Please review the following terms and policy carefully as they are the terms of sale that govern your purchases at CHINAGOODGOODS.com (hereinafter known as CGG). They set out your rights and obligations with respect to your purchases, including important limitations and exclusions. Your placement of an order at CHINAGOODGOODS constitutes your agreement that these policies apply to the order, so be certain you understand them before you place your order.

Terms of Use Agreement
PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY.

This Terms of Use Agreement (the "Agreement") describes the terms and conditions applicable to your use of the CGG web site which is identified by the uniform resource locator www.CHINAGOODGOODS.com (the “Site"). This Agreement is entered into between you as the user of the Site (the" User") and the owner of the Site ("CHINAGOODGOODS.com").

1. Application and Acceptance of Terms and Conditions.

1.1 For purposes of this Agreement, a "User" is any person who accesses the Site for whatever purpose, regardless of whether said User has registered on the Site as a registered User or whether said User is a paying customer for a specific service provided by CGG or any of its affiliates. A User includes the person using this Site and any legal entity which may be represented by such person under actual or apparent authority.

1.2 By accessing or using the Site, you hereby agree to accept the terms and conditions set forth in this Agreement as a User. You shall be bound by the terms and conditions of this Agreement with respect to your access or use of this Site and any further upgrade, modification, addition or change to this Site. If you do not accept all of the terms and conditions of this Agreement, please do not use this Site.

1.3 CGG may amend this Agreement at any time by posting the amended and restated Agreement on the Site. The amended and restated Agreement shall be effective immediately upon posting. This Agreement was last amended on May 12th, 2010. Posting by CGG of the amended and restated Agreement and your continued use of the Site shall be deemed to be acceptance of the amended terms. This Agreement may not otherwise be modified, except in writing by an authorized officer of CGG.
1.4 When you visit CGG or send e-mails to CGG, you are communicating with CGG electronically. You consent to receive communications from CGG electronically. CGG will communicate with you by e-mail or by posting notices on this site. You agree that all agreements, notices, disclosures and other communications that CGG provides to you electronically satisfy any legal requirement that such communications be in writing.

2. Users Generally.

2.1 Users may use this Site solely for their own personal or internal purposes. Each User agrees that it shall not copy, reproduce or download any information, text, images, video clips, directories, files, databases or listings available on or through the Site for the purpose of re-selling or re-distributing the CGG, mass mailing (via emails, wireless text messages, physical mail or otherwise), operating a business that competes with CGG, or otherwise commercially exploiting the CGG Content. Systematic retrieval of CGG Content from this Site to create or compile, directly or indirectly, a collection, compilation, database or directory (whether through robots, spiders, automatic devices or manual processes) without written permission from CGG is prohibited. In addition, use of the content or materials for any purpose not expressly permitted in this Agreement is prohibited.

2.2 Some of the CGG Content displayed on this Site is provided or posted by third parties. CGG is not the author of Third-Party Content, whether contributed by anonymous users or registered users. Any Third Party Content is the sole responsibility of the party who provided the content. CGG is not responsible for the accuracy, propriety, lawfulness or truthfulness of any Third Party Content, and shall not be liable to any User in connection with such User's reliance of such Third Party Content. In addition, CGG is not responsible for the conduct of any User's activities on the Site, and shall not be liable to any person in connection with any damage suffered by any person as a result of such User's conduct.

2.3 CGG may allow Users access to content, products or services offered by third parties through hyperlinks (in the form of word link, banners, channels or otherwise) to such Third Party's web site. You are cautioned to read such sites' terms and conditions and/or privacy policies before using such sites in order to be aware of the terms and conditions of your use of such sites. User acknowledges that CGG has no control over such third party's web site, does not monitor such sites, and CGG shall not be responsible or liable to anyone for such web site, or any content, products or services made available on such a website.

