AGEDEZ
Engineering Drawing & File
Marketplace
https://agedez.com
TERMS OF USE & VENDOR AGREEMENT
|
Effective
Date |
As of the date you first
access or register on AGEDEZ |
|
Governing Law |
THAILAND
(Laws of the Kingdom of Thailand) |
|
Platform
Owner |
AGEDEZ (the “Company”) |
|
Contact |
agedez782@gmail.com |
|
Jurisdiction |
Kingdom of
Thailand — Courts of Bangkok |
|
Scope |
Applies to all Vendors
(Sellers) and Buyers accessing agedez.com |
1. Introduction and Acceptance of Terms
Welcome to AGEDEZ, a specialized digital marketplace for the
sale and distribution of engineering drawings, technical files, CAD models,
schematics, and related professional documents (collectively, “Engineering
Files”). AGEDEZ is operated under the laws of the Kingdom of Thailand.
By registering an account, listing a product, purchasing a
file, or otherwise accessing any part of the AGEDEZ platform, you agree to be
bound by these Terms of Use (“Terms”) in their entirety. If you do not agree,
you must immediately cease use of the platform.
These Terms constitute a legally binding agreement between you
and AGEDEZ under the Electronic Transactions Act B.E. 2544 (2001) and related
Thai legislation. AGEDEZ reserves the right to amend these Terms at any time.
Continued use of the platform after a change constitutes acceptance of the
updated Terms. Significant changes will be communicated via email or a
prominent notice on the platform.
2. Definitions
For the purposes of these Terms, the following definitions
apply:
•
“Vendor” or “Seller” means any registered user who
lists Engineering Files for sale on AGEDEZ.
•
“Buyer” means any registered user who purchases or
downloads Engineering Files from AGEDEZ.
•
“Engineering Files” means any digital file containing
technical, engineering, or design content including but not limited to CAD
files, AutoCAD drawings (.dwg, .dxf), SolidWorks files (.sldprt, .sldasm),
technical schematics, electrical diagrams, ladder diagrams, PLC programs,
mechanical blueprints, and associated documentation.
•
“Listing” means a product page created by a Vendor
describing an Engineering File offered for sale.
•
“Sale Price” means the price set by the Vendor for a
specific Listing, exclusive of any taxes.
•
“Platform Fee” means the commission retained by AGEDEZ
from each completed transaction.
•
“Disbursement” means the net payment released to the
Vendor after deduction of Platform Fees and applicable taxes.
•
“Content” means all files, descriptions, images,
metadata, and materials uploaded or submitted to AGEDEZ by any user.
•
“PDPA” means the Personal Data Protection Act B.E. 2562
(2019) of Thailand.
•
“ETDA” means the Electronic Transactions Development
Agency of Thailand.
3. Platform Overview and Purpose
AGEDEZ provides an online marketplace connecting professional
engineers, designers, and technical practitioners (“Vendors”) with buyers who
require engineering drawings and technical documentation. The platform is
intended for legitimate commercial and professional use only.
AGEDEZ acts solely as an intermediary marketplace pursuant to
the Electronic Transactions Act B.E. 2544 (2001) and does not itself create,
verify, certify, or endorse any Engineering File listed on the platform. AGEDEZ
does not provide engineering advisory services and is not responsible for the
technical accuracy, fitness for purpose, or regulatory compliance of any file
sold through the platform.
AGEDEZ has provided prior notification to the Electronic
Transactions Development Agency (ETDA) as required under the Royal Decree on
the Operation of Digital Platform Services B.E. 2565 (2022).
4. Eligibility and Account Registration
4.1 Eligibility
•
You must be at least 20 years of age (the age of
majority under the Thai Civil and Commercial Code) and legally capable of
entering into binding contracts.
•
Minors aged 18–19 may register only with written
consent from a legal guardian, consistent with Sections 21–27 of the Thai Civil
and Commercial Code.
•
You must not be located in a jurisdiction where use of
this platform is prohibited by law.
•
Business entities must ensure the individual
registering has authority to bind the entity under Thai corporate law.
4.2 Account Registration
•
You agree to provide accurate, complete, and current
information during registration and to keep such information updated.
