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Terms & Conditions

FREIGHT BROKER AGREEMENT
TERMS AND CONDITIONS

The Customer ("Customer") and 十大菠菜台子 Enterprises, LLC, a Delaware limited liability company ("十大菠菜台子"), hereby agree as follows:

  1. Parties. Customer is a Shipper, Consignee, authorized Property Broker, 或其希望由环球运输安排的某些货物的授权货运代理. 十大菠菜台子 Enterprises, LLC在FMCSA注册为运输货运经纪人，档案编号MC-501299, with offices at 51 W 3rd St, Suite 500, Tempe, Arizona 85281. 十大菠菜台子 is not acting as either a Motor Carrier, or Common Carrier, or Contract Carrier within the meaning of USC Title 49. 十大菠菜台子 contracts with various freight carriers "(Carriers") on behalf of Customer for the purpose of arranging transportation of Customer's goods in interstate and foreign commerce. 十大菠菜台子 reserves the right, in its sole discretion, to refuse any shipment at any time. 十大菠菜台子 and the Customer may be collectively referred to as the "Parties" or individually either may be referred to as "Party" in this Agreement.
  2. Tariffs; Terms and Conditions of Carrier. 如果本协议条款和适用的运价发生冲突，则与承运人发生冲突, 本协议适用于运输，并优先解释双方的权利和义务. Customer is responsible for requesting and reviewing tariffs in effect with a designated carrier. 十大菠菜台子 is not obligated to provide copies of motor carrier tariffs, or any information contained therein, to Customer.
  3. Bills of Lading. The Customer is to use 十大菠菜台子's system-generated Bill of Lading ("BOL"). The Customer shall complete all the appropriate documents required for carriage, in light of the services being sought, and the pick up or destination requested. In the event the Customer fails to timely and properly complete the appropriate documents, 十大菠菜台子 may at its option, but without obligation, complete, correct or replace the documents. 如果出于任何原因需要一种替代形式的提单来完成任何货物的交付，而十大菠菜台子则完成该文件, the terms of the completed BOL will govern and 十大菠菜台子 will be exonerated from all liability for undertaking such actions on behalf of the Customer including specifically liability for, in whole or in part, negligence by 十大菠菜台子. All Bills of Lading are non-negotiable and will have been prepared by the Customer or by 十大菠菜台子 on behalf of the Customer in accordance with the Customer's instructions and approved by the Customer, and shall be deemed, conclusively, to have been prepared by the Customer. The Customer is to provide the 十大菠菜台子 BOL. 十大菠菜台子 shall have no obligation to make any payments or honor any rate quotes in any of the following instances: (i) the unauthorized alteration or use of bill of lading, or (ii) tendering of shipments to any carrier other than that designated by 十大菠菜台子, or (iii) the use of any bill of lading not authorized or issued by 十大菠菜台子.
  4. Customer Representations and Warranties to 十大菠菜台子. The Customer represents and warrants that at all times during the term of this Agreement, it will be in compliance with all applicable laws, rules, and regulations, including applicable laws relating to customs, import and export required by country to, from, through or over which the shipment may be carried. 客户同意提供这些信息，并填写和附在提单上的这些文件是遵守这些法律所必需的. Any individual or entity acting on behalf of the Customer in scheduling shipments or undertaking any other performance hereunder warrants and represents that he, she or it has the right to act on behalf of and legally bind the Customer. 十大菠菜台子 assumes no liability for any loss or expense due to the failure of the Customer to comply with this paragraph and Customer shall defend, 对因违反本款规定而产生的任何索赔或损害，赔偿并使十大菠菜台子免受损害, including attorney's fees and costs incurred by 十大菠菜台子.
  5. Payment. All charges are payable in US Dollars and are due and payable fifteen (15) days from the date of delivery (net/15) or within fifteen (15) days after a reasonable time for delivery has elapsed without offset or deduction. 逾期发票须按每月平均未偿余额的1.5%加收费用. 十大菠菜台子收到的所有资金将适用于最老的(基于提货日期)发票提单. Overpayments do not accrue interest. In the event past due invoices are given to an attorney or collection agency for collection, Customer agrees to pay, in addition to the account balance, all interest payments, and collection costs including reasonable attorney's fees.
