Terms of Use (GTC)

1. Scope of Application

These Terms of Use govern the use of the website and the SmartSource platform of

DKM MEDIA GROUP – FZCO
Building A1, Dubai Digital Park
Dubai Silicon Oasis
Dubai, United Arab Emirates
Email: contact@shipsmartify.com

The provisions contained in Part A apply to general website use (marketing pages, contact forms, careers). The provisions contained in Part B additionally apply to the use of the SmartSource platform by registered customers.

2. Purpose of the Website

This website serves to provide general information about ShipSmartify, our services and our company, to enable contact via lead and sourcing forms, and to enable applications for advertised positions via the careers form.

Via the SmartSource platform (Part B), registered customers handle sourcing requests, quote comparisons and platform-based communication with our team. Binding contracts are concluded exclusively in accordance with the mechanisms set out in Part B.

3. No Binding Offer via Marketing Pages

The content provided on the marketing pages of this website does not constitute a binding offer to conclude a contract. Contacting us via the website likewise does not yet create a contract. Clause 14 applies to quote selection on the SmartSource platform.

4. Website Content

We endeavor to provide all content on this website and the SmartSource platform carefully, up to date and accurately. Nevertheless, to the extent permitted by law, we accept no guarantee for the continuous topicality, completeness or accuracy of the content.

In particular, the clause in Clause 17 ("No Legal or Tax Advice") applies to compliance information provided in the SmartSource knowledge base, to sourcing glossary articles and to shipping and tariff calculations.

5. Availability

We strive to keep the website and the SmartSource platform available with as few interruptions as possible. However, availability at all times and without interruption cannot be technically guaranteed.

We reserve the right to change, restrict or discontinue the website, the SmartSource platform or individual functions at any time, in whole or in part. Insofar as this affects registered customers, we will announce significant changes with reasonable advance notice (at least 14 days) by email or by notice on the platform.

6. Permitted Use

The use of this website and the SmartSource platform is permitted only within the framework of applicable law and exclusively for the intended information, contact, sourcing and application purposes.

The following in particular is prohibited:

• any abusive or unlawful use
• any impairment of technical functionality
• any attempt to gain unauthorized access to systems, data or third-party accounts
• the automated extraction of content or quote data, unless expressly permitted
• transmitting unlawful, defamatory, harmful or malware-infected content via contact, application or SmartSource forms; in particular, it is prohibited to upload files that do not correspond to the intended use
• transmitting data of third parties without their consent
• using SmartSource for private or consumer-related purposes (see Clause 12)

7. Intellectual Property

All content on this website and the SmartSource platform, in particular texts, logos, trademarks, designs, graphics, images, videos, code components, compliance and tariff databases as well as other elements, is legally protected.

Any use, reproduction, editing, distribution or other exploitation beyond the limits permitted by law requires our prior written consent.

Customers may use the quotes, compliance snapshots and internal tariff information provided to them via SmartSource exclusively for their own business activities and may not pass them on to third parties or publish them.

8. External Links

This website and the SmartSource platform may contain links to external third-party websites. We accept no responsibility for the content of external websites. The respective operator is solely responsible for the content of the linked pages.

9. Liability (General)

We are liable without limitation in cases of intent and gross negligence as well as for damages resulting from injury to life, body or health.

In all other respects, we are liable only for the breach of essential obligations (cardinal obligations) and limited to the foreseeable damage typically occurring, to the extent permitted by law.

Any further liability is excluded. The liability provision in Clause 20 applies in addition.

10. Data Protection

Information on the processing of personal data can be found in our Privacy Policy.

11. Scope of Application of Part B

The following provisions apply in addition to Part A to the use of the SmartSource sourcing platform, accessible via www.shipsmartify.com/smartsource. In the event of contradictions between Part A and Part B, the provisions in Part B prevail for platform use.

12. Account Registration and Eligibility

The SmartSource platform is directed exclusively at entrepreneurs within the meaning of Section 14 of the German Civil Code (BGB) or, respectively, exclusively at commercially active legal entities and natural persons who use their sourcing activities to prepare or carry out commercial activities. Use as a consumer (Section 13 BGB) is not intended and not permitted.

By registering, the customer warrants,

• to be of legal age and to have full legal capacity,
• to act as an entrepreneur and not to use the platform for private purposes,
• to provide the stated master and company data truthfully and completely,
• to update changes to master and contact data without undue delay,
• to keep the access credentials secret and not to make them accessible to third parties,
• to have taken note of these Terms of Use and our Privacy Policy and to accept them.

We reserve the right to reject registrations without stating reasons or to temporarily suspend existing accounts in the event of suspected violations of these terms.

