Terms of Service
Latest Version Posted: October 16, 2024
PLEASE READ THESE TERMS OF SERVICE CAREFULLY BEFORE USING THIS SITE AND THE SERVICE
IF YOU DO NOT AGREE TO THESE TERMS, DO NOT USE THIS WEBSITE AND DO NOT SIGN UP FOR A PROVIDER ACCOUNT.
This website, including all content made available through the website (“Site”) is owned and operated by Auctane LLC d/b/a ShipStation and its affiliates, including its parent company Auctane, Inc. (collectively, “Provider”, “we”, “us” or “our”). The services and products (“Services”), which may be made available to you directly by Provider or through a third-party platform (“Platform”), are subject to the notices, terms and conditions in these Terms of Service (“Terms”). Further country-specific or product-specific provisions may apply; these are set out at the end of these Terms. “You”, “user”, and “account holder” refer to you as user of the Site and/or Software (as defined below) and/or subscriber to the Services.
All references in these Terms to dollars or to “$” are expressed in U.S. currency unless otherwise specifically indicated. Unless otherwise agreed in writing with Provider, these Terms govern your access to and use of the Services. Unless otherwise agreed in writing with Provider, your agreement with Provider will always include, at a minimum, these Terms and our Privacy Policy (“Privacy Policy”), which is hereby incorporated by reference into these Terms. These Terms and the Privacy Policy form a legally binding agreement between you and Provider in relation to your use of Provider’s Services. It is important that you take the time to read them carefully. Provider is firmly committed to protecting the privacy of your personal information and the personal information of your customers. By using the Services, you acknowledge and agree that Provider’s collection, usage and disclosure of this personal information is governed by our Privacy Policy.
For clarity, personal information collected by Provider may be disclosed to the United States Postal Service (“USPS”) and other carriers in connection with the Services and pursuant to the applicable carrier’s privacy policies and practices. In addition, if accessing the Services through a Platform, personal information collected by Provider may be disclosed to the Platform in connection with the Services. Where Provider acts as your “processor” (or similar concept under applicable data protection laws) of personal information, the Auctane Customer Data Processing Agreement available here shall apply and is hereby incorporated by reference into these Terms.
You must be the older of: (i) 18 years, or (ii) at least the age of majority in the jurisdiction where you reside and from which you use the Services to open an account.
Provider may, from time to time, modify, amend, or supplement these Terms, and post those changes on the Terms of Service page. If you maintain an account balance with Provider, under its ShipStation Carrier Services product, also referred to as One Balance, you hereby agree to and consent to the terms provided in Appendix A which immediately follows these Terms, and shall become a part of these Terms. Modifications, amendments or supplements to these Terms shall automatically be effective seven (7) days after Provider has posted the modifications, amendments or supplements. If you do not agree to be bound by (or cannot comply with) these Terms, including the Terms as modified, amended or supplemented, you agree that your sole remedy is to cease using the Services by canceling your account. Your continued use of the Services constitutes your agreement to be bound by the Terms, including the Terms as modified, amended or supplemented.
Both you and the Provider agree, with the limited exceptions noted below and as further provided below, to resolve all disputes between you and the Provider through BINDING ARBITRATION. ARBITRATION MEANS THAT YOU AND THE PROVIDER ARE EACH WAIVING THE RIGHT TO A JURY TRIAL AND TO PARTICIPATE IN A CLASS ACTION.
1. SERVICE PRICING; PROFESSIONAL SERVICES
Service Pricing. Provider offers multiple types of Service plans – including, without limitation, monthly Service plans. Your recurring Service fee, if any, will be calculated based on the Service plan presented to you and agreed to by you during Service registration. In addition, you are responsible for all variable and transactional costs of using your applicable Services (including, without limitation, fees related to postage, fees for carrier services, dimensional weight adjustments, package insurance, items purchased in the online store (if any), fees for additional users, direct and indirect costs of third party service providers, selected and carriers, transaction fees charged directly by Provider for shipping or other Services, or other special selected Services, selected and administrative and processing Services) in addition to your applicable Service fees, if any. Your recurring Service fee, if any, will be calculated and billed based on the date you register and the terms of your offer. If you have registered for a monthly billing plan (like most Provider users), the monthly billing cycle ends each month after you register. For example, if you register on March 8, and you are provided a free trial offer, the first billing cycle will begin April 8, and the second billing cycle will begin on May 8. Provider bills in advance (i.e., at the beginning of the applicable billing cycle), if you cancel in the middle of a billing cycle you will not be refunded for your Service fees and your account will remain available for usage for the remainder of that billing cycle. If you register for a free offer, but wish to avoid incurring the recurring Service fee, make sure to cancel your account before the free period ends. To cancel, you may do so online or by calling Provider customer support at the following phone numbers during regular business hours, other than major holidays:
We may change the pricing of our Services, including the monthly subscription fee, from time to time. We will notify you at least 30 days before any changes to your monthly subscription fee will become effective. If you do not wish to accept the price change, you can cancel your subscription before the change takes effect. Your continued use of our Services after the price change takes effect constitutes acceptance of the new pricing.
Upgrading / Downgrading Service Plans. You may have the option to upgrade to a higher tier Service plan. If you upgrade during a billing cycle, your upgrade will be effective immediately, your recurring Service fees for that billing cycle will be prorated accordingly. You may also have the option to downgrade to a lower tier, but if you elect to downgrade during a billing cycle, your downgrade will not be effective until the end of that billing cycle, and you will still be charged for that entire billing cycle at the higher tier.
Free Service Plans. Provider may offer a free service plan (the “Free Service Plan”). If you use the Services under the Free Service Plan and you want to go over the Free Service Plan usage limits or use features or Services not available to the Free Service Plan, you will be required to select and pay for a paid Service plan. You may not create multiple accounts under the Free Service Plan without the written consent of Provider, and if you attempt to do so, Provider reserves the right to disable such accounts or upgrade your Free Service Plans to the applicable paid Service plan.
Professional Services. You may be able to contract with Provider to perform onboarding, implementation, training, configuration, consulting, or other professional services (the “Professional Services”). The specific details of the Professional Services to be performed, including the costs, fees, nature and other relevant terms, will be set forth in a written order form executed by and between you and Provider (an “Order Form”). Provider will not be obligated to perform any Professional Services until you and Provider have mutually agreed upon and executed an Order Form with respect to such Professional Services.
Provider warrants that the Professional Services will be performed in a professional and workmanlike manner in accordance with generally accepted industry standards. For any breach of the above warranty, your exclusive remedy and Provider’s entire liability will be the re-performance of the applicable Professional Services. If Provider is unable to re-perform the Professional Services as warranted, you will be entitled to recover the fees paid to Provider for the deficient Professional Services. You must make any claim under the foregoing warranty to Provider in writing within ninety (90) days of performance of such Professional Services in order to receive warranty remedies.
2. ACCOUNT DURATION
While Provider reserves the right to cancel your account, as a general matter, all Provider user accounts are maintained perpetually unless and until cancelled by the user. Provider may terminate or suspend your account at any time for lack of use, lack of payment, or breach of these Terms or for any other reason at its sole discretion. Termination of your account will not affect your obligation to pay any outstanding fees due or that may have accrued through the effective date of the termination. Following any account cancelation, Provider may maintain certain account settings and information for a limited period of time in the event of account re-activation. The period of time Provider maintains account information shall be in the sole discretion of Provider.
3. ACCOUNT CANCELLATION/TERMINATION
You may terminate or close your account at any time. However, depending on the Service plan you selected, certain restrictions or fees may apply, as detailed below. To cancel, you may do so by 1) accessing your online account or 2) calling Provider customer support at the phone numbers indicated in Section 1 above, Monday – Friday, during regular business hours, other than major holidays. You will be asked to verify your account information and confirm your intent to cancel your account.
Monthly Service Plan. You are free to end your monthly Service plan at any time upon the following conditions:
4. FREE TRIAL OFFER TERMS; BETA SERVICES
Free Trial. If you select to sign up for Provider’s “free trial”, then you will not be charged a Service fee for the period of the free trial offer; i.e., even if you fail to cancel following the trial period, you will not incur a Service fee for the trial time period. At the conclusion of the free trial, if you wish to continue Service you must choose a Service plan and accept the terms.
During any applicable trial period for service fees, you are responsible for and must pay for any variable transactional fees and costs incurred in using Provider’s or any carrier services – including for, among other things, mailing, shipping, duties and fees, and package insurance purchased, including applicable adjustments following the transaction. In order to use Provider accounts for ShipStation Carrier Services (as more fully described in Appendix A), you must pre-fund your Provider account in an amount equal to or greater than the mailing or shipping service to be purchased.
Beta Services. You may be invited to participate in a beta program or beta Service offered by Provider (collectively, “Beta Services”). By agreeing to and complying with these Terms, we grant you a non-exclusive, revocable, non-transferable, limited license to use the Beta Services on an “as is” and “as available” basis. The Beta Services may contain bugs, defects, errors and other problems. YOU ASSUME ALL RISKS AND ALL COSTS ASSOCIATED WITH YOUR USE OF THE BETA SERVICES. TO THE FULLEST EXTENT PROVIDED BY LAW, PROVIDER SHALL NOT BE LIABLE FOR ANY DAMAGES RELATING TO YOUR USE OF THE BETA SERVICES. In addition, we are not obligated to provide any maintenance, technical or other support for the Beta Services.
As part of using the Beta Services, you will be asked to provide feedback regarding your use of the Beta Services. You acknowledge that Provider owns any feedback provided, and you hereby grant to Provider, if for any reason it is further needed, a perpetual, non-revocable, royalty-free worldwide license to use and/or incorporate such feedback into any of our products or Services at any time at our sole discretion, to the extent permitted under applicable law. If we choose to publish such feedback, we will either do so in a way that does not identify you or seek your consent in the event we do wish to identify you. We may also monitor how you use the Beta Services and use that information to improve the Beta Services or our other products and Services. By using the Beta Services, you acknowledge and agree that Provider’s collection, usage and disclosure of any personal data is governed by our Privacy Policy.
We reserve the right to modify or terminate the Beta Services, or your use of the Beta Services, to limit or deny access to the Beta Services and/or participation in the Beta Services, at any time, in our sole discretion, for any reason, with or without notice and without liability to you. You acknowledge and agree that the Beta Services constitute confidential information of Provider, which you agree not to share with anyone other than other authorized users of the Beta Services.
5. METHOD OF PAYMENT
Provider currently accepts Visa, MasterCard, American Express (in the United States), and Discover. Certain users will be approved to set up an automated debit from your bank savings or checking account. Such users may be required to complete a direct debit authorization if they opt to use direct debit as a payment method. You must include correct information (e.g., the address and phone number the payment credit card issuer has on file for you) when enrolling. Incorrect information may cause delays in establishing Service. All information received from you, including credit card and/or bank account information, will be treated in accordance with Provider’s Privacy Policy. Please note that Provider may receive updated information regarding your payment card account, debit card account or bank account from your financial institution and by accepting these Terms you hereby consent to such updating. For example, Provider may receive updated card expiration date or account number information. During account registration, Provider may verify that your payment card is valid for the Service fees associated with your Service plan. Acceptable payment methods are subject to change at any time.
DEBIT NOTICE WAIVER (for users in the United States and Canada): If you elect to pay Provider via a debit card, you hereby waive your rights under U.S. 12 C.F.R. 205.10(d) (and other similar Canadian laws or regulations, if applicable) to receive ten days’ advance notice of the amount and date of all varying electronic fund transfers, so long as the transfer falls inside the range of $0.01 and the sum of any amounts you authorize for insurance, hidden postage labels, reset fees or other non-recurring charges.
BILLING FOR FEES: Generally, Provider’s Service fee and any other applicable fees due, including fees for postage or shipping (if applicable), will be automatically charged to the account holder’s credit card, debited from the account holder’s debit card or collected via direct account withdrawal from the account holder’s bank account (as directed by the user). Account holders who use ShipStation Carrier Services, will be automatically charged their recurring Service fee as well as a preset amount at the beginning of each billing cycle. ShipStation Carrier Services users will also be charged such preset amount each time the balance available in the ShipStation Carrier Services is not sufficient to print a label requested by such a user. Please click here for an article that explains the process.
The billing entity for part or all of the services provided by Provider may be that of a subsidiary, affiliate or partner organization of Provider and you hereby consent to any such billing, including changes to the billing entity from time to time.
6. API TERMS
Provider may make an API (Application Programming Interface) available to Customers in Provider’s sole discretion. Customers may access their ShipStation account data via an API. Any use of the API, including use of the API through a third-party product that accesses ShipStation, is bound by the Terms plus any API Terms of Service. We reserve the right to modify or terminate the API, or your use of the API, and/or to limit or deny access to the API, at any time, in our sole discretion, for any reason, with or without notice and without liability to you.
