1. DEFINITIONS OF CERTAIN TERMS
The Company means Clickbox Inc., a corporaiton incorporated under the laws of the State of Delaware.
Sender means any legal entity or individual indicated in the Consignment Note as the
“Sender,” who deposits a Parcel with the Company for shipping, handling and delivery to the
Recipient.
Declared Value means the amount specified by the Sender in the Consignment Note or on any other document.
Branch office means a physical location, which may be a third-party office or storefront, which is designated by the Company to accept and release the Parcels.
Parcel means a package containing properly packed contents or cargo, which may be lawfully ttransported across United State and Internaitonal boarders, together with the necessary and accurate information for Customs Clerance and delivery.
Recipient means any legal entity or an individual, specified in the Consignment Note or any other document, as the recipient of a particular Parcel.
Regulations means any regulations, rules, statutes or laws of any applicable jurisdiction, as periodically amended, which may affect the Company’s obligations to deliver the Parcels and the relationship between the Company, Sender and Recipient.
Parties means, collectivelly, the Company and the Sender.
Customs Value means the value of the contents of the Parcel for the purposes of Customs Clearance.
Customs Clearance means reasonably necessary steps, which may need to be undertaken in order to allow the entry of a Parcel into any particular jurisdiciton, in accordance with such jurisdiciton's laws and regulations.
Consignment Note means any transport document, including, but not limited to, bill of lading, marking, stamp, electronic record, or other similar document used in connection with the services provided to the Company.
Delivery Time means the estimated delivery time of from the place of departure to the Recipient, subject to any conditions outside of the Company’s control that may affect such Delivery Time.
Working Day means any day during which business transactions are carried out in the jurisdiciton of departure or in the jurisdiction of destination, taking into account local legislation, as well as local business customs.
2. SERVICES
2.1. The Company shall undertake, on behalf of the Sender, at the Sender’s sole cost and
expense, to arrange the shipping, handling and delivery of a Parcel (the “Services”).
2.2 The Sender shall pay the Company such rates as may be determined by the Company for the Services.
2.3. The Company shall undertake good faith efforts in order to effectuate the transport of
a Parcel to its intendent Recipient. The Company shall, in its sole and asbolute discretion,
determine the route and mode of transport (road, rail, river, sea, air, other).
2.4. The Company shall dispay the relevant information about the shipping, handling and
delivery status of a particular Parcel on https://boxmustgo.com. The Company shall have the
right to unilaterally make changes to such information without notifying the Sender or the
Recipient.
2.5. The information available on https://boxmustgo.com, shall be limited to viewing by the Sender.
3. OBLIGATIONS OF THE PARTIES
3.1. The Company shall:
3.1.1. Provide the Services in accordance with the terms and conditions of this Agreement.
3.1.2. Undertake resonable steps to ensure the safety of the Parcels.
3.1.3. Store the Parcels in a Branch Offices (if the Sender slects the apporpiate option in
advance) nearest to the Recipient’s locality for five (5) Working Days.
3.1.4. Notify the Recipient of the arrival of the Parcel, using the information and method
of contact provided by the Sender, who shall be solely responsible for providing the Recipient’s
accurate contact information.
3.1.5. Undertake resonable steps to deliver the Parcel to the Recipient (if the Sender
selects the appropriate option in advance).
3.2. The Sender shall:
3.2.1. Submit only such Parcels the contents of which and the shipping, handling and
delivery of which shall not violate the terms and conditions of this Agreement or any applicable
Regulaitons.
3.2.2. Submit only such Parcels as are properly packaged and labeled under the terms and conditions of this Agreement or any applicable Regulaitons.
3.2.3. Provide the Company with the accurate documents concerning the Parcel, as the Company
may require for Custom Clearance and to comply with any other Regulations.
3.2.4. Pay the Company for the Services in advance.
3.2.5. Pay the Company, prior to the Parcel being released to the Recipient, for the storage
of any Parcels, pursuant to the terms and conditions of this Agreement.
3.2.6. Issue any resonably required authorization or other documentation to the Company and
provide additional documentation concerning the Parcel to any third party.
3.2.7. Be in possession of all licenses, authorizations or other documents necessary to ship, handle and deliver the Parcel submitted to the Company, if any such Parcel, or its contents or cargo, require licenses, authorizations or other documents under any applicable Regulations.