13. Description of SmartSource Services

Via the SmartSource platform, DKM MEDIA GROUP – FZCO provides registered customers with the following functions:

• structured recording of sourcing requests ("tickets") via the request wizard,
• automatically generated compliance snapshots based on the product categories, target markets and sales channels specified by the customer (purely informational, see Clause 17),
• brokering and comparison of quotes (supplier offers) by our source managers,
• internal shipping calculation based on daily updated tariffs of our Chinese freight forwarders; final shipping prices are confirmed before shipment on the basis of the actually consolidated shipment data,
• ticket chat for communication between customer and source manager, including the option to attach images and documents,
• access to the knowledge base with compliance and sourcing glossary articles.

The platform is provided in the currently available scope of functions ("as-is"). We reserve the right to adapt, expand or remove individual functions at any time (see Clause 5).

Any paid use of the platform or of individual functions will, if introduced, be transparently indicated in the account area or within the framework of a separate service agreement. Currently, use of the platform itself is free of charge; only the selected sourcing, sample and shipping services are invoiced in accordance with the quote agreement.

14. Conclusion of Contract via the Platform

Quotes that are released ("published") for a customer on the SmartSource platform constitute a binding offer by DKM MEDIA GROUP – FZCO to conclude a sourcing and delivery order on the terms stated in the quote. The shipping prices stated in a quote are a careful estimate; the final shipping price is confirmed before actual shipment on the basis of the consolidated shipment data.

A contract is concluded when the customer expressly accepts a quote ("Select this quote") and makes the down payment provided for in the payment terms on time.

The Incoterms, payment terms, MOQ, lead time and shipping values stated in the respective quote are binding. Subsequent significant adjustments are only possible by mutual agreement. In the event of production-related deviations in weight or packaging dimensions, the shipping price may be adjusted within the customary range; we communicate such adjustments transparently before shipment.

15. Responsibilities of the Customer (Placer on the Market)

Towards authorities, end customers and marketplaces, the customer is the legal placer on the market of the products sourced via SmartSource. This includes in particular:

• the obligation to carry out the relevant conformity and approval procedures on their own responsibility,
• the creation and retention of the technical documentation,
• the designation and appointment of an EU responsible person (Resp. Person) as well as the CH-RP, where required,
• the correct labeling of products and packaging,
• licensing with packaging registers (e.g. LUCID, ARA, IGORA) as well as other EPR schemes,
• the reporting obligations for safety incidents via the GPSR Safety Gate,
• tax obligations (in particular EORI registration, advance VAT returns, VAT deferral requirements where applicable),
• compliance with data protection towards their own end customers.

DKM MEDIA GROUP – FZCO supports the customer in this respect to the best of its ability on an organizational level (e.g. through compliance snapshots, knowledge base articles, referral of responsible person providers, assistance with obtaining documents from the supplier). However, the legal responsibility as placer on the market remains exclusively with the customer.

16. Pilot Mode and Own Responsibility

When creating a request, customers can choose whether they want to source a product in pilot mode ("quick test") or in full mode ("fully compliant").

In pilot mode, the customer expressly declares that they are initially placing the product on the market for market validation purposes and on their own responsibility, without all conformity, labeling and registration obligations applicable in their target market being fully met at the time of first import. This may lead in particular to the following risks:

• cease-and-desist letters subject to costs from competitors, associations or authorities,
• product recalls and seizure by customs authorities,
• fine or administrative offense proceedings,
• suspension of sales on marketplaces,
• civil claims by end customers or third parties.

By selecting pilot mode, the customer confirms that they are aware of, accept and bear the aforementioned risks on their own responsibility. DKM MEDIA GROUP – FZCO expressly accepts no liability whatsoever for damages resulting from the deliberate waiver of full compliance. For recurring orders, we recommend switching to full mode.

17. No Legal or Tax Advice

All compliance information, knowledge base articles, sub-task lists, shipping and tariff calculations and other notices provided via SmartSource are of a purely informational nature and do not constitute legal, tax or customs advice in individual cases.

The content is maintained with reasonable care but does not replace an examination of the specific individual case by a lawyer, tax advisor or other professionally qualified person. Customers decide on their own responsibility on which basis and to what depth they use the information provided for their business activities.

18. Rules of Use on the Platform

Via the platform functions (in particular ticket chat, file attachments, quote images, internal notes), the customer undertakes to transmit only content that:

• does not violate applicable law,
• does not infringe the rights of third parties (in particular copyright, trademark, personality and data protection rights),
• does not contain confidential data of third parties without the corresponding authorization,
• is not defamatory, glorifying violence, discriminatory, misleading, harmful to minors or pornographic,
• is free of malware and security risks.

In particular, it is prohibited to upload third-party product images, brand material or trade secrets of third parties without authorization. The customer indemnifies DKM MEDIA GROUP – FZCO against claims of third parties arising from a breach of these obligations (Section 18 accordingly).

19. Responsibility for Uploads and Contributions

The customer is solely responsible for all content uploaded or entered by the customer on SmartSource (wizard entries, chat messages, file attachments, product images, specifications).

The customer grants DKM MEDIA GROUP – FZCO a simple, non-exclusive, worldwide right of use to this content insofar as this is necessary for the provision of the platform services and for communication with suppliers and freight forwarders. Any further use (e.g. for advertising or training purposes) takes place only with the express consent of the customer.

