This Merchant Agreement (“Agreement”) is entered into between you company/individual/firm/partnership/body corporate), together with any company or other business entity you are representing, if any (hereinafter collectively referred as “you” or “User”); and Shiprazor (Pty) Ltd., having its registered office at 6 Concorde Crescent, Airport Industria, Cape Town, 7490, offering Services via technology platform, under the name ‘SHIPRAZOR’ (hereinafter referred to as “SHIPRAZOR” or “we” or “Company”, and together with the User referred jointly as the “Parties” and individually as a “Party”).
This Agreement comes into effect when you register to use the Services (as defined below), or click on the box to accept the terms and conditions provided herein, at the time of creating an account with SHIPRAZOR.
By registering or clicking on the box, as mentioned above, you signify your absolute, irrevocable and unconditional consent to all the provisions of this Agreement in its entirety. This Agreement constitutes a legally binding agreement between You and SHIPRAZOR. This Agreement defines the terms and conditions under which you’re allowed to use the SHIPRAZOR’s website (“Website”) and SHIPRAZOR’s mobile application (“Mobile App”), and how SHIPRAZOR will treat your account while you are a member. If you have any questions about our terms, feel free to contact us at support@Shiprazor.com.
You are advised to read this Agreement carefully. You expressly represent and warrant that you will not avail the Services if you do not understand, agree to become a party to, and abide by all of the terms and conditions specified below. Any violation of this Agreement may result in legal liability upon you.
The Website/ Mobile App and the online/ offline services of SHIPRAZOR, provides access to a platform that facilitates Services according to your requirements within South Africa and in countries designated by SHIPRAZOR from time to time.
This Agreement, among other things, provides the terms and conditions for use of the Services, primarily through a web-based software hosted and managed remotely through the Website/Mobile App.
This Agreement is an electronic record in terms of the Electronic Communications and Transactions Act, 2002 (Act No. 25 of 2002) and is generated by a computer system, and does not require any physical or digital signatures. This Agreement is published in accordance with the provisions of South African law that require publishing of the rules and regulations, privacy policy and terms of usage for access or usage of the website/ service.
SHIPRAZOR reserves the right to modify the terms of this Agreement, at any time, without giving you any prior notice. Your use of the Service following any such modification constitutes your agreement to follow and be bound by the terms of the Agreement, as modified.
Any additional terms and conditions, standard operating procedures (SOPs), service-level agreements (SLAs), terms of use, disclaimers and other policies applicable to general and specific areas of this Agreement, website, mobile app and/or Service shall be construed to form an integral part of this Agreement and any breach thereof will be construed as a breach of this Agreement.
Your access to use the Services will be solely at the discretion of SHIPRAZOR.
SHIPRAZOR operates solely as a technology platform and logistics management solution that enables Users to access and utilize logistics services provided by independent third-party courier vendors. SHIPRAZOR itself does not provide courier, transportation or delivery services. All such services are provided directly by third-party logistics vendors integrated into the SHIPRAZOR platform. SHIPRAZOR shall not be considered a carrier, transporter, freight forwarder, warehouse operator or logistics service provider.
1.1 This Agreement is a master agreement which governs the relationship between the Parties in relation to one or more business (B2B) services that are offered by SHIPRAZOR to the User, which shall inter-alia be subject to the terms and conditions specified in Annexure-A (SHIPRAZOR Service Specifications). SHIPRAZOR hereby authorizes the User to view and access the content available on the Website/Mobile App solely for ordering, receiving, delivering and communicating as per this Agreement. The contents of the Services, information, text, graphics, images, logos, button icons, software code, design, and the collection, arrangement and assembly of content on the Website and Mobile App (collectively, “SHIPRAZOR Content”), are the property of SHIPRAZOR and are protected under copyright, trademark and other laws. User shall not modify the SHIPRAZOR Content or reproduce, display, publicly perform, distribute, or otherwise use the SHIPRAZOR Content in any manner, without the consent of SHIPRAZOR.
1.2 Users shall not transfer or share (including by way of sublicense, lease, assignment or other transfer, including by operation of law) their log-in or right to use the Service to any third party. The User shall be solely responsible for the way anyone you have authorized to use the Services and for ensuring that all of such users comply with all of the terms and conditions of this Agreement. Any violation of the terms and/or conditions of this Agreement by any such user shall be deemed to be a violation thereof by you, towards which SHIPRAZOR shall have no liability or responsibility.
1.3 You agree that any information you give to SHIPRAZOR will always be true, accurate, correct, complete and up to date, to the best of your knowledge. Any phone number used to register with the Service be registered in your name and you might be asked to provide supporting documents to prove the same.
1.4 You agree that you will not use the Services provided by SHIPRAZOR for any unauthorized and unlawful purpose. You will not impersonate another person to any of the aforesaid.
1.5 You agree to use the Services only for purposes that are permitted by: (a) the terms of usage as outlined in this Agreement; and (b) any applicable law, regulation and generally accepted practices or guidelines in the relevant jurisdictions (including any laws regarding the export of goods, data or software to and from South Africa or other relevant countries).
1.6 You agree not to access (or attempt to access) any of the Services by any means other than through the interface that is provided by SHIPRAZOR, unless you have been specifically allowed to do so in a separate agreement with SHIPRAZOR.
1.7 You agree that you will not engage in any activity that interferes with or disrupts the Services (or the servers and networks which are connected to the Services).
1.8 You agree that you are solely responsible for (and that SHIPRAZOR has no responsibility to you or to any third party for) any breach of your obligations under this Agreement and for the consequences (including any loss or damage which SHIPRAZOR may suffer) of any such breach.
1.9 You expressly acknowledge and agree that your use of the Services is at your sole risk and that the Services are provided “as is” and “as available”, and SHIPRAZOR at its sole discretion, may provide any customization or modification.
1.10 You agree that this Agreement and the Services of SHIPRAZOR are subject to any modification or withdrawal by SHIPRAZOR in response to changes in government regulations, policies or local laws as applicable.
1.11 SHIPRAZOR reserves the right to suspend or restrict access to the Services where it reasonably believes that the:
2.1 Subject to the provisions of this Agreement, the User will pay the shipping fees, fees for any ShipGuard transfer of risk, platform fees and any other amounts set forth in this Agreement, or as otherwise agreed by the Parties.
2.2 SHIPRAZOR may add new services for additional fees and charges or may revise the fees and charges for existing services at its sole discretion, at any time. Fees stated prior to the services being provided, as amended at SHIPRAZOR’s sole discretion from time to time, shall apply.
2.3 If you purchase any subscription based paid service, you authorize SHIPRAZOR to charge you applicable fees at the beginning of every subscription period or at such intervals as applicable to the said service, and you authorize SHIPRAZOR make such modification to the fee structure as required and also agree to abide by such modified fee structure.