4. TYPES OF SERVICES
4.1. The Company shall provide the following types of services:
4.1.1. "Branch Office to Branch Office” After the Parcel is deposited by the
Sender at a local Branch Office, the Company shall deliver the Parcel to a Branch Office nearest
to the locality of the Recipient. It is the Recipient's obligaiton to retrieve the Parcel from
such Branch Office and execute and/or deliver any such documents as may be resonably requested
by the Company.
4.1.2. "Branch Office to the Recipient" After the Parcel is deposited by the Sender
at a local Branch Office, the Company shall deliver the Parcel directly to the Recipient. At the
time of such delivery, the Recipient shall execute and/or deliver any such documents as may be
resonably requested by the Company. The Company, at its sole and absolute discretion, may
deliver the Parcel to the Recipient’s location without requiring the Recipient to execute any
documents.
5. RATES AND ESTIMATED TIMES OF DELIVERY*
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*The delivery times above are estimates. They do not include any inspection time or any time that a Parcel may be detained in customs.
6.PACKAGING AND LABELING
6.1. The Sender shall package each Parcel suitably for standard shipping, handling and
delivery of such Parcel, and in accordance with all the applicable Regulations and the
requirements of this Agreement.
6.2. Packaging of a Parcel shall:
- be suitable for the contents and ensure its
safety;
- be sufficient to protect it from damage during shipping, handling and
delivery;
- be designed to prohibit access to the contents without removing the packaging
material;
- be clean and dry;
- be placed in such a way as to fill all empty space inside the Parcel with appropriate packaging materials;
- contain special signs or handling instructions, if the contents in the Parcel requires special handling or transport conditions;
- not have outside shipping labeling other than that provided by the Company;
- not in any way combine two or more boxes into one Parcel.
- exclude the possibility
of negatively affecting other shipments, cargo or Parcels and causing any harm to the property
and employees of the Company.
6.3. The Company has the right to open and inspect any Parcel without prior notice to the Sender.
6.4. The Sender must provide complete and accurate information about the contents of the
Parcel. The Company shall not liable to the Sender for any damages in the event of the Sender’s
failure to provide complete and accurate information to the Company.
6.5. All the Parcels should be labeled with a clear and legiable markings, indicating the
postal addresses (name, street address, city, country), including postal codes of both the
Sender and the Recipient. In the case of international Parcels, the Sender's address must
include the country of destination.
6.6. The Company has the right, in its sole and absolute discretion, to add additional packaging to the Parcel or to repackage the contents of the Parcel into another shipping container.
7. RETURN, STORAGE AND DESTRUCTION OF THE PARCEL
7.1. In the event that the service selected is Branch Office to Recipient, and if after three attempts the Parcel failed to be delivered for reasons beyond the Company’s control, the Company shall attempt to contact the Sender for further information. In the event that such an attempt fails or if the Sender does not respond within a reasonable time, then, at the discretion of the Company, it may return the Parcel to the Sender, place it in the warehouse, or destroy the Parcel. The Sender shall be responsible for payment of all costs, charges and payments incurred by the Company in connection with returning, holding or destruction, as the case may be, of such Parcels. In the event of the return of the Parcel, any fees due shall be paid by the Sender prior to such return.
7.2. In the event that the service selected is Branch Office to Branch Office, and in the event that the Recipient fails to pick up the Parcel within one week from the delivery of same to the Branch Office, then the Company shall attempt to contact the Sender for further information. In the event that such an attempt fails or if the Sender does not respond within a reasonable time, then, at the discretion of the Company, it may return the Parcel to the Sender, place it in the warehouse, or destroy the Parcel. The Sender shall be responsible for payment of all costs, charges and payments incurred by the Company in connection with returning, holding or destruction, as the case may be, of such Parcels. In the event of the return of the Parcel, any fees due shall be paid by the Sender prior to such return.
8. PROHIBITED ITEMS
8.1. The Company shall have the right not to accept Parcels for shipment, handling and delivery in the event that the weight of such Parcel exceeds 31 kg/69 lb and/or the Declared Value exceeds $ 1,000.00.
8.2. The Company and the Sender has the responsibility to comply with all the applicable
Regulations. Therefore, if additional requirements are imposed on the shipping, handling and
delivery of the Parcel, the Company shall have the right not to accept the Parcel (if it
violates the laws and regulaitons of the jursidction from which the Parcel would be shipped) or
refuse further delivery of the Parcel (if it violates the laws and regulations of the
jursidiciton to which the Parcel would be shipped). Parcels that cannot be delivered because of
local customs regulations or other legal restrictions, shall be placed in an ordinary or customs
warehouse, and may be destroyed, at a time and by method exclusively at the Company’s election.
