Terms & Conditions

Our Terms and Conditions In Full

These Terms and Conditions are valid from 19th February 2017

For the purposes of our terms and conditions:

• “we”, “us” or “our” means Freight Exchange Pty Ltd, its directors, officers, employees and agents.
• “you” and “your” means the carrier, the shipper and other person acting on behalf of any such persons.
• “our website” means FreightExchange.com.au.
• “shipper” means the person requiring the transport services (including the shipper, consignee, the receiver of
  the goods, any person
  owning or accepting or entitled to possession of the goods) and any person acting on behalf of any such person.
• “carrier” means the person providing the transport services and any person acting on behalf of the carrier.

1. Application of these Terms and Conditions

These terms and conditions set out the terms on which we offer and provide access to our website, and the terms on which you use our website.

By using our service you agree to these terms and conditions. Acceptance of our terms and conditions is fundamental to entering into an agreement to use our service – whether you are a shipper or carrier.

We may change these terms and conditions at any time, and any changes will be effective from the date that the changed terms and conditions are posted to our website. By continuing to use the website you will be deemed to accept the updated terms and conditions and agree to be bound by them. These terms and conditions may not be modified, amended, and/or changed by you in any manner.

You agree that we may suspend or discontinue our website at any time, and without notice and without any liability or responsibility to you.

2. We Are Not a Transport Carrier

We do not supply transport services.

All transport services that may be facilitated through this website, will be supplied in accordance with the carriers terms of carriage.

Other than may be required by law, we do not have any control over the delivery, quality or safety of the transport services, and we are not responsible for the agreements or any other legal aspects relevant to the transport services that are facilitated through our website.

You acknowledge and agree that any and all communications, correspondence, verbal or written, or any warranties or representations made with regard to the transport services are not provided by us and are specifically and solely between you, the shipper and the carrier.

We have no control over the accuracy of listings, the ability of carriers to transport items, or the ability of shippers to send items and make payment. We cannot ensure that a shipper or carrier will actually complete a shipment.

In some circumstances we may enter into the contract of carriage with the carrier as your agent. In those circumstances, you authorise and instruct us to enter into the contract of carriage as your agent and you agree to be bound by the terms and conditions of the carrier. The terms and conditions of the carrier will be disclosed to you when the booking is completed.

3. Usage Restricted to Individuals Who Can Form Legally Binding Contracts

You acknowledge that you are at least 18 years of age. If you are registering as a business entity, you represent that you have the authority to accept these terms and conditions for and on behalf of the business entity.

If you are a carrier, you must have a valid license to operate the vehicle(s) you intend to use.

You agree that you will not use our website as a means to transport any illegal products, substances or services.
Doing so will result in us reporting this activity to the relevant policing and other investigating and government authorities. We reserve the right to disclose all personal and company data to these authorities should they request this data under applicable law.

4. Fees

There are currently no fees to join our website. For freight bookings facilitated by our website, we charge a transaction booking fee which is included in the price displayed to shippers when they obtain a quote. The accepted price must be paid by the shipper at the time of booking unless other payment terms have been previously agreed in writing. Unless otherwise stated, all carriers’ fee schedules are in Australian Dollars (AUD). For quotes placed in a different currency, we will use the conversion rate on the quote date to calculate the booking fee. We may change our fees at our discretion.

If you are a shipper, you are solely responsible for paying the accepted price as well as all additional applicable taxes, duties, costs, fines or penalties related to the goods or their transport. You are responsible for all actions taken with your username and password, including fees.

You can only dispute extra charges by providing proof of the details of your shipment.

5. Cancellations and Changes

You must notify us of your intention to cancel or change a booking 24 hours prior to the scheduled pick-up time. If your request is disputed by the other party, then the request will be sent to us and a determination will be made on allowing or not allowing the cancellation.
Our determination will be final. If the other party does not respond within the 72 hour period, the cancellation and reason will be deemed to have been accepted by the other party.

6. Relationship

You agree and acknowledge that your acceptance of these terms and conditions and/or your use of our website does not confer or imply any contractor (independent or otherwise), agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship with us and furthermore that no affiliation, association or connection exists between you and us.