2.4 You agree that the billing credentials provided by you for any purchases from SHIPRAZOR will be accurate and you shall not use billing credentials that are not lawfully owned by you.
2.5 The User agrees to pay all subscription fees, service fees and other fees, as applicable (as amended from time to time) to User’s use of Services or any other services which are beyond the scope of the Services and/or this Agreement, and the User shall not (directly or indirectly) circumvent the fee structure.
2.6 The User is solely responsible for payment of all taxes, legal compliances, and statutory registrations and reporting (as amended from time to time) under applicable law. SHIPRAZOR is in no way responsible for any of the User’s taxes or legal or statutory compliances.
2.7 Unless otherwise specified, the fees displayed on the Platform is the total amount we will charge for your shipping order which includes the total cost of the Service including, VAT, and all other associated costs and you are liable to pay the same.
2.8 The payment process would considered to be complete only on receipt of full fees and all other charges (as payable) into SHIPRAZOR’s designated bank account.
2.9 If applicable, SHIPRAZOR shall raise an invoice for the Services and the freight amount (if payable) at the end of each calendar month. The invoice shall be available on the billing / payments section of the User’s dashboard on SHIPRAZOR platform or you can ask from us.
2.10 (a) SHIPRAZOR shall issue invoices to the User in accordance with this Agreement. The User shall review each invoice and notify SHIPRAZOR in writing of any disputed amount within seven (7) days from the date of the invoice. Any dispute shall clearly identify the disputed amount and provide reasonable supporting details and documentation. If the User fails to dispute any amount within such seven (7) day period, the invoice shall be deemed to have been accepted in full and shall be final and binding on the User.
(b) Any amount that is disputed in accordance with this clause shall be ringfenced pending reconciliation and resolution between the Parties. The Parties shall use reasonable endeavours to resolve the dispute in good faith as soon as reasonably practicable. Following resolution of any disputed amount, the agreed or determined amount shall become immediately due and payable and shall be settled by the User within seven (7) days of resolution, unless otherwise agreed in writing between the Parties.
(c ) Subject to any specific payment terms stated on the invoice, all undisputed invoice amounts shall be payable within seven (7) days from the date of the invoice (“Due Date”).
(d) Terms of payment for the pre-paid accounts have been specified in Annexure-A.
2.11 If the User fails to pay the full invoice amount in accordance with the time period mentioned above or any other amounts/charges payable under this Agreement by the Due Date, then SHIPRAZOR will have the right to: (i) retain (and subsequently adjust the outstanding amounts/charges within 30 days of retention) the amounts received from the end customer of the User through the cash on delivery method (“COD Amount”), and/or (ii) retain the custody of (and subsequently dispose within 30 days of retention) the shipments of the User which are in the possession of SHIPRAZOR logistics vendor(s), and/or (iii) levy an interest of Prime Rate + 2%, calculated daily and compounded monthly, from the due date of payment, till such time that the User makes entire payment towards the invoice, and/or (iv) forfeit the security deposit amount of the User (if any) lying with SHIPRAZOR. Without being prejudice to the above, the User acknowledges and agrees that freight charges whether for forward shipments or return-to-origin (“RTO”) consignments shall become immediately payable upon the pick-up of a shipment or initiation of RTO by SHIPRAZOR’s logistics vendor. SHIPRAZOR shall have the right to recover such freight charges, including those not yet invoiced, through any various modes stipulated under this Agreement, including but not limited to retaining/adjusting the COD Amounts for the shipments of the User.
2.12 In the event the User closes its account with SHIPRAZOR, or this Agreement expires or is terminated, SHIPRAZOR will deduct the outstanding fees and the freight amounts from the User, from the COD Amount. SHIPRAZOR shall, thereafter, remit the remaining COD Amount after such deduction, within 10 (ten) days from the date of such closure/expiration/termination, subject to reconciliation and completion of all the shipments and transactions pertaining to the User/his account. In the event, the COD Amount falls short of the outstanding amount payable by the User, the User shall within 5 (five) days from the date of such closure/expiration/termination pay the outstanding amount to SHIPRAZOR, and until the payment of the entire outstanding amount, SHIPRAZOR shall retain the custody of (and subsequently dispose within 30 days of retention) the shipments of the User which are in the possession of SHIPRAZOR logistics vendor(s). In the event of any delay in payment of outstanding amount by the User (as required under this clause), SHIPRAZOR shall have a right to levy an interest of 18% per annum on the outstanding amount from the due date of payment till the date of actual payment and/or to forfeit the security deposit amount of the User (if any) lying with SHIPRAZOR.
2.13 Save as otherwise stated in this Agreement, for any claims (lost or damaged parcel) by the User regarding non- connectivity of the shipment (i.e. where the User is claiming that the shipment has been picked up but not connected) – the signed copy of the manifest sheet of the pick up against the disputed shipment along with photograph of the parcel and video footage of the Service Provider’s vehicle picking up the parcel has to be submitted along with the claim request by the User within 3 (three) days from the pickup date. Without the signed manifest any such request shall not be considered valid.
2.14 The User agrees that in case of shipments booked under Cash on Delivery (“COD”), SHIPRAZOR logistics vendor shall deliver the shipment and collect cash from the customer, as per the details mentioned on the shipping label and remit/reimburse the amount to SHIPRAZOR which then would be remitted/reimbursed to the User as per Annexure-A. In relation to the same, it is hereby clarified that: (i) the User engages SHIPRAZOR as an agent of the User for the purpose of collection of the COD amount; (ii) SHIPRAZOR may receive certain consideration (as mutually agreed) in lieu of such services as an agent; and (iii) SHIPRAZOR shall not have any title to the goods for which the COD amount will be collected. In this regard, the User agrees that SHIPRAZOR shall have the right to deduct the freight charges from the COD Amounts received by SHIPRAZOR, and then remit/reimburse the balance amount to the User.
2.15 The account balance in your delivery credits must be positive and sufficient to pay your shipping fees at all times. Where the amount in your delivery credits is a negative amount, the courier vendor may not be able to proceed with the pickup or delivery of your shipping order until there is a positive delivery credit balance. SHIPRAZOR may, from time to time, in its sole discretion, provide/allocate a credit limit to the User for the Services, which can be used by the User within a specified time period.
2.16 SHIPRAZOR reserves the right to modify the fee structure by providing a notice on your dashboard which shall be considered as valid and agreed communication. Upon the User not communicating any negative response/objection to SHIPRAZOR to such notice, SHIPRAZOR shall apply the modified fee structure.
