1. Definitions
1.1. OrderKrab – UAB "OrderKrab", company code 307409974, registered at Perkūnkiemio g. 19, LT-12120 Vilnius, Lithuania.
1.2. Platform – The software solution provided by OrderKrab, accessible via admin.orderkrab.com, including all associated e-commerce connectors (Shopify, WooCommerce, etc.), APIs, and plugins.
1.3. User (Merchant) – A legal person or sole trader who registers an account on the Platform for business purposes.
1.4. Carrier – A third-party logistics or postal service provider (e.g., DHL, DPD, FedEx) that the User has an independent contract with.
1.5. Carrier Credentials – API keys, secrets, account numbers, and tokens provided by the Carrier to the User.
1.6. Services – The technical infrastructure and software services provided by OrderKrab to synchronize orders and facilitate label generation.
1.7. Agreement – These Terms, together with the Privacy Policy and any specific Subscription Plans chosen by the User.
2. Account Registration and Use
2.1. Registration: To use the Platform, the User must create an account by providing accurate and complete information. By registering, the User represents that they are acting for business or professional purposes.
2.2. Account Responsibility: The User is solely responsible for all activities occurring under their account. OrderKrab is not liable for unauthorized access resulting from the User's failure to secure their login credentials or API keys.
2.3. Unauthorized Use: If the User suspects a security breach, they must notify OrderKrab immediately at info@orderkrab.com.
2.4. Prohibited Activities: The User shall not:
2.4.1. Reverse engineer, decompile, or attempt to extract the source code of the Platform.
2.4.2. Use the Platform to transmit illegal, fraudulent, or malicious content.
2.4.3. Bypass any measures used to prevent or restrict access to the Platform.
3. Scope of Services & the "Connector" Model
3.1. Platform Nature: OrderKrab provides a software interface that connects the User's e-commerce store with the User's Carrier accounts.
3.2. No Shipping Services: OrderKrab does not provide, sell, or resell shipping, logistics, or delivery services. OrderKrab is not a carrier, a freight forwarder, or a merchant of record for shipping.
3.3. User-Provided Contracts: The User must hold a valid and active contract with any Carrier they wish to use on the Platform. The User is responsible for all costs, fees, and surcharges billed by the Carrier under said contract.
3.4. API Limitations: OrderKrab's ability to provide services is dependent on the technical availability of third-party APIs (Shopify, Carriers, etc.). OrderKrab is not liable for service interruptions caused by these third parties.
4. Obligations of the User
4.1. Data Accuracy: The User is responsible for ensuring that the shipment data (dimensions, weight, destination, and product descriptions) is accurate. Any penalties, return-to-sender fees, or surcharges issued by the Carrier due to inaccurate data are the sole responsibility of the User.
4.2. Compliance with Carrier Terms: The User must comply with the terms and conditions of each Carrier they integrate. A breach of a Carrier's terms may result in the suspension of the OrderKrab account.
4.3. Lawful Content: The User warrants that the goods being shipped do not violate Lithuanian, EU, or international laws (e.g., prohibited items, sanctioned destinations).
5. Fees, Billing, and Payments
5.1. Subscription Fees: Access to the Platform is subject to recurring subscription fees based on the plan selected by the User.
5.2. Billing Cycle: Fees are billed in advance on a monthly or annual basis. All fees are non-refundable unless required by mandatory law.
5.3. Automatic Renewal: Subscriptions renew automatically unless canceled via the Platform settings before the current billing cycle ends.
5.4. Payment Default: If a payment fails, OrderKrab reserves the right to suspend the User's access to API integrations and the Web App until the debt is cleared.
5.5. Taxes: All fees are exclusive of VAT unless otherwise stated. The User is responsible for all taxes applicable to their jurisdiction.
5.6. Billable Metrics and Fee Structure: The fees charged to the User consist of two components, depending on the plan selected:
5.6.1. Base Subscription Fee (Pro Plan): Users on the Pro Plan are charged a recurring base fee as defined in the pricing table published at orderkrab.com/pricing. This base fee is charged regardless of the volume of orders processed during the billing period.
5.6.2. Per-Order Usage Fee: In addition to any applicable base fee, Users are charged a per-order fee for each Billable Order processed through the Platform. The applicable per-order rate is determined by the User's selected plan and volume tier, as set out at orderkrab.com/pricing.
5.7. Definition of a Billable Order: A "Billable Order" is defined as any order for which shipping has been initiated and a shipping label has been successfully generated via the Platform, regardless of whether the order has subsequently been marked as "fulfilled" or any other status in the User's connected e-commerce platform. The triggering event for billing purposes is the generation of a shipping label - not the fulfillment status of the underlying order.
5.8. Promotions: OrderKrab reserves the right to introduce, modify, suspend, or discontinue promotional offers, free credits, discounts, trial periods, or onboarding incentives (including, without limitation, the "first 100 orders free" welcome offer) at its sole discretion. Such promotions are made available as a goodwill gesture, are not contractual entitlements, and their availability, eligibility criteria, duration, scope, and value may change at any time without prior notice. Promotional credits have no cash value, cannot be exchanged for refunds, and are not transferable between Users or accounts.
