We are carrying on business under multiple brands in the region, including “OneShip” and “OneClub”. In Vietnam, we are using the brand name “OneClub”. Any reference to "ONESHIP" in the Terms shall include both “OneShip” and “OneClub”.
INFORMATION ABOUT ONESHIP
- This Website (www.oneship.io) together with other sites, landing pages, modules, applications, features, software, admin dashboard, technologies and/or functionalities, through which we render the Services (as defined below) to you from time to time (collectively, “ONESHIP”) is operated and managed by ONESHIP Contracting Party, its affiliated companies and licensors.
ACCEPTANCE AND CHANGE OF THE TERMS
- You must read and abide by all other agreements, rules, standards, process and templates issued by ONESHIP and notified to you by ONESHIP Representative or published on ONESHIP from time to time, including but not limited to specific terms and conditions of applicable Logistics Service Provider in relation to the rules about the packaging requirements and restrictions, prohibited goods, time limit and procedure for complaint, compensation limit, limitation of liability etc. (“ONESHIP Rules”). ONESHIP Rules shall become effective immediately upon their issuance and publication on ONESHIP and shall be incorporated into the Terms by reference. Any reference to the “Terms” herein shall include ONESHIP Rules. You must read and agree to be bound the applicable ONESHIP Rules of the relevant Logistics Service Provider before you agree to use the relevant logistics services.
- We reserve the right to occasionally update, revise, modify or amend the Terms, and such modifications shall become effective immediately upon posting to the Website. You are advised to check the Terms from time to time. You understand and agree that your continued access or use of ONESHIP and the Services constitutes your acceptance of the modified Terms. We endeavour to provide you with notice of any meaningful modification to the Terms either through email or notification within ONESHIP, but our failure to do so shall not excuse your obligation to comply with any such modified Terms from time to time.
- “Buyer” refers to any of your customers, who purchases Goods from your Store Websites and would receive the Parcel of Goods delivered by a Logistics Service Provider.
- “Goods” refers to a commodity that Buyers purchase from your Store Websites.
- “LogisticsService Provider” refers to the logistics services providers which are authorized by us or our affiliates from time to time under transport services contracts or any other agreements to provide actual logistics services hereunder, including but not limited to the inbound, handling, warehousing, dispatch from warehouse, cash on delivery, international transportation, customs clearance in the country of departure and country of destination, and delivery in the country of destination (the “logistics services”).
- “Fee” refers to the service fees which we charge for the provision of the Services, including but not limited to the monthly/annual subscription fee (the “Subscription Fee”), the fees and expenses in connection with the logistics services provided by Logistics Service Providers (the “Logistics Solution Service Fee”), and charges for other value-added services (the “Value Added Service Fee”), and excluding any tax or duty unless otherwise specified. Details of the relevant Fee are set out in this Website.
- “Parcel” refers to, upon placing an Order by you on ONESHIP and you engaging us to provide the Services for the Goods purchased by the Buyers, any parcel of goods, and delivered to the Logistics Service Provider in good condition for the logistics services. The size and weight of the package are subject to the requirements set out in the ONESHIP Rules in respect of the logistics services of the applicable logistics service provider.
- “Order” refers to a logistics solution service order between you and us or (where applicable) the Logistics Service Provider via ONESHIP pursuant to which we will arrange for the relevant Logistics Service Provider or (where applicable) the relevant Logistics Service Provider will arrange to provide the logistics services in relation to the Parcel and/or to deliver the Parcel under the Order to the venue designated by you for the receipt of Goods.
- “ONESHIP Representative” refers to any of our employees or that of our affiliates that is designated to serve as our points of contract for you. ONESHIP Representative may be changed or altered by us from time to time.
- “Store Websites” refers to your e-commerce store website(s) powered and supported by any third parties which are integrated with ONESHIP under your permit and authorization.
- “Third-party Account” refers to the valid user account you maintain in your or your employer’s own name and capacity with the relevant Logistics Service Provider.
- “Third-party Service Fee” refers to the fees and expenses charged by the Logistics Service Provider for the provision of the specific logistics services if you select to use the Third-party Account Services. Such fee is mutually agreed between you and the relevant Logistics Service Provider and is not published on ONESHIP.
- In order to create an account with ONESHIP for the Services (“ONESHIP Account”, which include any sub-accounts created thereunder), you agree that you will provide true, accurate, current and complete information as required and will promptly update such registration information as necessary. Subject to the section below, the person signing up for the Services will be the contracting party for the purposes of the Terms and will be the person who is authorized to use ONESHIP Account. Access to, and use of, ONESHIP Account is restricted to authorized users only.
- If you are accepting these terms on behalf of a company, organization or other legal entity (the “legal entity”), you represent and warrant that (a) you legally represent the legal entity or are authorized to do so, (b) the legal entity you represent agrees to be bound by the Terms, and (c) the legal entity you represent is not barred from agreeing and accepting the Terms or using the Services under applicable laws.
- We may, in our sole discretion, reject an application for ONESHIP Account, refuse to offer access to or use of ONESHIP or the Services by any person or change eligibility criteria at any time.
