These Terms of Service govern your access to and use of the website operated by OrchidSun, and the commercial relationship that begins when you accept a proposal. OrchidSun is a brand of Zunyi Lanyanxia Trading Co., Ltd. (遵义兰艳霞商贸有限公司), a company registered in China at Qunli Building (群力大厦), 1-10-11 Zhonghua South Road, Zhonghua Road Street, Honghuagang District, Zunyi - 563000, China (CN). Please read these terms carefully before you use the website or request our services, because they affect your legal rights.
1. Introduction and Acceptance
These Terms of Service govern your access to and use of the website operated by OrchidSun and the services described on it. The website is provided by Zunyi Lanyanxia Trading Co., Ltd. (遵义兰艳霞商贸有限公司), which is also the developer and operator of the services. By accessing the website, submitting a contact form, or requesting a proposal, you agree to be bound by these terms and by our Privacy Policy, which is incorporated into these terms by reference. If you are using the website on behalf of a company or other organisation, you confirm that you have the authority to accept these terms on its behalf, and that organisation will be bound by them. If you do not agree with any part of these terms, you must not use the website or request our services. These terms form a binding agreement between you and OrchidSun as soon as you start to use the website, regardless of whether you later become a client.
2. Scope of Services
OrchidSun provides computer systems design and computer integrated systems design services, including the planning, architecture, integration, and support of hardware, software, and data systems. The precise scope of each engagement is defined in a written proposal and a signed services agreement, and those documents describe the deliverables, the timeline, and the price. These terms apply to the website and to the commercial relationship that begins when a client accepts a proposal. Where anything in a signed agreement differs from these terms, the signed agreement takes precedence for that specific project. Our services include systems analysis, design documentation, data engineering, cloud platform work, integration of existing tools, and ongoing support. We do not provide legal, accounting, or medical advice, and nothing on this website should be read as professional advice outside our own field of practice.
3. Eligibility and Use of the Website
You may use the website only if you are at least eighteen years old and legally able to enter into binding agreements. You agree to use the website for lawful purposes only and in a way that does not interfere with the operation of the site or with the experience of other visitors. You may not attempt to gain unauthorised access to any part of the website, its servers, or the systems connected to it. You may not use automated tools, scrapers, or bots to harvest content or data from the website. You may not upload malicious code or otherwise attempt to damage, overload, or disrupt the service. We grant you a limited, revocable, non-exclusive licence to view the website and to download content for your personal reference. This licence does not include the right to copy, redistribute, or create derivative works from the site content without our written permission.
4. Accounts and Registration
Some of our services may require you to create an account. When you register, you agree to provide accurate, complete, and current information, and to keep that information up to date. You are responsible for maintaining the confidentiality of your login credentials and for all activity that occurs under your account. You must notify us immediately if you suspect that your account has been used without your authorisation. We may suspend or close accounts that violate these terms, that appear to be compromised, or that are used for unlawful activity. We will give you reasonable notice before closing an account unless the circumstances make that impossible or unsafe. Account information is handled in line with our Privacy Policy, which forms part of these terms. You may request deletion of your account at any time by contacting us, subject to any records that we are legally required to keep.
5. Client Responsibilities
When we take on a project, the client is responsible for providing complete and accurate information about its needs, its systems, and its constraints. This includes granting reasonable access to the systems and the people that we need in order to do the work. The client is responsible for making decisions in a timely manner, because delays in feedback extend the project schedule and may affect the price. The client must obtain all necessary rights and permissions for the data it provides to us, and must ensure that such data may lawfully be processed by our team. The client is responsible for backing up its own data before any migration or significant change, even though we will take care during such work. We rely on the client to nominate a single point of contact who can answer questions and approve milestones. When a client fails to meet these responsibilities, the project may be paused, rescheduled, or subject to revised pricing.
6. Requests and Proposals
Enquiries about our services do not create any obligation on either side. When you contact us, we may prepare a proposal that describes the work, the timeline, and the price. A proposal is an invitation to treat and does not become a contract until it is accepted in writing by the client and countersigned by us, or until a separate services agreement is signed by both parties. Proposals are valid for thirty days from the date of issue, unless the proposal states a different period. We may revise a proposal if the client asks for significant changes after the initial estimate was prepared. Information provided in confidence during the proposal stage is protected under our confidentiality commitments in these terms. We do not charge a fee for preparing proposals or for initial consultations. Acceptance of a proposal confirms that the client has read and understood the scope described in it and accepts it without reservation.
