TERMS OF SERVICE

OVERVIEW

Welcome to ChicDex! The terms "we", "us" and "our" refer to CHICDEX (hereinafter referred to as "ChicDex"). ChicDex operates this store, website, and B2B wholesale portal, including all related information, content, features, tools, products (including but not limited to adapters, magnetic phone cases, silent keyboards, noise-canceling headphones, and lifestyle electronics) and services in order to provide you, our authorized distributors, resellers, and B2B clients, with a curated sourcing experience (the "Services"). ChicDex is powered by Shopify, which enables us to provide the Services to you.

The below terms and conditions, together with any policies referenced herein (these "Terms of Service" or "Terms") describe your rights and responsibilities when you use the Services. Please read these Terms of Service carefully, as they include important information about your legal rights and cover areas such as B2B distribution rights, warranty disclaimers, and limitations of liability.

By visiting, interacting with or using our Services, you agree to be bound by these Terms of Service and our Privacy Policy. If you do not agree to these Terms of Service, you should not use or access our Services.

SECTION 1 - ACCESS AND ACCOUNT 

By agreeing to these Terms of Service, you represent that you are at least the age of majority in your state or province of residence, and you are a legally authorized representative of a valid business entity purchasing for commercial resale, distribution, or internal corporate use. To use the B2B Services, you may be asked to register for a wholesale account and provide certain business information (such as tax ID, business license, and shipping information). You represent and warrant that all the information you provide is correct, current, and complete. We reserve the right to approve, reject, or revoke wholesale account access at our sole discretion. You are solely responsible for maintaining the security of your account credentials.

SECTION 2 - OUR PRODUCTS AND COMPLIANCE

We have made every effort to provide an accurate representation of our products and services. However, colors or product appearance may differ on your screen. We do not warrant that the appearance or quality will perfectly meet your expectations. All descriptions of products are subject to change at any time without notice. We reserve the right to discontinue any product. 

Regulatory Compliance: As a B2B buyer, you are solely responsible for ensuring that ChicDex products comply with all local laws, regulations, and certification requirements (e.g., CE, FCC, RoHS) in your specific target markets prior to import and resale.

SECTION 3 - ORDERS, RETURNS, AND DISTRIBUTION RIGHTS 

When you place an order, you are making an offer to purchase. ChicDex reserves the right to accept or decline your order. We must receive and process your payment before your order is accepted.

Brand Distribution (No OEM/White-Label): You represent and warrant that your purchases are for commercial resale strictly under the ChicDex brand. ChicDex operates as a brand distributor; we do not provide pure OEM or white-label services through this portal. Buyers are strictly prohibited from removing, obscuring, or altering any ChicDex logos, trademarks, or packaging.

B2B Returns & Defects: As this is a commercial B2B transaction, all sales are final. We do not accept returns for buyer's remorse, overstocking, or unsellable inventory. If products arrive defective due to manufacturing faults, you must notify ChicDex within 14 days of receipt with detailed evidence. Approved claims will be resolved via credit notes or replacement parts at our discretion.
Exception: First-Time Distributor Pilot Program (By Approval Only) To support select new B2B partners, ChicDex may offer a risk-free pilot program for your very first wholesale order on a case-by-case basis. If you are approved for this program and unable to sell the products from your initial order within 90 days of receipt, you may request to return the unsold inventory for a refund or account credit, subject to the following strict conditions:

1. Eligibility: This program is not automatically granted to all B2B accounts. It applies strictly to the first order only and must be explicitly offered and agreed upon in writing by ChicDex prior to purchase.

2. Condition of Goods: Returned items must be brand new, unopened, in their original pristine packaging, and fully resalable. Products with damaged packaging or missing accessories are not eligible.

3. Return Shipping: The Buyer is responsible for all return shipping costs, insurance, and any applicable import duties back to our designated warehouse.

4. Prior Approval: All pilot returns must be pre-approved by ChicDex in writing. Unauthorized returns will be rejected.

SECTION 4 - PRICES, MAP POLICY, AND BILLING

Prices, discounts, and tiered B2B wholesale rates are subject to change without notice. All B2B pricing catalogs provided to your account are strictly confidential. 

Minimum Advertised Price (MAP): To protect the brand value and margins for all authorized resellers, Buyers must adhere to ChicDex's MAP policy. Buyers are prohibited from publicly advertising ChicDex products below the established Retail Price (MSRP) or MAP provided by us.
Unless expressly stated, posted prices do not include taxes, shipping, customs, or import charges. You agree to provide current, complete, and accurate purchase and account information for all transactions.

SECTION 5 - SHIPPING AND DELIVERY

We are not liable for shipping and delivery delays. All delivery times are estimates. We are not responsible for delays caused by shipping carriers, customs processing, or events outside our control. Once we transfer products to the carrier or your designated freight forwarder, title and risk of loss passes entirely to you.

SECTION 6 - INTELLECTUAL PROPERTY

Our Services, including but not limited to all trademarks, brands, text, images, product renders, video, and the ChicDex logo design, are owned by ChicDex and protected by intellectual property laws.
Approved B2B buyers may use ChicDex marketing materials solely to promote and sell ChicDex products. You must not reproduce, modify, or create derivative works of the material without our consent. Products must not be rebranded, relabeled, or marketed as your own brand. All rights not expressly granted herein are reserved by ChicDex.

