條款及細則

Fulfilment by Barkmall 服務條款

以下條款只提供英文版釋本。

Fulfilment by Barkmall ("FBB") provides Fulfilment and associated services for Your Products.

These FBB Service Terms are part of the Agreement, and, unless specifically provided otherwise, concern and apply only to your participation in FBB. BY REGISTERING FOR OR USING FBB, YOU (ON BEHALF OF YOURSELF OR THE BUSINESS YOU REPRESENT) AGREE TO BE BOUND BY THE AGREEMENT, INCLUDING THESE FBB SERVICE TERMS. You expressly agree that Barkmall may engage its Affiliate(s) or a third party in order to complete one or more of the Fulfilment and associated services outlined below.

Fulfilment by Barkmall Services
F-1 Your Products

Once you are accepted into FBB, you must apply to register each product you offer that you wish to include in the FBB program. We may refuse registration in FBB of any product, including on the basis that it is an FBB Excluded Product or that it violates applicable Program Policies. You may at any time withdraw registration of any of Your Products from FBB.

F-2 Product and Shipping Information

You will, in accordance with applicable Program Policies, provide accurate and complete information about Your Products registered in FBB, and will provide Fulfilment Requests for any Units fulfilled using FBB that are not sold through a Barkmall Site ("Multi-Channel Fulfilment Units"). You will promptly update any information about Your Products in accordance with our requirements and as necessary so that the information is at all times accurate and complete.

F-3 Shipping to Barkmall

F-3.1 Except as otherwise provided in Section F-3.4 and Section F-5, FBB is limited to Units that are shipped to and from Fulfilment centres located within the applicable Territory, to be delivered to customers in the same Territory only. You will ship Units to us in accordance with applicable Program Policies. You will be responsible for all costs incurred to ship the Units to the shipping destination (including costs of freight and transit insurance) and Barkmall will not pay any shipping costs. You are responsible for payment of all customs, duties, taxes, and other charges. In the case of any improperly packaged or labelled Unit, we may return the Unit to you at your expense (pursuant to Section F-7) or re-package or re-label the Unit and charge you an administrative fee.

F-3.2 You will not deliver to us any Unsuitable Unit; we may reject any shipment of Your Products.

F-3.3 We may, at our option, allow you to ship Units at your expense (as described in Section F-9.2) to Fulfilment centres using discounted shipping rates that we may make available to you for certain carriers. In such event, you will use the processes and supply the information that we require for you to obtain such discounted rates. You also must comply with standard operating procedures, weight and size restrictions, and other shipping requirements of the applicable carriers. If we provide you with the estimated shipping costs prior to shipment, you acknowledge and agree that actual shipping costs may vary from such estimates. In addition, if the weight of the Unit, as determined by the applicable carrier, differs from that submitted by you to us for purposes of determining the estimated shipping costs, then: (a) you may be charged more than the estimated shipping costs if the carrier determines that such Unit weighs more than as submitted by you; or (b) you may be charged the full amount of the estimated shipping costs even if the carrier determines the weight to be less than that submitted by you. You will not use carrier account information (e.g., carrier account number, amount of shipping rates, etc.) for any purpose, nor disclose such information to any third party, and you will protect such information as Barkmall's confidential information in accordance with Section 11 of the General Terms of this Agreement. As between you, us, and the applicable carrier, you will be the shipper of record, and we will make payment to the carrier with respect to the shipment of all Units using such discounted rates. Title and, without limitation, risk of loss or damage for any Unit shipped will remain with you, and our provision of such shipping rates will not create any liability or responsibility for us with respect to any delay, damage, or loss incurred during shipment. You authorise the applicable carrier to provide us with all shipment tracking information.

F-3.4 If you ship Units from outside the applicable Territory to Fulfilment centres, you will list yourself as the importer/consignee and nominate a customs broker. If Barkmall is listed on any import documentation, Barkmall reserves the right to refuse to accept the Units covered by the import documents and any costs assessed against or incurred by Barkmall will be collected from Your Bank Account, deducted from amounts payable to you, or by other method at our election.