2.17 In order to process the fee payments, SHIPRAZOR might require details of User’s bank account, credit card number and other such financial information. Users shall be responsible to maintain the confidentiality of such information provided to SHIPRAZOR.
2.18 If any payment is reversed, disputed or charged back by the User’s payment provider, SHIPRAZOR reserves the right to:
3.1 SHIPRAZOR shall not be responsible or liable in any manner to the Users for any losses, damage, injuries or expenses incurred by the Users as a result of any action taken by SHIPRAZOR, where the User has consented for the same.
3.2 SHIPRAZOR does not provide or make any representation, warranty or guaranty, express or implied about the Services. SHIPRAZOR does not verify any content or information provided by Users and to the fullest extent permitted by law disclaims all liability arising out of the User’s use or reliance upon the Services.
3.3 Notwithstanding anything contrary provided in this Agreement, in no event, including but not limited to negligence, shall SHIPRAZOR, or any of its directors, officers, employees, agents or content or service providers (collectively, the “Protected Entities”) be liable for any direct, indirect, special, incidental, consequential, exemplary or punitive damages arising from, or directly or indirectly related to, the use of, or the inability to use, the Services or the content, materials and functions related thereto, User’s provision of information via the Services, lost business or lost sales, even if such Protected Entity has been advised of the possibility of such damages. In no event shall the total aggregate liability of the Protected Entities to a User for all damages, losses, and causes of action (whether in contract or tort, including, but not limited to, negligence or otherwise) arising from the terms and conditions of this Agreement or a User’s use of the Services shall exceed the amount (i) shipment value declared by the User; or (ii) ShipGuard limits; or (iii) R5,000 per shipment, whichever is lower.
3.4 In no event shall the Protected Entities be liable for failure on the part of the Users to provide agreed Services. In no event shall the Protected Entities be liable for any activity in relation to the Services provided to a User.
3.5 The Protected Entities shall not be liable for any act or omission of any other person/ entity furnishing a portion of the Service, or from any act or omission of a third party, including those vendors participating in the Services, or for any unauthorized interception of your communications or other breaches of privacy attributable in part to the acts or omissions of the User or third parties, or for damages associated with the Service, or equipment that it does not furnish, or for damages that result from the operation of the User provided systems, equipment, facilities or services that are interconnected with the Service.
3.6 SHIPRAZOR shall not be responsible for any loss (including loss of COD amounts) in case of forcible snatching by the buyer/customer of the User. Such incidents/cases shall be the sole responsibility of the User and the User is liable to initiate actions to resolve such incidents, if any, on its own, including but not limited to legal processes as well as to reimburse the losses (if any) to the concerned logistic vendor/its personnel.
3.7 The User undertakes to resolve the disputes raised, if any, by the buyer(s) within a period of 24 hours from the raising of such dispute(s). Failure to do so shall enable/authorise SHIPRAZOR to hold the COD remittance, till the time such dispute(s) is rectified by the User.
3.8 SHIPRAZOR shall not be responsible for the acts, omissions, negligence or service failures of any courier vendor integrated on the SHIPRAZOR’s platform.
Each Party represents and warrants to the other Party that:
(a) it has all necessary rights, powers and authority to enter into and perform this
Agreement; and
(b) the entrance and performance of this Agreement by it shall not violate any applicable law and shall not breach any agreement, covenant, court order, judgment or decree to which such Party or by which it is bound.
5.1 The User (“Indemnifying Party”) hereby agrees to indemnify, defend and hold SHIPRAZOR, its affiliates, officers, directors, employees, contractors, sub-contractors, consultants, licensors, other third party service providers, agents and representatives (“Indemnified Party”) harmless from and against claims, demands, actions, liabilities, costs, interest, damages and expenses of any nature whatsoever (including all legal and other costs, charges and expenses) incurred or suffered (directly or indirectly) by the Indemnified Party, on account of: (a) Indemnifying Party’s access to or use of Services; (b) violation of this Agreement or any terms of use of the Services by the Indemnifying Party (and/or its officers, directors and employees); (c) violation of applicable law by the Indemnifying Party (and/or its officers, directors and employees); (d) wrongful or negligent act or omission of the Indemnifying Party (and/or its officers, directors and employees); (e) any third party action or claim made against the Indemnified Party, by reason of any actions undertaken by the Indemnifying Party (and/or its officers, directors and employees); and (f) any duties, taxes, octroi, cess, clearance charges and any other charge/levy by whatsoever name called, levied on the shipments.
5.2 SHIPRAZOR will notify the User promptly of any such claim, loss, liability, or demand, and in addition to the User foregoing obligations, the User agrees to provide SHIPRAZOR with all reasonable assistance, at the User’s expense, in defending any such claim, loss, liability, damage, or cost.
5.3 User indemnifies Shiprazor against claims arising from unlawful processing of personal information supplied by the User.
Each Party shall at all times and at its/his/her own expense: (a) strictly comply with all applicable laws (including national, provincial, local or custom/international laws/statutes), now or hereafter in effect, relating to its/his/her performance of this Agreement; (b) pay all fees and other charges required by such applicable law; and (c) maintain in full force and effect all licenses, permits, authorizations, registrations and qualification from any authority to the extent necessary to perform its obligations hereunder.
7.1 Each Party may be given access to Confidential Information from the other Party in order to perform its obligations under this Agreement. The Party that receives Confidential Information shall be known as “Receiving Party”. The Party that discloses Confidential Information shall be known as “Disclosing Party”.
7.2 The Receiving Party acknowledges that the Confidential Information is received on a confidential basis, and that the Disclosing Party shall remain the exclusive owner of its Confidential Information and of Intellectual Property rights contained therein. No license or conveyance of any such rights to the Receiving Party is granted or implied under this Agreement.
7.3 The Receiving Party shall:
(a) use the Confidential Information of the Disclosing Party only for purposes of complying with its obligations under this Agreement and, without limiting the generality of the foregoing, shall not, directly or indirectly, deal with, use, exploit or disclose such Confidential Information or any part thereof to any person or entity or for any purpose whatsoever (or in any manner which would benefit any competitor of the Disclosing Party) except as expressly permitted hereunder or unless and until
expressly authorized to do so by the Disclosing Party;
(b) use reasonable efforts to treat, and to cause all its officers, agents, servants, employees, professional advisors and contractors and prospective contractors to treat, as strictly confidential all Confidential Information. In no event shall such efforts be less than the degree of care and discretion as the Receiving Party exercises in protecting its own valuable confidential information. Any contractors engaged by or prospective contractors to be engaged by the Receiving Party in connection with the performance of the Services shall be required to assume obligations of secrecy equal to or greater than the obligations that the Receiving Party has assumed in this Agreement with respect to the Confidential Information;
(c ) not, without the prior consent of the Disclosing Party, disclose or otherwise make available the Disclosing Party’s Confidential Information or any part thereof to any party other than those of its directors, officers, agents, servants, employees, professional advisors, contractors or prospective contractors who need to know the Confidential Information for the purposes set forth herein;
(d) not copy or reproduce in any manner whatsoever the Confidential Information of the Disclosing Party or any part thereof without the prior written consent of the Disclosing Party, except where required for its own internal use in accordance with
this Agreement; and
(e) promptly, upon termination or expiration of this Agreement, to the extent possible, return and confirm the return of all originals, copies, reproductions and summaries of Confidential Information or, or at the option of the Disclosing Party, destroy and confirm the destruction of the Confidential Information (this sub-clause being applicable only on the User).