The Sender shall pay all costs that may be incurred by the Company in connection with such
holding and destruction. In such a case, the Company has the right to recover from the Sender
any direct or indirect costs incurred by the Company as a result of the shipping and handling,
storage and disposal of such Parcel.
8.3. The Company has the right not to accept Parcels that contain certain types of items. In
addition, if during the shipping and handling of the Parcel, it turns out that it contains a
certain prohibited item, the Company may refuse to deliver the Parcel. In such an event, the
Company may, in its sole and absolute discretion, return the Parcel to the Sender or destroy it,
and to recover from the Sender any direct and indirect costs incurred by the Company as a result
of the shipping and handling, storage and destruction of such Parcel.
8.4. Parcels containing the items set forth in Schedule A, annexed hereto and made a part hereof, are not accepted for shipping, handling and delivery.
8.5. Parcels containing the items which may violate any Regulations are not accepted for shipping, handling and delivery.
8.6. Regardless of the content, the Company shall have the right to refuse delivery of
the Parcels in the event that:
- the address of the Recipient cannot be located;
- the Recipient's address is outside the service area of the Company;
- it may be impossible to carry out Customs Clearance of the Parcel;
- delivery is impossible due to the Recipient not being available; and
- any other good faith reason, including, but not limited to, reasonable suspicion by the Company that the shipping, handling and delivery of the Parcel may violate the Regulations.
8.7. The Company may, in its sole and absolute discretion, check the contents of any Parcel for compliance with this Agreement, the Regulations, and the description of the contents on any documents completed or provided by the Sender. Nothing herein shall be interpreted to impose an obligation on the Company to open or inspect any Parcel and check its contents.
8.8. In the event that the Sender violated the Regulations or this Agreement, then the Company shall have the right to retain the Parcel in its posession. Moreover, the Company shall have the right to retain any other Parcel provided by the Sender, in the event of any such violaiton, or in the event that the Sender owes the Company any payment under this Agreement. In the event that the Company does reain such a Parcel, the Sender shall be repsonsible for paying such storage fees as may be charged by the Company and any other fees that the Company may incur as a result of such retention, pursuant to Article 7 of this Agreement.
9. CUSTOMS CLEARANCE
9.1. Parcels crossing state or international borders may be subject to Customs Clearanceor
other duties or levies in accordance with the applicable Regulations.
9.2. The Sender hereby authorizes the Company to arrange for the Customs Clearance of the
Parcel, acting on such Sender’s behalf and at such Sender’s expense. The Sender’s further
authorizes the Company to pay all the the necessary expenses associated with Customs Clearance
and to provide all information and documents received from the Sender which may be required for
Customs Clearance.
9.3. The Company shall have the sole and absolute discretion as to how Custom Clearance is
effectuated, provided that it is done in accordance with the Regulations.
9.4. The Sender shall provide the Company with all the documents necessary for the Customs Clearance.
9.5. If the documents provided by the Sender contain inaccurate information, or are
defective in any other manner, then the Company may, but is not obligated to, attempt and obtain
the corrected documentation from the Sender, at the sole cost and expense of the Sender. In such
an event, if the Sender does not provide the required documents, then the Company may deem the
Parcel to be ineligible for delivery and dispose of it pursuant to Article 7 of this Agreement.
The Company is not responsible for the Parcels left at a customs office due to the failure of
such Parcel to pass Custom Clearance.
9.6. The Customs Value is determined on the basis of the declared Customs Value of the
Parcel, unless otherwise specified by the Sender, or determined by customs officials.
10. RESPONSIBILITY
10.1. The Company shall not be liable to the Sender, the Recipient, or to any other party,
in the event that:
- the Parcel delivery has not occurred because the Parcel is improperly addressed;
- the Parcel does not conform to the requirements set forth in this Agreement or in any
Regulations;
- in the event that, at the request of the Sender or the Recipient, the date or place of
delivery has been changed;
- in the event that the Recipient fails to pick up the Parcel, or fails to provide the
information or documents necessary for Custom Clearance or for compliance with any Regulations,
or fails to pay any amounts due in connection with the delivery of the Parcel.
10.2. The Company shall not be liable for any actions undertaken by any customs authorities
or other governmental agencies, including, but not limited to, opening and examination of any
Parcels or other actions which may cause delivery delays.
10.3. The Company shall not be liable in the event that the inability to properly or timely deliver the Parcel is a result of the Sender’s or the Recipient’s action or omission.
