1. INTRODUCTION

1.1 The service is made available to you by FloralDex, a company formed under the laws of the Hong Kong (“ FloralDex ”, “we”, “us” or “our”) through the website located at https://floraldex.com, FloralDex mobile application(s), application program interface(s) and functions further described in Section 5 below (collectively, “Software”) for the purpose of providing tools that allow managing personal holdings. The term “you” or “Client” refers to the person visiting or otherwise accessing or using the Software.

1.2 These terms and conditions (“Terms of Use”) and the Privacy Policy (as defined below) govern your access to and use of the Software and constitute the entire, complete, and binding agreement between you and FloralDex with respect to the Software.

1.3 You should also read our Privacy Policy at https://floraldex.com/privacy.html, which is incorporated by reference into the Terms of Use. If you do not wish to be bound by these Terms of Use or by the terms of our Privacy Policy, please do not access or use the Software.

1.4 THESE TERMS OF USE CONTAIN VERY IMPORTANT INFORMATION REGARDING YOUR RIGHTS AND OBLIGATIONS, AS WELL AS CONDITIONS, LIMITATIONS, AND EXCLUSIONS. PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE ACCESSING OR USING THE SOFTWARE. BY USING THE SOFTWARE IN ANY WAY AND FOR ANY PURPOSE, WITH OR WITHOUT A CLIENT ACCOUNT AND FROM ANY DEVICE AND LOCATION, YOU AGREE AND CONFIRM THAT:

1.4.1 you have read and understood these Terms of Use and you accept and agree to be bound by these Terms of Use as they appear on each respective date that you use the Software.

1.4.2 you assume all the obligations set forth herein;

1.4.3 you are of sufficient legal age and capacity to use the Software;

1.4.4 you use the Software at your discretion and under your own responsibility.

2. SUBJECT MATTER OF THE TERMS OF USE

2.1 These Terms of Use apply between FloralDex and the Client using the Software. The Software is made available to you via website https://floraldex.com on computer or mobile device.

2.2 These Terms of Use constitute a legally binding agreement between you and FloralDex and covers the operation and provision of the Software. The Software is provided to natural and legal persons with an existing exchange account(s) and is intended to help better manage the personal holdings. You shall not use the Software to manage third-party’s floral business in any way.

2.3 FloralDex may update or revise these Terms of Use from time to time by providing notice of such updates or revisions on the Software. Such changes to the Terms of Use will take effect as of the “Last updated” date stated at the beginning of these Terms of Use. Each time you access the Software, you agree to be bound by the most current version of the Terms of Use. You agree that you will review these Terms of Use periodically. If you do not agree to the terms of these Terms of Use or any modified version of these Terms of Use, your sole recourse is to terminate your use of the Software.

3. SIGN-UP

3.1 If you are entering into these Terms of Use on behalf of a legal person (i.e. company or other legal entity), you represent that you have the authority to bind such legal person to these Terms of Use and that you have shared all email addresses, passwords and access credentials with other authorized representatives of the legal person. If you do not have such authority you shall not access or use the Software.

3.2 Prior to the sign-up, you are solely responsible for ensuring that the use of the Software in accordance with these Terms of Use in your jurisdiction of residence is permitted by applicable laws. If such use is not permitted by laws, you shall not access or use the Software.

3.3 The following steps are necessary to sign-up to create the Client Account and access the Software:

3.3.1 Sign-up. Fill in the sign-up form by providing your email address and password. You will be given the opportunity to read the Terms of Use and the Privacy Policy. You can retrieve the documents from the named links and take notice of them. Prior to clicking “Register” to continue the sign-up process, you must confirm that you accept these Terms of Use and have acquainted yourself with our Privacy Policy.

3.3.2 You can terminate the registration process at any time and/or suspend the process and resume it at a later point. You can check for any errors in the information that you have entered and, if necessary, correct these by changing your input.

3.3.3 After creating the Client Account, you are prompted to complete your Client Account’s profile, and you will be guided through different steps.