7.4 Provided, however that nothing herein shall restrict in any manner the ability of either Party to use or disclose Confidential Information owned by it in any manner whatsoever, and the obligations of confidentiality herein shall apply to each Party only to the extent that the Confidential Information or portion thereof is not owned by that particular Party.
8.1 The User acknowledges that the Intellectual Property rights in all the materials that have been developed by SHIPRAZOR and provided to the User, shall vest with SHIPRAZOR.
8.2 The User hereby agrees and acknowledges that the User retains ownership of all Intellectual Property owned or developed by the User and shall grants Shiprazor a non-exclusive, royaltyfree licence to use such Intellectual Property solely for purposes of providing the Services..
8.3 All the Intellectual Property already developed and/or owned by each Party shall continue to vest with the concerned Party.
8.4 The Parties recognize that all third-party Intellectual Property rights are the exclusive property of their respective owners.
The User agrees and undertakes that, during the term of this Agreement, and for a period of 24 (twenty-Four) months thereafter, it shall not directly or indirectly attempt in any manner to solicit, any client/customer, or to persuade any person, firm or entity which is a client/customer/vendor/partner of SHIPRAZOR, to cease doing business or to reduce the amount of business which any such client/customer/supplier/vendor/partner has customarily done or might propose doing with SHIPRAZOR.
10.1 This Agreement shall come into force on and from the date from which the User started procuring Services in any form or capacity and shall remain in existence while the User is a user of any of the Services in any form or capacity, until terminated by either Party in accordance with the provisions of this Agreement.
10.2 If you wish to terminate an Agreement with us, you may do so by ending your use of our platform. Such termination will, however, not have any effect on the continued and comprehensive functioning or legitimacy of any lawful rights which we may have at the time of said termination. In the event of termination of your Agreement, we will remove you from our platform and delete your account. The User shall be obligated to clear any dues with SHIPRAZOR for any of its Services which the User has availed in accordance with this Agreement. SHIPRAZOR shall not be liable to the User or any third party for any termination of User’s access to the Services.
10.3 SHIPRAZOR reserves the right to immediately terminate this Agreement in cases where:
(a) the User breaches any terms and conditions of this Agreement;
(b) SHIPRAZOR believes in its sole discretion that the User’s actions may cause legal liability for such User or for SHIPRAZOR or are contrary to the terms of use of the Services, or terms of this Agreement; and
(c ) SHIPRAZOR deems fit for its own convenience, without providing any reason.
10.4 Once temporarily or indefinitely suspended or terminated, the User shall neither continue to use the Services under the same or different account nor re-register itself/ himself/herself under a new account, unless explicitly permitted by SHIPRAZOR.
SHIPRAZOR, at its sole discretion, may restrict, suspend or terminate the account of any User who abuses or misuses the Services. Misuse includes creating multiple or false profiles, infringing any Intellectual Property rights, violating any of the terms and conditions of this Agreement, or any other behaviour that SHIPRAZOR, in its sole discretion, deems contrary to its purpose. In addition, SHIPRAZOR may also restrict, deactivate, suspend or terminate the account of any User upon the request/instructions of SHIPRAZOR courier vendor.
12.1 Should any dispute, disagreement or claim arise between User and Shiprazor concerning the use of the platform or the Services, the Parties shall endeavour to resolve the dispute amicably, by negotiation, and with the best interests of both Parties in mind. Should these Parties fail to resolve such dispute in the aforesaid manner or within such further period as the Parties may agree to in their negotiation, the Parties will approach an independent industry expert who shall mediate the discussions between them to find a mutually beneficial solution.
12.2 If the dispute is still not resolved as per clause 12.1, the Parties will commence and be party to binding and confidential arbitration in terms of the expedited rules of the Arbitration Foundation of Southern Africa (“AFSA”), with a sole arbitrator appointed by Shiprazor. The decision of the sole arbitrator shall be final, conclusive and binding on the Parties. Arbitration shall take place in Cape Town, South Africa, and shall be conducted in English.
12.3 This Agreement shall be governed by the laws of the Republic of South Africa and subject to this Clause 12, the High Court of South Africa shall have exclusive jurisdiction to determine any disputes arising out of, under, or in relation, to the provisions of this Agreement. Either party may also always use the dispute resolution services of any applicable legislative tribunal or ombud, as provided for in applicable legislation.
12.4 The Parties both agree that in no circumstance will either party publicize the dispute on any social media or other public platforms. The Parties understand that any publicity of this nature can cause serious damage to the other party, which damage may result in a financial claim against the infringing party.
The invalidity or unenforceability of any provision in this Agreement shall in no way affect the validity or enforceability of any other provision herein. In the event of the invalidity or unenforceability of any provision of this Agreement, the Parties will immediately negotiate in good faith to replace such a provision with another, which is not prohibited or unenforceable and has, as far as possible, the same legal and commercial effect as that which it replaces.
14.1 Neither Party shall be liable for any failure or delay in performance of any obligation, under this Agreement to the extent that such failure or delay is due to a Force Majeure Event. The Party having any such cause shall promptly notify the other Party about the nature of such cause and the expected delay.
14.2 If, however, it is not feasible for a Party to prevent the occurrence of the Force Majeure Event as a result of which that Party is prevented from performing its obligation for more than 30 (thirty) days due to such Force Majeure Event (“Aggrieved Party”), the other Party may decide to release the Aggrieved Party from performing its obligation hereunder or may modify the relevant provisions of this Agreement affected by the Force Majeure Event so long as the Force Majeure Event continues, in order to enable the Aggrieved Party to perform its other obligations hereunder as so modified. However, in the event, Force Majeure Event continues for a period of more than 60 (sixty) days, the Aggrieved Party may terminate this
Agreement with a notice to the other Party.
