Ship My Orders Inc.

Terms of Service

  1. Storage, Inventory Management policies
    1. Restricted Products
    2. Products Requiring Explicit Approval
    3. Storage
    4. Environmentally Controlled Storage
    5. Disposal of Merchandise
    6. Inventory Accuracy
    7. Product Barcodes/Labeling
    8. Stock Counts
    9. Liability
    10. Insurance
  2. Inbound Shipments Policies (PO Receiving)
    1. How to Address Your Inbound Inventory Shipments
    2. Receiving Times and Dock Appointments
    3. Advanced Shipment Notice (ASN) and other Requirements
    4. Receiving Accuracy and Disclaimers
    5. Standard Receiving Procedures
    6. International Inbound Shipments
  3. Outbound Shipments Policies
    1. Service Level, Cut Off Times
    2. Shipping Accuracy Guarantee
    3. Order Processing Workflow
    4. Order Changes and Cancellations
    5. International Orders
    6. Billable and Dimensional Weight
    7. Shipping Quotes
    8. Claims
    9. Shipping Holidays
  4. Project Policies
  5. Account Management Policies
    1. Account Creation and Ownership
    2. Acceptable Use
    3. Billing
    4. Payments
    5. Delinquent Accounts
    6. Closing your Account
    7. Freezing/Terminating an Account

 

TERMS OF SERVICE

These Terms of Service are not comprehensive and may not cover services involving other third-party providers such as shipping companies, freight forwarders, etc. subject to their own Terms of Service.

 1 STORAGE, INVENTORY MANAGEMENT POLICIES

Restricted Products

Due to safety or legality concerns none of these products can be handled by Ship My Orders.

  • Hazardous products.
  • Flammable liquids and chemicals.
  • Any product related to illegal activities including fraudulent or counterfeit products.
  • Any product considered to be illegal under the applicable laws in the jurisdiction where our warehouse is located, or where the product was originated. This also applies to any site through which the product will travel, and the product’s destination.
  • Any product requiring specific license to store or distribute in the jurisdiction where our warehouse is located, where the product originated, or its destination. Examples of products with distribution and licensing requirements may include, but are not limited to:
    • Live plants and animals
    • Alcoholic beverages
    • Marijuana, CBD, and other products containing substances considered to be illegal at the Federal level, even if those are legal in some States
    • Ammunition & firearms, weapons and knifes
    • Tobacco
    • Prescription pharmaceuticals
    • Explosive or hazardous products
    • Unique or one-of-a-kind materials
    • Precious metals (gold, silver, etc.)
  • Any Product with monetary value (e.g., cash equivalents, gift cards, money orders, checks, coins)
  • Vintage or antiques.
  • Used and previously-owned products.
  • Products requiring cold/freezer storage
  • Any product requiring a Material Safety Data Sheet (MSDS)
  •  

Products Requiring Explicit Approval

For the following types of products, you must obtain written approval from Ship My Orders prior to sending to any of our locations. These types of products have unique characteristics that require special attention or limitations of service by Ship My Orders.

Ship My Orders is not responsible for any processing delays or costs associated with a failure to obtain approval in advance for the following:

  • Any product with specific storage or transportation restrictions and/or limitations (e.g., lithium-ion batteries and/or climate-controlled warehouse products)
  • Food products.
  • Oversize and overweight products.
  • High-value products (products with a replacement value over $200 per item)
  • Temperature- and pressure-sensitive products, including:
    • Products that would become brittle or otherwise be damaged in temperatures under 32° F (0° C)
    • Products that would melt or otherwise be damaged in temperatures over 90° F (32° C)
    • Products susceptible to damage because of any condition that may be encountered in air transportation, such as high or low temperature, high or low atmospheric pressure, or sudden changes in either
  • Non-conveyable products, including:
    • Products with any dimension longer than 24 inches
    • Individual products weighing over 70 lbs. (32 Kg)
  • Adult, “Adult use only”, adult-oriented, or adult-themed products requiring special handling including any products containing adult-themed packaging or images
  • Products containing perishables, or liquids of any kind
  • Posters or flyers which require rolling or packaging to prevent crushing
  • Products or product packaging that are susceptible to damage through ordinary handling or extended storage
  • Fragile Products, not passing a 4-foot drop test onto a hard surface or not able to withstand a full minute vigorous shaking (FMVS) test without any contents breaking.
  • Inventory that needs to be tracked by lot, production date, expiration date or serial number.
  • Any product requiring special attention from SMO
  • Non-inventory items, storage-only items, and any other item not intended for fulfillment
  • Pallets or parcels meant to be forwarded unopened

Please note that carriers, insurance, and specific product destinations, may have additional limitations, prohibitions, or fees beyond those of Ship My Orders. Any such limitations, prohibitions, or fees are solely your responsibility in accordance with the applicable terms and conditions of such carrier’s insurance policies and/or governmental bodies.

You are expected to conduct an independent research to ensure that the products sent to our warehouse are in compliance with the foregoing limitations.

ENVIRONMENTALLY Controlled Storage

Unless specifically agreed to in writing, SMO shall not be responsible for storage of the inventory in a temperature or humidity-controlled environment. Client knowingly accepts that the inventory will be warehoused in a non-temperature/humidity-controlled environment. SMO will not be responsible for any loss or damage to the inventory that results from fluctuations in temperature range or in humidity levels of the warehouse. Furthermore, SMO will not be responsible for losses or damages incurred to perishable inventory unless otherwise agreed to in writing prior to tender of the inventory for storage.

Disposal of Merchandise

Disposal of your merchandise may be subject to additional handling and fees. The inventory will be handled as a normal outbound order.

Damaged inventory, inventory requiring inspection, or inventory that needs to be disassembled prior to disposal may incur additional handling charges. Unless the quantities to dispose of are very small, subject to SMO’s discretion, any disposal request will incur waste removal charges to cover SMO’s costs.

If a certified disposal is required, it will have to be arranged and paid by you using a vendor of your choice.

Storage fees will continue to be charged until all items are disposed of or shipped out.

Scheduled Warehouse Visits

We welcome visits from our clients; however, we are not an establishment open to the public and we do not have dedicated staff to help clients who show up without an appointment.

Unscheduled visits can be highly disruptive to the point where we may be unable to help you during certain times of the day or on certain dates. We will not allow you to pass our reception area if there is not a Ship My Orders representative previously designated to accompany you during your visit.

