NOW THEREFORE

in consideration of the premises, the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:

1. SERVICES TO BE PROVIDED

1.1 Globex agrees to provide to Buyer the logistics services set out in Schedule “A” hereto (the “Services”).

1.2 Globex agrees and undertakes to perform the Services in a timely fashion with all due skill, competence and diligence.

2. COMPENSATION

2.1 Service fee:

The Buyer understands and agrees to pay Globex for the Services set out in Schedule “B” and unless modified by written agreement of the Parties.

2.2 Prepaid account

The Buyer needs to prepay the Service Fee by summing up the warehousing operation fees and third party delivery fees. Buyer can arrange a sufficient payment to Globex’ account according to the “Freight Calculation” in SinoB2B.

2.3 Services Estimates:

Quotes from “Freight Calculation” in SinoB2B for Third Party fees are for informational purposes only. Quotations accepted through Globex’ online interface are estimates based on the information available at the time made. The final rates and service fees may vary based upon the shipment actually tendered, the work actually performed, or a number of factors such as carrier shipping prices, the actual characteristics of the Products, the delivery location, among other variations occurring in the ordinary course of business.

2.4 Invoicing and Payment:

Globex shall send invoices for the Services and sums properly due and payable to Globex to the Buyer by electronic mail before 5th of each month for last month’s Services fee, and which shall be immediately paid by Buyer’s prepaid account arranged with Globex. For any dispute of the usage fees invoiced or charged against the Account, Buyer must submit written notice to Globex within 5 working days of the fee being charged (“Dispute Period”). Globex will not review Buyer’s requests for usage fee adjustments that are received after the Dispute Period.

2.5 Account Balance:

Buyer shall ensure the Account Balance is adequate for all payment according to the invoice as well as the coming estimated shipping payment.

2.6 Failure of Buyer to Make Timely Payments:

If Globex fails to receive full payment from Buyer's prepaid account, after the date of a notice, all Services shall be automatically suspended until Globex receives the payment.

2.7 Currency Fluctuations:

Globex reserves the right to adjust the pricing for Services in response to currency fluctuations, including but not limited to, currency conversion rate changes, conversion fee changes, and/or discount rate changes. All dollar amounts stated in this Agreement will be in US dollars unless otherwise specified.

2.8 Account information of Globex

Domestic Account：

Company Name：Shenzhen Globex Technology Inc.
Beneficiary Bank: BANK OF NINGBO, SHENZHEN BRANCH
Address: 4/F, HUANGTING PRODIUM BUILDING, JINTIAN ROAD, FUTIAN DISTRICT, SHENZHEN, CHINA
Account Number：73010122001902693
SWIFT Code：BKNBCN2NSHE
CNAPS Code: 313584003003

3. TERM

The Buyer and Globex agree this Agreement shall be in force from the date of its execution by both parties for a minimum term of 1 (one) year (hereinafter “Minimum Mandatory Term”) which is obligatory for both Parties. Once the Minimum Mandatory Term has terminated, this Agreement shall have an undetermined term and any of the Parties at its sole discretion, might terminate this Agreement at any time, notifying within a 30 (thirty) day period in advance from the date of termination.

4. TERMINATION

This Agreement may be terminated in advance before the Minimum Mandatory Term has expired, for any of the following causes:

a) By agreement between both Parties.

b) In the event that due to an act of God or event of force majeure it is impossible for the Parties to comply with the purpose of this Agreement.

5. BUYER’S RIGHTS AND OBLIGATIONS

5.1 The right of use is limited to access to SinB2B as well as the use of available services including but not limited to online transaction service, inbound and outbound bonded warehouse, custom clearance, e-fulfilment, delivery and/or full-scale dropshipping services.

5.2 Buyer warrants to make the transactions via SinoB2B, otherwise, Globex is out of the obligation for any actives of transactions, which are not performed via SinoB2B.

5.3 The Buyer is fully responsible for any use and / or other activity in SinoB2B that is carried out under Buyer’s Account. It is the responsibility of the Buyer to ensure that the Registration Information including the password kept secret and under no circumstances made accessible to unauthorized third parties. If there is any fear that unauthorized third parties have knowledge of the Registration Information or any irregularity in connection to the Service, Globex must be notified in writing immediately.

5.4 Buyer must deliver to Globex the correct, accurate, and complete information related to the shipping details and special precautions for the management, transportation, storing and other logistic services.

5.5 Buyer must pay Globex the Service fee set out in this Agreement within the established term.

5.6 If there are any disputes regarding product quality for wholesale shipments in SinoB2B, the Buyer may contact Globex to facilitate communication with Suppliers and find a solution.

5.7 Buyer covenants and agrees that it shall at all times comply with all laws applicable to this Agreement and its obligations under this Agreement, including the Buyer's sale of the products to end customers which cannot be under the General Market Level.

