Terms of service

Wishtrade B2B Web Catalog Terms of Service

Article 1 (Purpose)

These Terms of Service (the "Terms") govern the rights, obligations, and responsibilities between the Company (the "Company") and Members in connection with the use of the B2B cosmetics web catalog site (the "Site") operated by the Company, including product browsing, order placement, and related services (the "Service").

Article 2 (Definitions)

1."Site" means the web-based platform through which the Company provides product information to Members and enables Members to submit purchase orders.
2."Member" means a business entity (corporation or registered sole proprietor) that agrees to these Terms and enters into a use agreement with the Company for the purpose of conducting commercial transactions and uses the Service provided through the Site.
3."Order" means a Member's expression of intent to purchase specific Goods by using the form provided by the Company through the Site.
4."Goods" means all products, including cosmetics sold by the Company through the Site.

Article 3 (Posting and Amendment of the Terms)

1.The Company shall post the content of these Terms on the initial screen of the Site or a linked screen so that Members may easily access them.
2.The Company may amend these Terms to the extent that such amendment does not violate applicable laws.
3.When amending these Terms, the Company shall specify the effective date and reasons for the amendment and post them alongside the current Terms at least 7 days before the effective date (or 30 days before, if the amendment is unfavorable to Members). In the case of an amendment unfavorable to Members, the Company shall notify Members individually.
4.If a Member does not agree to the amended Terms, the Member or the Company may terminate the use agreement. If a Member continues to use the Service without expressly objecting after such notice, the Member shall be deemed to have agreed to the amended Terms.

Article 4 (Governing Rules Outside These Terms)

Matters not provided for in these Terms shall be governed by applicable laws and generally accepted commercial practices. However, transactions between the Company and Members are, in principle, business-to-business(B2B) transactions, provisions of applicable laws intended to protect consumers may not, by their nature, apply to such transactions.

Article 5 (Formation of the Use Agreement)

1.The use agreement is formed when an applicant who agrees to these Terms submits a membership application and the Company accepts that application.
2.Applicants must accurately provide information required by the Company, including company name, representative's name, and contact details of the responsible personnel.
3.The Company may refuse to accept an application or subsequently terminate the use agreement in any of the following cases:
3-1. Failure to submit, or inability to verify, the business-verification documents required under Article 6;

3-2. Use of a false name or another party's identity;

3-3. Provision of false information or failure to provide information required by the Company; or

3-4. Other circumstances where registration would materially impede the operation of the Service.

Article 6 (Membership Eligibility)

1.The Site is intended for business entities (corporations or registered sole proprietors, including overseas businesses) seeking to enter into a use agreement for commercial purposes. The Company may verify an applicant’s business status through the business registration certificate submitted at the time of application.
2.The Company may set different membership tiers or trading terms (including supply pricing or minimum order quantities) depending on transaction volume, creditworthiness, and business type. The specific terms shall be determined by a separate written agreement between the Company and the Member.

Article 7 (Management of Member Information)

1.Members may view and edit their information at any time through the account management screen, except that certain information necessary for Service administration, such as business registration number, may not be editable.
2.Members must update their information online, or notify the Company, whenever information provided at the time of application changes.
3.The Company shall not be liable for any disadvantage arising from a Member's failure to notify the Company of changes under Paragraph 2.

Article 8 (Withdrawal and Loss of Membership)

1.A Member may request withdrawal from membership at any time, and the Company shall process such request without delay in accordance with applicable law.
2.The Company may restrict or suspend a Member's status, or terminate the use agreement (with prior notice, or subsequent notice where urgency requires), in any of the following cases:
2-1. The Member registered false information at the time of application;

2-2. The Member's business registration has been cancelled or the Member has ceased business operations;

2-3. The Member interferes with another party's use of the Service, misappropriates another party's information, or otherwise threatens the order of electronic commerce;

2-4. The Member engages in conduct prohibited by law or these Terms, or conduct contrary to public order and good morals, through use of the Site; or

2-5. The Member fails to fulfill its obligations under its trading relationship with the Company, including non-payment or breach of trading terms.
3.Where the Company restricts, suspends, or terminates a Member's status, the Company shall notify the Member of the reason, the date, and the procedure for raising an objection.
4.Withdrawal or loss of membership shall not, in principle, affect the rights and obligations under any contract already formed at that time (including an order for which an acceptance notice has been sent under Article 12), nor the settlement of payment relating thereto.
5.Notwithstanding withdrawal or loss of membership, provisions that by their nature should survive — including Article 18 (Disclaimer), Article 19 (Privacy), and Article 21 (Dispute Resolution and Jurisdiction) — shall remain in effect.

