Terms and Conditions of Use
This Agreement is made in English. We may translate this Agreement into other languages. In the event of a conflict between a translated version of this Agreement and the English version, the English version controls.
From time to time, Skyee may modify, revise or update this Agreement in its sole discretion. This Agreement and any updated or revised versions thereof is available on Skyee’s website at www.Skyee360.com. If Skyee makes changes that are material, Skyee will let you know via e-mail or other communication before the changes take effect. If you disagree with the proposed changes, then you should stop using the Skyee Services within the designated notice period. Your continued use of our Services will be subject to the new terms.
For the purposes of this Agreement, Skyee means –
Global M2C Company Ltd. when Services pertain to US Dollar (“USD”) funds
BFE Corporation Ltd. when Services pertain to Euro (“EUR”) funds; or
Skyee Japan Co., Ltd when Services pertain to Japanese Yen (“JPY”) funds.
Guangzhou Gao Fu Information Technology Co. Ltd. (“Gao Fu”) provides operations support to Skyee in China (including Hong Kong and Macau). Gao Fu provides Skyee with, among other things, support in marketing, IT, administration, and customer service. Even though this Agreement is between you and Skyee, you acknowledge and accept any Service provided to you by Gao Fu as Skyee’s delegate.
Scope of Services
Skyee serves as your agent and/or attorney in fact to receive funds, on your behalf, from e-commerce marketplaces, approved by Skyee, where you are a seller of goods (in the plural “Marketplaces” and in the singular “Marketplace”).
Skyee and/or its affiliates provides the following services, which may change from time to time:
Provide to you a Collection Account (defined below) for use to collect funds/payments from your merchant account(s) at Marketplace(s) (“Merchant Account”). The “Collection Account” is a special purpose bank account established by Skyee or by a bank that supports Skyee’s services for the purpose of collecting and/or remitting funds on your behalf.
Receive payments / funds on your behalf from Marketplaces (“Funds”) and deposit such funds into bank accounts established by Skyee, its affiliates, or banks that service them, such Funds being pooled with funds from other customers.
Convert the received Funds into your local currency; such currency conversion may be done by Skyee, its affiliates, or banks or other financial institutions that service them.
Transmit the Funds, directly or indirectly through Skyee’s affiliates, their banks and/or intermediary financial institutions to your designated bank account (“Withdrawal Account”.)
Enable you to view and manage the received Funds through your online account with Skyee (“Skyee Account”).
Any additional services (if any) that are made available by Skyee from time to time.
Appointment as Your Agent and/or Attorney
You hereby appoint Skyee and its affiliates as –
(i) your agents in the United States, Hong Kong, and Japan; and
(ii) your attorneys in fact in the European Union to establish an escrow account and operate the account in your name
- for the purpose of receiving payments on your behalf from Marketplaces (the “Purpose”). In connection with this Purpose, you authorize Skyee and its affiliates as your agents and/or attorneys to do the following:
To receive payments / funds on your behalf from Marketplaces.
To deposit the Funds in bank accounts established by Skyee, its affiliates, or banks that work with them, such Funds being pooled with funds from other customers.
To convert the Funds into your local currency; such currency conversion may be done by Skyee, its affiliates, or banks or other financial institutions that service them.
To transmit the Funds, directly or indirectly through affiliates and their banks, and intermediary financial institutions, to your designated Withdrawal Account.
To establish and/or operate any bank account in your name and to issue any instructions or orders with respect to these accounts;
To take any other action necessary to effectuate the Purpose.
Skyee and its affiliates serve as your agents and/or attorneys in fact. Skyee and its affiliates expressly disclaim the creation of a fiduciary relationship between Skyee and its affiliates and you with respect to the Funds collected, deposited, and/or transmitted under this Agreement.
Service Fees and Right To Offset
Skyee charges a fee that is a percentage of the Funds received by Skyee on your behalf, which is due and collected from the funds deposited into your Collection Account, at the time such funds are received. Skyee also charges a fee for the transfer of funds from the Collection Account to your Withdrawal Account, which is due and collected upon the transfer of funds; such fee can be a flat fee or a percentage of the funds transferred. The aforementioned fees are collectively referred to as “Service Fees.” Skyee’s Service Fees may change from time to time. The Service Fee schedule is published on Skyee’s website at http://www.Skyee360.com and are incorporated into this Agreement by reference. If you have any questions or are unclear as to any fees, you should contact Skyee Customer Support.