This applies to visits to the warehouse for merchandise related needs, and/or in person meetings about your account. Keep in mind that all our administrative, IT, management, and customer support staff is located at our headquarters in Nevada.


• Please call or email at least 1 business day in advance to request available visit times. We will do our best to accommodate your request, however we cannot guarantee availability with a short notice. If you are visiting from out of town and have little flexibility, contact us ahead of time and we’ll do our best to schedule a time convenient for you.

• For warehouse visits we will provide the assistance of one of our team members to do a guided walkthrough or quick inspection of your inventory. The first 15 minutes will be provided free of charge as a courtesy, however any additional time used per your request will be subject to regular warehouse hourly rates. Office meetings with our management and office staff are complimentary. We ask that prior to the meeting you provide us with an agenda of the issues to be discussed so we can more effectively answer your questions and have the best available person take care of you.


• If you need to take any merchandise with you, our normal ‘Warehouse Pickup’ policies will apply.

Inventory Accuracy

Handling physical products could potentially result in the loss or damage of inventory. Shrinkage is defined as the difference between the inventory stock recorded in the books and the actual physical inventory count. It can be due to multiple factors and it is an accepted part of business. Industry shrinkage ratios range between 2% to 3% of products received.

At Ship My Orders we do our best to maintain the highest standards, however occasionally it is inevitable to experience concealed shortages, product damages, miss- labeled/miss-picked inventory and/or cross-shipments. Ship My Orders applies a 2% shrinkage allowance.

SMO will not be liable for any customer losses as a result of inventory shrinkage within this limit. Ship My Orders may replace such percentage of inventory under this mark, as determined by Ship My Orders in its sole discretion. Replacement value will be determined based on your cost from the manufacturer for the same or substantially similar inventory.

The total will be calculated as the inventory surplus minus inventory shortages, as measured by the dollar value of the discrepancy and a percentage of total inventory value at cost (as shown in the manufacturer’s invoice) over the period of one year and two inventories. Using the physical counts by SMO as a beginning inventory, shortages will become payable only after two consecutive inventory shortages. The difference over the previous two inventories shall be carried to the next inventory. Payment for the first shortage after two consecutive shortages will be made in the form of credit for future balances in your account after the reconciliation of the second shortage.

Exceptions for the calculation of the amounts

Receiving is performed at the highest unit of measure (pallet or case) in which the SKU arrives. Unless requested in advance, individual items will not be inspected and counted. The SMO inventory accuracy guarantee is subject to the following:

  • Exceptions:
    • Adjusted PO receipts/adjustments. On occasion concealed receiving mistakes can be detected long after a PO was originally received. In those cases, we might not go back to the original PO and modify it, instead we will introduce an adjustment to that SKU with an explanation for the adjustment. These justified adjustments will be considered to offset possible discrepancies in levels. Explainable, offsetting inventory adjustments based on miss-marked inventory or receiving inventory errors will not be deemed an inventory shrinkage event or lost inventory.
    • Low Inventory Items. Ship My Orders will only provide the Inventory Accuracy guarantee for each category/type of inventory stock that has at least 10 items listed in inventory at that time.
    • Product Returns. Returns of product shipped between measurements dates will not be counted for purposes of Inventory Accuracy
    • Vendor/Manufacturer Shipment Errors – Vendors often send mislabeled boxes, or the number of items on the packing slip is different than the actual item count for that box. To the extent that inventory discrepancies can be attributed to such shipment errors, inventory will not be counted for purposes of the inventory accuracy calculation.
    • Customer Negligence – Any issue caused by customer negligence will not be covered.
    • Non-inventoried items. Sales collateral materials, inserts, non categorized storage.
    • Non Barcoded products.
  • Eligibility Conditions:
    • Account must be current. Review of credit request will be delayed until all balances are paid.
  • Finality of Decisions
    • Awards or denials of credits will be made at the sole discretion of SMO. The issuance of credits will be the exclusive remedy for any issues involving inventory accuracy.
  • Credit Limit
    • A credit cannot be greater than the customer’s average monthly invoice during the previous 12 months excluding shipping charges.

Product Barcodes/Labeling

Unless otherwise agreed to, all merchandise shipped to us will need to have distinctive and unique barcode labeling on the minimal shipping unit and master cases.

Receiving of non-barcoded merchandise into our Inventory Management System will be postponed until all products received are barcode. We can do barcoding projects using any reference codes you want us to use. In the absence of unique UPS or ASIN codes we can use either your own SKU code, or your internal SMO client code appended to your SKU code in the case that your own codes are not distinctive enough to guarantee uniqueness. Every product variant such as color, size, style, etc. will require its own code. We can generate standard 1-dimension barcodes with our own software if needed, we will just need an inventory list in excel or csv format with the codes, SKUs and product descriptions.

Barcoding projects will be billed at hourly warehouse rates plus materials, unless an agreement has been reached for a flat fee per item/label fee. This will only be possible when we are familiar with the specific product characteristics and requirements.

Stock Counts

Physical counts will be performed by request and will be billed at the regular admin/warehouse hourly rate.

Physical counts need to be scheduled at least one week in advance, subject to SMO’s availability. These cannot be scheduled on a Monday or during the seasonal peaks of November and December.

All day to day activity and inventory movement (inbound POs/returns or outbound orders) must be stopped to obtain an accurate count. Order data cannot be modified in the system, and integrated software processes need to be temporarily stopped as well.

Liability

  • Ship My Orders will not be liable for any loss or destruction of or damage to the inventory however caused, unless such loss, damage or destruction resulted from SMO’s failure to exercise such care in regard to the inventory as a reasonably careful person would exercise under like circumstances. SMO is not liable for damages which could not have been avoided by the exercise of such care. Ship My Orders and Client agree that SMO’s duty of care referred to herein shall not extend to providing a sprinkler system and burglar alarm monitoring system at all their Distribution Centers or any portion thereof.
  • In no event shall Ship My Orders be liable for any loss or damage caused by:
    • Acts of God; public authorities acting with actual or apparent authority; strikes; labor disputes; weather; mechanical or equipment failures; cyber-attacks; civil commotions; hazards incident to a state of war; acts of terrorism; acts or omissions of customs or quarantine officials; acts of carriers related to security; the nature of the freight or any defects thereof; inherent vice of the inventory; perishable qualities of the merchandise; fires; frost or change of weather; sprinkler leakage; floods; wind; storm; moths; public enemies; or other causes beyond its control.

