Terms of Service

1. Introduction And Acceptance

2. Definitions

In these terms, the following words have the meanings given below unless the context requires otherwise.

• Company means Biliten (Hong Kong) International Trade Co., Limited, its successors and assigns.
• Website means the site located at https://www.earthwise.lat/ and any related subdomain.
• Client means any person or entity that accesses the Website or engages the Company to provide services.
• Services means the trade services described on the Website and in any quotation or agreement.
• Supplier means any manufacturer, factory, trader or service provider in the supply chain.
• Deliverables means reports, specifications, files, advice or documents supplied to a Client.
• Programme means an engagement covering one or more of the Services over a defined period.

Headings are for convenience only and do not affect interpretation. Words in the singular include the plural and the reverse applies. A reference to a statute includes any amendment or replacement.

3. About The Company

Biliten (Hong Kong) International Trade Co., Limited is a company registered in Hong Kong that provides international trade and sourcing services under the Earthwise marque. The registered place of business is Rm 19H MAXGRAND PLZ, 3 TAI YAU ST, San Po Kong, Hong Kong (HK). The Company can be reached by email at sales@earthwise.lat and by telephone at +19147685515.

The Company acts as a sourcing and coordination partner. Unless expressly stated in a written agreement, the Company is not the manufacturer of goods, is not the carrier of goods and is not the importer of record. Those roles remain with the parties identified in the applicable commercial documents, and the Company provides coordination, verification and advisory services in support of them.

4. Eligibility And Business Use

The Website and the Services are intended for business and professional use. By using them you confirm that you are at least the age of majority in your jurisdiction and that you have authority to act for the entity you represent. If you act for a company, you confirm that you are authorised to bind that company to these terms.

You agree to use the Website and the Services only for lawful business purposes. You are responsible for ensuring that your use complies with the laws and regulations that apply to you, including export control, sanctions, anti bribery and consumer protection law, and with the internal policies of your organisation.

5. Scope Of Services

The Company provides six core service lines, and the specific scope of any engagement is set out in the quotation or written agreement that applies to it. The service lines are described below in outline.

5.1 Global Sourcing Programmes

The Company surveys suppliers, obtains quotations on an agreed specification, models landed cost and presents a shortlist with recommendations. Sourcing advice is based on the information available at the time and on the requirements communicated by the Client.

5.2 Supplier Vetting And Audits

The Company verifies corporate documents and conducts physical audits of production sites. Audits are observational and are conducted on a sampling basis. An audit reduces risk but does not eliminate it, and an audit report is not a guarantee of future supplier performance.

5.3 Freight And Customs Coordination

The Company books capacity, arranges consolidation and prepares documentation for customs processing. Carriage itself is performed by third party carriers, and the terms of those carriers apply to the carriage. The Company coordinates but does not itself carry the goods.

5.4 Quality Inspection Services

The Company inspects goods against an agreed checklist and issues reports. Inspection is based on sampling methods agreed with the Client. A passing report indicates that the inspected sample met the checklist; it does not mean that every unit in the lot is free of defect.

5.5 Private Label Development

The Company manages artwork, packaging engineering, labelling compliance and first article review. The Client is responsible for approving final artwork and for confirming that the product and label meet the regulatory requirements of each market in which the Client intends to sell.

5.6 Trade Compliance Advisory

The Company provides classification, origin, screening and regulatory monitoring advice. Advisory services are provided in good faith on the basis of information available and applicable rules at the time. Final legal responsibility for an import or export declaration rests with the declarant of record.

6. Quotations And Order Formation

A quotation issued by the Company is an invitation to treat and remains valid for the period stated in it, or for thirty days if no period is stated. Prices are based on the specification, volume, shipping window and assumptions set out in the quotation. Changes to any of those elements may require a revised quotation.

An engagement is formed only when the Company confirms acceptance of a purchase order or when the parties sign a written agreement, and where applicable when the agreed deposit has been received. Until that point no obligation to supply goods or services arises on either side.

Where a Client instructs the Company to proceed on an urgent basis before documentation is complete, the Company may do so on the basis of the written instructions received, and the Client accepts responsibility for the accuracy of those instructions.

7. Client Responsibilities

The Client is responsible for providing accurate, complete and timely information. This includes product specifications, quality standards, packaging requirements, destination rules, delivery deadlines and any special handling or testing requirements. The Company relies on this information and is not liable for consequences arising from information that is inaccurate, incomplete or delayed.

The Client is responsible for obtaining any licences, permits or registrations required in the destination market, unless the Company has expressly agreed in writing to obtain them. The Client is also responsible for ensuring that the product may lawfully be sold in the destination market and that its labelling, safety and environmental claims are accurate.

The Client agrees to respond promptly to requests for approval, including artwork approvals, sample approvals and inspection dispositions. Delays in approval may affect the schedule, and the Company is not responsible for schedule consequences caused by such delays.