15.1 This Agreement, the annexures and any other documents entered into or delivered as contemplated in this Agreement herein sets out the entire agreement and understanding between the Parties with respect to the subject matter hereof. Unless otherwise decided by SHIPRAZOR, the annexures containing specific terms of use supersedes all general terms of the Agreement, previous letters of intent, heads of terms, prior discussions and correspondence exchanged between the Parties in connection with the Agreement referred to herein. Similarly, unless otherwise decided by SHIPRAZOR, the SOPs/SLAs/ Credit Applications issued in furtherance to this Agreement, shall supersedes the provisions of this Agreement and of the annexures.
15.2 This Agreement and the rights and obligations herein shall not be assigned by the User, without the consent of SHIPRAZOR.
15.3 The provisions which are by their nature, intended to survive the termination of this Agreement, shall survive the termination of this Agreement.
Nothing in this Agreement (or any of the arrangements contemplated herein) shall be deemed to constitute a partnership between the Parties hereto, nor, except as may be expressly provided herein, constitute any Party as the agent of another Party for any purpose, or entitle any Party to commit or bind another Party in any manner.
No failure or delay by the Parties in exercising any right or remedy provided by law under or pursuant to this Agreement shall impair such right or remedy or operate or be construed as a waiver or variation of it or preclude its exercise at any subsequent time and no single or partial exercise of any such right or remedy shall preclude any other or further exercise of it or the exercise of any other right or remedy. The rights and remedies of the Parties under or pursuant to this Agreement are cumulative, may be exercised as often as such Party considers appropriate and are in addition to its rights and remedies under the general laws of the Republic of South Africa.
Subject to any express provisions of this Agreement and to the extent permitted under the laws of the Republic of South Africa, neither Party shall be liable to the other for any loss of profit, revenue, business, contracts, data, or for any indirect, consequential, special, or punitive damages, whether arising in contract, delict (including negligence), statute, or otherwise, and whether or not such loss was foreseeable or advised.
19.1 If any User has any question, issue, complaint regarding any of our Services, please contact our customer service at support@shiprazor.com.
19.2 The User hereby agrees and provides his consent to receive communications, correspondences, updates, notifications, etc. from SHIPRAZOR through email, SMS, Whatsapp and any other mode. The Parties agree that the said communications, correspondences, updates, notifications, etc. will be legally binding on them.
19.3 Notwithstanding anything to the contrary contained in this Agreement, the User hereby (i) acknowledges and confirms that it has voluntarily submitted various KYC information and supporting documentation to SHIPRAZOR, including but not limited to identity documents (such as a passport, identity card, or driver’s licence), proof of address, business registration documents, tax clearance certificates, VAT registration details, and other such records as may reasonably be required by SHIPRAZOR from time to time for compliance with applicable laws; (ii) consents to SHIPRAZOR verifying the authenticity and accuracy of such submitted information and documentation through lawful means, in accordance with applicable legislation; and (iii) authorises SHIPRAZOR to share such information with relevant third parties strictly on a need-to-know basis, including but not limited to insurers and insurance intermediaries for the purpose of facilitating and processing insurance claims, law enforcement agencies, judicial or regulatory authorities, or complainants, in circumstances where a complaint, legal action, or regulatory inquiry has been initiated in connection with the User or any shipments facilitated by the User.
20.1 SHIPRAZOR may, at its sole discretion, offer Users the option to obtain ShipGuard protection for eligible products(s) during shipments in exchange for an additional agreed fee. In such instances, SHIPRAZOR will accept the risks of loss, damage or theft on the terms set out in the ShipGuard Terms and Conditions as published by SHIPRAZOR on its Website/Mobile App from time to time (“ShipGuard
Terms”).
20.2 Where a User elects to obtain ShipGuard, the User acknowledges and agrees that the applicable ShipGuard Terms shall govern all matters relating to ShipGuard.
20.5 By selecting ShipGuard, the User:
(a) agrees to be bound by the ShipGuard Terms; and
(c) acknowledges that any claim submitted under ShipGuard shall be assessed and administered in accordance with the ShipGuard Terms.
20.6 To the fullest extent permitted by law, SHIPRAZOR shall not be liable for any decision relating to a User’s needs or requirements arising from or relating to ShipGuard, except as expressly provided in the ShipGuard Terms.
21.1 SHIPRAZOR does not guarantee uninterrupted availability of the platform and shall not be liable for service interruptions caused by system maintenance, internet failures, courier vendor downtime and technical errors.
21.2 SHIPRAZOR and its courier vendors reserve the right to inspect shipments to verify compliance with applicable laws and shipping policies.
21.3 If a shipment cannot be delivered due to incorrect address recipient unavailability or refusal to accept delivery, additional charges including re-delivery or RTO charges shall apply.
21.4 SHIPRAZOR processes personal information in accordance with its Privacy Policy and Protection of Personal Information Act (“POPIA”). User warrants that all personal information uploaded to the Platform has been collected lawfully and that all required consents have been obtained.
21.5 SHIPRAZOR reserves the right to hold disputed amount on credit account where fraud, disputes or chargebacks are suspected.
21.6 Shiprazor does not warrant that the platform will be free from viruses, malware or other harmful components. Users access the platform at their own risk and must take appropriate security precautions.
21.7 The Shiprazor platform may contain links to or facilitate access to third-party websites and Selected Service Providers. By selecting a Selected Service Provider, the User agrees to be bound by that Selected Service Provider’s applicable terms and conditions, which are available on the Shiprazor platform. Shiprazor acts solely as a technology platform and logistics aggregator and shall not be liable for the services, acts, omissions, delays, losses or damages of any Selected Service Provider, which shall remain solely responsible for the performance of its services to the fullest extent permitted by law.
21.8 Shiprazor does not guarantee the accuracy or completeness of information provided by users or third-party service providers on the platform.
21.9 Shiprazor reserves the right to modify, suspend or discontinue any feature of the platform at any time without prior notice.
21.10 Shiprazor may identify the User as a customer unless otherwise agreed in writing.
22.1 Definitions: In this Agreement, including in the recitals hereof, the following words, expressions and abbreviations shall have the following meanings, unless the context otherwise requires:
“Confidential Information” means, with respect to each Party, any information or trade secrets, schedules, business plans including, without limitation, commercial information, financial projections, client information, administrative and/or organizational matters of a confidential/secret nature in whatever form which is acquired by, or disclosed to, the other Party pursuant to this Agreement, and includes any tangible or intangible non-public information that is marked or otherwise designated as ‘confidential’, ‘proprietary’, ‘restricted’, or with a similar designation by the disclosing Party at the time of its disclosure to the other Party, or is otherwise reasonably understood to be confidential by the circumstances surrounding its disclosure, but excludes information which: (i) is required to be disclosed in a judicial or administrative proceeding, or is otherwise requested or required to be disclosed pursuant to applicable law or regulation, and (ii) which at the time it is so acquired or disclosed, is already in the public domain or becomes so other than by reason of any breach or non-performance by the other Party of any of the provisions of this Agreement;
“Force Majeure Event” includes act of God, war, civil disturbance, strike, lockout, act of terrorism, flood, fire, explosion, epidemic/pandemic or legislation or restriction by any government or other authority, or any other similar circumstance beyond the control of any Party, which has the effect of wholly or partially suspending the obligations hereunder of the Party concerned; and “Intellectual Property” means any patent, copyright, trademark, trade name, service mark, service name, brand mark, brand name, logo, corporate name, domain name, industrial design, any registrations and pending applications thereof, any other intellectual property right (including without limitation any know-how, trade secret, trade right, formula, computer program, software, database and data right) and any goodwill associated with the
business.