    • Fragile articles injured or broken, unless packed by SMO employees and unpacked by them at the time of delivery.
    • Pilferage or theft, unless such loss or damage is caused by the failure of SMO to exercise such ordinary care required by law; and
    • Concealed damage, or for losses incurred due to the concealed damage of the inventory.

Insurance

It is your responsibility to carry your own policy for the inventory you store at our location. Insurance for your merchandise while in transit will be covered by the carrier in accordance with the coverage offered by the type of shipping service for the order.

Ship My Orders does not insure the inventory while in storage, and the storage rates and charges billed to Client do not include any insurance on the inventory for any loss or damage.

2 INBOUND SHIPMENTS POLICIES (PO Receiving)

How to address your Inbound Inventory Shipments

When Shipping to our Nevada DC

Your Company Name
Attn: Receiving
4031 Industrial Center Drive Ste. 705
North Las Vegas, NV 89030

When Shipping to our Tennessee DC

Your Company Name
Att: Receiving
1401 Poplar Ln
Nashville, TN 37210

Please do not send any inventory shipments via freight or small parcel to “Ship My Orders” as the receiving company name. That will delay the processing of the merchandise and will not help with the delivery. Our distribution centers keep a low profile with very discreet or no signage on the outside. Truck drivers only need to have a correct address.

Receiving Times and Dock Appointments

North Las Vegas, Nevada DC

Days: Monday through Friday

Hours: 9:00 AM to 4:00 PM

Dock appointment will be necessary for floor loaded containers with a minimum advance notice of 3 business days. Floor loaded containers showing up without an appointment may be subject to an additional unloading fee or may be turned away if our warehouse team is unable to accommodate the unannounced request.

Palletized deliveries with small truck loads can show up without an appointment.

Nashville, Tennessee DC

Days: Monday through Friday for small parcel, LTL and regular freight shipments
Tuesday through Friday for Floor Loaded (non-palletized) containers

Hours: 10:00 AM to 5:00 PM

Dock Appointment is always necessary.
Palletized merchandise: minimum of 2 business days in advance.
Floor loaded containers: minimum of 3 business days in advance. 
Floor loaded containers showing up without appointment will be asked to return at a later date with an appointment and you may incur into re-delivery charges by the Freight Company.

Call 1-888-355-5545 or email support@shipmyorders.com For all your dock appointment needs

Floor Loaded Container Time Allowance

Some freight carriers might limit the unload time of containers before starting to charge an hourly fee. A two-hour window is very common and that is the time we require to unload a full floor loaded container. In order for us to meet this time limit, you will need to set an appointment and provide us with all the necessary information so we can allocate appropriate resources for a timely unloading, including hiring additional temporary staff if needed.

Note the following guidelines and restrictions:

• We can only guarantee a 2-hour unload if we have been informed beforehand that the freight carrier will be applying these restrictions.
• If a driver shows-up earlier than the appointment time, it will be up to SMO’s discretion to start unloading earlier. In the case of such an event, the 2-hour mark will be measured from the original time when the container was scheduled to arrive.
• If a scheduled delivery shows up more than 2 hours late, we reserve the right to re-schedule or extend the unload time from 2 hours to 4 hours.
• If additional staff was contracted to assist with unloading, man hours will accrue from the original appointment time.
• As long as we are in compliance with these guidelines, we will not accept responsibility for any additional surcharges that could be imposed by your freight carrier.

Advanced Shipment Notice (ASN) and Other Requirements

  • Notify us via email at least 3 business days prior to the arrival of any incoming shipment. We require the use of an approved ASN feed template and a packing list. The ASN feed template must include shipping method or carrier, type of shipment (small parcel, LTL, full truckload, container, client drop off), PO#, vendor, and the packing list must include the item codes, barcodes, descriptions and quantities to be received.
    • Make sure that the shipment also includes a packing slip with the following info:
    • Manufacturer, vendor or supplier name, address, and phone number
    • Invoice number, PO#, date of shipment, and order line item info
      • Product SKU or item number
      • Product description
      • Exact quantity of the items in the shipment
  • Inventory received should be clean, organized, boxed and/or stacked, and same SKUs should be packaged together with no mixed SKU cartons
  • If mixed SKU cartons cannot be avoided, make sure that boxes containing mixed SKUs are clearly marked on the outside as: Mixed Stock, Mixed SKUs or Mixed Inventory
  • Items included should be barcoded.
  • Inventory is properly packaged with proper labels on the packaging. Each individual item of inventory has clear product labels corresponding with the product ID (SKU) in your account
  • If any new inventory items are to be included in the shipment, make sure to provide all necessary product information in advance using the corresponding inventory feed template
  • Pallet Weight is recommended to be limited to 2,000 lb. and 60 inches of height
  • Large inbound shipments received, later than November 15th are not guaranteed to be fully received and available for the Black Friday/Cyber Monday campaigns starting at the end of November.

Failure to provide all the necessary information for proper purchase order (PO) receiving will result in unnecessary delays and challenges receiving your products. It could also prevent us from detecting discrepancies with expected quantities and make the receiving times and corresponding hourly charges higher. Ship My Orders will not be held liable for damages resulting from improper pallet structures or trucks loaded not following standard industry practices for safety and truck compatibility.

Receiving Accuracy and Disclaimers

Correct accurate inventory counts are extremely important to maintaining correct inventory levels in the SMO Inventory Management System as well as ensuring order processing is not delayed. Our warehouse team members remove follow standard receiving procedures to verify that items received at our locations match the ASN and packing list documentation.

Inventory counts are not audited or certified accurate.

Standard Receiving Procedures

• SMO warehouse team members will count case pack quantities for one case per SKU and extrapolate the total. Quantities will be verified using the external markings on cases.

• Any case with visible signs of damage or tampering will be opened and inspected to look for possible damage or anomalies. This might not be possible to detect with cases in the internal rows of a pallet.

• Cases with non-standard unit quantities are expected to be explicitly labeled on the outside with the variance quantity count.

• When SMO’s count doesn’t match the quantities described in the packing list, there will be a second count to verify or correct discrepancies.

• Product weights and dimensions will typically be checked the first time that a new product is received as part of the inventory configuration and set up.

• Should an inventory discrepancy be found, Ship My Orders’ responsibility is limited to updating the SMO account inventory levels to match the discovered actual inventory levels.

