Email us
contact@pacificprepservices.com
Call us
1 (971)-238-7795
Office Address
560 SE 4th Ave, Suite 525 Hillsboro, OR 97123
Frictionless Fulfillment
contact@pacificprepservices.com
1 (971)-238-7795
560 SE 4th Ave, Suite 525 Hillsboro, OR 97123
Effective Date: 2/3/2026
These Terms of Service (“Agreement”) govern the provision of fulfillment, warehousing, logistics, preparation, software access, and related services (collectively, the “Services”) by Pacific Prep Services (“Pacific Prep,” “we,” “us,” or “our”) to the customer (“Customer,” “you,” or “your”).
BY ACCESSING, USING, OR RECEIVING SERVICES FROM PACIFIC PREP, INCLUDING TENDERING GOODS TO PACIFIC PREP OR ACCESSING ANY PACIFIC PREP SYSTEM OR FACILITY, CUSTOMER AGREES TO BE BOUND BY THIS AGREEMENT.
These Terms apply regardless of whether Customer executes a separate written agreement with Pacific Prep.
These Terms of Service establish the baseline terms governing the Services.
Customer and Pacific Prep may also enter into a separate written agreement, statement of work, pricing schedule, or exhibit that addresses Customer specific terms, including pricing, service levels, or scope.
In the event of a conflict between this Agreement and any separately executed written agreement, the terms of the separately executed written agreement shall control solely with respect to the specific subject matter addressed therein, and all other provisions of this Agreement shall remain in full force and effect.
Unless expressly stated otherwise in a signed writing, these Terms apply to all Services provided by Pacific Prep.
Pacific Prep Services provides third party logistics and fulfillment services, including receiving, storage, inventory handling, labeling, kitting, repackaging, forwarding, outbound shipping coordination, and access to warehouse management systems.
“Goods” means all inventory, products, materials, cartons, pallets, containers, and other items tendered to Pacific Prep by or on behalf of Customer, whether received via small parcel, less than truckload, full truckload, intermodal, or ocean container.
Pacific Prep acts as a warehouseman and bailee with respect to Goods while in its care, custody, or control.
Pacific Prep shall exercise ordinary and reasonable care under the circumstances, consistent with generally accepted practices in the third party logistics and warehousing industry.
Pacific Prep is not an insurer of Customer’s Goods.
Customer acknowledges that warehouse operations involve handling, movement, scanning, and processing of Goods, and that minor loss, damage, or misplacement may occur despite reasonable care.
4.1 Receipt and Count Verification
All Goods are received subject to Pacific Prep’s receiving, scanning, and counting procedures in effect at the time of receipt.
Pacific Prep does not open sealed cartons, cases, or containers to verify internal quantities or condition unless expressly agreed to in writing.
4.2 Dispute Window
Customer must notify Pacific Prep in writing within twenty four hours of Pacific Prep’s receipt confirmation of any alleged inbound count discrepancy.
Failure to provide notice within this twenty four hour period constitutes final acceptance of quantities received and a waiver of any related claim.
Pacific Prep does not warrant the internal condition, merchantability, fitness for a particular purpose, or regulatory or marketplace compliance of Goods as received.
Customer is solely responsible for packaging adequacy, labeling accuracy, manufacturer defects, hazmat classification and disclosure, suffocation warnings, regulatory markings, and compliance with marketplace or platform requirements.
Pacific Prep shall not be liable for damage resulting from inadequate packaging, concealed defects, pre existing conditions, or Customer supplied materials or instructions.
6.1 Industry Standard Shrinkage
Customer acknowledges and agrees that an industry standard shrinkage allowance of up to one percent, measured on an aggregate rolling twelve month basis, is acceptable and non compensable.
Shrinkage within this threshold shall not constitute loss, negligence, or breach of this Agreement.
6.2 Measurement
Shrinkage is measured in the aggregate across Customer’s inventory and activity and not on a per SKU, per shipment, or per event basis.
Inventory data, counts, scans, and reports made available through Pacific Prep systems are informational and operational tools and do not constitute a warranty of absolute accuracy.
