Welcome
Peregrine Ship operates the websites at peregrineship.com and platform.peregrineship.com, offering a Software-as-a-Service platform. By registering, purchasing, or using the services you agree to these Terms of Use, which apply to all users including visitors, suppliers, merchants, and content providers.
These Terms incorporate the Privacy Policy and other relevant policies by reference. This constitutes a legally binding contract between you and the Company regarding website, platform, and service usage.
1. Definitions
- User: all registered and unregistered website/platform users, including vendors, resellers, and their agents.
- Services: offerings through the website and platform, including product display, sourcing, supply chain management, warehousing, and order fulfillment.
- Vendor: suppliers providing products or services to the Company, resellers, or customers.
- Reseller: dropshippers and resellers (individuals or organizations) using platform services.
- Customer: end consumers placing orders through resellers.
- Top-Up Balance: prepaid account balance covering service costs.
- Payment Method: valid credit card, debit card, or other payment option on file.
- Negative Balance: when the Top-Up Balance falls below zero.
2. Eligibility
Users must be at least 18 years old to register and use services. Those registering on behalf of an organization warrant they have the authority to bind that entity.
The platform is only available in specified geographical locations; the Company reserves the right to adjust availability.
In the interest of protecting children's privacy, we do not target our website or platform to users under the age of eighteen years.
3. Amendments
The Company may update the Agreement to reflect business practices, new features, or legal compliance. Updates are notified by changing the "last updated" date. Current versions supersede previous ones. Continuing platform use after published changes constitutes acceptance.
4. Maintenance
Scheduled or unscheduled maintenance may temporarily deactivate or suspend access. The Company shall not be liable to indemnify the user for any loss or damage as a result of such deactivation or suspension.
The Company may invite resellers to participate in platform testing via email or in-account messages.
5. Account Registration, Access, and Security
Browsing the website doesn't require account creation, but using account-gated features does. Account ownership belongs to the Company; users retain usage rights only during the valid agreement period. Accounts cannot be transferred, sold, lent, or jointly controlled without consent.
Users must provide accurate, current, and complete information. The Company may suspend or terminate accounts with false or incomplete information. All personal information is handled per the Privacy Policy.
Users are solely responsible for protecting login credentials. Password sharing is prohibited. The Company is released from liability for unauthorized account access. Users assume full responsibility for all account activity.
Unauthorized access or suspicious activity should be reported immediately; users acknowledge that reasonable processing time is required.
Multiple users accessing one account may cause irreparable harm. The Company will not compensate for losses from multi-user access and may suspend or terminate accounts without liability.
6. Site Modifications and Corrections
The Company aims for accuracy but cannot guarantee error-free content or operation. It reserves the right to modify the site and its content at any time.
7. Free Trial
The Company may offer paid subscription plans on a free trial basis. Trials expire on specified dates regardless of usage. Valid credit card or payment information is required at signup, though accounts won't be charged until the trial ends.
Free trials can only be used once per Reseller.
Accepting promotional upgrades during a trial period immediately terminates the trial. Free trial acceptance constitutes agreement to all applicable terms.
8. Subscription Payments and Cancellations
Different subscription plans are available on the website, quoted in USD. Subscription fees don't include applicable taxes or charges. Users access billing information and cancellation options through their account settings.
Subscription payments use Stripe as the payment processor. The Company doesn't collect or store credit card details; the payment processor manages this information.
The Company reserves the right to modify plans, fees, and cancellation policies. Subscription fee increases require at least 30 days' notice before charging. If users disagree, they may downgrade or cease using the platform.
Failed subscription payments trigger contact attempts. The Company reserves the right to downgrade or terminate subscriptions for non-payment. We will not be held responsible for any claims relating to loss of data, loss of revenue, or lost opportunity as a result of downgrading or termination.
9. Prepayment and Payment Terms
Top-Up Balance
Users engaging the Company for services beyond SaaS subscriptions must maintain a positive Top-Up Balance sufficient to cover anticipated costs. The Company has no obligation to commence or continue services with an insufficient balance. Minimum Top-Up Balance thresholds may be set or modified with reasonable notice.
Negative Balance
When the balance becomes negative, users must replenish to positive amounts within three business days of Company notification. During negative-balance periods, the Company may suspend all services without liability.
Payment Method on File
Users must provide and maintain a valid Payment Method as a condition for services beyond SaaS subscriptions. The Company is authorized to charge the Payment Method for: negative balances unpaid after three business days; outstanding fees or charges; costs exceeding available balance; and interest on past-due amounts.
Payment Method Maintenance
Users must ensure Payment Methods remain valid with sufficient credit or funds. Expired or invalid methods require replacement within five business days of notification. Failure constitutes material breach.