Please refer to the Restricted Products and Products Requiring Approval section of the TOS for guidance about acceptable items and notify us of any product that you suspect could be categorized as “restricted” or “requiring approval” before it ships to any of our locations.

Clients that fail to obtain approval prior to shipping such products to SMO are subject to holds, fees, and may have their account suspended. SMO may, in its sole discretion, determine that an unacceptable product is conditionally acceptable on a client by client basis with additional terms agreed.

International Inbound Shipments (Imports)

Ship My Orders will not appear as the Importer of Record for your merchandise in any paperwork connected to your import process. Be aware that your company will need to provide their own Tax ID or Importer Number for that purpose. If you represent a foreign corporation, it is very easy and inexpensive to incorporate in any state within the US through online companies providing incorporation and registered agent services, or directly with the Secretary of State website for the desired state of incorporation. We recommend NV as a good state to incorporate, however you can pick whichever state you want. Delaware is a popular option as well.

Ship My Orders will not provide their EIN for any import procedures. You will need to handle any customs related issues and clearance through your own customs agent.

SMO is not liable for any duties, customs, or fees related to the inventory. Your international inbound shipments must be free and clear of all duties and fees, and pass customs inspections before arriving at Ship My Orders.

In the case that any merchandise was received, and customs, duties, or fees were applicable to the shipment, these fees will be billed to your account along with a processing fee.

Inventory may be held from outbound shipment until any applicable fees are paid. If notice of fees is determined at a later date, all penalties and holds will be immediate and retroactive.

  3 OUTBOUND SHIPMENTS POLICIES

Service Level Cut Off Times

We will ship all regular small parcel orders the same business day if they enter our system before our official cut off time of 12:00 PM PST.

Exceptions to this rule need to be discussed and agreed upon and may be subject to fulfillment pricing adjustments.

A regular order, subject to our cut off time policy, is defined as:
• An order that has been properly downloaded or manually entered (free of errors and with correct shipping information)
• An order in which all inventory items are in stock
• An order that doesn’t contain special requests or questionable comments that will delay the shipping process.

Large orders such as wholesale orders, pallet orders, and special orders with manipulations, or a sudden increase of orders (2 times or more the average daily order rate) are excluded from the same business day shipping policy. Order requests submitted via email for manual entry into the system by SMO staff are not guaranteed to ship same day.

**Kindly be advised, if you are planning to launch a flash sale and are expecting high order volumes, it could possibly take us anywhere from a few extra days to a week to get all your orders out depending on the increased fluctuation of orders received.
Order exceptions may be subject to further delays or holds in cases such as:

  • Orders put on hold for any reason, typically:
    • Your request
    • Backorders or inventory conflicts.
    • Missing or invalid info in the order or address rejected as invalid address
    • Incorrect Shipping Service Selected (Private carrier to PO Box, Flat Rate not adequate for weight or dimensions)
    • Missing or invalid item information, quantities, customs info for international orders or any other required information
    • Pending Bill of Lading
    • Any comments in the order by you or your customer that may need resolution or clarification.
    • Your account is subject to a Physical Count (normally requested by you, if done internally we will do it in a way that won’t interfere with your shipping schedule)
    •  
  • Orders contingent on special projects (inventory manipulation, kitting)
    • Non-inventory special orders
    • Non-barcoded inventory items
    • Bulk and freight orders
    • Orders with non-standard packing or labeling requirements
    • Changed orders (changes requested after and order has been received by us)
    • Volume spikes (especially when unexpected and un-planned for)
    • During the 7 days following Thanksgiving, the cutoff time will be 10:00 AM PST
    • Inventory discrepancies
    • Low inventory levels (stock available for an item included in the order is less than 10 units)
    • Large international orders subject to additional EEI filings (declared value over $2,500 USD)
    • Manual order requests to be entered by our customer service team that have not been approved by you before the cutoff time.
    • Any service disruption issues beyond SMO’s control such as:
  • Service interruption from third party vendors: Power Company; Internet Service Provider (SMO contracts ISP services from 2 different companies to have a backup service, however backup services, including hot spots, are slower than our primary service ); carrier pickups; or other key services interfering with our basic operations.
  • Acts of God; public authorities acting with actual or apparent authority; strikes; labor disputes; weather; mechanical or equipment failures; cyber-attacks; civil commotions; hazards incident to a state of war; acts of terrorism; acts of carriers related to security; extreme weather conditions; sprinkler leakage; floods; public enemies; pandemics; quarantines; or other causes beyond our control.

Warehouse Pickups

Orders designated with the shipping service “warehouse pickup” require a lead time of two business* hours from the time the order was entered in our system until the order will be ready for pickup.

Our business hours are 9:00 AM to 5:00 PM in NV and 10:00 AM to 6:00 PM in TN.

*If an order was placed during the weekend or after hours, it won’t be available until 11:00 AM in NV or 12:00 PM in TN.

If you are coming to visit and you know you will be taking merchandise with you, this is also considered a “warehouse pickup” order and we need you to enter it beforehand. We understand that sometimes during a visit changes might be needed. In this event, we ask that you provide an initial order with the item/s you think you’ll be taking with you.

SMO will never release inventory without an order previously placed.

Warehouse pickup orders will be subject to the corresponding fees.

Shipping Accuracy Guarantee

Shipping accuracy means we will ship the correct inventory products to the address and recipient designated in the order. SMO is responsible for correcting misdirected or erroneous shipments provided the errors were expressly the fault of Ship My Orders. All items must be labeled with a barcode and SKU to ensure proper picking for orders. Non-barcoded items are not eligible for our shipping accuracy guarantee.

If we do not meet this shipping accuracy level, then we will ship any available replacement merchandise via the same shipping method as the original shipment with shipping, fulfillment, and packaging costs of the reshipment covered by SMO.

When applicable, we will also attempt to retrieve your merchandise at our expense, or compensate you for lost or missing merchandise, if your merchandise cannot be retrieved. Manufacturer invoices will be needed to document the replacement cost of the merchandise.

Limits of Liability:
• Products falling within the guidelines of the Restricted Products and Products Requiring Approval section of the TOS for which you have not received written approval will not be eligible for compensation.

• Previously approved products from the Products Requiring Approval category will be subject to the limits and conditions agreed upon in the written approval from SMO for those specific products.

• We are not liable for loss of business or for consequential/incidental damages caused by shipping errors.

• SMO is not liable for carrier errors.