7. GLOBALPOST TRANSACTIONS AND RELATED SERVICES
Third Party Partners: Certain shipping transactions may be offered through Provider’s GlobalPost Service, including but not limited to the Global Advantage Program, which enables customers to ship packages from the United States and international posts at discounted rates (hereafter, “GlobalPost”). Provider acts as your carrier and is primarily responsible for the fulfillment of the GlobalPost Services offered through its network of third party parcel processing facilities that are selected and directed by Provider (“GlobalPost Processing Facility”). If you ship eligible items to a destination through GlobalPost, you may first be required to ship the item through a GlobalPost Processing Facility which will then route the item to the destination address. You acknowledge and agree that Provider may direct one or more third party global shipping provider(s) to oversee the processing, customs clearance, shipment and, to the extent applicable, the return of the item so long as your shipment meets the terms and conditions of this program and any other applicable third party requirements. Eligible shipment items and quantities are generally governed by the origin and destination country’s postal regulations, import and export laws, rules and requirements. Ineligible items that are shipped may be returned, seized, destroyed, or disposed of pursuant to such laws, rules and requirements. Please contact us for additional information about eligible items and quantities. You agree to indemnify and hold Provider harmless from any losses, including all legal fees and expenses, that result from your shipment of a parcel that contains ineligible, restricted, illegal, or otherwise prohibited items. You acknowledge and agree that Provider has the absolute discretion to disable the GlobalPost Service from your account. You acknowledge and agree that GlobalPost may act as the service provider for certain services, including for international carrier products.
GlobalPost SmartSaver Ship-In: If you are using GlobalPost SmartSaver Ship-In or any other branded bulk inbound shipping services offered by Provider, you are responsible for printing (through your account) and affixing the following two shipping labels: (1) the designated shipping label to each parcel, which contains the parcel’s final destination address; and (2) the designated third party carrier label addressed to the assigned GlobalPost Processing Facility to the receptacle containing the bundled parcels. You may be provided with third party carrier labels for the receptacle(s). If the receptable labels are not used by the ship date printed on the labels, they will be automatically refunded and unusable. In the event that labels are generated that are not used for SmartSaver Ship-In or the instructed service, Provider will charge you for shipping costs and may assess an additional fee and/or disable the program on your account. Parcels that do not reach the assigned GlobalPost Processing Facility, including parcels that are sent to an incorrect location, may not be processed through SmartSaver Ship-In. Parcels that do not have the correct bulk inbound shipping label may not be processed through SmartSaver Ship-In.
GlobalPost SmartSaver Pickup: If you are using GlobalPost SmartSaver Pickup, or any other branded pickup service offered by Provider, you are responsible for printing (through your account) and affixing the destination label to each parcel and the manifest label to each receptacle, and for bundling the parcels into a receptacle. Provider will provide you with receptacles or other shipping supplies. At pickup, all receptacles must be scanned by the transportation provider upon receipt and require a signature confirmation from you of the pickup. Provider’s transportation providers reserve the right to require item counts at the time of pickup in the event chronic delivery/loss issues are claimed by you. Any receptacles provided by GlobalPost remain the property of GlobalPost. Upon termination of your GlobalPost account or at the written request of GlobalPost, you must return all receptacles in good condition (excepting normal wear and tear) to GlobalPost within 14 days. Failure to return such receptacles will result in a $50 fee per unreturned or damaged receptacle. You may be required to complete and provide a bill of lading to the transportation provider at pickup. The receptacle and/or parcels must be picked up by the assigned carrier(s) at designated time(s)/date(s). In order for the parcel to be picked up successfully, you must follow the prescribed procedure for local pickup (below). Failure to follow the guidelines may impact the deliverability of the parcels and cost of the services.
Procedures for SmartSaver Pickup:
Rates: You will be provided with a unique rate card based on information you provide to Provider during the onboarding process, such as your location, shipment volume/weight and pickup schedule (pickup days/times and frequency). You are required to provide Provider with at least 72 hours’ notice if, for any pickup, your shipment volume (parcel count or weight) increases by 10% or more. You may be required to obtain a new rate card if your shipment volume increases, or decreases, by 20% or more. Provider is not responsible for any unsuccessful pickups if you fail to provide Provider with required notice. A request for an increase in the frequency of pickups may be subject to additional fees.
Scheduled Pickup: Your shipment must be ready to be transported at the scheduled pickup time (or if a pickup window is provided, at the start of the window). Your refusal to tender your shipment to the transportation provider at the scheduled pickup time will be deemed to be a cancellation and may be subject to a $150 cancellation fee, and you will not be assigned another pickup time as a substitute. If you make arrangements with the transportation provider for a pickup time outside of your scheduled pickup time, Provider reserves the right to charge you a $150 change fee.
Cancellation: You are required to provide Provider with at least 24 hours’ notice to cancel a scheduled pickup. If you fail to provide Provider with required notice, you will be charged a $150 cancellation fee.
Transportation Failures: In the event of a Transportation Failure, please contact Provider immediately at [email protected] and Provider will make arrangements for your shipment to be picked up at the soonest available time. If your shipment is not picked up for 3 or more business days from the original scheduled pickup time, a credit equal to 10% of the postage paid for the affected shipments will be made to your account, up to a maximum of $750 per occurrence. “Transportation Failure” refers to Provider’s failure to pick up your shipment at the scheduled pickup time.
GlobalPost SmartSaver Dropoff: If you are using GlobalPost SmartSaver Dropoff, you are responsible for sourcing all required shipping supplies, printing and affixing the shipping label to such parcels, bundling your parcels into bags, gaylords or pallets, and transporting your packages to the assigned GlobalPost Processing Facility. For your parcels to be successfully processed, you must follow the required pre-alert process (below) for each dropoff. Failure to adhere to the pre-alert process may impact the deliverability of your parcels.
Pre-Alert Process:
Procedures.
Pre-Alert Email. You must provide the following information in each pre-alert email:
Transportation Services:
Requirements. Provider may provide you with rates for transportation services (“Transportation Services”) from time to time. Transportation Services are available Monday through Friday, for scheduled, recurring pick-ups only; no one-time or on demand pick-ups are available. Rates are based on a number of factors as agreed between Provider and you, including but not limited to pick-up and drop-off locations; pick-up time(s); frequency of pick-ups; and volume, weight and other shipment characteristics (collectively, the “Agreed Schedule”). Changes in any of the foregoing factors may result in a change in rates and/or other applicable fees. Rates are subject to change based on changes in market conditions and fuel surcharges. Rates do not include supplies. Vehicle type will be finalized upon account activation and is subject to change in GlobalPost’s sole and absolute discretion. GlobalPost may engage one or more subcontractors to perform any or all of its obligations in connection with the Transportation Services. You are responsible for paying for all fees for Transportation Services in accordance with the Agreed Schedule. Fees will be billed against your GlobalPost account. Any modifications to the Agreed Schedule must be requested at least 72 hours in advance of the scheduled pick-up time. GlobalPost will use commercially reasonable efforts to accommodate requested modifications but cannot guarantee that such modifications will be made. You must provide at least 24 hours’ prior notice of any pick-up cancellations. Failure to timely cancel a scheduled pick-up will result in a cancellation fee of $150. Freight must be ready for pick-up at the agreed pick-up time. You agree not to communicate directly with the applicable transportation vendor without GlobalPost’s prior written consent. If arrangements that deviate from the Agreed Schedule are made with the transportation vendor directly, GlobalPost reserves the right to charge your account for applicable fees. Transit times for Transportation Services are estimates only and are not guaranteed. You may be required to print and provide a bill of lading to the transportation vendor at pick-up.
Representations and Warranties. You hereby represent, warrant and covenant that: (a) you own the shipped items or have the necessary rights to ship such items; (b) you use the Transportation Services to ship items at your own risk through the carriers that provide the Transportation Services and, except to the limited extent expressly set forth these Terms, agree that Provider will have no liability for any shipped items or any claims, demands, loss or damages related thereto; (c) you are solely responsible for obtaining any insurance to cover any anticipated losses; (d) you are solely responsible for any and all liability, which results or is alleged as a result of such shipped items, including, but not limited to, property damage, personal injury and death; (e) if you are loading, bracing and securing the goods, you agree that you are liable for any claims, loss, or damage as a result of doing so improperly or unsafely. You agree that Provider is in no way responsible for the securing, lading, packaging, or compliance with shipping instructions for your shipments; and (f) you agree that Provider is not a motor carrier, and as such, is not liable or responsible to you or the or the shipment recipient for any shipments transported under these Terms.
Interchangeability of Services Used: Provider may substitute services in its sole discretion, but will generally offer substitute services that are similar to the originally selected service. In the event that another service is used, commercially reasonable efforts will be made to maintain a similar service standard.
Fees and Adjustments: Provider may change prices and fees, in its sole discretion, at any time. The fees for GlobalPost may include both GlobalPost and third party carrier fees. The total of the fees may be included within the shipping rates provided to you and rates may not be separately delineated from the overall charge. Rates for services charged will be based on the rates that are available for your account and may be updated by Provider in its sole discretion. For shipments where (a) you do not provide or you provide incorrect shipping details about the parcel (such as weight, address, dimensions, dimensional weight, service type or package type), (b) shipment information is not legible, (c) the shipment has been tendered by you to the wrong carrier, or (d) the packaging is inadequate or improper, GlobalPost reserves the right, at its sole discretion, to either (i) deliver the parcel(s) at an increased rate that will be automatically charged to you, (ii) return the parcel(s) to you with the cost of the return and processing of the return charged to you, or (iii) destroy or dispose of the parcel(s), with the cost charged to you. In the event that the assessed rate cannot be calculated using the GlobalPost rates (for example, in the event that the actual weight of the shipment exceeds the maximum weight supported by the program), you will be charged for the replacement service, which may include a domestic label, if applicable. For example, you might be automatically charged for a domestic Priority Mail Retail Package (rated based on transportation from your facility to the third party shipping facility, and any balloon/oversized surcharges as required per USPS rates and requirements) plus the cost of a Priority Mail International Retail Package (rated based on transportation from the third party shipping facility to your intended international recipient, plus any balloon/oversized surcharges as required per USPS rates and requirements). Note that in the event that GlobalPost does not supply a domestic label, domestic Priority Retail Package rates will not be included in any adjustments.
Duties and Taxes: Some GlobalPost Services offer expedited customs clearance which require full payment of duties and taxes. GlobalPost provides various ways to pay duties and taxes, including and not limited to: (i) duties and taxes are deducted from your account balance; (ii) duties and taxes are collected by GlobalPost from the recipient before the parcel leaves a GlobalPost Processing Facility; (iii) duties and taxes are collected by GlobalPost by the destination carrier from the recipient at the time of delivery. Improper classification of items in your parcel could result in adjustments to your account balance, an increase in the amount collected from the recipient, delay, disposal, or return. Note that due to international currency changes, the amounts may vary based on currency conversion at the time of your transaction. An additional administration fee related to the collection of duties and taxes may also apply. If your transaction requires the payment of duties and taxes by the recipient and your recipient refuses to pay for those amounts, you may be required to pay for the goods to be returned, destroyed, or disposed of or for other amounts imposed.
Harmonized Tariff Schedule Codes for International Shipping: The Harmonized System Tariff code (“HS Tariff Code”) is used to classify physical goods and traded products for export to another country. Provider urges you to provide the HS Tariff Code that corresponds to your shipment on the Customs Form. If you do not provide a HS Tariff Code on the Customs Form, Provider may assign one for you. By using the GlobalPost Services, you agree that if Provider assigns a HS Tariff Code for you, Provider is not liable for any issues you have with your package, including but not limited to any additional fees or penalties you are charged or any delays or the return of your package due to the HS Tariff Code assigned. Click here for terms that apply to GlobalPost’s Canada Delivered Duty Paid Program.
Refunds: No refunds shall be applicable for a GlobalPost shipment that has been provided to any carrier. In addition, no rate credits shall be applied in the event your shipment could have qualified for a less expensive rate but you did not select that rate.
Undeliverable Parcels: A parcel is considered undeliverable if (i) the recipient’s address is incomplete, illegible, incorrect or cannot be located, (ii) delivery cannot be made because of the unavailability or refusal of an appropriate person to accept delivery or sign for delivery of the shipment on the initial delivery attempt or reattempts, (iii) the parcel is unable to clear customs, (iv) the recipient refused to pay for duties and taxes as required by that method of delivery, (v) the shipment of the parcel would likely cause damage or delay to other shipments or goods, or cause injury, (vi) the parcel contains restricted, illegal, or otherwise prohibited items, or (vii) the parcel’s contents or packaging are damaged to the extent that re-wrapping is not possible. If the parcel is undeliverable for any reason, Provider may attempt to notify you and to arrange for the return of the parcel, subject to any local regulatory restrictions. Additionally, Provider may, in its sole discretion, return the parcel to you or destroy or dispose of the parcel. You will be liable for any and all costs, charges and fees incurred in returning, destroying or disposing of an undeliverable parcel. GlobalPost prohibits the shipment of any and all Tobacco Products under GlobalPost’s Global Advantage Program. The term “Tobacco Products” includes any product made or derived from tobacco that is intended for human consumption, including any component, part, or accessory of a tobacco product; the term includes, without limitation, cigarettes, e-cigarettes, cigars, e-cigars, e-hookah, vape pens, advanced refillable personal vaporizers, and electronic pipes. Provider reserves the right to refuse to accept, transport, or deliver any shipment containing Tobacco Products that Provider, in its sole and unlimited discretion, determine does not comply with the requirements for the shipment or any applicable law or regulation, and to discontinue any or all service to you for, among other reasons, tendering such a shipment. Provider reserves the right to dispose of any shipment containing Tobacco Products that shippers are prohibited from shipping, that Provider is not authorized to accept, that Provider states that Provider will not accept, or that Provider has a right to refuse. Any fees or charges that are associated with your shipment of Tobacco Products will be directly billed to your account.
