Terms of Service

Agreement to These Terms

These Terms of Service set out the rules under which TKEM Trade Limited provides its trading house desks to clients. By reading the counter pages, sending a note through the contact desk, booking a schedule, a round, a voyage week or an audit day, or otherwise using the services of the house, you agree to these terms. If you do not agree, please do not use the services and the clerk will not open a record on your behalf.

These terms apply together with any written schedule, order or review page that the house signs with a client. Where a signed document and these terms say different things about the same subject, the signed document takes priority for that subject, and these terms fill in the rest. A clerk cannot vary these terms in a telephone call unless the variation is written down and signed by a person who runs the counter.

Who the House Is

The trading house is TKEM Trade Limited, a company registered in Hong Kong, with its trading counter at Rm 1-3 20/F STRAND 50, 50 BONHAM STRAND, Hong Kong (HK). The house can be reached by email at scheduling@tkem-trade.com and by telephone on +19289627365. The counter pages at this website are published by TKEM Trade, the developer name used on the website, on behalf of TKEM Trade Limited.

Where these terms say we, us or the house, they mean TKEM Trade Limited. Where they say you or the client, they mean the person or organisation that books a desk and the person who signs for the consignment on that organisation behalf. A carrier, a boat keeper or a receiving party who deals with the house under a client instruction is bound by the parts of these terms that apply to the work that party performs.

Definitions

The words below carry the meaning given here throughout these terms. A word that is not defined here carries its ordinary meaning in the Hong Kong trade that the house carries out.

• Desk: one of the six working desks of the house, namely the Consignment Desk, the Counter Trade Rounds, the Junk Voyage Weeks, the Wharf Audit Days, the Balance Review Sessions and the Sampan Handover Evenings.
• Schedule: the written document that sets out the cargo, the berth, the receiving party and the hour by which a load must move.
• Round: the counter trade check in which the ledger is read aloud at each bench and compared with the day before.
• Voyage week: a planned week of sailing that sets the boat, the crew rota, the provisioning and the return window as one plan.
• Audit day: a daylight check in which every docket is set against the quay record.
• Review session: a meeting at the steelyard where the balance is agreed and the closing page is signed.
• Handover evening: a dusk transfer of parcels from wharf to sampan with a dock copy in hand.
• Cargo: the goods that a client asks the house to schedule, audit or carry.
• Counter record: the written and electronic papers that a desk keeps for a client, a consignment or a voyage.

Eligibility and Authority

The services of the house are offered to businesses and to individuals who are at least eighteen years of age and who have the legal capacity to enter a contract. A person who books a desk on behalf of an organisation confirms that the organisation has authorised that person to act and that the organisation will be bound by these terms.

A client must give the house accurate identity and contact details and must keep them up to date. Where a client uses an agent, a broker or a customs representative, the client confirms that the agent is authorised to act and that the client accepts the acts of the agent as its own for the purpose of the consignment.

The house may ask for proof of identity or proof of authority before it releases a record, opens a schedule or hands a load to a receiving party. The house may decline to open a desk where the proof is not provided, and the clerk will explain the reason in writing.

The Six Desks and Their Scope

The house provides six working desks. Each desk is described below so that a client knows what it includes and what it does not. The description on the services page forms part of these terms, and where the two differ, the signed schedule takes priority for the specific consignment.

Consignment Desk

The desk drafts a harbour consignment schedule from the arrival notice, weighs it against the bill of lading and the written order, and records every line twice. The desk does not itself carry the cargo, and the house is not a carrier under these terms unless a separate written carriage agreement is signed.

Counter Trade Rounds

The desk carries the counter trade ledger round the hall, reads each entry aloud and holds any imbalance at the steelyard. A round is a checking service, and the house does not warrant that a round will find every discrepancy in a ledger that the client has kept outside the counter.

Junk Voyage Weeks

The desk plans a voyage week, sets the crew rota and keeps the voyage book for the boat. The house arranges the week but does not insure the cargo unless a separate written agreement says so.

Wharf Audit Days

The desk checks every docket against the quay record in daylight and issues a written summary the same evening. An audit is a record check, and the house does not take possession of the cargo during an audit.

Balance Review Sessions

The desk holds a session at the steelyard, speaks each figure back to the client and keeps the signed closing page. A session does not create a debt that did not already exist in the underlying trade, and a signed page records the agreement of the parties rather than a new obligation.

