Terms and Conditions
(i) visiting or using this Site; and/or
(ii) applying to use, or using, eWhale marketplace, eWhale Purchase Order Cashflow, services (the "Service"), so that you are aware of your legal rights and obligations with respect to eWhale eCommerce FZE. or any of its affiliates and subordinates, subsidiaries, or an agent acting on their behalf ("eWhale", “Borrower”, "we", "our" or "us").
These Terms apply to:
(i) all visitors and users of our Site; and
(ii) all applicants to, and users of, our Service. All references to "You" or "you", or “Lender” include:
a. visitors and users of our Site, (ii) the Users of our Service; and
b. the authorized individuals that are using the Account, and Service.
Unless the Site and Service are separately referred to in these Terms, all references herein to the "Services" shall include both the Site and the Service.
Please note that Section 23 of these Terms includes provisions that govern how claims we may have against each other are resolved. These provisions limit eWhale's liability and require individual arbitration for any dispute that you assert against us. These provisions include important terms regarding your rights related to fees, dispute resolution and governing law.
a. “User” means a Professional individual “Lender” that has provided cash as a Loan to eWhale “Borrower” and gave permission to eWhale to pay its Purchase Order’ Invoices to Supplier.
c. “Supplier” means a Business that has provided products to eWhale and get paid using of the Service and has been approved for a specific Online Distribution Service Agreement with eWhale to manage and sell their goods online.
d. “Third Party Sales Channel” means an eCommerce Platform who sale goods to eWhale’s Supplier which provided and managed by eWhale as “Online Distributor Service” on behalf of Supplier.
e. “Wallet” or “eWallet” means the cash amount which User has been transferred to eWhale’s bank account and approved by eWhale
f. “Loan” means the cash amount provided in the Wallet by You “Lender”to eWhale“Borrower” for Purchased Orders that are submitted through the Third Party Sales Channel.
g. “Shared Profit” means the return profit after using the Service by You “Lender” which has been mentioned in each Purchase Order.
h. “Return Period” means the period of time which takes by eWhale to pay back the loan to You as mentioned in each Purchase Order.
i. “Participate” means that You agreed on all terms and information which have been mentioned on each Purchase Order includes, Shared Profit amount, and Return Period.
j. “Cashflow Loan Service” means a loan transaction whereby User “You “or financial partner provides eWhale that shall be utilized by the eWhale to purchase the documented Invoices issued by the Supplier in the course of providing goods and services to its clients.
k. “Laon Agreement” means a contractual agreement between eWhale and the You who approved to use eWhale.co and provide the Cashflow Loan to eWhale, which sets forth the provisions and conditions of eWhale's purchase of third party’s orders.
l. “Purchase Order Cashflow Service” means a transaction involving the purchase and sale of Orders, whereby eWhale purchases all goodsfromSupplier’s outstanding Invoices, deliver it to Third Party Sales Channels and wait the due payment to be received between 3 to 60 days.
n. “eWhale,” “we”, “us” or “our” means eWhale eCommerce FZE or any affiliates, subordinates, subsidiaries, or an agent acting on its behalf.
o. “Invoice” means the outstanding invoices the Supplier generates as part of its typical business activity.
2. Acceptance of Agreement
a. By visiting this Site, and/or applying to use, or using, the Service, you acknowledge and agree that you have read and understood and agree to comply with these Terms, and are entering into a binding legal agreement with eWhale (and any eWhale affiliate may enforce these Terms as a third party beneficiary thereof). If you do not agree to comply with and be bound by these Terms, please do not accept these Terms or visit, access or use the Site and/or Service.
b. eWhale.co is operating on Beta version which means that you might have a technical issues or confusing workflow since the website on trial period to test the technology and the service. For any challenges you can contact us on firstname.lastname@example.org
c. eWhale's Purchase Order Cashflow Loan Service is components of eWhale's Services, and therefore, Users utilizing either are subject to these Terms. However, the provisions and conditions of the Purchase Order Cashflow Loan Service shall be governed by aLaon Agreement. This Agreement must be properly executed before the Purchase Order Cashflow Loan Service (as appropriate) may be utilized and will be used in conjunction with eWhale's approval of the appropriate transaction contemplated.
