- The following terms describe the terms and conditions applicable to your access to and use of the Wareflex services, and any associated software and products (collectively referred to as the "Service"). The Service connects verified Customer and qualified Logistics partner. This document is a legally binding agreement between you and Wareflex (referred to as "we", "our", "us" or "Wareflex"). In order to access and use the Services, you must have an active account on Wareflex Platform ("Partner Account").

- These terms and conditions apply to all the Service, includes but not limited to: Wareflex website, Wareflex Platform, Wareflex Mobile App, and any associated applications that are owned and operated by Wareflex or one of our subsidiaries. By signing up for the Service you are agreeing to be bound by the Terms and Conditions. Any new features or tools which are added to the current Service shall also be subject to the Terms of Service. You can review the current version of the Terms of Service at any time here: https://wareflex.io/terms-of-use/ We reserve the right to update and change the Terms of Service by posting updates and changes. You are advised to check the Terms of Service from time to time for any updates or changes that may impact you.

- You must read, agree with and accept all of our Terms and Conditions and Privacy Policy before you may use the Service.

I. DEFINITIONS

• 1. Marketplace/Platform: It is a common term used by technology companies who aggregate the demand or supply of any specific product or service and are the front end of its users. Wareflex is a logistics technology platform based in Vietnam, is dedicated to providing verified businesses of all sizes with a robust network of qualified logistics service providers.
• 2. Supplier/Logistics partners: It is a collective term used interchangiably for the warehouse and affiliated service Partners on Wareflex platform.
• 3. Customer: It is a collective term that refers to the businesses and/or representatives needing warehouses for their products on Wareflex platform.
• 4. Transaction: It is business activity taking place between two parties on Wareflex platform from beginning to the end as described in the section 2 below. This process starts when a customer shows interest in any warehouse facility of his/her choice listed on Wareflex platform. The process is completed when the required period of storage and affiliated services are completed in full and payment is settled. More details about this process are in the following section.
• 5. Company profile is used to show introduction of the business on our Platform. Depends on the user groups (Customer or Partner), Wareflex may require different information to fill the company profile.
• 6. Service profile is used to describe the basic service information of Wareflex’s Partner, including information about the service provider and service attribute.
• 7. SaaS: Software as a service allows users to connect to and use cloud-based apps over the Internet.
• 8. Smart Procure: a bidding platform, similar to offline bidding, means an electronic procurement process in which Customer receive bids from Partners for logistics services.
• 9. WMS.01: A warehouse management system (WMS) is a software application that helps manage, optimize and intelligently execute the operations of a warehouse, distribution or fulfillment center.
• 10. OMS: stands for order management system (OMS), with post-purchase procedures for multiple sales channels: e-commerce websites, mobile apps, and physical storefronts. It facilitates operations by connecting the orders, inventory, and warehousing on a virtual plane to ensure seamless management within a multi-channel setting.
• 11. TMS: transportation management system (TMS) is a software that provides visibility into day-to-day transportation operations, such as tracking and tracing.

II. PROCESS FLOW

1. To Partner:
Step 1.A1: Wareflex discusses the model and our benefits with Partner and both parties agree to sign a standard T&C on mutually agreed terms.
Step 1.A2: Partner creates company profile and provide necessary information and documents for the verification by Wareflex team.
Step 2: After gaining access to Wareflex Platform, Partner starts building their service profile. The more complete is your service profile, the higher chance you appear in Customer’s research.
Step 3: Partner provides quotations at the earliest possible time, both monthly and as per request by Wareflex.
Step 4: Wareflex will share quotations with the customer and coordinate for their review, feedback, and follow-up until both parties reach an agreement.
Step 5: Wareflex will facilitate the contract/agreement signing between the customer and the Partner, either signing direct contract with Wareflex or Tripartite contract depend on the mutual agreements of the two parties.

2. To Customer:
Step 1: In order to get full access and explore our wonderful features, you needs to create a company profile and provide necessary information and documents for the verification by Wareflex team.
Step 2: After gaining access to Wareflex Platform, Customer might find their logistics service provider by using our searching tools. The more specify is your input information, the more accurate results appear.
Step 3: You can send us a quotation request of the logistics Partner that you are interested in and we will reply with full details within 24 hours.
Step 4: Wareflex will then coordinate for your review, feedback, and follow-up the process of negotiation between you and Partner until both parties reach an agreement.
Step 5: Wareflex will facilitate the contract/agreement signing between the Customer and Partner, either signing direct contract with Wareflex or Tripartite contract depend on the mutual agreements of the two parties.

III. GENERAL CONDITIONS

1. Only registered users will be provided the access to service profiles and available features and logistics service Partners will only get access based on the customer’s interest on their service.
2. These Terms and Conditions and any separate agreements whereby we provide you Services shall be governed by and construed in accordance with the laws of Vietnam.
3. The rates indicated on every profile are indicative and can change at any time without prior notice. The rates shown in the profile may not necessarily be the same when providing quotations.
4. The information listed on the Wareflex is its sole proprietor. Any commercial usage or reproduction in any form and its user information are strictly prohibited and applicable legal action can also be initiated at the sole discretion of Wareflex.
5. The users who create a business profile or create service profiles must be over 18 years of age.
6. The person creating account on Wareflex, acknowledge and agree that he/she is responsible for the account on Wareflex and will not allow anyone else to utilize that account nor will he/she impersonate anyone else. That person should not disclose the password to any other person
7. The account created on Wareflex is not transferable.
8. Technical support is available via the Wareflex Help Centre (through email info@wareflex.io or phone_number  +84 28 62707628).
9. The Service is currently only offered in the English & Vietnamese language.
10. You acknowledge and agree that we may amend these Terms and Conditions at any time by posting the relevant amended and restated Terms of Use at https://wareflex.io/terms-of-use/, and such amendments to the Terms and Conditions are effective as of the date of posting. Your continued use of the Service after the amended Terms and Conditions are posted constitutes your agreement to, and acceptance of, the amended Terms and Conditions.
11. You may not use the Service for any illegal or unauthorized purpose nor may you, in using the Service, violate any laws in the jurisdictions in which you operate.