F-4 Storage

F-4.1 We will provide storage services as described in these FBB Service Terms once we confirm receipt of delivery. We will keep electronic records that track inventory of Units by identifying the number of Units stored in any Fulfilment centre. We will not be required to physically mark or segregate Units from other inventory units (e.g., products with the same Barkmall standard identification number) owned by us, our Affiliates or third parties in the applicable Fulfilment centre(s). If we elect to commingle Units with such other inventory units, both parties agree that our records will be sufficient to identify which products are Units. We may move Units among facilities.

F-4.2 The FBB Service is provided by Barkmall and/or its affiliates, agents or partners, as a third-party logistics provider, carries general liability insurance to cover basic damage to cargoes resulting from fire, flood and professional negligence. You acknowledge that it is reasonable for you to self-insure against Stock Shrinkage especially for amount above the Amount of Compensation limit and to self-insure or purchase insurance for general storage risk. Subject to our written quotation for insurance, you may purchase insurance through us. In the event that you do not request insurance through us as described herein, you shall ensure that your products/goods are insured under your own insurance policy against such risks and in such sums as you deem appropriate throughout the duration of this Agreement (and you hereby waives and shall ensure you’re your insurance carrier waives any right of subrogation against Barkmall). Additionally, upon request you shall provide us with full information and documentation concerning such insurance coverage including but not limited to a copy of the insurance policy and receipts for all premiums.

F-4.3 You acknowledge that all warehousing activities, including without limitation storage, are subject to an amount of loss or damage of goods in stock (herein referred to as “Stock Shrinkage”). Such Stock Shrinkage may be occasioned by, among other things, erroneous kitting, packing, unpacking and re-packing of goods in stock, deterioration of the condition of goods, concealed shortage, warehouse handling, inventory control measurement and counting errors and may occur notwithstanding the use by Barkmall of reasonable care in providing the FBB Service. You provide us 0.2% Stock Shrinkage Allowance to on an monthly basis calculated based on the volume in cubic meter (CBM) moved through our Fulfilment centre and warehousing facilities (“Stock Shrinkage Allowance”).

F-4.4 We will only count quantity at carton and/or pallet level, unless specified otherwise.

F-4.5 We will not be liable for any concealed shortage and/or concealed damage.

F-4.6 We will not be held responsible for any consequential damage or loss due to bad packaging materials supplied by you or your vendors.

F-4.7 We shall not be responsible and liable under no circumstances for verifying the accuracy, veracity, completeness and/or timeliness of any kind of information received from you or from your suppliers or carriers (such information shall be deemed to be accurate, true, complete and timely in respects).

F-4.8 If the Stock Shrinkage is below the Stock Shrinkage Allowance, you will not seek any compensation from us.

F-4.9 If the actual Stock Shrinkage is above the Stock Shrinkage Allowance and found to be caused entirely and exclusively by our negligence, then we will compensate you on the Stock Shrinkage above the allowance pursuant to and on the basis of section F-9 of this Agreement.

F-4.10 If there is a loss of or damage to any Units while they are being stored, we will, compensate you in accordance with Section F-9 of this Agreement and the FBB Inventory Reimbursement Policy, and you will, at our request, provide us a valid tax invoice for the compensation paid to you. If we compensate you for a Unit, we will be entitled to dispose of the Unit pursuant to Section F-7. At all other times, you will be solely responsible for any loss of, or damage to, any Units. Our confirmed receipt of delivery does not: (a) indicate or imply that any Unit has been delivered free of loss or damage, or that any loss or damage to any Unit later discovered occurred after confirmed receipt of delivery; (b) indicate or imply that we actually received the number of Units of Your Product(s) specified by you for such shipment; or (c) waive, limit, or reduce any of our rights under this Agreement. We reserve the right to change scheduling restrictions and volume limitations on the delivery and storage of your inventory in Fulfilment centres in accordance with Section 15 of the General Terms, and you will comply with any of these restrictions or limitations.