d. Consent to Electronic Transactions and Disclosures. Because you are using the Internet on the Site, it is necessary for you to consent to transact business with us online and electronically. We need you to consent to our giving you certain Disclosures electronically, either via our Site or to the email address you provide to us. By agreeing to the Terms, you agree to receive electronically all documents, communications, notices, contracts, and agreements—arising from or relating to you—regarding any loans you may request or receive, your use as user on our Site, any participating, the servicing of any loan, if participated as a borrower (each, a “Disclosure”), from us.
e. Scope of Electronic Consent. Your consent is applicable to receive Disclosures and transact business electronically. Our agreement to do so applies to any transactions to which such Disclosures relate, whether between you and eWhale. Your consent will remain in effect as long as you are user of the Site and, if you are no longer user of the Site, will continue until such a time as all Disclosures relevant to transactions that occurred while you were user have been made.
f. Consenting to Do Business Electronically. Before you decide to do business electronically with eWhale, you should consider whether you have the required hardware and software capabilities described below.
g. Hardware and Software Requirements. To access and retain Disclosures electronically, you must satisfy the following computer hardware and software requirements: access to the Internet; an email account and related software capable of receiving email through the Internet; a web browser which is SSL-compliant and supports secure sessions (such as Microsoft Edge, mobile Safari, Firefox, Chrome, or the equivalent software); and hardware capable of running this software.
h. Request for Paper Disclosures. If you require paper copies of Disclosures, you may send us an email message at email@example.com.
i. Consent to Telephone Calls. You also expressly consent to receiving servicing, collection, marketing and other calls and messages, including auto-dialed and pre-recorded message calls, and SMS messages (including text messages) from us, our affiliates, marketing partners, agents, and others calling at their request or on their behalf, at any telephone numbers that you have provided or may provide in the future (including any cellular telephone numbers). Your cellular or mobile telephone provider may charge you according to the type of plan you carry. Your consent to these calls may be revoked by informing the telemarketing representative, or by any other reasonable method that ensures we receive the revocation. Your consent to telemarketing calls is not a condition of obtaining your loan.
j. Consent to Monitoring and Recording of Calls. You consent to the recording and monitoring, for quality assurance, training, risk management, collection, or other purposes, of any call that you place with us (or our agents, representatives, affiliates, third parties or anyone calling on our behalf) or that we (or our agents, representatives, affiliates, third parties or anyone calling on our behalf) place to you.
k. Additional Mobile Technology Requirements. If you are accessing our site and the Disclosures electronically via a mobile device (such as a smart phone, tablet, and the like), in addition to the above requirements you must make sure that you have software on your mobile device that allows you to print and save the Disclosures presented to you during the application process. These applications can be found for most mobile devices in the device’s respective “app store.” If you do not have these capabilities on your mobile device, please access this through a device that provides these capabilities.
l. Withdrawing Consent. You may withdraw your consent to receive Disclosures electronically by contacting us at the address below. However, once you have withdrawn your consent you will not be able to post any participating requests on our Site. If you have a pending request on our Site, we will terminate it and remove it from our system. If you have already participated to any Purchase Order Cashflow Loan, all previously agreed to terms and conditions will remain in effect, and we will send Disclosures to your verified business address provided during registration.
m. How to Contact Us regarding Electronic Disclosures. You can contact us via email at firstname.lastname@example.org.
a. In order to use the Service, a User must create an account ("Account"). You may only create an Account. You represent and warrant that you are over the age of 18 years and have full authority to: (i) bind these Terms (if it has not already done so); and (ii) use the Service.
b. If you create an Account, then be aware that these Terms are a binding legal agreement between the User named in the Account and eWhale (and any eWhale affiliate may enforce these Terms as a third party beneficiary thereof).
c. We reserve the right in our sole discretion to refuse to approve the creation of an Account.
d. User must not allow anyone other than its authorized person or agents acting on its behalf ("Authorized User") to access and use its Account. User acknowledges and agrees: (i) to provide accurate and complete Account and login information when creating an Account; (ii) to keep, and ensure that Authorized Users keep, all Account login details and passwords secure at all times; (iii) that User remains solely responsible and liable for the activity that occurs in connection with User's Account, (iv) that if separate login details are provided for different Authorized Users then the login details for each Authorized User may only be used by that Authorized User, and that multiple people may not share the same login details; and (v) to promptly notify eWhale in writing if User becomes aware of any unauthorized access or use of its Account or the Service.
e. You agree not to use a User's account without its express permission and authorization to do so.