To facilitate faster settlement, when you place a withdrawal request, Skyee, its affiliates, or intermediary financial institutions may advance you funds (“Advanced Funds”).
You authorize Skyee or its affiliates to draw the Service Fee and any Advanced Funds directly from funds received on your behalf. In the event that the funds received on your behalf are insufficient to meet your obligations, you shall pay Skyee or its affiliates the difference upon Skyee’s written demand. Furthermore, you authorize Skyee or its affiliates to offset any obligation to deliver funds to you against any outstanding amounts that you owe to Skyee or its affiliates.
Your Skyee Account will show the Funds received, the Service Fee charged, and the available balance for withdrawal by you.
Skyee has a legal obligation to comply with applicable laws and regulations in the jurisdictions where it operates, in particular with respect to those laws and regulations regarding money laundering and terrorist financing (collectively “AML Laws”), including but not limited to, where applicable, the U.S. Bank Secrecy Act, the U.S. Patriot Act, and regulations promulgated by the U.S. Financial Crimes Enforcement Network and the U.S. Office of Foreign Asset Control, Directive 2005/60/EC of the European Parliament and of the Council of 26 October 2005 on the Prevention of the Use of the Financial System for the Purpose of Money Laundering and Terrorist Financing, and Hong Kong Anti-Money Laundering and Counter-Terrorist Financing (Financial Institutions) Ordinance Cap 615.
As such, Skyee is required to maintain an effective Anti-Money Laundering and Anti-Terrorist Financing policies and procedures (collectively the “AML Program”). Pursuant to its AML Program, Skyee may –
verify or authenticate information that you provided (e.g. checking the information that you provided against that in third party databases);
use the information that you provided to access your merchant account at the Marketplace (“Marketplace Account”) for review purposes;
use the information that you provided to obtain transaction data from your Marketplace Account;
obtain information regarding the transactions conducted on your Marketplace Account; and/or
take other actions as prescribed by Skyee’s AML Program.
Skyee’s affiliates, which are in involved in providing Services to you, are also subject to applicable AML Laws and maintain their own AML Compliance Programs. Furthermore, Skyee’s and its affiliates’ Service Providers (defined below) are also subject to applicable AML Laws in the jurisdictions where they operate. “Service Providers” mean banks, payment service providers, clearing networks, and other third party payment processing services, and other intermediary financial institutions that support Skyee in the provision of Services.
In many instances, in order to obtain services, Skyee and its affiliates are required by their Service Providers to share information about you and your Marketplace transactions in order to facilitate the Service Providers’ implementation of their own AML Programs and compliance with applicable AML Laws.
Finally, government authorities may also require Skyee and its affiliates, to share information about you and your Marketplace transactions for regulatory, investigative, and legal purposes.
Registering with Skyee
In order to use Skyee’s Services, you must register with Skyee to obtain a Skyee Account, which enables you to use Skyee’s Services. Through the Skyee Account, you would be able to access your account information, selected information regarding your Marketplace Account, transaction history, and other information related to your use of Skyee’s Services. Any individual (18 years or older) or business entity based in mainland China (or business entity based in the Chinese Special Administrative Region of Hong Kong) and engaged in e-commerce, may apply to register with Skyee. If you register with Skyee on behalf of a business entity, you represent that you are duly authorized to enter into this Agreement on behalf of the business entity.
To successfully complete the registration process, you must submit an application and supporting information and documentation requested by Skyee (collectively “Application”). You represent that the Application you submit is accurate to the best of your knowledge. You shall amend or supplement the Application, both during and after completing the registration, if information in the previously provided Application is inaccurate or requires amendment or supplementation due to changed circumstances. In some instances, in addition to the information initially requested, Skyee may require you submit additional information to supplement the Application. Skyee may also request that you amend or supplement previously provided information, both during and subsequent to the registration process, if Skyee believes that information is inaccurate or has become outdated due to changed circumstances. You shall provide such information to Skyee upon request.
