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Commercial Trading Agreement

Terms of Service

Last Updated & Effective Date: October 1, 2026

1. Acceptance of Terms & Commercial Eligibility

These Terms of Service constitute a legally binding agreement between your business entity and Shiperfly Global Pte. Ltd. ("Shiperfly"). Shiperfly operates strictly as a B2B commercial procurement exchange and digital freight forwarder.

Only registered commercial corporations, partnerships, and sole proprietors in good legal standing are eligible to register, issue RFQs, list factory products, or book container freight. Consumer or individual personal transactions are expressly prohibited.

2. RFQ Submission & Binding Commercial Contracts

When a buyer submits a Request for Quotation (RFQ) and subsequently accepts an official quotation from a verified supplier, a legally binding sales contract is formed between the buyer and the supplier.

The accepted quotation, incorporated specifications, agreed Incoterms 2026 rules, delivery milestones, and payment schedule supersede prior informal chats.

3. Incoterms 2026 & Freight Risk Allocation

The allocation of shipping costs, insurance liability, port handling fees (THC), export duties, and transfer of risk is determined exclusively by the chosen Incoterms rule specified in the contract:

  • FOB (Free On Board): Risk transfers to the buyer once cargo is loaded onto the vessel at the designated origin seaport.
  • CIF (Cost, Insurance & Freight): Seller procures marine cargo insurance and ocean freight; risk transfers upon vessel loading.
  • DDP (Delivered Duty Paid): Seller bears 100% of freight risk, customs clearing, and tariff costs until arrival at buyer facility.
  • EXW (Ex Works): Buyer assumes all risk and costs from the moment goods are made available at the seller factory.

4. Stripe-Backed Milestone Escrow & Releases

To protect both trading parties, purchase order payments are held in institutional Stripe-backed escrow. Funds are locked and disbursed strictly in agreed phases:

Production Deposit: Released when the supplier confirms production scheduling and provides material procurement proof.

Final Balance: Released only upon verification of an accredited Pre-Shipment Inspection (PSI) certificate and the issuance of an official Ocean Bill of Lading or Air Waybill.

5. Quality Inspection & Defect Disputes

All products must comply with international AQL standards defined in the contract. If a pre-shipment inspection reveals critical defects or fails AQL 2.5 thresholds, the buyer may refuse final milestone release. The supplier must rework or replace the batch within 14 business days or refund the escrowed deposit in full.

6. Sanctions & Prohibited Cargo

Users certify that no transactions violate US OFAC, European Union, United Nations, or Singapore trade sanctions. The listing or shipment of hazardous undeclared munitions, counterfeit intellectual property, or restricted hazardous chemicals is strictly banned and results in immediate account termination.

7. Dispute Resolution & Governing Law

These Terms and any non-contractual disputes arising from transactions on Shiperfly shall be governed by the laws of the Republic of Singapore. Any dispute not resolved through Shiperfly mediation within 30 days shall be referred to and finally resolved by arbitration administered by the Singapore International Arbitration Centre (SIAC).