Parcel Coverage: In the event your parcel is lost and/or damaged prior to delivery, the GlobalPost Service offers a limited Parcel Coverage program pursuant to the following terms. Note, Parcel Coverage through GlobalPost is not package insurance. Actual package insurance must be added as a separate transaction.
Appointment of Agent: Pursuant to a routed export transaction under the U.S. Export Administration Regulations and Foreign Trade Regulations and all other applicable laws and regulations respecting export and foreign trade, your recipient, as the Foreign Principal Party in Interest or purchaser of the goods for export, will agree to assume responsibility for the export shipment, with Provider’s third party shipping partner(s) acting as your recipient’s forwarding agent. You remain liable for the accuracy of information you provide about shipments, and you agree to provide timely responses to requests for additional information.
Right of Inspection: You agree that Provider, its shipping partners, or any governmental authority including customs and security may open and inspect your shipment at any time. You acknowledge and agree that GlobalPost, its shipping partners, or any governmental authority may, at its sole discretion, decide to destroy or dispose of a parcel in the event a determination is made that such destruction or disposal, as the case may be, is required (for example, prohibited items are shipped through GlobalPost or there is suspected fraud associated with the transaction).
Sharing of Information: Notwithstanding anything in the Privacy Policy to the contrary, you consent to the disclosure of certain personally identifiable information, as well as shipping item information (including but not limited to recipient and package content information), by Provider and its partners to any third party shipping partner utilized as part of the GlobalPost Service, and, in addition to other third parties (such as customs and revenue authorities, as well as other government agencies), in connection with the processing, export and customs clearance, and international transportation of any shipment. Provider cannot control the privacy policies of its third party partners or their service providers and you hereby waive any claim related to the disclosure of personally identifiable or shipment information as part of GlobalPost.
Transit Times: Some GlobalPost transactions may include a quoted transit time, which represents an estimate by Provider for the respective service once the parcel has been received and processed by GlobalPost at a GlobalPost Processing Facility; actual transit times may vary. Weekend days, public holidays, bank holidays, delays caused by customs, delays attributable to compliance with mandatory local security requirements or other events beyond Provider’s reasonable control are not included when Provider quotes door to door delivery times in its published literature. The route and the method by which Provider transports your shipment shall be at its sole discretion.
Countries Served: A list of countries approved to ship to under this agreement can be found by clicking here. Provider reserves the right to add or remove countries from this list at any time. You may be required to provide additional information depending on the parcel’s destination.
Additional GlobalPost Info: Additional information about GlobalPost, including policies governing eligibility, service delivery times, weight and size restrictions, handling of lost, damaged, and undeliverable items, rates, shipment insurance, returns, and refunds can be found by clicking here.
8. INTELLECTUAL PROPERTY RIGHTS
Each party shall retain all right, title and interest in any of its respective patents, copyrights, trademarks, domain names, trade secrets, inventions, know-how and any other intellectual property and/or proprietary rights (“Intellectual Property Rights”). The limited rights granted to you and your users to use the Services under these Terms do not convey or otherwise transfer any additional rights in the Services or in any Intellectual Property Rights of Provider associated therewith. Subject only to limited rights to access and use the Services as expressly stated herein, all rights, title and interest in and to the Services and all hardware, software, algorithms, models and other components (“Software”) of or used to provide the Services, including all related Intellectual Property Rights, will remain with Provider and belong exclusively to Provider.
You shall not use the Services for any purposes beyond the scope of the access granted in these Terms. You shall not at any time, directly or indirectly: (i) copy, modify, or create derivative works of the Services or documentation, in whole or in part; (ii) rent, lease, lend, sell, license, sublicense, assign, distribute, publish, transfer, or otherwise make available the Services or documentation; (iii) reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to any Software component of the Services, in whole or in part; (iv) remove any proprietary notices from the Services or documentation; (v) use the Services or documentation in any manner or for any purpose that infringes, misappropriates, or otherwise violates any Intellectual Property Rights or other right of any person, or that violates any applicable law; (vi) hack the Services or otherwise attempt to gain unauthorized access to the Services or related systems or networks; or (vii) attempt to bypass or break any security mechanism or use the Services in any manner that interferes with or disrupts the integrity, security or performance of the Services or its components.
9. PATENTS
Covered by and/or for use with U.S. Patents 7,216,110; 7,359,887; 7,490,065; 7,818,267; 7,831,524; 7,844,553; 8,626,673; 8,626,674; and 8,954,355.
10. TRADEMARKS
ShipStation and associated brand names and domain names are trademarks of Provider in the United States and/or other countries. Provider trademarks and trade dress may not be used in connection with any product or service that is likely to cause confusion among your customers. All marks not owned by Provider are the property of their respective owners. You may not use, and nothing contained on the Site or in these Terms grants, by implication, waiver, estoppel or otherwise, any right to use, any trademark displayed on the Site without the written permission of Provider or the respective owner of such trademark, service mark or logo.
11. USE OF SITE AND SERVICES
If you are an individual, you represent and confirm that when you access the Site and/or Software and/or subscribe to the Services you are doing so solely for the purposes of your business, that is, you are NOT doing so for personal, family or household purposes, and you acknowledge that this is a representation upon which the Provider is entitled to rely. This Site, any portion of this Site, the Services and any materials made available by Provider through the Site and Services, may not be reproduced, duplicated, copied, sold, resold, or otherwise exploited for any commercial purpose that is not expressly permitted by Provider. Provider reserves the right to refuse service, terminate or suspend accounts, and/or cancel orders in its discretion, including, without limitation, if Provider believes that a user’s conduct violates applicable law. Any use of content or descriptions; any derivative use of this Site or its contents or the Services; and any use of data mining, robots, or similar data gathering and extraction tools are strictly prohibited. In no event shall the user frame any portion of the Site or any content or the Services contained therein. By using this Site or the Services, you agree that you will comply with all applicable laws and regulations, including applicable and re-export control laws and regulations.
It is your responsibility to ensure your computer system or device meets all the necessary technical specifications to enable you to access and use the Services. To access certain Services, you may be required to create an account and specify a password. To create an account, you must provide current, complete, truthful, and accurate information as we may request. For your safety and security, you agree to use a strong, unique password that meets our minimum requirements. If your information changes at any time, you agree to update your account to reflect those changes. You will not sell, share, or otherwise transfer your account username, password, other information, or your rights or obligations under these Terms.
You agree not to misuse the Services or engage in activities that deviate from its intended use. Any use of the Services for purposes other than those intended by Company is strictly prohibited and may result in suspension or termination of your account.
12. COPYRIGHT INFRINGEMENT
Provider respects the intellectual property of others. Copyright infringement will not be tolerated. If you believe that your work has been copied in a way that constitutes copyright infringement, please alert Customer Support.
13. SOFTWARE AVAILABLE ON THE SITE AND SERVICES
Software that is made available from the Site or Services is the copyrighted work of Provider and/or its suppliers. Your use of the Software is governed by the Terms. You may not use any Software, Services or the Site unless you first agree to the Terms, after which Provider hereby grants to you, the user, a personal, nontransferable license to access the Software for viewing and otherwise using the Site in accordance with these Terms, and for no other purpose, provided that you keep intact all copyright and other proprietary notices contained in the Software. All Software is owned by Provider and/or its suppliers and is protected by copyright laws and international treaty provisions. Any reproduction or redistribution of the Software is expressly prohibited by law, and may result in severe civil and criminal penalties. Violators will be prosecuted to the maximum extent possible. WITHOUT LIMITING THE FOREGOING, COPYING OR REPRODUCTION OF THE SOFTWARE TO ANY SERVER OR OTHER LOCATION FOR REPRODUCTION OR REDISTRIBUTION IS EXPRESSLY PROHIBITED. You acknowledge that the Software, and any accompanying documentation and/or technical information, is subject to applicable export control laws and regulations of the U.S. You agree not to export or re-export the Software, directly or indirectly, to any countries that are subject to U.S. export restrictions.
Software usage is subject to compliance with the Terms and is provided for no additional consideration on a non-transferable, limited, revocable, royalty-free basis.
14. LIMITATION OF LIABILITY
PROVIDER IS NOT LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM THE USE OF THIS SITE, THE SERVICES OR THE SOFTWARE, INCLUDING, BUT NOT LIMITED TO, DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL (SUCH AS LOST PROFITS OR LOST BUSINESS OPPORTUNITIES), PUNITIVE OR EXEMPLARY DAMAGES, THE COST OF ALTERNATIVE SERVICES, OR ATTORNEYS’ FEES AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY. IN THE EVENT PROVIDER IS FOUND TO BE RESPONSIBLE TO YOU FOR DAMAGES IN ANY WAY RELATING TO THIS SITE, THE SERVICES, OR THE SOFTWARE, YOU AGREE THAT PROVIDER’S LIABILITY TO YOU WILL NOT EXCEED YOUR PREVIOUS MONTH’S PLAN COSTS, WHEN APPLICABLE, FOR SERVICES DURING THE PERIOD IN WHICH YOU INCUR SUCH DAMAGES AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY.
You should note that, in some circumstances, the liability of a carrier is limited under the Convention of the Unification of Certain Rules Relating to International Carriage by Air (Warsaw, 12 October 1929), the Convention of the Unification of Certain Rules Relating to International Carriage by Air (Montreal, 28 May 1999) and the Convention on the Contract for International Carriage of Goods by Road (Geneva, 19 May 1956) or similar international conventions.
15. DISCLAIMER
THIS SITE, SERVICES, AND SOFTWARE ARE PROVIDED BY PROVIDER ON AN “AS IS” BASIS. PROVIDER MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SITE OR SOFTWARE, OR THE INFORMATION, CONTENT, MATERIALS, OR PRODUCTS INCLUDED ON THIS SITE AND THE SOFTWARE. TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, PROVIDER DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. PROVIDER DOES NOT PROMISE OR GUARANTY UNINTERRUPTED OR ERROR-FREE SERVICE.
16. LINKS TO THIRD PARTY WEBSITES
The Provider and affiliated websites may contain links to third party websites (“Linked Websites”). The Linked Websites are not under the control of Provider and Provider is not responsible for the contents of any Linked Website, including without limitation any link contained in a Linked Website, or any changes or updates to a Linked Website. You should contact the site administrator or webmaster for those Linked Websites if you have any concerns regarding such links or the content located on such Linked Websites. You are responsible for following the terms and conditions of all Linked Websites, including carriers and other third party providers of services.
17. DISPUTE RESOLUTION; AGREEMENT TO ARBITRATION; AND CLASS WAIVER
You and Provider agree that, except as provided below regarding small claims court proceedings, any dispute, claim or controversy arising out of or relating in any way to the Provider Services, Site, your account(s), offers, user interfaces, our Privacy Policy or our privacy practices generally, these Provider Terms, and this “Agreement to Arbitrate,” shall be determined by binding arbitration. Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, allows for more limited discovery than in court, and is subject to very limited review by courts. YOU AGREE THAT, BY AGREEING TO THESE TERMS, THE U.S. FEDERAL ARBITRATION ACT GOVERNS THE INTERPRETATION AND ENFORCEMENT OF THIS PROVISION, AND THAT YOU AND PROVIDER ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION. This arbitration provision shall survive termination of these Terms and the termination of your Provider account(s).
PRE-FILING MEDIATION. In the event of a dispute, prior to initiating arbitration, the party asserting the claim must first send to the other, by certified mail with return receipt requested (or any successor service), a written notice of claim (“Notice”). If you are the claimant, the Notice to Provider must be addressed to: Auctane LLC, Dispute Resolution, 4301 Bull Creek Rd, Suite 300, Austin, Texas 78731 USA, with a copy to Legal Department – Dispute Resolution, Auctane LLC, 4301 Bull Creek Rd, Suite 300, Austin, Texas 78731 USA. If Provider is the claimant, the Notice must be addressed to the address used for your account. The Notice must (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought. Following receipt of the Notice, each party agrees to negotiate with the other in good faith about the claim. If the claim is not resolved to the satisfaction of the claimant within sixty (60) days after Notice is provided, the claimant may pursue the claim in arbitration or file a claim in small claims court.