Sampan Handover Evenings

The desk passes parcels from wharf to sampan at dusk and keeps a handover slip. The house acts as an arranger of the handover, and the boat keeper carries the parcels under the boat keeper own terms, which the house will explain before the evening.

Booking and Scheduling

A booking begins when the house accepts a written request and confirms the desk, the date and the scope. A request sent through the contact desk, by email or on the telephone is an enquiry until the clerk confirms it in writing. The house may decline a booking where a desk is full, where the cargo is not within the scope of the house or where the proof of authority in the eligibility section has not been provided.

A confirmed booking sets the hour by which the documents must arrive. If the documents arrive late, the house will do its best to keep the booking, but the hour of the load may move and a fee for the extra work may apply. The clerk will tell the client as soon as it becomes clear that the hour will move.

The house may change the order of its desks to suit a tide, a berth or a repair, and it will tell the client before the change takes effect. A change of order does not change the scope of the booking, and the same six desks remain available within the booked week.

Consignments and Documents

A client must give the house accurate documents for each consignment. The documents include the arrival notice, the bill of lading, the written order and any certificate that a port authority or a receiving region requires. The house relies on those documents and does not inspect every crate to confirm that the details are correct.

The client must describe the cargo honestly, including its weight, its marks and any special handling that it needs. A cargo that is misdescribed can delay a berth, damage a neighbouring load or expose the house and its crew to risk. Where the house finds a mismatch between the documents and the cargo, it may hold the load at the counter until the client agrees a correction.

The house keeps the documents with the counter record for the period set in its retention policy. A client can ask for a copy of a document that it has given to the house, and the house will provide the copy after confirming the identity of the person who asks.

Voyage Weeks and Boats

A voyage week is planned around a named boat from the house fleet. The clerk reads the relevant pages of the voyage book to the client before the week is confirmed, so that the client knows which boat is being offered and what it has carried before. The house does not promise a voyage on a blank page.

The house sets the loading hours, the crew rota, the provisioning and the return window as one plan. A client must deliver the cargo within the loading hours that the week sets, and a client who misses the window may have the cargo held for a later week. The clerk will explain the options and any resulting fee before the new plan is confirmed.

A boat may be withdrawn from a voyage week for a repair, a safety reason or a legal requirement. Where a boat is withdrawn, the house will offer another boat from the fleet or a later week, and if neither is acceptable the client may cancel the voyage under the cancellation section without a penalty.

Handovers and Receiving Parties

A sampan handover evening passes parcels from wharf to water with a dock copy in hand. The client must give the house the name and details of the receiving party before the evening begins. The house will hand the parcels to the receiving party named in the slip and will record the handover with a signature.

Where the receiving party does not appear at the appointed hour, the house will hold the parcels under the lantern and will try to reach the client. The house may charge a holding fee for the extra hour and may return the parcels to the wharf if the receiving party cannot be found by the close of the evening.

Once a parcel is signed for by the receiving party, the handover is complete for that parcel, and the house is not responsible for what happens to the parcel after it leaves the sampan. The client should ask the receiving party to inspect the parcel at the moment of handover and to note any damage on the slip.

Fees, Invoices and Payment

The fees for each desk are quoted in the written confirmation of the booking. The quote names the desk, the date and the scope, and it sets out any fee that depends on the weight, the hour or the number of dockets read. The house does not charge a fee that was not quoted unless the client has agreed to the extra work in writing.

The house issues an invoice after the desk is closed, and the invoice carries the billing name, the billing address, the invoice number and the amount due. Payment is due within the period stated on the invoice, which is usually fourteen days from the invoice date unless a signed agreement says otherwise.

A late payment may carry a charge that the house sets out on the invoice. The house will not withhold the counter record of a client because of a late payment unless the law permits it, but it may decline a new booking until an overdue invoice is settled. A query about an invoice should be raised with the clerk before the due date so that the matter can be resolved without a late charge.

All fees are stated in Hong Kong dollars unless the written confirmation says otherwise. A fee that involves a currency other than Hong Kong dollars will name the exchange basis in the confirmation, and the client bears any charge that its own bank adds to the payment.

Client Duties and Warranties

A client who books a desk agrees to the duties below. These duties keep the counter honest and the wharf safe, and the house may decline a booking or hold a load where a duty has not been met.