•
You are responsible for maintaining the confidentiality
of your account credentials and for all activity that occurs under your
account.
•
AGEDEZ reserves the right to suspend or terminate
accounts that violate these Terms, applicable Thai law, or for any reason at
its sole discretion.
5. Vendor Obligations and File Standards
5.1 Originality and IP Ownership
By listing any Engineering File on AGEDEZ, the Vendor
expressly warrants and represents that:
•
The Vendor is the sole original creator of the
Engineering File, OR holds all necessary intellectual property rights,
licenses, and authorizations required to sell and distribute the file
commercially under the Copyright Act B.E. 2537 (1994) of Thailand.
•
The Engineering File does not infringe any third-party
patent, copyright, trade secret, trademark, or other intellectual property
right under Thai or international law.
•
The Engineering File does not contain proprietary
information, trade secrets, or confidential data belonging to any former or
current employer, client, or third party without explicit written
authorization.
•
The Vendor indemnifies AGEDEZ against any claims,
damages, and legal costs arising from breach of the above warranties, including
actions under the Thai Copyright Act.
5.2 File Quality Standards
•
All Engineering Files must be complete, functional, and
accurately described in the Listing.
•
Files must open correctly in the software version(s)
stated in the Listing description.
•
Files must be free of viruses, malware, spyware,
corrupted data, or any harmful code as defined under the Computer Crime Act
B.E. 2550 (2007) of Thailand.
•
File formats must be standard industry formats
appropriate for the type of Engineering File offered.
5.3 Listing Description Requirements
•
Listings must include: a clear title, an accurate
description of the file’s content and intended use, the software required to
open the file (including specific version), file format(s) included, and any
limitations on use.
•
Preview files must include a visible AGEDEZ watermark.
•
Listings must not contain misleading, deceptive, or
fraudulent descriptions in violation of the Consumer Protection Act B.E. 2522
(1979) and its amendments.
5.4 File Availability
•
Once a sale is completed, the purchased Engineering
File must remain available for the Buyer to download for a minimum of 5
calendar days from the date of purchase.
•
Vendors must not remove or modify a file that has been
sold during the 5-day download window.
6. Platform Fees, Payments, and Disbursements
6.1 Fee Schedule
The following fee structure applies to all transactions on
AGEDEZ:
|
Transaction
Type |
Fee |
Who Pays |
Timeline |
Notes |
|
Platform
Commission |
30% of sale
price |
Seller
(deducted) |
Per transaction |
Applied to all
sales |
|
Payment
Disbursement |
None |
N/A |
5 business days
after completion |
Net of Platform
Fee |
|
Buyer
Confirmation Window |
N/A |
N/A |
1 calendar day
after download |
Auto-completes
if no dispute |
|
File Access
Window |
N/A |
N/A |
5 calendar days |
Download must
remain available |
|
VAT (Thailand) |
7% |
Buyer/Seller |
Per Thai Revenue
Code |
Seller
responsible for remittance |
|
Withholding Tax |
Variable |
Seller |
Per Thai law |
3% for juristic
persons; 5% for individuals |
6.2 Disbursement Process
•
AGEDEZ will disburse the net sale amount (Sale Price
minus Platform Fee and applicable withholding tax) to the Vendor’s designated
payment account within 5 business days following the completion of a
transaction.
•
A transaction is considered complete upon: (a) expiry
of the Buyer’s 1-day confirmation window without dispute; or (b) explicit
confirmation of successful download by the Buyer, whichever occurs first.
•
AGEDEZ reserves the right to withhold or delay
disbursement if a transaction is under investigation for fraud, dispute, or
policy violation, or pending receipt of required tax documentation.
6.3 Taxes and Compliance (Thai Law)
•
Value Added Tax (VAT): All transactions are subject to
VAT at 7% under the Revenue Code of Thailand. Vendors registered for VAT must
issue a proper tax invoice. AGEDEZ may collect and remit VAT on behalf of
foreign Vendors where required by Thai law.
•
Withholding Tax: AGEDEZ is required under the Thai
Revenue Code to withhold tax on payments to Vendors. The applicable rate is 3%
for juristic persons and 5% for individual persons. Withheld amounts will be
remitted to the Thai Revenue Department on the Vendor’s behalf, and a
withholding tax certificate (Por Ngor Dor 3 or 53) will be issued.