  6. Credit Approval. Payment terms and credit limits are subject to credit approval, which shall be determined from time to time, in the sole and absolute discretion of 十大菠菜台子. 客户授予十大菠菜台子执行十大菠菜台子认为必要的信用和背景调查的权利. When paying by credit card or electronic funds, the Customer agrees it will be responsible for all charges due and owing, including any adjustments, on account of such Customer's shipment. 客户授权十大菠菜台子从客户的信用卡或银行账户中收取任何费用. Where allowed by state law, the Customer’s credit card payments are subject to a surcharge of up to 3%, which will not be greater than 十大菠菜台子’s cost of acceptance. 本协议包括附件A，附于本协议并通过参考并入，供科罗拉多州用户使用.
  7. Determination of Charges. The Customer shall be liable for all charges payable on account of such Customer's shipment. Such charges may include transportation, fuel and other applicable accessorial charges, any charges made by the carrier(s) after the shipment, and all duties, customs assessments, governmental penalties, fines and taxes. 十大菠菜台子 reserves the right to amend or adjust charges and to re-invoice the Customer in the following events: (i) if the original quoted amount was based upon incorrect information provided by the Customer; or (ii) if additional services by the carrier were required; or (iii) if the Customer authorized the carrier to perform the pick up, transportation and delivery functions other than contemplated by the BOL. Any dispute by customer of any invoice issued by 十大菠菜台子 shall be made in writing, 具体说明争议的性质，并在发票开具之日起30天内提出. In the event 十大菠菜台子 does not receive timely written notice of the dispute, the charges will be conclusively presumed to be valid.
  8. Lien. 十大菠菜台子对与此货物有关的所有应付款项或客户欠下的任何其他款项享有货物留置权. 客户授权十大菠菜台子通知第三方其主张的留置权，并持有任何被主张留置权的货物.
  9. Claims and Limitations of Liability. 十大菠菜台子 is not liable for any loss, damage, misdelivery or non-delivery caused by: (i) the act, default or omission of a carrier, the Customer or any other party who claims interest in the shipment; or (ii) the nature of the shipment or any defect therein; or (iii) a violation by the Customer of any provision of this Agreement, the BOL, the carrier's tariff, including, improper or insufficient packing, securing, marking or addressing; or (iv) failure to observe any of the rules relating to shipments not acceptable for transportation or shipments acceptable only under certain conditions; or (v) acts of God, perils of the air, public enemies, public authorities, acts or omissions of Customs or quarantine officials, war, riots, strikes, labor disputes, shortages, weather conditions or mechanical delay or failure of vehicles, aircraft or other equipment; or (vi) the acts or omissions of any person other than employees of 十大菠菜台子; or (vii) the selection of carrier for a particular shipment. Customer acknowledges that in order to provide competitive rates for the services, that the parties have agreed as a material term of this Agreement that the risk of loss or damage incurred as a result of 十大菠菜台子's alleged liability shall be limited to the fees that 十大菠菜台子 has earned with respect to the subject shipment. Customer specifically acknowledges that 十大菠菜台子 shall have no liability for negligent acts or omissions of its employees except to the extent such actions or omissions constitute gross negligence.
  10. Insurance. The Customer will look solely to its own insurance, a Shipper's policy, or insurance provided by the carrier for damage to goods in transit. 每个承运人的管理运价将决定对任何货物提供的货物责任保险. 客户承认损害赔偿索赔并不免除其在本协议条款下的付款. Timely payment is a condition precedent to the processing of a damage or insurance claim. 所有货运索赔应立即提交给十大菠菜台子，并转交给承运人或其保险公司. 十大菠菜台子 will attempt to assist in the resolution of freight claims, but has no responsibility or liability therefore. Where a damage claim is submitted with carrier on behalf of Customer, 十大菠菜台子对客户账户上未到期发票所收回的任何金额享有留置权. 十大菠菜台子有可选的托运人利益或有货物责任保险(“第三方保险”)供客户购买. 十大菠菜台子对第三方保险的签发或拒绝承担任何责任或义务, or in the payment or denial of claims.