10.4. The Sender shall be responsible for accurately preparing any and all required documents. If the Sender fails to state the Declared Value, then the Declared Value shall be deemed to be $200.00, unless otherwise determined by customs officals. In the event that the Sender states that the Declared Value is above the maximum allowed by the Company, then the Declared Value shall be deemed to be the maximum allowed by the Company. The Company shall have the right to refuse any Parcel with the Declared Value of over $1,000.00.
10.5. Sender shall be solely liable if the contents of the Parcel cause any damage or harm to the Recipient or to any other party or to any property.
11. DATA PROTECTION
11.1. The Company, when performing data processing, which includes collection, storage,
processing and transfer of data of the Sender and the Recipient, does so solely for the purpose
of providing the Services.
11.2. The Sender agrees to the Company processing and retaining data, provided by the
Sender.
11.3. By providing the Recipient’s personal data to the Company, the Sender confirms that the Recipient has also consented to the Company processing such data as described herein, and that the Sender has all necessary permits and approvals to provide such data and has complied with all relevant Regulations by transferring the Recipient's personal data to the Company.
11.4. The Company, when processing data, shall:
- do so in accordance with applicable Regulations;
- make all reasonable efforts to exclude the transfer of data to third parties, except as
necessary in order to provide the Services.
12. FORCE MAJEURE
12.1. Except for any payments owed hereunder by the Sender, if the performance of any part
of this Agreement by the Company is prevented, hindered, delayed or otherwise made impracticable
by reason of any flood, riot, fire, judicial or governmental action, acts of terrorism or war,
labor disputes, acts of God, actions or omissions by third parties or any other causes beyond
the control of the Company (“Force Majeure Event”), then the Company shall be excused from such
to the extent that it is prevented, hindered or delayed by such Force Majeure Event.
13. INDEMNIFICATION; LIMITATION OF LIABILITY; LIMITATION OF WARRANTIES
13.1. The Sender shall defend, indemnify and hold the Company, its affiliates, officers, directors, employees and agents, harmless against any government or third-party claims, actions or proceedings and associated damages, losses, charges, fines, penalties, costs and expenses (including reasonable attorneys’ fees) arising in connection with the Sender’s: (i) breach or default under this Agreement; (ii) violation of law of any jurisdiction or of any Regulations; and/or (iii) negligent acts or omissions, fraud, misrepresentation, and/or willful misconduct.
13.2. NOTWITHSTANDING ANYTHING CONTAINED HEREIN TO THE CONTRARY AND TO THE MAXIMUM EXTENT ALLOWED BY THE APPLICABLE LAWS OF ANY APPLICABLE JURISDICTION AND THE REGULATIONS, THE COMPANY’S LIABILITY TO THE SENDER OR TO ANY THIRD PARTY UNDER THIS AGREEMENT SHALL BE LIMITED TO THE SERVICE FEES ACTUALLY PAID BY THE SENDER. NOTWITHSTANDING THE FOREGOING, EXCEPT WITH RESPECT TO THE SENDER’S INDEMNIFICATION OBLIGATIONS HEREUNDER, IN NO EVENT SHALL EITHER PARTY BE LIABLE TO ANY OTHER PARTY FOR ANY INCIDENTAL, INDIRECT, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES UNDER THIS AGREEMENT, INCLUDING, BUT NOT LIMITED TO, DAMAGES ARISING OUT OF LOSS OF USE, LOSS OF DATA, LOSS OF PROFITS, LOSS OF BUSINESS, LOSS OF ENTERPRISE OR LOSS OF OPPORTUNITY.
13.3. EXCEPT AS EXPRESSLY STATED IN THIS AGREEMENT AND TO THE MAXIMUM EXTENT ALLOWED BY THE APPLICABLE LAWS OF ANY JURISDICTION, THE COMPANY MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED, BY OPERATION OF LAW, OR OTHERWISE IN CONNECTION WITH THE SHIPPING, HANDLING AND DELIVERY OF THE PARCELS OR IN CONNECTION WITH THE SERVICES.
14. SUBMISSION OF CLAIMS
14.1. Any claims in connection with the Company shipping, handling and delivery the Parcels
or in connection with the Services, shall be sent to the Company, in writing, at:
info@boxmustgo.com.
The time for submission of any such claim shall be 30 days the time that the Sender or
Recipient become aware, or should have became aware with resonable due diligence, of any alleged
violaiton of the Company under this Agreement.
14.2. Receipt of a Parcel by the Recipient without indicating on the Consignment Note or any
other receipt document that the Parcel was damaged during shipping, handling, or delivery, shall
constitute full acceptance of the Parcel by the Recipient as is, and shall relieve the Company
of any liability.