“Services” means below services provided by Shiprazor:
Pre-order e-commerce services may include:
1. Abandoned cart
2. one click checkout
3. Whatsapp marketing feature
4. any other marketing services, as applicable
Post order logistics services may include:
1. Logistics- hyperlocal, domestic and international, order booking as core offering
2. Branding delivery notifications
3. whatsapp based communication services
4. ShipGuard
5. Dark store/fulfillment services through us or a third-party service provider.
22.2 Interpretation: Unless the context of this Agreement otherwise requires:
a) heading and bold typeface are only for convenience and shall be ignored for the purpose of interpretation;b) other terms may be defined elsewhere in the text of this Agreement and, unless otherwise indicated, shall have such meaning throughout this Agreement;
b) references to this Agreement shall be deemed to include any amendments or modifications to this Agreement, as the case may be;
c) the terms “hereof”, “herein”, “hereby”, “hereto” and derivative or similar words refer to thisentire Agreement or specified Clauses of this Agreement, as the case may be;references to a particular section, clause, paragraph, sub-paragraph or schedule, exhibit or annexure shall be a reference to that section, clause, paragraph, sub- paragraph or schedule, exhibit or annexure in or to this Agreement;
d) reference to any legislation or law or to any provision thereof shall include references to any such law as it may, after the date hereof, from time to time, be amended, supplemented or reenacted, and any reference to statutory provision shall include any subordinate legislation made from time to time under that provision;
e) a provision of this Agreement must not be interpreted against any Party solely on the ground that the Party was responsible for the preparation of this Agreement or that provision, and the doctrine of contra proferentem does not apply vis-à-vis this Agreement;
f) references in the singular shall include references in the plural and vice versa; and
g) references to the word “include” shall be construed without limitation.
1.1. SHIPRAZOR is the author, developer, operator and owner of its logistics technology software and platform, being the SHIPRAZOR Platform. The SHIPRAZOR Platform provides Users with an automated shipping panel and technology interface through which Users may access, select, book and manage logistics services offered and performed by independent third-party courier, freight, logistics and delivery
service providers.
1.2. The User acknowledges and agrees that SHIPRAZOR acts as a technology platform, logistics aggregator, facilitator and intermediary only. SHIPRAZOR does not itself operate as the carrier, courier, freight forwarder, warehouseman, bailee, delivery agent or physical logistics service provider in respect of any shipment, unless expressly agreed otherwise in writing.
1.3. All physical logistics services, including collection, handling, transportation, customs-related movement where applicable, delivery, failed delivery, return, storage, loss management and claims handling, are performed by SHIPRAZOR’s subcontracted and/or third-party logistics service providers. The User further acknowledges that any shipment booked through the SHIPRAZOR Platform is carried, handled and delivered subject to the applicable terms, conditions, service levels, exclusions, limitations of liability, prohibited goods rules, insurance provisions and claims procedures of the relevant logistics service provider selected or allocated for that shipment.
1.4. SHIPRAZOR’s role is limited to making its platform available, facilitating access to logistics services, processing shipment instructions, transmitting booking information, providing system visibility where available, and coordinating communication between the User and the relevant logistics service provider. SHIPRAZOR shall not be liable for any loss, damage, delay, failed delivery, non-performance, service failure, customs issue, surcharge, penalty, claim rejection, excluded goods issue, or other transactional risk arising from or connected to the logistics services performed by third-party logistics service providers, except to the extent that such liability arises directly from SHIPRAZOR’s own proven gross negligence, wilful misconduct, or material breach of these Terms and Conditions.
2.1. Account registration and KYC:
2.1.1. User warrants that all KYC information, registration details and supporting documentation submitted to Shiprazor are up to date, complete and accurate and shall promptly update any changes to their KYC information.
2.1.2. Shiprazor may require:
(a) company registration documents;
(b) identity verification documents;
(c ) proof of address;
(d) banking verification documents;
(e) tax-related documentation; and
(f) any other information required for compliance purposes.
2.1.3. Shiprazor reserves the right to suspend or terminate any account where information is inaccurate, incomplete, misleading or fraudulent.
2.1.4. User is responsible to read, familiarise and accept the Terms and Conditions of Shiprazor and the selected Service Provider.
2.2. Credit Balance and Account Management:
2.2.1. Users remain responsible for:
(a) maintaining sufficient wallet balances;
(b) monitoring account usage;
(c ) loading funds where required;
(d) Initiating auto credit load if required;
(e) providing accurate collection address including warehouse registration certificate, where applicable.
2.2.2. Shiprazor shall not be liable for delays or failed bookings caused by insufficient account balances.
2.3. Shipment Booking Requirements:
Users warrant that all booking information as given below are accurate and shall remain solely responsible for the accuracy of all information submitted. Any additional charges arising from incorrect information shall be for the User’s account.
(a) collection address;
(b) delivery address;
(c ) sender details;
(d) recipient details;
(e) recipient contact number and email address;
(f) shipment description;
(g) shipment value (ShipGuard acceptance of risk, Cross border taxes and duties and Service provider cover will be based on this value);
(h) packaging dimensions;
(i) actual weight; and
(j) any special handling requirements.
2.4. Packaging Requirements
2.4.1. The User shall ensure that all shipments are properly packaged, labelled, secured and prepared for transportation in accordance with:
2.4.2 The User shall ensure that:
(a) goods are packed in a rigid outer carton, satchel or container suitable for transportation;
(b) packaging can withstand normal handling, vibration, stacking, sorting and transportation conditions;
(c ) all openings are securely sealed using appropriate packaging tape;
(d) adequate internal cushioning, padding or protective material is used to prevent movement of contents;
(e) fragile items are individually wrapped and protected and mentioned ‘Fragile’ on top;
(f) liquid products are sealed to prevent leakage and placed within secondary protective packaging;
(g) sharp objects are secured to prevent injury or damage to persons, vehicles, equipment or other shipments;
(h) multiple items within a parcel are individually protected from impact and friction damage.