Upon Skyee’s approval of your Application, Skyee will provide you with a Skyee Account and one or more Collection Accounts. It is your responsibility to secure your Skyee Account and Collection Account information. You shall take all reasonable steps to keep your Skyee Account user name and password safe at all times and not disclose it to unauthorized persons. You shall notify Skyee immediately of any unauthorized use or access to your Skyee Account. If you allow another person to have access to your Skyee Account, Skyee will consider any use by such person as authorized by you and you shall be liable for transactions and fees incurred by such use.
Skyee reserves the right, in its sole discretion, to reject any application for registration. Skyee further reserves the right, in its sole discretion, to terminate, suspend, or otherwise limit your Skyee Account at any time.
You authorize Skyee to access your Marketplace Account using the information that you provided during registration to collect information about your Marketplace transactions in order to collection information for compliance purposes and/or to provide Services to you.
Receiving Payments / Funds
Skyee’s Services enable you to receive Funds. After you successfully register with Skyee, Skyee will provide you with a Collection Account and other information necessary to receive funds using Skyee’s Services. To receive funds using Skyee’s Services, you must instruct the Marketplace to deposit Funds to your Collection Account. The Collection Account is for receiving funds only. Unless authorized by Skyee, you shall not allow the Marketplace any right to debit the Collection Account, and you shall be liable to Skyee for any debits made by the Marketplace or any other third party.
With respect to any inbound payment / fund from Marketplaces, you acknowledge that the receipt of the funds by Skyee will satisfy and discharge the payer’s corresponding payment obligations to you. Furthermore, you release the payer from liability for such payment as of when the funds are received by Skyee and not as of later when Skyee settles such funds to you.
You authorize Skyee to provide a copy of this Agreement as well as transaction information obtained from your Marketplace Account to any Marketplace that requests the information concerning you and the settlement of Funds to a Collection Account.
You may only use Skyee’s Services to receive funds from Marketplaces that are approved by Skyee. The approval of such Marketplaces is at Skyee’s sole discretion. Inbound payments / funds from Marketplaces not approved by Skyee or from any other sources will be rejected. You shall bear any costs and expenses associated with the rejection of such payments / funds.
Skyee will assign you separate Collection Accounts for the collection inbound payments/funds denominated in USD, Euro, and Yen. Skyee may allow inbound payments/funds in other currencies in the future. When binding a Collection Account to a Marketplace, you are responsible for choosing the Collection Account that corresponds to currency type of the Funds. Binding a Collection Account that does not correspond with currency type of the Funds may result in the rejection of inbound payments/funds. You agree to bear any costs and expenses associated with the rejection of such inbound payments / funds.
Skyee accepts inbound USD payments/funds transferred via ACH, inbound EUR payments/funds transferred via SEPA, and inbound Yen payments transferred via the Zengin System. Skyee does not accept inbound payment/funds transferred by any methods other than that noted above, including but not limited to inbound payment/funds made via cash, credit card payment, wire transfer, or checks.
In the event that Skyee, its affiliates, or one of their Service Providers determines the settlement of the inbound payment/funds may violate applicable law or would lead to Skyee, its affiliates, or their Service Providers bearing excessive legal, financial, or reputational risk, such inbound payment / funds may be temporarily withheld pending the outcome of an internal or government investigation. Such funds may be rejected or even frozen or forfeited based on applicable law.
Skyee reserves the right to reject any inbound payments/funds in part or in full at any time. Inbound payments/funds may be rejected for any reason, including but not limited to non-compliance with AML Laws or the AML Program of Skyee, its affiliates, and their Service Providers. Furthermore, Skyee is not obligated to disclose the reasons for the rejection.
The amount of time required for inbound payment/funds from the Marketplace to reach your Collection Account is not within Skyee’s control. However, if an inbound payment / fund is not received within five (5) Business Days of your issuing a withdraw request, Skyee will initiate an internal investigation at your request. However, Skyee is not responsible for any dispute between you and any Marketplace, which you should resolve with the Marketplace directly.
Please note that the Collection Account is not your bank account. You authorize Skyee to retain any interest (if any) that arises with respect to any funds held by Skyee or its affiliates on your behalf, whether such funds are in held in the Collection Account or any other accounts held by Skyee, its affiliates, or their Service Providers. Furthermore, funds held by Skyee, its affiliates, or their Service Providers on your behalf, might not be insured by the Federal Deposit Insurance Corporation or any other banking insurance. In the unlikely event that Skyee, its affiliates, or their Service Providers become insolvent, you may lose the funds. Finally, you shall refrain from communicating with any Service Provider that support Skyee’s Services regarding your Collection Account and, instead, direct all such communications to Skyee. Your breach of the aforementioned provision may result in the immediate termination of your Skyee Account.