- You hereby agree: (a) to be responsible for maintaining the confidentiality of password(s) and account information of ONESHIP Account, and not to share or transfer such password(s) and account information to any third parties, (b) to be responsible for all activities that occur under your ONESHIP Account or as a result of your access to ONESHIP Account, and (c) to keep your account information up-to-date and accurate at all times, including a valid email address.
- If you become aware of or suspect any unauthorized use of your ONESHIP Account, or any known or suspected security breach such as disclosure of your password or theft of your account information, you should notify us immediately. You may be held liable for losses incurred by us or any other users of ONESHIP or the Services due to someone else using information of your ONESHIP Account as a result of your failing to keep your ONESHIP Account secure and confidential.
- Individuals under the age of 18 (or who are considered minor under the applicable law) must at all times use ONESHIP or the Services only in conjunction with and under the supervision of a major parent or legal guardian. In this case, the adult is deemed to be the user and is responsible for any and all activities.
- We will provide the following services (the “Services”): (a) the account services of ONESHIP, (b) select for you the optimal logistics solution through data accumulation and analysis, and, through cooperation with the Logistics Service Provider, (c) purchase for you the specific logistics services from the Logistics Service Provider; (d) integrate specific logistics services of Logistics Service Provider to ONESHIP where you can place Order for such logistics service using your own Third-party Account via ONESHIP (i.e. the Third-party Account Services); (e) subject to otherwise provided herein, inquire about the details of the logistics services and status of your parcels and lodge complaints about Logistics Service Providers in accordance with ONESHIP Rules in respect of the logistics services of the applicable Logistics Service Provider; (f) all software, data, reports, text, images, sounds, video, and content made available through any of the foregoing; and (g) other services as may be supplemented on ONESHIP from time to time. We reserve the right to appoint and alter the Logistics Service Providers for the provision of the relevant Services on ONESHIP from time to time without notice.
THIRD-PARTY ACCOUNT SERVICES
- ONESHIP also partners with the Logistics Service Providers so that you can use your own Third-party Account to place Order via ONESHIP for specific logistics services with the relevant Logistics Service Providers (the “Third-party Account Services”). Any use by you of Third-party Account Services offered or recommended through ONESHIP is entirely at your own risk and discretion, and it is your responsibility to carefully review the terms and conditions and privacy policies of the relevant Logistics Service Provider. If you select to use any Third-party Account Services, you hereby agree to be bound by any additional terms and conditions applicable to the services provided by such Logistics Service Provider. We do not provide any warranties or make any representations with respect to Third-party Account Services. Please refer to the section headed “Links to Third Party Websites / Third Party Services” for other limitation of the Third-party Account Services.
- You hereby warrant and represents that, when you provide the Third-party Account to ONESHIP and at all times during your use of Third-party Account Services via ONESHIP, you are authorized to use the Third-party Account and you are not infringing any third parties’ rights in doing so. You agree to hold us harmless if you are in breach of the aforesaid warranty and representation. We may in our sole discretion suspend your access to the Third-party Account Services via ONESHIP if we reasonably believe there is misuse of any Third-party Account by you.
- For the avoidance of doubt, the sections headed “Service Fee and Settlement” and “Complaints and Compensation” below shall not apply to the Third-party Account Services. We will not publish the charging rates of the Third-party Service Fee on ONESHIP nor involve in settlement of the same, which shall be entirely a matter between you and the relevant Logistics Service Provider. It is your sole responsibility to settle any Third-party Service Fee and/or disputes with the relevant Logistics Service Provider.
- If we receive from you any inquiries, complaints or claims with regard to Third-party Account Services, we will direct you to the relevant Logistics Service Provider for further handling. We are not responsible for the products and services provided by such Logistics Service Provider. You hereby discharge us and ONESHIP from any responsibilities or liabilities in connection with your use of Third-party Account Services.
- The Third-party Account Services are provided on an “as is” and “as available” basis. You acknowledge, understand and agree that we may in our sole discretion to appoint or alter any Third-party Account Services at any time for any reasons and we are not liable to you in respect thereof.
SERVICE FEE AND SETTLEMENT
- We may offer a number of membership plans, and each may have differing conditions and limitation, which will be disclosed at this Website, at your subscription of membership plan or in other communications made available to you.
- You hereby agree to and accept the applicable charging rate for the Fee notified by ONESHIP Representative or publication on ONESHIP.
- To use ONESHIP, you must provide us with one or more current, valid, accepted method of payment, as may be updated from time to time, to pay for all incurred and recurring Fees and/or for transfer of funds (such as collection from cash on delivery service). We will charge the Fee to any valid payment method that you authorize (“Authorized Payment Method”) for payment of such Fee, and we will continue to charge the Authorized Payment Method that you designate for auto-payment of the applicable Fee until the Services are terminated, and any and all outstanding amounts have been paid in full. You may be required to deposit a minimum amount (for example, US$1) for authorizing us to charge the Authorized Payment Method and such amount will be returned to you (normally within seven (7) days).