Failed Charges and Legal Recourse
If collection through Payment Methods fails, the Company will notify users in writing and allow five business days to cure. After that period, the Company may suspend services and pursue legal action for the full amount owed, including principal, interest at 18% per annum (or the maximum lawful rate), collection costs, attorney's fees, court costs, international enforcement costs, and collection agency fees.
Right of Set-Off
The Company may offset amounts owed against the Top-Up Balance, refunds, or products held on the user's behalf.
Lien on Inventory
The Company holds a general lien on all user products and inventory for unpaid sums. After 30 days unpaid, the Company may sell or dispose of products upon 14 days' written notice, applying proceeds to outstanding amounts and remitting any surplus to users.
Interest on Late Payments
Past-due amounts bear interest at 18% per annum or the maximum lawful rate, calculated daily and compounding monthly.
10. Account Termination
Terminated accounts cannot be accessed using credentials. Account cancellation doesn't release payment obligations for outstanding fees.
The Company may purge data for suspended, expired, and cancelled accounts at its discretion. Users are responsible for maintaining backups, especially before cancellation.
The Company may terminate accounts or suspend access under these circumstances:
- User violation of Agreement provisions
- User conduct harmful to the Company or other users
- Company discontinuation of services
- User failure to maintain a valid Payment Method
- User maintenance of a Negative Balance exceeding 10 business days
- User insolvency or insolvency proceedings
Upon termination: outstanding amounts become immediately due and payable; the Company may charge the Payment Method for all outstanding amounts; the Company's lien over inventory continues until full payment; and users must collect remaining inventory within 30 days, after which the Company may dispose of it and apply proceeds to outstanding amounts.
11. Email and Push Notifications
The Company provides push notifications and emails after obtaining authorization. Users may unsubscribe through provided functions.
Notifications include marketing, shipping changes, product recommendations, account changes, and other information. The Company shall not be liable for any loss caused by your failure to read the email or push notifications.
12. User Obligations
Users warrant reasonable service usage and acceptance of the Agreement and Company policies. Activities harmful or disruptive to the platform are prohibited. Users agree not to:
- Store, distribute, or publish information jeopardizing national security, insulting others, infringing rights, or containing illegal content
- Transmit viruses, worms, Trojan horses, or malicious code
- Harass, stalk, or disturb individuals on the platform
- Impersonate persons or entities or misrepresent affiliations
- Use robots, spiders, scrapers, or automated access without written permission
- Access the platform to build competitive offerings
- Establish direct vendor relationships without Company consent
- Sell or distribute products infringing intellectual property or prohibited by law
- File fraudulent chargebacks, payment disputes, or reversals
- Provide false, inaccurate, or misleading information
Users are strictly prohibited from using services for illegal activities. Compliance with local and customer-jurisdiction laws is required.
The Company may regulate platform conduct through automated and manual screening, filtering, blocking, deletion, and access termination. Users represent that platform usage complies with applicable laws without infringing third-party rights, and that business will be conducted professionally without deceptive or fraudulent practices.
The Company may delete listings, block emails or IP addresses, or terminate access immediately without notice for suspected breaches, without liability or penalty.
13. Intellectual Property
All Company Content including text, graphics, logos, trademarks, audio, video, software, and interactive features are Company-owned or licensed and subject to intellectual property protections. Unless expressly provided, users cannot reproduce, duplicate, copy, sell, resell, create derivative works, or exploit Company Content for commercial purposes. Unauthorized use may result in account suspension or termination.
Users cannot reverse engineer, decompile, disassemble, modify, adapt, translate, or discover source code without permission. Users cannot remove ownership statements or merge other software with the platform.
The Company respects intellectual property rights and opposes infringement. Users may report violations for necessary measures including deletion, blocking, or function restriction.
14. User Content
The Company doesn't claim ownership of user content including ratings, reviews, questions, and comments. Posting content grants a non-exclusive, royalty-free license to display, use, reproduce, modify, transmit, share, or publish content for any purposes without compensation or acknowledgment.
Users represent and warrant they possess the intellectual property rights to posted content and the authority to transmit it without violating third-party rights. Users grant the Company rights to identify them as content owners by name, username, or email.
Users understand that submitting feedback, ideas, and suggestions grants the Company full and exclusive exploitation rights without restrictions or compensation.
15. Confidentiality
The Company develops proprietary techniques, trade secrets, and confidential information. Users acknowledge potential contact with such information during service use. Confidential Information includes Company disclosures and information learned during service usage.
Users agree to maintain confidentiality and not disclose information to third parties without express written Company consent. Users must limit third-party access on a need-to-know basis. This provision survives Agreement termination.
16. Data Protection
Both parties must comply with applicable data protection and privacy laws, including Hong Kong's Personal Data (Privacy) Ordinance, GDPR (EU 2016/679), and other applicable legislation.
To the extent the Company processes personal data on the user's behalf (including customer shipping information, names, addresses, and phone numbers), it will: process data only per reasonable user instructions for service performance; implement appropriate protective measures; and promptly notify users of data breaches.