You are solely responsible for the reporting and payment to relevant government authorities of all applicable taxes that apply to such funds. Skyee, its affiliates, and their Service Providers are not responsible for the payment of your taxes. In the event, that Skyee, its affiliates, or their Service Providers are required by government authorities to freeze your funds, withhold taxes from your funds, or make any tax payments for you, you authorize each of them to comply with such requests, withhold funds, or make any payment rom funds held on your behalf. If your funds remain with Skyee for two (2) years and Skyee is unable to contact you, the funds may be required to be turned over to competent government authorities under applicable escheatment laws.
10.Settlement to Withdrawal Account
Before you can transfer funds to from your Collection Account to your Withdrawal Account, you must provide the details for the Withdrawal Account to Skyee. This information is usually provided during the registration process.
You must ensure that the information you provided regarding your Withdrawal Account is accurate and complete. Otherwise, your funds may be misdirected or rejected as a result of incorrect bank information. In the event that your funds are misdirected as a result of inaccurate or incomplete information regarding your Withdrawal Account, Skyee will take commercially reasonable measures to help you trace and recover the funds. However, you are solely responsibility for any funds that cannot be recovered. Furthermore, if your funds are rejected and the funds need to be resent, Skyee may incur additional banking charges. Such charges will be deducted from your funds prior to the transfer to your Withdrawal Account.
To execute the transfer of funds from you Skyee Collection Account to your Withdrawal Account, you must login to your Skyee Account and put in a request for fund settlement. Upon receipt of your request, Skyee will then initiate a transfer to your Withdrawal Account in the amount you selected less any applicable fees. You are solely responsible for the payment of any fees charged by your bank for receiving inbound funds. Unless the funds were transferred in error, you cannot transfer funds from your Withdrawal Account back to the your Collection Account.
Skyee may rely on its affiliates, their banks, and third party intermediary financial institution (regulated by the Chinese government) and with which Skyee or its affiliates have payment arrangements to complete the transfer of funds to your Withdrawal Account.
Representations and Warranties
You represent and warrant that –
your use of the Skyee Services will be in strict accordance with this Agreement and with all applicable laws and regulations in the jurisdiction where you operate or reside, including without limitation any local laws or regulations in your country, state, city, regarding online conduct and acceptable content, and including all applicable laws regarding the transmission of technical data exported from the United States, E.U, Japan or the country in which you reside;
the settlement of Funds via Skyee’s Services does not breach any agreement between you and the Marketplace; and
your use of the Skyee Services will not infringe or misappropriate the intellectual property rights of any third party.
Disclaimer of Warranties
Skyee’s Services are provided "as is." Skyee, its affiliates and its Service Providers hereby disclaim all warranties of any kind, express or implied, including, without limitation, the warranties of merchantability, fitness for a particular purpose and non-infringement.
Skyee, its affiliates, and its Service Providers do not make any warranty that
our Services will be error free or that access thereto will be continuous or uninterrupted. You understand that you use our Services at your own discretion and risk.
Limitation of Liability
In no event will Skyee and its affiliates, or their Service Providers, be liable with respect to any subject matter of this Agreement under any contract, negligence, strict liability or other legal or equitable theory for: (i) any special, incidental or consequential damages; (ii) the cost of procurement for substitute products or services; (iii) for interruption of use or loss or corruption of data; or (iv) for any amounts that exceed the fees paid by you to Skyee under this Agreement during the twelve (12) month period prior to the cause of action. Skyee and its affiliates shall have no liability for any failure or delay due to matters beyond their reasonable control. The foregoing does not apply to the extent prohibited by applicable law.
Skyee, its affiliates, and their Service Providers assume no liability arising from any claims against you from the Marketplaces, buyers of your products, or other parties. You are solely responsible for your products and your obligations to buyers and Marketplaces.
You acknowledge that Skyee will provide Services using Service Providers. No commercial agreement exists between the Service Providers and yourself and each of the Service Providers will accordingly have no direct liability to you.