Article 9 (Obligations of Members)

1.Members shall comply with applicable laws, these Terms, usage guidelines, and matters notified by the Company, and shall not engage in conduct that interferes with the Company's business.
2.Members shall not engage in any of the following:
2-1. Registering false information at the time of application or when updating information;

2-2. Using another person's information without authorization;

2-3. Altering information posted by the Company without authorization;

2-4. Reproducing, distributing, or posting catalog images or product information in any manner not pre-approved by the Company;

2-5. Infringing the intellectual property rights of the Company or any third party;

2-6. Damaging the reputation of, or interfering with the business of, the Company or any third party;

2-7. Disclosing or posting obscene or violent messages, images, audio, or other content contrary to public order and good morals; or

2-8. Reselling Goods into a third country or region without first confirming with the Company whether the Company has granted exclusive distribution rights for that country or region to another Member or a third party.

Article 10 (Provision and Modification of the Service)

1.The Company performs the following functions:
1-1. Providing information on Goods and receiving order submissions;

1-2. Confirming orders and notifying Members of acceptance or rejection; and

1-3. Other functions determined by the Company.
2.The Site does not offer online payment functionality, and payment shall be made in accordance with the method set out in Article 14 (invoicing, bank transfer, etc.). The Company may add or modify aspects of the Service other than online payment as business needs require, and shall give advance notice on the Site specifying the content and effective date of any such change.

Article 11 (Suspension of the Service)

1.The Company may temporarily suspend provision of the Service in any of following circumstances, including equipment inspection, maintenance or replacement, power outages, communication disruptions, natural disasters, failures of third-party services (including cloud service providers), or other force majeure events falling within any of the following categories. During such suspension, the Company shall have no obligation to provide the Service. In principle, the Company shall notify Members in advance; where unavoidable circumstances make advance notice impossible, the Company may give notice afterward.
1. 1)Where necessary for maintenance, replacement, periodic inspection of information and communications facilities, including computers and servers, or modification of the Service;
2. 2)Where necessary to respond to electronic intrusions such as hacking, communications incidents, abnormal use of the Service by users, or unforeseen instability of the Service;
3. 3)Where normal provision of the Service is impossible due to natural disasters, emergencies, power outages, failures of service facilities (including cloud service providers), or excessive Service traffic;
4. 4)Where applicable laws or government regulations so require; or
5. 5)Where required by material business or management needs of the Company, such as a split-off, merger, transfer or discontinuation of business, or deterioration in the profitability of the Service.
2.The Company shall not be liable for damages incurred by a Member or a third party due to a temporary suspension under Paragraph 1, unless such suspension results from the Company's intentional act or gross negligence.

Article 12 (Orders and Formation of Contract)

1.Members may submit orders through the Site by, among other steps, searching for and selecting Goods, entering order details including quantity and delivery destination, and submitting and confirming the order, with the Company presenting each of these steps in a clear and accessible manner.
2.A Member's order constitutes an offer to purchase Goods and does not, by itself, form a sales contract between the Company and the Member.
3.The Company shall reply to the Member within a period determined and notified by the Company through the Site or individual notice. Such reply constitutes only the commencement of confirmation and negotiation regarding the order and does not, by itself, constitute acceptance of the contract; depending on the results of verifying stock availability, trading terms, and the Member's creditworthiness, the Company may negotiate with the Member regarding quantity, price, delivery timing, and other trading terms.
4.ASales contract is formed when, following the negotiation under Paragraph 3, the Company and the Member agree on the trading terms and enter into a sales contract pursuant to Article 6, Paragraph 2. During the negotiation, the Company may refuse or defer acceptance of an order in whole or in part, on reasonable grounds, including insufficient stock, supplier circumstances, disagreement regariding trading terms, or concerns regarding the Member's creditworthiness, and shall notify the Member of the reason without delay.
5.If the Member does not agree to the trading terms proposed by the Company during the negotiation under Paragraph 3, the Member may cancel the Order.
6.If the Company does not reply within the period set under Paragraph 3, the Company shall be deemed to have rejected the Member’s offer.
7.Where the Company and the Member agree on trading terms separately in writing, the agreed terms shall prevail over these Terms.