• To give accurate documents and an honest description of the cargo.
• To confirm the identity and authority of every person who acts for the client.
• To deliver the cargo within the loading hours that the booking sets.
• To name a receiving party who is entitled to take the load.
• To comply with the law of Hong Kong and of any receiving region that the consignment touches.
• To pay every invoice within the period stated on it.
• To tell the house at once if a consignment changes, is cancelled or is likely to be late.

The client warrants that it has the right to ask the house to handle the cargo and that the cargo is not subject to a claim that would prevent the house from carrying out the booking. The client also warrants that the cargo does not contain a prohibited item under the section that follows.

Prohibited Cargo and Conduct

The house does not accept cargo that is unlawful in Hong Kong or in a receiving region, cargo that is dangerous without a proper declaration, cargo that is stolen or misdescribed, or cargo that the house cannot handle safely at the wharf. The house may inspect a load where it has a reasonable doubt and may hold a load until the doubt is resolved.

A client must not use the counter pages to send a note that is unlawful, threatening, misleading or intended to defraud the house or another client. A client must not attempt to gain access to a counter record that belongs to another client, and must not interfere with the website or the systems that serve it.

Where the house finds prohibited cargo or prohibited conduct, it may suspend the booking, hold the load, report the matter to the authority where the law requires it and end the agreement under the termination section. A client whose booking is suspended in this way remains responsible for the fees that it has already incurred.

Cargo Title and Risk

The house does not take title to the cargo. Title remains with the client or with the party that the client has named, and the house holds the cargo only as an arranger of a schedule, a handover or a voyage. Risk in the cargo stays with the client unless a separate written agreement places the risk on the house.

Where the house arranges a voyage on a boat in its fleet, the house will tell the client which party carries the risk during the voyage and will offer insurance as an option. A client that declines insurance carries the risk itself and accepts that the house does not cover a loss that insurance would have covered.

The house will keep a load in a secure place at the counter or the wharf while it is responsible for it, and it will take reasonable care to prevent damage. The house is not responsible for a loss that comes from an event outside its reasonable control, such as a storm at sea, a strike at the port or an act of a public authority.

Cancellation and Rescheduling

A client may cancel a booking by writing to the counter. The fee for a cancellation depends on how close the cancellation is to the booked hour. A cancellation made with more than two working days to go carries no fee beyond the work already done. A cancellation made within two working days may carry a fee that reflects the crew, the boat and the berth that were held for the client.

A client may reschedule a booking by writing to the counter. The house will move the booking to the next available hour that suits both parties, and the clerk will confirm the new hour in writing. A reschedule does not extend the scope of the booking, and any extra work that the new hour requires is quoted before it is done.

The house may cancel or reschedule a booking for a tide, a weather warning, a repair or a legal requirement. Where the house cancels a booking, it will offer a new hour at no extra charge, and where no new hour is acceptable the client may end the booking without a penalty.

Limitation of Liability

The house will carry out each desk with the care of a reasonable trading house in Hong Kong. The house does not promise that a desk will be free of every error, and it does not promise a particular financial result from a schedule, a round, an audit or a review.

To the fullest extent that the law allows, the house is not liable for a loss of profit, a loss of business, a loss of goodwill or an indirect loss that a client claims in connection with a desk. The house is not liable for a loss that comes from a document that the client supplied, from a cargo that the client misdescribed or from an act of a third party that the house could not reasonably control.

Where the law does not allow the house to exclude a liability, the house limits that liability to the fee that the client paid for the desk that gave rise to the claim. This limit applies to the total of all claims that arise from the same booking, whether the claim is in contract, in tort or in another form.

Nothing in these terms limits a liability that the law does not allow the house to limit, including a liability for fraud or for a matter that cannot be excluded under Hong Kong law.

Indemnity

A client agrees to indemnify the house against a claim, a loss or a cost that the house suffers because the client broke these terms, misdescribed a cargo, supplied a false document or gave a load that was prohibited. The indemnity covers a reasonable legal cost and a cost of recovering a load, and it is limited to the loss that the client caused.

The house agrees to indemnify the client against a claim that the house caused by its own negligence in the handling of a load while the load was in the care of the house. This indemnity is subject to the limitation in the liability section, and it does not cover a loss that the client could have avoided by taking a reasonable step.

A party that seeks an indemnity must tell the other party promptly and must allow the other party to take part in the defence of the claim. A party that settles a claim without telling the other party may lose the right to the indemnity for that claim.