•
Income Tax: Vendors are solely responsible for
declaring and paying income tax arising from sales made through AGEDEZ, in
accordance with the Thai Revenue Code.
•
Foreign Vendors: Vendors located outside Thailand may
be subject to additional Thai tax obligations on income sourced from Thailand.
AGEDEZ does not provide tax advice; foreign Vendors should consult a qualified
tax professional.
•
AGEDEZ may be required by the Thai Revenue Department
or other competent authorities to collect and report tax information from
Vendors and reserves the right to withhold payments pending receipt of required
documentation.
6.4 Price Setting
•
Vendors have full discretion to set their own Sale
Prices. AGEDEZ does not set minimum or maximum prices.
•
Sale Prices must be listed in Thai Baht (THB) or United
States Dollars (USD). All prices displayed to Thai consumers shall comply with
the Price of Goods and Services Act B.E. 2542 (1999) where applicable.
7. Buyer Terms and Conditions
7.1 License Granted to Buyers
Upon successful payment, the Buyer receives a non-exclusive,
non-transferable, single-use license to use the purchased Engineering File for
the purpose described in the Listing. Unless explicitly stated otherwise:
•
The Buyer may not resell, sublicense, redistribute, or
otherwise transfer the Engineering File to any third party.
•
The Buyer may not use the Engineering File to create
derivative works for commercial resale without the Vendor’s written consent.
•
The Buyer may use the Engineering File for their own
internal professional or commercial projects.
7.2 Download and Confirmation
•
Buyers must download their purchased Engineering File
within the 5-day download window provided.
•
Buyers have 1 calendar day from the date of download to
raise any dispute regarding the file. After this period, the transaction is
automatically considered complete.
•
Buyers are advised to verify file compatibility with
their software prior to purchase using the preview files provided.
7.3 Refund Policy (Thai Consumer Protection Law)
Because Engineering Files are digital goods delivered by
electronic download, all sales are generally final. However, in accordance with
the Consumer Protection Act B.E. 2522 (1979) and the Electronic Transactions
Act B.E. 2544 (2001), AGEDEZ will process refunds in the following
circumstances:
•
The file downloaded is materially different from what
was described in the Listing;
•
The file is corrupt, password-protected without prior
disclosure, or entirely unusable;
•
The Vendor has been found to have engaged in fraudulent
misrepresentation; or
•
The transaction qualifies for reversal under applicable
Thai consumer protection regulations.
Refund requests must be submitted within 1 calendar day of
download via the AGEDEZ dispute resolution process. AGEDEZ shall process valid
refunds within 7 business days, consistent with Thai consumer protection
standards.
8. Content Restrictions and Prohibited Listings
AGEDEZ is a professional engineering marketplace. The
following content is strictly prohibited and will result in immediate removal
and potential account termination:
•
Files containing or designed to deliver viruses,
malware, ransomware, spyware, or any malicious code in violation of the
Computer Crime Act B.E. 2550 (2007);
•
Files that facilitate or depict illegal activities
under Thai law, including the unlawful manufacture or modification of weapons,
controlled substances, or explosive devices;
•
Files containing restricted or export-controlled
military technology or dual-use goods under Thai and international law;
•
Files that infringe third-party intellectual property
rights under the Thai Copyright Act B.E. 2537 (1994) or Patent Act B.E. 2522
(1979);
•
Files containing sexually explicit, obscene, or
indecent content in violation of the Penal Code of Thailand;
•
Files containing defamatory, discriminatory, or
unlawful content under Thai law;
•
Files misrepresented in terms of format, content, or
compatibility in violation of the Consumer Protection Act; or
•
Files that include confidential third-party business or
engineering data without authorization.
AGEDEZ reserves the right to remove any Listing at its sole
discretion and is not obligated to provide a reason for removal.
9. Intellectual Property
9.1 Platform IP
All intellectual property in the AGEDEZ platform itself is
owned by AGEDEZ or its licensors and is protected under the Thai Copyright Act
B.E. 2537 (1994). No rights to platform IP are granted to users except as
expressly stated in these Terms.