- Subscription Fee is paid in advance and will be billed in monthly or (where applicable) annual intervals (the “Billing Period”). Top-up is paid in advance in an amount as we in our sole discretion consider reasonable and shall be maintained in your ONESHIP Account at all times during your use of ONESHIP to pay for all incurred and recurring Logistics Solution Service Fee. Unless otherwise agreed between you and US, Logistics Solution Service Fee and Value-added Service Fee will be charged from time to time in such intervals at our discretion.
- You authorize us to charge any Authorized Payment Method associated to your ONESHIP Account in case your primary Authorized Payment Method is declined or no longer available to us for payment of the applicable Fee. If a payment is not successfully settled, due to expiration, insufficient funds, or otherwise, and you do not cancel your ONESHIP Account, we may suspend your access to the Service until you fully pay up any outstanding amounts. We shall not be liable for any associated losses or damages.
- You can update your Authorized Payment Methods. Following any update, you authorize us to continue to charge the applicable Authorized Payment Method(s).
- The Top-up will be subject to a period of validity (the “Valid Period”) during which any Logistics Solution Service Fees incurred will be deducted from the Top-up or, if authorized by you, charged to your Authorized Payment Method. The Top-up is non-refundable and may not be transferred, sold or exchanged for cash. We reserve the right to forfeit any remaining balance of the Top-up upon expiry of the Valid Period. In the event that the balance of the Top-up becomes negative or we are not able to deduct the relevant Logistics Solution Service Fee from the Top-up or charge any of your Authorized Payment Method, we may suspend and revoke access to your ONESHIP Account and the Services until you pay up any outstanding Fees. We shall not be liable for any associated losses or damages.
- You acknowledge that the quotations for Logistics Solution Service Fee are based on the information provided by you, including, but not limited to, sender’s address, receiver’s address, weight, dimensions, and value of the items. In the event a shipping label is generated using ONESHIP Account and there is a discrepancy between the Logistics Solution Service Fee charged by us at the moment you purchases a shipping label and the costs for the shipment charged by Logistics Service Providers to us due to incorrect information that you provided, including, but not limited to, incorrect weight, dimensions, value of the item(s), addresses, declaration of residential address, or any other information critical to estimate Logistics Solution Service Fee, you will be responsible for such discrepancy amount. We specifically disclaim any liability for any Logistics Solution Service Fee errors due to inaccurate or incomplete information provided by you. We are not responsible for any changes or alteration of the Logistics Solution Service Fee arising from such errors. We will make reasonable efforts to bill such discrepancy amount to your account in a timely manner but we make no representations or warranties regarding the amount of time needed to complete processing.
- In case of any change to the charging rate for the Fee and scope of services under each membership plan, we will publish such changes on ONESHIP or have ONESHIP Representative notify you in a timely manner. Such changes shall take effect immediately after the publication or notification thereof.The updated charging rate for the Fee shall be applicable to you after the publication or notification of updated charging rate. If you disagree with such change, you shall stop using ONESHIP or the Services. By continuing using ONESHIP and the Services, you shall be deemed to accept the updated charging rate for the Fee.
- Upon receipt of invoices from us, you agree to pay the relevant Fee in the amount as set out therein within 14 days from the date of the relevant invoices, or such other period as specified in the relevant invoices.
- We reserve the right to (i) charge interest on any overdue sum if all or any part of the relevant invoice remains unsettled after the due date; and (ii) suspend or terminate your right to access or use any part of the Services if all or any part of the relevant invoice remains unsettled within 30 days from the date of the relevant invoices.
- To the extent permitted by the applicable law, all payments are non-refundable, and we do not provide refunds or credits for any partial subscription period out of the Billing Period or unused Top-up in any circumstances, including early termination of the Services.
- We may, in our absolute and sole discretion, deduct from the balance or amount due from us to you any monies due from you to us hereunder including, but not limited to, the Logistics Solution Service Fee, the Subscription Fee, and any taxes, expenses or penalties incurred by you (including but not limited to illegal consignment, embargoes/restrictions, or violation of import/export country/region laws and regulations, all fees related to return or processing, any related taxes, fees, fines charged by government agencies).
- We reserve the right to require from you a direct debit authorization, a deposit, personal guarantee, an advance or other means from time to time, based on your usage of the Services, to secure your obligations and liabilities under these Terms. We will notify you of such request in writing if applicable.
YOUR RIGHTS AND OBLIGATIONS
- You shall provide us with your full name (and in the case of a legal entity, full legal name), valid bank account information and contact information as well as any supporting documents requested by us, for the purpose of our performance of the Terms.
- You represent that the information provided by you for the purpose of delivery of Parcels (e.g. the recipient’s name and address, value of the Goods, information for custom declaration and clearance) is accurate and complete. We do not assume any liability for a failure to make delivery or a wrong delivery caused by any erroneous or illegible information provided by you.
- You further undertake to us that you will comply with ONESHIP Rules (including any changes and updates thereto) at all times, including but not limited to reasonably packing, sealing and labeling the Parcel and attaching the Parcel with a waybill following the packing guidelines issued by the relevant Logistics Service Provider. You acknowledge that you will review and understand any changes and updates to ONESHIP Rules.