F-5 Fulfilment

As part of our Fulfilment services, we will ship Units from our inventory of Your Products to the shipping addresses in the Territory included in valid customer orders, or submitted by you as part of a Fulfilment Request. We may ship Units together with products purchased from other merchants, including any of our Affiliates. We also may ship Units separately that are included in a single Fulfilment Request. If you participate in our export Fulfilment services, we will also ship Your Products that we determine to be eligible (each, a "Foreign-Eligible Product") to Foreign Addresses within countries we determine to be eligible for foreign shipments, subject to the additional terms on foreign shipments in the applicable FBB Guidelines.

F-6 Customer Returns

F-6.1 You will be responsible for and will accept and process returns of, and provide refunds and adjustments for, any Multi-Channel Fulfilment Units in accordance with the Agreement (including the applicable Program Policies).

F-6.2 We will receive and process returns of any Barkmall Fulfilment Units that were shipped to addresses within the Territory in accordance with the terms of your Seller Agreement, these FBB Service Terms, and the Program Policies. Any Sellable Units that are also Barkmall Fulfilment Units and that are properly returned will be placed back into the inventory of Your Products in the FBB Program. We may fulfil customer orders for Your Products with any returned Barkmall Fulfilment Units. Except as provided in Section F-7, you will retake title of all Units that are returned by customers.

F-6.3 Subject to Section F-7, we will, at your direction, either return or dispose of any Unit that is returned to us by a customer and that we determine is an Unsuitable Unit.

F-6.4 If Barkmall receives a customer return of a Multi-Channel Fulfilment Unit, you will direct us to return or dispose of the Unit at your own cost failing which we may dispose of the Unit as provided in Section F-7.

7. Disclaimer & General Release.

F-7.1 You may, at any time, request that Units be returned to you or that we dispose of Units.

F-7.2 We may with notice return Units to you, including upon termination of these FBB Service Terms. Returned Units will be sent to your designated shipping address. However, if (a) the designated shipping address we have for you is outdated or incorrect, (b) you have not provided or, upon our request, confirmed a designated shipping address in the Territory, or (c) we cannot make arrangements for you to pay for the return shipment, then the Unit(s) will be deemed abandoned and we may elect to dispose of them as appropriate based on the inventory (e.g., by selling, recycling, donating, or destroying it) and retain any proceeds we may receive from the disposal.

We may dispose of any Unsuitable Unit (and you will be deemed to have consented to our action): (d) immediately if we determine that (i) the Unit creates a safety, health, or liability risk to Barkmall, our personnel, or any third party; (ii) you have engaged in fraudulent or illegal activity; or (iii) we have cause to terminate your use of Services with immediate effect pursuant to Section 3 and are exposed to liability towards a third party; (e) if you fail to direct us to return or dispose of any Unsuitable Unit within thirty (30) days after we notify you that the Unit has been recalled; or (f) if you fail to direct us to return or dispose of any Unsuitable Unit within thirty (30) days (or as otherwise specified in the applicable Program Policies) after we notify you that its removal is required, for instance because your use of FBB is suspended or terminated or your seller account is suspended, terminated or closed. In addition, you will reimburse us for expenses we incur in connection with any Unsuitable Units.

We may dispose of any Unit we are entitled to dispose of (including any Unsuitable Units) in the manner we deem appropriate (e.g., by selling, recycling, donating, or destroying it) and retain any proceeds we may receive from the disposal.

F-7.3 You may, at any time, request that we dispose of Units. In this case, we may dispose of these Units as appropriate based on the inventory (e.g., by selling, recycling, donating, or destroying it) and retain any proceeds we may receive from the disposal. Title to each disposed Unit will transfer to us (or a third party we select such as a charity) at no cost, free and clear of any liens, claims, security interests or other encumbrances to the extent required to dispose of the Unit, and we may retain any proceeds, we may receive from the disposal.

F-7.4 You will promptly notify us of any recalls or potential recalls, or safety alerts of any of Your Products and cooperate and assist us in connection with any recalls or safety alerts, including by initiating the procedures for returning items to you under our standard processes. You will be responsible for all costs and expenses you, we or any of our or your Affiliates incur in connection with any recall or potential recall or safety alerts of any of Your Products (including the costs to return, store, repair, liquidate, or deliver to you or any vendor any of these products).

