Importation and Customs Clearance Management Service Agreement.

1. Scope of Services

1.1. Synagie shall provide Importation & Customs Clearance Management Services (the “Services”) for goods importation into the assigned country

1.2. Griddy ShopHK Services are rendered through Synagie’s appointed third-party logistics and warehousing partners (“Fulfilment Partners”) located within Hong Kong SAR listed under the applicable plan.

1.3. The Services include:

1. Documentation review and validation prior to customs handover;
2. Coordination with qualified local brokers appointed by Synagie;
3. SLA monitoring, issue resolution, and performance reporting;
4. Consolidated billing for pre-negotiated clearance charges;
5. Analytical reporting of clearance performance metrics.

2. Appointment of Customs Partners

2.1. Synagie shall appoint and manage licensed Customs Partners in each destination country to perform importation procedures in accordance with local laws and customs regulations.

2.2. Client acknowledges that Synagie does not act as a licensed customs broker, but as a service coordinator and intermediary managing the customs clearance lifecycle on Client’s behalf.

2.3. Synagie shall use commercially reasonable efforts to ensure that all appointed Customs Partners operate within professional and regulatory standards, but shall not be liable for their independent actions, omissions, or failures except in the case of Synagie’s gross negligence or willful misconduct.

2.4. Synagie shall provide a maximum of 2 Quotations from 2 different Customs Partners for selection.

3. Client Obligations

3.1. Client shall provide all required documentation in a timely, accurate, and complete manner, including but not limited to: commercial invoices, packing lists, certificates of origin, permits, and HS code declarations.

3.2. Client shall be solely responsible for the accuracy of declared values, classification codes, and compliance with import regulations in the respective countries.

3.3. Client agrees to top-up Synagie Wallet funds in advance of shipment arrival, based on the estimated customs duties, taxes, brokerage fees, and any storage or incidental charges as provided by Synagie.

3.4. Failure to provide sufficient Wallet balance may result in shipment delays, and Synagie shall not be liable for:

1. Storage or demurrage charges;
2. Penalties or fines from customs;
3. Losses resulting from delayed clearance

4. Service Fees & Pre-Payment

1. 4.1. The Service Fee Plans subscribed by the Client are listed at:Importation Service Plans.

2. 4.2. Each Service Fee Plan is eligible for Customs clearance of one (1) shipment only.

3. 4.3. Synagie shall provide a maximum of 2 quotations from 2 different Synagie appointed Custom Partners.

4. 4.4. Service fees exclude Synagie appointed all customs duties, import taxes, port storage, demurrage, or other third-party disbursements incurred during the clearance process.

5. 4.5. Synagie will issue a pre-clearance estimate before shipment arrival. The Client shall ensure sufficient top-up of their Wallet to cover the estimated amount prior to customs submission.

6. 4.6. Synagie shall only proceed with customs clearance after confirmation of sufficient wallet balance. In the event of underpayment, clearance may be withheld until top-up is complete.

5. Liability and Indemnity

5.1. Synagie shall only be liable for direct losses caused solely by its gross negligence or willful misconduct and shall in no event be liable for:

1. Indirect, incidental, or consequential damages;
2. Delays caused by customs, port authorities, or third parties;
3. Errors or omissions in documentation provided by the Client;
4. Failures or delays caused by appointed Customs Partners.

5.2. Client shall indemnify and hold harmless Synagie and its affiliates from all claims, penalties, damages, or losses arising out of:

1. Non-compliance with import laws and regulations;
2. Misdeclaration or under-declaration of goods;
3. Breach of any representation or obligation under this Agreement.

6. Insurance

6.1. The Client is solely responsible for maintaining adequate insurance coverage on all shipments and consigned goods.

7. Term & Termination

7.1. This Agreement shall remain in effect from the Date of Subscription (“Effective Date “) and shall be terminated once the Shipment is cleared at the Customs and delivered the final point of destination.

8.1. Each Party represents and warrants that it has full power and authority to enter into this Agreement.

8.2. The Client represents and warrants that:

1. It is the lawful owner or consignee of the goods;
2. All information provided to Synagie and its Customs Partners is true and complete;
3. It is not subject to any sanctions or embargoes that would restrict importation.

9.1. This Agreement is governed by and shall be construed in accordance with the laws of Singapore.

9.2 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 Arbitration Rules of the Singapore International Arbitration Centre ("Rules") as presently in force and the award made in pursuance thereof shall be binding on the Parties. The seat of arbitration shall be Singapore. 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 SIAC. The decision or award so given by the arbitrators shall be final and binding on the parties hereto.

10. General Provisions

10.1.Assignment: The Client may not assign or transfer any rights or obligations under this Agreement without prior written consent from Synagie.

10.2.No Partnership: Nothing herein shall be deemed to constitute a joint venture, partnership, or employer-employee relationship.

10.3.Amendments: We may, from time to time and at any time, update or revise these Terms. We will use commercially reasonable methods to notify you of such revisions, such as by posting a revised version on our Platform. Such update or revision is effective upon publication on our Platform. You are responsible for ensuring that you have read the most current version of these Terms. Your continued access and/or use of our Platform will be deemed to constitute your conclusive acceptance of the updated or revised Terms.

10.4.Entire Agreement: This Agreement constitutes the entire agreement between the Parties and supersedes any prior understanding or agreements, whether oral or written.