• The maximum amount of credit to be awarded in a 3-month period is limited to the average monthly invoice (excluding shipping charges) during the previous 12 months.

Shipping accuracy does not mean we will ship every order with exactly the carrier you select. Carriers sometimes change service level, or their systems are not available, and Ship My Orders may fail-over to a similar carrier in order to ship the inventory as quickly as possible. Shipping accuracy does not mean that the inventory will arrive to the end recipient in a timely manner or undamaged. This guarantee applies only to eligible accounts in good standing where no exclusions or limitations are present.

Order Processing Workflow

  1. The order enters our system via automated procedure:
    1. SMO initiated API connection to hosted shopping cart or selling platform web services
    2. SMO hosted API web services (your backend system or shopping cart initiates the connection)
    3. Compliant order feed sent via email to our order feed email address (single or bulk order)
    4. Other legacy systems such as FTP order feed transfer
    5. Other customized procedures happening automatically
  2. Alternatively – Manual procedure:
    1. Client types the order in our SMO Web Admin Panel – an email receipt will be generated automatically
    2. SMO customer support team member types it into our system, normally at your request. Our standard procedure is to leave the order in pending status awaiting email confirmation by client that the order was typed in correctly and is approved to go
    3. SMO IT staff member imports non-compliant bulk feeds into our system (these may be treated as projects subject to billable admin time hourly fees)
    4. Average cycle is 15-minute intervals during day hours to download into our system. It may take up to 10 additional minutes to show in our system. Orders entered in the Web Admin Panel show immediately in the SMO Web Admin Panel, however, it may take up to 10 additional minutes for it to show in our system

  3. Any pre-established custom processing rules, manual or automated, are applied to the order. In some cases, these rules may be part of the actual API or email feed parsing procedure, or they can be applied after the order is received in its original condition. Some examples of these rules are:
    1. Shipping method or carrier selection
    2. Automated address validation for domestic addresses
    3. DC assignment based on recipient’s address or inventory availability (Las Vegas or Nashville if using multiple DCs for your storage)
    4. Opening virtual SKUs into physical SKU components
    5. Add promotional items
    6. Any other custom rules requested by you
  4. Orders are either manually approved by our SMO admin staff, or our automated system. Orders go through an automated multi-step check procedure to confirm:
    1. No required shipping info is missing
    2. No invalid data elements exist in the order
    3. No incongruent data
    4. Minimum inventory levels in stock
    5. All required data is included if third party billing is requested
    6. No special comments for the warehouse, the office, or from the customer placing the order in the shopping cart
    7. Any order with any flags will be manually reviewed by one of our administrative SMO team members before approval. Any issues may be escalated to the client if needed, causing the order to await resolution. Orders required to be set aside from the automated workflow process for reasons outside SMO control, may be subject to an order exception fee as defined in the
    agreed pricing list.
    8. If the order has special requirements that need additional actions beyond the standard pick, pack, and labeling, it may be treated as a project and it will be processed as a “special order” under the supervision of a manager of the SMO warehouse team.

  5. Approved orders are sent to the SMO WMS for processing.
  6. Order item picks are scanned for picking accuracy verification.
  7. Non-barcode (exceptions) picked orders, or orders with special requirements get double checked and approved by a SMO warehouse manager.
  8. Orders get packed, labeled, and staged for carrier pickup. Orders are moved to “labeled” status.
  9. Tracking numbers of small parcel orders are scanned before being tendered to the carriers. Please note that we do not have tracking numbers in our system for “pickup” services.
  10. Carriers pick up the orders at their scheduled pick up times in the afternoon. Depending on the volume, drivers either scan packages individually or they receive a bulk manifesto ID linked to the individual tracking numbers contained within the shipment. It can take up to 2 hours for tracking numbers to become active on the carrier’s web site.
  11. The shipping day closes around 6:15 PM PST and triggers all end of day procedures:
    1. All shipped orders are moved to “shipped” status
    2. API – Web services update to shopping cart and selling portals: statuses and tracking numbers update (when applicable)
    For some shopping carts and platforms, tracking information and order status will be uploaded earlier or at different intervals during the day (example: Amazon)
    3. Summarized shipping activity reports are sent to client
    4. Individualized or personalized customer order confirmation emails are sent including tracking confirmation status and a direct link to the carrier’s tracking page (depending on your preferences)
    5. Other custom end of day procedures are applied (custom inventory reports, custom integration update, etc.)
    6. Low inventory alerts notifications are generated (depending on your preferences)
  12. At the end of the week on Sunday, all orders in “shipped” and “received” (inbound returns) status are processed for inclusion in the weekly activity invoice. The order status is then changed to “completed” status and the orders are transferred from the Open Status Orders section of the SMO Web Admin Panel to the Completed Orders section. Only “pending” orders and “backorders” stay in the Open Status section after the billing cycle closes.

Order Changes and Cancellations

You may change or cancel an order before it has been received by our system without any problems or additional cost. This also applies to orders in “new order,” “backorder,” or “pending” status in our system.

If you need to make changes or cancelations after this point, you will need to contact us directly via email or phone, and we will do our best to follow your requests. Please note that we cannot guarantee that we will be able to stop or modify that order, especially if it
is later in the day.

In cases where we retrieve orders automatically from your shopping cart via API, (please) be aware that we only download each order once. Any changes you make on your end after we retrieve the order will not be updated on our end automatically. You will need to manually make those changes through the SMO Web Admin Panel or contact us to do it if the order is in any processing status. Also note, if you delete an order on our system and do not void it or archive it in your shopping cart back end, the order may be downloaded again when the API connects. For this reason, it is our default policy to leave orders as “canceled” rather than completely delete and remove
them from our system.

Orders canceled after being picked and packed will be subject to normal fulfillment fees and will be processed as “shipped,” even though no shipping charges will be included.

International Orders

Orders shipping internationally require a Customs Declaration form listing each commodity:
• Commodity Description – Must be descriptive and precise. For example, “clothing” is not a valid commodity description however, “unisex cotton t-shirt” is acceptable.
• Country of Origin – Country ISO code where the item was manufactured. Must match the “Made In” label of the product.
• Customs Declared Value – Must be provided, even for gifts or commercial samples. Minimum acceptable value is $1.
• Harmonized Code – Optional, see below.