  11. Disclaimer of Warranties. EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, GLOBALTRANZ MAKES NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, WITH REGARD TO SHIPMENTS, WAREHOUSED GOODS, ITEMS IN TRANSIT OR DELIVERIES OR WITH REGARD TO THE INFORMATION PROVIDED ON THE WEBSITE OR SERVICES RELATED TO TRANSACTIONS CONDUCTED ON THIS WEBSITE. GLOBALTRANZ CANNOT GUARANTEE DELIVERY BY ANY SPECIFIC TIME OR DATE. IN NO EVENT, SHALL GLOBALTRANZ BE LIABLE FOR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING DAMAGES RELATING TO LOSS OF PROFITS OR INCOME, WHETHER OR NOT SUCH DAMAGES WERE REASONABLY FORESEEABLE OR MADE KNOWN TO GLOBALTRANZ.
  12. Rates. "Less than Load" Rates ("LTL") rates are based on the calculated density and/or freight class as determined by the National Motor Freight Classification ("NMFC") and are weight based. All displayed transit times are estimates only and do not include day of pickup. LTL pickup dates are not guaranteed. 卡车装载(“TL”)费率基于码头门取货/码头门交付和托运人装载/收货人卸载，并以里程为基础. Additional fees may apply for charges including, Tractor Detention, Trailer Detention, and Driver Assistance. Customer must tender this load to carrier at the agreed upon rate, or pay a "truck ordered, not used" penalty at cost. Air Freight rates are based on the greater of actual or dimensional weight. If an Air Freight shipment contains oversize freight, additional charges and transit delays may apply. Van Line rates are based on mileage, weight (actual or density) and commodity/product type. Flatbed rates are based on transport equipment type, mileage and weight. If a shipment includes over- dimensional freight, additional charges and transit days may apply. All displayed transit times are estimates only and do not include day of pickup. Pickup dates are not guaranteed.
  13. Guaranteed Services. 如果客户要求，十大菠菜台子将额外收费提供LTL保证服务. LTL delivery times generally do not begin to run until the day after the pickup of the shipment, except as otherwise noted by the carrier selected. 保证的服务运输时间不包括假日和/或由个别承运人定义的“无服务”日. The Customer is liable for all charges related to the shipment. In the event of a carrier's failure to comply with the guaranteed service requested, 客户应在实际交货日期起十四(14)天内向十大菠菜台子提出书面索赔请求. If 十大菠菜台子 does not timely receive a claim request within fourteen (14) days, the service provided by the LTL carrier will be deemed to have met all guaranteed service standards and the claim request will be considered invalid and denied. In the event of the carrier's failure to comply with the guaranteed service requested and after the carrier has agreed to liability and has paid the amount owed to Customer to 十大菠菜台子, 十大菠菜台子 will credit the account of Customer with such amount and paid by the carrier. In no event shall 十大菠菜台子 be liable, nor will any account be credited if the Customer does not use 十大菠菜台子's BOL.
  14. Attorneys' Fees. 双方之间是否应就本协议条款展开任何法律诉讼, or the rights and duties of the Parties, the prevailing party in such proceeding shall be entitled, in addition to such other relief as may be granted, to costs, expenses and reasonable attorney fees.
  15. Binding Nature of Agreement; Assignment. 本协议对协议双方及其各自继承人具有约束力，并符合其利益, personal representatives, successors and assigns, except that no party may assign, 未经本协议另一方事先书面同意，委托或转让其在本协议项下的任何义务, which consent shall not be unreasonably withheld.
  16. Headings. The headings used in this Agreement are used for administrative purposes only and do not constitute substantive matter to be considered in construing the terms of this Agreement.
