entity accepts these Terms, and that you have the authority to bind it. The entity is then the contracting party under these Terms, and you remain responsible for the accuracy of the information you submit on its behalf.
2.5 Verification and right to refuse service
We may verify your age, identity, business registration, trading licence, or the ownership of an email address or payment method where we reasonably need to do so — for example to comply with sanctions, export-control or anti-money-laundering obligations, or to establish that an order is genuine. We may refuse to open an account or to accept an order where we are unable to complete verification, and we will explain the reason to the extent we are permitted to do so.
3. Your Account and Use of the App
3.1 Account creation
Some features of the Services — order tracking, inventory views, documents, support history and subscription management — require an account. You register using an email address or a phone number that you own and control, and you agree to provide accurate, current information and to keep it updated. You are responsible for activity carried out under your account, whether or not you carried it out yourself.
3.2 Account credentials
You are responsible for keeping your password and any second factor confidential, for choosing a password that is not reused elsewhere, and for signing out of shared or public devices. You must notify us promptly at support@hengzhid.com if you believe your account has been accessed without your authority. We will reset or suspend credentials where we reasonably suspect compromise.
3.3 Distribution through the App Store and Google Play
The App is distributed to you through the Apple App Store and Google Play. Downloading, installing, updating or removing the App is subject to the terms of the store from which you obtained it, and to the terms of your agreement with that store. Your download of the App grants us a limited, revocable, non-exclusive, non-transferable licence to provide the App to you on the devices you have registered with the applicable store, for as long as you use it in accordance with these Terms.
3.4 The mobile management app
The App is our mobile management application: a single client for all eight of our business lines, giving you access to live orders, inventory levels, supply-chain tracking, the consulting dashboard, investment and project planning views, and wholesale and retail management, together with the documents, quotations and invoices associated with your transactions. The App communicates with our systems over the network; some features require a live connection, and cached content may be out of date until you reconnect.
3.5 Acceptable use of your account
You may not share a single account across multiple users without a written agreement with us, you may not resell access to the Services, and you may not use the Services to store or transmit content that is unlawful, infringing, malicious, or that infringes the privacy of others. You may not attempt to gain unauthorised access to the Services, to probe or test the vulnerability of our systems without our written permission, to scrape or harvest content from the Website at scale, or to circumvent any technical limitation or the ad and privacy controls described in our Privacy Policy.
3.6 Suspension of access
We may temporarily suspend access to an account where we detect a security risk, an unusual pattern of activity, an unresolved payment dispute, or where we are required to do so by law or by a store, an advertiser or a regulatory authority. We will restore access as soon as the cause is resolved and will notify you at support@hengzhid.com.
4. Our Services and Business Scope
4.1 Our registered business scope
EZEDON's registered business scope is: Intelligent technology information consultation, enterprise management advisory, cross-border trade, import and export of goods; wholesale and retail of electronic products, industrial equipment and general merchandise; business agency, marketing promotion and solution planning service. The Services described in these Terms are provided within that scope, and each engagement we accept is performed under a quotation, an order confirmation or a written service agreement that sits alongside these Terms.
4.2 The eight business pillars
Our services are organised into eight business lines. Each line is delivered by the App and by our advisory and trading teams:
- Intelligent Technology Information Consultation — advisory on technology selection, information systems, digital operating models and the practical deployment of technology within trading and manufacturing businesses.
- Enterprise Management Advisory — organisational, financial-process and operational advisory, including governance, workflow and management-reporting design for enterprises operating across markets.
- Cross-Border Trade — the planning and coordination of trade between Hong Kong and overseas markets, including market entry support, counterparties, documentation and logistics coordination.
- Import & Export of Goods — the sourcing, shipment, customs clearance and delivery of goods into and out of Hong Kong, together with the associated documentation and compliance handling.
- Wholesale & Retail — Electronics, Industrial Equipment & General Merchandise — wholesale and retail supply of electronic products, industrial equipment and general merchandise, including stock management, product specification and fulfilment.
- Business Agency — acting as commercial and local agent for principals and counterparties, including representation, negotiation and appointment management within defined territories.
- Marketing Promotion — campaign planning, channel management and promotion execution for our own inventory and, where agreed, for a customer.