3.4 As a part of the sign-up process you will be required to provide us with certain information, such as your email address and a password. For more information about the data we collect, please see our Privacy Policy at https://floraldex.comprivacy.html. You are required to provide accurate, current and complete information about yourself and promptly update all information in your Client Account to ensure that your Client Account is accurate, current and complete. You may update or change your Client Account settings at any time.

4. USING YOUR CLIENT ACCOUNT TO ACCESS THE SOFTWARE

4.1 The purpose and permitted use of your Client Account and the Software

4.1.1 You may use the Software only within the intended purpose and permitted use.

4.1.1.2 impersonate any natural or legal person, or falsely state or otherwise misrepresent your affiliation with a natural or legal person;

4.1.1.3 transmit or otherwise make available any content that you do not have a right to make available, that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;

4.1.1.4 engage in any activity that attempts to reverse engineer, disassemble, decompile, hack or extract any proprietary software used to maintain the Software;

4.1.1.5 interfere with or disrupt the Software or servers or networks connected to the Software, including but not limited to hacking or bypassing any measures we may use to prevent unauthorised access to the Software; and/or

4.1.1.6 violate any applicable national or international rules and laws, as well as rights of third parties.

4.1.2 Failure of observing the limits of purpose and permitted use of your Client Account and the Software (including if we detect any activity, which refers to you managing several accounts from the same floral exchange accounts through your personal) is deemed a material breach of these Terms of Use. You may not use the Software if we have terminated your Client Account of or otherwise banned you.

4.2 Confidentiality of the Client Account

4.2.1 You acknowledge that your Client Account is personal to you, and you are obliged not to provide any other person with access to the Software or portions of it using your email address, password, or other security information.

4.2.2 You are responsible for maintaining the confidentiality of your data and for monitoring and, if necessary, restricting access to your devices. Any email address, password or any other information chosen by you or provided to you as a part of our security procedures, must be treated as confidential, and you must not disclose it to any other person or entity. You must exercise caution when accessing your Client Account from a public or shared computer so that others are not able to view or record your password or other Client Account information. You agree to ensure that you logout from you Client Account at the end of each session.

4.2.3 You accept responsibility for all activities that occur under your Client Account or from your devices in relation to the Software and your Client Account, including any misuse of your Client Account. FloralDex will use reasonable and industry-standard security measures to protect you from unauthorized access to your Client Account. You agree to notify us immediately of any unauthorized access to or use of your Client Account or any other breach of security. If you fail to notify FloralDex accordingly, FloralDex might not be able to prevent such unauthorized access or other breach of security or take corresponding security measures.

4.2.4 You acknowledge and agree that to the extent permitted by applicable law, we shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by, or in connection with the unauthorized use of your Client Account arising from a failure on your part to maintain the confidentiality of your password, if we have performed our obligation to apply reasonable and industry-standard security measures.

5. CLIENT ACCOUNT FUNCTIONALITIES

Direct Access to Producers in Real Time

Open market prices, a wide range of varieties, and advanced filters (flower type, stem length, color, variety, etc.).

Integrated Live Chat: negotiate conditions or changes directly with the grower.

Direct, Fast, and Hassle-Free Payments

Forget about multiple bank transfers: with a single payment to FloralDex , we send the funds to the grower on the same day.
Save up to 30% on international transaction fees and avoid currency fluctuation losses.

Standing Orders with Fixed Prices

Do you buy the same flowers every week or month? Our team negotiates on your behalf to secure fixed prices all year round.
Requirement: maintain a balance equivalent to 1 month of purchases in your account.

Instant Notifications via Telegram

Receive order confirmations, shipping updates, and alerts on new offers directly on your mobile.

To use the platform, clients must maintain a minimum account balance of 100 USD, which can be used for purchases at any time.

THIRD-PARTY LINKS

Certain content, products, and services available via our Service may include materials from third-parties. We are not responsible for examining or evaluating the content or accuracy and we do not warrant and will not have any liability or responsibility for any third-party materials or websites, or for any other materials, products, or services of third-parties. We are not liable for any harm or damages related to the purchase or use of goods, services, resources, content, or any other transactions made in connection with any third-party websites. Please review carefully the third-party's policies and practices and make sure you understand them before you engage in any transaction. Complaints, claims, concerns, or questions regarding third-party products should be directed to the third-party.