2.4 CGG reserves the right to limit, deny or create different access to the Site and its features with respect to different Users, or to change any of the features or introduce new features without prior notice. Each User acknowledges that inability to use the Site wholly or partially for whatever reason may have adverse effects on its business. Each User hereby agrees that in no event shall CGG be liable to the User or any third parties for any inability to use the Site (whether due to disruption, limited access, changes to or termination of any features on the Site or otherwise), any delays, inaccuracies, errors or omissions with respect to any communications or transmission, or any damage (direct, indirect, consequential or otherwise) arising from the use of or inability to use the Site or any of its features.

2.5 No User shall undertake any scheme to undermine the integrity of the computer systems or networks used by CGG and/or any other User and no User shall attempt to gain unauthorized access to such computer systems or networks.

2.6 We urge that you read CGG's Privacy Policy which governs the protection and use of each User's information in the possession of CGG and/or its affiliates. Each User hereby accepts the Privacy Policy and any updates and amendments thereto. Each User acknowledges that CGG may change the Privacy Policy from time to time provided that CGG shall make available the updated version of the Privacy Policy on the Site at all times. Your continuation of use of the Site shall be deemed to be your acceptance of the Privacy Policy which is then displayed on the Site at the time of such use.

2.7 As a condition of your access to and use of CGG, you agree that you will not use the CGG service to infringe the intellectual property rights or other legitimate rights of others in any way. CGG and/or its affiliates will in appropriate circumstances terminate the accounts of Users who are repeat infringers of the copyrights, or other intellectual property rights, or other legitimate rights of others. In addition, CGG and/or its affiliates reserves the right to terminate the account of a user upon any single infringement of the rights of others in conjunction with use of the CGG service, or if CGG believes that User's conduct is harmful to the interests of CGG, its affiliates, or other users, or for any other reason in CGG's sole discretion, with or without cause.

3. Registered Users

3.1 Each User who has completed and submitted a registration form either online on the Site or offline by giving its information (such as name, address, telephone and fax number, email address, details of its business, etc.) to CGG or another group company providing the relevant specific services is a registered user of the Site (a "Registered User"). An account ("Account") will be established for each Registered User and each Registered User will be assigned a user alias ("User ID") and password ("Password") for log-in access to its own Account.

3.2 If the Registered User is a business entity, you represent that (a) you have the authority to bind the entity to this Agreement; (b) the address you use when registering is the principal place of business of such business entity; and (c) all other information submitted to CGG and its affiliates during the registration process is true, accurate, current and complete. For purposes of this provision, a branch or representative office will not be considered a separate entity and its principal place of business will be deemed to be that of its head office.

3.3 By becoming a Registered User, you consent to the inclusion of your personal data in our Buyer Database and authorize CGG and its affiliates to share such information with other Users.

3.4 CGG or its affiliates may suspend or terminate a Registered User's Account at any time by giving no less than 24-hour notice to the Registered User; provided, however, that notice is not required for such termination if (a) in CGG's determination, there is any breach of the provisions of this Agreement by the Registered User; or (b) CHINAGOODGOODS.com has reasonable grounds to suspect that any information provided by a Registered User is untrue, inaccurate or is not current or complete, or (c) CGG believes that the Registered User's actions may cause financial loss or legal liability to such Registered User.

3.5 A Registered User may not sell, attempt to sell, offer to sell, give, assign or otherwise transfer an Account, User ID or Password to a third party without the prior written consent of CGG. CGG may suspend or terminate the Account of a Registered User or the transferee of a Registered User in the event of a sale, offer to sell, gift, assignment or transfer in violation of this Section.

3.6 Notwithstanding Section 3.1 above, CGG may refuse registration and deny the issuance of an Account and associated User ID and Password to any User for whatever reason.

4. Transactions between Buyers and Suppliers

4.1 CGG is an online marketplace, or shopping mall where the selected sellers can sell products and the Users can buy products. Through the Site, CGG provides an electronic web-based platform for concluding sale and purchase transactions of products and services online between buyers and suppliers. CGG has very strict systems in selecting reliable suppliers and suppliers are not able to list products directly on the Site. Any Sellers who are interested in listing their products on Site are encouraged to contact our promotion agent according to the following contact: Sales@chinagoodgoods.com

4.2 Despite the provision of the platform through the Site, CGG does not represent the seller or the buyer in specific transactions via the Site. No sales agency relationship is created between any buyer and CGG, our affiliates, directors, officers or employees by virtue of CGG's display of any of products supplied by the sellers. The sales contract is entered in to between the buyer and the seller. CGG is providing the technical service in concluding the sales contract in electronic form between the buyer and the sellers.