- Solution Planning Service — the design of end-to-end solutions combining the lines above, including scope definition, phasing, resourcing, dependency planning and the documentation that supports delivery.
4.3 The mobile management app
The App is the primary delivery vehicle for the eight lines listed above. It provides live order status, inventory visibility, supply-chain tracking, a consulting dashboard for advisory engagements, investment and project planning views, and wholesale and retail management, and it is published on Google Play and the Apple App Store. Features are added, changed and withdrawn as the App evolves; we will not remove a feature you have paid for without giving you the notice described in Chapter 7.
4.4 Advisory and consulting engagements
Where we provide consulting or advisory services, the deliverables, the assumptions, the dependency on information and data you provide, and the fees are set out in the relevant proposal, quotation or service agreement. Unless expressly agreed otherwise, advice is provided for the specific engagement and the period stated in that document, and it is not a substitute for the independent professional advice that your own auditors, lawyers, tax advisers or regulators may require.
4.5 Trading, agency and supply commitments
Where we act as agent, supplier or trading counterparty, our commitment is limited to the goods, services, quantity, specification, price, delivery window and Incoterm stated in the order confirmation or contract. We do not commit to onward performance by a manufacturer, carrier, distributor or agent that we do not control, and we do not warrant the commercial conduct of third parties with whom we deal on your instruction.
4.6 Availability and changes to the Services
We may modify, suspend or discontinue any feature of the Services, including individual App features, where we need to do so for legal, security, regulatory or operational reasons. We will take reasonable steps to avoid unplanned disruption, will give reasonable notice of a material discontinuation that affects a paid feature, and will refund any prepaid, unused portion of a paid feature that we discontinue, pro rata, except where the change results from your breach of these Terms or from a force majeure event.
5. Licence and Acceptable Use
5.1 Licence to use the Services
Subject to your compliance with these Terms and payment of any applicable fees, EZEDON grants you a personal, non-exclusive, non-transferable, revocable, non-sublicensable licence to access and use the Website and the App, and to use the Services for your own internal business purposes, for the term of your account or subscription. This is a licence, not a sale: we retain all right, title and interest in the Services and in all content, software, designs and documentation within them.
5.2 Restrictions
Unless we agree otherwise in writing, you may not:
- copy, publish, distribute, sublicense, lease, rent or otherwise exploit the Services or any part of them, including for resale, sub-tenancy or white-label deployment;
- reverse engineer, decompile, disassemble, or attempt to derive the source code of the App or the Website, except where that restriction is prohibited by applicable law;
- remove, obscure or alter any copyright notice, watermark, trade mark, attribution or proprietary notice in the Services;
- use the Services to build or train a competing product, or to benchmark the Services for publication without our prior written consent;
- use the Services to infringe the intellectual property, privacy or confidentiality rights of any third party, or to distribute malware;
- use the Services in a way that breaches Chapter 14 of these Terms or any applicable law.
5.3 Acceptable use
We operate the Services for legitimate business use. We may block, throttle or terminate access, and report to the relevant authority, where we have reasonable grounds to believe that use is unlawful, infringes the rights of others, attempts to disrupt the Services, or involves the unauthorised trade of restricted, sanctioned or counterfeit goods.
5.4 Feedback and suggestions
If you send us feedback, ideas, feature requests or product suggestions ("Feedback"), you grant us a perpetual, irrevocable, worldwide, royalty-free licence to use, reproduce, modify and incorporate that Feedback into the Services and our business without attribution or compensation. You confirm that you have the right to submit it and that it does not infringe anyone else's rights or contain confidential information belonging to a third party.
5.5 Suspension for breach
Where you materially breach these Terms, we may suspend your access immediately and without notice where the breach is capable of being remedied and continuing the Services would cause us or a third party immediate harm. Otherwise we will give you written notice and a reasonable opportunity to remedy the breach.
6. Intellectual Property
6.1 Our intellectual property
All intellectual property rights in the Website, the App, their source code, object code, architecture, database structure, algorithms, interfaces, screen designs, artwork, icons, mascot designs, documentation, trade names and trade marks, and all content published by us (including news articles, service descriptions and case material), are owned by EZEDON or licensed to us. "HK EZEDON", the EZEDON word mark, the website design and the mascot characters are our trade marks and may not be used without our prior written permission. Nothing in these Terms grants you a right to use our trade marks other than to identify the Services in an accurate, unmodified way.