Although it is not mandatory for shipments under $2,500 USD, a harmonized code always helps expedite the transfer of goods through customs. You can make a search of the codes corresponding to your products using the tool at:

https://hts.usitc.gov/

In addition, private carriers may require a commercial invoice with your letterhead. SMO is able to generate these on demand using your company logo in a standard commercial invoice template that can be transmitted either electronically or on paper when needed.

We will also need the EIN (Tax ID) of your company. Your company will appear on the forms as the official exporter of record.

To avoid unnecessary delays in the processing of your international orders, please make sure we have all this information for every one of your SKUs.

Orders containing any commodity with a value of $2,500 USD or higher are subject to additional paperwork and filings (EEI). These can cause delays in processing and are subject to an additional filling fee (see Services Rate Schedule for reference).

(By default, customs, duties, and taxes (CDT) are to be paid by the recipient in the foreign country. In order to avoid costly international returns and a negative customer experience, make sure that your customers are aware of any charges due.)

If needed, there is an option to prepay the CDT by providing your own FedEx or UPS account for those charges.

Ship My Orders’ account cannot be used to prepay these CDT charges. There is no accurate way to predict those costs, and it places an administrative burden on our end to trace and audit those charges in future invoices and re-bill them back to you. You can however, use Ship My Orders’ account to benefit from our aggressive international discounted rates for the freight portion of the shipment and have the CDT portion billed directly to you by the carrier. Discounts don’t apply for CDT, so there’s no price difference in using your account or ours.

It is your responsibility to know what kind of shipment restrictions, if any, apply to your products in the countries you are shipping to. We will not accept liability for any additional costs or losses resulting from with these types of restrictions.

Billable and Dimensional Weight

The dimensional (volumetric) weight is based on the amount of space that a box or shipping container occupies in a truck or aircraft. This used to be a critical consideration primarily for air shipments, however the industry is factoring it more frequently in other forms of shipment, including surface transportation.

Large and oversized packaging, or boxes with light contents are often charged by dimensional weight rather than by physical weight. Dimensional weight is calculated by taking the area of the exterior dimensions of the shipping carton (Length x Width X Height) / Dim Factor. Different carriers and services use different dim factors and may change these as they see fit. The billable weight is based on a comparison of the actual physical weight vs. the dimensional weight. The greater of the two values will be rounded up to the next billable weight class for that carrier and service (typically the next lb.), and this number will be used to calculate the actual shipping rate of the carrier.

At Ship My Orders, it is our packing policy to use the smallest available box that will keep the contents protected and the dimensional surcharges to a minimum.

Shipping Quotes

Rates and service quotations, when provided, are estimates and will be based upon the information provided by you, or available in our system. The final rate and service may vary if the actual physical weight or dimensions change, if there were any special area surcharges that were not considered, or if an incomplete or inaccurate address was provided. Charges will be assessed at the actual rate effective the day the shipment is processed for fulfillment.

In the case of some large bulk orders with multiple boxes or freight shipments, the only way to produce an accurate quote is by picking and packing the full order to get precise dimensions and weights. If an order is picked and packed to produce a shipping quote and it is later decided that the order will not ship, a fee equivalent to the order fulfillment rate and re-stocking time will be billed.

Use of External Shipping Carrier Accounts

External shipping carrier account (external account) refers to any account in which SMO is not the account holder or the party paying for the freight or postage costs to the carrier providing shipping services. By default, we will utilize a carrier account that is controlled by and paid by SMO. Combining all the shipments from our clients under one single account gives us greater negotiating power to get better shipping rates from the carriers, which directly benefits you. It also raises our client profile with the carriers, which results in higher levels of customer support with dedicated account managers, faster resolution of problems, and greater flexibility and willingness on the part of the carrier to make accommodations to help us with any critical operational issues. Since we are also the party responsible for payment, this allows us to be certain that all shipping bills are paid promptly, everything runs smoothly, our operations are not affected by disputes arising from delays or payment defaults by external accounts, and we are not subject to extra administrative burdens.

There might be circumstances under which you will want to use your own carrier account for billing purposes. In these cases, we require a connection to the carrier’s web services in which your company, not SMO, will appear as the Shipper of Record.

Be aware that this set up will require a longer lead time. In some cases, it can take several days depending on the carrier. You will need to provide us with all the credentials needed to establish that type of connection, not only the account number and billing zip code.

External account set up will be required whenever a shipment doesn’t go through SMO’s billing account. In cases where there is a third party responsible for payment, your company will be the shipper and the third-party account (typically the recipient) will be the payor.

This only applies to small parcel shipments through private carriers (FedEx, UPS). We do not provide third party billing with USPS.

External account setup is not required for freight shipments under external accounts. (reorder last three sentences and combine with previous paragraph)

This policy is intended to shield SMO from liability in the case of billing disputes between the third-party account and the carriers. It also protects us from the additional administrative burden of having to audit and re-bill any extra charges to you regarding
those shipments.

When shipping under your account, you will be fully responsible for payment, claims, communications, or support requests with the carriers. We will not act as intermediaries for any potential issues arising from these shipments. Detailed instructions of how to enable external account shipments are available upon request.

Additional fulfillment fees for external account usage will be applied in accordance to your current services rate schedule.

When scheduling freight shipments with a Bill of Landing (BOL) provided by you or a third party:

• SMO will reject any BOL in which Ship My Orders’ name appears as the billing party, shipper, recipient, or is mentioned in any other capacity, since this could cause us to get involved in the case of any billing disputes. Only your company name needs to appear as the shipper using our physical address as the pickup address.
• Send your BOL promptly. If we don’t receive it at least an hour before your scheduled pickup, we may not be ready by the time the driver arrives to pick up your freight order. This could potentially result in extra charges from the freight company.
• SMO will never tender a freight shipment to a freight carrier without proper/correct documentation.

Claims

In the event of a lost or damaged order, SMO will file the claim with the carrier/shipping company, unless that shipment was sent under an external account. For LTL/freight shipments, SMO will file the claim only when the service was contracted and billed
through SMO.

To begin the claims process, contact us at support@shipmyorders.com, letting us know if the order was lost (full or partial) or damaged. Providing pictures of damaged packaging always helps, as well as an invoice showing the original wholesale cost of goods for the item(s) lost or damaged. If the carrier pays the claim, SMO will be sent a check. A credit will be applied on the closest billing cycle after the claim is awarded.