We reserve the right to remove unlawful content or content violating Clause 18 without prior hearing as soon as we become aware of it.

20. Liability for SmartSource Services

In addition to Clause 9, the following applies to the provision of platform services:

In the brokering of quotes, in compliance snapshots, shipping and tariff calculations and in other platform functions, DKM MEDIA GROUP – FZCO is liable exclusively for intentional or grossly negligent conduct of its own employees, unless mandatory statutory provisions impose more extensive liability.

Liability for indirect damages, lost profits, loss of revenue, compliance fines, product recall costs, costs of cease-and-desist letters, tax losses or comparable consequential damages is excluded to the extent permitted by law. This applies in particular to consequences arising from the pilot mode governed by Clause 16, from sourcing decisions made by the customer on their own responsibility, and from deviations between estimated and actual shipping costs.

Insofar as suppliers in China or other third countries deliver directly to the customer and the contractual partner of the customer in the individual case is the respective supplier, DKM MEDIA GROUP – FZCO accepts no liability whatsoever for defects, delays or other breaches of contract by the supplier; corresponding claims must be asserted directly against the supplier, and we provide organizational support.

21. Contract Term, Termination and Account Suspension

The platform usage relationship runs for an indefinite period. The customer may terminate their account at any time without stating reasons in writing (by email to contact@shipsmartify.com).

Ordinary termination by DKM MEDIA GROUP – FZCO is possible with 14 days' notice to the end of the month. The right to extraordinary termination for good cause remains unaffected; good cause exists in particular in the event of repeated or significant violations of these Terms of Use (e.g. repeated violations of Clauses 6, 12, 15, 18).

We reserve the right to temporarily suspend accounts if there is reasonable suspicion of a violation or if legal, regulatory or security-related reasons so require. The customer will be informed of the suspension including the reasons, unless this is exceptionally legally impermissible.

Upon termination of the usage relationship, account data will be deleted or anonymized in accordance with the Privacy Policy, unless statutory retention obligations or legitimate interests require longer storage (e.g. ongoing sourcing orders, quote history for auditing purposes).

22. Brokerage Protection and Supplier Confidentiality

The identity, contact details and production-related terms of the manufacturers, freight forwarders and other business partners brokered via SmartSource constitute trade secrets of DKM MEDIA GROUP – FZCO. They are the result of our market research, trust score assessment, audit history and individual price negotiations.

The customer undertakes not to conclude any sourcing, supply or production contracts, without the involvement of DKM MEDIA GROUP – FZCO, with manufacturers or suppliers that were introduced or disclosed to them within the framework of the SmartSource platform, during the ongoing business relationship and for a period of 24 months after its termination. This expressly includes referrals to third parties for the purpose of circumvention as well as the use of the quote, tariff or compliance data provided by us for independent direct orders.

If the customer violates this obligation, DKM MEDIA GROUP – FZCO is entitled to demand a lump-sum compensation of 15% of the order volume of the order concluded directly with the brokered supplier as brokerage compensation. The customer retains the right to prove that no damage or only lesser damage was incurred; DKM MEDIA GROUP – FZCO retains the right to prove greater damage.

Exempt from the brokerage protection are manufacturers with which the customer demonstrably already maintained a business relationship before the referral through SmartSource, as well as relationships that the customer established through their own research independently of us.

23. Applicable Law

To the extent permitted by law, the use of this website and the SmartSource platform is governed by the laws of the United Arab Emirates (UAE), in particular the law applicable at the registered office of DKM MEDIA GROUP – FZCO in Dubai (IFZA free zone), excluding conflict-of-law provisions and excluding the UN Convention on Contracts for the International Sale of Goods (CISG). Mandatory consumer protection provisions at the customer's place of residence remain unaffected where consumer status applies; in all other respects, the law of the UAE applies.

24. Place of Jurisdiction and Dispute Resolution

To the extent permitted by law, the place of jurisdiction for all disputes in connection with the use of the website or the SmartSource platform is the registered office of DKM MEDIA GROUP – FZCO in Dubai, United Arab Emirates.

The European Commission provides a platform for online dispute resolution, accessible at https://ec.europa.eu/consumers/odr. We currently do not participate in dispute resolution proceedings before a consumer arbitration board and are not obliged to do so, as SmartSource is directed exclusively at entrepreneurs (see Clause 12).

25. Changes to these Terms of Use

We reserve the right to amend these Terms of Use with effect for the future, in particular if this becomes necessary due to technical, legal or organizational changes. We will inform registered customers of significant changes at least 30 days before they take effect by email or by prominent notice on the platform. If the customer does not object to the change within this period and continues to use the platform, the changes are deemed accepted.

26. Severability Clause

Should any provision of these Terms of Use be or become invalid in whole or in part, the validity of the remaining provisions remains unaffected. The invalid provision shall be replaced by a valid provision that comes economically closest to the purpose pursued by the invalid provision.