6.2 Your content and licence back
You retain all right, title and interest in the content you upload to the Services — for example documents you upload for quotation, compliance or customs purposes, and data you enter into the App. You grant us a non-exclusive, worldwide, royalty-free licence to host, copy, transmit, display, process and adapt that content solely to the extent necessary to provide the Services to you, to comply with our legal and regulatory obligations, and to enforce these Terms. We do not use your commercial documents for advertising, and we do not sell them to third parties. We will keep your content confidential and will not disclose it except to the service providers described in our Privacy Policy, to a party you have authorised, or as required by law.
6.3 Feedback and aggregated insights
We may use aggregated, anonymised usage data to improve the Services and to understand how our business lines are used. This does not identify you or any other user, and it is not derived from your commercial documentation.
6.4 Third-party and open-source components
The Services incorporate components licensed from third parties, including advertising and measurement SDKs listed in Chapter 8 of these Terms and in Chapter 9 of our Privacy Policy, and open-source libraries used under their respective licences. Those components remain the property of their respective owners and are provided subject to their own terms, which we do not modify by these Terms.
6.5 Removal of infringing material
If you believe that content published on the Services infringes your intellectual property rights, notify us at support@hengzhid.com with enough information for us to identify the material and your rights. We will review the notice and, where appropriate, remove the material promptly and notify the party who published it.
7. Purchases, Fees, Subscriptions and Refunds
7.1 Paid features
Some features of the App are paid features, and some professional services are chargeable on quotation. Fees, taxes and the scope of what a fee buys are stated in the relevant in-app purchase description, order confirmation or proposal, and are exclusive of any applicable taxes unless expressly stated as inclusive.
7.2 Store policy governs purchases
Paid features purchased inside the App are billed through the Apple App Store or Google Play, whichever store you use. The store acts as the merchant of record and collects the payment. Your purchase is subject to the store's terms, its refund policy and its billing terms in addition to these Terms, and you should read them before you buy. Prices, applicable taxes and any promotional pricing are as displayed by the store at the point of purchase; the store determines the currency in which the charge is made and may apply its own currency conversion.
7.3 Subscriptions and renewal
Subscriptions renew automatically at the end of each billing period unless you cancel before the renewal date. The renewal period and price are shown on the purchase screen before you confirm. Apple and Google provide the mechanism to manage, pause and cancel a subscription in your store account settings, and cancelling there prevents renewal without any further action from us. We will send a reminder before a subscription renews where we have your consent to do so, and we will notify you of any material change to the price of a subscription before the change takes effect.
7.4 Taxes
You are responsible for paying all taxes, duties, levies and charges other than those that we are required by law to include, other than taxes based on our net income. Where we must collect and remit a transaction tax, we will add it at checkout. For cross-border supply of goods, the Incoterm stated in the order confirmation determines which party bears customs duties, import VAT and clearance costs.
7.5 Refunds
Refunds for in-app purchases are handled by the store that took the payment, under that store's refund policy — for example, where a purchase was made by mistake, duplicated, or not received. Requests should be raised first with the store, and we will cooperate with the store and with you by supplying the transaction reference and confirming the entitlement. For professional services and for goods supplied under a signed sales or service agreement, the refund and cancellation terms are those set out in that agreement, which take precedence over this clause. Where you have bought a paid feature directly from us and the feature is defective or materially fails to perform, we will repair or replace it, and where we cannot, we will refund the amount paid for the affected period.
7.6 Changes to pricing
We may change the price of a paid feature or subscription. A price change takes effect from your next renewal, and we will give you reasonable advance notice. If you do not want to accept the new price, cancel before the renewal date and we will not charge it; you may then request a refund of any amount already paid for the period you did not use, subject to the store's refund policy.
7.7 Chargebacks, fraud and disputed transactions
Where you dispute a charge through your bank or card issuer, please tell us first at support@hengzhid.com so that we can try to resolve it directly. We reserve the right to suspend an account where a chargeback arises from an unauthorised transaction and the account holder cannot demonstrate that the purchase was authorised by them.