5. Third Party Software Products
b. Authorization. If User chooses to connect or interact with a Third Party Software Product then User: (i) hereby grants us authorization to access User's Third Party Software Product Account in accordance with the rules for doing so prescribed by the Third Party Software Product provider; and (ii) agrees to cooperate with us and provide any information that we or the Third Party Software Product provider may request in order to enable us to access User's Third Party Software Product Account. We will only access and use User's Third Party Software Product in order to: (i) perform Background Checks (please see Section 8 (Background Checks) below, for more information about this); and (ii) provide the Service to User.
c. Data. If User connects or interacts with a Third Party Software Product, then we will collect certain data and materials from that Third Party Software Product ("Third Party Software Product Data"). We only collect Third Party Software Product Data that the Third Party Software Product provider enables us to collect by utilizing the Third Party Software Product provider's "connect" tool. If we collect Third Party Software Product Data then we may use it to: (i) perform Background Checks on User; and (ii) provide the Service to User (collectively, "Data Uses"). User hereby provides its express consent for us to collect, store, and use User’s past, present and future Third Party Software Product Data for the purpose of performing the Data Uses. Please also see Section 6 (User Data), below, which includes additional information about our collection and use of Third Party Software Product Data.
d. eWhale Credentials. If we provide User with any eWhale credentials, identification or other information to enable User to connect with a Third Party Software Product, User agrees not to use said information for any purpose except to connect to the Third Party Software Product as part of User's participation in the Service.
e. User acknowledges that any failure to take any of the steps described in Sections 5.1 (Connection and Interaction), 5.2 (Authorization), and 5.3 (Data) of these Terms, above, may restrict us from enabling a connection or interaction with User's Third Party Software Product Account and may prevent User from being able to apply for and/or use our Service.
6. User Data
a. User may choose to provide, transmit, upload, import or make accessible certain data, including without limitation Third Party Software Product Data, to us (collectively, "Data") for us to use in connection with the Service. We will use User's Data to perform Background Checks on the User and to provide our Service to the User (the Data Uses, as defined above). User hereby provides its express consent for us to collect and use User's Data for the foregoing purposes, including for the purpose of performing the Data Uses. User retains ownership of its Data.
c. User represents and warrants that: (i) it owns or has obtained the right to all of the intellectual property rights subsisting in its Data, and has the right to provide eWhale the license granted herein to such Data; (ii) User's Data is accurate, current and complete; (iv) User's Data is not misleading or false; (iv) User's Data does not infringe or violate any patents, copyrights, trademarks or other intellectual property, proprietary or privacy rights of any third party.User shall remain solely responsible and liable for its Data, including without limitation for our reliance upon User's Data in order to perform Background Checks and to provide the Service to User, and User agrees to indemnify and hold us harmless, and expressly release us, from any and all liability arising from the foregoing.
d. User acknowledges that: (i) the Service does not operate as an archive or file storage service and we do not store all of the Data that User may provide, upload, import, or otherwise generate during User's use of the Service; (ii) User is solely responsible for the backup of its Data; and (iii) User will lose access to any Data that User deletes.
7. Required Documents
User must upload all the necessary documents to the dashboard of eWhale.co before filling up the Wallet or participating any Purchase Order. Uploading the passport copy, statement and proof of address from your side will help eWhale to do KYC and background checkup to verify the User and determine User's suitability for a Service.
8. Background Checks
If User registers an Account with eWhale, User hereby agrees and consents that we may perform an initial background check (and subsequent periodic follow-up checks) on User to help us determine User's suitability for a Service and whether eWhale is willing to approve the cash of the User’through the Purchase Order Cashflow Laon Service from us (each a "Background Check"). Each Background Check may, without limitation, include a review of the following information, which User hereby expressly authorizes and consents to,: (i) User's Data; (ii) KYC; (iii) information that is publicly available about User; (v) information that we obtain from third party service providers, including information derived or prepared by third-party data aggregation and analysis companies; and (vi) whether Userhave ever been declared fraud or money laundry. User agrees to cooperate with eWhale with respect to Background Checks and shall promptly, upon request, provide (or sign) any information, documentation and/or consent that we may require to perform a Background Check. For the avoidance of doubt. User acknowledges that any failure to provide the foregoing information and said cooperation may preclude User from being: (i) approved to participate in our Service or (ii) able to participate through our Purchase Order Cashflow Laon Service.