7. Fees, Quotes, and Payment
Fees are set out in the accepted proposal or the services agreement. Project fees may be fixed, hourly, or milestone-based, as agreed for each engagement. Invoices are due within thirty days of issue unless the agreement states otherwise. Where a project involves ongoing work, we may invoice monthly in advance or in arrears, as agreed in writing. Payment is required before delivery of final materials or before we release completed work for production use, unless other terms have been agreed. If a payment is overdue, we may pause work after giving the client written notice. Late payments may accrue interest at the rate permitted by applicable law. We do not pass on unexpected third party costs without telling the client first and agreeing to them. All prices are stated in the currency agreed in the proposal, and taxes, if any, are added where the law requires.
8. Intellectual Property Rights
The website, including its text, graphics, logos, layout, and code, is owned by OrchidSun and its licensors, and is protected by intellectual property law. Unless otherwise agreed, we own the intellectual property in the designs, documentation, configurations, and software that we create for a project. Upon full payment, the client receives a licence to use the deliverables for its own business, including the right to modify and maintain them. We retain the right to reuse general techniques, patterns, and know-how that we develop during a project, provided that we do not reuse the client confidential information or trade secrets. Pre-existing tools and libraries that we bring to a project remain our property, and the client is licensed to use them as part of the deliverables. Nothing in these terms transfers the ownership of either party trademarks. If the client provides materials to us, the client warrants that it owns them or is licensed to provide them, and that their use by us will not infringe the rights of any third party.
9. Client Content and Data
Any data, content, or materials that the client provides to us remain the property of the client. We process such data only for the purpose of delivering the services and only as described in the agreement and in our Privacy Policy. We will not access client data for any purpose unrelated to the engagement without permission. We keep client data separate from the data of other clients, and we apply access controls to enforce that separation. When a project ends, we will return or delete client data as the client directs, subject to legal retention requirements. Backup copies are deleted within a reasonable period after the project concludes. We do not use client data to train models or to improve services for other customers, unless the client grants explicit written permission. The client remains responsible for the lawfulness of the data it supplies, and it must obtain any consents needed from the people to whom the data relates.
10. Confidentiality
Both parties may receive confidential information during a project, including technical details, commercial terms, and business plans. Confidential information includes anything marked as confidential and anything that a reasonable person would understand to be confidential given the context in which it is shared. Neither party will disclose the other party confidential information to anyone who does not need to know it for the purpose of the engagement. Confidentiality obligations survive the end of the agreement for a period of five years, except for trade secrets, which remain protected as long as they remain secret. Information that is already public, independently developed, or lawfully received from a third party is not subject to these obligations. On request, each party will return or destroy the other party confidential information when it is no longer needed. A breach of confidentiality may be pursued under law, including the right to seek injunctive relief.
11. Warranties and Disclaimers
We warrant that the services will be performed with reasonable skill and care and in line with the agreed specification. We warrant that we will use qualified staff and appropriate tools for the work. The website and the information on it are provided on an as-is and as-available basis. To the extent permitted by law, we disclaim all other warranties, whether express or implied, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the website will be uninterrupted, error-free, or free of harmful components. We do not warrant that the results of our services will meet every expectation of a client, because outcomes depend on data, cooperation, and conditions that are outside our control. Nothing in these terms limits warranties that cannot lawfully be excluded. Where a defect in our work is reported within a reasonable time, we will correct it without additional charge.
12. Limitation of Liability
To the fullest extent permitted by law, neither party will be liable to the other for indirect, incidental, special, consequential, or punitive damages, including lost profits, lost revenue, lost data, or interruption of business, arising out of or related to these terms or the services. Our total liability for any claim arising out of a project is limited to the amount actually paid to us by the client for that project. These limits apply whether the claim is based on contract, tort, or any other legal theory, and whether or not either party was advised of the possibility of such damages. Nothing in this clause limits liability for death or personal injury caused by negligence, for fraud, or for any other liability that cannot be limited by law. Each party remains liable for its own wilful misconduct and for breach of confidentiality. The allocation of risk in this clause was a basis of our pricing and is reflected in the fees that you pay.
13. Indemnification
You agree to indemnify and hold harmless OrchidSun and Zunyi Lanyanxia Trading Co., Ltd. (遵义兰艳霞商贸有限公司), along with our officers, employees, and agents, from any claims, damages, losses, and expenses, including reasonable legal fees, arising out of your breach of these terms, your misuse of the website, your infringement of any third party rights, or your failure to obtain the necessary rights to the data you provide. We may, at our option and expense, assume the exclusive defence of any matter for which you are required to indemnify us, in which case you will cooperate with us and will not settle the claim without our written consent. This clause survives the termination of these terms. The indemnity does not apply to the extent that a claim results from our own negligence or breach of this agreement. We will notify you promptly of any claim that falls within this clause and give you reasonable assistance in handling it.