8. Third-Party Services and Advertising
8.1 Third-party services
The Services link to or integrate with services provided by third parties, including Apple App Store and Google Play for distribution and billing; freight forwarders, customs brokers, banks, insurers and inspection agencies for the fulfilment of trade documents; and third-party service providers for hosting, email, support and analytics. We do not control these parties and we are not responsible for their acts or omissions. Your use of them is governed by their own terms and privacy policies.
8.2 Advertising in the App
The App is supported in part by advertising and integrates third-party advertising SDKs, which may serve app-open ads, rewarded video ads, interstitial ads and banner ads. The networks integrated with the App include Google AdMob, Google Ad Manager, Meta Audience Network, Unity Ads, AppLovin, ironSource (LevelPlay), Vungle/Liftoff, Pangle (TikTok for Business), Mintegral, Chartboost, AdColony, InMobi, Amazon Ads, Digital Turbine, Smaato, Fyber, Ogury, Criteo, Teads, Moloco, PubMatic and Magnite. Chapter 9 of our Privacy Policy sets out what data those SDKs receive, how personalised and non-personalised advertising differ, how Apple App Tracking Transparency and Google's Advertising ID controls apply, and provides each vendor's opt-out link. Advertisements are clearly labelled and are not presented as editorial content. We do not endorse the goods or services of any advertiser, and we are not responsible for the content of an advertisement or for any transaction you enter into with an advertiser.
8.3 Advertising choices
You can decline personalised advertising, reset the advertising identifier, limit ad tracking on your device, or use the vendor opt-out links listed in Chapter 9 of our Privacy Policy. Where you do so, the App serves contextual advertising only. These controls are available to you at any time and their exercise is not a breach of these Terms.
8.4 App store services
Apple and Google provide the App Store and Google Play respectively. Your use of those stores is subject to your agreement with the relevant store, and to the store's own privacy policy and terms, which we do not control. See Chapter 15.
8.5 Links to third-party sites
Where the Website or the App contains a link to a third-party site, we do not endorse the site and we are not responsible for its content, its availability, its security practices or its privacy policy. A link is provided for convenience and does not imply that we have any responsibility for the third party. We are not liable for any loss arising from your use of a third-party site.
9. Disclaimers
9.1 The Services are provided as-is
Except as expressly stated in these Terms or in a signed agreement, the Services are provided "as is" and "as available". We expressly disclaim all implied conditions, terms and warranties, including any implied warranty of merchantability, satisfactory quality, fitness for a particular purpose, non-infringement, title, or that the Services will be uninterrupted, error-free, or free of harmful components. We do not warrant that the Services will meet your specific business objectives, that any particular feature will be available in your jurisdiction, or that the App will function identically on every device or operating system version.
9.2 Accuracy of information
Content on the Website — including news items, market commentary, service descriptions and illustrative case material — is provided for general information. We take care to ensure it is accurate when published, but we do not warrant that it is complete, current, free from error, or suitable for a particular purpose, and we may correct or remove it at any time. Where our business involves cross-border trade, market conditions, tariffs, freight rates and regulatory requirements change frequently and may be wrong at the moment you read them.
9.3 No professional, legal, tax or investment advice
Nothing published on the Website or provided through the App constitutes legal advice, tax advice, accounting advice, investment advice, or a recommendation to enter into any transaction. Our consulting and advisory services are general business services performed under a written scope, and they do not create a fiduciary or professional adviser relationship with you unless expressly stated in the relevant engagement document. You should take your own advice on the legal, regulatory, tax and financial consequences of any transaction before entering into it.
9.4 Availability and maintenance
We may change, suspend or withdraw any part of the Services, and we may perform scheduled or emergency maintenance. We do not guarantee a minimum level of availability and we are not liable for any failure caused by circumstances outside our reasonable control, including force majeure events under Chapter 14.
9.5 Third-party content
Content provided by advertisers, counterparties, publishers, freight partners or other third parties is not endorsed by us. We do not warrant the accuracy, completeness, legality or fitness of third-party content, and we do not control how third parties use the information you provide to them. You assess third-party content and act at your own risk.
9.6 Your legal and compliance responsibilities
You are responsible for complying with the laws that apply to your business and to your use of the Services, including import and export controls, sanctions, customs, tax, labelling, product safety, and advertising rules for your own marketing. Where you instruct us to act on your instructions, you confirm that the instruction is lawful and that you hold the licences and registrations needed to carry it out.