(i) Waybill and parcel labels are properly mentioned on top of the packaging and visible.
(j) all shipping labels are clearly visible and scannable
2.4.3. Users remain solely responsible for inadequate packaging, compliance with courier packaging requirements and protection of goods during transit.
2.4.4. Shiprazor and/or Selected Service providers may request photographic proof of packaging for claims purposes.
2.4.5. Shiprazor and/or the Selected Service Provider may refuse collection where packaging does not comply with this Agreement.
2.5 Weight, Dimensions and Re-Measurement
2.5.1 Shipping charges may be calculated using the greater of actual weight or volumetric weight.
2.5.2 Service providers may re-weigh and re-measure shipments.
2.5.3 Where discrepancies are identified, Shiprazor may adjust shipping charges or recover additional fees or debit the User’s wallet or account.
2.6 Service Provider Selection
2.6.1 Users may select a preferred service provider where such option is available;
2.6.2 By selecting a service provider, the User agrees to the applicable service provider’s terms and conditions;
2.6.3 Shiprazor does not guarantee the performance of any service provider.
2.7 Shipment Collection
2.7.1. Users shall ensure shipments are available for collection at the booked collection address;
2.7.2. Users shall ensure waybills and labels are correctly applied;
2.7.3. For multi-parcel consignments, each parcel must be individually labelled.
2.7.4 Users shall verify collection manifests prior to signing.
2.7.5. Failed collection fees may apply where:
(a) the shipment is unavailable;
(b) the address is incorrect;
(c ) collection cannot reasonably be completed.
2.8. Track and Trace
2.8.1 Shipment tracking information is provided for convenience only.
2.8.2 Tracking information is supplied by third-party service providers and may be delayed, incomplete or inaccurate.
3.1 A shipment may be returned where:
(a) delivery is refused;
(b) delivery cannot be completed;
(c ) the recipient cannot be contacted;
(d) the address is incorrect.
3.2 Return charges shall be borne by the User.
3.3 Reverse logistics services remain subject to service provider availability and conditions.
Users shall pay all applicable shipping fees along with any additional charges which may include:
(a) fuel surcharges;
(b) remote area surcharges;
(c ) oversized shipment surcharges;
(d) address correction fees;
(e) customs-related charges;
(f) storage charges;
(g) re-weigh and re-measurement charges;
(h) return-to-origin charges.
5.1 Prepaid Users shall maintain sufficient account balances at all times.
5.2 User shall agree that it will be your responsibility to verify the invoices and inform the SHIPRAZOR within 5 (five) working days in case of any disputes regarding the contents of the invoice.
5.3 If due to any reason (including but not limited to the reason of weight discrepancy), the balance amount of the User in the SHIPRAZOR wallet becomes negative, then SHIPRAZOR shall inter-alia have the right to hold/retain/adjust the COD Amounts for the shipments of the User.
5.4 The credit balance in the SHIPRAZOR wallet shall be available for booking shipments only for a period of 3 years from the last shipment date. In case, the User does not book any shipment for a continuous period of 3 years, then SHIPRAZOR shall have an unconditional right to forfeit such credit balance in the SHIPRAZOR wallet after the expiry of 3 years from the last shipment date.
5.5 The User can request SHIPRAZOR to refund the credit balance of the wallet. Any such refund request shall be subject to refund being made to the original source/mode of payment, standard time taken to process such refund and mandatorily providing of necessary KYC documents by the User to process the refund. Further, SHIPRAZOR reserves a right to: (i) deny any request to refund the credit balance to a source being different from the original source/mode of payment; (ii) levy a surcharge (as per its sole discretion) to refund the credit balance to a source being different from the original source/mode of payment; and/or (iii) levy appropriate damages/charges (as per its sole discretion) in case SHIPRAZOR is of the opinion that the wallet is being/has been used by the User for any unscrupulous/illegal activities or for purposes other than for payment to SHIPRAZOR.
5.6 Shiprazor may suspend services where insufficient funds are available.
6.1 Approved postpaid Users shall settle invoices within the agreed payment terms mentioned in the credit application.
6.2 In the event User is applying to convert from Prepaid to Postpaid account, in such case the transition period will be considered and charged as Prepaid account.
6.3 Shiprazor may suspend services for overdue accounts.
6.4 Shiprazor reserves the right to set off any amounts owing against credits held on behalf of the User.
6.5 User shall agree that it will be your responsibility to verify the invoices and inform the SHIPRAZOR within 5 (five) working days in case of any disputes regarding the contents of the invoice.
6.6 If due to any reason (including but not limited to the reason of weight discrepancy), the balance amount of the User in the SHIPRAZOR wallet becomes negative, then SHIPRAZOR shall inter-alia have the right to hold/retain/adjust the COD Amounts for the shipments of the User.
6.7 The credit balance in the SHIPRAZOR wallet shall be available for booking shipments only for a period of 3 years from the last shipment date. In case, the User does not book any shipment for a continuous period of 3 years, then SHIPRAZOR shall have an unconditional right to forfeit such credit balance in the SHIPRAZOR wallet after the expiry of 3 years from the last shipment date.
6.8 The User can request SHIPRAZOR to refund the credit balance of the wallet. Any such refund request shall be subject to refund being made to the original source/mode of payment, standard time taken to process such refund and mandatorily providing of necessary KYC documents by the User to process the refund. Further, SHIPRAZOR reserves a right to: (i) deny any request to refund the
credit balance to a source being different from the original source/mode of payment; (ii) levy a surcharge (as per its sole discretion) to refund the credit balance to a source being different from the original source/mode of payment; and/or (iii) levy appropriate damages/charges (as per its sole discretion) in case SHIPRAZOR is of the opinion that the wallet is being/has been used by the User for any unscrupulous/illegal activities or for purposes other than for payment to SHIPRAZOR.
6.9 Shiprazor may verify shipment data, dimensions, declared values and billing information.
SHIPRAZOR services stay active till 10 (ten) days from the date of the last unpaid invoice, the User shall be charged for the period for which the invoice has been raised. The User must request termination before the next billing cycle starts and/or the next invoice, is generated, or the cancelation request does not count. There is no pro-rated refund of remaining service period in the current billing cycle.
