TERMS AND CONDITIONS FOR SALE OF GOODS (“Conditions”)

References to “buyer”, “you” or “your” means business entity that is purchasing the goods, and references to “seller”, “we“, “us“, “our“, or “Chap Hing” means Chap Hing Frozen Meat and Seafood Limited and each of its affiliates, and subsidiaries.

1. Purchase order from buyer to Chap Hing shall constitute an individual contractual offer incorporating the Conditions and when accepted by us shall form a separate legally binding contract (”Order”) between the buyer and seller. Any sales order initiated and issued by Chap Hing to and accepted by buyer shall also form a legally binding contract with the Conditions incorporated therein (also referred as “Order”)
2. Unless otherwise specified by Chap Hing in writing, the Conditions shall be deemed to be incorporated into the Order and form the only terms and conditions thereof.
3. Any conditions of purchase proposed by buyer are overridden by the Conditions herein and are otherwise subject to our acceptance in writing
4. The Conditions set out all of our respective rights, obligations and liabilities in respect of the subject matter(s). Any warranty or condition implied by common law or by statute or otherwise into a contract for the sale of products shall be excluded to its fullest extent, except to the extent that any warranty or condition cannot by law be so excluded.
5. No warranty is given that goods supplied under the Order (”Goods”) are suitable or sufficient for any specific purpose unless such purpose is defined in the Order.
6. Chap Hing shall supply the Goods in accordance with those specifications or descriptions (if any) expressly listed or set out on the face of the Order.
7. Delivery dates are only best estimates, which Chap Hing shall endeavour to keep to. We shall not be liable for consequences of any delay.
8. Unless otherwise stated in the Order, and subject to Clause 9, delivery of goods to buyer shall be deemed to be completed when the goods are unloaded at the address specified in the Order.
9. Where applicable, in the event that Chap Hing is unable, through circumstances beyond our control (including without limitation the lack of shipping instructions from buyer), to deliver the Goods within 1 day after our notification to buyer that the Goods are ready for delivery, Chap Hing is entitled to arrange storage on buyer’s behalf, whereupon the delivery to you of the relevant warehouse receipt shall be deemed the Delivery for the purpose of Clause 8. All charges incurred in this connection, including without limitation storage and insurance of the Goods, shall be paid by buyer within 14 days from the date of our issuance of such an invoice.
10. Subject to Clause 12 under which the risk in the Goods has not been passed to you, we shall replace free of charge the Goods proved to our satisfaction having been damaged in transit, provided that within 24 hours after the Delivery, both we and the logistics have received from you a written notification of the occurrence of the damage, and its nature and extent.
11. Unless otherwise stated in the Order, the risk in the Goods shall pass from us to you upon Delivery. In cases where buyers collect the goods, the risk in the goods shall pass from us to you upon collection.
12. Notwithstanding anything contained in the Conditions or the Order, our liability to you in respect of the Order, in contract, tort (including negligence or breach of statutory duty) or howsoever otherwise arising, shall be limited to the price of the Goods specified in the Order.
13. Sales contracts incur a monthly rental invoice at the storage expiry date specified on the sales contract. The rental amount is calculated based on the number of remaining undelivered packages with their specific item weight multiplied by a rental rate in LB/ KG measurement at the storage expiry date. The issued rental invoice must be paid by the customer within the customer's payment terms shown on the rental invoice. After the monthly rental invoice is generated the sales contract storage expiry date will then renew for an additional 1 month. Consequently, the next rental invoice will generate again at the new sales contract storage expiry date and will continue to do so until all sales contract packages are delivered to the customer. This rental rate is subject to changes and is effective immediately and retrospectively upon announcement to all new and undelivered sales contracts.
14. In no event shall we be liable to you or any third party for incidental or consequential damages or any loss of business or profit.
15. We shall not be liable for any failure to perform any of our obligations under the Order due to events or circumstances outside our reasonable control, including without limitation fire, explosion, flood, lightning, act of god, act of terrorism, war, rebellion, riot, sabotage and industrial actions.
16. The provisions contained in each Clause of the Conditions shall be enforceable independently of each of the others and its validity shall not be affected if any of the others is invalid.
17. The Conditions set forth the entire agreement and understanding between the parties or any of them in relation to the same and supersede and cancel in all respects all previous letters of intent, correspondence, understandings, agreements and undertakings (if any) between the parties with respect to the subject matter hereof, whether such be written or oral. For the avoidance of doubt, the Conditions shall supercede any standard terms printed on any of your documents issued or to be issued to us from time to time including but not limited to your purchase orders.
18. The Order shall be governed by and construed in accordance with the laws of Hong Kong and both of us irrevocably submit to the non-exclusive jurisdiction of the courts of Hong Kong.
19. We reserve the right to amend the Conditions from time to time and you are deemed to accept such amendments without notice.
20. All accounts including those which are not yet due for payment will become due and payable in the event of any default in your effecting payment of any amount due. Our indulgence or forbearance or time allowance that may be granted to you whether with or without our consent shall not in any event constitute a waiver of or otherwise affect or prejudice our strict rights to recover any amount that is or will become due and payable by you under any of your account with us.
21. You agree to pay interest on all overdue accounts at 1% per month or at such higher rate as may from time to time be designated by us on our invoice(s), as well as our legal charges incurred in collecting such overdue accounts.
22. If this Terms and Conditions for Sale of Goods are translated into any other language, the English language version shall prevail.