9. Fees & Payment
a. Users approved for the Puchase Order Cashflow Laon Service will be required to pay certain fees. Specifically, the User’s timely payment of applicable drawing fees in accordance with the provisions of the Laon Agreement will be required to complete Background Checkup, unless eWhale waives it for certain period or forever.
b. All payments must be wire transfer to eWhale bank account under name of “eWhale eCommerce” which will be provided through eWhale’s Team via email or through an online payment gateway which will be provided through eWhale.co. Other than that, we are not responsible for any transaction has made.
c. All Transfer charges through the bank or online gateway will be charged by Users based on User’s bank transaction fees.
d. All your cash and profit will be return to your wallet based on the process return period for each Purchase Order and then you can withdraw all the cash or partial anytime. The transaction will take between 3 to 7 working days to reach your bank account. If you didn’t reach your bank after 7 days, please contact us on email@example.com
You shall not, and shall not permit any third party to: (i) copy, distribute or modify any part of the Services or to copy, use, modify, create derivative works of, transfer (by sale, resale, license, sublicense, download or otherwise), reproduce, distribute, display or disclose Content (defined below), except as expressly authorized herein; (ii) decompile, disassemble, reverse-engineer, or derive or attempt to derive the source code form of, the Services; (iii) disrupt any servers or networks connected to the Services; (iv) use or launch any automated system (including without limitation, "robots" and "spiders") to access the Services; (v) circumvent, disable or otherwise interfere with security-related features of the Services or features that prevent or restrict use or copying of any Content or that enforce limitations on use of the Services; (vi) remove, alter or obscure any proprietary notice or identification, including copyright, trademark, patent or other notices, contained in or displayed on the Services; (vii) use the eWhale name, logo or trademarks without our prior written consent; (viii) use the Services to develop a competing service or product; and/or (ix) use the Services to violate any applicable laws, rules or regulations, or for any unlawful, harmful, irresponsible, or inappropriate purpose, or in any manner that breaches these Terms.
11. SMS and Text Messaging
a) Authorization: You certify that you are authorized: (a) to enroll the designated mobile phone number in the SMS/MMS Alerts Service, and (b) to incur any mobile message or data charges that may be incurred by participating in the SMS/MMS Alerts Service.
b) Subscribing to SMS Alerts: You may subscribe to SMS/MMS Alerts by entering and submitting your phone number in the provided submission form available on our website and our mobile application. By entering your phone number and completing the submission form, you consent to these terms and to receive text message communications from eWhale as described herein. A text message will be delivered to the mobile number you provided confirming your enrollment once you have submitted your phone number. You must confirm your enrollment at that time to complete the subscription. You are responsible for managing the types of texts (whether SMS or MMS) you receive.
c) By subscribing to SMS/MMS Account Alerts, you expressly consent and agree to accept and receive Account Alerts and related communications via text message to your mobile device and to the cellular/mobile telephone number(s) that you provided to us. The information in any message may be subject to certain time lags and/or delays.
d) Frequency of Messages: The number and frequency of SMS/MMS Alerts sent to your device depends on several factors including the number of transactions you perform through eWhale which includes but is not limited to: updating your account details, drawing cash, repayment alerts for upcoming payments, and so forth.
12. Intellectual Property Rights
a. Content and Marks. The: (i) text, documents, articles, blogs, descriptions, graphics, photos, sounds, videos and interactive features on the Site and Service (collectively, the "Materials"), (ii) Site and Service products, services and software (collectively, the "Software", and together with the Materials, the "Content"), and (iii) the trademarks, service marks and logos contained therein ("Marks"), are the property of eWhale and our affiliates and/or our licensors and may be protected by applicable copyright or other intellectual property laws and treaties.
b. Use of Content. The Content on the Services is provided to you on an 'as is' and 'as available' basis. The Content on the Service is for your use of the Service only, and the Content on the Site is for your informational and personal use only. The Content may not be used, modified, copied, distributed, transmitted, broadcast, displayed, sold, licensed, de-compiled, or otherwise exploited for any other purposes whatsoever without our prior written consent or as expressly permitted herein. If you download or print a copy of any Content you must retain all copyright and other proprietary notices contained therein.
13. Information Description
We attempt to be as accurate as possible. However, we cannot and do not warrant that the Content available on the Services is accurate, complete, reliable, current, or error-free. We reserve the right to make changes in or to the Content, or any part thereof, in our sole judgment, without the requirement of giving any notice prior to or after making such changes to the Content. Your use of the Content, or any part thereof, is made solely at your own risk and responsibility.