- Subject to the terms and conditions of the Terms, you may access and use the Services only for lawful purposes. All rights, titles and interests in and to the Services and its components will remain with and belong exclusively to us, our affiliated companies or third parties. You shall not (a) sublicense, resell, rent, lease, transfer, assign, time share or otherwise make ONESHIP or the Services available to any third party without our written consent; (b) use ONESHIP and the Services in any unlawful manner (including without limitation in violation of any data, privacy or export control laws) or in any manner that interferes with or disrupts the integrity or performance of, or damages, disables, overburdens, or impairs ONESHIP or the Services or its components, or otherwise violates the Terms, or (c) modify, adapt or hack ONESHIP and the Services to, or otherwise attempt to gain unauthorized access to the Services or its related systems or networks, or create other websites, applications, features, software or functions so as to falsely imply that it is associated with ONESHIP or us.
- By using ONESHIP and the Services, you shall:
- We reserve the right to access your ONESHIP Account in order to respond to your requests for technical support. You understand that the operation of the Services, including your Content, may be unencrypted and involve (a) transmissions over various networks; (b) changes to conform and adapt to technical requirements of connecting networks or devices and (c) transmission to our third-party partners and vendors and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to operate and maintain the Services. Accordingly, you acknowledge that you bear sole responsibility for adequate security, protection and backup of your Content. We will have no liability to you for any unauthorized access or use of any of your Content, or any corruption, deletion, destruction or loss of any of your Content.
- If you use cash on delivery services through ONESHIP, you hereby acknowledge and agree, if a Parcel is not successfully delivered to the recipients for reasons such as the Logistics Service Provider has attempted but failed to contact the recipients or the Parcel is being rejected by the recipients, you are still liable to pay any fees, costs and expenses incurred in connection with the cash on delivery services, including but not limited to cash on delivery surcharges, forwarding and/or returning shipping fees, and other surcharges as informed by ONESHIP Representative to you, where appliable.
(i) comply with any applicable local, state, national or international law, or any regulations having the force of law (including, but not limited to, those governing national security, anti-terrorism, anti-money laundry, export control, anti-discrimination, personal data and privacy or false advertising);
(ii) comply with all requirements, procedures, policies regarding access to and use of ONESHIP and the Services as may be published on ONESHIP or notified to you from time to time, including but not limited to ONESHIP Rules;
(iii) not post or upload any Prohibited Content (as defined below) on ONESHIP or which you do not have a right to upload under any law or under contractual or fiduciary relationships;
(iv) not ship through ONESHIP or the Services any Parcels and Goods containing prohibited, restricted or unacceptable mailing items under any laws and regulations of the country or territory of origin, the destination, or any sites through which such Parcels and Goods travel, or the applicable policies of the relevant Logistics Service Providers;
(v) not infringe any intellectual property, proprietary rights or legitimate interest of any third party (by way of counterfeiting, etc.);
(vi) not harvest or otherwise collect information about others, including e-mail addresses, without their prior written consent;
(vii) not take any action that imposes, or may impose, in our sole discretion, an unreasonable or disproportionately large load on the infrastructure or otherwise be disruptive including but not limited to “flooding” any group with posts;
(viii) not circumvent or manipulate our fee structure, the billing process or fees (where applicable) owed to the us;
(ix) not distribute or post advertising or promotional materials, including junk mail, spam, chain letters, pyramid schemes, or any other form of unsolicited or unwelcome solicitation;
(x) not distribute through ONESHIP or the Services of any viruses, worms or any other technologies that may harm or cause detriment to our interests or the interests or property of other ONESHIP users;
(xi) not defame, abuse, harass, stalk, threaten or otherwise breach the legal rights (such as rights of privacy and publicity) of others;
(xii) not copy, modify and/or distribute content from ONESHIP and its sub-domains, including our copyrights and trademarks;
(xiii) impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity; or
(xiv) obtain or attempt to access or otherwise obtain any materials or information through any means not intentionally made available or provided for through ONESHIP or the Services.
You are solely responsible for all activity and content such as data, information, feedback, suggestions, text, content and other materials (the “Content”) that you upload, post, deliver, provide or otherwise transmit, display or store on or in connection with your ONESHIP Account. We have the right, but not the obligation, to monitor your activity and the Content on ONESHIP and in connection with the Services, and to disclose any of the Content if required to do so by law or governmental or regulatory authorities or in the good faith belief that such action is necessary to (i) comply with a legal or regulatory obligation, (ii) protect and defend our rights or property, (iii) act in urgent circumstances to protect the personal safety of users of ONESHIP and the Services or the public, or (iv) protect against legal liability. You further agree that we may remove or disable any Content at any time for any reason (including, but not limited to, upon receipt of claims or allegations from third parties or authorities relating to such Content), or for no reason at all.