Disclaimer

YOUR USE OF THIS WEBSITE SIGNIFIES YOUR ACCEPTANCE OF THIS DISCLAIMER AND PRIVACY STATEMENT, AND YOUR AGREEMENT TO BE BOUND BY THEM.
References to “you” or “your” means you, the person or entity who is accessing or viewing this website, and references to “we“, “us“, “our“, “Chap Hing” or “Chap Hing Frozen Meat and Seafood Ltd” means Chap Hing Frozen Meat and Seafood Limited and each of its affiliates, subsidiaries and parent companies.

1. Your Undertakings
   You agree that you will not use this website or any data, material or information made available on or through this website, in any format whatsoever, including (without limitation) any data files, text, computer software, images, graphics, photos, video clips, sound, audio files, directories or databases (“Website Content“):

   1.1	in any way that breaches any applicable laws, regulations, codes, guidelines or orders;
   1.2	in any way that contravenes or infringes upon any of our rights or any third party’s rights (including any Intellectual Property Rights, as defined below);
   1.3	to send, communicate or engage in any harassing, disruptive, offensive, abusive, threatening, indecent, defamatory, obscene or menacing behaviour, or behaviour that causes annoyance, inconvenience, needless anxiety or is intended to deceive.
   1.4	for any purpose not expressly permitted by the terms of this Disclaimer or Privacy Statement.

   You agree not to take any action or allow any third party to take any action that would interfere with or disrupt this website, or the servers and networks through which this website is operated, or which would enable you, or any third party, to gain unauthorised access to, or to tamper with or use any of our computer systems or networks. You agree not to disclose, distribute, use, copy or compile any personal data or contact information made available on this website for any purpose (including, without limitation, to send any marketing materials) not expressly permitted by this website, unless you receive our express prior consent to do so.
   
   
2. Warranties and Disclaimers
   All information contained on this website is intended for reference only. Chap Hing does not guarantee the truth, accuracy, completeness or timeliness of the information, and accepts no liability (whether in tort, contract or otherwise) for any loss or damage howsoever arising from or in reliance on the content of this website.
   
   Although this website includes links to other third-party websites, Chap Hing has not participated in the development of those other sites and does not monitor or exert any editorial or other control over those websites. Access to and use of such other websites is at the user’s own risk. Chap Hing is not responsible for and makes no representations or warranties with regard to such other websites, or any content or information contained in those websites. Links to and from this website do not constitute an endorsement or recommendation by Chap Hing of the third parties or their products/services.
   
   Chap Hing does not warrant the security of any information which may be provided to any third party and is not responsible for any loss or damage suffered as a result of any access to or interaction with any other websites via this website.
   
   This website is provided “as is” and “as available”. To the fullest extent permitted by law, Chap Hing expressly excludes any warranty or representation of any kind, either express or implied, including but not limited to any implied warranties or implied terms of merchantability, satisfactory quality, fitness for purpose or non-infringement. Without prejudice to the foregoing, Chap Hing does not warrant that the operation of this website will be uninterrupted, secure or error free or that this website will be free from any viruses, worms or any other anomalies.
   
