Shipper Agreement and Terms of Use

SHIPPER AGREEMENT AND TERMS OF USE

Every day, millions of vehicles move around with empty trunks, empty back seats, and spare luggage space. Using the latest technology and internet software, CitizenShipper.com offers various transporters and shippers a chance to fill those empty spaces by connecting shippers in need of low-cost shipping services to authorized carriers or casual and occasional transporters.

1. ACCEPTANCE OF TERMS

CitizenShipper.com provides a collection of online resources, including a load board, etc. (referred to hereafter as "the Service") subject to the following Agreement and Terms of Use ("Agreement"). By using the Service in any way, | ("Shipper") agrees to comply with the Agreement. In addition, when using particular CitizenShipper.com services, Shipper agrees to abide by any applicable posted guidelines for all CitizenShipper.com services, which may change from time to time. Should Shipper object to any term or condition of the Agreement, any guidelines, or any subsequent modifications thereto or become dissatisfied with CitizenShipper.com in any way, Shipper's only recourse is to immediately discontinue use of CitizenShipper.com. CitizenShipper.com has the right, but is not obligated, to strictly enforce the Agreement through self-help, community moderation, active investigation, litigation and prosecution.

2. ACCOUNT REGISTRATION AND CERTIFICATION

CitizenShipper.com requires Shipper to register with the Service by creating a username and password. Following successful username/password registration, and prior to being granted access to the Service, Shipper shall submit to a certification process in order to verify Shipper's identity.

3. CONTENT

Shipper understands that all postings (including, but not necessarily limited to, load information and/or information in the form of quotes or otherwise provided by carriers and/or transporters), messages, text, files, or other materials ("Content") posted on, transmitted through, or linked from the Service, are the sole responsibility of the person or entity from whom such Content originated. More specifically, Shipper is entirely responsible for each individual item ("Item") of Content that Shipper posts, emails or otherwise makes available via the Service. Shipper understand that CitizenShipper.com does not control, and is not responsible for Content made available through the Service, and that by using the Service, Shipper may be exposed to Content that is inaccurate, misleading, or otherwise objectionable. Furthermore, the CitizenShipper.com site and Content available through the Service may contain links to other websites, which are completely independent of CitizenShipper.com. CitizenShipper.com makes no representation or warranty as to the accuracy, completeness or authenticity of the information contained in any such site. Shipper linking to any other websites is at Shipper's own risk. Shipper agrees that Shipper must evaluate, and bear all risks associated with the use of any Content, that Shipper may not rely on CitizenShipper.com in respect of said Content, and that under no circumstances will CitizenShipper.com be liable in anyway for any Content or for any loss or damage of any kind incurred as a result of the use of any Content posted, emailed or otherwise made available via the Service. Shipper acknowledges that CitizenShipper.com does not pre-screen or approve Content or monitor the same, but that CitizenShipper.com shall have the right (but not the obligation) in its sole discretion to refuse, delete or move any Content that is available via the Service, for violating the letter or spirit of the Agreement or for any other reason.

4. LIMITATIONS ON SERVICE

Shipper acknowledges that CitizenShipper.com may establish limits concerning use of the Service, including the maximum number of days that Content will be retained by the Service, the maximum number of postings, or other Content that may be transmitted or stored by the Service, and the frequency with which Shipper may access the Service. Shipper agrees that CitizenShipper.com has no responsibility or liability for the deletion or failure to store any Content maintained or transmitted by the Service. Shipper acknowledges that CitizenShipper.com reserves the right at any time to modify or discontinue the Service (or any part thereof) with or without notice, and that CitizenShipper.com shall not be liable to Shipper or to any third party for any modification, suspension or discontinuance of the Service.

5. ACCESS TO THE SERVICE

Upon creation of a valid username and password and strictly contingent upon successful certification, pursuant to Paragraph 2 of the Agreement, CitizenShipper.com grants Shipper a limited, revocable, nonexclusive license to access the Service for Shipper's own personal use. Use of the Service beyond the scope of authorized access granted to Shipper by CitizenShipper.com immediately terminates said permission or license.

6. TERMINATION OF SERVICE

Shipper agrees that CitizenShipper.com, in its sole discretion, has the right (but not the obligation) to delete or deactivate Shipper's account, block Shipper's email or IP address, or otherwise terminate Shipper's access to or use of the Service (or any part thereof), immediately and without notice, and remove and discard any Content within the Service, for any reason, including, without limitation, if CitizenShipper.com believes that Shipper has acted inconsistently with the letter or spirit of the Agreement. Further, Shipper agrees that CitizenShipper.com shall not be liable to Shipper or any third-party for any termination of Shipper's access to the Service. Further, Shipper agrees not to attempt to use the Service after said termination.