Customer acknowledges that inventory data may be affected by scanning limitations, carrier data, upstream inaccuracies, or timing differences.
Electronic records, scan data, timestamps, and system logs maintained by Pacific Prep shall be deemed authoritative for purposes of service performance and dispute resolution.
To the fullest extent permitted by law, Pacific Prep’s liability, if any, for loss or damage to Goods while in its care, custody, and control shall be limited to fifty cents per pound of the affected Goods, based on the actual weight of the lost or damaged items.
Pacific Prep shall not be liable for lost profits, lost sales, marketplace penalties, account suspensions, chargebacks, business interruption, or consequential, incidental, or special damages.
Pacific Prep’s total liability shall not exceed the lesser of fifty cents per pound of the affected Goods or one hundred dollars per occurrence.
Pacific Prep does not maintain insurance covering Customer’s Goods.
Customer is solely responsible for maintaining insurance coverage for its inventory.
Any insurance coverage requested through Pacific Prep must be expressly agreed to in writing and paid for by Customer as a separate insurance rider.
Pacific Prep’s responsibility for Goods ends when Goods are tendered to a third party carrier.
Customer agrees that all carrier claims are the responsibility of Customer and that Pacific Prep shall not be liable for carrier delays, loss, damage, or service failures.
nsurance coverage for its inventory.
Any insurance coverage requested through Pacific Prep must be expressly agreed to in writing and paid for by Customer as a separate insurance rider.
Pacific Prep does not guarantee marketplace acceptance, listing compliance, account standing, performance outcomes, or continued platform access.
Customer assumes all marketplace and platform related risk.
Customer authorizes Pacific Prep to charge all applicable fees pursuant to published pricing or any written pricing schedule.
All invoices are due according to stated payment terms and must be paid in full without setoff, deduction, withholding, or delay.
The existence of any dispute, claim, or alleged loss does not relieve Customer of the obligation to timely pay all invoices, whether disputed or undisputed, while such claim is pending or unresolved.
Failure to pay invoices when due constitutes a material breach of this Agreement, regardless of the status of any claim.
Pacific Prep may perform Services through employees, affiliates, subcontractors, third party service providers, or alternate facilities as reasonably required to provide the Services.
Pacific Prep has no duty to audit, inspect, verify, or police Customer’s Goods for fraud, counterfeiting, recalls, intellectual property issues, or regulatory compliance beyond the Services expressly agreed to.
Any guidance or information provided by Pacific Prep is general in nature and does not create a fiduciary, advisory, or consulting relationship. Customer retains sole responsibility for business and compliance decisions.
Pacific Prep shall not be liable for failure or delay in performance caused by events beyond its reasonable control, including natural disasters, labor actions, carrier congestion, port delays, supply chain disruptions, platform outages, or governmental actions.
Pacific Prep may terminate this Agreement in accordance with its standard policies or for material breach.
Goods remaining after termination may be deemed abandoned and disposed of in accordance with applicable law if Customer fails to provide timely disposition instructions or payment.
Customer shall defend, indemnify, and hold harmless Pacific Prep and its owners, employees, agents, affiliates, and representatives from all claims arising out of Customer’s Goods, Customer’s instructions, Customer’s non compliance with laws or marketplace rules, or third party claims relating to Customer’s inventory.
This indemnity excludes claims resulting solely from Pacific Prep’s gross negligence or willful misconduct.
Services are provided as is and as available, without warranties of any kind, express or implied, including warranties of merchantability, fitness for a particular purpose, or uninterrupted availability.
The parties agree to attempt in good faith to resolve disputes through informal discussions before initiating litigation.
Nothing in this section prevents either party from seeking injunctive relief where appropriate.
This Agreement shall be governed by the laws of the State of Oregon.
Venue for any action arising from this Agreement shall lie exclusively in Oregon state or federal courts.
Provisions relating to payment obligations, limitation of liability, indemnification, governing law, dispute resolution, warehouse lien, and insurance responsibilities shall survive termination of this Agreement.
This Agreement constitutes the entire agreement between the parties with respect to the subject matter herein and supersedes all prior agreements or understandings, whether written or oral, except as expressly provided in Section 1.
Frictionless Fulfillment
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