Terms of Service

Acceptance of terms

By visiting the website, sending a message to the desk or engaging XuYue Ecom (XiuYue E-Commerce Co., Ltd.) for a service, you agree to these terms. If you do not agree, please stop using the website and do not engage the desk.

Where you act for a company or another organisation, you confirm that you have authority to bind that organisation to these terms. In that case the words you and your refer to the organisation as well as to the individual who accepted the terms.

A signed statement of work or a written project agreement between the client and XuYue Ecom (XiuYue E-Commerce Co., Ltd.) takes priority over these terms where the two conflict. These terms fill the gaps around that agreement and apply to every visit to the website.

Definitions

The following definitions keep the rest of the document clear.

• Company means XuYue Ecom (XiuYue E-Commerce Co., Ltd.), the operator of the website and the counter desk.
• Website means the pages served at xirtech.my, including the services and contact pages.
• Counter desk means the working parcel counter operated by the Company in Liuyang, where records are weighed, written and reviewed.
• Client means a person or organisation that engages the Company for a service.
• Deliverable means any document, system, configuration or other output that the Company provides under a project.
• Service means any of the six counter services described on the services page, together with related consulting work.

Eligibility

The website and the services are intended for business use. By using them you confirm that you are at least eighteen years old and legally able to enter a contract, or that you act for an organisation that has authorised you to do so.

We may decline a request for a service where we believe the request is unlawful, fraudulent or beyond our capacity to deliver well. If we decline, we will explain the reason where we are able to do so.

Certain services may be unavailable in some regions because of local law or sanctions. It is the responsibility of the client to confirm that its use of a service is lawful in the place where the client operates.

Permitted website use

You may read the pages, print a copy for internal reference and link to the website from another page. You may not copy the text for publication, resell access to the content or present the material as your own work.

You must not attempt to break the security of the website, to disrupt the service for other visitors, to scrape the site for personal data or to introduce malicious code. Automated requests must respect the server, and we may block traffic that threatens availability.

If you discover a security problem, report it to the desk instead of exploiting it. We will acknowledge a good faith report and will not pursue a person who acts responsibly and gives us a reasonable time to fix the problem.

Scope of services

The Company provides computer systems design services built around the parcel counter desk. The six named services are parcel row bays, ship-out sheet runs, store note desks, restock windows, review rounds and order sittings. Each engagement describes in writing which services are included, what the client receives and when the work is expected to finish.

Work that is not described in the written scope is not included in the price and is not promised. If the client asks for additional work, the Company will describe the change, estimate the effect on time and cost, and proceed only after written agreement.

The Company may use subcontractors to deliver part of a service where this is appropriate. In every such case the Company remains responsible to the client for the quality of the work and for the protection of the client data.

Client responsibilities

A counter desk runs well only when the client supplies accurate information on time. The client agrees to provide the records, access and decisions that the service needs, and to nominate a person who can answer questions on the client side.

• Provide accurate contact details and update them when they change.
• Supply project material that the client has the right to share.
• Respond to requests for approval within a reasonable period, normally five working days.
• Keep the credentials that the Company issues for a system confidential.
• Tell the Company promptly about any problem discovered after delivery.

Where a delay is caused by the client, the timetable moves by the length of the delay and the Company may adjust the planned effort accordingly. The Company will confirm the effect in writing rather than pass a surprise cost at the end.

Quotations and proposals

A quotation is an invitation to agree, not a final contract. It states the services included, the price, the assumptions and the period during which the price holds. Unless the quotation says otherwise, a quoted price holds for thirty days from the date of issue.

If the assumptions in a quotation turn out to be wrong, the Company will explain the difference and offer a revised quotation before carrying out work that depends on the changed assumption. The client is never obliged to accept a revised quotation.

A project begins when the client accepts the quotation in writing and pays any deposit that the quotation requires. Until then the Company may hold the proposed start date only for a short period.

Fees and payment

Fees are set out in the quotation or the project agreement. Unless agreed otherwise, invoices are due within fourteen days of the issue date, and payment is made in the currency stated on the invoice.

The Company may require a deposit before work begins and may invoice in stages for a longer project. Where a payment is late, the Company may pause work after giving written notice and may charge interest at the rate stated in the agreement, or at a reasonable rate where none is stated.

Taxes are charged where the law requires them. The client is responsible for any bank charge or transfer cost that its own payment method creates. A refund, where one is due, is made to the account from which the payment came unless another method is agreed.

Delivery and timelines

Timelines are estimates prepared in good faith. The Company will tell the client as soon as it becomes aware of a risk to a date, and will propose a revised plan rather than wait until the date has passed.

A deliverable is considered delivered when it is sent to the client by email or placed in the agreed shared location. Where a deliverable depends on a third party, such as a hosting provider, the Company is responsible for reasonable coordination but not for the acts of that third party.

The client is expected to review a deliverable within ten working days of delivery. A deliverable not reviewed within that period is treated as accepted for the purpose of moving the project forward, without affecting the warranty described later in these terms.