5.9. Plan and Pricing Changes: OrderKrab reserves the right, at any time, to (i) introduce new subscription plans; (ii) modify, rename, restructure, or discontinue existing plans; (iii) adjust prices, including base fees, per-order rates, volume tier thresholds, and minimum invoice amounts; and (iv) change the features, services, hardware availability, or other components included in any plan. The current plans, pricing, and plan inclusions are those published at orderkrab.com/pricing from time to time. OrderKrab will notify active Users of material changes that reduce included features or increase recurring fees applicable to their subscription at least fourteen (14) days in advance via email or the Platform dashboard. The User may cancel the affected subscription before the change takes effect; continued use of the Platform after the effective date constitutes acceptance of the new plan terms, pricing, or inclusions.
6. Provision of Equipment (Hardware)
6.1. Eligibility and Ownership: OrderKrab may provide hardware (e.g., label printers, barcode scanners) to Users subscribed to specific service tiers (the "Pro Plan"). All such hardware is provided on a loan basis for the duration of the User's active subscription to the qualifying tier. Ownership of the equipment remains exclusively with UAB "OrderKrab" at all times.
6.2. Downgrade or Termination Trigger: The User's right to possess and use the hardware is strictly contingent upon maintaining an active subscription to the qualifying service tier. The User must return the equipment to OrderKrab if:
6.2.1. The User terminates their OrderKrab account;
6.2.2. The User downgrades their subscription to a tier that does not include hardware provision (e.g., moving from "Pro" to "Core");
6.2.3. The User's account is suspended for non-payment or breach of these Terms.
6.3. Return Procedure and Costs: Upon any of the events described in Section 6.2, the User must return the hardware to OrderKrab's registered office in Vilnius within 14 calendar days. The User is responsible for all shipping costs and ensuring the equipment is packaged securely for transit.
6.4. Buy-out Option: At its sole discretion, OrderKrab may offer the User the option to purchase the hardware at its current residual value instead of returning it. Such an agreement must be confirmed in writing (via email or digital invoice).
6.5. Penalties for Non-Compliance: If the equipment is not returned within the 14-day window, or is returned in a state of damage beyond normal wear and tear, OrderKrab shall:
6.5.1. Invoice the User for the full replacement value of the hardware (calculated at the then-current retail price).
6.5.2. Be authorized to automatically charge the User's payment method on file for the hardware value and an administrative recovery fee of €50.
7. Liability and Disclaimers
7.1. Service "As-Is": OrderKrab provides the Platform on an "as-is" and "as-available" basis. We make no warranties regarding the accuracy of label generation or that the Platform will meet the User's specific requirements.
7.2. Exclusion of Damages: To the maximum extent permitted by Lithuanian law, OrderKrab shall not be liable for:
7.2.1. Loss of profit, revenue, or business opportunities.
7.2.2. Damage to or loss of physical shipments/parcels.
7.2.3. Data loss or corruption.
7.3. Carrier Actions: OrderKrab is not liable for any acts or omissions of the Carriers, including delayed deliveries, damage during transit, or incorrect billing by the Carrier.
7.4. Liability Cap: OrderKrab's total cumulative liability for any claim arising from these Terms shall not exceed the amount paid by the User to OrderKrab during the three (3) months preceding the event giving rise to the claim.
8. Intellectual Property
8.1. Ownership: OrderKrab and its licensors own all rights, titles, and interests in the Platform, including software, trademarks, and documentation.
8.2. User License: OrderKrab grants the User a limited, non-sublicensable, non-exclusive license to use the Platform for business operations during the subscription period.
8.3. Feedback: Any suggestions or feedback provided by the User to OrderKrab may be used by the Company without compensation or restriction.
9. Term, Suspension, and Termination
9.1. Term: These Terms are effective from the moment of account creation and continue until the account is closed.
9.2. Suspension: OrderKrab may suspend access if it detects suspicious activity, API abuse, or non-payment.
9.3. Termination for Breach: Either party may terminate the agreement if the other party materially breaches these Terms and fails to remedy the breach within 14 days of notice.
9.4. Immediate Termination: OrderKrab may terminate the agreement immediately if the User's actions jeopardize the technical integrity of the Platform or violate EU sanctions.
10. Confidentiality and Data Protection
10.1. Confidentiality: Both parties agree to keep all technical and business information received from the other party confidential.
10.2. Data Processing: The processing of personal data is governed by the OrderKrab Privacy Policy.
10.3. Partner referrals and commission: If you were referred by an authorized OrderKrab Partner, we may share basic transaction data (such as payment status and total spend) with that Partner for the purposes of commission calculation.
10.4. Merchant Obligations: The User warrants that they have a valid legal basis to transfer End-Customer data to OrderKrab.
11. Force Majeure
11.1. Neither party shall be liable for any failure or delay in performing its obligations due to events beyond its reasonable control, including but not limited to: natural disasters, war, strikes, pandemics, or widespread failures of the public internet or telecommunications networks.
12. Governing Law and Dispute Resolution
12.1. Jurisdiction: These Terms are governed by the laws of the Republic of Lithuania.
12.2. Negotiation: In the event of a dispute, the parties shall first attempt to resolve the matter through good-faith negotiations.
12.3. Court: If negotiations fail, disputes shall be settled in the competent courts of Vilnius, Lithuania.
13. Miscellaneous
13.1. Amendments: OrderKrab reserves the right to modify these Terms. Users will be notified of material changes 14 days in advance via email or the Platform dashboard.
13.2. Severability: If any provision of these Terms is found to be invalid, the remaining provisions shall remain in full force.
13.3. Entire Agreement: These Terms constitute the entire agreement between the parties and supersede any prior written or oral agreements.