6. DISCLAIMER

6.1 YOU ACKNOWLEDGE AND AGREE THAT FLORALDEX IS NOT RESPONSIBLE FOR YOUR USE OF ANY INFORMATION THAT YOU OBTAIN ON THE SOFTWARE. YOUR DECISIONS MADE IN RELIANCE ON THE PRODUCTS OR SERVICES IN THE SOFTWARE OR YOUR INTERPRETATIONS OF THE DATA FOUND IN THE SOFTWARE ARE YOUR OWN FOR WHICH YOU HAVE FULL RESPONSIBILITY. YOU EXPRESSLY AGREE THAT YOU USE THE SOFTWARE AT YOUR SOLE RISK.

6.2 FLORALDEX WILL STRIVE TO ENSURE ACCURACY OF INFORMATION LISTED ON THIS WEBSITE ALTHOUGH IT WILL NOT HOLD ANY RESPONSIBILITY FOR ANY MISSING OR WRONG INFORMATION. NO CONTENT ON THE SOFTWARE IS TAILORED TO THE SPECIFIC NEEDS OF ANY INDIVIDUAL, ENTITY OR GROUP OF INDIVIDUALS.

6.3 SOME CONTENT PROVIDED ON THE SOFTWARE IS SUBMITTED TO FLORALDEX BY UNRELATED THIRD-PARTY PROVIDERS. OTHER CONTENT IS UPLOADED BY YOU. FLORALDEX DOES NOT REVIEW ALL CONTENT FOR ACCURACY, DOES NOT REVIEW CONTENT FOR COMPLETENESS OR RELIABILITY, AND DOES NOT WARRANT OR GUARANTEE THE ACCURACY, COMPLETENESS, RELIABILITY OR ANY OTHER ASPECT OF ANY CONTENT. THE PERFORMANCE OF THE SOFTWARE IS DIRECTLY LINKED TO THE PERFORMANCE OF THE UNRELATED THIRD-PARTY SERVICES. FLORALDEX DISCLAIMS ALL RESPONSIBILITY OF NON-PERFORMANCE OF THE SOFTWARE CAUSED BY NONPERFORMANCE OF UNRELATED THIRD-PARTY SERVICES.

7. INTELLECTUAL PROPERTY AND SOFTWARE LICENSE

7.1 Ownership. All software, trademarks, and intellectual property available through our platform are the exclusive property of FloralDex and its affiliates. No rights to these assets are granted to you beyond those explicitly stated in these Terms or in a separate written agreement.

7.2 License Grant. FloralDex grants you a limited, personal, non-exclusive, non-transferable license to access and use the software for your own business purposes, as described herein. This license does not grant you rights to the software’s source code or to resell or distribute it.

7.3 Restrictions. Unless otherwise agreed in writing, you may not rent, sell, redistribute, copy, reverse engineer, modify, or create derivative works based on the software or any related intellectual property.

7.4 User Content License. By uploading or submitting any content through the software (“User Content”), you grant FloralDex a worldwide, royalty-free, sublicensable license to use, reproduce, modify, publish, and distribute such content for purposes including, but not limited to:

* Operating and improving the platform.
* Conducting research and analytics.
* Developing new features and services.
* Commercial use as necessary to run our business.

7.5 Warranties and Indemnification. You confirm that your User Content does not infringe on any third party rights and that you have the authority to grant these rights. You agree to indemnify FloralDex against any claims arising from your User Content.

8. PRICES, PAYMENT TERMS AND REFUNDS

8.1 Prices, Offers, and Platform Commission. All product prices, discounts, and offers displayed on the Software are set and published directly by the flower producers (“Sellers”) and are subject to change at any time without prior notice. FloralDex operates as a B2B marketplace and charges a service commission on each transaction processed through the platform.

The final price charged for each order will be the price offered by the Seller at the moment the order is placed, plus any applicable service commission and processing fees based on your selected payment method and geographical location. These amounts will be clearly indicated before confirming your purchase.