You agree to indemnify and hold harmless Skyee, its affiliates and Service Providers and their respective directors, officers, employees, and agents from and against any and all claims and expenses, including attorney fees, arising out of your use of Skyee Services, including but not limited to any claims by buyers of your products, Marketplaces, government authorities, and other party against you and any claims arising from your violations of this Agreement.
Unless otherwise agreed in writing, any and all intellectual property rights of the software, logo, technology, images, design, software codes, and the like shall be reserved by Skyee and its affiliates.
Skyee and its affiliates have implemented commercially reasonable administrative and technical measures to protect your information from accidental loss and from unauthorized access, use or disclosure. However, we cannot guarantee that unauthorized third parties will never be able to defeat those measures or use such information for improper purposes. You acknowledge that you provide your personal information at your own risk.
Skyee may terminate your access to all or any part of the Skyee’s Services at any time, with or without cause, with or without notice, effective immediately. If you wish to terminate this Agreement or your Skyee Account, you may simply discontinue using the Skyee Services.
All provisions of this Agreement, which by their nature should survive termination, survive termination, including, without limitation, this provision and provisions on warranty disclaimers, indemnity, limitations of liability, and intellectual property.
Relationship. Skyee and its affiliates engaged in providing Services to you are independent contractors.
Force Majeure. Skyee is not liable for any failure to fulfill its obligations under this Agreement due to reasons beyond its control, which includes but not limited to changes of laws, regulations and orders of any competent authorities, acts of our Service Providers, act of God, and breakdown of system or equipment.
Applicable Laws and Forum. This Agreement is governed by (i) the law of the State of California when Skyee is Global M2C Company Ltd.; (ii) the laws of Hong Kong when Skyee is BFE Corporation Ltd.; and (iii) the laws of Japan when Skyee is Skyee Japan Co., Ltd. Skyee and you shall submit any dispute arising from this Agreement to the Hong Kong International Arbitration Center for arbitration in accordance with the arbitration rules then in force. The Hong Kong International Arbitration Center’s decision shall be final and binding for both parties.
Skyee may from time to time amend the terms under which its Services are offered. This Agreement may be amended only by Skyee. Skyee will post the latest revised version of this Agreement on its website. If Skyee makes changes that are material, Skyee will let you know via e-mail or other communication before the changes take effect. If you disagree with the proposed changes, then you should stop using the Skyee Services within the designated notice period. Your continued use of our Services will be subject to the new terms. However, any dispute that arose before the changes shall be governed by the version of the Agreement that was in place when the dispute arose.
Notwithstanding the foregoing, this Agreement may also be amended if Skyee and you enter into a separate written agreement to amend this Agreement that is signed by authorized representatives of both parties.
Successors and Assigns. This Agreement will be binding upon and will inure to the benefit of the parties, their successors and permitted assigns. You may NOT assign your rights or delegate your obligations under this Agreement without Skyee’s consent, which consent shall not be unduly withheld if the assignee agrees to be bound by the terms of this Agreement and Skyee determines, in its sole discretion, that the assignee meets Skyee’s AML Program requirements. Skyee may assign its rights and delegate its obligations under this Agreement without condition.
Waiver. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof.
Severability. If any provision of this Agreement is determined to be invalid, illegal or unenforceable, the remaining provisions of this Agreement remain in full force, if the essential terms and conditions of this Agreement or each party remain valid, binding, and enforceable.
Captions. The descriptive headings of the sections and subsections of this Agreement are for convenience only, do not constitute a part of this Agreement, and do not affect this Agreement’s construction or interpretation.
Number and Gender. Any reference in this Agreement to the singular includes the plural where appropriate, and any reference in this Agreement to the masculine gender includes the feminine and neuter genders where appropriate.
Merger. This Agreement constitutes the final agreement between constitutes between Skyee and you. It is the complete and exclusive expression of the parties’ agreement on the matters contained in this Agreement. All prior and contemporaneous negotiations and agreements between the parties on the matters contained in this Agreement are expressly merged into and superseded by this Agreement. The provisions of this Agreement may not be explained, supplemented or qualified through evidence of trade usage or a prior course of dealings. In entering into this Agreement, neither party has relied upon any statement, representation, warranty or agreement of the other party except for those expressly contained in this Agreement. There are no conditions precedents to the effectiveness of this Agreement, other than those expressly stated in this Agreement.