10. Limitation of Liability
10.1 Exclusion of indirect loss
To the maximum extent permitted by law, neither EZEDON nor any of its directors, officers, employees, agents or affiliates is liable for any indirect or consequential loss, or any loss of profit, revenue, business, opportunity, goodwill, anticipated savings, data or anticipated profit, in each case whether direct or indirect and whether arising in contract, tort (including negligence), statute, equity or otherwise, and even if the possibility of loss was known.
10.2 Cap on liability
Subject to clause 10.4, the total aggregate liability of EZEDON arising out of or in connection with the Services — whether in contract, tort, statute or otherwise, and whether or not EZEDON was aware of the possibility of the loss — is limited to the greater of (a) the total amount of fees you have paid to EZEDON under these Terms in the 12 months immediately preceding the event giving rise to the claim, and (b) HKD 5,000.
10.3 Excluded losses
Nothing in these Terms excludes or limits our liability for fraud or fraudulent misrepresentation, death or personal injury caused by our negligence, or any other liability that cannot lawfully be excluded. Without limiting the foregoing, we are not liable for the loss of profits arising from a decision to trade or not to trade, the loss of a specific commercial opportunity, the cost of alternative sourcing, the failure of a third-party carrier, manufacturer, agent or platform, or any loss caused by your breach of these Terms or by your failure to follow the guidance we give you.
10.4 Non-excludable liability
Nothing in these Terms excludes or limits liability that cannot be excluded under the laws that apply to you, including the mandatory consumer protection laws of your country of residence. Where you are a consumer, the cap in clause 10.2 applies only to the extent that it does not deprive you of the benefit of any mandatory statutory right or remedy.
10.5 Allocation of risk
The limitations in this Chapter are reflected in the fees we charge and in the allocation of risk between us. You acknowledge that you have had the opportunity to seek independent advice and that you enter into these Terms on that basis.
11. Indemnification
11.1 Your indemnities
You agree to indemnify, defend and hold harmless EZEDON, its directors, officers, employees and agents against all losses, damages, liabilities, costs and expenses (including reasonable legal fees) arising out of or in connection with: your breach of these Terms; your infringement of the intellectual property, privacy or other rights of a third party through content you upload or material you submit to us; your violation of applicable law, including sanctions, export-control, customs and anti-bribery law; your use of the Services in a manner that enables a third party to infringe rights; and any claim by a third party arising from goods or services you instruct us to supply on your behalf where you supplied the specifications, documentation or representations.
11.2 Our indemnity
EZEDON agrees to indemnify you against third-party claims to the extent that the claim arises from an allegation that the Services, excluding your content and your use of them, infringe that third party's intellectual property rights, provided that you notify us promptly, permit us to control the defence and settlement, and do not continue to use the allegedly infringing material after we have asked you to stop.
11.3 Conduct of claims
Where a claim is made or threatened, the party seeking indemnification must notify the other promptly in writing, allow the indemnifying party to assume conduct of the defence, provide reasonable assistance at the indemnifying party's cost, and not settle the claim or admit liability without the indemnifying party's written consent. The indemnifying party may settle any claim on terms it considers appropriate, provided that the settlement does not admit fault by, impose a non-monetary obligation on, or require any action from the indemnified party.
12. Termination
12.1 Termination by you
You may stop using the Services at any time, close your account from within the App, or cancel a subscription through your store account settings. You may also terminate an engagement under the terms of the relevant agreement or order confirmation.
12.2 Termination by us
We may terminate or suspend your access, or decline to renew an engagement, where: you materially breach these Terms and fail to remedy the breach within 14 days of written notice; you breach these Terms in a way that cannot be remedied, or that endangers the security or integrity of the Services or the rights of other users; you provide information that is false, misleading or materially incomplete; your account has been inactive for 24 consecutive months; we are required to do so by law, by a regulator, or under Chapter 14; or the store through which you obtained the App terminates your access.
