FoodChina.com
     Terms of Service Agreement

Welcome to FoodChina Inc.'s Terms of Service Agreement ("Agreement"). This Agreement describes the terms and conditions applicable to your use of the FoodChina website, a B2B eMarketplace and professional service provider for agricultural commodities worldwide (the "Service").

PLEASE READ THIS AGREEMENT CAREFULLY!

THE FOLLOWING DESCRIBES THE TERMS AND CONDITIONS UNDER WHICH FOODCHINA OFFERS YOU ACCESS TO THE SERVICE.

1. Acceptance Of Terms.
By accessing our web site past the home page, you agree that you have entered into this Agreement with FoodChina Inc. ("FoodChina") and that you will be bound by the terms and conditions hereof ("Terms"), which FoodChina in its discretion may change from time to time. If you do not agree to the changes, you must discontinue using the Service. The changed Terms shall automatically be effective immediately after they are initially posted on the homepage of our site. Your continued use of the Service will signify your acceptance of the changed Terms. The violation of the terms & conditions will result in cancellation of services.

2. Who Can Use FoodChina E-Tender System.
The Service is only available to companies and their representatives who can form legally binding contracts under applicable law. Thus, you must be at least 18 years of age to use our services. If you do not qualify, please do not use the Service. FoodChina may, in its sole discretion, refuse the Service to anyone at any time. The Service is not available to temporarily or indefinitely suspended FoodChina members. You acknowledge your right to use the Service is personal to you. You are entirely responsible for maintaining the confidentiality of your password and account. You shall be fully liable for all use of your account, including any unauthorized use of your account by any third-party

3. Fees.
Joining FoodChina E-Tender System is free. However, we will charge 2% of contract value as a processing fee for each deal you have done through Foodchina E-tender System. You have agree to pay the stated fees when you register with us by email. We reserve the right to change fees or charge other fees for the Service upon notice. We reserve the right to change or discontinue, temporarily or permanently, some or all of the Service at any time without notice.

4. Registration.
Registration is done by email at the present. If you register with us, you agree to: (a) provide true, accurate, current and complete information about yourself or company as prompted by the member information form, and (b) maintain and promptly update the member information to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or FoodChina has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, FoodChina has the right to suspend or terminate your registration and refuse any and all current or future use of the Service (or any portion thereof). If you have registered with us on behalf of a company or other entity, then you represent and warrant that you have the authority to bind such company or other entity to the Terms.

5. Member ID, Password and Security.
We will provide you with a Member ID when you register with us. You are solely responsible for maintaining the confidentiality of your Member ID and Password, and for all activities that occur under your Member ID and password. You agree to (a) immediately notify FoodChina of any unauthorized use of your Member ID or Password or any other breach of security, and (b) ensure that you properly exit the website at the end of each session. FoodChina cannot and will not be liable for any loss or damage arising from your failure to comply with this paragraph.

6. Privacy.
At FoodChina we are committed to protecting the privacy of the users of our site. All data collected is protected against unauthorized access. FoodChina shall have the right to use all data generated in connection with the site in any manner and to publish such data. Please note that when you voluntarily disclose your information in FoodChina's trading areas, that information can be collected and used by others except otherwise noted.

7. Trading.
If you engage in trading via FoodChina's E-Tender System as are developed by FoodChina, you agree that you will (i) provide truthful product and trading information (ii) abide by the terms of the contract when the deal is reached (iii) do not in any way manipulate the trading process

8. Intellectual Property.
(1)You agree that FoodChina trademarks may not be used without the prior written consent of FoodChina and shall not be used in any manner that is likely to cause confusion or in any manner that disparages or discredits FoodChina. (2) All content included on this site including text, graphics, logos, icons, images and software; the arrangement and compilation of such content and all software used on the site are the property of FoodChina and are protected by international copyright laws. The content and software on this site is to be used solely for providing information and services to you. Any other use, including reproduction, modification, distribution, transmission, republication, display, or performance of the content on this site is strictly prohibited. (3) The FoodChina marketing and trading process is a confidential process protected by patent, copyright, trademark, trade secret, and other intellectual property laws applicable in its areas of operation.

