The following terms and conditions (the “Terms”) apply to your (the “User” or “Buyer”) use of the website spacestem.com.hk (the “Website”) and related services or goods (collectively, the “Services” or “Goods”) provided by SpaceStem (hereinafter referred to as “we,” “us,” “our,” or the “Seller”). By using the Website or purchasing Goods, you agree to be bound by these Terms. If you do not agree to these Terms, do not use the Website or purchase our Goods. The Seller reserves all rights, and these Terms prioritize the Seller’s interests.
1. Definitions
- “Website”: Refers to spacestem.com.hk and all its related pages and functionalities.
- “Services”: Refers to any content, functionalities, or services provided by the Website, including but not limited to information, tools, or interactive features.
- “Goods”: Refers to the products or services that the Seller agrees to supply and the Buyer purchases through the Website pursuant to the Contract.
- “Buyer”: Refers to the individual or company submitting an order on the Website.
- “Order”: Refers to the Buyer’s purchase order submitted through the Website.
- “Contract”: Refers to the agreement for the sale and purchase of Goods formed upon the Buyer and Seller reaching a consensus on the price and the Seller’s acceptance.
- “Proprietary Information”: Refers to any and all information and intellectual property related to the Website, Services, or Goods, including but not limited to designs, trademarks, copyrights, trade secrets, and technical specifications.
2. Contract
- A Contract is formed when the Buyer submits an order through the Website and it is expressly accepted by the Seller. The Seller reserves the absolute right to unconditionally refuse or cancel any Order under any circumstances, without providing reasons or incurring any liability.
- The Seller may unconditionally cancel any Order for any reason (including but not limited to commercial considerations, inventory issues, suspected fraud, or the Seller’s sole discretion), without incurring any liability to the Buyer, including but not limited to any losses, costs, or damages.
- Each Contract is governed by these Terms. The Seller reserves the right to unilaterally modify or terminate the Contract without incurring any liability.
3. Prices
- Unless otherwise expressly stated, the prices quoted by the Seller do not include any packaging, freight, assembly costs, installation costs, third-party supplier fees, insurance, or any statutory taxes (such as sales tax, value-added tax, or goods and services tax), all of which shall be borne by the Buyer and may be added to the price.
- All prices displayed on the Seller’s Website are subject to change without notice, and the Buyer has no right to claim compensation due to price changes.
4. Payment
- The Buyer shall pay the amounts due in accordance with the payment terms specified in the invoice provided by the Seller. All payments shall be made in full in the currency specified by the Seller within the designated timeframe.
- If the Buyer fails to pay the amount due or any part thereof by the due date, the Seller shall be entitled to:
- Require advance payment for any Goods or Services not yet delivered;
- Refuse to provide any undelivered Goods or Services or suspend access to the Website, without incurring any liability to the Buyer for non-delivery, delayed delivery, or service interruption;
- Charge interest on overdue amounts at the maximum rate permitted by Hong Kong law.
5. Buyer’s Obligations
- The Buyer is responsible for ensuring that the order information submitted (including but not limited to contact details, delivery address, and payment information) is accurate and complete. The Buyer shall bear any losses or costs arising from providing incorrect or incomplete information.
- The Buyer agrees not to use the Website’s content or Services for any commercial purposes (e.g., resale or redistribution) unless prior written consent is obtained from the Seller.
6. Intellectual Property
- All content and Proprietary Information on the Website and Goods are the property of SpaceStem or its licensors and are protected by Hong Kong and international intellectual property laws.
- The Buyer acknowledges that it has no rights, title, or interest in the Proprietary Information. The Buyer shall not reproduce, distribute, modify, or create derivative works based on the Website’s content or Goods, and the Seller reserves the right to pursue legal action for any violation.
- Any unauthorized use of Proprietary Information constitutes a breach, and the Seller reserves the right to take legal action and seek compensation.
7. Limitation of Liability
- The Website and its Services are provided on an “as-is” and “as-available” basis. The Seller makes no express or implied warranties regarding the availability, accuracy, completeness, or suitability of the Website, Services, or Goods.
- To the maximum extent permitted by law, the Buyer shall not hold the Seller liable under any circumstances (including but not limited to the quality or performance of Goods or Services, delivery delays, Website failures, third-party actions, or Buyer misuse) for any losses (including but not limited to loss of profits, data corruption, business interruption, or other direct, indirect, incidental, special, or consequential damages).