7. Shippers

Shippers, by using our website you are entering into an agreement with the carrier and you will be bound by the terms and conditions of carriage of the carrier. The terms and conditions of carriage will be provided by the carrier to you for acceptance at the time of quotation. You accept the carrier’s terms and conditions, unless the transaction is prohibited by law or by these terms and
conditions. Your acceptance of a quotation provided by the carrier is not retractable unless: (1) the carrier materially changes the quote details after your acceptance; (2) a typographical error is made. Quotations are offered on the basis of the details that you provide. If the goods do not conform to the details you have provided in any way the carrier reserves the right to refuse to accept the goods for transport without liability. The carrier may inspect the goods before accepting them for carriage. We recommend that you do not seal any package before inspection by the carrier. IMPORTANT:
We do not screen or qualify carriers for compliance with federal, state or local laws and regulations. It is recommended that you confirm such compliance directly with the carrier before services are rendered by the carrier.

Quotations are given on the basis of immediate acceptance and subject to the right of withdrawal before acceptance and revision after acceptance. If any changes occur in the rates of customs, duty, freight, warehousing, warranty premiums or other charges applicable to the goods, quotations and charges shall be subject to revision accordingly with or without notice.

We reserve the right to substitute the carrier you have selected if we have reasonable grounds to believe the carrier will be unable to render the services they have advertised at the agreed price. Should this occur we will provide you with the details of the substitute carrier and a revised quotation from another carrier. You will have the right to accept the revised quotation or to cancel the transaction without penalty.

We do not guarantee transit times, pick-up dates or delivery dates or times.

Subject to the Policy Terms and Conditions, Financial Service Guide and Product Disclosure Statements listed below, we include Goods in Transit Warranty up to the value of $500 on every shipment carried wholly within Australia.

Refer to the Financial Services Guide (FSG), the Product Disclosure Statement (PDS), and the Policy Terms and Conditions for further information. Some items cannot be covered. Excluded items are listed here.

Packaging

You must take all reasonable precautions to prevent loss or damage to the goods under warranty in transit. This includes packing goods so that they can withstand being dropped or tipped over, being impacted by other heavy items whilst in transit, being forklifted on and off vehicles.

Furniture and Household Goods

We will only provide warranty for furniture and other household goods if they are packaged in boxes, cartons, crates, pallets or skids. Any individual cartons containing furniture or household goods with any dimension greater than 1 metre, that is not packaged on a pallet or skid will not be eligible for cover.

No Goods In Transit Warranty is available for shipments travelling internationally. If the carriage of your shipment is solely or partly by air and involves an ultimate destination or a stop in a country other than the country of departure the Warsaw Convention (1929), or the Warsaw Convention as amended by the Hague Protocol (1955) and/or Montreal Protocol No. 4 (1975), or the Montreal Convention (1999), whichever is compulsorily applicable, will apply. These international treaties govern and limit our liability for loss, damage or delay to your shipment to 19 special drawing rights per kilo.

Liability

The customer and the senders, owners and consignees and their agents, if any, shall be jointly and severally liable for any duty, tax, impost, excise, levy, penalty, deposit or outlay of whatsoever nature levied by any Government or the authorities at any port or place in connection with the goods and for any payments, fines, expenses, loss or damage incurred or sustained by the Company in connection therewith and shall indemnify the Company, its servants and agents from all claims by third parties howsoever arising in connection with the goods.

When goods are accepted or dealt with upon instructions to collect freight, duties, charges or other expenses from the consignee or any other person the customer shall remain responsible for the same if they are not paid by such consignee or other person.

No optional declaration of value to increase the Air Carriers liability under the Carriage by Civil Aviation
(Carrier’s Liability) Act 1959, Article 22(2) of Schedule 1 as amended by Schedule 2 will be made except upon express instructions given in writing by the customer

In all other cases where there is a choice of tariff rates according to the extent of the liability assumed by carriers warehousemen or others no declaration of value (where optional) will be made for the purposes of extending liability and goods will be forwarded or dealt with at owners risk or other minimum charges unless express instructions in writing to the contrary are given by the customer.