The total amount charged for each completed transaction — including commission and applicable fees — will be displayed under the “Order History” section of your Client Account’s “Balance” tab after payment confirmation by the third-party payment service provider.

8.2 Paid Applications and Tools. Applications made available through the Software (e.g., productivity or automation tools) may be free or offered for a fee (“Paid Apps”). Free applications are clearly marked with a price of USD/USDT 0. Payment for any Paid App must be made to FloralDex via one of the available payment methods shown on our website at the time of purchase.

8.3 Price Adjustments and Errors. Any price increases will only apply to purchases made after the effective date of such changes. Displayed prices may not include taxes or applicable discounts until your Client Account profile is fully completed. While we aim for accuracy in all listings, occasional typographical or pricing errors may occur. FloralDex reserves the right to correct such errors and cancel affected orders at any time.

8.4 Payment Methods. You may use any available and convenient payment method integrated in the Software. FloralDex does not guarantee the continuous availability of any specific payment method and may add, remove, or suspend payment options at its sole discretion.

8.5 Payment Information and Authorization. By using our platform, you confirm that (i) all payment information you provide is true and accurate, (ii) you are authorized to use the payment method selected, (iii) all charges incurred will be honored by your payment provider, and (iv) you will pay all applicable charges, including any taxes, at the advertised rates at the time of order placement.

8.6 Refunds and Commission Charges. Unless otherwise required by applicable law, FloralDex is not obligated to issue refunds or credits for service commissions or Software usage. As the Software functions as a digital marketplace with real-time transactions, no refunds will be granted without clear, justified, and legitimate reasons.

8.7 Credits Due to Quality Issues. All quality-related complaints must be reported within 24 hours of flower delivery. Claims must be submitted both by phone and email, accompanied by photos of the bunch(es), box labels, and farm name on the box.

FloralDex will process the claim with the flower grower in order to request a partial or full credit for the affected items.
Please note that we do not accept claims caused by delays outside our control, including airline issues, ground transportation, or other logistical disruptions.

9. UPDATES

FloralDex may provide you, at no additional cost, with updates which contain

10. SUSPENSION OF FUNCTIONS OR THE SOFTWARE

10.1 FloralDex has the right to implement changes to the Software and its functions.

10.2 Until all the circumstances have been clarified and, if necessary, know your client procedures have been carried out, FloralDex may suspend or interrupt the provision of the Software, either entirely or partly, and without any liability to the Client:

10.2.1 if it is necessary for repairs, maintenance or other similar actions, including security updates, in which case FloralDex endeavours to notify you of the interruption in advance to the extent reasonably possible;

10.2.3 if your actions or omissions relating to the use of the Software interfere with or prevent the normal operation of the Software or otherwise cause, or are likely to cause, harm, damage or other detrimental effects to the Software, FloralDex or other users of the Software;

10. TERMINATION

The obligations and liabilities of the parties incurred prior to the termination date shall survive the termination of this agreement for all purposes.

These Terms of Service are effective unless and until terminated by either you or us. You may terminate these Terms of Service at any time by notifying us that you no longer wish to use our Services, or when you cease using our site. If in our sole judgment you fail, or we suspect that you have failed, to comply with any term or provision of these Terms of Service, we also may terminate this agreement at any time without notice and you will remain liable for all amounts due up to and including the date of termination; and/or accordingly may deny you access to our Services (or any part thereof).

11. PERSONAL INFORMATION

Your submission of personal information through the store is governed by our Privacy Policy. To view our Privacy Policy.

12. INDEMNIFICATION

You agree to indemnify, defend and hold harmless FloralDex and our parent, subsidiaries, affiliates, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, interns and employees, harmless from any claim or demand, including reasonable attorneys’ fees, made by any third-party due to or arising out of your breach of these Terms of Service or the documents they incorporate by reference, or your violation of any law or the rights of a third-party.

CONTACT INFORMATION

For any questions or clarifications about our Terms of Service, feel free to reach out to our dedicated support team at info@floraldex.com. We’re here to assist you promptly and ensure your experience with FloralDex is seamless and transparent.