6 GLOBEX’ RIGHTS AND OBLIGATIONS

6.1 SinoB2B of Globex is only an online platform for information exchange and transaction between Buyer and Suppliers, which can provide transactions and logistics Service set out in this Agreement. Although Globex will monitor the regular operation of the Site to fulfill the duty of care, Globex does not review and check each item of posted content and listing to search for infringement or illegal activity.

6.2 Globex will verify the identity of suppliers, third-party banks, and logistics providers. Furthermore, Globex will hold payment from the Buyer until all purchased cargo is received at Globex's bonded warehouse and is ready to be shipped.

6.3 In the event of any dispute or risk against the product quality occurred during the online transaction between Buyer and Supplier, Globex shall not shoulder the responsibility arising therefrom.

6.4 Globex must not withhold any Products, values, merchandise, documents, electronic files or any other kind, except for the Buyer’s failure to pay the respective consideration for the Services of this Agreement.

6.5 All Buyer’s transactions information in SinoB2B will remain strictly confidential, NO information should be disclosed without the prior consent of Buyer.

6.6 If the Buyer’s shipment are damaged or lost due to the subjective fault liability of Globex’ third party service providers during the transportation, Globex shall assist Buyer in handling the claims procedure and compensate Buyer according to the compensation rules of the third party service announced by Globex. But except for the losses caused by the operation of customs, taxation bureaus, insurance companies, banks and other government departments.

7 FORCE MAJEURE

Under no circumstances shall Globex be held liable for any 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 our 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, floods, storms, explosions, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals or non-performance by third parties.

8 INDEMNIFICATION

Buyer agrees to defend, indemnify and hold Globex and its affiliate, directors, officers and employees harmless from and against any and all losses, claims, liabilities, damages, costs and expenses, including attorneys’ fees, arising from or related to (1) your use of SinoB2B, (2) your breach of any representations and/or warranties made by you to SinoB2B and (3) claims asserted by third party rights claimants or other third parties relating to products offered or displayed on the Site.

9 COPYRIGHTS, TRADEMARKS AND OTHER INTELLECTUAL PROPERTY RIGHTS

9.1 Unless otherwise noted, all contents in Globex are copyrights, trademarks, trade dress and/or other intellectual property owned, controlled or licensed by Globex or one of its affiliates and are protected by applicable law and international copyright, patent, trademark and other intellectual property laws. The compilation (meaning the collection, arrangement, and assembly) of all Contents on this site is the exclusive property of Globex and is also protected by international copyright, patent, trademark and other intellectual property laws.

9.2 Globex and its suppliers and/or licensors expressly reserve all intellectual property rights in all text, programs, products, processes, technology, content and other materials which appear in SinoB2B. Access to SinoB2B does not confer and shall not be considered as conferring upon anyone any license under any of Globex’s or any third party’s intellectual property rights. The SinoB2B names and logos and all related product and service names, design marks and slogans are the trademarks of SinoB2B. All other marks are the property of their respective companies. No trademark, service mark or logo license is granted in connection with the materials contained on this Site. Access to SinoB2B does not authorize anyone to use any name, logo or mark in any manner. The unauthorized use of these names, logos or marks is strictly prohibited.

9.3 References on SinoB2B to any names, marks, products or services of third parties or hypertext links to third party Site or information are provided solely as a convenience to you and do not in any way constitute or imply SinoB2B’s endorsement, sponsorship or recommendation of the third party, information, product or service SinoB2B is not responsible for the content of any third party site and does not make any representations regarding the content or accuracy of material on any such site. If you decide to link to any such third party web sites, you do so entirely at your own risk.

10 OTHERS CONVENTIONS

10.1 This agreement is made in duplicate, with each party holding one copy and have the same legal effect. The agreement shall come into force upon being signed or sealed by both parties.

10.2 If any part, clause or provision of this agreement is deemed to be illegal, invalid or void under applicable law, or in conflict with applicable law, the validity of the remaining provisions shall not be affected by it, and both parties shall negotiate an alternative provision as close as possible to the original intention of the agreement.

10.3 All documents relating to this agreement (including but not limited to trade contracts, supplemental agreements - Globex supplemental agreement contracts, Schedule “A” of service and Schedule “B” of the Service Fee) form an integral part of this agreement, as an appendix to this agreement, it has the same legal effect as this agreement. In case of any discrepancy or contradiction between the appendix and the provisions of this agreement, the appendix shall prevail.

10.4 Except for written amendments, supplement or modifications made after the signing of this agreement, this agreement constitutes the complete contract between the parties for the subject matter of this agreement, and supersede all prior oral or written negotiations, representations and contracts regarding the subject matter of this agreement.