We reserve the right to access, read, preserve, and disclose any information that we obtain in connection with the Services, and your use thereof, as we reasonably believe is necessary to: (i) satisfy any applicable law, regulation, legal process, subpoena or governmental request, (ii) enforce these Terms, including to investigate potential violations of them, (iii) detect, prevent, or otherwise address fraud, security or technical issues, (iv) respond to user support requests, or (v) protect the rights, property or safety of eWhale, its users or the public.
16. Warranty Disclaimers
b. EWHALE DOES NOT OPERATE AS A BROKER OR AN ACCOUNTING, FINANCIAL OR INVESTMENT PLANNER OR ADVISOR. WE DO NOT PROVIDE FINANCIAL, BUSINESS, ACCOUNTING, SECURITIES, TAX OR LEGAL ADVICE. YOUR USE OF THE SERVICES IS AT YOUR SOLE DISCRETION AND RISK.
c. EWHALE IS NOT REGULATED BY ANY AUTHORITY YET SINCE THE SERVICE IS PROVIDED TO FACILITY EWHALE’S INVOCIES ONLY AND NOT PROVIDED TO ANY OTHER BUSINESSES AT THE MOMENT
17. Limitation of Liability
a. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, EWHALE SHALL NOT BE LIABLE FOR ANY INDIRECT, EXEMPLARY, SPECIAL, CONSEQUENTIAL, OR INCIDENTAL DAMAGES OF ANY KIND ARISING UNDER THESE TERMS OR OUT OF YOUR USE OF, OR INABILITY TO USE, THE SERVICES, EVEN IF EWHALE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages, so the above limitations may not apply to you.
b. IN NO EVENT SHALL THE AGGREGATE LIABILITY OF EWHALE FOR ANY DAMAGES ARISING UNDER THESE TERMS OR OUT OF YOUR USE OF, OR INABILITY TO USE, THE SERVICES EXCEED THE TOTAL AMOUNT OF FEES, IF ANY, PAID BY YOU TO EWHALE FOR USING THE SERVICES DURING THE THREE (3) MONTHS PRIOR TO BRINGING THE CLAIM.
You agree to defend, indemnify and hold harmless eWhale and our affiliates, and our respective officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs and expenses (including but not limited to attorney's fees) arising from: (i) your use of the Services; (ii) your violation of these Terms; and (iii) your transmission of Sensitive Data to eWhale.
19. Term and Termination
These Terms are effective until terminated by eWhale or you. We, in our sole discretion, have the right to terminate the Terms and/or discontinue your access to the Site and/or Service, or any part thereof, immediately at any time and with or without cause (including, without any limitation, for a breach of these Terms). eWhale shall not be liable to you or any third party for termination of the Site or Service, or any part thereof. If you object to any term or condition of these Terms, or any subsequent modifications thereto, or become dissatisfied with the Services in any way, your only recourse is to immediately discontinue use of the Services. Upon termination of these Terms, you shall cease all use of the Services.
21. Independent Contractors
You and eWhale are independent contractors. Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship between you and eWhale. You must not under any circumstances make, or undertake, any warranties, representations, commitments or obligations on behalf of eWhale.
These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you but may be assigned by eWhale without restriction or notification to you.
If a dispute of any kind arises between you and eWhale, you and eWhale agree that this Dispute will be resolved in accordance with the provisions set forth in this Section (Section 23: Disputes). Please read this Section carefully. It affects your rights and will impact how claims you and we have against each other are resolved.
Contact eWhale. If a dispute of any kind arises, we want to understand and address your concerns quickly and to your satisfaction and, if we are unable to do so, provide you with a neutral and cost effective means of resolving the dispute quickly. Please contact eWhale support at firstname.lastname@example.org
24. Right to Amend
eWhale has the right to change or add to these Terms at any time, and to change, delete, discontinue, or impose conditions on any feature or aspect of the Service with notice that we in our sole discretion deem to be reasonable in the circumstances, including such notice on our website at ewhale.co or any other website maintained or owned by us for the purposes of providing the Service. Such change will be effective ten (10) days following posting of the revised Terms on the Site. If you do not agree to any amendment to the Agreement, you must stop using the Site and Services. Any use of the Service after our publication of any such changes shall constitute your acceptance of these Terms as modified. However, any Dispute that arose before the modification shall be governed by the Terms (including the binding individual arbitration clause) that were in place when the Dispute arose.