14.3. The Company shall have the right, within thirty (30) days of receipt of any claim, to
require that the person who submitted such claim produce the contents of the Parcel for
inspection, as well as the original packaging of the Parcel, together with any other documents
required for the Company to evaluate such claim. In the event that the Sender fails to comply
with the requiernments of this paragraph, the Company shall have the right to refuse such claim.
14.4. Acceptance of any compensation by the Sender in connection of any claim shall be the
full and complete satisfaciton of such claim and shall bar any further claims by the Sender as
to the damage or loss of such Parcel.
14.5. In the event that any claim is rejected by the Company, the Sender shall have sixty (60) days to bring any legal claim arising under this Agreement.
15. GENERAL PROVISIONS
15.1. This Agreement embodies the Parties’ entire agreement and supersedes and cancels any
prior agreement, express or implied, written or oral, with respect to its subject matter. No
modification, deletion, amendment of any provision is binding unless in writing signed by the
Parties.
15.2. No waiver of any default under this Agreement will apply to any subsequent default, whether of a similar nature or not, nor will any such waiver be construed as a waiver of any other provision of this Agreement.
15.3. If any provision, or portion thereof, of this Agreement, or its application to any person or circumstance, shall be invalid, illegal or unenforceable to any extent, the remainder of this Agreement, such provision and their application shall not be affected thereby, but shall be interpreted without such unenforceable provision or portion thereof so as to give effect, insofar as is possible, to the original intent of the parties, and shall otherwise be enforceable to the fullest extent permitted by law.
15.4. This Agreement shall be construed in accordance with the laws of the State of Delaware without regard to its choice of law provisions. Any controversy or claim arising out of or relating to this Agreement, or the breach thereof, shall be settled by arbitration administered by the American Arbitration Association (“AAA”) under its Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes. The number of arbitrators shall be one. The place of arbitration shall be the AAA location closest to Wilmington, Delaware. Judgment on the award rendered by the arbitrator may be entered by any court of competent jurisdiction. The arbitrator shall award the payment of the administrative costs, arbitral fees and legal fees of the prevailing party to the losing party, pursuant to the rules of AAA.
15.5. The Company may engage subcontractors to provide the Services.
15.6. The Parties waive any obligations of good faith or fair dealing, whether express or implied, in connection with this Agreement and the provisions of the Services by the Company.
SCHEDULE A
The following is a non-inclusive list of the items that are no accepted for shipping, handling and delivery:
- cash (coins, cash, banknotes and bearer negotiable financial instruments, equivalent to
cash, such as endorsed shares, bonds and money orders);
- financial instruments (including, but not limited to, stock certificates, bonds, drafts, bills of exchange, or promissory notes);
- precious stones, gems, or precious metals;
- collectible coins or stamps, regardless of their nominal and/or market value;
- explosives, regardless of classification or threat level, including, but not limited to,
all types of pyrotechnic products, as well as any items containing incendiary or flammable
materials, including, but not limited to matches, lighters, flammable liquids, fireworks, and
any other items or substances that may ignite or explode during air transportation due to the
change in pressure or other causes;
- any biological materials, including, but not limited to, human or animal corpses, organs
or parts of the body, biological fluids, cultures, embryos, cremated or exhumed human or animal
remains;
- medicines;
- medical products or wastes;
- weapons, military equipment, ammunition, and any parts or components thereof;
- replicas of weapons, military equipment, ammunition, and any parts or components thereof
- narcotic drugs, psychotropic, radioactive, explosive, corrosive, flammable and other
dangerous substances;
- food or nutrients, as well as any food or nutrient supplements;
- plants and plant materials;
- lottery tickets or similar items, or gambling devices prohibited by law;
- items whose properties may change significantly during the usual delivery time to the
Recipient, including perishable goods;
- pornographic or obscene materials;
- liquids, the depressurization of the packing of which is possible during air
transportation;
- animals or insects;
- goods prohibited for sale in the country of destination;
- devices that encrypt information, unless there is a written authorization from the
relevant authorities of both the jurisdiction of origin and the jurisdiction of destination;
- any contents which, during normal storage or any type of transportation, may cause damage
to other Parcels or cause delay in the delivery of other Parcels, or which may cause bodily
injury to people or property damage;
- items that may cause damage to any equipment or machinery of air, rail or road carriers;
- electronic devices, unless such devices are inactive during shipping, handling and delivery; and
- batteries.