You represent and warrant that the Content shall not:
(i) contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
(ii) be false, inaccurate, misleading, fraudulent, unlawful, harmful, threatening, abusive, harassing, tortious, excessively violent, defamatory, vulgar, obscene, pornographic, libellous, invasive of another’s privacy, hateful racially, ethnically or otherwise objectionable, or involving any transactions of illegal, counterfeit or stolen items, in our sole judgment;
(iii) infringes any intellectual property, proprietary rights or legitimate interest of any party, or rights of publicity or privacy;
(iv) poses or creates a privacy or security risk to any person;
(v) contain or transmit any code of a destructive nature that may damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information; or
(vi) expose us to any harm or liability or cause us to lose (in whole or in part) the services of our internet service provider or other suppliers; or link directly or indirectly, reference or contain descriptions of goods or services that are prohibited by the Terms or applicable laws,
item (i) to (vi) above are collectively referred to as “Prohibited Content”.
RIGHTS AND OBLIGATION OF ONESHIP AND LOGISTICS SERVICE PROVIDERS
- We will not provide Logistics Solution Services for prohibited, restricted or unacceptable mailing items. The Logistics Service Providers will not accept prohibited, restricted or unacceptable mailing items. Scope of prohibited, restricted or unacceptable mailing items shall refer to ONESHIP Rules and the regulations of the countries or regions where relevant actual logistics services are involved. If there exists any disagreement regarding whether a specific item is the restricted or prohibited item, the relevant Logistics Service Provider’s guideline or policy, as notified by ONESHIP Representative or published on ONESHIP from time to time, shall prevail. In case that any prohibited or restricted mailing items are found, you acknowledge that ONESHIP and Logistics Service Providers will be entitled to deal with the Goods and Parcels in accordance with the section below without being held liable for breach of contract in any way whatsoever.
- After the Logistics Service Provider receives a Parcel, it reserves the right to, during the course of security inspection, unpack and examine the Parcel or Goods dispatched by you to verify whether they include any prohibited/restricted mailing items or violate any applicable rules or regulations. In case of any disparity between a Parcel and the information specified in the relevant Order, or any damage in the external package of a Parcel (e.g. any severe damage or deformation of the outer packing, a failure to comply with the maximum volume or weight specifications, loss of information on a delivery order or obvious involvement of any goods whose exportation is expressly prohibited or restricted under laws and regulations, or a violation of air transportation safety regulations, hereinafter collectively referred to as the “Problematic Parcel”), the Logistics Service Provider shall have the right to refuse to accept the Parcel and refuse to provide you with the logistics services under the Order, without being held liable for breach of contract. The Problematic Parcel which the Logistics Service Provider refuses to accept may be destroyed or returned to you by the courier services company authorized by you at your sole cost and expense. Under such scenario, we are not liable for any losses incurred by you. If the Logistics Service Provider discovers the Problematic Parcel after accepting it, the Logistics Service Provider is entitled to return the Problematic Parcels to you at your sole cost and expense. We will charge or pass through to you any related freight charge and expense incurred by us or the Logistics Service Provider pursuant to the Terms.
- The geographic scope of delivery service committed by the Logistics Service Provider is set out in the Order, the applicable ONESHIP Rules, or is made available to you through ONESHIP, as the case may be. We and the Logistics Service Provider may adjust the geographic scope of delivery as needed from time to time. Your continuing use of the Services constitutes your acceptance of the adjusted geographic scope of delivery.
- The pick-up and delivery schedule and transit time set out in ONESHIP Rules or otherwise made available to you is for indicative purpose only and shall not be construed as guaranteed timing. All deliveries may be subject to possible delays due to internal or external circumstances beyond reasonable control of ONESHIP and/or Logistics Service Provider such as the Force Majeure Events.
- You expressly acknowledge and agree that ONESHIP is a venue for users to manage collection and delivery of Parcels and store operation. We and ONESHIP are not involved in the actual transaction between a buyer and a seller. We only provide the Services with respect to the underlying transactions in accordance with the Terms, and do not transfer or guarantee the transfer of legal ownership of items from the seller to the buyer nor provide any explicit or implicit warranty for the legality and validity of your activities or the authenticity, legality, and quality of the Goods. You shall be solely responsible and liable for all of its Goods.
- We cannot guarantee continuous or secure access to ONESHIP and the Services, and operation of ONESHIP may be interfered with by numerous factors outside of our control. We and/or our suppliers and affiliates may at our own discretion make improvements or downtime maintenance for ONESHIP. We will endeavor to notify you through ONESHIP or by email or by other reasonable means before relevant improvement or downtime maintenance; however we shall not be held responsible for any of your losses due to such improvement or downtime maintenance.
- Neither we (or our affiliates) nor Logistics Service Providers bear those risks as to any damage or loss of the Parcel which take place after the Buyers have failed to take delivery of the Parcel within the prescribed time frame.
- Neither we (or our affiliates) nor the Logistics Service Providers shall be liable for any loss caused by any of your fault such as breach of the Terms (including but not limited to the fine or confiscation, destruction, or seizure in connection with any Parcel or Goods that are alleged to have infringed upon any intellectual property right), in which case you shall indemnify and hold harmless us and our affiliates or the Logistics Service Provider against any third-party claim against us and our affiliates or the Logistics Service Provider arising from your fault or breach of the Terms.