Shipping Holidays

Ship My Orders is closed every year during the 6 holidays in which none of the carriers have pick up or delivery service:

  • January – New Year’s Day
  • May – Memorial Day
  • July – Independence Day
  • September – Labor Day
  • November – Thanksgiving Day
  • December – Christmas Day

The US Postal Service follows the Federal Holidays schedule which includes some additional dates

  • January – Martin Luther King, Jr. Day
  • February – Washington’s Birthday
  • October – Columbus Day
  • November – Veterans Day

Ship My Orders operates normally during these days but there will be no USPS pick-ups or deliveries.

 

 4 PROJECT POLICIES

Projects are non-standard hourly, or piece work done on inventory.

Project price quotes are estimates based on information that you have provided and may not include all supplies, hours of work, or unexpected project costs. Upon approval of a project estimate and completion of work, you will be billed for all hours and supplies used to complete your project. Projects are billed on a time and materials basis.

• Labor is billed as man-hours in 30-minute increments with a 30-minute minimum. For example, if we have 4 team members working on a project for 1 hour, that would be considered a 4-hour project.

• Quotations may be provided for estimated purposes only. You will be billed for actual time and materials.

• SMO understands that project cost management is important, and we provide several means for you to estimate and control costs.

    • Some projects qualify for per-action pricing, such as applying labels.These projects are easy to estimate and manage costs because you control how many items should be processed. SMO cannot guarantee pricing on a per-item basis for all projects.
    • Maximum Price Cap (MPC) – To control costs, you can indicate an MPC you want to pay for a project, including management fees. It will not guarantee that Ship My Orders will perform the project for the defined MPC, rather that we will stop work if the threshold is hit without a change order request by you.
    • Project Quotation – For projects in excess of 20 hours in estimated fees, SMO can provide a quotation of estimated project costs based on the instructions and information you provide. Project quotations can range from roughly calculated estimates based on defined project parameters, or they can be detailed, fee based, time and motion study projects. In both cases, quotations are not guaranteed, rather they provide reasonable costing estimates and rough measures for establishing a project’s MPC.
    • Fixed Price Projects – When SMO has enough information to manage the project, fixed price projects may be available. These projects will be billed the agreed upon price at the completion of the project, regardless of actual labor and material costs. SMO reserves the right to stop work and cancel the project if the requirements change, or if they were not correctly defined in the project scope documentation.

Many projects don’t require cost controls. In these cases, you may authorize SMO to begin work on projects without first obtaining estimates. Projects will be processed according to the instructions you provide. Before the commencement of work, we will make sure we have addressed any questions we might have, however it always helps to receive clear and concise explanations and instructions. If you feel you can provide any advice based on your personal experience handling the same or similar projects, we always appreciate any input you can offer, as it will help us save time and avoid common pitfalls when dealing with unusual jobs or products.

SMO specifically disclaims liability for any project activities conducted at your request that results in modification, damages, changes, or errors to your product or product packaging. Receiving and shipping delays may result as project work is being completed. The limit of our liability for project related tasks is the hourly charge for the project work.

We highly recommend that you request and pay for a project sample before requesting bulk modifications to your inventory. SMO reserves the right to assign a project fee for labor and materials (not covered under our fulfillment level of service) for special requests or exceptions when deeming at its sole discretion to be excessive.

 5 ACCOUNT MANAGEMENT POLICIES

Account creation and ownership

If you are creating a new account on behalf of an organization, you represent that you
have the authorization to bind such organization to these TOS and form a contract with Ship My Orders.

To create an account, SMO requires valid contact information, physical address, email, website, and phone number for the company and the default contact person or company principal. If the contact information is found to be incorrect, client’s account may be suspended until such a time that the information is corrected.

By default, the person creating the account will have ownership privileges to the account and the ability to add, delete, and manage additional users from the organization. Different levels of privileges are available, and account ownership can be shared or transferred between different users through SMO’s Web Admin Panel.

You agree not to share your account access information, including passwords. If you need other users in your company to have access to the Web Admin Panel, we recommend creating separate accounts with only the privileges that will allow them to perform their necessary functions. This approach will give you more control and will allow to audit account usage. In the event that one of these users stops working for your company, it is much easier to revoke their access privileges by deleting their account, rather than changing passwords to accounts shared by multiple users. You are responsible for maintaining the confidentiality of passwords and account information, and you are responsible for all activities that occur under your company’s accounts, or as the result of your access to the accounts. You agree to notify SMO immediately of any unauthorized use of your account. SMO will not be liable for any unauthorized use of your account.

Acceptable Use POLICY

SMO reserves the right to take preventative or corrective actions to protect itself and its users at any time. Any user violating this policy voids any implied or express warranties and violates the Ship My Orders terms. Violating this policy may also result in temporary or permanent limitation of a user’s account, a held account, termination of an account with 30 days’ notice, or immediate termination. This includes the inability to ship merchandise, to remove financial information from an account, and for users to close their accounts as a way of evading the policy. Additionally, users whose accounts are permanently limited for violating this policy are barred from future use of SMO and its services.

Actions or behaviors that would be considered a violation of the Acceptable Use policy:

• Break any law, statute, or ordinance, or any violation of the FTC Mail or Telephone Order Merchandise Trade Regulation Rules, or any other governmental regulation.
• Infringe upon any copyright, patent, trademark, trade secret, or other intellectual property rights.
• Engage in any kind of fraudulent or highly questionable business practice, such as false advertising, or sending us products that could potentially be fraudulent or counterfeit.
• Act in a defamatory, unlawfully threatening, or unlawfully harassing manner.
• Show a pattern of rude and harassing behavior when dealing with SMO team members.
• Provide false, inaccurate, or misleading information in regard to your own identity, your company, your website, or your products.
• Having a disproportionate number of refused shipments, returns, disputes, claims, or complaints as a result of your business practices and the way you operate your business.
• Submit multiple claims receiving or attempting to receive funds from SMO, the carrier, or any other party involved in a shipping claim.
• Use an anonymizing proxy or in any way to conceal your identity.
• Access the services from or direct us to ship to a country in violation of U.S. export control laws, including the U.S. Government’s export controlled “Embargoed Countries” list.
• Maintain unpaid balances for a period longer than 60 days.
• Use our services in a way that may put SMO at risk of compromising the services from our internet service providers, shippers, or other vendors.
• Using our web services in a way that stresses or interferes with our resources in an unreasonable and unjustified way.
• Breach of any of the Terms of Service, policies, or any other agreement entered with SMO.