Intellectual Property

The counter pages, the words on them, the layout and the small diagrams that the house draws with its own code belong to TKEM Trade Limited or to the developer that built them. A client may read the pages, print a copy for its own use and share a link, but it may not copy the pages into another website, sell a copy or claim the pages as its own work.

A client keeps the rights in the documents that it gives to the house. The client grants the house a limited right to use those documents to carry out the booking and to keep the counter record. The house does not use a client document for a purpose other than the booking unless the client agrees in writing.

Where a client sends a comment or a suggestion about the counter pages, the house may use the suggestion to improve the pages without a payment to the client. This does not transfer any right in a document that the client has given to the house.

Confidentiality

The house keeps the details of a clients consignment, voyage and balance confidential. The house shares those details only with the parties that the booking needs, with the parties that the client has asked us to involve, and with a party that the law requires us to tell. The house does not publish the name of a client, a cargo or a balance without the written agreement of the client.

A client agrees to keep confidential the parts of the counter record that the house marks as confidential, such as a voyage book page that names another client. A client that needs to share a record with its own adviser may do so, provided that the adviser is bound to keep the record confidential.

The duty of confidence continues after a booking ends and after a client stops using the desks. It does not cover information that is already public, information that a party receives from another source without a duty of confidence or information that a party must disclose by law.

Privacy and Records

The house handles personal information as described in its Privacy Policy, which forms part of these terms. The policy explains what the house collects, how it uses the information and how a client can ask for a copy, a correction or a deletion. A client should read the policy before it opens a desk.

The house keeps its records for the periods set in the policy. A client can ask for a copy of its own record, and the house will provide the copy after confirming the identity of the person who asks. The house may keep a record after a booking ends where the law, a tax rule or a dispute requires it.

Force Majeure and Tide Delays

The house is not liable for a delay or a failure that comes from an event outside its reasonable control. Such events include a severe storm, a typhoon signal, a flood, a fire, a strike, a port closure, a public health measure, a failure of a public service and an act of a public authority.

A tide delay is a normal part of trade at a wharf, and the house plans a voyage week with room for one tide of slack. Where a delay goes beyond that room, the clerk will tell the client at once and will offer a new hour, a later week or a cancellation under the cancellation section.

A party that is affected by a force majeure event must tell the other party promptly and must take reasonable steps to reduce the effect of the event. The duty to pay a fee that has already been earned is not suspended by a force majeure event.

Termination

Either party may end this agreement by writing to the other party. A client may end the agreement at any time, and the house may end the agreement where a client breaks these terms, gives a false document, presents prohibited cargo or fails to pay an invoice after a written reminder.

When the agreement ends, the house will close any open desk in an orderly way, keep the counter record for the period in the privacy policy and return a load to the client or to a receiving party that the client names. A fee that has already been earned remains due after the agreement ends.

The sections on confidentiality, intellectual property, liability, indemnity, governing law and records survive the end of the agreement, because they continue to matter after a booking has closed.

Governing Law and Disputes

These terms are governed by the law of Hong Kong. The parties agree that the courts of Hong Kong have exclusive jurisdiction over a dispute that arises from these terms or from a booking, unless the parties agree in writing to another forum.

Before a party begins a court claim, the parties will try in good faith to settle the matter as they do at the counter: by reading the record together, agreeing the facts and writing a closing line. A party that wishes to settle will write to the other party with a short description of the dispute and the outcome it seeks, and the other party will reply within twenty-one days.

Where the parties cannot settle the matter within a further thirty days, either party may begin a claim in the courts of Hong Kong. Nothing in this section prevents a party from asking a court for an urgent remedy where a load or a record is at risk.

Changes to These Terms

The house may update these terms from time to time. The updated terms take effect when they are published on this page, and the date at the top of the page shows when the current version was published. A material change will be described in a short note at the top of the page for a period after it takes effect.

A change applies to a booking that is made after the change takes effect. A booking that is already confirmed stays under the terms that applied when it was confirmed, unless the client agrees in writing to the new terms. A client can ask the clerk for a printed copy of the terms that applied to an earlier booking.

Contact and Notices

A notice under these terms must be in writing and must be sent to the address below. The house may give a notice by email or by a letter at the counter. A notice is treated as received on the next working day after it is sent.

The house keeps the wharf wet, the beam level and the junk sailing, and these terms are written to keep the counter the same way: plain, written and settled before the next tide.