Terms and conditions

TERMS OF SERVICE:

These Terms of Service (“Terms”) govern your use of the services provided by Hanhaa Supply Chain Solutions Ltd (“Hanhaa SCS”, “we”, “us” or “our”), a company registered in England and Wales, with registered company number 14818382 and registered office at 2a Charing Cross Road, London WC2H 0HF

By accessing or using our services, you confirm that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you must not use our services.

1. DEFINITIONS

1.1 “Customer”, “you” or “your” refers to any individual or entity accessing or using the services provided by Hanhaa SCS.

1.2 “Services” means the supply chain tracking and monitoring solutions provided by Hanhaa, including hardware, software, and associated data analytics.

1.3 “Device” refers to any tracking or monitoring hardware provided by Hanhaa SCS for the purposes of shipment visibility.

1.4 “Subscription” means the contractual agreement for ongoing use of Hanhaa SCS services, as set out in the relevant order form or commercial agreement.

1.5 “Data Protection Legislation” means the UK General Data Protection Regulation (UK GDPR), the Data Protection Act 2018, and any successor or related legislation governing personal data in the UK.

2. SERVICES PROVIDED

2.1 Hanhaa SCS provides real-time supply chain tracking and environmental monitoring services, including but not limited to:

• Location tracking of shipments.

• Environmental monitoring (e.g., temperature, humidity, shock detection).

• Data analytics and reporting.

2.2 No Guarantee of Accuracy: The Customer acknowledges that Hanhaa’s tracking and monitoring services rely on third-party networks, satellite signals, and external conditions outside Hanhaa’s control. As such, Hanhaa does not guarantee real-time accuracy, completeness, or uninterrupted availability of tracking data.

2.3 The Customer acknowledges that the effectiveness of tracking and monitoring services depends on external factors, including but not limited to network coverage, GPS signal availability, and environmental conditions. No Liability for Tracking Disruptions: Hanhaa shall not be liable for:

• Signal loss due to GPS unavailability, network outages, or environmental interference.

• Inaccurate location data caused by weather, terrain, or technical malfunctions.

• Delays in data transmission due to system maintenance or third-party failures.

2.4 Customer Acknowledgment: The Customer accepts these limitations and waives any claims against Hanhaa for service disruptions or inaccurate tracking results.

3. CUSTOMER OBLIGATIONS

3.1 Use of Services: The Customer shall use the services only for lawful purposes and in accordance with applicable laws and regulations.

3.2 Prohibited Conduct: The Customer shall not:

• Use the services for any unlawful activity.

• Attempt to reverse-engineer, modify, or interfere with the Hanhaa SCS devices or software.

• Transfer or resell the services without Hanhaa’s prior written consent.

3.3 Compliance with Laws: The Customer shall comply with all applicable laws, including data protection laws when using Hanhaa’s tracking and monitoring services.

3.4 Lease agreement: - Device Lease & Return Policy

• 90-Day Lease Period: All ParceLive tracking devices provided by Hanhaa are leased to the Customer for a maximum period of 90 days from the date of dispatch. Best practice is to use within 1 week of receiving the devices and start the return process before 70 days.

• Return Obligation: The Customer must return all devices within this period, unless an extension is agreed upon in writing by Hanhaa.

• Failure to Return: If a device is not returned within 90 days, Hanhaa reserves the right to:

• Charge the Customer replacement/lost fee

• Suspend or terminate services until the matter is resolved.

• Return Condition: Devices must be returned in working condition, subject to normal wear and tear.

4. FEES, PAYMENT, AND CANCELLATION

4.1 Fees: The fees for services shall be as set out in the applicable order form, quotation, or commercial agreement. All fees are exclusive of VAT unless otherwise stated.

4.2 Payment Terms: Payment must be made in accordance with the terms specified in the invoice. Failure to pay may result in suspension or termination of the services.

4.3 Subscription Cancellation:

• Customers may cancel their subscription by providing 60 days' notice period written notice with a minimum commitment of 6 months.

• Hanhaa does not offer refunds for unused portions of a subscription period unless required by law.

4.4 Termination by Hanhaa: Hanhaa reserves the right to suspend or terminate the Customer’s access to the services immediately if:

• The Customer breaches any material term of these Terms.

• The Customer fails to pay outstanding fees.

• Hanhaa reasonably believes the Customer is misusing the services.

4.5 Ad-Hoc Service Purchases

• 4.5.1 Validity Period:
  If a customer purchases Hanhaa’s services on an ad-hoc basis (i.e., not under a subscription agreement), the service must be activated and used within 12 months from the date of purchase.

• .5.2 No Refunds or Extensions:
  Failure to use the service within the validity period will result in forfeiture of the service without any refund, credit, or extension. Hanhaa shall have no further obligation to provide the service once the validity period has expired.