8. Fees, Invoicing And Payment

Fees for services are set out in the applicable quotation or agreement. Unless stated otherwise, fees are quoted in the currency named in the quotation and exclude taxes, duties, bank charges and third party costs unless those items are expressly included.

Invoices are payable within the period stated on the invoice. Where no period is stated, invoices are payable within fifteen days of the invoice date. The Company may require a deposit before placing orders or committing to supplier capacity, and may require payment of third party costs in advance.

Late payment may attract interest at the rate stated in the quotation or, if none is stated, at a commercial rate reasonable in the circumstances. The Company may suspend work, withhold documents or suspend shipments where payments are overdue, without prejudice to its other rights.

The Client is responsible for bank charges, currency conversion costs and any withholding tax that applies in the Clients jurisdiction unless the law requires otherwise. Where withholding tax applies, the Client will provide the documentation needed to evidence the deduction.

9. Supplier Relationships And Audits

The Company maintains relationships with suppliers and selects them on the basis of capability, capacity, compliance and commercial terms. Supplier selection is made in consultation with the Client and recorded in the programme documentation.

Audit reports reflect conditions observed at the time of the visit. Factories change over time, and an audit is a point in time assessment rather than a continuing warranty. Where the Company agrees to conduct follow up verification, that verification is limited to the matters expressly covered.

The Client agrees not to circumvent the Company in respect of suppliers introduced by the Company during an active programme and for a defined period afterwards where the applicable agreement contains a non circumvention provision. Where no such provision applies, the Client remains free to contract directly with any supplier, subject to its other obligations under these terms.

10. Inspection And Quality Terms

Inspection is conducted against a written checklist agreed in advance. The checklist defines acceptable quality for the programme, and where no checklist is agreed the Company will apply the sampling approach stated in the quotation or the recognised industry standard it identifies.

Inspection findings are reported in good faith based on observation and measurement of the sample inspected. A passing report is not a warranty that the entire lot is free from defect, and a failing report does not automatically entitle the Client to reject the lot unless the applicable supply contract provides that right.

The Company may recommend rework, re inspection or rejection. The decision to ship, rework or reject rests with the Client, and the Client accepts the commercial consequences of that decision.

11. Freight, Customs And Delivery

Delivery dates are estimates unless expressly guaranteed in writing. Schedules are subject to carrier availability, port congestion, weather, customs processing and other factors outside the control of the Company. The Company will use reasonable efforts to notify the Client of delays as soon as it becomes aware of them.

Risk in goods passes in accordance with the applicable Incoterms or the terms of the supply contract. The Client is responsible for insuring goods unless the Company has agreed in writing to arrange insurance, in which case the cover is limited to the terms of the policy obtained.

Where a customs authority raises a query, detains goods or demands additional duty, the Client is responsible for responding to the authority and for any resulting cost, unless the query arises from an error in a document prepared by the Company, in which case the Company will assist in correcting the document at no additional service fee, without prejudice to the limitation of liability below.

12. Intellectual Property

The Website, its design, text, graphics and code are protected by intellectual property rights owned by or licensed to the Company. You may view and print pages for your own business reference, but you may not reproduce, republish, modify, distribute or exploit the content for commercial purposes without written permission.

Where a Client provides artwork, trademarks, specifications or other materials, the Client retains ownership of those materials and grants the Company a limited licence to use them for the purpose of delivering the Services. The Client confirms that it has the right to use and to license the materials it provides.

Deliverables created specifically for a Client under a signed agreement become the property of the Client on full payment, except that the Company retains ownership of its pre existing tools, templates, methodologies and know how, which may be reused in other engagements.

13. Confidentiality

Each party may receive confidential information belonging to the other, including pricing, supplier identities, product specifications, volumes, schedules and commercial terms. Each party agrees to keep that information confidential, to use it only for the purpose for which it was disclosed, and to protect it with reasonable care.

Confidentiality obligations do not apply to information that is or becomes public without breach, that was already known without duty of confidence, that is independently developed, or that must be disclosed by law or by a regulatory authority. Where disclosure is required by law, the disclosing party will, where permitted, give notice so that protective steps may be considered.

Confidentiality obligations survive the end of an engagement and continue for the period stated in the applicable agreement or, if none is stated, for three years after the engagement ends.

14. Website Use And Acceptable Conduct

You agree not to misuse the Website. Misuse includes attempting to gain unauthorised access to systems or data, introducing malicious code, interfering with normal operation, scraping content at a volume that burdens the service, or using the Website to transmit unlawful, misleading or harmful material.

You agree not to impersonate another person or entity, not to misrepresent your affiliation, and not to submit information that you do not have the right to provide. The Company may investigate suspected misuse, restrict access and cooperate with authorities where appropriate.