ADDITIONAL ARBITRATION PROVISIONS:
Settlement Offers: During the arbitration, the amount of any settlement offer made by Provider or you shall not be disclosed to the arbitrator.
Initiating A Claim: The form required to initiate an arbitration can be printed or downloaded from www.adr.org. Alternatively, you can contact the arbitration administrator by calling 800-778-7879.
Fees for Initiating Arbitration: If you are required to pay a filing fee to initiate arbitration, after Provider receives notice of the initiation of arbitration, it will promptly reimburse you for your payment of the filing fee at the address we have for you on file (or the address provided in the Notice), unless your claim is for greater than US $10,000.
Applicable Rules; Administrator: The arbitration will be governed by the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (collectively, “AAA Rules”) of the American Arbitration Association (“AAA”), as modified by these Terms, and will be administered by the AAA. The AAA Rules and Forms are available online at www.adr.org, or by calling the AAA at 1-800-778-7879. The arbitrator is bound by the requirements of this section of the Terms. All issues are for the arbitrator to decide, including issues relating to the scope and enforceability of this Agreement to Arbitrate.
Location of Hearing: Unless Provider and you agree otherwise, any arbitration hearings will take place in the county (or parish) of your billing address. (If you reside outside of the United States, any arbitration hearings will take place in your country of residence at a location reasonably convenient to you, but will remain subject to the AAA Rules including the AAA rules regarding the selection of an arbitrator). If your claim is for US $10,000 or less, we agree that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the AAA Rules. If your claim exceeds US $10,000, the right to a hearing will be determined by the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a written decision sufficient to explain the essential findings and conclusions on which the award is based.
Award Enhancement: If the arbitrator issues you an award that is greater than the value of Provider’s last written settlement offer made before an arbitrator was selected (or if Provider did not make a settlement offer before an arbitrator was selected), then Provider will pay you the amount of the award or US $1,000, whichever is greater. Except as expressly set forth herein, the payment of all filing, administration and arbitrator fees will be governed by the AAA Rules.
Class Waiver: YOU AND PROVIDER AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and Provider agree otherwise, the arbitrator may not consolidate the claims of more than one party, and may not otherwise preside over any form of a representative or class proceeding. If this specific provision is found to be unenforceable as applied to any claim asserted by you, then the entirety of the arbitration provision set forth in this section shall be null and void.
Injunctive Relief Limitation: The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim.
Small Claims Procedure Alternative: Notwithstanding the foregoing binding arbitration procedure, either party may bring an individual action in small claims court (provided the claim otherwise qualifies for such program) as an alternative to proceeding with arbitration.
18. NO UNLAWFUL OR PROHIBITED USE; COMPLIANCE WITH LAWS
As a condition of your use of this Site, you warrant to Provider that you will not use the Site for any purpose that is unlawful or prohibited by these Terms, or the laws and regulations of the jurisdiction in which you are located or to which your envelope or parcel was sent. You may not use the Site in any manner that could damage, disable, overburden, or impair the Site. You may not obtain or attempt to obtain any materials or information through any means not intentionally made available or provided through the Site. Provider reserves the right at all times to disclose any information as necessary to satisfy any applicable law, regulation, legal process or governmental request, or to edit, refuse to post or to remove any information or materials, in whole or in part, at Provider’s sole discretion.
You represent, warrant and agree that your use of the Services will comply with all applicable laws and regulations. You’re responsible for determining whether the Services are suitable for you to use in light of your obligations under any applicable laws, rules and regulations in your jurisdiction or the jurisdiction to which you are shipping, including any applicable data or privacy laws or regulations, such as the Health Insurance Portability and Accountability Act, the Gramm-Leach-Bliley Act, or any European Economic Area, European Union, the United Kingdom, or Switzerland data privacy laws (including the General Data Protection Regulation) (collectively, “EU Data Privacy Laws”), or any United States export control laws and regulations and economic sanctions laws and regulations (“U.S. Export Control Laws and Regulations”). If you’re subject to laws, rules or regulations and you use the Service, then we won’t be liable if the Service doesn’t meet those requirements. You may not use the Service for any unlawful or discriminatory activities, including acts prohibited by the U.S. Federal Trade Commission Act, Fair Credit Reporting Act, Equal Credit Opportunity Act, Children’s Online Privacy Protection Act, or other laws that apply to commerce. You will get and maintain all necessary permissions and valid consents required to lawfully transfer data to us and to enable such data to be lawfully collected, processed, and shared for the purposes of providing any Service or as otherwise directed by you.
If you collect any personal information pertaining to a minor and store such information within your account, you represent and warrant that you have obtained valid consent from the minor according to the applicable laws of the jurisdiction in which the minor lives, or that you have otherwise obtained the required parental or guardian consent according to the applicable laws of the jurisdiction in which the minor lives.
19. INDEMNIFICATION
You agree to defend, indemnify and hold harmless Provider, its officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from: (i) your use of and access to the Site, Services, and Software; (ii) your violation of any term of these Terms; (iii) your violation of any third party right, including without limitation any copyright, property, or privacy right; or (iv) any claim that one of your submissions caused damage to a third party. This defense and indemnification obligation will survive these Terms and your use of the Site.
20. MATERIALS PROVIDED TO THE SITE
Users of the Site may post comments, reviews, and other content and submit suggestions, ideas, or other information, provided the content does not contain any unlawful, threatening, abusive, harassing, vulgar, obscene, or hateful content or content which is racially, ethnically or otherwise objectionable, or content which infringes upon the rights of any third party or violates applicable law. You agree not to impersonate any person and/or other entity or communicate under a false name or a name that you are not entitled or authorized to use. Provider has the right (but not the obligation) to remove, prohibit, edit or discontinue any content on the Site, including content that has been posted by users.
Provider does not claim ownership of the materials you provide to Provider (including feedback and suggestions) or post, upload, input or submit to Provider or its associated Services (collectively “Submissions”). However, by posting, uploading, inputting, providing or submitting your Submission you are granting Provider, its affiliated companies and necessary sublicensees, to the extent permitted under applicable law, a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sublicenseable (through multiple tiers) right to use your Submission in connection with the operation of its businesses including, without limitation, the rights to: copy, distribute, transmit, publicly display, publicly perform, reproduce, edit, translate, reformat, prepare derivative works of, and otherwise exploit your Submission. If we choose to use your Submission, we will either do so in a way that does not identify you or seek your consent in the event we do wish to identify you. No compensation will be paid with respect to the use of your Submission, as provided herein. Provider is under no obligation to post or use any Submission you may provide and may remove any Submission at any time at Provider’s sole discretion. By posting, uploading, inputting, providing or submitting your Submission, you warrant and represent that you own or otherwise control all of the rights to your Submission as described in this section including, without limitation, all the rights necessary for you to provide, post, upload, input or submit the Submissions and that your Submission is not based on, or derived from, the proprietary information or items of a third party.
21. GOVERNING LAW
The Services under these Terms are provided by Provider’s offices in the State of Texas, United States. The Services and Software can be accessed from any of the 50 states in the United States and from other countries of the world. The laws of the State of Texas, USA (or U.S. federal law, if applicable), without regard to conflicts of law provisions, will exclusively apply to all matters arising out of or in connection with the Site, the Services and the Software. By using the Site, Services and Software, for any actions not subject to arbitration or mediation, you submit to the exclusive jurisdiction of Texas courts and further agree that any cause of action arising out of or in connection with these Terms and/or your use of the Site and/or Services and/or Software shall be brought only in the federal or state courts in Travis County, Texas.
22. U.S. GOVERNMENT USERS RESTRICTED RIGHTS
Use, duplication, or disclosure by the Government is subject to restrictions as set forth in applicable laws and regulations. Use of the Site, Services and/or Software by the Government constitutes acknowledgment of Provider’s proprietary rights in them. The Site and Software may contain other proprietary notices and copyright information which should be observed.
23. PROHIBITED ACTIVITIES; INELIGIBLE ITEMS
You shall not transmit to Provider or upload to this Site or the Software any Harmful Code or use or misappropriate the data on this Site for your own commercial gain. “Harmful Code” shall mean any software (sometimes referred to as “viruses,” “worms,” “trojan horses,” “time bombs,” “time locks,” “drop dead devices,” “traps,” “access codes,” “cancelbots” or “trap door devices”) that: (a) is intentionally designed to damage, disrupt, disable, harm, impair, interfere with, intercept, expropriate or otherwise impede in any manner, any data, storage media, program, system, equipment or communication, based on any event, including for example but not limited to (i) exceeding a number of copies, (ii) exceeding a number of users, (iii) passage of a period of time, (iv) advancement to a particular date or other numeral, or (v) use of a certain feature; or (b) would enable an unauthorized person to cause such result; or (c) would enable an unauthorized person to access another person’s information without such other person’s knowledge and permission.
You may not use your password or API keys for any unauthorized purpose. You may not use the Site, Services, or Software for activities that:
Certain items may not be eligible for mailing or shipment. Eligible items and quantities are generally governed by origin and destination country’s postal regulations, import and export laws, rules and regulations, and the applicable carrier’s rules and regulations. It is your responsibility to comply with all laws, rules and regulations related to your shipment. Ineligible items may be returned, seized, destroyed or disposed of. Ineligible items include (i) any goods which are prohibited by law or regulation, or any hazardous materials, dangerous goods or other items which are subject to regulation by Title 49 of the U.S. Code of Federal Regulations, and (ii) unless expressly agreed in writing by Company and the applicable carrier and permitted under applicable laws, rules and regulations, aerosols, air bags, alcoholic beverages, ammunition, animals, insects & furs, dry ice, explosives, firearms & other weapons (including imitations or replicas), gasoline, glues, hazardous materials, hemp-based products (including CBD), human remains & medical waste, lithium batteries, marijuana (medical or otherwise), matches, medicines & prescription drugs, nail polish, paint, perfumes (containing alcohol), perishable items, poisons, tobacco products (including e-cigarettes, e-cigars, e-hookah, vape pens, advanced refillable personal vaporizers and electronic pipes), flowers, plants & seeds, high value items (e.g., fine art, gemstones, precious metals, jewelry, stamps, coins, cash), and indecent or obscene materials. The lists above are not exhaustive, and they may be updated at any time.
24. TERMS REGARDING SHIPPING INSURANCE
You may be able to purchase shipping insurance, underwritten and administered by third parties, through the Services. Provider is in no way responsible for any loss, liability, claim, or demand that relates to shipping insurance. You are solely responsible for ensuring that listings you add insurance to are covered under the applicable coverage, terms, conditions, and exclusions.
All rules, terms and policies related to shipping insurance offered through the Services shall be governed by the insurance terms and conditions found here.
25. MISCELLANEOUS
ACCOUNT ACCESS: All transactions originating from your account are your responsibility. Please be mindful of whom is given access to the account, as the account holder is responsible for all charges incurred.
ACCOUNT DELINQUENCY: If you fail to pay your recurring Service fee for three months or longer or you maintain a negative account balance, Provider may elect, in its sole and absolute discretion, to terminate your account. In this event, in addition to all other fees due and owing, Provider may charge a processing fee.
AUTHORITY: By completing the registration process, you agree to pay all fees incurred on your account in accordance with the terms of the Service plan selected by you. If you change Service plans or your account is automatically converted pursuant to this section of Terms, you agree to be bound by the payment terms of the new plan. If a Provider account is established for a business or other entity, the person establishing the account represents that he or she has all necessary authority to establish an account with Provider on behalf of the business or other entity who is the responsible account holder.
COLLECTION: Each party agrees that if timely payment by the other of any amounts due is not made, the aggrieved party may pursue the claim directly or assign such claim for collection, and the collection agency may pursue the collection of the past due amounts and any interest or cost of collection permitted by law.
CREDIT VERIFICATION: Provider reserves the right to verify the credit of all persons or companies applying for Services.
NO SUBLICENSE OR THIRD PARTY USE: You may use your Provider account for transactions for your own direct use. Provider does not grant the right to sublicense, resell, offer, or utilize any Provider products or Services such that Provider products or Services are stored, loaded, installed, combined, integrated or displayed as part of a product or software offering (including as part of an application programming interface) of yours to other third party products and services. Provider does not allow you to sublicense, resell, offer, or utilize Provider products or Services to third parties (including customers of yours). If Provider determines, in its sole and absolute discretion, that you have violated the foregoing limitations, Provider reserves the right to immediately suspend or terminate your Service/account (without notice).
ORDER ACCEPTANCE/REJECTION: Provider reserves the right at any time after receipt of an order for products or services to accept or decline the order for any reason.
RELOCATION: You agree to provide updated address information to Provider in the event of relocation.
RISK OF LOSS: The risk of loss and title for non-postage products purchased from Provider passes to you upon our delivery of the purchase to our common carrier for delivery to you.
