ShopHK Terms and Conditions

1. Definitions and Interpretations

1.1. In these Terms, the following words and expressions shall have the meanings respectively assigned to them hereunder:

1. "Business Netvigator Service": Business broadband service solution rendered by HKT.
2. Force Majeure: shall include the act of God, disasters and calamities, pandemics, epidemics, war and other hostilities, civil commotion, acts or restraints of governments, change of government, imposition or restrictions of import or export, or any other cause not within the reasonable control of and which is unforeseen or if foreseen is unavoidable and which renders impossible the performance of any material obligation or the exercise of any material right under this ShopHK Terms.
3. "Griddy Plans": On-demand warehousing and fulfilment services provided by Synagie.
4. "HKT": Refers to Hong Kong Telecommunications.
5. “Marketplaces”: Refers to the South East Asia leading eCommerce marketplaces such as Lazada and Shopee
6. "Merchant": A subscriber of the ShopHK plan who lists products on the Synagie ShopHK store.
7. “Products”: Refers to the list of products, merchandise that the Merchant desires to sell on the Marketplace platforms
8. “ShopHK”: is a cross-border digital commerce program powered by Synagie, in partnership with Hong Kong Telecom (HKT), designed to help brands and merchants sell from Hong Kong to Southeast Asia through a unified platform.
9. "Synagie ShopHK store": A multi-brand concept store on Southeast Asian marketplaces owned and managed by Synagie.

2. Eligibility and Product Compliance

2.1. The ShopHK programme is exclusively available to Hong Kong brands, merchants and selected customers of HKT Business Netvigator Service .

2.2. "Hong Kong Products" must be of Hong Kong origin, substantiated by:

1. Government or recognized Hong Kong Brand Development Council certification;
2. "Made in Hong Kong" mark license; or
3. Evidence of development or manufacture in Hong Kong.

2.3. Products listed must comply with the destination country’s laws, including product regulations, and respective marketplace (e.g., Lazada, Shopee) regulations. Prohibited category products will be rejected.

2.4. Synagie reserves the right to review, approve, or reject product listings.

3. Scope of Services

3.1. Synagie operate cross-border Synagie ShopHK marketplace stores for Hong Kong-based Merchants to sell their Products from Hong Kong to South East Asia through Synagie Platform.

3.2. Synagie is the Seller-on-Record of the ShopHK cross-border stores and manages disbursements, fees, logistics, and fulfilment.

3.3. ShopHK subscription includes only the entitlements listed under the selected plan. Optional services may be subscribed to separately and are governed by applicable on-demand service terms.

4. Subscription Plans & Fulfilment Requirements

4.1. ShopHK plan pricing and entitlements are published on https://synagie.com/shophk.

4.2. A discounted rate of HKD99/month applies exclusively to designated HKT Business Netvigator customers; otherwise, standard rates of CaaS Subscription plans from HKD399/month apply.

4.3. All Merchants who subscribes to list on ShopHK must also subscribe to a Griddy ShopHK Fulfilment Plan

4.4. Fulfilment services are rendered by Synagie-appointed third-party partner located in Hong Kong.

4.5. Griddy Fulfilment Terms of Use govern the warehousing, liability, and product delivery obligations.

5. Product Title

5.1. Where Synagie is the Merchant on Record of the ShopHK marketplace stores, the Merchant agree that at all times, the title of the Products belong to the Merchant, until the Products are sold by Synagie, in which the case is title of the Products shall pass to Synagie. The title of the Products shall be passed to the third party only when delivery of the Products to the third party is successfully completed.

6. Marketing and Campaign Participation

6.1. Merchants may optionally subscribe to Synagie on-demand marketing packages to promote their products on the ShopHK stores.

6.2. Merchants are encouraged to plan and participate in platform campaigns to enhance product visibility and sales conversion.

6.3. All marketplace platform marketing charges, product price promotion costs, and campaign participation fees are to be fully borne by the Merchant.

7. Sales Disbursement and Service Fee Settlement

7.1. Synagie will issue weekly settlement reports detailing:

1. Gross customer paid prices;
2. Marketplace Platform fees, including but not limited to commission, transaction, campaign participation, affiliate marketing and delivery charges;
3. Synagie service fees, including but not limited to Synagie commissions, on-demand service fees, payment gateway charges.

6.2. Net sales proceeds (after all deductions) shall be credited weekly to the Merchant's wallet.

8. Term, Termination and Suspension

8.1. ShopHK plans carry a minimum commitment of 24 months from subscription (“Commitment Period” that is bundled with HKT Business

8.2. ShopHK subscription plans are billed in advance on a monthly recurring basis in accordance with date of subscription payment.