SECTION 7 - OPTIONAL TOOLS

You may be provided with access to customer tools offered by third parties as part of the Services, which we neither monitor nor have any control nor input. You acknowledge and agree that we provide access to such tools "as is" and "as available". We shall have no liability whatsoever arising from or relating to your use of optional third-party tools.

SECTION 8 - THIRD-PARTY LINKS

The Services may contain materials and hyperlinks to websites operated by third parties. We are not responsible for examining or evaluating the content or accuracy of any third-party materials. We are not liable for any harm or damages related to your access of any third-party websites.

SECTION 9 - RELATIONSHIP WITH SHOPIFY

ChicDex is powered by Shopify, which enables us to provide the Services to you. However, any sales and purchases you make in our Store are made directly with ChicDex. By using the Services, you acknowledge and agree that Shopify is not responsible for any aspect of any sales between you and ChicDex, including any injury, damage, or loss resulting from purchased products and services. You hereby expressly release Shopify and its affiliates from all claims, damages, and liabilities arising from or related to your purchases and transactions with ChicDex.

SECTION 10 - PRIVACY POLICY

All personal and business information we collect through the Services is subject to our Privacy Policy, and certain information may be subject to Shopify's Privacy Policy. Because the Services are hosted by Shopify, Shopify collects and processes information about your access to and use of the Services.

SECTION 11 - FEEDBACK

If you submit ideas, suggestions, or feedback, you grant us a perpetual, worldwide, sublicensable, royalty-free license to use, reproduce, modify, and publish such Feedback in any medium. We are under no obligation to maintain your Feedback in confidence or pay compensation for it.

SECTION 12 - ERRORS, INACCURACIES AND OMISSIONS

Occasionally there may be information in the Services that contains typographical errors or inaccuracies relating to product descriptions, B2B pricing tiers, or availability. We reserve the right to correct any errors and to change or cancel orders if information is inaccurate at any time without prior notice.

SECTION 13 - PROHIBITED USES

You may access and use the Services for lawful purposes only. You may not access or use the Services: 
(a) for any unlawful purpose; (b) to violate any international or local regulations; (c) to infringe upon our intellectual property rights (including unauthorized rebranding of ChicDex products); (d) to transmit false information; (e) to spam, phish, or pretext; or (f) to interfere with the security features of the Services. We reserve the right to terminate your wholesale account if you violate any of these Terms.

SECTION 14 - AGENTS

14.1 This section applies if you use an Agent to access the Services. "Agent" means any software taking autonomous action.
14.2 No Agent may access the Services unless it identifies itself.
14.3 We may limit how any Agent accesses the Services.
14.4 Agents must identify themselves in all HTTP/HTTPS requests and not conceal that interactions are from an Agent.

SECTION 15 - TERMINATION

We may terminate this B2B agreement or your wholesale access to the Services in our sole discretion at any time without notice if we suspect violations of our brand distribution, pricing, or IP policies. You will remain liable for all amounts due up to the date of termination.

SECTION 16 - DISCLAIMER OF WARRANTIES

EXCEPT AS EXPRESSLY STATED BY ChicDex, THE SERVICES AND ALL PRODUCTS ARE PROVIDED 'AS IS' AND 'AS AVAILABLE' WITHOUT ANY REPRESENTATION, WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

SECTION 17 - LIMITATION OF LIABILITY

TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO CASE SHALL ChicDex, OUR DIRECTORS, EMPLOYEES, OR AFFILIATES, BE LIABLE FOR ANY INJURY, LOSS, CLAIM, OR ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING, WITHOUT LIMITATION, LOST PROFITS, LOST REVENUE, LOST SAVINGS, OR REPLACEMENT COSTS, ARISING FROM YOUR USE OF ANY OF THE SERVICES OR PROCUREMENT OF B2B INVENTORY, EVEN IF ADVISED OF THEIR POSSIBILITY.

SECTION 18 - INDEMNIFICATION

You agree to indemnify, defend and hold harmless ChicDex, Shopify, and our affiliates from any losses, liabilities or claims, including reasonable attorneys' fees, payable to any third party due to or arising out of (1) your breach of these Terms, (2) your violation of any law, or (3) your resale or distribution of ChicDex products.

SECTION 19 - SEVERABILITY

If any provision of these Terms is determined to be unlawful or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed severed from these Terms.

SECTION 20 - WAIVER; ENTIRE AGREEMENT

The failure of us to exercise or enforce any right of these Terms shall not constitute a waiver. These Terms constitute the entire agreement between you and us and govern your use of the Service, superseding any prior agreements.

SECTION 21 - ASSIGNMENT

You may not delegate, transfer or assign this Agreement or your wholesale account rights without our prior written consent. We may transfer or assign these Terms without notice to you.

SECTION 22 - GOVERNING LAW

These Terms of Service and any separate agreements shall be governed by and construed in accordance with the laws of the jurisdiction where ChicDex is headquartered.

SECTION 23 - HEADINGS

The headings used in this agreement are included for convenience only and will not limit or otherwise affect these Terms.

SECTION 24 - CHANGES TO TERMS OF SERVICE

We reserve the right to update, change, or replace any part of these Terms of Service by posting updates to our website. It is your responsibility to check our website periodically. Your continued B2B purchasing following the posting of any changes constitutes acceptance.

SECTION 25 - CONTACT INFORMATION

Questions about the Terms of Service should be sent to us at aiden@chicdex.com. Our contact information is posted below:
info@chicdex.com
aiden@chicdex.com
Room 306, No. 203-11 Yinglong Road, Tianhe District, Guangzhou, Guangdong, China
+86 183-1280-3080