SALES AND VALUE ADDED TAXES: Tax is not collectable on the purchase of postage. If required by applicable law, sales / value added tax (VAT) is charged/collected on non-postage purchases. You are responsible for the payment of all sales, use, VAT, or other taxes owed on products or taxable items utilized regardless of whether such taxes are collected by Provider at the time of purchase.
SEVERABILITY: If any provision of these Terms is held to be invalid or unenforceable, such provision will be deemed to be restated to reflect as nearly as possible the original intention in accordance with applicable law, and the remainder of the Terms will remain in full force and effect. These Terms constitute the entire agreement between the parties with respect to the subject matter hereof and supersedes and replaces all prior or contemporaneous understandings or agreements, written or oral, regarding such subject matter. Any waiver of any provision of the Terms will be effective only if in writing and signed by Provider. The failure to enforce any right under these Terms shall not be a waiver of the provision or the right to enforce it at a later time.
THIRD PARTY TERMS AND CONDITIONS: You are responsible for following the terms and conditions of all carriers and partners accessed through the Site. Please visit each individual website to obtain and review their terms and conditions and privacy policies. Use of carrier or partner services via the Provider platform is at your own risk. Provider is not responsible for your use of such services. Your use of carrier or partner services is as a direct customer of the specific carrier or partner of your choosing and you agree to be bound by the terms and conditions and/or privacy policy of that carrier or partner for use of services, including the payment of any fees associated and a carrier’s right to open, inspect and assess your package before and after collection.
SERVICE CHANGES: Provider reserves the right, periodically and at any time, to modify or discontinue, temporarily or permanently, any functions and features of its Services, in its sole discretion, with or without notice, except where prohibited by law.
SITE MISTAKES: Although we make reasonable efforts to provide accurate pricing information and product descriptions, pricing mistakes, typographical errors or mistakes regarding product availability may occur. We reserve the right to correct such mistakes and errors.
VIOLATIONS OF LAW: Provider Services may not be used in violation of any law or in any way that interferes unreasonably with others’ use of the Services.
FORCE MAJEURE: If the performance of any part of these Terms by any party is prevented, hindered, delayed, or otherwise made impracticable by reason of any flood, riot, fire, pandemic, judicial or governmental action (including, but not limited to, any law, regulation, or embargo prohibiting the performance contemplated under these Terms or the failure or refusal of a government agency to issue a license required for any performance pursuant to these Terms), labor disputes, act of God, or any other cause beyond the reasonable control of that party, the party will be excused from such performance to the extent that it is prevented, hindered, or delayed by such cause. The party prevented from performing by a force majeure event will use commercially reasonable efforts to recommence its performance as soon as reasonably practicable.
APPENDIX A -Additional Terms Related to ShipStation Carrier Services, also referred to as One Balance
This Appendix A to the ShipStation Terms of Service (“Terms”) is applicable for all users of ShipStation Carrier Services, also referred to as One Balance. If there is a conflict between the Terms and Appendix A, the terms of Appendix A shall control. All defined terms not herein defined are defined in Terms.
ShipStation Carrier Services will allow you to maintain an account balance with Provider, such that payment for various carriers and services can be made by Provider on your behalf, using rates provided to Provider by the carriers or partners of Provider. You hereby authorize Provider to maintain a carrier account for you that will only be valid on the ShipStation Carrier Services platform and will not be portable or transferable outside ShipStation Carrier Services, unless allowed by Provider and the individual carrier, at their sole discretion. Prior to accessing each carrier through ShipStation Carrier Services, you must accept any terms and conditions required by such carrier for their services. You are not required to accept accounts from each carrier offered by ShipStation Carrier Services, as you will be able to opt out of any carriers that you do not intend to use, or for which you have a pre-existing relationship. You may not use your own carrier account number, not created through a relationship with Provider, within ShipStation Carrier Services and instead must use the standard Provider platform for that carrier account. Notwithstanding anything in this Appendix A to the contrary, all applicable carrier rules and terms shall be applicable for the services provided and Provider accepts no liability or responsibility for the failure of delivery or failure of the services of any carrier.
1. PROVIDER ACCOUNTS
You must pay for any variable transactional fees including for, among other things, mailing, shipping, duties and fees, and package insurance purchased in addition to Provider’s Service fee. In order to use Provider accounts for any mailing and shipping services, you must pre-fund your Provider account in an amount equal to or greater than the mailing or shipping service to be purchased. All purchases, debits and adjustments will be reflected in your Provider account balance. Please note that your Provider account is managed by Provider, through its parent company, Auctane, Inc., and although our records will account for the amounts that you have posted, the funds are maintained in a pooled account. In the event of any losses, failure or other insolvency of the bank used, Provider may be afforded FDIC or other relevant banking insurance on the account, (individual account holders are not entitled to such insurance) and Provider may then allocate any insurance proceeds for all account holders; however, you may not be entitled to receive a refund of all amounts posted with Provider. In the event of any failure or insolvency of Provider, because the amounts held in your Provider account are not insured, they may not be fully refunded.
Provider accounts will be used to fund purchases by users of ShipStation Carrier Services, including postage from the USPS and shipping charges from other carriers. A portion of Provider user account balances are linked to virtual postage meters authorized by the U.S. Postal Service (“USPS”), through our relationship with our parent company, Auctane, Inc. (d/b/a Stamps.com). Virtual postage meters permit the printing of PC postage; absent such meters, Provider could not provide the services it offers. In certain instances, a virtual postage meter may be set up on your behalf and exclusively used to hold your account funds and purchase postage on your behalf (a “personal virtual postage meter”). In other instances, multiple Provider account holders will be aggregated in a group of virtual postage meters, which may be opened and owned in the name of Provider or one of its business partners (an “aggregate virtual postage meter”).
When you pre-fund your account to conduct mailing and shipping transactions, the funds you provide will be processed by Provider and either (i) deposited in its general account and reflected in your account balance or (ii) funded directly to the applicable carrier and reflected in your account balance. Your account balance may be utilized for any service provided by ShipStation Carrier Services, including shipping with multiple carriers, insurance and your recurring Service fee. Purchases made through the Provider store for supplies may be billed to your main user account or a new account specifically for Store purchases may be required, at Provider’s discretion.
To the extent you use USPS services, Provider, or business partners of Provider, will separately deposit funds to the virtual postage meter which is related to your Provider user account balance, as needed based on your mailing and shipping requests and the requests of other accounts assigned to that same aggregate virtual postage meter. As long as you have deposited sufficient funds into the account, Provider or its business partner will ensure that sufficient funds are deposited, with the aggregate virtual postage meter in order for you to print all of the postage and other transactions that you may request based on your Provider account balance. Please note that Provider may also apply your payment for increases to your Provider account balance directly to the applicable virtual postage meter (personal or aggregate) or into Provider’s general account. Such application of funds will not convert the aggregate virtual postage meter to which you are assigned into a personal virtual postage meter. Provider shall have complete and absolute discretion in deciding whether to assign you to a personal or aggregated virtual postage meter, whether to open a new virtual postage meter or use an existing one, whether to open the virtual postage meter in your name or to assign you to an existing aggregate virtual postage meter, and under whose name the virtual postage meter will be activated or maintained. Provider, moreover, may move your account from one virtual postage meter to another (whether personal or aggregate), with these variables, from time to time or at any time.
You acknowledge and agree that all mailing and shipping transaction pricing through a Provider user account is controlled by Provider. Provider business partners, including mailing and shipping carriers, consolidators, resellers, wholesalers, among others, provide certain rates that may be made available through ShipStation Carrier Services by Provider in its sole and absolute discretion.
We do not always provide the lowest rates that may be available for your transaction, as rates are dependent on the service you choose and a variety of factors driven by your actions in using our software and by decisions from Provider and other business partners of Provider. You agree to the rate provided and displayed at the time of the transaction, as that amount may fluctuate. No refunds shall be applicable to transactions that could have been obtained at a less expensive rate, unless the transaction qualifies for a refund as provided for elsewhere in our terms.
In addition, you agree to not offer, sell or allow the use of the rates provided to you through ShipStation Carrier Services, or shipping labels created using the rates provided to you through ShipStation Carrier Services , to any other entity or party.
2. ACCOUNT FUNDING
In order to use your account for mailing and shipping transactions and other extra services, you must pre-fund your Provider user account in an amount equal to or greater than the funds needed for your recurring Service fee and the mailing or shipping transaction to be purchased. All purchases and debits will be reflected in your Provider user account once the transaction clears. Clearance times vary by financial institution. You are allowed to print or create labels up to the amount of pre-funding in your account, as long as all service fees have been paid. As a ShipStation Carrier Services user, you will also be charged a preset amount each time the balance available in the ShipStation Carrier Services is not sufficient to pay for the transaction you request. Please click here for an article that explains the process.
If any service fee payment cannot be completed successfully, your account will be suspended until payment is made. You will be notified that your Service has been temporarily suspended until all past balances have been paid. You may re-load your account as often as you like so long as you do not exceed the maximum balance on your account. Auto-funding of your account may also be permitted. The minimum purchase (to fund your account) and the maximum purchase, if any, varies by Service plan.
If your account balance becomes negative, you authorize Provider to automatically charge your payment method or seek reimbursement so that the account balance is no longer a negative number (to cover previously selected mailing and shipping transactions or other requested purchases with Provider). This charge may apply whether you are a current, active, Provider customer, or whether you have already canceled your account.
3. COST ADJUSTMENT TRANSACTIONS
If you conduct a transaction with ShipStation Carrier Services that is paid only when the label is used or if it is determined by Provider or a carrier partner of Provider that a mailing or shipping transaction did not contain sufficient funds (for example, not enough postage to cover a shipment due to an underreporting of weight at time of print), Provider may automatically deduct the amount for the unpaid or short-paid transaction from your account balance. Provider also has the right, in its sole discretion, to make adjustments for surcharges, duties and fees determined by the carriers or the country shipped to. You will be able to review these adjustments in your account history and reports. If one or more of these payments cannot be collected from your account due to a lack of available funds, in our complete discretion, we may either (i) charge the method of payment on file for the shortfall or (ii) your account may be suspended until you fund your account to cover all outstanding payments.
4. USER REFUNDS FOR UNUSED OR MISPRINTED TRANSACTIONS; DESTRUCTION OF UNUSED OR MISPRINTED TRANSACTIONS
You may request a refund for mailing and shipping unused transactions through ShipStation Carrier Services, subject to the following rules and limitations, for any unused or misprinted items:
AUTHORIZED USER REQUEST: You acknowledge and agree that Provider and/or its authorized partners, to the extent necessary by any carrier service, is appointed to act on your behalf to request and obtain refunds. In addition to Provider’s refund requirements set forth in this agreement, refund requests are further subject to the rules and requirements of Provider’s third party carrier services, including the USPS. Provider makes no guarantee that a refund will be made.
UNUSED OR MISPRINTED USPS POSTAGE: Unused and/or misprinted USPS mailing and shipping labels or “postage” shall be defined as an envelope, label, plain paper, label stock containing carrier-compliant labels, or electronic image files, with full, intact indicium which is scan-able and unused. Postage handled and/or returned to sender shall not be considered valid unused and/or misprinted postage.
UNUSED OR MISPRINTED CARRIER LABELS: Unused and/or misprinted pre-paid carrier shipping labels shall be defined as an envelope, label, plain paper containing carrier-compliant labels, or electronic image files, with full, intact indicium which is scan-able and unused. Labels handled and/or returned to sender shall not be considered a valid unused and/or misprinted label.
TIME LIMIT: You must complete the refund request within the time limit required by each carrier. Please see each carrier’s terms and conditions on their website for additional information. If you have any questions, please visit our website or contact Support for additional information.
>For USPS and DHL Pre-paid labels, you must complete the refund request within thirty (30) days of generating the mailing or shipping label.
ACTIVE ACCOUNT REQUIRED: Your account must be active and in good standing to request a refund and at the time the refund is to be credited to your account, in order for the refund to be processed and your account to be credited.
REFUND PROCESS: Please visit our refund page to learn how to submit your refund request. You must follow all of the steps listed and provide all of the required information to initiate and complete your refund request, including the return or destruction, if required, of the printed or misprinted but unused mailing and shipping labels. Incomplete requests will not be processed.
REFUND REJECTIONS: You take the risk of the carrier partner improperly rejecting a refund request. Provider will not refund the transaction unless the relevant carrier partner approves the refund.
REIMBURSEMENT OF PROVIDER ACCOUNT: If a refund request is properly initiated by you within the timeframe required pursuant to Provider and carrier requirements, your account is active and in good standing, and the relevant carrier approves the refund, Provider will credit your account for the full value of the transaction to be refunded, as approved by the carrier. Refund processing times may vary. If you have an outstanding balance in any amount (including but not limited to for unpaid service fees or unpaid termination fees) you may not receive any reimbursement credit until your account is brought current. In addition, Provider may, in its sole and absolute discretion, deduct such unpaid fees from any refund otherwise due.