COMPLAINTS AND COMPENSATION
- If you have any grievance about the logistics services provided by a Logistics Service Provider under the corresponding Order, you may send a complaint email to email@example.com to initiate a complaint against the Logistics Service Provider.
- The time limit for accepting a complaint in respect of the relevant logistics services under an Order shall be governed by the terms and conditions of applicable ONESHIP Rules of the relevant Logistics Service Providers, and upon its expiration, no complaint in respect of the Order will be accepted. You shall, pursuant to different categories of complaint provided in the applicable ONESHIP Rules, lodge a complaint against a Logistics Service Provider within the prescribed time limit for relevant complaint, and shall be held liable for any losses as a result of any failure or rejection of such complaint due to lapse of such time limit. You shall, upon the lodgment of complaint, produce relevant evidence to us within the time limit for production of evidences, and shall be held liable for any consequences and losses if you fail to do so within such prescribed time limit.
- In relation to a complaint lodged by you after the Buyer has acknowledged receipt of the underlying Parcel subject to the complaint, we shall not be held liable for any compensation therefor unless otherwise agreed herein.
- You acknowledge and agree that the type and standard of compensation hereunder shall be governed by the applicable ONESHIP Rules of the relevant Logistics Service Providers who provide logistics services under the relevant Orders. Please refer to the applicable ONESHIP Rules for details of the compensation standard.
LINKS TO THIRD PARTY WEBSITES / THIRD PARTY SERVICES
- Any websites referenced or linked to ONESHIP (the “Linked Websites”) are not under our control and we are not responsible for the content of any Linked Website including, without limitation, any link contained in a Linked Website, or any changes or updates to a Linked Website. We are not responsible for webcasting or any other form of transmission received from any Linked Website. We are providing these links to you only as a convenience, and the inclusion of any link does not mean we endorse the site or have any association with its operators. The reference to or links to third-party websites or third-party services does not constitute and will not be construed as constituting, an endorsement, authorization, sponsorship, affiliation by or with us or ONESHIP with respect to such third-party websites or services. This Terms do not cover your interaction with Linked Websites or any other third-party sites or services.
- If you choose to use third-party services (including any Third-party Logistics Service), you also agree to be bound by the additional service-specific terms applicable to such services. Any use by you of third-party services offered or recommended through ONESHIP is entirely at your own risk and discretion, and it is your responsibility to carefully review the terms and conditions and privacy policies of any third-party services. We do not provide any warranties or make any representations with respect to third party services.
- If you enable or install any third-party service (including any Third-party Logistics Service) for use with the Services, you grant us permission to allow the applicable third-party service provider to access your data, contents and materials and take other actions as required for the interoperation of the third-party service with the Services. Such transmission of data, contents and materials is between you and the third-party service provider.
- You hereby agree to indemnify and hold us and our shareholders, subsidiaries, affiliates, officers, directors, agents and employees harmless from any claim or demand, including reasonable attorneys’ fees, arising out of your use of third-party services or your relationship with a third-party service provider.
- You acknowledge and agree that we may, for the purpose of performing the Services and arranging for the applicable Logistics Service Providers to fulfill the Orders placed by you, retrieve from ONESHIP the information regarding the Buyers and the relevant transaction, including but not limited to name, telephone number, address for the receipt of Goods and Parcels, email address and the information about his/her identify, etc.
- You must comply with all applicable laws and regulations governing your collection, storage, processing, use, disclosure and transfer of any personal information of the Buyers. You hereby undertake to us and the Logistics Service Providers that you have obtained and shall obtain all requisite consents from the Buyers whose information is provided to us and the Logistics Service Providers through the placement of Order on ONESHIP or otherwise and you have the legal right and authorization to provide such information to us and the Logistics Service Providers.
- Certain services made available via ONESHIP may be delivered by third parties. By using any product, service or functionality originating from ONESHIP, you acknowledge and consent that we may share such information and data with any third party with whom we have a contractual relationship to provide the requested product, service or functionality to you.
TERM AND TERMINATION
You may terminate your ONESHIP Account at any time by sending a cancellation request to firstname.lastname@example.org . We may terminate the Terms and your ONESHIP Account without any reason with reasonable prior notice. Termination shall be without prejudice to any rights or obligations, which arose prior to the date of termination.
Upon termination of the Services and ONESHIP Account by either party:
(i) we will cease to provide you with the Services and you will no longer be able to access your ONESHIP Account;
(ii) you will not be entitled to any refunds of any Fees, pro rata or otherwise; any outstanding balance owed to us for your use of the Services through the effective date of such termination will immediately become due and payable in full; and
(iii) you will no longer have access to the data and content in your ONESHIP Account; we will be under no obligation to retain or store any data or content of your ONESHIP Account thereafter.
Without limiting any of its other rights and remedies, we reserve the right to immediately suspend or terminate your ONESHIP Account if you are in breach of any terms of the Terms or we suspect that you have submitted inaccurate information or your ONESHIP Account may be compromised or used for fraudulent purposes or improper activities.