4.3 Users are hereby made aware that there may be risks of dealing with people acting under false pretences. CGG has very strict systems in selecting reliable suppliers. However, CGG cannot does not control and is not liable to or responsible for the quality, safety, lawfulness or availability of the products or services offered for sale on the Site or the ability of the suppliers to complete a sale.

4.4 Each User acknowledges that it is fully assuming the risks of purchase transactions when using the Site to conduct transactions. Such risks shall include, but are not limited to, mis-representation of products and services, fraudulent schemes, unsatisfactory quality, failure to meet specifications, defective or dangerous products, unlawful products, delay or default in delivery, cost mis-calculations, breach of warranty, breach of contract and transportation accidents. Such risks also include the risks that the manufacture, importation, export, distribution, offer, display, purchase, sale and/or use of products or services offered or displayed on the Site may violate or may be asserted to violate Third Party Rights, and the risk that User may incur costs of defense or other costs in connection with third parties' assertion of Third Party Rights, or in connection with any claims by any party that they are entitled to defense or indemnification in relation to assertions of rights, demands or claims by Third Party Rights claimants. All of the foregoing risks are hereafter referred to as "Transaction Risks.". Each User agrees that CGG shall not be liable or responsible for any damages, liabilities, costs, harms, inconveniences, business disruptions or expenditures of any kind that may arise a result of or in connection with any Transaction Risks.

4.5 Users are solely responsible for all of the terms and conditions of the transactions conducted on, through or as a result of use of the Site, including, without limitation, returns, warranties, shipping, insurance, fees, taxes, title, licenses, fines, permits, handling, transportation and storage. Having said that, CGG may provide uniform service to the sellers in terms of payment collection, logistics service.

4.6 Except where noted otherwise, the List Price displayed for products on the Site represents the price suggested by the supplier. The List Price is a comparative price estimate and may or may not represent the prevailing price in every area on any particular day. With respect to items sold on the Site, CGG cannot confirm the price of an item until you order. Despite our best efforts, a small number of the items in the catalog may be mispriced. If an item's correct price is higher than the stated price, CGG will, as instructed by the seller, either contact you for instructions before shipping or cancel your order and notify you of such cancellation.

4.7 In the event that any User has a dispute with any party to a transaction, such User agrees to release and indemnify CGG (and our agents, affiliates, directors, officers and employees) from all claims, demands, actions, proceedings, costs, expenses and damages (including without limitation any actual, special, incidental or consequential damages) arising out of or in connection with such transaction.

5. Intellectual Property Rights (IPR) Protection Policy

5.1 CGG respects the intellectual property rights of others, and we expect our users to do the same. Unauthorized use of another party's materials and trademarks are dealt with severely on our website.

5.2 CGG will request each seller to ensure that listing of counterfeits, non-licensed replicas, or unauthorized products such as counterfeit designer garment, watches, handbags, sunglasses or other accessories is strictly prohibited on CGG, and no products can be sold on CGG without the explicit permission from the intellectual property right holder. Branded products are permitted to be displayed and sold on CGG if a certificate of authorization has been issued by the brand owner.

5.3 Repeat violations of our IPR policy may result in a range of actions, including Removal of listing(s). The following actions are used as a deterrent against infringement of IPR:
• Voluntary review and removal of listings that appear to offer counterfeit, non-licensed replicas or unauthorized items
• Prompt removal of listing(s) when an intellectual property infringement claim is filed by the trademark holder against any seller who are the suppliers of such listed products;
• Written notification with appropriate reason(s) given to sellers who have their product(s) removed on CGG for suspicion of infringing the IPR of others
• Written notification to sellers whose products are claimed to infringe on other's IPR. Parties involved will have equal opportunities to respond to such charges.
• Termination, when appropriate, of the listings of the sellers who are repeat offenders

With millions of Users trading on DealExtrem.com each day, we expect each and every seller to behave responsibly.

