Terms and conditions

1. Definitions

Acceptable Use Policy means our policy on the use of Products and related services provided to you by us in relation to the Platform and as published on the Platform.

Agreement has the meaning in clause 2 of these Terms.

Booking Fee means the meaning set out in clause 10.2 of these Terms.

Containers means shipping containers, whether or not laden.

DO means a delivery order issued by a shipping line or freight forwarder.

Platform means the Delivercontainers.com desktop website, mobile website and mobile application (including mobile phone and tablet applications) and related systems.

Platform Terms of Use means the terms published on the Platform and applicable to any access and use of the Platform.

Port of Operation means the city in which a Transporter operates, as displayed on their account on the Platform.

Privacy Policy means our policy setting out how we collect, use, disclose and manage personal information, as published on the Platform.

Products means any product provided by us on the Platform, including booking request's, RFQ's, tools, user dashboards. For the avoidance of any doubt, this includes any restricted area of the Platform that is accessible only to Shippers or Transporters (as the case may be).

Quotation means offer to provide Transportation Services submitted by a Transporter in response to a RFQ from a Shipper on the Platform.

Request means either a request for quotation or a booking request for Transportation Services on the Platform.

RFQ means request for quotation, published on the Platform.

Slots means pre-arranged bookings to pick-up or drop-off containers at a container terminal.

Subscription means the meaning as set out in the Transporter Subscription Terms.

Term has the meaning in clause 3 of these Terms.

Terms means these terms and conditions as amended from time to time in accordance with clause 5(d).

Transportation Services means, including, but not limited to, transportation of shipping containers, road haulage, loading and unloading.

Transporter Subscription Terms means the terms for subscriptions published on the Platform and applicable to Transporters.

We / our / us means Global Logistics Technology (AU) Pty Limited (ACN 636 754 544), the entity operating Delivercontainers.com.

You or you means you, being either a Shipper or a Transporter.

2. Your Agreement with us

Your agreement with us (Agreement) consists of:

a. these Terms; and

b. any physical document or electronic interface that we make available to you which you sign or otherwise indicate your agreement to, including, but not limited to: pop-ups, emails, online forms or other documents (including those made available to you via the Platform); and

c. the terms and conditions of our Transporter Subscription Terms, Privacy Policy, Platform Terms of Use and Acceptable Use Policy; and

d. the terms and conditions of any application accepted from you.

This Agreement is the entire agreement between us about its subject matter and it supersedes all prior agreements and understandings between us.

3. Term

3.1 This agreement continues month to month until we give you 30 days’ notice of its termination, or we or you otherwise terminate this Agreement in accordance these Terms.

4. Third Party Content

Our websites contain content provided to us by other parties (Third Party Content). We do not have a practice of monitoring or making inquiries about Third Party Content. We are not responsible for, do not endorse and make no representations either expressly or impliedly concerning Third Party Content. Content. Third Party Content does not represent our views. You rely on Third Party Content completely at your own risk.

5. Your acknowledgements

You acknowledge and agree that at all times during the Term of this Agreement:

a. in consideration for the services we provide to you, you grant us an irrevocable, perpetual, world-wide, royalty free licence to publish, copy, licence to other persons, use and adapt for any purpose related to our websites any content you provide to us during the Term, and this licence survives termination of this Agreement by you or us;

b. we may, at our discretion, remove or amend some or all of your Requests, your content or your profile if you are, in our reasonable opinion, in breach of your obligations under clause 6(e) below;

c. Shippers are solely responsible for the content of their Requests and any errors or omissions in those Requests. Our role is one of publisher;

d. we may vary this Agreement or any of its constituent documents, provided that variation would result in a material change to either party’s rights or obligations and, for that reason, may cause you material detriment, we will give you at least 30 days’ written notice via email before the variation is to take effect and you may terminate this Agreement during this period if you reasonably consider the variation will cause you material detriment. For variations that do not result in a material change to either party’s rights or obligations or would not cause you material detriment, we may vary this agreement at any time and without notice to you and you may not terminate this Agreement under this clause 5(d). Your continued use of our Platform after any variation of this Agreement will constitute your acceptance of the variation;

e. you will comply with Platform policies (as published on the Platform from time to time);

f. all features of our Products are subject to change, development and discontinuation and, as such, we may vary or discontinue any feature of a Product, at any time and at our sole discretion;

g. whilst we aim to provide you with continuous and fault-free operation of the Platform and the other services we provide you, we cannot guarantee this and technological failures or delays may prevent us from doing so;

h. where you have provided us with your contact details or your employees have provided us with their contact details (verbally or in writing, including by the provision of a business card to our employees) we may contact you and your employees from time to time in relation to Products and services offered by us or our business partners and you authorise us:

i. we do not provide or operate any of the Transportation Services. We also do not manage or control any of the Transportation Services. We do not act as an agent or freight broker for any Transporter or Shipper, and we are not a party to any agreement between Transporters and Shippers. When you make or accept a booking for Transportation Services, you enter into a contract directly with the Transporter accepting your booking, or the Shipper whose booking you have accepted (as the case may be). Any misrepresentations by a Transporter or Shipper are not misrepresentations by us;

j. we make no representations to Shippers as to the suitability of any Transporter in respect of your particular requirements, nor do we represent that any Request for Transportation Services from a Shipper will be appropriate for (Transporters) you. Each Shipper and Transporter is responsible for making their own inquiries into the suitability and particulars of any Transportation Services, Shipper or Transporter . We do not have any control over and do not guarantee the performance, existence, quality, suitability or legality of any Transportation Services, Shipper or Transporter. We are not liable to you for the performance of another person with respect to Transportation Services. This means that if you are a Shipper, we are not liable to you for the actions or representations of a Transporter; and if you are a Transporter we are not liable to you for the actions or representations of a Shipper. You are not our employee, agent or partner;

k. you must be at least 18 years old, and legally able to enter into a contract, in order to use the Platform as a Shipper or Transporter;

l. access to the Products on the Platform is available only to Shippers and Transporters who have completed the entire registration process. In addition to this requirement, Transporters, are also required to maintain an active Subscription in accordance with the Transporter Subscription Terms in order to have access to the Products on the Platform;

m. we reserve the right, during the registration process and from time to time, to assess the suitability of any Transporter to participate on our Platform. At our sole discretion, we may refuse access to any Transporter on our Platform;

n. we do not process payments to Transporters for Transportation Services they provide to Shippers in relation to a booking. All payments for Transportation Services are to be processed by Transporters in accordance with any agreement between the Transporter and Shipper.

6. Your obligations

Your obligations to us are as follows:

a. You will only upload content (including but not limited to Requests) to the Platform yourself or via an authorised third party who has been provided with and agreed to each of the documents comprising this Agreement;

b. if you are, in our reasonable opinion, in breach of clause 6(e) below, you will promptly comply with any direction we give to you, including any instruction to delete, amend or update any content provided or made by you;

c. you will comply with the Transporter Subscription Terms, Privacy Policy, Acceptable Use Policy, Platform Terms of Use and Delivercontainers.com policies (as varied from time to time);

d. where you provide us with personal information of any individual, you must inform that individual that their personal information will be used and disclosed by us in accordance with our Privacy Policy;

e. you will ensure that any statement you make or any content or material supplied by you (including content uploaded to the Platform or in the course of any booking made by you):

f. you will comply with all applicable laws, including without limitation, the Chain of Responsibility laws; Heavy Vehicle National Law Act; Competition and Consumer Act 2010 (including the Australian Consumer Law); and any other applicable standards and regulations including the Privacy Act 1988 and regulations thereunder;

g. you will ensure that you and all of your employees will treat our employees and those of any other Shipper or Transporter with courtesy at all times and not threaten, harass, abuse, assault, use offensive language towards, defame or repeatedly and unnecessarily contact our employees, contractors or agents or otherwise cause them distress or discomfort;

h. you will ensure that your username and password for accessing any service supplied by us are kept secure at all times and are only disclosed to persons employed by you or engaged to provide services to you and who are authorised to incur charges on your behalf. However you are responsible for any use of any Product supplied by us using your username and password by any person (whether authorised or otherwise) and, without limitation, you must pay any charges incurred as a result of that use;

i. you undertake that you will only collect, use, disclose and store personal information obtained through the Platform:

j. you will not use the Platform in connection with any commercial endeavours except those specifically endorsed or approved by us.

6A. Additional terms for Transporters

6A.1 You represent and warrant to us that at all times:

a. you hold, or your employees hold, and will maintain, all required licences or accreditations required to provide Transportation Services;

b. you hold, and will maintain, a current, non-restricted carrier access account, with at least one container terminal, related to your Port of Operation on the Platform, which allows you to access and book Slots at the container terminal;

c. you own, or otherwise operate, at least one, currently registered heavy vehicle capable of transporting shipping containers;

d. your profile at all times provides complete and accurate information about you and that you will notify us promptly if you no longer maintain the licences and accreditations relating to clause 6A.1; and

e. you will comply with all of your obligations set out in clauses 5, 6 and 6C.

6A.2 once a Shipper requests a booking for Transportation Services, you may not request that the Shipper pays a higher price than in the Quotation, apart from in accordance with clause 6A.16 in these Terms.

6A.3 any costs quoted by you in response to a RFQ cannot be changed once submitted to the Platform. You can cancel any Quotation sent by you at any time, provided that, the Shipper has not yet made a booking request in relation to that Quotation.

6A.4 any terms and conditions for a booking of Transportation Services must not conflict with these Terms (including terms with respect to cancellation of a booking).

6A.5 when you accept a booking from a Shipper, you are entering into a legally-binding arrangement with the Shipper and you agree to provide the Transportation Services on the terms set out in your Quotation. You also agree to pay to us any applicable fees as specified in your Agreement with us and in the Transporter Subscription Terms.

6A.6 you are responsible for maintaining current insurance policies with respect to the services provided by you to Shippers.

6A.7 you are, at all times while you are a Transporter, a holder of an active Australian Business Number (ABN), and if applicable, registered for GST under applicable Australian laws.

6A.8 you will issue a valid tax invoice to the Shipper each time you accept a booking and provide Transportation Services.

6A.9 you are responsible for collecting and processing payments from Shippers for Transportation Services you provide in relation to a booking, and you accept all risks associated with this clause, including, but not limited to, non-payment, delays, creditworthiness.

6A.10 we will not be liable to you for failing to notify you of a booking request in a timely manner, nor for failing to notify you at all. It is your responsibility to regularly check the Platform for any booking requests you may have received.

6A.11 we make no representations to you that that the container terminal displayed in any Request is accurate. You are responsible for verifying the correct container terminal in relation to any Request.

6A.12 you will update, upon accepting a booking, and keep updated from time to time, the booking details, including, container terminal, Container numbers, vessel and voyage information. This can be done via the “Update Info” button on the relevant booking details page.

6A.13 you will only contact a Shipper before a booking request only for the sole purpose of confirming relevant details related to the RFQ and your Quotation.

6A.14 Booking Status: you will, promptly after completing a booking, update the status of the booking to “Completed”.

6A.15 we make no representations to you regarding the nature of any goods to be carried, including in respect of dangerous goods. You acknowledge and agree to undertake your own inquires as to the suitability of any Request and you furthermore warrant that you have the appropriate equipment and/or accreditations required to perform the Transportation Services of any booking you accept.

6A.16 Charging additional fees: Notwithstanding clause 6A.2, if you have accepted a booking, you may invoice a Shipper for additional costs not outlined in your Quotation, only under the following circumstances:

a. you have incurred fees due to delays, errors or omissions directly of the Shipper, and beyond your reasonable control;

b. you have paid for as disbursement, wharf storage fees, directly as a result of the Shippers failure to arrange customs clearance in a timely manner or for failing to provide you with a DO, at least 1 calendar day before the last free day published by the container terminal;

c. where you have incurred delays, at the container terminal, or empty container parks, beyond reasonable turnaround times, and/or unforeseen circumstances; or

d. as per any other agreement between you and the Shipper.

6A.17 you accept a booking when you change the status of that booking to "Confirmed", on the Platform.

6A.18 we are not liable to you if a Shipper requests cancellation of a booking on the grounds that your acceptance has been delayed, nor for any other reason.

6A.19 we may from time to time during the term of this Agreement, ask you to provide evidence of having a current, un-restricted, carrier access account, with at least one container terminal, in accordance with clause 6A.1.b. At our sole discretion, we may suspend your account or otherwise terminate your Agreement with us if you cannot provide us with this evidence within 7 days of our request. We reserve the right, at our sole discretion, to determine whether any evidence provided by you is satisfactory.

6B. Additional terms for Shippers

6B.1 You may book Transportation Services on the Platform by following the booking process. Applicable fees, apart from additional fees (if applicable) in accordance with clause 6B.2d, will be set out in the Quotation submitted to you by the Transporter. When you create a booking you agree to pay the Transporter in accordance with any agreement between you and the Transporter.

6B.2 By creating a booking on the Platform you acknowledge and agree to the following:

a. you represent that you are the cargo/equipment owner, or the validly appointed authorised agent of the owner;

b. you acknowledge that we do not provide any Transportation Services and that any agreement for the aforementioned services is between you and the Transporter. As such, you duly indemnify and hold us harmless from any and all claims in respect of your agreement with the Transporter;

c. your booking is subject to final confirmation and acceptance by the Transporter:

d. that the final price charged to you by the Transporter may differ from the quoted price, due to:

e. any booking you make is in good faith and you will not cancel the booking, apart from in accordance with our Cancellation Policy;

6B.3 When the Transporter confirms to you that your booking has been accepted, you are entering into a legally-binding arrangement with the Transporter and you agree to the Transportation Services being provided to you on the terms set out by the Transporter. You will pay the Transporter based on the payment terms agreed between you and the Transporter.