Article 13 (Supply of Goods)

1.The timing of shipment (dispatch) of Goods shall, in principle, follow the schedule notified to the Company by the Member or the Member's designated forwarder. However, the minimum lead time within which the Company can respond may vary depending on stock availability, production, and logistics conditions for each product, and the Company shall notify Members of such lead times through the Site or individual notice. Where a Member requests a schedule shorter than the notified lead time, the Company may negotiate an adjustment with the Member or withhold acceptance of that request.
2.Shipment (delivery to the carrier) must take place within 15 business days from the date packing of the Goods is completed. Where shipment does not take place within that period due to circumstances attributable to the Member or the Member's designated forwarder, the Company may demand, within a further reasonable period, that the shipping schedule be finalized; if shipment still does not take place within that further period, the Company may take either or both of the following measures:
2-1. Charge the Member for costs incurred in storing the Goods; or

2-2. Rescind the order (contract), in whole or in part, if shipment still does not take place after a further demand.
3.Where the Company is unable to ship Goods on the schedule requested by the Member due to circumstances attributable to the Company, such as delays in incoming stock, production, or logistics, the Company shall notify the Member of the reason without delay and inform the Member of a revised shipping schedule. In such a case, the Member may agree to the revised schedule or, if the delay continues to a substantial degree, may rescind the order (contract) in whole or in part.
4.Where the Company and a Member have separately agreed in writing on shipping or dispatch terms, that agreement shall prevail over these Terms.

Article 14 (Payment Method)

Payment for Goods purchased through the Site shall not be made through online payment but through a method designated by the Company, such as invoicing and bank transfer. Specific payment terms (payment deadline, currency, bank account information, etc.) shall be determined in a separate agreement.

Article 15 (Withdrawal of Offer, Returns, and Exchanges)

1.As transactions through the Site are, in principle, business-to-business transactions, consumer withdrawal-of-offer provisions under applicable consumer protection law may not apply by their nature.
2.Notwithstanding the foregoing, where Goods delivered differ from those described or advertised, or where defective Goods are delivered due to a cause attributable to the Company, the Member may proceed with a return or exchange through communication and consultation with the Company's responsible personnel.
3.Returns and exchanges may be limited in the following cases:
3-1. Where the Goods are lost or damaged due to a cause attributable to the Member;

3-2. Where the packaging has been opened or the value of the Goods has substantially diminished to the extent that resale is impracticable (including, given the nature of cosmetics, opened products);

3-3. Where the value of the Goods has materially diminished due to the passage of time such that resale is impracticable; or

3-4. Where the packaging of reproducible Goods has been damaged.
4.Specific return and exchange procedures and cost allocation for returns and exchanges shall be governed by the policy posted on the Site or by individually agreed trading terms separately agreed in writing between the Company and the Member.

Article 16 (Intellectual Property)

1.Copyrights, trademark rights and other intellectual property rights in product images, detailed information, brand materials, and other content posted on the Site (the "Materials") belong to the Company or the rightful owner thereof.
2.Members may use the Materials only for purposes approved in writing in advance by the Company (for example, product introductions on the Member's own sales channels), and shall not reproduce, transmit, publish, distribute, broadcast, or otherwise use the Materials, or permit any third party to do so, without the Company's prior written consent.
3.Members shall not use trade names or trademarks owned by the Company for any purpose other than that approved in writing in advance by the Company, nor apply for or register any identical or similar trade name, trademark or mark without the Company’s prior consent.
4.The specific scope and conditions of use of the Materials may be further set out in an individual agreement. In the event of any inconsistency, the provisions of the individual agreement shall prevail over these Terms.

Article 17 (Obligations of the Company)

1.The Company shall not engage in conduct prohibited by law or these Terms, or conduct contrary to public morals, and shall make its best efforts to provide Goods on a continuous and stable basis in accordance with these Terms.
2.The Company shall maintain a security system to protect Members' personal information (including credit information) so that Members may safely use the Site, and shall publish and comply with a privacy policy.

Article 18 (Disclaimer)

1.The Company is exempt from liability for failure to provide the Service due to force majeure, including natural disasters.
2.The Company shall not be liable for any disruption in the use of the Service or damages attributable to a Member.
3.The Company shall not be liable for any loss of expected profit from use of the Site.
4.The Company is exempt from liability for transactions conducted between Members, or between a Member and a third party, using the Service as a medium.