12.3 Effect of termination
On termination: your right to use the Services ends immediately; the licence granted under clause 5.1 terminates; your obligation to pay amounts already accrued continues; and we will deal with your data in accordance with our Privacy Policy, including deleting or anonymising it on the schedule set out in Chapter 7 of that Policy. Where termination follows a paid period, we will refund any prepaid, unused portion of a paid feature, pro rata, unless the termination was caused by your breach. We will provide you with an export of your content on request, within 30 days of termination, in a commonly used format.
12.4 Survival
Clauses which by their nature are intended to survive termination survive, including clauses 2 (Eligibility), 6 (Intellectual Property), 7 (Purchases, Fees, Subscriptions and Refunds), 8 (Third-Party Services and Advertising), 9 (Disclaimers), 10 (Limitation of Liability), 11 (Indemnification), 13 (Governing Law and Dispute Resolution), 14 (International Trade, Sanctions and Export Control Compliance), 15 (App Store Terms Prevail), 17 (Severability, Entire Agreement, Assignment and Waiver) and 18 (Contact Us and Privacy Policy).
12.5 Store-initiated termination
Where your access to the App ends because the App Store or Google Play terminated your account, your subscription, or your access to the App, these Terms cease to apply to your use of the App immediately, and any refund is dealt with by that store under its own policy.
13. Governing Law and Dispute Resolution
13.1 Governing law
These Terms and any dispute or claim (including a non-contractual dispute or claim) arising out of or in connection with them or their subject matter or formation, including any dispute or claim relating to the Website, the App, or any goods or services we supply, are governed by and construed in accordance with the laws of the Hong Kong Special Administrative Region, without regard to its conflict-of-laws rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms.
13.2 Jurisdiction of the Hong Kong courts
The courts of the Hong Kong Special Administrative Region have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Terms, its subject matter or formation. We may, however, seek injunctive relief in any competent jurisdiction to protect our intellectual property or our confidential information.
13.3 Arbitration
Before commencing any proceedings, the parties shall attempt in good faith to resolve the dispute by negotiation between senior representatives with authority to settle. If the dispute is not resolved within 30 days of a written request for negotiation, the parties agree to resolve it by arbitration administered by the Hong Kong International Arbitration Centre (HKIAC) in accordance with the HKIAC Administered Arbitration Rules in force when the arbitration is commenced, in which case:
- the seat of arbitration is Hong Kong;
- the language of the arbitration is English;
- the tribunal consists of a sole arbitrator where the claim is below the threshold at which HKIAC requires three arbitrators, and of three arbitrators otherwise;
- the arbitration is conducted on the basis of documents, with any hearing to be decided by the arbitrator or tribunal;
- the costs of the arbitration, including legal costs, are borne as determined by the arbitrator or tribunal, which may allocate them in the award.
The arbitral award is final and binding on the parties, and the parties agree to enforce it in any court of competent jurisdiction. Nothing in this clause prevents a party from seeking urgent interim or conservatory relief from a court of competent jurisdiction.
13.4 Class action waiver
Where permitted by law, you agree not to bring or participate in a class, collective or representative action against EZEDON relating to the Services. This clause does not apply where it is unlawful, or where the law gives you a non-waivable right to bring a claim in a consumer forum or small-claims court.
13.5 Consumers
Nothing in this Chapter limits the right of a consumer to bring proceedings in the courts of their own country of residence, or the right to complain to a regulator or ombudsman, where the mandatory law of that country gives them that right.
14. International Trade, Sanctions and Export Control Compliance
14.1 Scope of this Chapter
Our business includes cross-border trade, import and export of goods, and wholesale and retail of electronic products, industrial equipment and general merchandise. This Chapter governs the obligations that apply to you when you instruct us to trade, and the obligations that apply to us when we do so on your behalf. You agree that these obligations are a condition of our acceptance of your instruction, and that we may refuse or terminate an instruction that we cannot perform compliantly.
14.2 Sanctions and restricted parties
We comply with the sanctions and restrictive measures administered by the United Nations, the United States (including OFAC), the European Union, the United Kingdom (including OFSI), and Hong Kong, together with any other applicable regime. We screen counterparties, beneficial owners, end users, end uses, destinations and shipping routes against applicable restricted-party lists. We will not trade with any sanctioned person or entity, with any party in a comprehensively sanctioned jurisdiction, or in breach of a specific restrictive measure. You must not request, facilitate or benefit from any transaction that would breach this clause, and you must provide accurate information for screening — including the true end user and the true end use of the goods.