INTELLECTUAL PROPERTY RIGHTS
- ONESHIP and any of ideas, websites, designs, processes, code, technology, software, copyrights, logos, domain names, patents, trade secrets, trademarks, products and materials in connection with ONESHIP and the Services (“ONESHIP Property”) are owned by us, our affiliated companies or licensors, as the case may be. Nothing contained hereunder shall be deemed to grant you any rights to the intellectual property rights contained in the ONESHIP Property.
- Other than as permitted herein, you shall not (and you shall not permit others to), directly or indirectly, modify, translate, decompile, disassemble, or reverse engineer any part of ONESHIP Property, or otherwise attempt to discern the functioning or operation of ONESHIP or the Services; or copy, rent, lease, distribute, or otherwise transfer any or the rights that you receive hereunder. You shall not (and you shall not permit others on your behalf to): (i) use any robot, spider, scraper or other automated means to access ONESHIP or the Services for any purpose without our express written permission, (ii) interfere or attempt to interfere with the proper working of ONESHIP or any activities conducted on ONESHIP, or (iii) bypass any measures we may use to prevent or restrict access to ONESHIP or the Services.
- With respect to all feedback, data and information provided by you to us and ONESHIP, you hereby grant us and our affiliates the perpetual and irrevocable rights worldwide: (1) to duplicate, use and disclose the aforesaid information for the purpose of providing the Services pursuant to the Terms; (2) to conduct customized analysis and evaluation with respect to the Information in order to modify, improve or optimize the Services.
- You hereby acknowledge and agree that we may compile aggregate results from all of, or a selection of your use of ONESHIP and the Services, provided that we shall not disclose any information that would individually identify you (“Aggregate Information”), except for otherwise permitted under the Terms. Such Aggregate Information shall be deemed to be our confidential information. You also hereby agree that we may review and use your individual use of ONESHIP and the Services in order to provide Services to you, to evaluate our provision of the Services, and to improve our Services offerings.
- You are welcome to provide any ideas and suggestions regarding improvement to the Services. In no event shall the provision of such feedback be subject to any obligation of confidentiality or expectation of compensation. By submitting any feedback to us (whether directly or indirectly), you waive any and all rights in it and acknowledge that we will be free to implement or modify it if desired.
- You hereby agree to give us the non-exclusive and royalty-free right and license to use the names, trademarks, service marks and logos associated with you to promote ONESHIP and the Service.
DISCLAIMER AND LIMITATON OF LIABILITY
- ONESHIP and the Services are provided on an “as is” and “as available” basis. To the maximum extent permitted by applicable law and except otherwise provided herein, we make no other representations or warranties of any kind, express or implied, as to ONESHIP and the Services, or the information or content contained on ONESHIP. You acknowledge and agree that we provide the Services for your convenience only. To the maximum extent permitted by applicable law, ONESHIP disclaims any express or implied warranties of any kind, including without limitation the implied warranty of merchantability or fitness for a particular purpose, or non-infringement of third-party rights.
- Without prejudice to liability caps or limitations set forth in the Terms or in ONESHIP Rules and to the maximum extent permitted by the applicable law, ONESHIP’s cumulative liability to you shall be limited to direct damages, and in all events shall not exceed in the aggregate the amount of Fees paid by you to us during the three (3) month period immediately preceding the event giving rise to the claim for liability. This limitation of liability applies regardless of the legal theory on which the claim is based, including, without limitation, contract, tort (including negligence), strict liability, or any other basis. The limitations apply even if we have been advised of the possibility of such damage.
- You expressly acknowledge and agree that we shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses resulting from the use of or inability to use ONESHIP and the Services.
- You shall indemnify and hold ONESHIP, its affiliates, and their respective directors, employees, agents and service providers harmless for and against any and all damages, losses, costs and expenses arising out of or resulting from (a) any breach of any representation, warranty or covenant made by you contained in the Terms; or (b) any breach of any provision of the Terms or ONESHIP Rules by you.
- You acknowledge that we have agreed to indemnify and hold the Logistics Service Providers harmless for some, and in some cases, all of your liabilities under separate agreements between us and/or our affiliates and the Logistics Service Providers. Insofar as we or our affiliates becomes liable to the Logistics Service Providers or any other third party for any penalties, fines, fees, or other liabilities under or in respect of the agreements between us or our affiliates and the Logistics Service Providers concerning your use of the logistics services hereunder, you agree to indemnify and hold us and our affiliates harmless from and against any and all such liabilities.
- You expressly acknowledge and agree that we shall not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses resulting from the use of or inability to use ONESHIP and the Services.
- Information and opinions received via ONESHIP should not be relied upon for legal or financial decisions and you should consult an appropriate professional for specific advice tailored to your situation.
- The provisions of the foregoing disclaimer and limitations of liability shall apply to the fullest extent permitted by law in the applicable jurisdiction.