6B.4 If you book Transportation Services on behalf of another person or entity, you must ensure that each person and/or entity is aware of and complies with this Agreement and any additional conditions set out by the Transporter.

6B.5 You agree to pay any reasonable additional costs, to the Transporter, in addition to the costs quoted to you in the Quotation, in accordance with clause 6B.2d

6B.6 We are not liable to you in the event that a Transporter, fails to confirm a booking in a timely manner, does not accept the booking, or cannot complete the booking after confirming the booking.

6B.7 You acknowledge and agree to follow up on any booking requests made by you if the Transporter fails to accept the booking in a timely manner. Furthermore, you acknowledge and agree that:

I. Any delays may result in further costs being incurred by you in relation to the Container(s) to be transported, and, that these costs may be charged to you by the Transporter, and are payable by you, if the Transporter accepts the booking.

II. If the Transporter does not accept the booking, we nor the Transporter will be liable to you for any costs you may incur.

6B.8 If a Transporter fails to accept your booking in a timely manner, or at all, you may contact our support team to request that the booking be cancelled in accordance with our Cancellation Policy. Cancellation of a booking by you does not constitute a release from your liabilities in respect of the Containers.

6B.9 You acknowledge and agree that, the acceptance of your booking by a Transporter, nor the successful submission of the booking to our Platform, does not constitute the transfer of any of your liabilities in respect of the Containers. For the avoidance of any doubt, this includes, but is not limited to, any charges you may incur in respect of the Containers, including, but not limited to, container detention fees, demurrage.

6B.10 You will respond to any request by a Transporter for further information and/or documentation, in relation to, or required to, provide the Transportation Services to you, in a timely manner. You acknowledge and agree that your failure to comply with this clause may result in the Transporter not being able to perform the Transportation Services in a timely manner, which therefore may result in delays and additional costs to you.

6C. Booking cancellations

6C.1 Booking cancellations will be dealt with in accordance with the Delivercontainers Cancellation Policy.

7. Termination or suspension by us

7.1 Without limiting our other rights, we may immediately terminate this Agreement or suspend or temporarily remove your account or (if you are a Transporter) any of your Requests if:

a. you fail to pay any fees or charges due to us within 7 days after the due date;

b. any of your warranties or representations required by clause 4 are incorrect;

c. you are in material breach of your obligations under this Agreement (and, for these purposes, any breach of any obligation under clauses 6, 6A, 6B or 6C above will be regarded as material);

d. you are in breach of this Agreement (whether or not the breach is material and you fail to rectify the breach within 7 days of us giving you notice of the breach and requiring that it be remedied) or you intend to breach the Terms of this Agreement;

e. you enter into bankruptcy, liquidation, provisional liquidation, administration, receivership, receivership and management, or appoint a receiver, manager or controller over all or any part of your assets, or are protected from creditors under any statute, or become or are deemed to become insolvent; or if you are in a partnership, are dissolved or an application to dissolve is filed, or if you are a company, are wound up or an application for winding up is filed.

7.2 In the event that we exercise our right to suspend or temporarily remove your Requests pursuant to clause 7.1 above, you will remain liable for all Booking Fee’s until the termination or expiration of this Agreement.

8. Termination by you

In addition to any rights of termination you may have under another clause of this Agreement, you may immediately terminate this Agreement if:

a. we are in material breach of any of our obligations under this Agreement;

b. we are in breach of any of our obligations under this Agreement (whether or not the breach is material) and fail to rectify the breach within seven (7) days of you giving us notice of the breach and requiring that it be remedied;

c. we enter into bankruptcy, liquidation, provisional liquidation, administration, receivership, receivership and management, a composition of arrangement with your creditors, or appoint a receiver, manager or controller over all or any part of your assets, or are protected from creditors under any statute, or become or are deemed to become insolvent;

d. we are wound up or an application for winding up is filed.

9. Effect of termination or suspension

9.1 Termination of this Agreement or suspension or temporary removal of Requests pursuant to clause 7.1 does not:

a. relieve you of your liability to pay any fees due pursuant to these Terms up to the effective time of termination (and these shall be a debt due by you and payable to us within 7 days of notice of termination);

b. relieve either party of its accrued obligations and liabilities pursuant to this Agreement which may be enforced before or after termination; or

c. waive any accrued rights in respect of any breach of this Agreement by either party.

9.2 We may decide, in our sole discretion, not to enter into a new agreement with you if you have previously terminated an Agreement or contract of any type with us.

10. Fees and payment

10.1 The price of Transportation Services, and of any services provided by a Transporter to a Shipper, is set by the Transporter and not by us.

10.2 We reserve the right to charge a booking fee to Transporters based on a percentage amount of the total booking price at the time of the booking request being accepted (Booking Fee), which we will notify in writing to (Transporter) you. If we incur a third party cost to process a card payment or other transaction, we may charge a reasonable transaction fee. The Transporter Subscription Terms set out details of how fees are managed.

10.3 Transporters are required to maintain an active subscription to use the Platform, for which we will charge a monthly subscription fee in accordance with the Transporter Subscription Terms.

10.4 From time to time our fees may change. You will be notified 30 days in advance of any new fee or changes to an existing fee and may terminate prior to these changes taking effect if you consider these will cause you a material detriment. Any fee we charge you will be specified to you in writing via the Platform or as set out in the Transporter Subscription Terms.

10.5 Current and amended fees and charges will be made available to you through a channel notified to you for the applicable Product, such as our Platform, these terms and conditions, our tools or marketing materials.

10.6 At our discretion, we may send invoice notifications to you by email or such other electronic method as we may notify to you. Upon request you will advise us an email address to which we may send you notifications. It is your responsibility to ensure that email address is accurate, up-to-date, functioning properly and regularly monitored by an authorised person on your behalf. It is also your responsibility to advise us of any changes to the email address to which notifications should be sent. If an email address notified by you ceases to function properly or otherwise should be amended, you will promptly provide an alternate email address for the purpose of receiving notifications. Notifications are deemed to be received by you on the day immediately following the date shown by our email system as the sent date. Any failure to receive a notification does not relieve you of liability for payment of fees by the due date shown on the notification or invoices.

10.7 You will pay all taxes, duties and other government charges payable in connection with this Agreement, or any booking of Transportation Services, whether applying as at the date of this Agreement or in the future including, without limitation, any applicable goods and services tax (GST).

11. Reporting provisions

11.1 You acknowledge and agree that we may at any time obtain a consumer report on you from a consumer reporting agency. If we do obtain a report, we will use it in accordance with applicable laws.

12. Limitation of liability and indemnity

12.1 To the maximum extent permitted by law, you acknowledge and agree that the risk arising out of your booking of Transportation Services, provision of services as a Transporter, interaction with other Transporters or Shippers, or carrying out a booking, remains with you. Subject to clause 12.4 below, to the extent permitted under the Competition and Consumer Act 2010 (including the Australian Consumer Law) or any other applicable law, each party to this Agreement excludes liability for consequential, special or indirect loss or damage, including but not limited to loss of opportunity, loss of revenue, loss of data and loss of profits.

12.2 If we choose to conduct identity verification or background checks on any Transporter or Shipper, to the extent permitted by applicable law, we do not warrant that such checks will identify prior misconduct by a Transporter or Shipper or guarantee that they will not engage in misconduct in the future.

12.3 Neither party will be liable under this Agreement to the extent that liability is caused by:

a. the other party’s breach of its obligations under this Agreement or its negligent act or omission; or

b. any delay in performance or breach of this Agreement which arises as a result of any matter beyond its control including, in our case, viruses, other defects or failure of the server hosting the Platform.

12.4 You indemnify us and our officers, employees and agents ("those indemnified") against any direct or consequential liabilities, losses, damages, expenses and costs (including legal expenses on a solicitor and own client basis) incurred or suffered by any of those indemnified as a result of any claim or proceedings brought by any person against those indemnified in connection with any content or material uploaded or submitted by you in connection with this Agreement or any other act or omission by you in connection with your use of the Platform, booking or provision of Transportation Services, or our other services.

12.5 Each indemnity in this Agreement is a continuing obligation, separate and independent from the other obligations of the parties and survives termination of this Agreement for whatever reason.

12.6 You are responsible for all acts and omissions of any person who uses your Delivercontainers.com account.

12A. Disputes and complaints

12A.1 Disputes in relation to the legally-binding agreement between a Shipper and Transporter will be dealt with by the parties in accordance with the terms of that agreement. You must seek to resolve any dispute in relation to Transportation Services with the relevant Transporter or Shipper (as the case may be) before lodging a dispute with us.

12A.2 Disputes arising in relation to a party’s obligations under this Agreement (including cancellations) will be dealt with in accordance with this clause 12A.

12A.3 You may lodge a dispute with us at any time up to the date that is seven clear days after the creation of the booking request.

12A.4 If a dispute affecting you is lodged with us, we will notify you in writing and you must cooperate as reasonably requested by us to resolve the dispute. We will determine the dispute promptly and acting reasonably, including if necessary determining what payment (if any) should be refunded to a Transporter. You agree to comply with any direction made by us in relation to this determination.