8. Prohibited and Restricted Items: Hazardous or Dangerous Goods

Prohibited Items: These are items that may pose a danger to health, safety, or property while being
transported (such as explosives, radioactive materials, flammable gases and solids, and toxic substances). Hazardous goods that cannot be shipped through the mail or commercial carrier, including but not limited to, those specified in:

• International Civil Aviation Organisation (ICAO) technical instructions,
• International Air Transport Association (IATA) dangerous goods regulations,
• International Maritime Dangerous Goods (IMDG) code,
• European Agreement concerning the international carriage of Dangerous goods by Road(ADR) regulations
• any other national or international rules applicable to the transport of, or the performance of other services regarding, dangerous goods (collectively referred to as ‘dangerous goods’)

are not allowed to be listed for carriage on our website. The few hazardous materials that lawfully may be transported under certain conditions (if they are properly packaged and labelled) may be listed for carriage on our website provided that the listing contains a clear notice of the hazardous nature of the material and a description of the planned method of shipping that complies with the law and any occupational health and safety legislation. For details on particular hazardous substances and transportation requirements, please consult your local postal authority and/or regulatory agency.

Restricted Items: Prohibited regulated or perishable goods. These are items considered restricted or perishable by any authority which generally do not pose a danger to health, safety, or property while being transported, but their transport is regulated or banned for public policy reasons. Generally, restricted or perishable items that can lawfully be transported by mail or commercial carrier are allowed to be listed for carriage on our website. Full responsibility rests with the shipper to comply with all postal and other laws and regulations that relate to the carriage of hazardous, restricted and perishable material. Any person who sends, or causes to be sent, an improperly packaged hazardous material can be subject to legal penalties (i.e., fines and/or imprisonment), including but not limited to those specified under applicable laws.

9. Carriers

Carriers, you must legally be able to transport the shipments you quote on. You agree that it is your sole obligation to comply with all laws, rules, statutes and regulations that may apply including any and all local, state and federal licensing requirements. You must describe your offer and all terms of your services on the quote submittal form on our site. This must include your standard terms and conditions of carriage. You acknowledge that our website exists for shippers to make a fully informed decision about your quotes, service offering, policies and procedures. Every quote submitted must include all charges including any taxes or fees. In the event, that you charge “extra fees” we reserve the right to suspend or cancel your account at our sole discretion. Your quote may only include content relevant to the description of your transportation services. If you quote on any shipment and your quote is accepted by the shipper, you are obligated to perform the services offered in your quote at the accepted price.. You may refuse to transport the goods at any time without liability to the shipper if they are not as described by the shipper and to transport the goods would contravene applicable laws. If the shipper has misrepresented the weight or dimensions of the goods you have the right to revise or withdraw your quotation at any time.

Prior to accepting any shipments you agree to providing us your terms and conditions.

We pay carriers upon the provision of a proof of delivery (POD) and a tax invoice, or, in accordance with your terms and conditions.

10. Information

Subject to applicable law, we reserve the right to keep all records of your use of our website, including any and all transactions and communications between you and other shippers or carriers. You solely are responsible for any information you provide to us or other users in the registration, or transportation process. Your personal information and any shipment listings must be complete and accurate. You may not provide contact information to other shippers or carriers for the purpose of bypassing our booking fees. You authorise us to use the information you supply to us in connection with your use of our website. Our website acts as a passive conduit for any and all communication and/or distribution of information. We have no control, editorial or otherwise, over any communication, information, and specifically, over the content of such communication or information. We do not and will not ensure the accuracy or reliability of such communication or information nor will we act as a monitor over the content of such communication for information.

However, we reserve the right to remove or restrict any communication at our discretion.

You expressly represent and warrant the following: you are the owner, with all appurtenant rights thereto, of any and all communication, content and/or information that you post on the website to only that extent, you allow us to use your communication, content and/or information and not violate your rights in the same. You grant to us a royalty free, perpetual, irrevocable, sub-licensable, non-exclusive license to exercise the copyright, publicity and database rights that you have in your communication, content and/or information. You further represent and warrant that any and all of your online communication, content and/or information:

• Will not violate any international, federal or state law, regulation, rule, or statute
• Will not violate these terms and conditions
• Will not infringe any third party’s intellectual property rights including but not limited to copyright, patent
  or trade mark rights
• Will not be libellous, threatening, harassing or defamatory. This specifically includes making legal claims of any sort about us, other shippers or carriers or the marketplace itself
• Will not scan or test the vulnerability or security of our website or the system within which it operates
• Will not be used for commercial or public purposes outside of a requirement of these terms and conditions
• Will not create liability for us in any manner whatsoever
• Will not frame or link to our website without our written permission
• Will not involve the upload, or insertion of, any programming language or code into or onto, our website.