14.3 Export control and licensing
Certain electronic products, industrial equipment and other goods are subject to export control, dual-use classification, licences, permits and end-user statements. We will not export, re-export or transfer any controlled item without the required authorisation, and we will not knowingly ship goods to an unauthorised destination or for an prohibited end use. Where a licence, permit or certificate of origin is required, we will tell you and we will agree reasonable responsibility for obtaining it. You must not remove, obscure or misrepresent any export-control marking or licence reference on goods or documentation, and you must not re-export goods in breach of any licence we have relied on.
14.4 Customs, tariffs, origin and documentation
Each party is responsible for the accuracy of the commercial and customs information it supplies. We prepare customs declarations, commercial invoices, packing lists and shipping documents based on the information you provide and on goods in our possession. Where you supply information that is inaccurate or that causes a misdeclaration, you bear the resulting duty, penalty, demurrage, storage and re-consignment cost, and you indemnify us under clause 11.1. Tariff classifications, rules of origin, quotas and import restrictions are determined by the authorities of the destination country, over which we have no control, and we do not warrant the outcome of a customs classification or a customs clearance.
14.5 Anti-bribery, anti-money-laundering and related risks
We do not offer or accept bribes, kickbacks, facilitation payments or other improper inducements, and we do not act where the counterparty is an agent or intermediary who acts for a sanctioned party or is otherwise high risk. You agree to the same standard, and you confirm that neither you nor anyone acting on your behalf has offered, solicited or accepted any such inducement in connection with the transaction.
14.6 Prohibited goods
We do not trade in counterfeit goods, stolen goods, illegally harvested or wildlife products, products banned under the relevant law of the destination market, or goods that infringe the intellectual property rights of a third party. Where a reasonable suspicion arises, we may suspend the transaction, notify the relevant authority, and require supporting documentation such as a bill of sale, a licence or a certificate of authenticity.
14.7 Consequences of non-compliance
Where a transaction cannot proceed compliantly, we may refuse it, suspend it pending information, or terminate the engagement, in each case without liability beyond the refund of any amount properly payable for goods or services not supplied. Breach of this Chapter is a material breach of these Terms for the purposes of Chapter 12.
15. App Store Terms Prevail
15.1 Apple App Store terms
Where you obtained the App through the Apple App Store, your use is subject to the Apple Media Services Terms and Conditions and the Licensed Application End User License Agreement, and to the App Store Review Guidelines, in each case as updated by Apple. Where a provision of those documents conflicts with these Terms, the Apple terms prevail to the extent of the conflict, in relation to the App and the purchases made through Apple. We are not a party to your agreement with Apple.
15.2 Google Play terms
Where you obtained the App through Google Play, your use is subject to the Google Play Terms of Service and the Google Play Distribution Agreement as they apply to you, together with the Google Play Developer Program Policies and the Families policy where applicable. Where a provision of those documents conflicts with these Terms, the Google terms prevail to the extent of the conflict, in relation to the App and the purchases made through Google. We are not a party to your agreement with Google.
15.3 Billing
Apple and Google act as the billing agent and merchant of record for purchases made in the App, and they determine the invoice, the currency, the tax treatment, the billing period and the refund route for those purchases. We receive a confirmation of the transaction rather than your payment credentials, and we may change or suspend a paid feature in the App if the store or the payment provider declines the transaction.
15.4 Refunds through the store
Any refund for an in-app purchase is issued by the store that took the payment, under the store's refund policy and not under these Terms. We will cooperate with a valid refund request, and where a refund is granted we will withdraw or adjust the corresponding entitlement. If the store does not grant a refund, that decision is not ours and we have no liability in respect of it, save to the extent set out in clause 7.5.
15.5 Updates to store terms
The store terms may change from time to time. Your continued use of the App after a change takes effect constitutes your acceptance of the updated store terms as they apply to you, and they take priority over these Terms in the event of conflict.
16. Changes to These Terms
16.1 How we notify you
We may amend these Terms at any time. The amended version takes effect when published at hengzhid.com/terms.html, unless it states a later date. For a material change — a change that affects your rights, your payment obligations, the scope of the licence, or our liability — we will notify you by a notice in the App, by email to the registered address on your account, or by a prominent notice on the Website, at least 14 days before it takes effect.