13. Assignment

13.1 You must not assign this Agreement without our prior written consent, which will not be unreasonably withheld.

13.2 We may assign this Agreement at any time. If we assign this Agreement, we will notify you of the assignment.

14. Notices

14.1 We will send all notices and other communications to you at the email address and/or mailing address you have provided to us. It is your sole responsibility to ensure that you provide us with your current contact email address and mailing address.

14.2 All notices from you to us (including termination notices) must be sent:

a. by email to support@delivercontainers.com.

Emails may not be accepted from Hotmail, Gmail or similar accounts. These contact details may be amended from time to time. It is your responsibility to check these General Terms for the current contact details.

15. General provisions relating to rights and remedies

15.1 No delay or failure by either party to enforce any provision of this Agreement will be deemed a waiver or create a precedent or will prejudice our rights. No waiver by either party will be effective unless it is in writing and signed.

15.2 If any term of this Agreement is void, unenforceable or illegal, that term is severed. The remainder of this Agreement has full force and effect.

15.3 Each party’s rights and remedies provided in this Agreement are in addition to other rights and remedies given by law and equity independently of this Agreement.

16. Governing Law

16.1 The laws of Victoria, Australia govern this Agreement.

16.2 Each party submits to the exclusive jurisdiction of the Courts of Victoria, Australia and waives any right to object to an action being brought in the Courts of Victoria (including that the action has been brought in an inconvenient forum, or that those Courts do not have jurisdiction).

17. Special Terms applying Shipper Verification

17.1 Shipper Verification is an optional enhancement to your profile that promotes trust between users on the Platform whereby a “Verified” badge is displayed to Transporters when you make a Request or in conversations (Verified Shipper).

17.2 We reserve the right to set eligibility criteria for Verified Shipper status and cannot guarantee eligibility to any Shipper.

17.3 Eligibility for Verified Shipper is based on several factors and at our sole discretion, which may vary from time to time.

17.4 You may not cancel an application for Verified Shipper once it has been submitted.

17.5 We may suspend or cancel your Verified Shipper status at any time if we suspect that you are no longer eligible or have provided misleading information in your application for Verified Shipper status.

17.6 When you provide us with information or documents during your application for Verified Shipper status, you grant us permission to verify the information with 3 rd party databases, and/or other information providers or organisations, including credit reporting agencies.

1. Overview

1.1 To access the Products on the Platform as a Transporter, you must:

a. register for a Transporter account for the Port of Operation you wish to operate in, in accordance with clause 1.2 of these terms;

b. accept the terms of this Agreement;

c. subscribe, and maintain your subscription in accordance with this Agreement;

d. provide us with the details of your valid, current and accepted method of payment (including via credit/debit card), as may be updated from time to time (PaymentMethod);

1.2 Transporters are required to register for a separate Delivercontainers.com account, and subscribe to a separate subscription, for each of the cities they intend to operate in (Port of Operation).

2.Transporter Subscriptions

2.1 A Transporter Subscription provides you with:

a. the right to view RFQ’s in the Port of Operation;

b. the right to respond to RFQ’s with a Quotation;

c. the right to receive and accept booking requests from Shippers in your Port of Operation; and

d. tools designed to assist you to carry out bookings on the Platform and communicate with Shippers.

3. Modification of Transporter Subscription Terms

3.1 We may modify these Transporter Terms at any time, provided that if the variation would result in a material change to either party’s rights or obligations and, for that reason, may cause you material detriment, we will give you at least 30 days’ written notice via email before the variation is to take effect and you may terminate this Agreement during this period if you reasonably consider that the variation will cause you material detriment. For variations that do not result in a material change to either party’s rights or obligations or would not cause you material detriment, we may vary this agreement at any time and without notice to you and you may not terminate this Agreement. Your continued use of our Platform after any variation of this Agreement will constitute your acceptance of the variation.

4. Requirements for subscriptions

4.1 By creating a subscription you represent and warrant that you are at least 18 years old and able to enter into legally binding agreements.

4.2 You must provide to us any information we request in order to verify your identity, or prevent fraud or misuse of the Platform, or comply with any laws. You authorise us to disclose this information to our payment processors for the same purpose. We reserve the right to cancel, suspend, or limit access to your subscription in the event we are unable to obtain or verify any information requested by us.

4.3 You may authorize another person to use your account in accordance with the Platform Terms and Conditions. You are responsible for any payments made by any person using your account on your behalf.

