Terms of Service

1. Acceptance of these terms

These terms apply to every visit to this website and to every enquiry sent through it. You accept them by continuing to use the site, by sending an enquiry, or by instructing the company to begin work. If you are accepting on behalf of an organisation, you confirm that you have authority to bind that organisation.

The company may revise these terms as described in the changes section below. The version published on this page at the time of your visit is the version that applies to that visit.

2. Definitions

In these terms, the company means Kunming Xiaogejiao E-commerce Co., Ltd. The client means the organisation or person that engages the company for services. The services means the design, integration, training, review and support work described on this website or in a written proposal. The system means any software, register, interface or workflow delivered as part of the services. The website means the pages published at https://www.dawnsongecom.buzz.

A working day means a day on which the company office is open, excluding Sundays and public holidays in Kunming. A written instruction means an email or another message in text form that can be stored and reviewed later.

3. Scope of services

The company designs computer integrated systems for morning market operations. The service lines published on this website are the Perch Listing Desk, Carol Queue Rounds, Plume Band Weeks, Dawn Drop Days, Branch Walk Sessions and Roost Check Evenings. Each service line is described on the services page, and the description there is explanatory rather than contractual.

The exact deliverables, timetable, acceptance criteria and fees for any engagement are set out in a written proposal or contract agreed by both sides. Where the two documents differ, the signed engagement contract governs. Nothing on this website obliges the company to deliver a particular feature at a particular time without a written agreement.

4. Permitted use of this website

You may read, print and share the content of this website for your own evaluation of the company and its services. You may quote short passages with a clear attribution and a link to the page where the passage appears.

You must not attempt to break the security of the site, interfere with its operation, copy it wholesale for use in a competing publication, present its content as your own, or use automated tools in a way that places an unreasonable load on the hosting. You must not use the contact form to send unsolicited advertising, unlawful material or messages that impersonate another person.

The company may restrict or suspend access where it reasonably believes that these rules have been broken, and it will explain the reason where it is safe and lawful to do so.

5. Enquiries and quotations

The contact form on this website prepares an email in your own mail application. Nothing is transmitted to the company until you send that email yourself. An enquiry is an invitation to discuss work and does not create a contract.

Quotations are prepared after a conversation about the market, the opening hour and the part of the morning that needs attention. A quotation is valid for thirty days unless it states otherwise, and it may be withdrawn if the facts on which it was based change materially before acceptance.

The company aims to reply to enquiries within one working day. This is a service goal rather than a guarantee, and it does not apply during public holidays or periods of documented disruption.

6. Engagements and written contracts

Work begins when both sides have signed a written engagement contract or when the client has accepted a written proposal in a message that clearly identifies the proposal and confirms acceptance. The contract records the deliverables, the timetable, the fees, the payment schedule and the point at which the work is considered complete.

A signed engagement contract prevails over these terms for the services it covers. If any clause of these terms conflicts with that contract, the contract governs. If a matter is not addressed in the contract, these terms fill the gap.

Both sides may propose changes to a signed engagement by written instruction. A change takes effect only when the company confirms the adjusted scope, timetable and fee in writing.

7. Client responsibilities

The company depends on timely cooperation from the client. The client agrees to provide accurate information about the market, reasonable access to the trading floor for observation shifts, a named point of contact who can make decisions, and any accounts, permissions or documents needed to complete the work.

The client is responsible for the accuracy of the records it supplies, for the lawful basis on which it holds information inside its own systems, and for publishing its own privacy notice to the people whose details appear in those systems.

Where the client delays cooperation, the timetable moves by at least the length of the delay, and the company may charge for time spent waiting on site if the visit has already begun. The company will record such waiting time and confirm it in writing.

8. Fees and payment

Fees are stated in the written proposal and are exclusive of taxes unless the proposal says otherwise. The client is responsible for any tax that applies to the services. Where the company must charge a consumption tax, it will show the amount separately on the invoice.

Invoices are payable within thirty days of issue unless the proposal sets a different period. The company may request a deposit before work begins and may invoice in stages as milestones are reached. Late payment may attract interest at the rate stated in the proposal, or at the statutory rate where no rate is stated.

Travel and accommodation that are necessary for observation shifts and rehearsals are invoiced at cost with supporting receipts, unless the proposal includes a fixed allowance. The company will seek written agreement before arranging travel that is materially more expensive than the amount anticipated in the proposal.

9. Changes to scope

Discoveries during an observation shift sometimes reveal work that was not anticipated. When that happens the company will set out the additional activity, the effect on the timetable and the extra fee in writing. The client may accept, decline or ask for an alternative approach.

Work that the client asks for outside the agreed scope may be delivered as a separate small engagement with its own proposal. The company will not begin such work without written agreement, and it will not treat extra work as included simply because it seems small.

10. Intellectual property

The content of this website, including its text, layout, styles and code, belongs to the company or is used with permission. It is protected by copyright and other laws. Your right to read and quote short passages does not give you the right to reproduce the site as a whole.

In an engagement, the client owns the records and data it supplies and the operational data created inside its own systems. The company retains ownership of its design methods, templates, libraries and general know how, and grants the client a licence to use the delivered system for its internal business following final payment.

Unless the engagement contract says otherwise, the company may describe the engagement in general terms in its portfolio and may display the clients name only after obtaining written permission.