  17. Execution. 本协议在十大菠菜台子收到客户承认其受本协议约束的意向后即具有约束力, 以其指定接受十大菠菜台子的网页或执行提单为证据, or by other acknowledgment by the Customer.
  18. No Other Parties to Benefit. 本协议仅为协议双方及其继任者和获准受让人的利益而制定. Except as expressly provided herein, no other person or entity is intended to or shall have the rights or benefits hereunder, whether as third-party beneficiaries or otherwise.
  19. Remedies. In the event of a breach of this Agreement or any term hereof by any party, the other Party shall have all rights and remedies available at law, in equity, or under the terms of this Agreement, except as otherwise limited herein.
  20. Construction. This Agreement is intended to express the mutual intent of the Parties hereto, and irrespective of the identity of the Party or counsel who prepared this document, no rule of strict construction shall be applied against any Party.
  21. Governing Law; Forum; Venue. This Agreement is deemed executed, delivered and performed in the State of Texas, and the substantive laws of the State of Texas and Federal law as applied in Texas without reference to choice of law principles and specifically excluding the United Nations Convention on Contracts for the International Sales of Goods, shall govern its interpretation and enforcement. Any action brought to interpret or enforce any provisions of this Agreement, or otherwise relating to or arising from this Agreement, 本协议应在德克萨斯州达拉斯县的高级法院或美国地方法院开始并维持, 双方同意就该等目的在该等法院享有管辖权和地点.
  22. Modification and Waive and Complete Agreement. No provision of this Agreement shall be amended, waived or modified except by an instrument in writing signed by the Parties hereto. 本协议包含双方就本协议所涉及事项达成的完整协议. This Agreement supersedes all agreements or documents entered into between the parties.
  23. Materiality. All covenants, agreements, representations and warranties made herein shall be deemed to be material and to have been relied on by the Parties in entering into this Agreement and shall survive the acceptance of this Agreement.
  24. Severability; Integration. The inapplicability or unenforceability of any provision of this Agreement shall not limit or impair the operation or validity of any other provision of this Agreement. This Agreement and the documents incorporated into this Agreement by reference, 构成并体现本协议各方的充分和完整的理解和协议，并取代所有先前的理解, whether oral or written. No representation, promise, 本协议任何一方作出了本协议未考虑或未体现的诱导或意向声明, and no Party hereto shall be bound by or be liable for any alleged misrepresentation, promise, inducement or statement of intention not so set forth.
  25. Additional Instruments and Acts. The Parties to this Agreement shall execute (with acknowledgment or in affidavit form, if required) any further or additional instruments, and shall perform any acts, 哪些是或可能成为实现和执行本协议目的所合理需要的, without the necessity of incurring any additional expense.
  26. Interpretation. In this Agreement the singular includes the plural, and the plural the singular; words importing any gender include the other genders; references to "writing" include printing, typing, lithography and other means of reproducing words in a tangible visible form; the words "including," "includes" and "include" shall be deemed to be followed by the words "without limitation."
  27. Authority. By execution of this Agreement, the signatories hereto represent and warrant their authority to act in the capacity stated. By execution of this Agreement each Party represents and warrants its right, power and authority to enter into and to perform its obligation under this Agreement.

Exhibit A
FOR COLORADO USERS ONLY

TO COVER THE COST OF PROCESSING A CREDIT OR CHARGE PAGE 2-SENATE BILL 21-091 CARD TRANSACTION, AND PURSUANT TO SECTION 5-2-212, COLORADO REVISED STATUTES, A SELLER OR LESSOR MAY IMPOSE A PROCESSING SURCHARGE IN AN AMOUNT NOT TO EXCEED THE MERCHANT DISCOUNT FEE THAT THE SELLER OR LESSOR INCURS IN PROCESSING THE SALES OR LEASE TRANSACTION. A SELLER OR LESSOR SHALL NOT IMPOSE A PROCESSING SURCHARGE ON PAYMENTS MADE BY USE OF CASH, A CHECK, OR A DEBIT CARD OR REDEMPTION OF A GIFT CARD.