User can request for termination by an email to support@shiprazor.com with the following information and request of termination:
Shiprazor and the Selected Service Provider reserve the right, in their sole discretion, to refuse, suspend, return, destroy or otherwise deal with any shipment that is unlawful, dangerous, restricted, prohibited, inadequately packaged, likely to cause damage, or which may expose Shiprazor, a Selected Service Provider or any third party to legal, regulatory, financial, operational or reputational risk. Below is the indicative list for the same:
Dangerous Goods:
a. Oil-based paint and thinners (flammable liquids)
b. Industrial solvents
c. Insecticides, garden chemicals (fertilizers, poisons)
d. Lithium batteries
e. Magnetized materials
f. Machinery (chain saws, outboard engines containing fuel or that have contained fuel)
g. Fuel for camp stoves, lanterns, torches or heating elements
h. Automobile batteries
i. Infectious substances
j. Any compound, liquid or gas that has toxic and/or infectious characteristics
k. Bleach
l. Flammable adhesives
m. Arms, ammunitions or any weapon with blade (including but not limited to air guns, flares, gunpowder, firework, knives, swords and antique weaponry)
n. Dry ice (Carbon Dioxide, Solid)
o. Any Aerosols, liquids and/or powders or any other flammable substances classified as Dangerous Goods for transport by Air
p. Tobacco and tobacco related products
q. Electronic cigarettes
r. Ketamine
Restricted Items:
a. Precious stones, gems and jewellery (including but not limited to antiques bullion (of any precious metal), diamonds, gold, silver, platinum, trophies related to animal hunting, semiprecious stones in any form (including bricks), rare stamps, etc.
b. Uncrossed (bearer) drafts / cheque, currency and coins
c. Poison
d. Alcohol
e. Firearms, explosives and military equipment.
f. Hazardous and radioactive material
g. Foodstuff and liquor
h. Any pornographic material
i. Any Hazardous chemical items (including but not limited to radioactive material, special chemicals, material, equipments and technologies (SCOMET) items, hazardous/chemical waste, corrosive items (acids), machines parts containing oil, grease, toner)
j. Any Plants and its related products (including but not limited to oxidizing substances, sand/soils/ores, sandalwood, wood, wood pulp, edible oils, de-oiled groundnut, endangered species of plants and its parts, asbestos)
k. Any Drugs and Medicines (including but not limited to cocaine, cannabis, LSD, morphine, opium, psychotropic substances, and such other drugs, poisonous goods, contraband (such as illegal/illicit and counterfeit drugs)
l. CBD products, Vapes, Counterfeit goods, Live plants, Cash and bearer instruments
m. Any Animals and Human Body related items/product (including but not limited to live stock, cremated or disinterred human being’s remains, human being and any animal embryos, human being and any animal remains, human being and any animals corpses, organs/body parts of human being and any animals).
Counterfeit or Fraud Products/Shipments:
It is the policy of SHIPRAZOR to conduct all business activities in compliance with the rules and regulations applicable to the industry and laws of South Africa, with the highest ethical standards. In this regard, SHIPRAZOR has a zerotolerance policy with respect to counterfeit or fraud products/shipments (including products/shipments which are misrepresented in their origin or quality, or which are fake, cloned, duplicate or likewise products/shipments).
Accordingly, in the event SHIPRAZOR believes that you or any of your customer are shipping/selling (or have shipped) counterfeit or fraud product/shipment (including any counterfeit electronic product, not limited to mobile phones, smart watches and likewise products), SHIPRAZOR would inter-alia have the right:
(i) to seize such product/shipment,
(ii) to report the incident to the appropriate government authority/police station,
(iii) to blacklist you/your customer from trading/doing business with SHIPRAZOR,
(iv) to recover from the User all actual losses, damages, legal costs, investigation costs, administrative costs and other expenses reasonably incurred by SHIPRAZOR, including losses arising from reputational harm, goodwill damage, regulatory action or third-party claims, resulting from any counterfeit, fraudulent, unlawful, cloned, pirated or misrepresented shipment,
(v) to levy/charge a “security deposit” of an appropriate amount (amount to be decided by SHIPRAZOR at its sole discretion) from you so as to cover any future losses which SHIPRAZOR may incur on account of counterfeit/fraud shipment made by you,
(vi) to block/retain/adjust the entire COD amount of yours/your customer lying with SHIPRAZOR/its courier vendor,
(vii) to seize all the products of yours/your customer lying with SHIPRAZOR/its courier vendor and also to dispose such products (without any intimation to you) after a period of 30 (thirty) days from the date of seizure; and/or
(viii) to forfeit the entire security deposit amount lying with SHIPRAZOR.
Disputed Shipments/Cases:
SHIPRAZOR, in its sole discretion, shall have the right to levy damages/charges (along with the applicable VAT amount) on you in relation to shipments/cases which have been disputed by the courier companies, your customers or by any third party (including any governmental authority/department). The amount of said damages/charges shall be decided by SHIPRAZOR in its sole discretion and may vary from case to case.
A. Proof of Delivery: No proof of delivery will be provided in case of international shipments. The final status shared by SHIPRAZOR will be considered as the terminal status. No investigation based on proof of delivery will be entertained.
B. Returns: There is no provision of Returns in international shipments. Undelivered shipments will be disposed off after a certain cut off time, as decided by SHIPRAZOR.
C. Delivery: In some cases, there will be chances that physical delivery to buyer won’t be possible, shipment will be delivered in open porch / mailbox or either buyer has to do self-collection from access pickup point of carrier, and these cases will be closed as delivered on system.
D. Cash on Delivery: Cash on Delivery facility is not available for international shipments. Seller has to provide alternate on case to case basis in aid of clearing the shipment in manner to close them, in absence of revert and hold limit cross shipment will be destroyed and all charges will be billed to the seller account if applicable.
E. Liability: All international shipments shall be as per the terms and conditions of the Selected Service Provider and it is the responsibility of User to read, familiarize and accept Selected Service Provider’s Terms and Conditions for international shipments. Shiprazor does not owe any liability for such shipments.
F. Packaging: The packaging of the User documents of goods for transportation is the User’s sole responsibility, including the placing of the goods or documents in any container which may be supplied by the User to SHIPRAZOR. SHIPRAZOR accepts no responsibility for loss or damage to the documents, goods due to inappropriate packaging.
G. Negligence: The User will be responsible for all losses to the shipments due to failure to comply with its obligations.
H. Charges: The User will be liable to pay all charges including but not limited to customs, airport fees, surcharges that is incurred by SHIPRAZOR in the process of enabling the movement of the User’s shipment.
I. Laws: User warrants shipments do not breach sanctions laws, export controls or trade restrictions.
J. Miscellaneous: In addition to the above, SHIPRAZOR shall have a right to add/modify the SOPs and SLAs as per its courier/logistic vendor’s requirements to the User (from time to time), which shall be strictly followed by the User. For avoidance of doubt, it is clarified that the referred SOPs and SLAs shall form an integral part of this Agreement and any breach thereof will be construed as a breach of this Agreemen