We request those who assert claims of infringement to stand behind their claims. By submitting a report of alleged infringement to CGG, you agree to indemnify CGG against claims or damages arising from the removal of the listing. CGG is also not an arbiter or judge of disputes about intellectual property rights. By taking down a listing, as a prudential matter, CGG is not endorsing a claim of infringement. Neither, in those instances in which CGG declines to take down a listing, is CGG determining that the listing is not infringing, nor is CGG endorsing the sale of goods in such cases. 5.4 How to report an alleged IPR infringement to CGG:
• If you have a good faith belief that a listing on the Site infringes your copyright, trademark, patent or other intellectual property rights, you may complete CGG's Notice of Claimed IPR Infringement Form and email (Sales@chinagoodgoods.com) it to CGG. The completed Notice should specifically identify the seller and each and every link which is claimed to be infringing your rights (specific URL). The complainant must upload the following materials as attachment for qualification verification:

rights proof
According to the rights asserted, please provide rights proof, such as patent registration certificate, trademark registration certificate and copyright registration certificate, etc. (note: registration certificate of the intellectual property rights should be provided; application advice / acknowledgement is insufficient rights proof)

identification proof
Individual: ID card, passport and other identification proof documents Enterprise: business license and other industrial and commercial registration documents

rights-holder authorization proof
If the complainant is not the rights-holder, he must produce authorization or agency certificate duly signed or sealed by the rights-holder.
• Upon receipt of the aforesaid Notice and other information, we will promptly evaluate your complaint, and in cases where it is appropriate, we will expeditiously take down the listing referred to in your claim.
• We will notify the seller in writing of the removal of the claimed infringing product listing and provide the seller with your contact information so that the seller may contact you directly and with an opportunity to respond.
• If the seller objects to the removal of the alleged infringing product listing, the seller may submit to us an appropriate counter-notice to dispute the claim. Upon receipt of such counter-notice, we may resume the seller’s listing unless we receive notice from you that an action has been filed against the member in a court of competent jurisdiction for infringement of your intellectual property rights.

6. Limitation of Liability

6.1 To the maximum extent permitted by law, the features and services on the site are provided on an "as is" and "as available" basis, and CGG hereby expressly disclaims any and all warranties, express or implied, including but not limited to any warranties of condition, quality, durability, performance, accuracy, reliability, merchantability or fitness for a particular purpose. All such warranties, representations, conditions, undertakings and terms are hereby excluded.

6.2 To the maximum extent permitted by law, CGG makes no representations or warranties about the validity, accuracy, correctness, reliability, quality, stability, completeness or correctness of any information provided on or through the site, CGG does not represent or warranty that the manufacture, importation, export, distribution, offer, display, purchase, sale and/or use of products or services offered or displayed on the site does not violate any third party rights; and CGG makes no representations or warranties of any kind concerning any product or service offered or displayed on the site.

6.3 Any material downloaded or otherwise obtained through the Site is done at each User's sole discretion and risk and each User is solely responsible for any damage to its computer system or loss of data that results from the download of any such material. No advice or information, whether oral or written, obtained by any User from CGG or through or from the Site shall create any warranty not expressly stated herein.

6.4 Under no circumstances shall CGG be held liable for an delay or failure or disruption of the content or services delivered through the Site resulting directly or indirectly from acts of nature, forces or causes beyond its reasonable control, including without limitation, Internet failures, computer, telecommunications or any other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, flood, storms, explosions, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals or non-performance of third parties.

