These Terms of Service ("Terms") are an agreement between Shenzhen Yunqi Era Technology Co., Ltd., registered at Room 505, Building B, Guoren Building, No. 5 Keji Middle 3rd Road, Maling Community, Yuehai Subdistrict, Nanshan District, Shenzhen, Guangdong 518057, China ("ShipLedger", "we", "us") and the merchant that installs or uses the ShipLedger app ("you"). By installing the app, clicking "I agree" in the app, or uploading an invoice, you agree to these Terms on behalf of yourself and the business you represent. If you do not agree, do not use the Service.
1. What the Service is
ShipLedger is a Shopify embedded app that reconstructs the invoices your third-party logistics provider ("3PL") sends you, compares billed lines against your confirmed rate card and your Shopify order facts, and shows you where a line was billed differently from what was agreed ("findings"). It also sends you the operational emails and the monthly report described in the app.
2. Eligibility
You must be at least 18 years old and authorised to bind the business whose Shopify store installs the app. The Service is offered to businesses, not to consumers.
3. Your data
You own the invoices, contracts, rate cards and order facts you provide or that we receive from your Shopify store. You grant us a limited, non-exclusive licence to process them solely to operate the Service for you, as described in our Privacy Policy. You are responsible for having the right to share your 3PL's invoices and contract with us.
4. Findings are suggestions, not legal or financial advice
A finding is our reading of your invoice against your rate card and your order facts. It is for you to confirm, dismiss or raise with your 3PL. We do not contact your 3PL, do not send anything on your behalf and do not write to your Shopify store. Findings are not a guarantee that a charge is wrong or that any amount will be recovered, and they are not legal, accounting or financial advice.
5. Data processing
This section is our data protection agreement with you for the personal data the Service processes on your behalf.
- Roles. You are the controller of the personal data in your store's orders; we are your processor and act only on your documented instructions, which are these Terms and the settings you choose in the app.
- Scope and purposes. What we process and why is listed in the Privacy Policy, sections 2 and 3, and does not change without a change to that page. We do not process your customers' names, email addresses, phone numbers, street addresses or postal codes.
- Sub-processors and location. The providers that touch your data, and what each one sees, are listed in the Privacy Policy, section 4. Your data is stored in the United States (Oregon); by using the Service you instruct us to transfer it there. We update section 4 before adding a provider.
- Retention and deletion. We keep your data while the app is installed. You can delete everything at any time from Settings, and after you uninstall we hard-delete your data on the timeline set out in the Privacy Policy, section 5.
- Security. Data is encrypted in transit and at rest; the measures are described in the Privacy Policy, section 6. We will inform you without undue delay if we become aware of a breach affecting your data.
- Your customers' requests. When Shopify forwards a customer's data access or erasure request for your store, we act on it without further instruction from you, on the timeline in the Privacy Policy, section 5.
- Confidentiality. People who can access your data are bound by confidentiality obligations. We do not sell your data and do not share it with your 3PL.
- Definitions. "Personal data", "controller" and "processor" have the meanings given in the GDPR; "order facts" means the order-level fields listed in the Privacy Policy, section 2.
6. Acceptable use
You will not use the Service to upload documents you have no right to share, to interfere with the Service or with other merchants' data, to reverse-engineer the app, or in breach of Shopify's terms.
7. Intellectual property
The app, its detection rules and the aggregate, de-identified knowledge about 3PL fee codes described in the Privacy Policy belong to us. Nothing in these Terms transfers your data to us or our software to you.
8. Third-party platforms
The Service runs inside Shopify and depends on Shopify's APIs and on the invoices your 3PL issues. We are not responsible for Shopify's or your 3PL's availability, accuracy or conduct, and these Terms do not change your agreements with them.
9. Fees
The Service is currently provided free of charge. Any future charges will be presented through Shopify's app billing and will require your approval before they apply.
10. Disclaimer of warranties
The Service is provided "as is" and "as available". We do not warrant that it will be uninterrupted or error-free, or that every billing difference will be detected.
11. Limitation of liability
To the extent permitted by law, we are not liable for indirect, incidental, special or consequential loss, or for lost profits or lost recoveries. Our total aggregate liability for any claim relating to the Service is limited to the greater of US $100 or the amount you paid us for the Service in the 12 months before the claim.
12. Indemnity
You will indemnify us against claims arising from documents you upload without the right to do so, or from your breach of these Terms.
13. Termination
You may stop using the Service at any time by uninstalling the app; deletion then follows the Privacy Policy, section 5. We may suspend or terminate access for breach of these Terms, and will tell you why.
14. Changes
We may update these Terms. The version and date are shown at the top of this page; a material change is presented in the app for you to accept again before you continue.
15. Governing law
These Terms are governed by the laws of the People's Republic of China, excluding its conflict-of-law rules, and disputes are subject to the exclusive jurisdiction of the competent people's court in Nanshan District, Shenzhen, Guangdong, China.
16. Contact
Questions or requests: write to hello@maxshipledger.com.
ShipLedger is an independent product and is not affiliated with or endorsed by Shopify Inc. Shopify is a trademark of Shopify Inc.