4.4 It is your responsibility to keep your payment details (as required by us or a third party provider) accurate and up to date on the Platform at all times. We may suspend your access to the Platform if we are unable to process payment for invoices that are due. We are not responsible for any loss incurred by you as a result of your failure to comply with this requirement.

4.5 You authorise us and/or our payment processors to store your credit card and/or other payment system details and use them in accordance with these Transporter Subscription Terms.

5. Fees

5.1 The amount of the monthly subscription fee will be advised to you in writing on the Platform (Subscription Fee).

5.2 The Subscription Fees is payable monthly in advance in accordance with clause 6.

5.3 In addition to the monthly Subscription Fee, we may also bill you for any Booking Fee(s) (if relevant), in arears, for bookings that you have accepted. If relevant, the Booking Fee’s will be charged to your Payment Method at the same time as we process your Subscription Fee in accordance with clause 6.4 of these terms.

5.4 If we, through our own inquires, find, or believe that you have accepted a booking from the Platform and provided Transportation Services in respect of that booking without changing the booking status to 'Confirmed', we may bill you for the Booking Fee.

6. Term and payment

6.1 By registering your account and providing us with the details of your Payment Method, you authorise us to charge your Payment Method the Subscription Fee, Booking Fee’s and any other fees due to us in accordance with this Agreement.

6.2 The Subscription Fee for your subscription will be charged to you in advance of each monthly subscription period and at that time any Booking Fees (in arears) due will also be charged to you. You may update your Payment Method by going to your "Billing" page. Following any update, you authorise us to continue to charge the applicable Payment Method(s).

6.3 Your fist monthly subscription period starts when you:

a. Sign up, by adding your Payment Method on the Platform; and

b. pay your first monthly Subscription Fee.

6.4 At the end of the first monthly subscription period and each monthly subscription period thereafter, we will automatically renew your monthly subscription and charge your Payment Method the monthly Subscription Fee and/or Booking Fees (if relevant) unless and until you cancel your Transporter Subscription. If you created your Transporter Subscription on the 29th or 30th of the month, your Payment Method will be charged the monthly Subscription Fee and/or Booking Fee’s (if relevant) on the anniversary of such date in each month except for February, where your Payment Method will be charged the monthly Subscription Fee and/or Booking Fee’s (if relevant) on the last day the month. If you created your Transporter Subscription on the 31st of the month your Payment Method will be charged the monthly Subscription Fee and/or Booking Fee’s (if relevant) on the last day of the month (Billing Cycle).

6.5 Unless expressly stated otherwise all Subscription Fees and Booking Fees are subject to GST.

6.6 You must ensure that the details of your Payment Method remain accurate and up to date. You can change your Payment Method by going to your "Billing" page.

6.7 We may make any changes to the Subscription Fee and/or the Booking Fee (including increasing the Subscription Fee and/or Booking Fee) for the Transporter Subscription that you are subscribed to at any time by giving you at least 30 days’ notice.

6.8 If we are unable to collect the Subscription Fee and/or Booking Fee’s from your Payment Methods for any reason, including without limitation, expiration, or insufficient funds, you remain responsible for any uncollected amounts and we may suspend or cancel your access to the Products without giving you notice until we have successfully charged a valid Payment Method. If your subscription is cancelled or suspended you will not be able to access RFQ’s and accept bookings.

6.9 If we are able to collect the Subscription Fee and/or Booking Fee (if relevant) from your Payment Method(s) during a period of suspension under clause 6.8 (including without limitation where you provide us with new or updated details of your Payment Method) we will reinstate your access to the Products and your monthly subscription will resume.

6.10 If we suspect you may breach these terms, we may charge your Payment Method at any time for any upcoming Booking Fees, regardless of the date or Billing Cycle.

6.11 If payment due by you in accordance with these Terms cannot be collected from you, we may take lawful action to recover amounts owed by you, including to recover the costs of collection.

6.12 We will issue a tax invoice to you after we collect payment from your Payment Method. You may download a copy of the tax invoice by going to your "Invoices/Reports" page.

6.13 We will not refund any amounts to you after we collect them from your Payment Method.

6.14 Disputing Booking Fees or other charges: You may, until such time as before the fee has been collected from your Payment Method, dispute a Booking Fee. If the disputed fee has already been collected from your Payment Method, you will not be entitled to waive, or otherwise, receive credit or refund for that fee. Under no circumstances will we entertain any dispute of any fee, and/or refund any fee paid to us following collection from your Payment Method, unless a booking was cancelled by us, in which case we may offer a refund of the Booking Fee.

6.15 You may request a Booking Fee be amended or waived, before it has been collected by us, by contacting our support team by:

a. email support@delivercontainers.com; or

b. by phone 02 7202 6595.