7. APPROPRIATE USE

By registering with CitizenShipper.com, Shipper represents, warrants and covenants that (1) Shipper is at least 21 years of age; (2) Shipper is or represents a bona fide business entity; (3) Shipper's access to the Service is for commercial purposes and is limited to taking commercial advantage of the Service; (4) Shipper will not permit non-registered users to use the Service without the express permission of CitizenShipper.com; (5) Shipper will not disclose Shipper's CitizenShipper.com password or provide access to Shipper's CitizenShipper.com account to non-registered users without the express permission of CitizenShipper.com and (6) Shipper has provided an accurate description of all items posted on the Service.

By violating these warranties, Shipper risks having Shipper's account terminated by CitizenShipper.com without warning, in addition to being subject to any other legal remedies that may be available under the Agreement, or that may be available under state and/or federal law. To the extent CitizenShipper.com may have to sue Shipper to enforce any part of the Agreement, or other federal and state law violations committed by Shipper while accessing or using the Service, Shipper expressly agrees to bear the costs of that enforcement, including without limitation, all related attorneys' fees.

8. DISCLAIMER OF WARRANTIES

CitizenShipper.com facilitates the movement of shipments by maintaining an online load-matching service for use by transporters and shippers, but CitizenShipper.com does not arrange for the movement of shipments. All such arrangements are made by the users of the Service, and any terms and conditions of such shipment movement are solely between the transporter and the shipper. CitizenShipper.com assumes no liability or responsibility for the labeling, handling, packaging or preparation for transport of shipments posted with the Service and it makes no representations or warranties as to the transitworthiness of same or whether the same is, in fact, safe for handling or transport which remains the responsibility of the Shipper and/or the transporter or carrier as the case may be. No agency, partnership, joint venture, employee-employer, or franchisee-franchisor relationship is intended or created by Shipper's use of the Service or by the Agreement.

Shipper's use of the Service is at Shipper's own risk. While CitizenShipper.com makes reasonable efforts to post accurate and timely information, CitizenShipper.com makes no representations or warranties of the accuracy of the Service's content and assumes no liability or responsibility for inaccuracies, errors, or omissions in such content.

Neither CitizenShipper.com nor any other party involved in the creation, distribution, or display of the Service is liable for any lost profits or any direct, indirect, punitive, incidental, special, or consequential damages that result from the use, or inability to use, the Service, even to the event of its own negligence. WITHOUT LIMITING THE FOREGOING, AND TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, ALL CONTENT AND SERVICES PROVIDED TO SHIPPER THROUGH THE SERVICE ARE DELIVERED "AS IS" AND "AS AVAILABLE", WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

CitizenShipper.com does not warrant that the Service or its server(s) are free of viruses or other harmful components that may infect or damage Shipper's computer equipment or other property as a result of Shipper accessing, browsing, and/or using the Service, downloading information, or printing information through the Service.

CitizenShipper.com makes no representations or warranties as to the certification of and/or qualifications of a carrier or transporter either generally or with respect to any shipment posted on the Service. In this regard the Shipper acknowledges that carriers or transporters are solely responsible for ensuring that they are and remain in full compliance as to any federal, state or provincial laws governing the handling and carriage of shipments including the exportation or importation of shipments to and from the United States and Canada as the case may be. Without restricting the generality of the foregoing, the Shipper accepts the risk of any delay or non-delivery of any shipment on account of (i) the non-compliance of any law or regulation by the carrier or transporter, (ii) any act or authority of any government or regulatory authority and/or (iii) the laws of any country having the effect of prohibiting or delaying the entry of a shipment for delivery to destination.

9. LIMITATIONS OF LIABILITY

UNDER NO CIRCUMSTANCES SHALL CITIZENSHIPPER.COM BE LIABLE FOR DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES (EVEN IF CITIZENSHIPPER.COM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM ANY OF SHIPPER'S USE OF THE CITIZENSHIPPER.COM SITE OR THE SERVICE, WHETHER THE DAMAGES ARISE FROM USE OR MISUSE OF THE CITIZENSHIPPER.COM SITE OR THE SERVICE, FROM INABILITY TO USE THE CITIZENSHIPPER.COM SITE OR THE SERVICE, OR THE INTERRUPTION, SUSPENSION, MODIFICATION, ALTERATION, OR TERMINATION OF THE CITIZENSHIPPER.COM SITE OR THE SERVICE. SUCH LIMITATION SHALL ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY REASON OF OTHER SERVICES OR PRODUCTS RECEIVED THROUGH OR ADVERTISED IN CONNECTION WITH THE CITIZENSHIPPER.COM SITE OR THE SERVICE OR ANY LINKS ON THE CITIZENSHIPPER.COM SITE, AS WELL AS BY REASON OF ANY INFORMATION OR ADVICE RECEIVED THROUGH OR ADVERTISED IN CONNECTION WITH THE CITIZENSHIPPER.COM SITE OR THE SERVICE OR ANY LINKS ON THE CITIZENSHIPPER.COM SITE. THESE LIMITATIONS SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. In some jurisdictions, limitations of liability are not permitted. In such jurisdictions, some of the foregoing limitation may not apply to Shipper.