8. Limitation of Liability.

F-8.1 For Multi-Channel Fulfilment Units we will have no customer service obligations other than to pass any inquiries to your attention at the contact you provide, and to make available a reasonable amount of information regarding the status of the Fulfilment of Your Products if you request it and if and to the extent we possess the requested information. You will ensure that all of your policies and messaging to your customers regarding shipping of Your Products and other Fulfilment -related matters, reflect our policies and requirements, including with regard to shipping methods, returns, and customer service; and, you will conspicuously display on your website(s), in emails or in other media or communications any specific disclosures, messaging, notices, and policies we require.

F-8.2 We will be responsible for all customer service issues relating to packaging, handling and shipment, and customer returns, refunds, and adjustments related to Barkmall Fulfilment Units. We will determine whether a customer will receive a refund, adjustment or replacement for any Barkmall Fulfilment Unit and we will require you to reimburse us where we determine you have responsibility in accordance with the Agreement (including these FBB Service Terms and the Program Policies). We will promptly notify you when you are responsible for a customer refund. You may appeal if you disagree with our finding within thirty (30) days after our notification, in addition to your right to request that Units be returned to you under Section F-7.1. Except as provided in this Section F-8 regarding any Barkmall Fulfilment Units, customer service will be handled in accordance with your Seller Agreement.

F-8.3 In situations relating to Barkmall Fulfilment Units where the wrong item was delivered or the item was damaged or lost or is missing, unless we determine that the basis for such request is caused by you or any of your employees, agents, or contractors, we will, at our option: (a) for any Barkmall Fulfilment Unit, (i) ship a replacement Unit to the customer and reimburse you in accordance with Section F-9 and FBB Inventory Reimbursement Policy for the replacement Unit, or (ii) process a refund to the customer and reimburse you in accordance with Section F-9 and the FBB Guidelines for the Unit; or (b) for any Multi-Channel Fulfilment Unit, reimburse you in accordance with Section F-9 and the FBB Guidelines for the Unit (and you will, at our request, provide us a valid tax invoice for the compensation paid to you). Any customer refund will be processed in accordance with the Selling on Barkmall and the Transaction Processing Service Terms (if the Territory for a Service is the Hong Kong SAR). Notwithstanding the Selling on Barkmall Service Terms, we will be entitled to retain the applicable fees payable to us under the Selling on Barkmall Service Terms and these FBB Service Terms, respectively. Except as expressly provided in this Section F-8.3, you will be responsible for all costs associated with any replacement or return.

F-8.4 If we provide a replacement Unit or refund as described in Section F-8.3 to a customer and that customer returns the original Unit to us, we will be entitled to dispose of the Unit pursuant to Section F-7, or, if it is a Sellable Unit, we may, at our option, place such Unit back into your inventory in accordance with Section F-6. If we do put a Unit back into your inventory, you will reimburse us for the applicable Replacement Value (as described in the FBB Guidelines) of the returned Unit. Any replacement Unit shipped by us under these FBB Service Terms will be deemed to be, and will be treated in the same manner as, an order and sale of such Unit from you to the customer via the applicable Barkmall Site or Service in accordance with, and subject to, the terms and conditions of this Agreement and your Seller Agreement.

F-9 Compensation for Fulfilment Services

F-9.1 Handling and Storage Fees. You will pay us the applicable fees described in the applicable Fulfilment by Barkmall FBB Fee Schedule. You will be charged the Storage Fees beginning on the day (up to midnight) that the Unit arrives at a Fulfilment centre and is available for Fulfilment by Barkmall (or in the case of any Unsuitable Unit, the arrival day (up to midnight)), until the earlier of: (a) the day (up to midnight) we receive a valid customer order for such product or a request from you to return or dispose of the Unit; or (b) the day (up to midnight) we actually ship the Unit to your designated return location or dispose of the Unit.