The Company may suspend, withdraw or modify the Website or any part of it without notice where necessary for maintenance, security or legal reasons.

15. Third Party Content And Links

The Website may contain links to third party sites, carrier tracking pages and regulatory resources. Those links are provided for convenience. The Company does not control and is not responsible for the content, accuracy, availability or practices of third party sites.

A link does not imply endorsement. When you follow a link, you leave the Website and become subject to the terms and policies of the destination site. You should review those terms before relying on anything found there.

Where the Website displays information sourced from third parties, that information is provided as received and may change without notice. You should verify critical information directly with the source before acting on it.

16. Disclaimers

The Website and its content are provided on an as available basis. To the fullest extent permitted by law, the Company disclaims all warranties, whether express or implied, including implied warranties of merchantability, fitness for a particular purpose and non infringement.

The Company does not warrant that the Website will be uninterrupted, error free or free of harmful components, or that any information on it is complete, accurate or current. Content is provided for general information and does not constitute legal, tax or customs advice for any specific situation.

Advisory services are provided on the basis of the information supplied and the rules in force at the time of advice. Trade rules change, and the Company does not warrant that advice remains applicable after the date on which it is given.

17. Limitation Of Liability

To the fullest extent permitted by law, the Company is not liable for indirect, incidental, special, consequential or punitive loss, or for loss of profit, loss of revenue, loss of goodwill, loss of opportunity or loss of data, however arising and whether or not foreseeable.

Where liability cannot be excluded, the total aggregate liability of the Company arising from or in connection with an engagement is limited to the amount of service fees actually paid to the Company under the applicable agreement. Where no fee has been paid, liability is limited to the minimum permitted by applicable law.

Nothing in these terms excludes or limits liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for any other liability that cannot lawfully be excluded or limited.

Each provision in this section operates separately. If one provision is found unenforceable, the remaining provisions continue to apply.

18. Indemnity

You agree to indemnify and hold harmless the Company, its directors, officers, employees and agents against claims, losses, liabilities, damages, costs and expenses arising from your breach of these terms, your misuse of the Website, your infringement of third party rights, or your failure to comply with the laws that apply to your business.

This indemnity does not apply to the extent that a claim arises from the negligence, wilful misconduct or breach of these terms by the Company. The Company will notify you promptly of any claim it seeks to bring within this indemnity and will cooperate reasonably in the defence of the claim.

19. Force Majeure

The Company is not liable for delay or failure to perform caused by events beyond its reasonable control. Such events include natural disasters, severe weather, epidemics, war, civil unrest, strikes, port closures, carrier failures, government action, sanctions, customs disruption, power outages and failures of telecommunications or information systems.

Where a force majeure event occurs, the affected obligations are suspended for the duration of the event, and the Company will use reasonable efforts to resume performance. Where the event continues for an extended period, either party may terminate the affected engagement without liability for the unperformed portion, while remaining responsible for obligations already accrued.

20. Termination And Suspension

Either party may terminate an engagement in accordance with the notice provisions in the applicable agreement. Where no notice provision applies, either party may terminate on thirty days written notice. Where a party commits a material breach that is not remedied within a reasonable period, the other party may terminate immediately.

The Company may suspend work or withhold documents where fees are overdue, where a legal or sanctions concern arises, or where continued performance would require the Company to act unlawfully. Suspension is without prejudice to other rights.

On termination, the Client remains responsible for fees for work performed and for commitments already made to suppliers or carriers. Clauses dealing with confidentiality, intellectual property, liability, indemnity and governing law survive termination.

21. Governing Law And Dispute Resolution

These terms are governed by the laws of Hong Kong Special Administrative Region. The parties submit to the exclusive jurisdiction of the courts of Hong Kong, without prejudice to any mandatory consumer or commercial protection available in the place of the Clients residence.

Before commencing proceedings, the parties agree to attempt to resolve any dispute in good faith by discussion between senior representatives. If discussion does not resolve the matter within thirty days, either party may refer the dispute to mediation before a mediator agreed between the parties or appointed by a recognised institution in Hong Kong.

Nothing in this section prevents a party from seeking urgent injunctive relief from a court of competent jurisdiction where necessary to protect its rights.

22. Changes To These Terms

The Company may update these terms from time to time. When a material change is made, the effective date at the top of this page will be updated and, where appropriate, additional notice will be provided on the Website.

Continued use of the Website after a change indicates acceptance of the revised terms. Engagements already underway at the time of a change remain governed by the version in force when the engagement was formed, unless the parties agree otherwise in writing.

You should review this page periodically so that you remain aware of the terms that apply to your use of the Website and to current engagements.

23. Contact Information

Questions about these terms, requests for clarification and formal notices should be sent to the Company using the details below. Formal notices must be in writing and are deemed delivered when acknowledged or within three working days of sending, whichever is earlier.