• 4.5.3 Customer Responsibility:
  It is the sole responsibility of the Customer to ensure that the service is activated and used within the specified period. Hanhaa shall not be liable for any unused or expired services. The Hub clearly indicates capacity of devices

• 4.5.4 Exceptions:
  On rare occasions extensions may be granted at Hanhaa’s sole discretion in cases of extenuating circumstances, provided the Customer submits a written request before the expiry date.

4.6 Force Majeure

• Hanhaa shall not be liable for any delay or failure to perform its obligations under these Terms due to events beyond its reasonable control, including but not limited to natural disasters, acts of God, war, terrorism, cyberattacks, labour disputes, government actions, or technical failures beyond Hanhaa’s control.

5. INTELLECTUAL PROPERTY

5.1 Hanhaa owns all intellectual property rights in the services, including but not limited to software, algorithms, designs, and trademarks.

5.2 The Customer is granted a limited, non-exclusive, non-transferable right to use the services for its intended purpose. The Customer shall not copy, modify, or create derivative works based on Hanhaa’s intellectual property.

5.3 No Warranties

Hanhaa provides its services on an "as is" and "as available" basis. To the fullest extent permitted by law, Hanhaa disclaims all warranties, whether express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, and non-infringement. Hanhaa does not guarantee that the services will be uninterrupted, error-free, or always accurate.

5.4 Intellectual Property Protection

5.4.1 Ownership of IP:
All intellectual property rights, including patents, trademarks, copyrights, trade secrets, and proprietary technologies related to Hanhaa’s services, devices, and software, remain the exclusive property of Hanhaa Supply Chain Solutions Ltd.

5.4.2 Restrictions on Use:
Customers shall not, without Hanhaa’s prior written consent:

• Copy, reproduce, modify, reverse-engineer, or distribute any part of Hanhaa’s services, devices, or software.

• Remove, obscure, or alter any proprietary notices, trademarks, or branding from Hanhaa’s materials.

• Claim ownership of any part of Hanhaa’s intellectual property or register any patents, trademarks, or copyrights derived from Hanhaa’s technology.

5.4.3 Breach of IP Rights:
Any unauthorised use, reproduction, or distribution of Hanhaa’s intellectual property will constitute a material breach of these Terms and may result in legal action, including injunctive relief, damages, and termination of service access.

6. DATA PROTECTION (GDPR COMPLIANCE)

6.1 Data Controller and Data Processing

• Hanhaa acts as a Data Controller for personal data collected directly from customers (e.g., account registration, payment details).

• Where Hanhaa processes data provided by the Customer (e.g., shipment tracking data), the Customer remains the Data Controller, and Hanhaa acts as a Data Processor.

6.2 Legal Basis for Processing
Hanhaa processes personal data under the following legal bases:

• Performance of Contract: Processing is necessary for service delivery.

• Legitimate Interests: For service improvements and fraud prevention.

• Compliance with Legal Obligations: Where required by law.

6.3 Data Retention
Personal data will be retained only for as long as necessary to fulfil the purpose for which it was collected, or as required by law. Upon expiry of the retention period, data will be securely deleted or anonymised.

6.4 Customer’s Responsibilities
If the Customer provides personal data through the services (e.g., shipment details with personally identifiable information), the Customer must:

• Ensure compliance with UK GDPR and obtain any required consents.

• Notify individuals that their data may be processed by Hanhaa for tracking purposes.

6.5 Data Subject Rights
Under UK GDPR, individuals have rights including:

• The right to access, rectify, or erase personal data.

• The right to restrict or object to processing.

• The right to data portability.

For data requests, contact: [email protected]

6.6 Data Security
Hanhaa implements industry-standard security measures to protect personal data. However, Customers acknowledge that no system is completely secure, and Hanhaa is not liable for unauthorised access beyond its reasonable control.

6.7 Data Ownership and Usage

6.7.1 Ownership of Data:
All data collected, generated, or processed through Hanhaa’s tracking devices and monitoring services—including but not limited to location, environmental conditions, timestamps, and analytics—shall remain the sole and exclusive property of Hanhaa Supply Chain Solutions Ltd.

6.7.2 Customer Access to Data:
Customers are granted a limited, non-exclusive, revocable licence to access and use tracking data solely for their internal business operations and supply chain management. This licence does not confer ownership or any rights to transfer, sell, or commercially exploit the data.

6.7.3 Use of Data by Hanhaa:
Hanhaa reserves the right to:

• Use aggregated and anonymised data for service improvements, analytics, reporting, and industry insights.

• Retain collected data for operational, compliance, and analytical purposes, subject to applicable data protection laws.

• Share anonymised or statistical data with partners, industry bodies, or regulatory agencies, provided that such data does not personally identify the Customer or their shipments.