These contact details may be amended from time to time. It is your responsibility to check these terms, or the Platform, for the current contact details.

6.16 You may view a list of all your upcoming Booking Fees in your account on the Platform at the "Booking History" page.

6.17 You may dispute a Booking Fee under the following circumstances:

a. The Booking Fee was incorrectly billed to you by us in error; or

b. The Shipper did not go ahead with the booking after it was confirmed by you, and you did not provide any Transportation Services to the Shipper in respect of that booking.

6.18 We reserve the right to investigate, and at our reasonable opinion determine if any fee disputed by you under clause 6.17 will be waived or amended.

6A. Failed Payments

6A.1 We may automatically retry to charge your Payment Method for any outstanding invoices (Payment Retries).

6A.2 At our discretion, we may send failed invoice payment notifications to you by email. Any failure to receive a notification does not relieve you of liability for payment of fees by the due date shown on the notification or invoices. You may update your Payment Method at any time by logging into your account and going to the “Billing Information” page or by calling our support team.

6A.3 If you do not pay any amounts due to us within 7 days of the due date, we may suspend your access to our Products, including any booking requests received by you, until you pay all outstanding amounts.

6A.4 If after multiple Payment Retries or notifying you of the failed payment, you do not take any action, we may cancel your subscription, provided that we provide you with 7 days' notice in writing.

6A.5 The cancellation of your subscription by us does not constitute a waiver of the amount payable or due by you to us. We reserve the right to commence any collections and debt recovery for any amounts you owe to us.

7. Trail period

7.1 We may offer a discounted trial period to new subscriptions (Trial Period), at our sole discretion. We will notify you in writing on the Platform of the discounted Subscription Fee that applies to the Trail Period.

7.2 We reserve the right to offer, withdraw, change, cancel or determine your eligibility for any Trial Period in our absolute discretion, including that we reserve the right to revoke any Trial Period and suspend access to our Products in the event that we determine you are not eligible.

7.3 The length of the Trial Period applies to the first 3 months of a new subscription, that means the first 3 subscription periods. The discounted Subscription Fee under the Trial Period is billed monthly in accordance with clause 6.4 of these terms.

7.4 Your subscription will automatically renew and upgrade to the full Subscription Fee at the end of the Trial Period, unless you cancel your subscription. You may cancel your subscription at any time during the Period in accordance with clause 8.1 of these terms.

7.5 Booking Fee’s that apply to each booking you accept on the Platform will continue to be billed, and due in accordance with clause 5.3 of these terms, during the Trial Period. For the avoidance of any doubt, the Trial Period only has the effect of discounting the price of the monthly Subscription Fee to the amount advised to you in writing on the Platform, during the Trial Period. All other fees, including the Subscription Fee during the Trial Period, remain payable by you during the Trial Period.

7.6 It is your responsibility to know:

a. when your trial period ends; and

b. the applicable Subscription Fee for your subscription.

7.7 We will commence billing you for the full amount of the Subscription Fee in accordance with clause 7.4, unless you cancel your subscription before the end of the Trial Period.

8. Cancellation

8.1 You may cancel your subscription at any time by providing us with notice in writing to support@delivercontainers.com. Any upcoming Booking Fees will become due to us at the time you request to cancel your subscription, and all amounts due to us will be collected from your Method prior to cancelling your subscription.

8.2 If you continue to accept bookings after you have submitted a request to cancel your subscription, and before we process your cancellation request, the Booking Fee(s) for those bookings will also become due and payable to us.

8.3 Under no circumstances will we give you a pro-rata refund of any Subscription Fees paid to us.

8.4 If you cancel your Subscription, you may reactivate it at any time by contacting our support team.

8.5 We may cancel this Agreement or your subscription at any time. If we cancel this Agreement or your subscription, you will not be able to access the services set out in clause 2.1 of these terms and may not be able to log into your account on the Platform.

8.6 We may immediately suspend, restrict, or cancel your account or access to the Products:

a. where reasonably necessary for security, technical or operational reasons;

b. if you use the Platform in a way that is inconsistent with this agreement;

c. if you breach the any term of this Agreement;

d. if we suspect the occurrence of any identity theft or fraudulent activity;

e. if we have reasonable grounds to suspect that your account details are incorrect, there has been unauthorised access to your account, or that you have committed or may be committing any illegal or fraudulent activity in connection with your account; or

f. we suspect you are no longer eligible to participate on the Platform as a Transporter, in accordance with this Agreement.

8.7 If your Agreement has been terminated by us, you may not register a new Delivercontainers.com account or attempt to access and use the Products through another existing Delivercontainers.com account.