AUTOMATED REFUND REQUESTS: If your account is eligible and approved for automated refund request processing, Provider will identify labels that may be potentially eligible for refunds, submit refund requests on your behalf, and update your account balance once processed refunds are received. Provider shall charge a fee for all processed automated refunds that may be deducted directly from the total refunded amount. If you wish to avoid this fee, you must initiate the refund request directly within the time limits set by Provider and the relevant carrier or service provider.
Potentially eligible labels will be limited to labels that include any form of shipping label tracking codes or other identifying characteristics that are scanned and generated by Provider, subject to modification at any time at Provider’s sole discretion. You hereby authorize Provider as your agent in fact to submit automated refund requests on your behalf to carriers for any and all labels identified as being potentially eligible for refunds without further instruction from you and agree to cooperate in submitting the refund request and to take all steps necessary to perfect the refund request that may be reasonably requested of you. You hereby release Provider from any responsibility, any liability, or any causes of action arising out of or related to improper refund requests submitted by Provider on your behalf, including but not limited to refund eligible labels that were not identified or refund requests that were denied upon submission. It remains your sole responsibility to identify any labels that have not been automatically identified and submitted on your behalf by Provider. For instance, it may not be possible for Provider to determine if a label is eligible for refund due to missing the appropriate service level. Provider will use reasonable efforts to assist in each refund process, at the direction of the user.
DESTRUCTION OF UNUSED OR MISPRINTED USPS POSTAGE: All transactions printed through Provider with a designated mailing date expiry after that date, will be eligible for participation in the auto-refund program (for instance USPS transactions expire pursuant to the Code of Federal Regulations). USPS misprinted or unused labels must be destroyed or returned to the USPS, as provided in the Domestic Mail Manual (see Section 11), regardless of whether a refund is requested.
5. PAY-ON-USE SHIPPING LABELS:
Provider’s Pay-on-Use shipping label feature, hereafter referred to as “Pay-on-Use” is a program offered to qualified Provider users. This program enables such qualified Provider users to print service shipping labels (either outbound or returns) for which shipping charges are paid when the label is scanned by the carrier in the mail stream (known as Pay-on-Use), rather than at the time the label is printed (known as pre-paid).
Payments: Provider will automatically debit the applicable account balance for shipping charges and any applicable transaction fees for any Pay-On-Use label that is scanned by the carrier in the mail stream. Because rates can vary over time, you hereby agree that the shipping charges debited from your account balance may be calculated based on the customer rate at the time the label is scanned by the carrier in the mail stream, not at the time the label is printed. In addition to shipping charges and other applicable account fees, Provider reserves the right to charge additional fees for participation in the Pay-On-Use Program. You are responsible for paying for any Pay-On-Use label that is scanned before the applicable label’s expiration date (expiration dates vary by carrier).
Restrictions: Pay-on-Use labels designated as return labels shall not be used as original outbound shipping labels. Pay-On-Use labels are not eligible for refunds. If you participate in the Pay-On-Use program, you may be required to maintain balance sufficient to cover the cost of the Pay-On-Use labels. Your access to the Pay-On-Use program may be disabled immediately if Provider determines, in its sole discretion, that your account is delinquent or that you are misusing the Pay-On-Use program.
Termination: Even after your account is terminated (by you or Provider), you must still pay for any Pay-On-Use labels that are scanned before the labels’ expiration dates.
6. POSTAL POSTAGE ACCOUNT REQUIREMENTS
As noted elsewhere in these Terms, your ability to print USPS postage in ShipStation Carrier Services is facilitated by Provider’s parent company, Auctane, Inc. (d/b/a Stamps.com), an authorized PC Postage provider. Therefore, as a result of accepting these Terms, you are also entering into an Agreement with the United States Postal Service (USPS) in accordance with the Domestic Mail Manual (DMM) 604.4, Postage Payment Methods, Postage Meters and PC Postage Products (Postage Evidencing Systems or “PES”). You accept responsibility for control and use of your account and the PES printed therefrom.
You acknowledge that you have read the Domestic Mail Manual 604.4, Postage Payment Methods, Postage Meters and PC Postage Products (Postage Evidencing Systems) and agree to abide by all rules and regulations governing its use and all other applicable rules, regulations and instructions of the USPS. You represent and warrant to Provider that you are using the ShipStation Carrier Services either as (i) an end-shipper to ship your own packages or (ii) an asset based third-party logistics provider to make shipping decisions and ship packages on behalf of your clients.
Failure to comply with the rules and regulations contained in the DMM or any other applicable rules, regulations and instructions of the USPS or use of the PES in any fraudulent or unlawful scheme or enterprise may result in the revocation of this agreement. A written statement from the USPS that it no longer wishes to do business with you shall constitute sufficient evidence that you have not complied with all applicable rules, regulations and instructions of the USPS and Provider shall have the right to suspend your access to ShipStation Carrier Services.
You further acknowledge that any use of this PES that fraudulently deprives the USPS of revenue can cause you to be subject to civil and criminal penalties applicable to fraud and/or false claims against the United States. The submission of a false, fictitious or fraudulent statement can result in imprisonment of up to five (5) years and fines of up to $10,000 (18 U.S.C. 1001). In addition, a civil penalty of up to $5,000 and an additional assessment of twice the amount falsely claimed may be imposed (3 U.S.C. 3802).
You further agree that the rules and regulations regarding the use of this PES as documented in the DMM may be updated from time to time by the USPS and it is your obligation to remain up to date on the rules and regulations and to comply with any current and future rules and regulations regarding its use.
7. CARRIER AND PARTNER TERMS
You agree to be bound by the terms and conditions of each carrier and partner accessed through the Provider platform, and must accept such terms and conditions prior to using such carrier’s and partner’s services. Please note that each carrier and partner may change their terms and condition within their sole discretion, and we strongly suggest that you visit each carrier’s and partner’s website regularly, to familiarize yourself with each company’s individual terms and conditions, as well as any potential changes, prior to using each service.
SUPPLEMENTAL TERMS FOR ADDITIONAL SERVICES
In addition to the ShipStation Terms of Service (as may be amended, the “Terms”) applicable to the Site, Software and Services generally, the following terms and conditions (these “Supplemental Terms”) apply to your access to and use of any Add-Ons and any additional features and Services described in these Supplemental Terms (the “Additional Services”). By placing an order for an Additional Service; clicking to accept these Supplemental Terms; or using, enabling, or accessing an Additional Service, you agree to and consent to these Supplemental Terms, which shall become a part of the Terms. If there is a conflict between the Terms and these Supplemental Terms, these Supplemental Terms shall control with respect to your use of the applicable Additional Service. All capitalized terms not herein defined are defined in Terms.
If you do not agree to be bound by (or cannot comply with) these Supplemental Terms, you agree that your sole remedy is to cease using the applicable Additional Service. Your continued use of an Additional Service constitutes your agreement to be bound by these Supplemental Terms with respect to such Additional Service, including any modifications, amendments, or supplements hereto.
1. GENERAL TERMS FOR ADDITIONAL SERVICES
1.1 License. Subject to these Supplemental Terms and the Terms, Provider grants you a limited, non-exclusive, non-transferable, non-sublicensable license to access and use the applicable Additional Service through your ShipStation account.
1.2 Eligible ShipStation Accounts. Access to and use of an Additional Service requires that you have an active and valid ShipStation account. Provider may require you to upgrade the Service plan for your ShipStation account to be eligible to access or use an Additional Service. “Free trial” or other promotional accounts may not be eligible to access or use an Additional Service; if your ShipStation account is still in a “free trial” or promotional period and you enable an Additional Service that requires a paid Service plan, your ShipStation account will be converted automatically to the paid Service plan set forth in the offer presented to you for the applicable Additional Service. By enabling, accessing, or using an Additional Service, you authorize Provider to upgrade or convert your ShipStation account to the Service plan set forth in the offer for such Additional Service and you agree to the terms and conditions of such Service plan, including the applicable recurring Service fee, which will be billed in accordance with the Terms.
1.3 Payment. Unless otherwise agreed with Provider in writing or specified in these Supplemental Terms, the recurring Service fee (if any) for an Additional Service will be billed to you at the same time as, and will be payable in the same manner as, the recurring Service fee for your ShipStation account. If you register for an Additional Service in the middle of a billing cycle for your ShipStation account (e.g., the billing cycle for your ShipStation account begins April 1st, and you register for an Additional Service on April 8th), the recurring Service fee for the Additional Service will be prorated for the initial billing cycle. Unless otherwise agreed with Provider in writing or specified in these Supplemental Terms, any other fees or amounts due in connection with an Additional Service will be calculated and billed on a monthly basis in arrears; such other fees and amounts will be due upon invoice and may be automatically charged to the credit card on file with your account.
A. Upgrading your ShipStation Service Plan. Certain ShipStation Service plans may include access to Additional Services for no additional charge. If you upgrade your ShipStation Service plan to a higher tier plan that includes an Additional Service for no additional charge, you will receive access to the Additional Services included in that higher tier Service plan immediately. If you were paying for that Additional Service prior to upgrading to the higher tier Service plan, you will not be charged any recurring Service fees for the Additional Service after the upgrade date, but you will not receive a refund for fees charged for that Additional Service prior to upgrading.
B. Downgrading your ShipStation Service Plan. If you downgrade your ShipStation Service plan to a lower tier Service plan, you may lose access to certain Additional Services effective as of the start of the next billing cycle. If you wish to continue using that Additional Service after downgrading, you will need to purchase and reactivate the Additional Service.
1.4 Free Trial Period for Additional Services. Certain Additional Services may have a free trial period. You will not be charged a recurring Service fee for an Additional Service during the period of the free trial offer for that Additional Service. At the conclusion of the free trial, unless you cancel the Additional Service, you will be charged the recurring Service fee for that Additional Service as set forth in Section 1.3 of these Supplemental Terms. The recurring Service fee for the Additional Service will be prorated for the initial billing cycle after the free trial period.
1.5 Term; Cancellation / Deactivation. Unless otherwise agreed with Provider in writing or specified in these Supplemental Terms, the term of any Additional Service will be as set forth in the offer presented to you and agreed to by you during the activation of the Additional Service (except the initial billing cycle, which will be prorated as described above), and will automatically renew for additional periods equal in length to the term, unless and until canceled by you or Provider. You may cancel an Additional Service by 1) contacting Customer Support, 2) initiating a request for cancellation within your ShipStation settings, and/or 3) in the manner described in the terms for such Additional Service below. If you cancel an Additional Service during a billing cycle, the cancellation will not be effective until the end of that billing cycle, the Additional Service will remain available for the remainder of that billing cycle, and you will not be refunded any fees for the Additional Service..
Termination of your underlying ShipStation account will automatically terminate your ability to access or use Additional Services. However, cancellation of an Additional Service by itself will not terminate your underlying ShipStation account, any other Additional Services or any other Services provided to you by Provider, and in such case, you will continue to be billed, and will pay for, the Services (other than the canceled Additional Service). Provisions of these Supplemental Terms which by their nature should survive termination or expiration in order to be given full effect, will survive such termination or expiration of these Supplemental Terms. Following any cancellation or expiration of an Additional Service, Provider may maintain certain account settings and information for a period of time in the event of re-activation. The period of time Provider maintains such information shall be in the sole discretion of Provider.
1.6 Consents. You represent, warrant, and covenant to Provider that you own or otherwise have and will continue to have any necessary rights and consents in and relating to any data processed or transmitted through an Additional Service (including any data received from or shared with third parties through an Additional Service) so that your use of such Additional Service does not and will not infringe, misappropriate, or otherwise violate any intellectual property rights, privacy rights, or other rights of any third party or violate any applicable laws.
1.7 Modifications. Provider may modify any Additional Service, its available features and functionality, or any part thereof for any reason, without notice and at any time. Your use of an Additional Service is at your sole risk. You acknowledge that your purchase of an Additional Service is not contingent on the delivery of any future functionality or features or dependent on any oral or written public comments made by Provider regarding future functionality or features.
2. DROPSHIP MANAGER
2.1 Overview. The Dropship Manager Service allows a user (a “Dropship Manager”) to aggregate orders in its ShipStation account (the “Dropship Manager Account”); invite vendors, partners, and other third parties (“Vendors”) to connect their ShipStation accounts (“Vendor Accounts”) with the Dropship Manager Account; and delegate orders to Vendors to fulfill and ship using their connected Vendor Accounts. In addition to the Terms and Section 1 of the Supplemental Terms, the following terms apply to all Dropship Managers’ and Vendors’ access to and use of the Dropship Manager Service.
2.2 Connecting / Disconnecting Vendor Accounts. To connect a Dropship Manager Account to a Vendor Account, the Vendor must have an active and valid ShipStation account. If a Dropship Manager or Vendor wants to disconnect a Vendor Account from a Dropship Manager Account, the Dropship Manager is responsible for ensuring that the Vendor’s connection to the Dropship Manager Account is terminated and that orders are no longer delegated to such Vendor. Provider will not be liable for any failure to terminate a Vendor’s connection to a Dropship Manager Account or any orders incorrectly delegated to a Vendor. A Dropship Manager’s termination of the Dropship Manager Service will also terminate any connected Vendor’s ability to access and use the Dropship Manager Service, but will not terminate the underlying Vendor Account.