14. Third Party Services and Links
Some of the tools we use in our work, and some of the services linked from the website, are provided by third parties. Their terms, not ours, govern your relationship with them where their own terms apply. We do not control third party services and we are not liable for their acts or omissions. When our work involves third party platforms, we will tell you which ones are involved and how they are used. The website may contain links to other sites for convenience, and such links do not imply endorsement of or responsibility for the content of those sites. Where we rely on a third party service to host or process data, we select providers with adequate security and we require contractual protections for the data. If a third party changes its service in a way that affects our clients, we will inform affected clients as soon as practical. You should review the terms and policies of any third party service that you choose to use.
15. Compliance with Laws
Both parties agree to comply with all applicable laws and regulations in the course of the engagement, including data protection, export control, and anti-corruption rules. OrchidSun will perform the services in accordance with the laws of the place where it operates and with any laws that govern the client use of the deliverables. The client agrees to comply with all laws that apply to its own business and to the use of the systems we design. Neither party will use the other party services or materials to commit any unlawful act. Where a law applies differently to the two parties, each party is responsible for its own compliance. We may suspend services if continuing would require us to act unlawfully or would put our own compliance at risk. Nothing in these terms obliges a party to breach the law of its own jurisdiction, and each party will cooperate with the other in resolving any conflict between laws.
16. Term and Termination
These terms take effect when you first use the website or accept a proposal, and they continue until a project is completed or the agreement is ended. Either party may end the commercial agreement for convenience by giving thirty days written notice to the other. Either party may terminate immediately if the other party commits a material breach that is not cured within fourteen days of written notice. We may suspend or terminate access to the website immediately if we suspect unlawful use, a security risk, or activity that threatens the integrity of the service. On termination, the client must pay for all work completed up to the date of termination, and both parties must return or destroy confidential information as described in these terms. Provisions that are meant to survive termination, including warranty disclaimers, liability limits, confidentiality, and indemnification, will continue to apply. Termination does not affect rights and obligations that accrued before the date of termination.
17. Changes to These Terms
We may revise these terms from time to time to reflect changes in our services, the law, or our business practices. When we make a material change, we will update the date at the top of this page and may notify you by email if we hold your address. Changes take effect when they are published on this page. Your continued use of the website after a change is published means that you accept the revised terms. For ongoing projects, the terms that were in force when the proposal was accepted will continue to govern that project, unless the parties agree otherwise in writing. We will not make changes that reduce your rights retrospectively without your consent. We encourage you to review this page regularly to stay informed of the current terms. Previous versions of these terms are available on request.
18. Governing Law and Disputes
These terms are governed by the laws of the Peoples Republic of China, without regard to conflict of law principles. The parties will first attempt to resolve any dispute through good-faith negotiation, which we will pursue within thirty days of receiving written notice of the dispute. If the dispute cannot be resolved by negotiation, it will be submitted to the courts of Zunyi, Guizhou, China, and both parties consent to the jurisdiction of those courts. For clients who have statutory rights that cannot be waived, those rights remain unaffected by this clause. Each party waives any objection to the venue on the grounds of inconvenience. The parties may agree to use mediation before resorting to litigation, but neither party is obliged to do so. This governing law clause applies to any claim arising out of or related to the website and the services, including claims that arise after the agreement has ended.
19. Severability and Entire Agreement
If any provision of these terms is found to be invalid or unenforceable, that provision will be limited or removed to the minimum extent necessary, and the remaining provisions will continue in full force and effect. The failure to enforce a provision in one instance does not waive the right to enforce it in another. These terms, together with any signed services agreement and our Privacy Policy, constitute the entire agreement between you and OrchidSun regarding the subject matter, and they replace any prior agreements or understandings between the parties. Any headings in these terms are for convenience only and do not affect their interpretation. Neither party is responsible for delays caused by events beyond its reasonable control, such as natural disasters, power failures, or network outages. The parties may amend these terms only by a written document signed by both parties.
20. Contact Information
Questions about these terms should be sent to OrchidSun by email at reply@orchidsun.lat or by telephone at +14697223972. You may also write to us at Zunyi Lanyanxia Trading Co., Ltd. (遵义兰艳霞商贸有限公司), Qunli Building (群力大厦), 1-10-11 Zhonghua South Road, Zhonghua Road Street, Honghuagang District, Zunyi - 563000, China (CN). We acknowledge messages within two working days and aim to provide a substantive reply within fifteen working days. Notices under these terms may be delivered by email or by post to the addresses above, and they are deemed received on the day of delivery for email and seven days after posting for physical mail. This contact channel is also the one to use for any complaint about the website or the services. We will keep all correspondence related to any complaint confidential and handle it fairly.