6.5 Each User hereby agrees to indemnify and save CGG, its affiliates, directors, officers and employees harmless, from any and all losses, claims, liabilities (including legal costs on a full indemnity basis) which may arise from such User's use of the Site (including but not limited to the display of such User's information on the Site) or from its breach of any of the terms and conditions of this Agreement. Each User hereby further agrees to indemnify and save CGG, its affiliates, directors, officers and employees harmless, from any and all losses, claims, liabilities (including legal costs on a full indemnity basis) which may arise from User's breach of any representations and warranties made by User to CGG. Each User hereby further agrees to indemnify and save CGG, its affiliates, directors, officers and employees harmless, from any and all losses, claims, liabilities (including legal costs on a full indemnity basis) which may arise, directly or indirectly, as a result of any claims asserted by Third Party Rights claimants or other third parties relating to products offered or displayed on the Site. Each User hereby further agrees that CGG is not responsible and shall have no liability to it, for any material posted by others, including defamatory, offensive or illicit material and that the risk of damages from such material rests entirely with each User. CGG reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you shall cooperate with CGG in asserting any available defenses.

6.6 CGG shall not be liable for any special, direct, indirect, punitive, incidental or consequential damages or any damages whatsoever (including but not limited to damages for loss of profits or savings, business interruption, loss of information), whether in contract, negligence, tort or otherwise or any other damages resulting from any of the following:
• the use or the inability to use the Site;
• any defect in goods, samples, data, information or services purchased or obtained from a User or a third-party service provider through the Site;
• violation of Third Party Rights or claims or demands that Users' manufacture, importation, export, distribution, offer, display, purchase, sale and/or use of products or services offered or displayed on the Site may violate or may be asserted to violate Third Party Rights; or claims by any party that they are entitled to defense or indemnification in relation to assertions of rights, demands or claims by Third Party Rights claimants;
• unauthorized access by third parties to data or private information of any User;
• statements or conduct of any User of the Site; or any matters relating to Premium Services however arising, including negligence.

6.7 Notwithstanding any of the foregoing provisions, the aggregate liability of CGG, its employees, agents, affiliates, representatives or anyone acting on its behalf with respect to each Use for all claims arising from the use of the Site or the CGG service shall be limited to the greater of (a) the amount of fees the User pays to CGG or its affiliates in the 12 months period prior to the action giving rise to liability and (b) HK$100. The preceding sentence shall not preclude the requirement by the User to prove actual damages. All claims arising from the use of the Site or the CGG service must be filed within one (1) year from the date the cause of action arose.

7. Intellectual Property Rights

7.1 CGG is the sole owner or lawful licensee of all the rights to the Site and the CGG  Content. The Site and CGG Content embody trade secrets and intellectual property rights protected under worldwide copyright and other laws. All title, ownership and intellectual property rights in the Site and CGG Content shall remain with CGG, its affiliates or licensors of the CGG Content, as the case may be. All rights not otherwise claimed under this Agreement or by CGG are hereby reserved.

7.2 "CHINAGOODGOODS", "CHINAGOODGOODS.COM", "CGG" and related icons and logos are registered trademarks or trademarks or service marks of CHINAGOODGOODS.com, in various jurisdictions and are protected under applicable copyright, trademark and other proprietary rights laws. The unauthorized copying, modification, use or publication of these marks is strictly prohibited.

8. General

8.1 This Agreement and the Privacy Policy constitute the entire agreement between the User and CGG with respect to and governs the use of the Site, superseding any prior written or oral agreements in relation to the same subject matter herein.

8.2 CGG and the User are independent contractors, and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Agreement.

8.3 If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced.

8.4 Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section.

8.5 CGG's failure to enforce any right or failure to act with respect to any breach by a User under this Agreement will not waive that right nor waives CGG's right to act with respect with subsequent or similar breaches.

8.6 CGG shall have the right to assign this Agreement (including all of its rights, titles, benefits, interests, and obligations and duties in this Agreement). The User may not assign, in whole or part, this Agreement to any person or entity.

8.7 This Agreement shall be governed by the laws of the Hong Kong Special Administrative Region ("Hong Kong") without regard to its conflict of law provisions. The parties to this Agreement hereby submit to the exclusive jurisdiction of the courts of Hong Kong.

8.8 If there is any conflict between the English version and another language version of this Agreement, the English language version shall prevail.