 

10. INDEMNITY

Shipper agrees to indemnify and hold CitizenShipper.com, its officers, subsidiaries, affiliates, successors, assigns, directors, officers, agents, service providers, suppliers and employees, harmless from any claim or demand, including reasonable attorney fees and court costs, made by any third party due to or arising out of Content Shipper submits, posts or makes available through the Service, Shipper's use of the Service, Shipper's violation of the Agreement, Shipper's breach of any of the representations and warranties herein, or Shipper's violation of any rights of another.

11. INSURANCE [OPTIONAL]

Shipper may, at its option, and at its sole cost and expense, procure cargo insurance in such amounts as it deems appropriate. Shipper agrees to hold CitizenShipper.com harmless with respect to lost, damaged or delayed shipment. CitizenShipper.com has no responsibility to procure any insurance covering loss, damage or delay to Shipper's cargo. Shipper may, if it so chooses, authorize CitizenShipper.com to facilitate, on Shipper's behalf, the cargo insurance coverage made optional by this Agreement and in such case the Shipper must give CitizenShipper.com instructions in writing to arrange insurance a reasonable time before the tender of goods to a carrier or transporter. In such case, Shipper shall pay amounts reflecting all of CitizenShipper.com's expenses and costs in obtaining and administering such coverage. Shipper recognizes that CitizenShipper.com is (i) not in the business of selling insurance, and any insurance coverage requested by Shipper from CitizenShipper.com is subject to all of the terms, conditions, and exclusions of the actual policy issued by the insurance underwriter and (ii) is not liable if the Shipper for any reason whatsoever fails to recover a loss in whole or in part from an insurer under a policy, even though the premium charged by the insurer is different from the expenses or costs that CitizenShipper.com charges to the Shipper. If coverage offered to be facilitated by CitizenShipper.com is not satisfactory, CitizenShipper.com may recommend an insurance broker to arrange insurance. After making this recommendation, CitizenShipper.com has no further duty regarding insurance and no liability for loss of or damage to shipments.

12. VIOLATION OF TERMS AND LIQUIDATED DAMAGES

CitizenShipper.com's failure to act with respect to a breach by Shipper or others does not waive its right to act with respect to subsequent or similar breaches.

Shipper understands and agrees that, because damages are often difficult to quantify, if it becomes necessary for CitizenShipper.com to pursue legal action to enforce any part of the Agreement, Shipper will be liable to pay CitizenShipper.com the following amounts as liquidated damages, which Shipper accepts as reasonable estimates of CitizenShipper.com's damages for the specified breaches of the Agreement:

(a) If Shipper posts Content that (1) impersonates any person or entity; (2) falsely states or otherwise misrepresents Shipper's affiliation with a person or entity; or (3) that includes personal or identifying information about another person or entity without that person or entity's explicit consent, Shipper agrees to pay CitizenShipper.com one thousand dollars ($1,000) for each item of Content posted.

(b) If Shipper posts Content in violation of the Agreement, other than as described above, Shipper agrees to pay CitizenShipper.com one hundred dollars ($100) for each item of Content posted. In its sole discretion, CitizenShipper.com may elect to issue a warning before assessing damages.

Otherwise, Shipper agrees to pay CitizenShipper.com's actual damages, to the extent such actual damages can be reasonably calculated. Notwithstanding any other provision of the Agreement, CitizenShipper.com retains the right to seek the remedy of specific performance of any term contained in these Terms, or a preliminary or permanent injunction against the breach of any such term or in aid of the exercise of any power granted in the Agreement, or any combination thereof.

Shipper agrees that CitizenShipper.com's damages can be charged using any payment methods provided to CitizenShipper, at CitizenShipper.com's discretion. 

13. MODIFICATIONS TO THIS AGREEMENT

CitizenShipper.com reserves the right, at our sole discretion, to change, modify or otherwise alter these terms and conditions at any time. Such modifications shall become effective immediately upon the posting thereof. Shipper must review this agreement on a regular basis to keep apprised of any changes. Shipper can find the most recent version of the Agreement at:http://www.citizenshipper.com

14. GENERAL INFORMATION

The Agreement constitutes the entire agreement between Shipper and CitizenShipper.com and governs Shipper's use of the Service, superseding any prior agreements between Shipper and CitizenShipper.com. The Agreement and the relationship between Shipper and CitizenShipper.com shall be governed by the laws of the State of Colorado without regard to its conflict of law provisions. Shipper and CitizenShipper.com agree to submit to the personal and exclusive jurisdiction of the courts located within the county of Arapahoe, Colorado. The failure of CitizenShipper.com to exercise or enforce any right or provision of the Agreement shall not constitute a waiver of such right or provision. If any provision of the Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Agreement remain in full force and effect. Shipper agrees that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or the Agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred.