Partnership Terms Summary

This page provides a summary of the key terms and conditions that govern the JH Auto Partners Program. This summary is for informational purposes only and does not constitute the complete partnership agreement.

Approved partners will receive the full partnership agreement for review before signing. The formal agreement contains detailed legal provisions, definitions, and conditions that take precedence over this summary.

Important Legal Notice

This is a summary only. The complete, legally binding partnership agreement will be provided to approved applicants before finalization. The summary below is intended to help prospective partners understand the general structure and key provisions of the partnership, but it does not include all terms, conditions, exceptions, and legal language contained in the full agreement.

You should:

• Read the complete partnership agreement carefully before signing
• Seek independent legal advice if you have questions or concerns
• Ask JH Auto for clarification on any unclear provisions
• Ensure you understand your rights, responsibilities, and obligations

Do not rely solely on this summary for legal or business decisions.

1. Nature of the Partnership

Independent Contractor Relationship

The partnership between you (the “Partner”) and HC HOTEL SUPPLIES CO., LIMITED or its designated entity (the “Company”) is an independent contractor relationship, not employment, agency, or joint venture.

This means:

• You are not a Company employee
• You are not authorized to bind the Company to contracts or commitments
• You are responsible for your own taxes, insurance, and business expenses
• You have no authority to represent yourself as a Company employee or official representative without written authorization
• The Company has no obligation to provide you with a minimum number of transactions, customers, or earnings

Commission-Based Income

Your earnings are based solely on completed transactions. You earn commissions when:

• Your customer purchases a vehicle through a quote link you generated
• The customer’s payment is received and confirmed
• The vehicle is successfully exported or shipped
• Your commission is calculated and settled according to the agreement terms

No guaranteed income, salary, or minimum earnings are provided.

2. Partner Responsibilities and Obligations

Marketing and Customer Development

Partners are responsible for:

• Promoting JH Auto vehicles to potential customers
• Generating quote links for interested customers
• Answering customer questions and providing information (within your knowledge and authorized scope)
• Maintaining professional and ethical marketing practices
• Complying with applicable advertising laws and platform policies

Approved Materials and Brand Representation

Partners must:

• Use only approved promotional materials and messaging provided by the Company
• Represent the Company, its services, and vehicles accurately and honestly
• Avoid making false, misleading, or exaggerated claims
• Not misrepresent the partnership relationship or claim unauthorized affiliations
• Comply with brand usage guidelines and intellectual property restrictions

System Access and Security

Partners must:

• Maintain the confidentiality of system login credentials
• Not share system access with unauthorized individuals
• Use the system only for authorized partnership activities
• Report security issues, unauthorized access, or system problems immediately
• Comply with acceptable use policies for the sales platform

Customer Service Standards

Partners must:

• Respond to customer inquiries promptly and professionally
• Provide accurate vehicle information based on system data
• Set realistic expectations for delivery timelines and processes
• Maintain clear communication throughout the customer journey
• Refer unresolved issues or disputes to the Company for formal handling

Compliance with Laws

Partners must:

• Comply with all applicable laws and regulations in their country of operation
• Ensure their marketing activities comply with local advertising and consumer protection laws
• Understand and comply with data protection and privacy requirements
• Not engage in fraudulent, deceptive, or illegal activities
• Obtain any necessary business licenses or permits required in their jurisdiction

3. Pricing and Markup Rules

Maximum Markup Limit

Partners may set customer-specific prices up to 60% above the FOB Nansha base price displayed in the system. This limit is enforced by the quote link generator and cannot be exceeded through the system.

Partners are prohibited from:

• Circumventing the markup limit through side agreements, undisclosed fees, or additional charges not reflected in the quote link
• Misrepresenting the base price or final price to customers
• Creating false scarcity, urgency, or misleading pricing claims

FOB and CIF Pricing

• FOB (Free on Board) Nansha: Vehicle price at Guangzhou port, not including international shipping
• CIF (Cost, Insurance, Freight): Vehicle price plus estimated shipping costs to a specific destination port

Partners may offer either pricing term to customers. CIF pricing displayed in the system reflects current shipping cost estimates and may be adjusted based on actual freight rates at the time of shipment.

Price Changes

Base prices in the system may change due to:

• Market conditions and vehicle cost fluctuations
• Currency exchange rate movements
• Supplier pricing adjustments

Quote links display the base price at the time of generation. If significant time passes between quote generation and customer purchase decision, partners should verify that the vehicle is still available and the pricing remains current before the customer commits.

4. Customer Attribution and Transaction Processing

Customer Attribution

A customer is attributed to you when:

• The customer accesses a quote link you generated
• The customer proceeds to purchase the vehicle featured in that link (or an alternative vehicle proposed due to unavailability)
• The transaction is completed (payment received and vehicle exported)

Important:

• If multiple partners generate links for the same customer, attribution is generally based on the link through which the customer initiated the purchase
• Disputes over customer attribution are resolved by the Company based on system records, timestamps, and communication history
• Partners must not attempt to interfere with or poach another partner’s customers

Transaction Approval and Processing

The Company reserves the right to:

• Review and approve or decline any transaction
• Reject transactions that appear fraudulent, suspicious, or non-compliant
• Request additional customer information or documentation before processing
• Cancel or refund transactions that violate policies or legal requirements

5. Commission Calculation and Settlement

Earnings Formula

Gross Margin = Customer Price - FOB Nansha Base Price
Withholding (8%) = Gross Margin × 0.08
Partner Commission = Gross Margin - Withholding

Example:

• Customer Price: USD 15,000
• FOB Nansha Base Price: USD 10,000
• Gross Margin: USD 5,000
• Withholding (8%): USD 400
• Partner Commission: USD 4,600

Settlement Timing

Partner commissions are settled after the vehicle is exported or shipped, according to the timeline specified in the agreement. Typical settlement occurs within 2-4 weeks after shipment departure.

Why settlement occurs after export:

• Protects against transaction cancellations before export
• Ensures vehicle availability is confirmed
• Reduces risk of payment disputes or reversals
• Confirms export licensing and customs clearance completion

Payment Method

Commissions are paid via international bank transfer from HC HOTEL SUPPLIES CO., LIMITED (or designated entity) to the Partner’s specified bank account. Partners must provide complete and accurate banking details.

Withholding Tax

The 8% withholding is applied by the Company under its applicable tax treatment for cross-border commission payments. This withholding does not necessarily satisfy the Partner’s tax obligations in their own jurisdiction. Partners are solely responsible for determining and fulfilling their tax obligations according to the laws of their country of residence.

Unpaid Commissions

If a partnership is terminated, unpaid commissions for completed, settled transactions will be paid according to the agreement terms, unless:

• The Partner is terminated for cause (fraud, breach of contract, prohibited conduct)
• The Agreement specifies forfeiture of unpaid earnings under specific conditions
• Legal disputes or investigations are ongoing

6. Prohibited Activities and Conduct

Partners are strictly prohibited from:

Fraudulent or Deceptive Practices

• Providing false information in the application or partnership documents
• Fabricating vehicle condition, specifications, or availability
• Misrepresenting pricing, delivery timelines, or contract terms
• Using another person’s identity or credentials

Manipulation and Misuse

• Purchasing fake followers, likes, or engagement to pass the social media review
• Manipulating system data, quote links, or tracking mechanisms
• Circumventing pricing limits or commission structures
• Sharing system access credentials with unauthorized parties

Misrepresentation and Brand Misuse

• Claiming to be a Company employee without authorization
• Operating fake offices or branches without authorization
• Using Company trademarks, logos, or branding without permission
• Creating misleading websites or materials that imply official Company affiliation

Unethical Marketing

• Spamming, unsolicited mass messaging, or harassment
• Making guaranteed income promises or exaggerated earnings claims
• Using high-pressure tactics, false scarcity, or deceptive urgency
• Violating platform policies or advertising regulations

Customer and Data Misuse

• Misusing customer personal information or sharing it with unauthorized third parties
• Selling, renting, or trading customer data
• Using customer information for purposes unrelated to the JH Auto transaction

Competitive Interference

• Attempting to poach or redirect another partner’s customers
• Sabotaging other partners’ marketing efforts or reputation
• Engaging in unfair competition or business interference

7. Intellectual Property

Company Property

The Company retains all rights, title, and interest in:

• JH Auto brand name, logos, and trademarks
• Sales system software and technology
• Approved promotional materials and content
• Vehicle photographs and descriptions
• Business methods and processes

Limited License

Partners receive a limited, non-exclusive, revocable license to:

• Use approved promotional materials for authorized partnership activities
• Access and use the sales system for generating quote links and managing transactions
• Refer to the JH Auto brand in the context of the authorized partnership

This license is:

• Limited to the duration of the partnership
• Non-transferable (you cannot sublicense or assign it)
• Revocable immediately upon partnership termination
• Subject to the Company’s brand usage guidelines

Restrictions

Partners may not:

• Modify, alter, or create derivative works from Company materials
• Register domain names, social media accounts, or business names that include “JH Auto” or confusingly similar terms without written authorization
• Use Company intellectual property for any purpose outside the authorized partnership scope

8. Confidentiality

Partners must maintain confidentiality of:

• System access credentials and non-public system features
• Base pricing methodology and internal cost structures (beyond what is visible in quote links)
• Other partners’ identities, performance, or earnings (if disclosed)
• Confidential Company business information

Confidentiality obligations survive partnership termination.