8.3 Early termination of merchant’s Subscription to Business Netvigator Service before the expiry of the Commitment period shall result in the following:

1. Merchant’s immediate obligation to pay HKT upon demand, all accrued charges, being the total monthly charges ( at the then prevailing tariff) for access to the Business Netivgator Service payable from the date of early termination to the date of expiry of such Commitment period and any sum payable in such event;
2. Suspension of Synagie account access for 7 calendar days should Synagie not receive the payment after the due date;
3. Full deactivation and account access on the 8th day of non-payment;

8.4. Termination, suspension and disengagement procedures are subject to relevant clauses under the SaaS Terms of Use, CaaS Terms of Use and Griddy Warehousing & Fulfilment Terms of Use.

8.5. For disengagement of Synagie ShopHK, and Griddy Plans, please reach out to help@synagie.com

9. Warranties ,Undertakings and Remedies

9.1. The Merchant undertakes and represents and warrants to Synagie that: –

1. The Products are of merchantable quality, fit for the purpose for its intended usage, consistent with the nature of the Products;
2. The Products must satisfy the necessary safety requirements and have passed all tests as may be required in the country of manufacture and also in the destination countries of the Cross-border marketplace stores.
3. The Products must be compliant and satisfy the requirements of all applicable laws, regulations and guidelines in the country of sale and has obtained and maintain all approvals, permits, registrations and notifications;
4. Merchant shall ensure that any information provided is accurate, current and complete and is not misleading or otherwise deceptive;
5. Merchant shall warrant that the Product listed on ShophK is not counterfeit, “replica” or name brand “knock off” products or products violating any Intellectual Property Rights of any other third party.
6. Synagie reserves the right to remove the non-compliant Products from Synagie and sale on Synagie ShopHK Stores.

10. Limitation of Liability & Indemnity

10.1. No Warranties: The CaaS services are provided “as is” and “as available” without any warranty or condition, express, implied or statutory. Synagie does not guarantee that the Services will be uninterrupted, secure, or error-free.

10.2. Limitation of Damages: To the maximum extent permitted by law, Synagie, its affiliates, and its suppliers shall not be liable for any indirect, incidental, special, consequential, or exemplary damages, including loss of profits, goodwill, use, or data, arising out of or related to your use of the Services, even if advised of the possibility of such damages.

10.3. Indemnity: You agree to indemnify, defend and hold harmless Synagie, its affiliates, officers, employees, and agents from any claims, damages, liabilities, penalties, and expenses (including reasonable legal fees) arising out of:

1. your breach of these Terms or applicable laws;
2. any third-party claim related to the sale, marketing, or performance of your products;
3. any unauthorized use of Synagie’s services or data by your employees or agents.

11. Use of Merchant’s Name by Synagie

11.1. Notwithstanding anything contrary to this ShopHK Terms, the Merchant agrees Synagie may use the Merchant’s name and/or brand/s to identify it as a Merchant and/or brand partner on, but not limited to, Syangie’s website, social media, other marketing, communication or media channels or as required under the admission to listing rules and regulations of any stock or investment exchanges or regulated markets.

12. General

12.1. Modifications: Synagie reserves the right to amend these Terms at any time. Continued use of the Services after such amendments shall constitute acceptance.

12.2. The Synagie Contracting Entity is Synagie Hong Kong Limited, a company incorporated in Hong Kong, with its registered address at 5/F International Trade Tower, 348 Kwun Tong Road, Kowloon Hong Kong, SAR

12.3. Governing Law: These Terms entered into, with you for your access or use of our Platform, are governed by and shall be construed in accordance with the laws of Hong Kong, SAR.

12.4. All disputes, differences or questions arising out of these Terms including the interpretation of the terms herein or with regard to the obligations, failure or breach of any terms thereof by any of the parties and/or compensation/damages payable under these Terms or of any matter whatsoever arising under these Terms, which have not been settled amicably within thirty (30) days from the commencement of informal negotiation, shall be referred by either party to arbitration in accordance with the Hong Kong International Arbitration Centre (HKIAC) in accordance with the HKIAC Administered Arbitration Rules. The proceedings of arbitration shall be conducted in English. The arbitral tribunal shall consist of one (1) arbitrator to be appointed by the mutual agreement of the parties, failing which the appointment shall be made by the president of the HKIAC. The decision or award so given by the arbitrators shall be final and binding on the parties hereto.

12.5. Synagie shall not be bound to meet any obligation if prevented from doing so as a consequence of Force Majeure, which shall be notified to the Merchant as to the nature and extent of the circumstances in question. For the avoidance of doubt, the Synagie shall continue to perform all of its obligations under this ShopHK Terms which are not affected by the Force Majeure.

Terms Last updated: 2 June 2025