F-9.2 Shipping and Gift Wrap. For any Barkmall Fulfilment Units we will determine the amounts charged to the customer for shipping and gift wrap services for the Units that we fulfil through the FBB Program. As between you and us, these charges will be your charges to the customer, and we will report them to you. We will charge you (and you will pay us) a fee equal to the amount of such charges as per the applicable fees described in the applicable Fulfilment by Barkmall FBB Fee Schedule. In the case of shipments of Units sold through the Barkmall Site that qualify for the "Free Shipping" promotion, the amounts charged to the customer for shipping the Selling on Barkmall Units that Barkmall fulfils will first be charged to the customer and will next be deducted from the total charges to the customer as your promotion and Barkmall will not charge you the fee described above. If you ship Units to us using the shipping rates that we may make available pursuant to Section F-3.3, you will reimburse us for the actual amounts charged to us by the applicable carrier for such shipments.

F-9.3 Proceeds. We may as appropriate keep part of or all proceeds of any Units that we are entitled to dispose of pursuant to F-7 above, or to which title transfers, including returned, damaged, or abandoned Units. You will have no security interest, lien, or other claim to the proceeds that we receive in connection with the sale, Fulfilment, and/or shipment of these Units.

F-9.4 Claims. If any claim arises, you will follow the claim procedures set by Barkmall. We will settle your claim, after it is verified and agreed, by issuing a credit note to you. In no circumstances you shall withhold or offset any alleged or agreed claim against any Barkmall’s outstanding invoice. Any payment accepted by us shall not imply acceptance by us of any dispute items.

F-9.5 General FBB Liability. Except insofar as otherwise provided by this Agreement and the General Terms, we shall not be liable for any loss or damage whatsoever arising from: (i) the act, omission or delay of your or any person acting on your behalf, (ii) compliance with the instructions given to us by you or any other person entitled to give them, (iii) insufficiency of the packing or labelling of the goods except where such service has been provided by us, (iv) handling, loading, stowage or unloading of the goods by you or any person acting on your behalf, (v) inherent vice of the goods, (vi) riots, civil commotion, strikes, lockouts, stoppage or restraint of labour from whatsoever cause, (vii) fire, flood, storm or typhoon, or (viii) any cause which we could not avoid and the consequences whereof it could not be prevented by the exercise of reasonable diligence. We shall not be liable for loss or damage to property other than the goods themselves, indirect or consequential loss or damage, loss of profit, delay or deviation.

F-9.6 Amount of Compensation

F-9.6(i) Except in so far as otherwise provided by this Agreement and the General Terms, the liability of Barkmall, howsoever arising, and notwithstanding that the cause of loss or damage be unexplained not exceeding the following:

F-9.6(i)(a) Physical loss of or damage to or mis-delivery of Your Products, but not exceeding the least of (1) the factory cost value of the goods lost, damaged or mis-delivered, or (2) USD 2.60 per gross kilogram of goods lost, damaged or mis-delivered, or (3) the reasonable cost of repair of goods lost, damaged or mis-delivered, or (4) ten (10) times the equivalent monthly (30 days) storage fee chargeable by us of the goods lost or damaged.

F-9.6(i)(b) Mis-direction of the Goods, but not exceeding the least of (1) the cost of transporting the goods to the correct destination by the mode of transport that would have applied in the absence of such mis-direction less the cost that would have been incurred in transporting the goods to the correct destination in the absence of such mis-direction, or (2) the factory cost value of the goods mis-directed, or (3) USD 2.60 per gross kilogram of the goods mis-directed or or (4) ten (10) times the equivalent monthly (30 days) storage fee chargeable by us of the goods lost or damaged.

F-9.6(ii) In respect of claims for delay where not excluded by the provisions of this Agreement, the amount of our charges in respect of the goods delayed.

F-9.6(iii) Compensation shall be calculated by reference to the invoice value of the goods plus insurance if paid.

F-9.6(iv) In any event, Barkmall’s liability under this Agreement shall be subject to the maximum of HK$2,500 per occurrence (or series of occurrence due to a common cause) and HK$10,000 for the entire Term.