Billing

Fulfillment Services Pricing

• The pricing of fulfillment services shall be set forth in the pricing schedule included with your original quote. Starting one year after the effective date, SMO reserves the right to increase the price of fulfillment services during each subsequent one-year period. SMO will provide a 30-day notice prior to any such increase, and increases shall not exceed 4% of the price of fulfillment services of the immediately preceding year.

Ship My Orders observes two billing cycles:

• Monthly Billing Cycle – Processed on the first of the month. Includes storage, inventory, and other applicable monthly charges.

Storage charges corresponding to inventory received after the time of billing will be prorated.

A minimum charge, as specified in your fulfillment quote, will be charged if applicable.

Monthly charges will apply in the absence of storage usage or activity as long as an account stays open.

Please refer to the procedure detailed in these TOS for closing an account.

• Weekly Billing Cycle – Processed at the end of the week. Includes any charges related to account activity for the ending week such as: fulfillment fees, shipping/freight charges, materials, labor, etc.

Promptly Review Your Invoice Charges.

• We urge you to review your invoices on a monthly basis so we can work with you in a timely manner should there be a discrepancy or disagreement as to a charge.

Prompt Resolution

• SMO will promptly review any charges in your invoice that you may disagree with or not understand. Within 2 weekly billing cycles after the resolution, we will credit or debit your account balance accordingly if any correction is required.

• SMO will not review requests for invoice adjustments that are received more than
90 days after the date of the invoice.

Payment Terms

By default, all accounts will be prepaid.

This means that before any shipments or activity in your account is initiated, you will need to fund your account and deposit funds according to the amount established by SMO based on your expected level of activity.

At SMO’s discretion, and depending on your credit history, a prepaid account can be switched to weekly payments. Under these terms, all invoices will be due upon receipt and issued weekly.

A weekly payment account will be reverted to prepaid balance if any of the following events should occur:
• Payment tardiness for more than 2 billing cycles.
• Any returned, declined, or bounced payments.
• Sudden increases in your invoice above the current approved credit risk for your account.
• Increased payment risk due to bankruptcy notices, high number of complaints and negative feedback from your customers, or other indicators of substandard businesspractices.
• Low or no storage accounts.

By default, any special project or campaign involving a very high amount of shipping
charges will either need to be completely or partially pre-funded. The amount to be
prepaid in these cases will be determined on a case by case basis. To avoid
unnecessary delays, please discuss with us any activity spikes. This is not only to
assess pre-funding needs, but to allocate enough resources operationally as well.

Payment Methods

ACH (clearing house automated bank transfer – only US banks)

• Credit Card (Visa or Mastercard)

• At SMO’s discretion, clients proving a consistent pattern of reliability could be eligible to prepay via company check, wire, or PayPal.

USPS postage rates paid by credit card or PayPal will be subject to a 3.5% surcharge.

 

Delinquent Accounts

  • All late payments will be assessed a late fee of 1.5% of the outstanding balance per month.
    • We reserve the right to withhold service for any accounts with past due amounts.
    • If you keep an unpaid balance for over 30 days, SMO reserves the right to categorize your account as abandoned.
    • After a 60-day period of maintaining an unpaid balance, an account will automatically be deemed as abandoned.
    • Upon an account becoming abandoned, all rights to ownership of the account balance and inventory will immediately be forfeited by you. Inventory will become unavailable to you, and liquidation proceedings will begin. You will no longer have any rights to the liquidation proceeds. You will also remain liable for any pending invoice balances above the liquidation proceeds.

Closing your Account

Unless a different term or stipulation has been agreed upon in your contract, you can close your account at any time for any reason, as long the account is current. Storage rates and other monthly charges assessed on the first of the month will not be refunded or prorated if we cannot get your inventory out of our distribution centers by the first of the month.

If you are planning on closing your account, don’t wait until the last day of the month to notify us. Give yourself at least a week to deal with the closing procedures and unforeseen delays. Depending on different factors, it can take several days to get your account to a point where it can be considered effectively closed. Even if you don’t want to have your inventory shipped back to you and you just want SMO to dispose of it, it can take a few days to go through a disposal project (unless the quantities stored are very small).

Before closing the account, SMO must be compensated in full for any work or services performed through the date that services are terminated. This includes, but is not limited to costs involved in preparing the merchandise for shipment, a good faith estimate of amounts that will be due for transportation, disposal of unwanted inventory (if applicable), and the cost of any goods or services purchased prior to termination.

SMO has the right to hold all inventory until all outstanding invoices have been satisfied (see the Lien and Security Interest section in our fulfillment contract).

You will remain liable for all obligations related to your account even after the account is closed. You may not close your account to evade an investigation. If you attempt to close your account while we are conducting an investigation, we may hold your funds and inventory for up to 180 days to protect SMO and any third-parties against the risk of reversals, chargebacks, claims, fees, fines, penalties, and other liability.

Freezing / Terminating an Account

  • Frozen Account
    A frozen account will have access to all client users via the SMO Web Admin Panel revoked. All activity will be suspended, including outbound shipments. SMO reserves the right to freeze an account for several reasons including but not limited to the following:
    • Sustained negative balance and consistent pattern of late payments or declined credit cards.
    • Suspicious activity.
    • Anyone using your account uses abusive language, is consistently rude, or otherwise threatens SMO or its team members..
    • To allow time to resolve or investigate any complaint of a violation of theTOS.
  • Account Terminated with a 30-day notice

    SMO may terminate this agreement at any time for any reason with a 30-day notice by providing a notification via email to the account owner/s email/s on file. It is your responsibility to make sure SMO has a valid email for you.

    You may have full or limited use of your account during the termination notice period at SMO’s discretion. This gives you the chance to deplete existing inventory without it needing to be shipped back to you. Any inventory that remains in stock at the expiration of the termination notice period will be shipped to the address on file. If there is no address on file, any remaining inventory will be shipped to the billing address on your credit card at your expense. If no address is available, or if no prepaid balance is available to pay for shipment back to you, SMO will liquidate or dispose of your remaining inventory (see Abandoned Account and Liquidation Policy).

    • Account Terminated Immediately
  • SMO immediately closes your account and ships remaining inventory to the billing address listed in your account at your expense. If no address is available, or if no prepaid balance is available to pay for shipment back to you, SMO will liquidate or dispose of your inventory (see Abandoned Account and Liquidation Policy).

  • SMO reserves the right to immediately terminate an account for a number of reasons including serious violations of the TOS, or any other conditions of use.