2.3 Shipping, Postage, and Other Variable Costs. A Vendor must use the Vendor’s own carrier account(s) or ShipStation Carrier Services account(s) for postage and shipping costs. Notwithstanding the foregoing, regardless of any agreement between you and a Dropship Manager, Vendor, or other third party, as between you and Provider, you are responsible for any unpaid variable or transactional costs for all shipments and orders processed through your Dropship Manager Account or Vendor Account (as applicable), including but not limited to: postage, delivery and shipping costs, duties and fees, package insurance, fees for private carriers, or other special Services selected.
2.4 Provider’s Rights. Provider holds the sole right to negotiate, create, and/or execute agreements with Dropship Managers, Vendors, or other third parties at any time for use of Provider’s products and Services. You acknowledge and agree that Provider may amend, supplement, or otherwise modify such other agreements at any time and from time to time and such amendments, supplements, or modifications shall not affect your obligations hereunder. The availability of and prices for Services and products offered by Provider may vary from time to time, and Provider reserves the absolute right to modify any of its Services, pricing, rules, and policies at any time in its sole discretion.
2.5 LIMITATION OF LIABILITY; Indemnification. PROVIDER WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM THE ACTIONS OR OMISSIONS OF ANY VENDOR (INCLUDING ANY FAILURE TO FULFILL AN ORDER) OR ANY DROPSHIP MANAGER (INCLUDING ANY INCORRECTLY DELEGATED ORDERS), ANY NEGLIGENCE OR MISCONDUCT OF A VENDOR OR A DROPSHIP MANAGER, OR THE BUSINESS RELATIONSHIP BETWEEN ANY DROPSHIP MANAGER AND ANY VENDOR (INCLUDING ANY CONTRACT OR OTHER DISPUTES BETWEEN A DROPSHIP MANAGER AND A VENDOR). THESE LIMITATIONS ARE IN ADDITION TO, AND NOT IN LIEU OF, ANY LIMITATIONS OF LIABILITY IN THE TERMS. Without limiting your indemnification obligations under the Terms, you agree to defend, indemnify, and hold harmless Provider, its officers, directors, employees, and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from any claim brought by a Dropship Manager, Vendor, or other third party against Provider relating to (i) any of your acts or omissions, including any actual or alleged negligence or willful misconduct by you, or (ii) your business relationship with a Dropship Manager or Vendor, such as contract disputes between you and such Dropship Manager or Vendor. Provider may, at its own expense, participate in the defense of any claim. This section will survive these Supplemental Terms and your use of the Dropship Manager Service.
2.6 Terms Applicable to Dropship Managers. The following terms are applicable to Dropship Managers only:
A. Dropship Manager Service Fees. In addition to the recurring Service fee for your ShipStation account, you will pay the following fees to access and use the Dropship Manager Service:
B. Billing. Unless otherwise agreed with Provider in writing, the recurring Service fee for the Dropship Manager Service will be billed as set forth in Section 1.3 of these Supplemental Terms and any other fees or amounts due hereunder (including Shipment Fees) will be calculated and billed on a monthly basis in arrears; such other fees and amounts will be due upon invoice and may be automatically charged to the credit card on file with your account.
C. Termination. You may terminate the Dropship Manager Service at any time by 1) contacting Customer Support or 2) emailing [email protected]. You may be asked to verify your account information and confirm your intent to cancel your access to the Dropship Manager Service.
3. SHIPSTATION 3PL FEATURE
3.1 Overview. The ShipStation 3PL feature allows a user (a “3PL Provider”) to invite clients, customers, and other third parties (“Clients”) to connect their ShipStation accounts (“Client Accounts”) to the 3PL Provider’s ShipStation account (the “3PL Provider Account”); import orders that have been delegated to it for fulfillment from connected Client Accounts into the 3PL Provider Account; and fulfill and ship those orders from the 3PL Provider Account. In addition to the Terms and Section 1 of the Supplemental Terms, the following terms apply to all 3PL Providers’ and Clients’ access to and use of the ShipStation 3PL feature.
3.2 Connecting / Disconnecting Client Accounts. To connect a Client Account to a 3PL Provider Account, the Client must have an active and valid ShipStation account. If a 3PL Provider or Client wants to disconnect a 3PL Provider Account from a Client Account, the 3PL Provider is responsible for ensuring the Client’s connection is terminated. Provider will not be liable for any failure to terminate a Client’s connection to a 3PL Provider Account. A 3PL Provider’s termination of the ShipStation 3PL feature will also terminate any connected Client’s ability to access and use the ShipStation 3PL feature, but will not terminate the underlying Client Account.
3.3 Shipping, Postage and Other Variable Costs. If you are a Client and do not want a 3PL Provider to use your carrier account(s) or ShipStation Carrier Services account(s), do not grant the 3PL Provider access to those accounts. Notwithstanding the foregoing, regardless of any agreement between you and a 3PL Provider, Client, or other third party, as between you and Provider, you are responsible for any unpaid variable or transactional costs for all shipments and orders processed through your 3PL Provider Account or Client Account (as applicable), including but not limited to: postage, delivery and shipping costs, duties and fees, package insurance, fees for private carriers, or other special Services selected.
3.4 Provider’s Rights. Provider holds the sole right to negotiate, create, and/or execute agreements with other 3PL Providers, Clients, or other third parties at any time for use of Provider’s products and Services. You acknowledge and agree that Provider may amend, supplement, or otherwise modify such other agreements at any time and from time to time and such amendments, supplements, or modifications shall not affect your obligations hereunder. The availability of and prices for Services and products offered by Provider may vary from time to time, and Provider reserves the absolute right to modify any of its Services, pricing, rules, and policies at any time in its sole discretion.
3.5 LIMITATION OF LIABILITY; Indemnification. PROVIDER WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM THE ACTIONS OR OMISSIONS OF ANY 3PL PROVIDER (INCLUDING ANY FAILURE TO FULFILL AN ORDER) OR ANY CLIENT (INCLUDING ANY INCORRECTLY DELEGATED ORDERS), ANY NEGLIGENCE OR MISCONDUCT OF A 3PL PROVIDER OR A CLIENT, OR THE BUSINESS RELATIONSHIP BETWEEN ANY 3PL PROVIDER AND ANY CLIENT (INCLUDING ANY CONTRACT OR OTHER DISPUTES BETWEEN A 3PL PROVIDER AND A CLIENT). THESE LIMITATIONS ARE IN ADDITION TO, AND NOT IN LIEU OF, ANY LIMITATIONS OF LIABILITY IN THE TERMS. Without limiting your indemnification obligations under the Terms you agree to defend, indemnify, and hold harmless Provider, its officers, directors, employees, and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from any claim brought by 3PL Provider, Client or other third party against Provider relating to (i) any of your acts or omissions, including any actual or alleged negligence or willful misconduct by you, or (ii) your business relationship with a 3PL Provider or Client, such as contract disputes between you and such 3PL Provider or Client. Provider may, at its own expense, participate in the defense of any claim. This section will survive these Supplemental Terms and your use of the ShipStation 3PL feature.
3.6 Terms Applicable to 3PL Providers. The following terms are applicable to 3PL Providers only:
A. ShipStation 3PL Feature Fees. In addition to the recurring Service fee for your ShipStation account, you will pay the following fees to access and use the ShipStation 3PL feature:
B. Billing. Unless otherwise agreed with Provider in writing, the recurring Service fee for the ShipStation 3PL feature will be billed as set forth in Section 1.3 of these Supplemental Terms and any other fees or amounts due hereunder (including Shipment Fees) will be calculated and billed on a monthly basis in arrears; such other fees and amounts will be due upon invoice and may be automatically charged to the credit card on file with your account.
C. Termination. You may terminate the ShipStation 3PL feature at any time by 1) contacting Customer Support, 2) emailing [email protected], or 3) initiating a request for cancellation within your ShipStation settings. You may be asked to verify your account information and confirm your intent to cancel your access to the ShipStation 3PL feature.
COUNTRY-SPECIFIC TERMS
If you are receiving and using the Services in Australia, Canada, France, Germany, New Zealand, or the United Kingdom, the additional terms in the corresponding section (“Country-specific Terms”) below apply in addition to the Terms.
If there is any conflict between the Terms (excluding these Country-specific Terms) and any applicable Country-specific Terms, the applicable Country-specific Terms take precedence.
Australia
The Terms include terms which may prejudice your interests and the following information explains the substance and effect of those Terms but does not change those Terms or their meaning or effect:
“In the event you or we terminate your account, or you remain inactive on your account for 12 months or longer, we reserve the right to refund any sums we hold on your behalf (including any balance in a Provider account for ShipStation Carrier Services) and to close your account.”
“You may be invited to participate in a beta program or beta Service offered by Provider (collectively, “Beta Services”). If you accept, then by agreeing to and complying with these Terms, we grant you a non-exclusive, revocable, non-transferable, limited license to use the Beta Services on an “as is” and “as available” basis. The Beta Services may contain bugs, defects, errors and other problems. Subject to any rights you may have under the Australian Consumer Law set out in the Competition and Consumer Act 2010 (Australia) (“ACL”), you assume all risks and all costs associated with your use of the Beta Services. We are not obligated to provide maintenance or support for the Beta Services.
As part of using the Beta Services, you will be asked to provide feedback regarding your use of the Beta Services. You acknowledge that Provider owns any feedback provided, and you hereby grant to Provider, if for any reason it is further needed, a perpetual, non-revocable, royalty-free worldwide license to use and/or incorporate such feedback into any of our products or Services at any time at our sole discretion. If we choose to publish such feedback, we will either do so in a way that does not identify you or seek your consent in the event we do wish to identify you. We may also monitor how you use the Beta Services and use that information to improve the Beta Services or our other products and Services.
We reserve the right to modify or terminate the Beta Services, or your use of the Beta Services, to limit or deny access to the Beta Services and/or participation in the Beta Services, at any time, in our sole discretion, for any reason, with or without notice and without liability to you. You acknowledge and agree that the Beta Services constitute confidential information of Provider, which you agree not to share with anyone other than other authorized users of the Beta Services.”
“In these Terms:
Despite any other provision of these Terms, nothing in these Terms excludes or limits any right or remedy, or any guarantee, warranty or other term or condition imposed by the ACL, including the Consumer Guarantees and Unfair Contract Laws.
If any provision of these Terms is found to be an Unfair Contract Term then such provision shall not form part of these Terms.
Provider limits its liability for failure to comply with a Consumer Guarantee as follows:
In the event Provider is found to be responsible to you for damages in any way relating to this Site, the Services, or the Software, you agree that Provider’s liability to you will not exceed your previous month’s plan costs, when applicable, for services during the period in which you incur such damages and notwithstanding the failure of essential purpose of any remedy. Provider is not liable for any incidental, special or consequential damages (such as lost profits or lost business opportunities), punitive or exemplary damages, the cost of alternative services, or legal costs and notwithstanding the failure of essential purpose of any remedy.
You should note that, in some circumstances, the liability of a carrier is limited under the Convention of the Unification of Certain Rules Relating to International Carriage by Air (Warsaw, 12 October 1929), Convention of the Unification of Certain Rules Relating to International Carriage by Air (Montreal, 28 May 1999) and the Convention on the Contract for International Carriage of Goods by Road (Geneva, 19 May 1956) or similar international conventions.”
“PRE-FILING MEDIATION. In the event of a dispute, prior to initiating mediation, the party asserting the claim must first send to the other, by certified mail with return receipt requested (or any successor service), a written notice of claim (“Notice”). If you are the claimant, the Notice to Provider must be addressed to: Auctane LLC, Dispute Resolution, 4301 Bull Creek Rd., Suite 300, Austin, Texas 78731, USA, with a copy to Legal Department – Dispute Resolution, Auctane LLC, 4301 Bull Creek Rd., Suite 300, Austin, Texas 78731 USA. If Provider is the claimant, the Notice must be addressed to the address used for your account. The Notice must (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought. Following receipt of the Notice, each party agrees to negotiate with the other in good faith about the claim. If the claim is not resolved to the satisfaction of the claimant within sixty (60) days after Notice is provided, the claimant may pursue the claim in mediation.
The parties must endeavor to settle any dispute in connection with these Terms by mediation. Such mediation is to be conducted by a mediator who is independent of the parties and appointed by agreement of the parties or, failing agreement within seven days of receiving any party’s notice of dispute, by a person appointed by the Chair of Resolution Institute ACN 008 651 232, or the Chair’s designated representative.
The Resolution Institute Mediation Rules shall apply to the mediation.
It is a condition precedent to the right of either party to commence arbitration or litigation other than for interlocutory relief that it has first offered to submit the dispute to mediation.
During the mediation, the amount of any settlement offer made by Provider or you shall not be disclosed in the mediation.”
Canada
“In the event you or we terminate your account, or you remain inactive on your account for 12 months or longer, we reserve the right to refund any sums we hold on your behalf (including any balance in a Provider account for ShipStation Carrier Services) and to close your account.”
France
“In the event you or we terminate your account, or you remain inactive on your account for 12 months or longer, we reserve the right to refund any sums we hold on your behalf (including any balance in a Provider account for ShipStation Carrier Services) and to close your account.”
“If you are invoiced in arrears for Services, such amounts shall be payable within a period of 30 days from the date of issue of the invoice, unless otherwise agreed by you and us in writing. In respect of any undisputed invoice received and not paid by you by the due date, Provider may claim interest for late payment, calculated on the amount due, equal to 3 times the legal rate applied by the Banque de France, in addition to a fixed penalty of 40 euros.
The billing entity for part or all of the services provided by Provider may be that of a subsidiary, affiliate or partner organization of Provider and you hereby consent to any such billing, including changes to the billing entity from time to time upon prior notice to you”.
“IN THE EVENT PROVIDER IS FOUND TO BE RESPONSIBLE TO YOU FOR DAMAGES IN ANY WAY RELATING TO THIS SITE, THE SERVICES, OR THE SOFTWARE, YOU AGREE THAT PROVIDER’S LIABILITY TO YOU WILL NOT EXCEED THE TOTAL AMOUNT OF YOUR PREVIOUS TWELVE MONTHS’ PLAN COSTS, WHEN APPLICABLE, FOR SERVICES DURING THE PERIOD IN WHICH YOU INCUR SUCH DAMAGES AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY. PROVIDER IS NOT LIABLE FOR ANY INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES (SUCH AS LOST PROFITS OR LOST BUSINESS OPPORTUNITIES) OR EXEMPLARY DAMAGES, THE COST OF ALTERNATIVE SERVICES, OR ATTORNEYS’ FEES AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY.
You should note that, in some circumstances, the liability of a carrier is limited under the Convention of the Unification of Certain Rules Relating to International Carriage by Air (Warsaw, 12 October 1929), Convention of the Unification of Certain Rules Relating to International Carriage by Air (Montreal, 28 May 1999) and the Convention on the Contract for International Carriage of Goods by Road (Geneva, 19 May 1956) or similar international conventions.”
“THIS SITE, SERVICES, AND SOFTWARE ARE PROVIDED BY PROVIDER ON AN “AS IS” BASIS. PROVIDER MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SITE OR SOFTWARE, OR THE INFORMATION, CONTENT, MATERIALS, OR PRODUCTS INCLUDED ON THISTHE SITE AND THE SOFTWARE. TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, PROVIDER DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.”
“The laws of France, without regard to conflicts of law provisions, will apply to all matters arising out of or in connection with the Site, the Services and the Software. to the exclusion of any other law. By using the Site, Services and Software, for any actions not subject to arbitration, you submit to the exclusive jurisdiction of the competent courts under the jurisdiction of the Paris Court of Appeal and further agree that any cause of action arising out of or in connection with these Terms and/or your use of the Site and/or Services and/or Software shall be brought only in these courts.
In the event of a dispute, prior to filing a claim court, the party asserting the claim must first send to the other, by certified mail with return receipt requested (or any successor service), a written Notice of claim (“Notice”). If you are the claimant, the Notice to Provider must be addressed to: Auctane LLC / Dispute Resolution, 4301 Bull Creek Rd, Austin, Texas 78731, USA, with a cc to Legal Department – Dispute Resolution, Auctane LLC, 4301 Bull Creek Rd, Austin, Texas 78731, USA. If Provider is the claimant, the Notice must be addressed to the address used for your account. The Notice must (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought. Following receipt of the Notice, each party agrees to negotiate with the other in good faith about the claim. If the claim is not resolved to the satisfaction of the claimant within sixty (60) days after Notice is provided, the claimant may file a claim court.”
“If required by applicable law, sales / value added tax (VAT) is charged/collected on purchases. You are responsible for the payment of all sales, use, VAT, or other taxes owed on products or taxable items utilized regardless of whether such taxes are collected by Provider at the time of purchase.”
Germany
“In the event you or we terminate your account, or you remain inactive on your account for 12 months or longer, we reserve the right to refund any sums we hold on your behalf (including any balance in a Provider account for ShipStation Carrier Services) and to close your account.”
“If you are invoiced in arrears for Services, such amounts shall be payable within a period of 30 days from the date of issue of the invoice, unless otherwise agreed by you and us in writing. In respect of any undisputed invoice received and not paid by you by the due date, Provider may claim interest for late payment, calculated at the rate of 1.5% of the outstanding balance per month, or the maximum rate permitted by law, whichever is lower.
The billing entity for part or all of the services provided by Provider may be that of a subsidiary, affiliate or partner organization of Provider and you hereby consent to any such billing, including changes to the billing entity from time to time upon prior notice to you”.
“IN THE EVENT PROVIDER IS FOUND TO BE RESPONSIBLE TO YOU FOR DAMAGES IN ANY WAY RELATING TO THIS SITE, THE SERVICES, OR THE SOFTWARE, YOU AGREE THAT PROVIDER’S LIABILITY TO YOU WILL NOT EXCEED THE TOTAL AMOUNT OF YOUR PREVIOUS TWELVE MONTHS’ PLAN COSTS, WHEN APPLICABLE, FOR SERVICES DURING THE PERIOD IN WHICH YOU INCUR SUCH DAMAGES AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY. PROVIDER IS NOT LIABLE FOR ANY INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES (SUCH AS LOST PROFITS OR LOST BUSINESS OPPORTUNITIES) OR EXEMPLARY DAMAGES, THE COST OF ALTERNATIVE SERVICES, OR ATTORNEYS’ FEES AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY.
You should note that, in some circumstances, the liability of a carrier is limited under the Convention of the Unification of Certain Rules Relating to International Carriage by Air (Warsaw, 12 October 1929), Convention of the Unification of Certain Rules Relating to International Carriage by Air (Montreal, 28 May 1999) and the Convention on the Contract for International Carriage of Goods by Road (Geneva, 19 May 1956) or similar international conventions.”
“THIS SITE, SERVICES, AND SOFTWARE ARE PROVIDED BY PROVIDER ON AN “AS IS” BASIS. PROVIDER MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SITE OR SOFTWARE, OR THE INFORMATION, CONTENT, MATERIALS, OR PRODUCTS INCLUDED ON THE SITE AND THE SOFTWARE. TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, PROVIDER DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.”
“The laws of England and Wales, without regard to conflicts of law provisions, will apply to all matters arising out of or in connection with the Site, the Services and the Software to the exclusion of any other law. By using the Site, Services and Software, you submit to the exclusive jurisdiction of the competent courts of England and Wales and further agree that any cause of action arising out of or in connection with these Terms and/or your use of the Site and/or Services and/or Software shall be brought only in these courts.
In the event of a dispute, prior to filing a claim court, the party asserting the claim must first send to the other, by certified mail with return receipt requested (or any successor service), a written Notice of claim (“Notice”). If you are the claimant, the Notice to Provider must be addressed to: Auctane LLC / Dispute Resolution, 4301 Bull Creek Rd., Suite 300, Austin, Texas, 78731, USA, with a cc to Legal Department – Dispute Resolution, Auctane LLC, 4301 Bull Creek Rd., Suite 300, Austin, Texas, 78731, USA. If Provider is the claimant, the Notice must be addressed to the address used for your account. The Notice must (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought. Following receipt of the Notice, each party agrees to negotiate with the other in good faith about the claim. If the claim is not resolved to the satisfaction of the claimant within sixty (60) days after Notice is provided, the claimant may file a claim court.”
“If required by applicable law, sales / value added tax (VAT) is charged/collected on purchases. You are responsible for the payment of all sales, use, VAT, or other taxes owed on products or taxable items utilized regardless of whether such taxes are collected by Provider at the time of purchase.”
New Zealand
“In the event you or we terminate your account, or you remain inactive on your account for 12 months or longer, we reserve the right to refund any sums we hold on your behalf (including any balance in a Provider account for ShipStation Carrier Services) and to close your account.”
“You may be invited to participate in a beta program or beta Service offered by Provider (collectively, “Beta Services”). If you accept, then by agreeing to and complying with these Terms, we grant you a non-exclusive, revocable, non-transferable, limited license to use the Beta Services on an “as is” and “as available” basis. The Beta Services may contain bugs, defects, errors and other problems. Without limiting any rights you may have under the Contract and Commercial Law Act 2017, Consumer Guarantees Act 1993 and the Fair Trading Act 1986 (New Zealand), you assume all risks and all costs associated with your use of the Beta Services. We are not obligated to provide maintenance or support for the Beta Services.
As part of using the Beta Services, you will be asked to provide feedback regarding your use of the Beta Services. You acknowledge that Provider owns any feedback provided, and you hereby grant to Provider, if for any reason it is further needed, a perpetual, non-revocable, royalty-free worldwide license to use and/or incorporate such feedback into any of our products or Services at any time at our sole discretion. If we choose to publish such feedback, we will either do so in a way that does not identify you or seek your consent in the event we do wish to identify you. We may also monitor how you use the Beta Services and use that information to improve the Beta Services or our other products and Services.
We reserve the right to modify or terminate the Beta Services, or your use of the Beta Services, to limit or deny access to the Beta Services and/or participation in the Beta Services, at any time, in our sole discretion, for any reason, with or without notice and without liability to you. You acknowledge and agree that the Beta Services constitute confidential information of Provider, which you agree not to share with anyone other than other authorized users of the Beta Services.”
“You agree that:
The parties acknowledge and agree that they are contracting for business purposes and that this clause is fair and reasonable in the context of their commercial relationship.
Sections 284, 285, 286, 287, 288, 289, 290, 291 and 292 of the Contract and Commercial Law Act 2017 shall apply to these terms (subject to the provisions of that Act) only to the extent that they extend or enlarge Provider’s rights and powers in respect of these Terms. Provider is not an “actual carrier” or “contracting carrier” for the purpose of the Contract and Commercial Law Act 2017.
To the maximum extent permitted by law, Provider limits its liability under and in connection with these Terms as follows:
In the event Provider is found to be responsible to you for damages in any way relating to this Site, the Services, or the Software, you agree that Provider’s liability to you will not exceed your previous month’s plan costs, when applicable, for services during the period in which you incur such damages and notwithstanding the failure of essential purpose of any remedy. Provider is not liable for any incidental, special or consequential damages (such as lost profits or lost business opportunities), loss or damage in connection with claims against Provider by third parties, depletion of goodwill or loss of reputation, punitive or exemplary damages, the cost of alternative services, or legal costs and notwithstanding the failure of essential purpose of any remedy.
Nothing in these Terms shall be deemed to limit or exclude the liability of Provider for any type of liability which cannot be validly limited or excluded at law.
If any provision of these Terms is found to be an unfair contract term (as that term is defined in the Fair Trading Act 1986) then such provision shall not form part of these Terms.
You should note that, in some circumstances, the liability of a carrier is limited under the Convention of the Unification of Certain Rules Relating to International Carriage by Air (Warsaw, 12 October 1929), the Convention of the Unification of Certain Rules Relating to International Carriage by Air (Montreal, 28 May 1999) and the Convention on the Contract for International Carriage of Goods by Road (Geneva, 19 May 1956) or similar international conventions.”
“PRE-FILING MEDIATION. In the event of a dispute, prior to initiating mediation, the party asserting the claim must first send to the other, by certified mail with return receipt requested (or any successor service), a written notice of claim (“Notice”). If you are the claimant, the Notice to Provider must be addressed to: Auctane LLC, Dispute Resolution, 4301 Bull Creek Rd., Suite 300, Austin, Texas 78731, USA, with a copy to Legal Department – Dispute Resolution, Auctane LLC, 4301 Bull Creek Rd., Suite 300, Austin, Texas 78731, USA. If Provider is the claimant, the Notice must be addressed to the address used for your account. The Notice must (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought. Following receipt of the Notice, each party agrees to negotiate with the other in good faith about the claim. If the claim is not resolved to the satisfaction of the claimant within sixty (60) days after Notice is provided, the claimant may pursue the claim in mediation.
The parties must endeavor to settle any dispute in connection with these Terms by mediation. Such mediation is to be conducted by a mediator who is independent of the parties and appointed by agreement of the parties or, failing agreement within seven days of receiving any party’s notice of dispute, by a person appointed by the Chair of the New Zealand Dispute Resolution Centre, or the Chair’s designated representative.
The Mediation Rules of the New Zealand Dispute Resolution Centre shall apply to the mediation.
It is a condition precedent to the right of either party to commence arbitration or litigation other than for interlocutory relief that it has first offered to submit the dispute to mediation.
During the mediation, the amount of any settlement offer made by Provider or you shall not be disclosed in the mediation.”
United Kingdom