9.2 User Content License to AGEDEZ
By uploading a Listing, you grant AGEDEZ a non-exclusive,
worldwide, royalty-free license to use, display, and reproduce your Listing
content (including preview images, titles, and descriptions, but not the
Engineering File itself) for the purposes of operating, marketing, and
promoting the platform.
9.3 Copyright Infringement Notices
If you believe that any content on AGEDEZ infringes your
intellectual property rights under the Thai Copyright Act or any other
applicable law, please send a formal notice to legal@agedez.com including:
identification of the work claimed to be infringed; identification of the
infringing content and its location on AGEDEZ; your contact information; and a
statement that the information in the notice is accurate.
10. Privacy and Personal Data Protection (PDPA Compliance)
AGEDEZ collects and processes personal data in accordance with
the Personal Data Protection Act B.E. 2562 (PDPA) of Thailand. By using the
platform, you acknowledge and consent to the collection and use of your
personal data as described in our Privacy Policy at https://agedez.com/privacy.
10.1 Data Subject Rights
In accordance with the PDPA, users (data subjects) have the
following rights:
•
Right to be informed: You have the right to be informed
about the collection, use, and disclosure of your personal data.
•
Right of access: You may request access to your
personal data held by AGEDEZ.
•
Right to rectification: You may request correction of
inaccurate or incomplete personal data.
•
Right to erasure: You may request deletion of your
personal data under certain circumstances.
•
Right to data portability: You may request transfer of
your personal data in a commonly used format.
•
Right to object: You may object to the processing of
your personal data for certain purposes.
•
Right to restrict processing: You may request
restriction of processing of your personal data.
To exercise any of the above rights, please contact our Data
Protection Officer at: dpo@agedez.com
10.2 Data Retention
AGEDEZ retains personal data only for as long as necessary to
fulfill the purposes for which it was collected, or as required by Thai law.
Financial transaction records are retained for a minimum of 5 years in
accordance with Thai accounting and tax regulations.
10.3 Cross-Border Data Transfers
Where personal data is transferred outside Thailand, AGEDEZ
will ensure that appropriate safeguards are in place as required under Sections
28–29 of the PDPA, including the use of Model Contractual Clauses or Binding
Corporate Rules approved by the Personal Data Protection Committee (PDPC).
10.4 Cookies
AGEDEZ uses cookies and similar tracking technologies. By
accessing AGEDEZ, you consent to the use of cookies in accordance with our
Cookie Policy at https://agedez.com/cookies. You may withdraw consent for
non-essential cookies at any time via your browser settings or our consent
management tool.
11. Disclaimers and Limitation of Liability
11.1 Platform Disclaimer
AGEDEZ provides the platform on an “as is” and “as available”
basis without warranties of any kind, to the extent permitted under Thai law.
AGEDEZ does not warrant the technical accuracy, professional
correctness, regulatory compliance, or fitness for purpose of any Engineering
File listed by Vendors. Buyers rely on Engineering Files entirely at their own
professional risk.
11.2 Engineering Liability Disclaimer
Engineering Files purchased on AGEDEZ are reference documents
only. Any file used as the basis for actual construction, manufacture,
fabrication, installation, or operation of engineering systems must be
independently reviewed, verified, stamped, and certified by a licensed
professional engineer registered with the Council of Engineers of Thailand
(COE) or the relevant competent authority. AGEDEZ accepts no liability for any
injury, property damage, financial loss, regulatory penalty, or other consequence
arising from reliance on Engineering Files obtained through the platform.
11.3 Limitation of Liability
To the maximum extent permitted by Thai law (including the
Civil and Commercial Code of Thailand), AGEDEZ’s total aggregate liability to
any user for any claim shall not exceed the greater of: (a) the total Platform
Fees paid to AGEDEZ by the relevant Vendor in the 12 months preceding the
claim; or (b) THB 3,000. Nothing in these Terms limits liability for death or
personal injury caused by negligence, fraud, or fraudulent misrepresentation,
or any other non-excludable liability under Thai law.