   Any materials, including Website Content, downloaded or otherwise obtained or accessed through this website is at your sole risk and discretion, and you shall be solely responsible for any damage to your computer system or other devices or loss of data that results from such.
   
   
3. Limitation of Liability
   To the maximum extent permitted by applicable law, we shall not be liable to you in contract, tort or otherwise for any losses, damages, claims, judgments, actions, costs, legal fees, expenses, fines or penalties, whatsoever (including, without limitation, any special, indirect, direct, punitive, incidental or consequential losses, loss of business, loss of data or loss of profit), which may arise in relation to this website or the Website Content, irrespective of whether or not we were advised of or should have been aware of the possibility of such losses.
   
   
4. Intellectual Property Rights
   All Intellectual Property Rights in this website and the Website Content belong to Chap Hing. You have no right to use any of our (or our licensors) trade names, trade marks, service marks, logos, copyright, domain names or any other Intellectual Property Rights.
   
   You may not distribute, modify, transmit, copy or use any Website Content in any manner for public or commercial purposes without prior written permission from Chap Hing.
   
   The products, technology or processes described on this website may be the subject of other Intellectual Property Rights owned by Chap Hing or by other third parties. No licence is granted to you in respect of those Intellectual Property Rights.
   
   Without prejudice to the rest of this Clause 4, all marks which are identified with the symbol ® or ™ are trade or service marks belonging to and used by Chap Hing. Use of such marks is prohibited without the prior written consent of Chap Hing.
   
   For the purposes of this Disclaimer and Policy Statement, “Intellectual Property Rights” shall mean any copyright, trade marks, service marks, logos, trade names, corporate names, Internet domain names, patents, registered designs, database rights, rights in designs, topography, know-how, trade secrets or any similar right or proprietary right, whether registered or not, and all applications or rights to apply for the same (where such applications can be made), whether presently existing or created in the future, anywhere in the world, and all benefits, privileges, or rights to sue, recover damages and obtain relief for any past, current or future infringement, misappropriation or violation of any of the foregoing rights.
   
   
5. Changes to the Disclaimer and Privacy Statement
   We may amend the terms of this Disclaimer and Privacy Statement from time to time in our sole discretion without any notice or liability to you. Without prejudice to the foregoing, the latest version of this Disclaimer and Privacy Statement shall be posted on this website. If you continue to use this website after the amended version has been posted, you agree to be bound by such amendments to this Disclaimer and Privacy Statement. It is your responsibility to regularly check this website to see if there are any changes to the Disclaimer and Privacy Statement.
   
   
6. Changes to this Website
   We may, in our sole discretion and at any time, without notice to you, add to, amend, remove, alter, suspend or terminate this website or any Website Content.
   
   
7. General Privacy Policy
   When Chap Hing collects information from you, its policy is to comply fully with the requirements of the Personal Data (Privacy) Ordinance (the “PDPO“) which regulates in Hong Kong the treatment of personal data. Personal data is any information relating to any living individual from which it is possible to identify that individual. In dealing with personal data, Chap Hing will ensure its staff comply with the standards of security and confidentiality prescribed by law. This Privacy Statement shows Chap Hing commitment to protect your personal data and explains its practice in relation to the collection, retention, storage and sharing of personal data.
   
   
8. Collection and Use of Personal Data
   Chap Hing will occasionally collect personal data from you which will be processed for the specific purpose given at the time of collection, or for any purpose stated in this Privacy Statement. Such purposes may include fulfillment of your specific requests or applications relating to Chap Hing’’s services, jobs, etc., the processing of your complaints, enquiries or feedback, or the identification and verification of you as a user. The provision of personal data or any information is voluntary. However, if you do not supply all information requested by Chap Hing, this may result in Chap Hing being unable to process your requests fully or at all.
   
   Chap Hing shall make a record of your visit to this website. The record will show the domain name server address and details of the pages visited. Chap Hing only collects aggregate information about the number and types of visitors by reference to their domain name server address. This information is used by Chap Hing to prepare general statistics on the usage of this website and may also be disclosed by Chap Hing to any court or regulatory authority or Chap Hing’s legal advisers in the case of any unlawful use of the website.
   
   Depending on your browser settings, when you use this website, cookies may be collected and stored on your computer’s system. Cookies are small data files that are stored on your computer’s hard drive and enable us to distinguish you from other users of this website, and to provide you with a customized browsing experience. The cookies also enable us to recognise and count the number of visitors to this website, and to see how visitors use it. You can choose to set your web browser so that it does not accept cookies, however this may affect the functionality of this website.
   
   
9. Security
   Where personal data is stored electronically, it will be kept in a password-protected form. Personal data, whether stored in electronic form on computers or in hard-copy form, will be accessible only by authorised officers or employees of Chap Hing. Persons designated by Chap Hing to handle personal data will comply with this Privacy Statement and/or any other relevant obligations under the PDPO, and told how to fulfil Chap Hing’s obligations to you.
   
   Any personal data Chap Hing receives from you will not be disclosed to any third party except as provided in this Disclaimer and Privacy Statement, as notified to you at the time of collection, or with your prior consent.
   
   
10. Hyperlinks
    This Clause 10 is without prejudice to Clause 2 above. This Privacy Statement only applies in relation to the collection of personal data by Chap Hing. If you click on a hyperlink taking you from this website to another website, Chap Hing shall not be responsible for the privacy and security practices or the content of such website, or any collection of your personal data by the third party operating such website, and you should refer to the privacy policy of each website you enter.
    
    
11. Disclosure and Sharing of Personal Information
    Your personal data held by Chap Hing will be kept confidential and shall not be disclosed or transferred to any third party without your consent. However, Chap Hing may provide your personal data to any of the following persons (whether inside or outside Hong Kong), where necessary in order to fulfill one or more of the purposes stated in Clause 8 above, or for any other purpose consented to by you or as notified to you at the time of collection of your personal data:

    11.1	any personnel, agent, adviser, auditor, contractor or service provider who provides services or advice to Chap Hing in connection with its operations, or any affiliate or subsidiary of Chap Hing, who is subject to a duty of confidentiality;
    11.2	any person to whom Chap Hing is required to make disclosure under any law applicable in or outside Hong Kong.

12. Data Retention
    Personal information you provide to Chap Hing will be retained only for such period as may be necessary for the carrying out of the purposes referred to in this Privacy Statement or as otherwise specified at the time of collection.
    
    
13. Personal Information Access and Correction
    You have the right to request access to and (if appropriate) correction of personal data held by Chap Hing about you. If you wish to exercise this right, please send an e-mail to support@chaphing.com or write to Unit H&J, 1st Floor, City Industrial Complex, 116-122 Kwok Shui Road, Kwai Chung, Hong Kong.
    
    
14. General
    

    14.1	Governing Law and Jurisdiction
    14.1.1	This Disclaimer and Privacy Statement are governed by the laws of Hong Kong, and are subject to the exclusive jurisdiction of the courts of the Hong Kong Special Administrative Region.
    14.2	Severability
    14.2.1	If any of the terms of this Disclaimer and Privacy Statement are found to be invalid, illegal or unenforceable by any court or tribunal of competent jurisdiction, it will be severed and the remaining terms will continue in full force and effect as if this Disclaimer and Privacy Statement had been made without the invalid, illegal or unenforceable terms. Each clause and sub-clause herein shall be treated as a separate and independent provision, and the unenforceability of any one clause shall not impair the enforceability of any of the other clauses.
    14.3	Entire Agreement
    14.3.1	This Disclaimer and Privacy Statement contain the agreement between you and us and replaces all previous written or oral agreements in relation to this website and the website content.
    14.4	Waiver
    14.4.1	A failure or delay by us to exercise any right or to act upon a breach in relation to this Disclaimer and Privacy Statement will not be a waiver of that right or breach. Any waiver by us of any of our rights or of a breach of this Disclaimer and Privacy Statement must be in writing, and such waiver is limited to that particular right or breach stated therein.
    14.5	Assignment
    14.5.1	You may not transfer any of your rights or obligations under the terms of this Disclaimer and Privacy Statement without our written consent. We may transfer our rights or obligations or both to any person or entity, including any of our affiliates, without your consent.
    14.6	Language
    14.6.1	If this Disclaimer and Privacy Statement are translated into any other language, the English language version shall prevail.