F-10 Indemnity

In addition to your obligations under Section 6 of the General Terms of this Agreement, you also agree to indemnify, defend, and hold harmless us, our Affiliates, and our and their respective officers, directors, employees, representatives, and agents against any Claim that arises from or relates to: (a) the Units (whether or not title has transferred to us, and including any Unit that we identify as yours pursuant to Section F-4), including any personal injury, death, or property damage; (b) any of Your Taxes or the collection, payment, or failure to collect or pay Your Taxes; and, if applicable (c) any sales, use, value added, personal property, gross receipts, excise, franchise, business, or other taxes or fees, or any customs, duties, or similar assessments (including penalties, fines, or interest on any of the foregoing) imposed by any government or other taxing authority in connection with the shipment of Foreign-Eligible Products to Foreign Addresses (collectively, "Foreign Shipment Taxes").

F-11 Release

You, on behalf of yourself and any successors, subsidiaries, Affiliates, officers, directors, shareholders, employees, assigns, and any other person or entity claiming by, through, under, or in concert with them (collectively, the "Releasing Parties"), irrevocably acknowledge full and complete satisfaction of and unconditionally and irrevocably release and forever fully discharge Barkmall and each of our Affiliates, and any and all of our and their predecessors, successors, and Affiliates, past and present, as well as each of our and their partners, officers, directors, shareholders, agents, employees, representatives, attorneys, and assigns, past and present, and each of them and all Persons acting by, through, under, or in concert with any of them (collectively, the "Released Parties"), from any and all claims, obligations, demands, causes of action, suits, damages, losses, debts, or rights of any kind or nature, whether known or unknown, suspected or unsuspected, absolute or contingent, accrued or unaccrued, determined or speculative (collectively, "Losses") which the Releasing Parties now own or hold or at any time have owned or held or in the future may hold or own against the Released Parties, or any of them, arising out of, resulting from, or in any way related to the shipment, export, or delivery of Your Products to Foreign Addresses, including any tax registration or collection obligations. You, on behalf of yourself and all other Releasing Parties, recognise that you, and each of them, may have some Losses, whether in tort, product liability, contract, warranty, or otherwise, against the Released Parties of which you, or any of them, are totally unaware and unsuspecting, or which may arise or accrue after the date you register for or use FBB, which the Releasing Parties are giving up by agreeing to these FBB Service Terms. It is your intention in agreeing to these FBB Service Terms that these FBB Service Terms will deprive the Releasing Parties of each and all such Losses and prevent the Releasing Party from asserting any such Losses against the Released Parties, or any of them. In addition to the foregoing, you acknowledge, on behalf of yourself and all other Releasing Parties that you have taken legal advice and are informed and familiar with the relevant laws prevailing in the Territory in respect of the FBB Service.

You, on behalf of yourself and all other Releasing Parties, expressly waive and relinquish any rights that you had or may have under the relevant laws prevailing in the Territory in respect of the FBB Service or any similar provision of the law of any other jurisdiction, to the full extent that you may lawfully waive all such rights pertaining to the subject matter of these FBB Service Terms.

F-12 Disclaimer 

IN ADDITION TO THE DISCLAIMER IN SECTION 7 OF THE GENERAL TERMS OF THIS AGREEMENT, WE DISCLAIM ANY DUTIES OF A BAILEE OR WAREHOUSEMAN, AND YOU WAIVE ALL RIGHTS AND REMEDIES OF A BAILOR (WHETHER ARISING UNDER COMMON LAW OR STATUTE OR OTHERWISE), RELATED TO OR ARISING OUT OF ANY POSSESSION, STORAGE, OR SHIPMENT OF YOUR PRODUCTS BY US OR OUR AFFILIATES OR ANY OF OUR OR THEIR CONTRACTORS OR AGENTS.

F-13 Effect of Termination

Your termination rights are set forth in Section 3 of this Agreement. Following any termination of the Agreement or these FBB Service Terms in connection with a particular Territory, we will, as directed by you, return to you or dispose of the Units held in that Territory as provided in Section F-7. If you fail to direct us to return or dispose of the Units within thirty (30) days (or as otherwise specified in the applicable Program Policies) after termination, then we may elect to return and/or dispose of the Units in whole or in part, as provided in Section F-7, and you agree to such actions. Upon any termination of these FBB Service Terms in connection with a particular Territory, all rights and obligations of the parties under these FBB Service Terms in connection with such Territory will be extinguished, except that the rights and obligations of the parties under Sections F-1, F-2, F-3, F-4, F-5, F-6, F-7, F-8, F-9, F-11, F-12, and F-13 with respect to Units received or stored by Barkmall as of the date of termination will survive the termination.