11. Confidentiality

Each side agrees to keep the other sides confidential information private. Confidential information includes trading floor layouts, pricing policies, staff lists, internal procedures and any document marked as confidential when it is shared.

The duty does not apply to information that is already public, that was lawfully known before the relationship began, that is received from a third party without a duty of confidence, or that must be disclosed by law. Where disclosure is required by law, the disclosing side will give as much notice as the law allows so that the other side can respond.

The duty continues for three years after the engagement ends, and longer where the information is a trade secret.

12. Data protection duties

The company handles information in line with its privacy policy, which is published on this site and forms part of the relationship. When the company processes information on behalf of the client inside a delivered system, it follows the written instructions of the client, keeps access limited to the engineers who need it, and removes that access at the end of the engagement.

The client agrees to provide only the information that is needed for the work. Where the client asks the company to process personal data, the client confirms that it has a lawful basis and that it has given the notices required by the law that applies to it.

Each side will notify the other without undue delay if it becomes aware of a personal data breach that affects information shared under the engagement, so that the side responsible for the notice can act in time.

13. Third party components

A delivered system may include software libraries, hosting services or data formats provided by third parties. The company chooses such components with reasonable care and keeps track of their licences, but it does not control the third party and cannot promise that a third party service will remain available or unchanged.

Where a third party component is subject to its own licence, the client agrees to comply with that licence. If a third party component is discontinued, the company will propose a replacement and will agree the cost of the change with the client in writing before carrying it out.

14. Availability and maintenance

This website is provided on an as available basis. The company aims to keep it reachable at all times but does not guarantee uninterrupted access. Maintenance, upgrades and events outside the companys control may interrupt access for short periods.

For a delivered system, the availability commitments, if any, are stated in the engagement contract. Planned maintenance is scheduled outside the dawn window wherever possible, because the busy hours of a market cannot be used for upgrades.

15. Warranties

The company warrants that it will perform the services with reasonable skill and care, in line with good practice for computer systems design, and that the delivered system will substantially meet the written deliverables agreed by both sides. The company warrants that it has the right to provide the services and that it will not knowingly infringe the rights of a third party.

Except for those warranties and any warranty required by law, the services are provided without further promise. The company does not warrant that a system will be free of every defect, that it will suit a purpose not described in the proposal, or that third party services will behave as expected.

If the client finds a defect within thirty days after acceptance, the company will repair it at no charge, provided the defect was not caused by a change made by the client or by use outside the agreed scope.

16. Limits of liability

Nothing in these terms excludes liability for death or personal injury caused by negligence, for fraud, or for any other liability that the law does not allow to be excluded. Subject to that, the following limits apply.

The company is not liable for loss of profit, loss of revenue, loss of market opportunity, loss of goodwill or indirect loss arising from the services or from use of this website. The total liability of the company in connection with an engagement is limited to the fees paid for the services giving rise to the claim during the twelve months before the claim arose.

The client is responsible for keeping its own backups of operational records and for testing the undo paths in the delivered system during the acceptance period. The company cannot be responsible for records that were never backed up and that cannot be reconstructed from the system.

17. Indemnity

The client agrees to indemnify the company against claims, losses and reasonable costs that arise from information, materials or instructions supplied by the client that infringe the rights of a third party, or from the clients unlawful use of the delivered system.

The company agrees to indemnify the client against claims that the delivered system, as supplied by the company and used within the agreed scope, infringes the intellectual property rights of a third party. This indemnity does not apply where the infringement arises from client materials, client modifications or use outside the agreed scope.

18. Suspension and termination

Either side may end an engagement by written notice where the other side commits a material breach and does not correct it within fifteen working days of being asked to do so. The company may suspend work or access where an invoice remains unpaid for more than thirty days after the due date, after giving written notice.

On termination, the client pays for all work completed up to that date, including work in progress measured fairly, and the company hands over the deliverables for which payment has been received. Each side returns or destroys the other sides confidential information, except where a copy must be kept by law.

Clauses that by their nature should survive termination, including confidentiality, intellectual property, liability and governing law, continue to apply.

19. Events beyond control

Neither side is liable for a delay caused by an event beyond its reasonable control. Such events include natural disasters, epidemic restrictions, government action, widespread network failure and serious disruption of transport or power supply.

The affected side will notify the other as soon as it is able, will take reasonable steps to reduce the effect, and will resume performance as soon as the event passes. If the event continues for more than sixty days, either side may end the affected engagement by written notice without penalty.

20. Governing law and disputes

These terms and any engagement contract are governed by the laws of the Peoples Republic of China. Before starting formal proceedings, both sides agree to meet in good faith and to try to resolve the dispute through direct discussion within thirty days.

If direct discussion does not resolve the dispute, the parties may refer it to mediation in Kunming. If mediation fails, the dispute may be submitted to the competent court in Kunming. Nothing in this clause prevents either side from applying for urgent relief where delay would cause serious harm.

21. Changes to these terms

The company may revise these terms to reflect changes in its services, in its internal practices or in the law. The revised terms are published on this page with the review date shown below. Where a revision materially affects an active engagement, the company will notify the client in writing before the revised terms take effect for that engagement.

A revision does not retrospectively change the rights of a client in relation to work already accepted. If a client does not accept a revision that applies to an active engagement, the client may end that engagement by written notice within thirty days of the notification.

22. Contact

Questions about these terms should be sent to the address below. Please include the page or engagement concerned so that a precise answer can be given.