9. Termination.
You agree that FoodChina, in its sole discretion, may terminate your password, account (or any part thereof) or use of the Service, and remove and discard your information within the Service, for any reason, if FoodChina believes that you have violated or acted inconsistently with the letter and spirit of the Agreement. FoodChina may also, in its sole discretion and at any time, discontinue providing the Service, or any part thereof, with or without notice. You agree that any termination of your access to the Service under any provision of this Agreement may be effected without prior notice, and acknowledge and agree that FoodChina may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Service. Further, you agree that FoodChina shall not be liable to you or any third party for any termination of your access to the Service. The articles from this Agreement on "The Service is Provided “AS IS”, "Limit of Liability" and "Indemnity" shall survive any termination of this Agreement.

10. The Service is Provided "As Is."
We will try very hard to make your experience with FoodChina enjoyable. Unfortunately, we cannot always foresee or anticipate technical or other difficulties. These difficulties may result in loss of data or other service interruptions. For this reason, you expressly understand and agree that your use of the service is at your own risk. The service is provided on an “AS IS” and “ AS AVALIABLE” basis. Foodchina expressly disclaims all warranties of any kind, whether express or implied, including but not limited to, the implied warranties of merchantability, fitness for a particular purpose and non –infringement. Foodchina makes no warranty that <1> the service will meet your requirement <2> the service will be uninterrupted, timely, secure, or error-free <3> the result that may be obtained from the use of the service will be accurate or reliable. <4>the quality of any products, services, information or other material purchased or obtained by you through the service will meet your expectations. Any material downloaded or otherwise obtained through the use of the service is done at your own discretion and risk and you will be solely responsible for any damage to your computer system or loss of data that results from the download from of any such material. No advise or information, whether oral or written, obtained by you from Foodchina or through or from the service should create any warranty not expressly stated in the agreement.

11. Limit of Liability.
You expressly understand and agree that Foodchina shall not be liable for any direct, indirect, incidental, special, consequential, or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses ( even if Foodchina has been advised of the possibility of such damages), resulting from: <1> the use or the inability to use the service; <2> the cost of procurement of substitute goods and service resulting from any goods, samples, data, information or services purchased or obtained or messages received or transactions entered into through or from the service <3> unauthorized access to or alteration of your transmissions or data <4> statement or conduct of any third party on the service or <5> any other matter relating to the service however arising including negligence.

12. Indemnity.
You agree to indemnify and hold FoodChina and our subsidiaries, affiliates, officers, directors, agents, and employees, harmless from any claim or demand (including reasonable legal expenses and the expenses of other professionals) made by a third party due to or arising out of your breach of this Agreement or the documents it incorporates by reference, or your violation of any law or the rights of a third party.

13. Compliance With Laws.
You shall comply with all applicable laws, statutes, ordinances and regulations regarding your use of the Service and your bidding on, listing, purchase and sale of items, including, but not limited to, complying with all applicable laws regarding the transmission of technical data exported from any applicable country.

14. No Agency.
You and FoodChina are independent contractors, and no agency, partnership, joint venture, employee-employer or franchisor-franchisee relationship is intended or created by this Agreement.

15. Advertising & Financial Services.
Your correspondence or business dealings with, or participation in promotions of, advertisers found on or through the Service, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such advertiser. You agree that FoodChina shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers on the Service. If you intend to create or join any service, receive or request any news messages, alerts or other information from the Service concerning companies, stock quotes, investments or securities, please be advised FoodChina shall not be responsible nor liable for the accuracy, usefulness or availability of any such information transmitted via the Service, and shall not be responsible nor liable for any trading or investment decisions made based on such information.

16. Links
The Service may provide, or third parties may provide, links to other World Wide Web sites or resources. Because FoodChina has no control over such sites and resources, you acknowledge and agree that FoodChina is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any content, advertising, products, or other materials on or available from such sites or resources. You further acknowledge and agree that FoodChina shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such site or resource.

17. Force Majeure.
FoodChina shall not be liable to you for delays or failures in performance resulting from causes beyond our reasonable control, including, but not limited to, acts of God, labor disputes or disturbances, material shortages or rationing, riots, acts of war, governmental regulations, communication or utility failures, or casualties.

18. We reserve the right to add to or change/modify the terms of this Agreement.
Changes could be made by us after the first posting to the Site and you will be deemed to have accepted any change if you continue to access the Site after that time. This Site reserves the right to modify, suspend/cancel, or discontinue any or all channels, or service at any time without notice , make modifications and alterations in any or all of the content , products and services contained on the site without prior notice