- The Seller’s total liability (whether arising under contract, tort, equity, statute, or otherwise) shall be limited to the actual amount paid by the Buyer for the Goods or Services under the Contract, and under no circumstances shall the Seller be liable for any indirect losses or special damages.
8. No Returns or Exchanges
- The Seller does not offer any return or exchange services. Once the Goods are dispatched and delivered by the Seller (as evidenced by the Seller’s designated logistics records), the transaction is deemed complete, and the Seller shall bear no further responsibility.
- The Buyer shall carefully verify order details before purchase, and the Seller shall not be responsible for the condition of Goods after delivery (including but not limited to damage, misuse, or dissatisfaction).
9. Default
- If the Buyer defaults on any payment due to the Seller, breaches any term or condition of these Terms or the Contract, or is subject to bankruptcy or insolvency proceedings, or makes or proposes any arrangement with its creditors, the Seller may, at its sole discretion, take any or all of the following actions without notice to the Buyer and without prejudice to any other rights under the Contract:
- Cease providing Goods or Services;
- Modify payment terms so that all outstanding amounts under the Contract become immediately due and payable on demand;
- Terminate performance of the Contract or any other contracts between the Seller and the Buyer.
- Termination of the Contract shall not affect any rights accrued to the Seller under the Contract, and the Buyer shall remain liable for all outstanding payments.
10. Force Majeure
- If the Seller is unable to perform its obligations under these Terms, in whole or in part, due to force majeure events (including but not limited to accidents, equipment failure, war, riots, terrorism, strikes, epidemics, natural disasters, fires, government actions, or inability to obtain raw materials), such obligations shall be suspended, and the Seller shall bear no liability.
- In such cases, the Seller is entitled to a reasonable extension of its obligations. If the delay persists beyond a period deemed reasonable by the Seller, the Seller may terminate the Contract or Services without liability.
11. Dispute Resolution
- Any disputes arising from these Terms or the Contract shall, at the Seller’s discretion, be resolved through the exclusive jurisdiction of the courts of the Hong Kong Special Administrative Region or submitted to arbitration (conducted by an arbitration institution selected by the Seller, with the arbitration held in Hong Kong). Arbitration decisions are final and binding on both parties.
- The Buyer agrees to bear all reasonable costs arising from dispute resolution (including but not limited to legal fees) if the Seller prevails.
12. Termination Rights
- The Seller reserves the right to suspend or terminate the Buyer’s access to the Website, Services, or Goods, or the Contract, at any time for any reason (including but not limited to commercial considerations, breach, or the Seller’s sole discretion), without notice or liability.
- The Seller may unconditionally cancel any Order or terminate any Contract without incurring any liability to the Buyer, including but not limited to any losses, costs, or damages.
- Upon termination, the Buyer’s access to the Website or Services shall immediately cease, but provisions of these Terms that should remain effective (such as intellectual property, limitation of liability, and payment obligations) shall continue to apply.
13. Governing Law and Jurisdiction
- These Terms are governed by and construed in accordance with the laws of the Hong Kong Special Administrative Region. These Terms are not governed by the United Nations Convention on Contracts for the International Sale of Goods.
- If arbitration is not chosen, any disputes arising from these Terms or the Contract shall be subject to the exclusive jurisdiction of the courts of the Hong Kong Special Administrative Region.
14. General
- If any provision or part of a provision of these Terms is deemed illegal, unenforceable, or invalid by a court, that provision or part shall be treated as removed from these Terms, but the remaining provisions shall remain unaffected.
- The Seller’s waiver of any provision or breach by the Buyer shall not be construed as a waiver of any other provisions or subsequent breaches.
- The Buyer may not assign any rights or obligations under these Terms or the Contract without the Seller’s prior written consent, which the Seller may refuse at its absolute discretion.
15. Amendments to Terms
- The Seller may amend these Terms at any time without prior notice. The updated version will be posted on the Website with the “Last Updated” date. The Buyer’s continued use of the Website or purchase of Goods after such amendments constitutes acceptance of the updated Terms.
16. Contact Us
If you have any questions about these Terms, please contact us at:
- Email: info@spacestem.com.hk
