TERMS AND CONDITIONS

TERMS AND CONDITIONS FOR ALL SALES WITH TRADECORP CONTAINER SALES & RENTAL (TCCSR)

1. SALE & DISCLAIMER:
All equipment sold by Tradecorp Container Sales & Rental (referred to as TCCSR or Seller) is provided “As-Is, Where-Is,” unless otherwise pre-agreed with TCCSR. TCCSR will not be held liable for any losses, damages, delays, or non-deliveries relating to the equipment covered by this agreement or any future dealings with the Buyer. In the event that TCCSR’s ability to fulfill this or future transactions is impacted by unforeseen circumstances, the Seller reserves the right to cancel or modify any part or the entirety of the transaction without liability. TCCSR shall not be responsible for any claims, damages, or losses, whether direct, indirect, incidental, or consequential, resulting from the equipment or any defect or failure associated with it, even if such possibilities have been communicated to TCCSR. The Buyer acknowledges they are familiar with the equipment’s design and waives all warranties, whether express or implied, including but not limited to: (a) the equipment’s condition, performance, availability, or merchantability; (b) suitability for the Buyer’s specific use; or (c) compliance with any regulations in jurisdictions where the equipment is used.

2. LIMITATION OF DAMAGES:
Under no condition shall TCCSR be responsible for any lost profits, special, consequential, or punitive damages arising from this transaction or future transactions, even if TCCSR has been advised of the possibility of such damages.

3. TAX OBLIGATIONS:
The Buyer shall bear full and exclusive responsibility for the declaration, payment, and remittance of all applicable taxes, including but not limited to sales or use taxes, transfer fees, title and registration fees, property taxes, duties, or any other governmental charges associated with the purchase, import, delivery, or domestic use of the equipment. The Buyer agrees to indemnify and hold TCCSR harmless from any such taxes, penalties, interest, or related fees. Furthermore, the Buyer is responsible for preparing and submitting any necessary filings.

4. GOVERNING LAW & JURISDICTION:
All agreements and transactions between the Buyer and TCCSR shall be governed by the laws of the State of Delaware. Any disputes or legal actions arising from this agreement will be subject to the exclusive jurisdiction of the state or federal courts located in Delaware, and the Buyer agrees to submit to the authority of these courts. The Buyer also agrees to cover any legal costs incurred by TCCSR in the event of a dispute.

5. REMEDIES:
TCCSR’s rights and remedies under this agreement are cumulative and are in addition to any other legal remedies available to the Seller.

6. NON-WAIVER:
If TCCSR chooses not to enforce any terms or conditions of this agreement or waives a breach by the Buyer, it does not waive TCCSR’s right to enforce that or any other term in the future.

7. COMPLETE AGREEMENT:
This document, together with any invoices related to this or future transactions, constitutes the entire agreement between the Buyer and TCCSR. Any modifications or amendments must be documented in writing and signed by an authorized representative of TCCSR.

8. PAYMENT TERMS:
Ownership of the equipment transfers to the Buyer once full payment has been received by TCCSR. Until then, TCCSR retains a lien on the equipment. Payment is due upon presentation of the invoice. If credit terms are extended to the Buyer, payment is due as specified on the invoice. Late payments are subject to a finance charge of 2% per month or the maximum rate allowed by law, whichever is lower.

9. ASSIGNMENT:
The Buyer is not permitted to assign any agreements or invoices associated with this or future transactions without prior written consent from TCCSR, which may be withheld at the Seller’s discretion.

10. EQUIPMENT COLLECTION, STORAGE, & INSPECTION:
The Buyer is entitled to 14 days of free storage from the date of the invoice, not the date of release. After this period, storage fees will be charged at a rate of USD $2 per TEU per day, payable in full before the equipment is released. For collections from third-party storage depots, it is the Buyer’s responsibility to coordinate the collection with the depot and obtain written confirmation that the units are available for pickup. TCCSR shall not be liable for any costs associated with dry runs if this written confirmation is not obtained, drivers must not arrive at depots without prior communication from the depot stating that units are ready for collection. Containers will be released first from the out stack. If the Buyer requests specific units, they may “cherry-pick” by paying any required lift fees directly to the depot. In cases where TCCSR incurs additional lift fees due to this cherry-picking, these will be rebilled to the Buyer with a 100% markup on the original cost. The Buyer must inspect the container at the third-party depot before departure, and once the container leaves the depot, it is deemed fully accepted by the Buyer. If the container is delivered by TCCSR, the Buyer must complete an inspection before the delivery driver departs; failure to inspect the container before the driver’s departure constitutes acceptance of the container as-is.

11. REMOVAL OF MARKINGS & INDEMNIFICATION:
The Buyer must remove all markings and lettering on the Equipment pertaining to Seller and its ownership of the Equipment or, if sold on behalf of a third-party owner, pertaining to such third-party owner and its ownership of the Equipment. Such removal must include any owner identification, including prefixes, unit numbers, and consolidated data plates showing prefixes, unit numbers, CSC information, or ACEP information. Photo evidence must be supplied to demonstrate that the neutralization of the container has occurred. It is the Buyer responsibility to manage this process. If the neutralization is not performed, the Buyer will be in violation of this contract and will be liable for any and all legal proceedings in regards to the matter. The Buyer also agrees to indemnify and hold TCCSR harmless from any claims, liabilities, or damages, including legal fees, arising from the subsequent use, sale, or operation of the equipment.

12. MISCELLANEOUS PROVISIONS:
(a) Section headings are for convenience only and do not affect the interpretation of any part of this agreement.
(b) Any necessary adjustments in language to account for singular, plural, or gender-specific references will be assumed as required.

13. CANCELLATION POLICY:
It is the responsibility of the Buyer to inform TCCSR of their payment process. Invoices will remain open for a period of 3 days. If no payment is received within that time, a USD $75 cancellation fee will apply. If the invoice is paid in full, the sale is considered final, and ownership of the equipment transfers to the Buyer. Paid invoices are non-refundable and non-creditable. Once payment has been made, it is the Buyer’s responsibility to remove the equipment from TCCSR’s storage. If not removed, the Buyer must either arrange for delivery to their customer, transfer the equipment to their own storage account, or continue paying TCCSR storage fees until the equipment is gated out.

By making payment of any invoice issued by Tradecorp Container Sales & Rental (TCCSR), the Buyer acknowledges and agrees that they have had the opportunity to review and understand TCCSR’s Terms and Conditions. The Buyer further agrees that payment constitutes full acceptance of all provisions within these Terms and Conditions, including but not limited to disclaimers of liability, warranties, governing law, and applicable fees or penalties. The Buyer waives any right to contest that they have not read, understood, or accepted these Terms and Conditions upon payment.