IV. WAREFLEX’S RIGHTS AND OBLIGATIONS

1. Request Logistics partner to provide complete and accurate information and legal dossiers for operating logistics services when registering for an account on the Platform
2. Conduct inspection and supervision mechanism to ensure that Partner's information supply is done accurately and completely
3. Ensure the confidentiality of information of Partner and Customers of Partner; keep the information confidential even after the Contract expires.
4. Wareflex shall have the right, in its sole discretion, to delay or suspend listing of, or to refuse to list, or to de-list, or to require the Partner not to list any or all Logistics Service that the Partner makes available to be listed for supply through the Platform.
5. Timely review fixes errors arising from Wareflex's system within 12 working hours after receiving Partner's request.
6. Periodically maintain and upgrade the system to ensure the system's stable operation.
7. Request Partner to fully provide Logistics service Quotation for Customer on the Platform.

V. WAREHOUSES PARTNERS’ RIGHTS AND OBLIGATIONS

1. Manages the account and manually uploads product descriptions, quotation, etc. to the platform but must go through Wareflex's censorship.
2. Be guided carefully and enthusiastically by Wareflex on how to create an account and post information, handle when there is a problem with Party B's account on the platform as well as support throughout the process of searching for Customers through the platform, negotiating, resolving conflicts during the implementation.
3. Asked Wareflex to improve service when something goes wrong.
4. Fully and accurately provide all the required information and legal document for Wareflex when registering for an account on the Platform.
5. Maintain accurate, complete, and up‑to‑date information of your Account.
6. For each transactions, Partner shall sign a separate contract with Wareflex for mutually agreed commercial terms.
7. Not disintermediate the relationship with Wareflex by contact and work directly with Wareflex’s Customer
8. Ensure the legality of the warehouse and guarantee the quality of logistics services for Customer
9. Provide Wareflex with Logistics service Quotation timely, including monthly quotation and pay-per-use quotation for Customer through the Platform when Wareflex request.

VI. RIGHTS AND OBLIGATIONS OF CUSTOMER

1. Fully and accurately provide all required information and legal documents to Wareflex when registering an account on the Platform.
2. Request Wareflex to improve the platform service when something goes wrong.
3. Supported by Wareflex's professional team throughout the process of finding a logistics partner, providing quotation, negotiating and signing a contract with a logistics partner.
4. Use the features and support software on the platform during the term of service contract.
5. Access to qualified logistics service network in Vietnam with transparent process and reasonable price.

VII. PROHIBIT USERS

1. Wareflex and our partners highly value the reputation and maintain the highest standards of ethical business practices, honesty, and financial transparency. Any form of bribery is strictly prohibited and will be considered a violation of the terms and conditions.
2. Users intentionally provide inaccurate information when register an account on Wareflex Platform or fail to maintain the accurate, complete, and up‑to‑date information of that account.
3. In addition to other prohibitions as set forth in the Terms and Conditions, you are prohibited from using the Service:
   • to violate any international, federal, or local laws, regulations, rules, or ordinances.
   • to infringe upon or violate our intellectual property rights.
   • upload to, or transmit from, the Service any data, file, software, or link that contains or redirects to a virus, Trojan horse, worm, or other harmful component.
   • to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability.
   • to submit false or misleading information.
   • to upload or transmit viruses or any other type of malicious or destructive code.
   • to collect or track the personal information of others.
   • to spam, phish, pharm, pretext, spider, crawl, or scrape.
   • for any obscene or immoral purpose.
   • to interfere with or circumvent the security features of the Service or any related website or application, other website or application, or the Internet.
   • to attempt to reverse engineer, de compile, hack, disable, interfere with, disassemble, copy, or disrupt the integrity or the performance of the Service or.
   • to access the Service in order to build a competitive product or service or copy any ideas, features, functions, or graphics of the Service.
   • Sell, license, or purchase Data on the platform.

VIII. LIMITATION OF LIABILITY

1. While we ensure the accuracy of the listed information in the profile through our diligence process but by no means Wareflex will be responsible for the accuracy and have any binding to the same.
2. Wareflex bears no responsibility of any kind or type or in any form for the use of third party services on our platform. It is full responsibility of respective third party/service Partners on Wareflex platform subjected to the terms and conditions agreed between the other two parties.

IX. PRIVACY POLICY

Wareflex is firmly committed to protecting the privacy of your personal information and the personal information of your customers. By using the Service, you acknowledge and agree that Wareflex’s collection, usage and disclosure of this personal information is governed by our Privacy Policy, check out the full details at: https://www.wareflex.io/privacy-policy/

X. SERVICE FEE

1. Wareflex offers access to our Platform for Partners to introduce, advertise and promote Logistics services, in addition with useful softwares with no cost.
2. We may change our fees at any time by posting a new pricing structure to our website and/or sending you a notification by email.

XI. TERMINATION

These Terms of Service are effective unless and until terminated by either you or us. If you no longer wish to use the Service, you may terminate your Account in accordance with the applicable terms. If in our sole discretion you fail, or we suspect that you have failed, to comply with any term or provision of these Terms and Conditions, we also may terminate these Terms and Conditions at any time with written notice and accordingly may deny you access to the Service, your Account or any part thereof. The obligations (including payment obligations, if any) and liabilities incurred prior to the termination date shall survive the termination of these Terms and Conditions for all purposes.