Article 19 (Privacy)

The Company shall establish and publish a privacy policy in accordance with applicable law to protect Members' personal information (including that of responsible personnel), and such information shall be processed in accordance with the Company's separate privacy policy.

Article 20 (Marketing Communications)

1.The Company may send marketing information regarding new products, promotions, and events of the Company or partner brands to the email address or other contact information a Member registered at sign-up, using the email delivery platform(s) the Company employs (including Shopify and its connected services).
2.Marketing communications under Paragraph 1 are sent only where the Member's prior consent has been obtained in accordance with applicable law (including the Act on Promotion of Information and Communications Network Utilization and Information Protection), and such consent is confirmed through a separate opt-in process at the time of membership registration.
3.A Member may withdraw consent to receive marketing communications at any time; the method for opting out (unsubscribing) shall be provided within each marketing communication or through the account management screen.
4.Where a Member withdraws consent, the Company shall stop sending marketing communications without delay. Essential transactional notices (such as order confirmations and delivery updates) may still be sent regardless of marketing consent status.

Article 21 (Dispute Resolution and Jurisdiction)

1.Disputes between the Company and Members shall be governed by the laws of the Republic of Korea.
2.If a dispute arises in connection with the Service, the Company and the Member shall endeavor to resolve it amicably.
3.If the dispute is not resolved amicably and litigation is initiated, such litigation shall be brought before a court having jurisdiction under the Civil Procedure Act of the Republic of Korea.

Article 22 (Special Provisions for International Transactions)

1.This Article shall prevail in transactions with a Member whose delivery destination is outside the Republic of Korea or the Member’s principal place of business is located outside the Republic of Korea ("International Transactions"); matters not addressed in this Article shall be governed by the other provisions of these Terms.
2.The application of the United Nations Convention on Contracts for the International Sale of Goods ("CISG") is excluded for International Transactions, and the laws of the Republic of Korea shall apply.
3.Any disputes between the Company and a Member arising from an International Transaction shall be subject to the exclusive jurisdiction of the Seoul Central District Court of the Republic of Korea as the court of first instance.
4.Delivery terms for Goods (including Incoterms and the time at which ownership transfers) shall be determined by a separate written agreement between the Company and the Member at the time of order confirmation. Risk and title in the Goods shall pass to the Member at the point specified under the applicable delivery terms.
5.The currency used for payment, the reference date for applying exchange rates, and allocation of international remittance fees and other costs shall be determined in a separate agreement.
6.In importing Goods, the Member is responsible for identifying and complying with the customs, certification, labeling, and ingredient-regulation requirements of the destination country, and the Company shall not be liable for customs delays, returns, seizure, fines, or other disadvantages arising from the Member's failure to do so.
7.The Company shall supply Goods in compliance with the Republic of Korea's export-related laws, including the Foreign Trade Act and the Customs Act.
8.Notwithstanding Article 15, returns and exchanges of Goods in an International Transaction may, considering international logistics and customs conditions, be handled instead through price adjustment, reshipment, credits or similar measures. The specific method shall be determined by individual agreement.
9.Where the Korean-language version of these Terms conflicts with the English-language version (or any other translation), the Korean-language version shall prevail.
10.Where the Company has granted exclusive distribution rights (including sole-distributorship rights) for a particular country or region to another Member or a third party, a Member must confirm with the Company whether such exclusive rights have been granted before reselling Goods into that country or region. If a Member resells Goods without making such confirmation and a dispute, claim, or lawsuit relating to the exclusive distribution rights arises as a result, the Company shall not be liable for any resulting damages to the Member or any third party, and the Member shall resolve the matter at its own responsibility and expense.

Article 23 (Notices to Members)

1.The Company may give notices to a Member by email, telephone or other means using the contact details, including the email address or telephone number, designated by the Member in the information registered with the Company.
2.If the Company gives notice to an unspecified number of Members, it may post the notice on the Site for at least seven (7) days in lieu of the individual notice described in Paragraph 1. However, matters materially affecting Members shall be individually notified.

Article 24 (Miscellaneous)

Matters not specified in these Terms, and any questions of interpretation, shall be governed by applicable law and generally accepted commercial practice.

Addendum

These Terms shall take effect as of October 1, 2026.