Neither we (and our affiliates) nor Logistic Service Provider shall be liable for any loss, damage or delay in delivery of the Parcel arising from any of the following reasons(the “Force Majeure Events”):
(i) failure of or delay in providing services due to insurrection, uprising, riot, fire, flood, strike, storm, explosion, war, government act, lockdown, border control, detention and inspection by customs, orders of international or domestic courts, epidemic or pandemic (existing or subsequently declared), or other force majeure events;
(ii) system upgrade, maintenance, downtime, or unexpected failure of ONESHIP;
(iii) deterioration, quantitative change, damage or loss due to flaws and inherent defects of the Goods;
(iv) other circumstances stipulated under ONESHIP Rules;
(v) other reasons agreed by the parties or stipulated by the laws.
ONESHIP CONTRACTING PARTY
- The “ONESHIP Contracting Party” is the party with which you are entering into the Terms. Your ONESHIP Contracting Party, and the governing law of the Terms and dispute resolution method for the performance of the Terms shall be determined in accordance with the following:
|Your Billing Country/Region||ONESHIP Contracting Party||Governing Law and Dispute Resolution|
|Singapore||Shopline Commerce Pte. Ltd., a private company registered in Singapore under registration number 202013665N||The law of Singapore. The courts of Singapore shall have exclusive jurisdiction.|
|Malaysia||Shopline (M) Sdn. Bhd., a private company registered in Malaysia under registration number 1305261-V||The law of Malaysia. The courts of Malaysia shall have exclusive jurisdiction.|
|Vietnam||Shopline Vietnam Company Limited, a private company registered in Vietnam under company number 0316320302||The law of Vietnam. The courts of Vietnam shall have exclusive jurisdiction.|
|Thailand||Shopline (Thailand) Co., Ltd., a private company registered in Thailand under registration number 0105563045993||The law of Thailand. The courts of Thailand shall have exclusive jurisdiction.|
|Hong Kong||Shopline Solutions Limited, a private company registered in Hong Kong under registration number 2957561||The law of Hong Kong. The courts of Hong Kong shall have exclusive jurisdiction.|
|People’s Republic of China (the PRC)||Shenzhen Shanglian Logistics Co., Ltd. (深圳商链物流有限公司)，a private company registered in the PRC under registration number 91440300MA5GHNJ4XG||The law of PRC. The courts of PRC shall have exclusive jurisdiction.|
|Taiwan||Shopline Technology Corporation Limited (商線科技股份有限公司)，a private company registered in Taiwan under registration number 24973192||The law of Taiwan. The courts of Taipei shall have exclusive jurisdiction.|
|Any other country or region||Shopline Solutions Limited, a private company registered in Hong Kong under registration number 2957561||The law of Hong Kong. The courts of Hong Kong shall have exclusive jurisdiction.|
- You acknowledge that unless otherwise agreed, we may provide the Services to your competitors and make no promise of exclusivity in any particular market segment.
- Any failure by us to enforce or exercise any provision of the Terms, or any related right, will not be a waiver of that provision or right. Any rights not expressly granted in any provision of these Terms are reserved.
- We may provide you with notices by email (being the primary email linked to your ONESHIP Account), regular mail, postings on ONESHIP, or other reasonable means now known or developed in the future. You hereby agree that, in the use of ONESHIP and the Services, all of the your intentions may be expressed by electronic means. You replying “agree”, “confirm”, “accept” or similar terms on ONESHIP or to ONESHIP Representative shall constitute your consent and agreement to the subject matter thereof.
- If any provision of the Terms is found or determined to be invalid or unenforceable under any applicable law, the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the Terms will continue in effect.
- You hereby acknowledge and agree that (a) we are not an agent, representative, contractor or partner of the Logistics Service Providers and vice versa; and (b) we are not your agent, representative, contractor or partner and vice versa.
- The Logistics Service Providers shall be intended third party beneficiaries of the Terms. If you and the Logistics Service Providers may be deemed to have formed any contract or established any contractual relationship, we shall be an intended third party beneficiary of such contract or contractual relationship and shall have the right to enforce the terms thereof against you.
- Our performance of the Terms is subject to prevailing laws. Nothing contained in these Terms affects or prohibits our ability to comply with or respond to governmental, court and law enforcement requests or requirements relating to your use of ONESHIP and the Services or information provided to or gathered by us with respect to such use.
- Unless otherwise specified, these Terms constitute the complete and exclusive statement of the mutual understanding between you and us with respect to ONESHIP and the Services and it supersedes all prior communications and proposals, whether electronic, oral or written, between you and us with respect to ONESHIP and the Services, except as otherwise provided in these Terms.
- You may not assign or otherwise transfer any rights and obligations hereunder, without our prior written consent, which we may refuse in our sole discretion. We shall have the right to assign any part of or all of our rights and obligations under the Terms (by way of novation or other options in our absolute discretion) to an affiliate or a related third party based on its business adjustment. You hereby consent to such assignment and agree to execute any necessary documents to effectuate such assignment or novation.
- The Terms may be prepared in multiple languages versions. Should there be any inconsistency, discrepancy or conflict between the English version and the foreign language version, the English version shall prevail.
- You acknowledge that the Terms is a contract between you and us, even though it is electronic and is not physically signed by you and us, and it governs your use of ONESHIP and the Services. A printed version of the Terms and of any notice given in electronic form, will be admissible in judicial or administrative proceedings based upon or relating to the Terms to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.