F-14 Tax Matters

You understand and acknowledge that storing Units at Fulfilment centres may create tax nexus for you in any country, state, province, or other localities in which your Units are stored, and you will be solely responsible for any taxes owed as a result of such storage. If any Foreign Shipment Taxes or Your Taxes are assessed against us as a result of performing services for you in connection with the FBB Program or otherwise pursuant to these FBB Service Terms, you will be responsible for such Foreign Shipment Taxes and Your Taxes and you will indemnify and hold Barkmall harmless from such Foreign Shipment Taxes and Your Taxes as provided in Section F-10 of these FBB Service Terms.

F-15 Additional Representation 

In addition to your representations and warranties in Section 5 of the General Terms of this Agreement, you represent and warrant to us that: (a) you have valid legal title to all Units and all necessary rights to distribute the Units and to perform under these FBB Service Terms; (b) you will deliver all Units to us in new condition (or in such condition otherwise described by you in the applicable Your Product listing) and in a merchantable condition; (c) all Units and their packaging will comply with all applicable marking, labeling, and other requirements required by Law; (d) no Unit is or will be produced or manufactured, in whole or in part, by child labour or by convict or forced labour; (e) you and all of your subcontractors, agents, and suppliers involved in producing or delivering Units will strictly adhere to all applicable Laws of the Territory, its territories, and all other countries where Units are produced or delivered, regarding the operation of their facilities and their business and labour practices, including working conditions, wages, hours, and minimum ages of workers; and (f) that all Foreign-Eligible Products (i) can be lawfully exported from your jurisdiction, or the Hong Kong SAR, as applicable, without any license or other authorisation; and (ii) can be lawfully imported into, and comply with all applicable Laws of, any eligible country and/or the Territory.

FBB Definitions

"Barkmall Fulfilment Units" means Units fulfilled using FBB that are sold through a Barkmall Site. For avoidance of doubt, if you have successfully registered for or used both the FBB and Selling on Barkmall Services, then the term "Barkmall Fulfilment Units" and the defined term "Barkmall Fulfilled Products" in the Selling on Barkmall Service Terms both refer to the same items.

"FBB Excluded Product" means any Unit that is an Excluded Product or is otherwise prohibited by the applicable Program Policies.

"Foreign Address" means (a) if the Territory is the Hong Kong SAR, any mailing address that is not (i) within the Hong Kong SAR, or (ii) an APO/FPO address; and (b) if the Territory is not the Hong Kong SAR, any mailing address that is not within the Territory.

"Fulfilment Request" means a request that you submit to us (in accordance with the standard methods for submission prescribed by us) to fulfil one or more Multi-Channel Fulfilment Units.

"Multi-Channel Fulfilment Units" has the meaning in Section F-2.

"Sellable Unit" means a Unit that is not an Unsuitable Unit.

"Seller Agreement" means the Selling on Barkmall Service Terms, the Barkmall Service Business Solutions Agreement, the Merchants@ Program Agreement, the Marketplace Participation Agreement, any successor to any of these agreements, or any other similar agreement (as determined by Barkmall) between you and us that permits you to offer products and services via a particular Barkmall Site.

"Shipping Information" means with respect to any purchased Unit(s), the following information: the name of the recipient, the shipping address, the quantity of Units to be shipped, and any other shipping-related information we may reasonably request.

"Unit" means a unit of Your Product that you deliver to Barkmall in connection with the FBB Program.

"Unsuitable Unit" means a Unit: (a) that is defective, damaged, unfit for a particular purpose, or lacking required label(s); (b) the labels for which were not properly registered with Barkmall before shipment or do not match the product that was registered; (c) that is an FBB Excluded Product or does not comply with the Agreement (including applicable Service Terms and Program Policies); (d) that Barkmall determines is unsellable or unfulfillable; or (e) that Barkmall determines is otherwise unsuitable.