Users warrant they've obtained necessary consents and authorizations from data subjects for Company processing, including cross-border transfers to and from the People's Republic of China.
17. Interactions with Third Parties
The platform contains third-party website links and advertisements not under Company control. The Company is not responsible for any third-party links and ads and provides access only as a convenience without review, approval, monitoring, endorsement, or representation.
Business relationships and interactions between users and third parties are solely between those parties. Users release the Company from claims arising from third-party interactions.
Third-party terms and policies apply when clicking links. The Company is not party to third-party communications, transactions, disputes, or relationships, including payment and delivery matters.
18. Disclaimer
The Company makes no representation regarding the availability of products or services in any geographic location.
Although the Company takes reasonable steps to prevent viruses, worms, Trojan horses, or destructive materials, it and affiliates don't guarantee absence of such features. The Company and its affiliates, agents, licensors or other third party providers are not liable for any direct, indirect or consequential loss or damage attributable to such destructive features. Downloads occur at user discretion and risk.
The information displayed on this website/platform is provided "as is". The Company takes reasonable accuracy steps but cannot guarantee error-free content. The Company disclaims all warranties, express or implied, as to the accuracy of information and won't be liable for omission- or action-based losses.
All product images are illustrative only with possible color variations. Vendors provide all product information, and the Company neither represents nor warrants accuracy or legality. Users should contact the Company for product specifications and verify information before ordering or marketing products.
19. Indemnification
Users agree to release, defend, indemnify, and hold harmless the Company, its founders, affiliates, subsidiaries, shareholders, directors, and employees against claims, liabilities, damages, and expenses, including legal and accounting fees, arising from:
- User Agreement violation
- User gross negligence or willful misconduct
- Third-party rights infringement by users or those using their credentials
- User product sales or distribution procured through the Company
- User failure to comply with applicable laws or third-party platform requirements
- Tax liabilities, customs duties, or penalties from user operations
20. Limitation of Liability
In no event shall the Company, its directors, officers, employees, shareholders and agents be liable for any loss of profits, loss of opportunity, loss of data, loss of business, loss of goodwill, or indirect, incidental, special, or consequential damages.
Total Company liability shall not exceed the lower of: the price paid for the specific service or order at issue, or total fees paid in the preceding six months. This limitation of liability shall apply to the maximum extent permitted by law.
21. Parties' Relationship
The Agreement doesn't create a partnership, joint venture, agency, employer/employee, or similar relationship. The user–Company relationship is that of independent contractor. Both parties assume full tax liability and legal compliance responsibility. Users lack authority to bind the Company.
User assignment of the Agreement without Company consent is void. The Company may assign or transfer rights and obligations to affiliates or in connection with mergers, acquisitions, or asset sales upon written notice.
22. Dispute Resolution
Disputes arising from or connected to the Agreement shall first be referred to mediation administered by the Hong Kong Mediation Centre per its current rules.
If mediation doesn't resolve disputes within 60 days (or further agreed period), disputes are finally resolved by Hong Kong SAR courts per the Governing Law and Jurisdiction section.
Nothing prevents either party from seeking urgent injunctive or interim relief from competent court jurisdictions.
23. Governing Law and Jurisdiction
The Agreement is governed by and construed per Hong Kong SAR laws. Both parties agree to non-exclusive Hong Kong SAR court jurisdiction.
24. Force Majeure
The Company isn't liable for obligation failures from acts of God (fire, flood, earthquake, storm, hurricane, natural disasters), war, invasion, foreign enemies, hostilities, civil war, rebellion, revolution, insurrection, military power, confiscation, terrorism, government sanctions, blockade, embargo, labor disputes, strikes, lockouts, hacker attacks, cyberattacks, epidemics, pandemics, government trade restrictions, or electricity, server, system, computer, internet, or telephone failures.
If force majeure events exceed 90 consecutive days, either party may terminate upon 30 days' written notice.
25. Anti-Bribery and Compliance
Both parties must comply with applicable anti-bribery and anti-corruption laws, including Hong Kong's Prevention of Bribery Ordinance and the U.S. Foreign Corrupt Practices Act. Neither party shall directly or indirectly offer, promise, or give financial or other advantages to influence decisions or obtain business or improper advantages.
26. Survival
These sections survive Agreement expiration or termination: Prepayment and Payment Terms, Confidentiality, Data Protection, Indemnification, Limitation of Liability, Intellectual Property, Anti-Bribery and Compliance, and this Survival section.
27. Entire Agreement
This Agreement (with Privacy Policy, Service Agreement, and other incorporated policies) constitutes the entire agreement and supersedes prior agreements, understandings, negotiations, and discussions. Service Agreements prevail in conflicts. Amendments require Amendments-section compliance.
28. Contact
For questions about these Terms, email support@peregrineship.com.