1. Applicability
The terms and conditions of these Terms of Service govern the services provided by Silverline Solutions to the Client. These Terms of Service should be read together with any Statement of Work or Logistics Services Agreement entered into between Silverline Solutions and the Client. Each Statement of Work or Logistics Services Agreement and these Terms of Service (collectively, this “Agreement”) comprise the entire agreement between the parties and supersede all prior or contemporaneous understandings, agreements, negotiations, representations, warranties, and communications, whether written or oral. If and to the extent that these Terms of Service conflict with the Statement of Work, the Statement of Work shall prevail. These Terms of Service should be read together with our Privacy Policy.
Capitalized terms used but not defined in these Terms of Service shall have the meanings set out in the Statement of Work or the Logistics Services Agreement.
References to “we”, “us”, and “our” refer to Silverline Solutions, and references to “you” and “your” refer to the Client.
2. Our Services
Silverline Solutions shall provide the services to the Client as described in the Statement of Work or the Logistics Services Agreement (the “Services”) in accordance with these Terms of Service. Silverline Solutions will perform the Services with reasonable skill and care.
We may outsource certain functions related to the Services to third-party carriers, couriers, customs brokers, agents, and others (“Third Parties”). You consent to such outsourcing arrangements, including the transfer of personal data to such Third Parties. Silverline Solutions shall not be liable for any negligence, fault, or omission by Third Parties.
3. Client Obligations
The Client shall:
(a) Cooperate with Silverline Solutions and provide accurate and complete information;
(b) Respond promptly to requests necessary to carry out the Services;
(c) Obtain and maintain all required licenses, approvals, and legal compliance.
4. Rate Cards and Cost Simulation
(a) Silverline Solutions shall provide a binding rate card covering warehousing, storage, and labor services.
(b) Shipping rates are not binding and may change without notice.
(c) Cost simulations are estimates only and non-binding.
(d) Final invoices may vary due to surcharges, returns, customs, courier changes, or additional services.
5. Silverline Solutions Fulfillment Portal
(a) Clients may integrate their ecommerce platform with the Silverline Solutions Fulfillment Portal, which may be updated without notice.
(b) The Client is responsible for administrator access and security.
(c) Use of the portal must comply with applicable laws.
6. Inbound Goods and Receiving Policy
(a) Product samples may be required before inbound approval.
(b) The Client bears all inbound shipping, customs, and handling costs.
(c) Goods must meet labeling and packaging standards.
(d) Inventory checks are carton-level unless otherwise agreed.
(e) Non-compliant or illegal goods may be refused or disposed of at the Client’s cost.
7. Labeling and Orders Policy
(a) Accurate and timely order information is the Client’s responsibility.
(b) Order amendments after cut-off may not be processed.
(c) Proper barcoding is mandatory.
(d) Order edit cut-off time: 8:00 a.m. Hong Kong Time, Monday–Friday.
8. Couriers and Shipping Policy
(a) Silverline Solutions is not liable for courier delays or customs actions.
(b) Packaging decisions are made using best judgment.
(c) Tracking updates depend on Third Parties.
(d) Delivery claims must be raised with Third Parties.
(e) Shipping charges are based on measured weight/dimensions and may vary.
9. Duties, Taxes, and Clearance
(a) The Client is responsible for all duties, taxes, and clearance charges.
(b) Any estimates provided are non-binding.
(c) No credit terms apply to duties or taxes.
10. Storage and Inventory
(a) Goods are not insured by Silverline Solutions.
(b) Annual shrinkage allowance: 5% of stated inventory value.
(c) Title remains with the Client.
(d) Inventory may be moved with notice.
(e) Uncollected goods may be disposed of after notice.
11. Fees and Payment
(a) Valid credit card details are required.
(b) Invoices must be paid within 7 business days.
(c) Late payments incur 1% monthly interest.
(d) Pricing may change with 30 days’ notice.
12. Lien
Silverline Solutions retains lien rights over Client Goods until all dues are paid and may sell goods to recover outstanding amounts.
13. Termination
(a) Immediate termination may occur due to non-payment, breach, insolvency, or suspension of business.
(b) Either party may terminate with 30 days’ written notice.
(c) Outstanding fees remain payable upon termination.
14. Intellectual Property
(a) All intellectual property of Silverline Solutions remains its exclusive property.
(b) Client retains IP rights over its goods.
(c) Client permits use of brand references for marketing.
15. Confidential Information
Both parties agree to protect confidential information except where legally required.
16. Limitation of Liability
Silverline Solutions is not liable for Third Party failures. Total liability is limited to the lesser of goods value or fees paid (excluding third-party fees). No indirect or consequential damages apply.
17. Indemnity
The Client agrees to indemnify Silverline Solutions against all claims arising from misuse of services or breach of this Agreement.
18. Force Majeure
Neither party is liable for delays caused by events beyond reasonable control.
19. Severability
Invalid provisions do not affect the remainder of the Agreement.
20. Counterparts
This Agreement may be executed in multiple counterparts.
21. Waiver
Failure to enforce any provision does not waive future enforcement.
22. Amendments
Silverline Solutions may amend these Terms with 14 days’ notice.
23. Non-Solicitation & Injunctive Relief
Clients shall not solicit Silverline Solutions staff during or for one year after termination. Injunctive relief may apply for breach.
24. Notices
All notices shall be sent via email associated with the Client’s account.
25. Disputes
Disputes shall first be resolved through negotiation or mediation, failing which courts of Hong Kong shall have exclusive jurisdiction.
26. Arbitration
Disputes shall be resolved by arbitration under HKIAC Rules, seated in Hong Kong, in English.
27. Governing Law
This Agreement shall be governed by the laws of the Hong Kong Special Administrative Region.