9. Termination

Termination by Partner

Partners may terminate the partnership according to the notice requirements in the agreement (typically 30 days written notice). Unpaid commissions for completed transactions will be settled according to the agreement terms.

Termination by Company

The Company may terminate the partnership:

• For Cause: Immediately and without notice for violations of prohibited conduct, fraud, breach of contract, or illegal activity
• Without Cause: With advance notice (as specified in the agreement) at the Company’s discretion

Effects of Termination

Upon termination:

• System access is revoked immediately
• Right to use Company intellectual property ends
• Partner must cease representing the partnership relationship
• Outstanding commissions are handled according to the agreement (paid if earned through completed transactions, potentially forfeited if terminated for cause)
• Confidentiality and non-disparagement obligations continue

10. Liability and Disclaimers

No Guarantees

The Company makes no guarantees regarding:

• Partner earnings or income potential
• Number of customers or transaction volume
• Vehicle availability or inventory levels
• System uptime or feature availability
• Future changes to the program structure or commission rates

Limitation of Liability

The partnership agreement will include limitations on the Company’s liability for:

• Indirect, incidental, or consequential damages
• Lost profits or business opportunities
• System errors, downtime, or technical issues
• Third-party actions or claims

The Company’s maximum liability is typically limited to the unpaid commissions owed for completed transactions.

Partner Indemnification

Partners typically agree to indemnify (protect) the Company from claims, damages, or losses arising from:

• The Partner’s violations of the agreement
• The Partner’s marketing activities and customer interactions
• False or misleading statements made by the Partner
• Legal or regulatory violations by the Partner

11. Dispute Resolution

Governing Law

The partnership agreement specifies which jurisdiction’s laws govern the agreement. This is typically determined by the Company’s domicile (Hong Kong law for HC HOTEL SUPPLIES CO., LIMITED).

Dispute Resolution Process

Disputes are typically resolved through:

1. Good Faith Negotiation: Parties attempt to resolve disputes through direct communication
2. Mediation: If negotiation fails, mediation may be required before arbitration or litigation
3. Arbitration or Litigation: Final disputes are resolved through binding arbitration or court proceedings in the jurisdiction specified in the agreement

Class Action Waiver

Partnership agreements often include a waiver of the right to participate in class action lawsuits, requiring individual dispute resolution.

12. Amendments and Modifications

The Company reserves the right to modify the partnership terms, commission structures, policies, and program features with advance notice to Partners. Material changes typically require:

• Written notice to Partners
• Opportunity to review the changes
• Option to terminate the partnership if changes are unacceptable

Continued participation after notice of changes typically constitutes acceptance of the new terms.

13. Miscellaneous Provisions

Entire Agreement

The formal partnership agreement, along with any referenced policies and documents, constitutes the entire agreement between the Partner and the Company. Verbal promises, preliminary negotiations, or informal communications are not part of the binding agreement.

Severability

If any provision of the agreement is found unenforceable, the remaining provisions remain in effect.

Waiver

The Company’s failure to enforce a provision does not constitute a waiver of the right to enforce it in the future.

Assignment

Partners typically cannot assign or transfer their partnership rights without Company consent. The Company may assign the agreement to affiliated entities or successors.

Final Reminders

This summary is not a substitute for the complete partnership agreement.

Before signing:

• Read every section of the formal agreement carefully
• Ask questions about any unclear provisions
• Seek independent legal advice if you have concerns
• Ensure you can comply with all obligations and restrictions
• Understand the risks, responsibilities, and limitations of the partnership

Only sign the agreement if you accept all its terms and are prepared to fulfill all obligations.

Questions About Partnership Terms?

For questions about the partnership agreement or specific legal provisions:

• Email: [email protected]
• WhatsApp: use the green chat button at the bottom right of this page

For legal advice about how the agreement affects your specific situation, consult a qualified attorney in your jurisdiction.

Ready to Apply?

If you understand and accept the general partnership structure and are prepared to demonstrate your promotional capability, we invite you to apply.

Related Pages

• Partner Requirements — Application eligibility and standards
• How Partners Earn — Commission calculation and settlement
• FAQ — Common questions about the program
• Privacy Policy — How your personal information is handled