16.2 Acceptance of changes
Where you have an active paid subscription, a material change takes effect from your next renewal unless you cancel before that date, in which case you may continue to use the Services on the existing terms until the end of the paid period. Where you do not have a paid subscription, the change takes effect when published and your continued use of the Services after that date constitutes acceptance. If you do not accept a change, you must stop using the Services and, if you wish, close your account.
16.3 Versioning and prior versions
Each version is dated and identified by a version number, and the version and effective date are shown at the top of this document. We will provide you with a copy of the version in force when you accepted these Terms on request, and we will retain prior versions for a reasonable period.
16.4 Changes to the Services and the App
Separately from changes to these Terms, we may modify the Services and the App, including adding, changing or removing features. Where a change materially reduces the functionality of a paid feature, we will give you notice and the remedies described in clause 4.6.
17. Severability, Entire Agreement, Assignment and Waiver
17.1 Severability
If any provision of these Terms is held to be invalid, illegal or unenforceable, that provision shall be modified to the minimum extent necessary to make it enforceable, or if it cannot be so modified, it shall be deemed deleted, without affecting the validity of the remaining provisions. Where a provision is deleted, the remaining provisions continue in full force and effect.
17.2 Entire agreement
These Terms, together with our Privacy Policy, the commercial terms of any accepted order or engagement, and the store terms identified in Chapter 15, constitute the entire agreement between us in relation to the Services and replace all prior discussions, proposals, representations, understandings and arrangements, whether written or oral, on the same subject matter. Each party acknowledges that it has not relied on any statement not expressly set out in those documents, but nothing in this clause limits liability for fraud or fraudulent misrepresentation.
17.3 Assignment
You may not assign or transfer these Terms, or any right or obligation under them, without our prior written consent. We may assign or transfer these Terms, and any rights or obligations under them, to a successor or to another member of our group, or in connection with a merger, reorganisation, or sale of all or substantially all of our business or assets, on written notice to you. Where we assign to a successor, the successor assumes our obligations under these Terms. A permitted assignment does not release you from your accrued obligations.
17.4 Waiver
No failure or delay by a party to exercise any right or remedy under these Terms operates as a waiver of that or any other right or remedy, and no single or partial exercise prevents any further exercise of that or any other right or remedy. A waiver is effective only if given in writing and only for the specific matter for which it is given.
17.5 Third-party rights
A person who is not a party to these Terms has no right to enforce any of its terms, except that our directors, officers, employees, agents and affiliates may enforce the limitations in Chapters 9 and 10 on our behalf.
17.6 Headings and interpretation
The chapter and clause headings are for convenience only and do not affect interpretation. The words "including", "for example" and similar expressions are illustrative and do not limit the words preceding them. References to a statute or regulation include any amendment, re-enactment or replacement of it.
17.7 Language
These Terms are executed in English. If a translation is provided for convenience, the English version prevails to the extent of any inconsistency, and the language used in any dispute resolution proceedings under Chapter 13 is English.
18. Contact Us and Privacy Policy
18.1 How to contact us
Questions about these Terms, and notices under them, should be sent to support@hengzhid.com. For account administration, invoicing and trade documentation, and for the key accounts team, write to liulu@hengzhid.com.
18.2 Our registered address
HK EZEDON CO., LIMITED
Room 701 (Unit 127), 7/F, Tower B, New Mandarin Plaza,
14 Science Museum Road, Tsim Sha Tsui East, Hong Kong
18.3 Our website
Our website is published at hengzhid.com.
18.4 The Privacy Policy
Our Privacy Policy forms part of these Terms. It explains what personal information we collect through the Website and the App, how we use it, who we share it with, how long we keep it, and the rights you have in your jurisdiction — including how to control personalised advertising, how to request a copy of your data, and how to object to processing. Please read it: it is the document that governs our handling of your personal information.
18.5 Notices
Notices under these Terms are effective when delivered to the email address registered on your account, or to the address in clause 18.2, or when posted in the App or on the Website, in each case in accordance with clause 16.1. Notices sent by email are treated as received on the next business day after sending, unless a delivery failure is received.