You agree to use common sense and good judgment when conducting or posting any online communication or distribution of information. You assume legal responsibility for all and indemnify us in respect of all claims, demands, liability, loss and damage (direct or indirect), costs, expenses and penalties of any kind incurred as a result of any of your online communication or distribution of information.

We recommend that you not disclose your FreightExchange.com.au password or any account sensitive information to any third parties.

11. Right to Reject or Remove Shippers or Carriers

We reserve the absolute right to reject your participation, or remove you from your current participation, in our website at any time and for any reason or for no reason and without notice to you.

12. Confidentiality/Non-Disclosure

We may disclose to you or you may otherwise learn of or discover, our documents, business practices, object code, source code, management styles, day-to-day business operations, capabilities, systems, current and future strategies, marketing information, financial information, software, technologies, processes, procedures, methods and applications, or other aspects of our business (“Our Information”). You hereby agree and acknowledge that any and all of Our Information is confidential and shall be our sole and exclusive intellectual property and proprietary information. You agree to use Our Information only for the specific purposes as allowed by these terms and conditions. Any disclosure of Our Information to a third party specifically including a direct competitor is strictly prohibited and will be vigorously challenged in a court of law. All obligations contained herein shall survive the performance of these terms and conditions. Furthermore, you acknowledge that our information is proprietary, confidential and extremely valuable to us, and that we would be materially damaged by your disclosure of Our Information. You acknowledge and agree that monetary damages provide an insufficient remedy for the breach of this confidentiality obligation, and that we shall be entitled to injunctive relief.

13. No Warranty

To the maximum extent permitted by law, we do not represent or warrant that the content on our
website is accurate, reliable, suitable, or complete. In particular, although we use reasonable care and skill in providing our website, we cannot promise that our website will be continuously available or virus or fault free. These terms and conditions exclude all warranties and guarantees with regard to participation in and use of our website, including all implied warranties and guarantees, except as may be expressly set out in these terms and any warranties that cannot be excluded at law (including the Australian Consumer Law).

14. Release of Liability and Indemnity

To the full extent permitted by law, you release us from, and indemnify us in respect of, all claims, demands, liability, loss and damage howsoever caused (direct, indirect or consequential), costs (including legal costs), expenses and penalties of any kind arising out of or in any way connected with your use of our website or the transport services obtained or supplied through it. Each indemnity is a continuing indemnity and will constitute a separate and independent obligation of the party giving the indemnity from its other obligations.

15. Legal Compliance

You shall comply with all applicable domestic and international laws, statutes, ordinances and regulations regarding your use of our website, your listing and the packaging and carriage of the goods.

16. Intellectual Property Notice

All copyright and other intellectual property rights subsisting in our website and the material on our website (including, without limitation, the software, design, text and graphics comprised in or website and the selection and layout of our website) is owned or licensed by us and protected by the laws of Australia and other countries. You are authorised to view our website and its contents using your web browser and share your information by using our services. You must not otherwise reproduce, transmit (including broadcast), communicate, adapt, distribute, sell, modify or publish or otherwise use any of the material on our website, including audio and video excerpts, except as permitted by statute or with our prior written consent.

Our website includes registered trade marks and trade marks which are the subject of pending applications or which are otherwise protected by law including, but not limited to the word FREIGHT EXCHANGE. You may not use the name ‘Freight Exchange’ or any of our trademarks without our prior written consent.

You shall not use or register any domain name that includes the words ‘Freight Exchange’ or is otherwise identical to or similar to any of our trademarks.

17. Governing Law

THIS AGREEMENT AND YOUR USE OF THE SITE SHALL BE GOVERNED BY THE LAWS OF THE STATE OF NEW SOUTH WALES, AUSTRALIA.

18. General

This Agreement may not be modified, supplemented, qualified, or interpreted by any trade usage or prior course of dealing not made a part of the Agreement by its express terms. The invalidity or unenforceability of any provision of this Agreement shall not affect the validity of this Agreement as a whole and any such provision should be enforced by authorities, and reconstructed if need be, to apply to the maximum extent allowable under applicable law. The failure by either party to enforce at any time any of the provisions of this Agreement, to exercise any election or option provided herein, or to require at any time the performance of the other of any of the provisions herein will not in any way be construed as a waiver of such provisions. The section headings used herein are for convenience only and shall not be given any legal import.