12. Governing Law and Dispute Resolution
12.1 Governing Law
These Terms are governed by and construed in accordance with
the laws of the Kingdom of Thailand, including but not limited to:
•
The Civil and Commercial Code B.E. 2468 (1925);
•
The Electronic Transactions Act B.E. 2544 (2001);
•
The Computer Crime Act B.E. 2550 (2007);
•
The Consumer Protection Act B.E. 2522 (1979) and its
amendments;
•
The Copyright Act B.E. 2537 (1994);
•
The Personal Data Protection Act B.E. 2562 (2019)
(PDPA);
•
The Revenue Code of Thailand; and
•
Any applicable notifications and regulations issued by
the ETDA, DBD, OCPB, and PDPC.
12.2 Dispute Resolution Between Buyers and Vendors
AGEDEZ provides an internal dispute resolution mechanism
accessible from your account dashboard. Buyers must raise disputes within 1
calendar day of download. AGEDEZ will review disputes and issue a determination
within 5 business days. AGEDEZ’s determination is final within the platform
context.
12.3 Jurisdiction
Any dispute not resolved through the internal process shall be
subject to the exclusive jurisdiction of the competent courts in Bangkok,
Thailand. Each party irrevocably submits to the personal jurisdiction of such
courts and waives any objection to proceedings in such courts on the grounds of
venue or inconvenient forum.
12.4 Consumer Rights
Nothing in these Terms affects any statutory rights you may
have as a consumer under Thai law, including rights under the Consumer
Protection Act B.E. 2522 (1979) and the Unfair Contract Terms Act B.E. 2540
(1997). In the event of any conflict between these Terms and mandatory Thai
consumer protection law, Thai law shall prevail.
13. Suspension and Termination
•
AGEDEZ may suspend or permanently terminate any user
account with or without notice if the user breaches these Terms, engages in
fraudulent activity, violates applicable Thai law, or for any other reason at
AGEDEZ’s sole discretion.
•
Upon termination, the Vendor’s access to the platform
will cease. Pending Disbursements for completed transactions will be paid in
accordance with the standard schedule unless the termination is due to fraud or
policy violation.
•
Provisions relating to IP, liability, indemnification,
PDPA compliance, and governing law shall survive termination.
14. Indemnification
You agree to defend, indemnify, and hold harmless AGEDEZ, its
officers, directors, employees, and agents from and against any claims,
liabilities, damages, losses, costs, or expenses (including reasonable legal
fees) arising out of or in connection with: (a) your use of the platform; (b)
any breach of these Terms or applicable Thai law; (c) any Engineering File you
upload or sell; (d) any infringement of third-party rights under Thai law; or
(e) any misrepresentation in your Listing.
15. General Provisions
•
Entire Agreement: These Terms, together with the
Privacy Policy and Cookie Policy, constitute the entire agreement between you
and AGEDEZ regarding use of the platform.
•
Severability: If any provision is found to be invalid
or unenforceable under Thai law, the remaining provisions shall continue in
full force and effect.
•
No Waiver: Failure by AGEDEZ to enforce any provision
shall not constitute a waiver of that provision.
•
Assignment: You may not assign your rights or
obligations under these Terms. AGEDEZ may assign its rights to any successor
entity.
•
Language: These Terms are drafted in English. A
Thai-language version is available upon request. In the event of any conflict
between the English and Thai versions, the Thai version shall prevail to the
extent required by Thai law.
•
Unfair Contract Terms: AGEDEZ acknowledges its
obligations under the Unfair Contract Terms Act B.E. 2540 (1997). Any provision
found to be unfair under Thai law shall be modified to the minimum extent
necessary to be fair and enforceable.
16. Contact Information
|
Department |
Contact |
|
Legal & Compliance |
legal@agedez.com |
|
Data Protection Officer
(DPO) |
dpo@agedez.com |
|
Vendor Support |
vendors@agedez.com |
|
Buyer Support |
support@agedez.com |
|
Copyright / IP Notices |
legal@agedez.com |
|
Website |
https://agedez.com |
By
using AGEDEZ, you acknowledge that you have read, understood, and agree to be
bound by these Terms of Use.
© AGEDEZ — All Rights Reserved | Governed by the Laws of
the Kingdom of Thailand