6.7.4 Third-Party Data Requests:
Hanhaa will not share non-anonymised tracking data with third parties without the Customer’s consent, except where required by law, regulatory obligations, or court order.

6.7.5 Data Retention:
Hanhaa will retain tracking data for as long as necessary to fulfil contractual obligations, comply with legal or regulatory requirements, resolve disputes, and improve services. Once data is no longer required for these purposes, it may be archived, anonymised, or securely deleted at Hanhaa’s discretion.

7. LIABILITY AND INDEMNITY

7.1 Limitation of Liability
To the extent permitted by law:

• Hanhaa shall not be liable for any indirect, incidental, or consequential damages arising from the use of the services.

• Hanhaa’s total liability shall not exceed the amount paid by the Customer for the services in the 12 months preceding the claim.

7.2 Customer Indemnity
The Customer agrees to indemnify and hold Hanhaa harmless from any claims, damages, or liabilities arising from misuse of the services, violation of these Terms, or non-compliance with applicable laws.

7.3 Exclusion of Certain Liabilities

To the maximum extent permitted by law:

• Hanhaa shall not be liable for any loss of profits, loss of business, loss of data, or indirect, consequential, or special damages arising out of or in connection with the use of the services.

• Hanhaa’s total liability under these Terms, whether in contract, tort, or otherwise, shall not exceed the amount paid by the Customer for the services in the 12 months preceding the claim.

7.4 Limitation on Claims Period

• 7.4.1 Time Limit for Claims: To the extent permitted by law, the Customer agrees that any legal claim or cause of action against Hanhaa must be brought within 12 months of the date the issue giving rise to the claim first occurred.
  7.4.2 Claims Expiring After 12 Months: After this period, the Customer shall waive any right to pursue legal action, and Hanhaa shall have no further liability.

8. GOVERNING LAW AND DISPUTE RESOLUTION

8.1 These Terms are governed by and construed in accordance with the laws of England and Wales.

8.2 Any dispute arising from these Terms shall be subject to the exclusive jurisdiction of the courts of England and Wales.

8.3 The parties agree to attempt resolution of disputes through good-faith negotiations before initiating legal proceedings.

8.3.1 Mandatory Mediation: Before initiating legal proceedings, both parties agree to engage in good-faith mediation.
8.3.2 Binding Arbitration: If mediation fails, the dispute shall be resolved by binding arbitration in London, UK, under the rules of the Chartered Institute of Arbitrators.
8.3.3 Exceptions: Hanhaa may seek injunctive relief (court order) if intellectual property misuse, non-payment, or regulatory non-compliance is involved.

8.4 Changes to Services

Hanhaa reserves the right to modify, suspend, or discontinue any part of its services at any time without prior notice. Hanhaa shall not be liable for any impact caused by such modifications or discontinuation.

8.5 Governing Law and Jurisdiction (for International Customers)

For Customers located outside the United Kingdom, these Terms shall still be governed by and construed in accordance with the laws of England and Wales. Any disputes arising out of or relating to these Terms shall be subject to the exclusive jurisdiction of the courts of England and Wales.

Customers agree that any legal proceedings must be brought exclusively in English courts, regardless of their country of residence or the location from which they access Hanhaa’s services.

8.6 Protection Against Regulatory Changes

8.6.1 Right to Modify Services: Hanhaa reserves the right to modify, suspend, or discontinue any part of its services if legal or regulatory requirements change.
8.6.2 No Obligation to Provide Unlawful Services: If any aspect of Hanhaa’s services becomes unlawful or impractical due to changes in law, Hanhaa may terminate or modify affected services without liability.

9. AMENDMENTS TO TERMS

9.1 Hanhaa reserves the right to amend these Terms at any time. Material changes will be notified via email or website publication.

9.2 Continued use of the services after changes take effect constitutes acceptance of the updated Terms.

9.3 Termination & Suspension Rights

9.3.1 Hanhaa’s Right to Suspend or Terminate Services: Hanhaa may immediately suspend or terminate the Customer’s access to the services if:

• The Customer violates these Terms, including improper use of tracking data.

• The Customer fails to pay outstanding fees after notice of non-payment.

• Hanhaa reasonably determines that continued service would create legal, regulatory, or security risks.

• The Customer attempts to reverse-engineer or tamper with Hanhaa’s hardware/software.
  9.3.2 Customer Responsibility Upon Termination: Upon termination, the Customer must:

• Cease all use of Hanhaa’s services, software, and devices.

• Return or delete any proprietary data provided by Hanhaa.

• Settle any outstanding fees due prior to termination.

10. CONTACT DETAILS

For any queries regarding these Terms, contact:

Hanhaa Supply Chain Solutions Ltd
Email: [email protected]

Phone: +44 (0) 208 1128865
Registered Office: 2a Charing Cross Road, London WC2H 0HF