Acceptance of work

Acceptance confirms that a deliverable meets the description in the written scope. It does not confirm that the client has no further wishes, and it does not limit the warranty that follows.

If the client believes that a deliverable does not meet the scope, the client should describe the gap in writing within the review period. The Company will correct a genuine gap at no extra charge. A request for something that was never in the scope is handled as a change and is quoted in the normal way.

Where the parties disagree about whether a gap exists, they will refer to the written scope and to the project notes kept at the counter desk. Those records are the shared source of truth for the engagement.

Intellectual property

The text, layout, drawings and code of the website belong to the Company and are protected by copyright and related rights. You may not reproduce them except as permitted above.

For a project, the Company retains ownership of its general methods, tools and background material. On full payment, the client receives a licence to use the deliverables for its own business, which may include the right to modify them where the agreement says so. The client keeps ownership of the material it supplies.

The Company may describe a project in general terms, such as a short statement that a system for parcel row bays was delivered, unless the client asks for confidentiality in writing. The Company will never publish client data or client names without permission.

Confidentiality

Each party may receive information that the other treats as confidential. The receiving party will use that information only for the project, will protect it with reasonable care and will share it only with people who need it and who are bound to keep it confidential.

Confidential information does not include information that is already public, that the receiving party already held without a duty, that is independently developed or that must be disclosed by law. Where disclosure is required by law, the receiving party will give notice where it is lawful to do so.

The duty of confidentiality survives the end of the project. Records that contain confidential material are returned or deleted when the project ends, unless the law requires the Company to keep them for a longer period.

Warranty and support

The Company warrants that it will perform a service with reasonable skill and care and that a deliverable will materially match the written scope at the point of delivery.

If a defect appears within thirty days of delivery, the client should report it with enough detail to reproduce the problem. The Company will fix a defect that is covered by the warranty at no charge. Problems caused by a change made by the client, by a third party service or by use outside the agreed purpose are outside the warranty.

Support after the warranty period is provided under a separate arrangement. The Company will be honest about what it can support, and will decline work that it cannot do well rather than promise more than it can deliver.

Limitation of liability

To the extent permitted by law, neither party is liable for indirect or consequential loss, for lost profit, for lost business opportunity or for loss of goodwill. This does not limit liability that cannot be limited by law.

The total liability of the Company for a project is limited to the fees paid by the client for that project during the twelve months before the event that gave rise to the claim. Where a project has generated no fees, the Company liability is limited to a reasonable sum.

The website is provided for information. The Company takes care to keep the information accurate, but it does not promise that every page is free of error at every moment. A reader should confirm important details with the desk before relying on them.

Suspension and termination

Either party may end a project with thirty days of written notice. A party may end immediately if the other party commits a serious breach and does not fix it within fifteen days of a written request, or if the other party becomes insolvent.

On termination the client pays for work carried out up to the termination date and for any committed cost that cannot be avoided. The Company hands over the work that has been paid for and returns client material, subject to the confidentiality and retention rules.

The Company may suspend access to a system where a payment is seriously overdue or where continued access would create a security risk, and will restore access once the problem is resolved.

Third party services

A project may rely on third party services such as hosting, email delivery or payment processing. The Company will choose such services with care, but it does not control them and cannot guarantee their availability or their terms.

Where a third party changes its terms in a way that affects a deliverable, the Company will explain the effect and propose an option. The client decides whether to accept the change or to move to an alternative.

The terms of a third party service apply between the client and that provider where the client holds the account. The Company is not responsible for a decision that the client makes about such a service.

Governing law and disputes

These terms are governed by the laws of China, without regard to conflict of law rules. The parties will first try to resolve a dispute through good faith discussion at the counter desk, because most problems are clearer when the record is read together.

If discussion does not resolve the matter within thirty days, either party may refer the dispute to the competent court in Liuyang, unless the project agreement names a different forum. Nothing in this section prevents a party from seeking urgent relief where that is necessary.

Each party bears its own cost of a dispute unless a court orders otherwise. The parties agree to keep the details of a dispute confidential except where disclosure is needed to enforce a right.

Changes to these terms

The Company may update these terms from time to time. When it does, the last updated date at the top of the page changes. A material change is announced in a clear way, and a client with an active project is told directly.

A change applies to a new engagement from the date it takes effect. For an active engagement, the terms in force when the agreement was made continue to apply unless both parties agree to the update in writing.

If any part of these terms is found to be unenforceable, the rest remains in force and the unenforceable part is replaced by a term that comes closest to its intended effect.

Contact

Questions about these terms should be sent to the desk. Write to askus@xirtech.my, call +16064465103 during business hours, or write to XuYue Ecom (XiuYue E-Commerce Co., Ltd.), 134 Minzhu Group, Mianjiang Village, Gugang Town, Liuyang City - 410000, China (CN).

Please include the project name or the page that your question concerns so that the desk can open the right record before replying. A member of the team will acknowledge the message and give a clear answer within a reasonable period.

The Company values plain language over legal jargon. If a provision in this document is hard to understand, ask the desk and we will explain it before you rely on it.