Terms of Service

PLEASE READ THESE TERMS AND CONDITIONS OF USE CAREFULLY BEFORE USING THIS SITE.

By accessing or using this website at www.shipseamless.com (the “Site”) you explicitly agree to comply with, and be bound by, the following terms and conditions (the “Terms and Conditions”).  Seamless Logistics may change or modify these Terms and Conditions at any time without notice to you.  It is your responsibility to periodically review these Terms and Conditions for updates or changes.  By using this website from time to time, it is presumed that you have read through these Terms and Conditions; failure to do so shall be a complete bar on any and all claims in law or equity that you bring against Seamless Logistics for any reason whatsoever. Your acceptance of these Terms and Conditions is an electronically binding agreement upon you. If you do not accept these Terms and Conditions, please do not participate in using the services offered by and through Seamless Logistics.

Seamless Logistics provides you with access to this Site and the services available on it (collectively, the “Services”). Access to and use of the Services shall be governed at all times by these Terms and Conditions.

PRIVACY AND YOUR PERSONAL INFORMATION

For information about Seamless Logistics’ data protection practices, please read our Privacy Policy (the “Policy”), which is hereby incorporated into this Agreement. This Policy explains how we treat your personal information when you utilize our Services. The Policy may be updated from time to time in our discretion. Changes will be effective upon their being posted to the Site.

SERVICES

Seamless Logistics offers logistics services to help businesses fulfill their transportation and shipping needs. By linking our customers to our vast network of national and international shipping providers, Seamless Logistics increases the efficiency and effectiveness of our customers’ supply chain management.

MODIFICATION OF SERVICES

Seamless Logistics expressly reserves the right to modify or discontinue the Services or any portion thereof, the offering of any information, goods, contents, products, services or otherwise, with or without notice. Seamless Logistics shall not be liable to you or any third party, should Seamless Logistics exercise its express right to modify or discontinue the Services or any portion thereof.

LIMITATION OF LIABILITY

IF YOU SHOULD HAVE A DISPUTE WITH A THIRD PARTY, SEAMLESS LOGISTICS IS IN NO WAY LEGALLY RESPONSIBLE FOR ANY CLAIMS IN LAW OR EQUITY; DEMANDS; OR ACTUAL, CONSEQUENTIAL, INCIDENTAL, NOMINAL, SPECIAL, OR PUNITIVE DAMAGES OF ANY TYPE, WHETHER KNOWN OR UNKNOWN, SUSPECTED OR UNSUSPECTED, DISCLOSED OR UNDISCLOSED, ARISING OUT OF, OR IN ANY WAY CONNECTED WITH SUCH CLAIM, DEMAND, OR DISPUTE.

IN NO EVENT SHALL SEAMLESS LOGISTICS, ITS OFFICERS, DIRECTORS, AGENTS, MANAGERS, AFFILIATES OR EMPLOYEES BE LIABLE FOR ANY INDIRECT, SPECIAL, ACTUAL, CONSEQUENTIAL, NOMINAL OR PUNITIVE DAMAGES OR LOSSES OF ANY KIND, INCLUDING BUT NOT LIMITED TO LOSS OF USE, LOSS OF PROFITS OR LOSS OF DATA, WHETHER IN LAW OR ANY DAMAGES CAPABLE OF REMEDY AT EQUITY ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THE SITE, MATERIALS OR SERVICES OR INFORMATION PROVIDED BY THIRD PARTIES.

Notwithstanding anything to the contrary set forth in this section, in the event a subsequent agreement entered into in connection with your use of the services provides for terms with respect to limitation of liability that is contradicted by this section, the terms with respect to limitation of liability set forth in such subsequent agreement will control and supersede this section with respect to such particular services.

Further notwithstanding the foregoing, some of the exclusions of certain warranties and/or the limitation and/or exclusion of warranties may not apply to you, as some jurisdictions do not allow it.

INDEMNITY

You agree, as additional consideration for your use of the Services, to fully indemnify and hold harmless Seamless Logistics and its officers, employees, agents, affiliates, partners, licensors, parents and subsidiaries from and against any demand or claim, including reasonable attorneys’ fees, made by any third party due to or arising out your use of the Services, your connection to the Services, your violations of the Terms and Conditions, any Content you submit, post, transmit or otherwise make available through the Services, or your violation of any rights of another.

WARRANTIES

This site, the materials, and the services are provided on an “as is” basis, without warranty of any kind, whether express or implied. You expressly agree that use of this site, the materials and/or the services or otherwise is at your sole risk. Seamless Logistics expressly disclaims any and all warranties, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, and non-infringement as to any materials, information, or other content on the site.

Seamless Logistics does not represent or warrant that the information, materials, or other content on the site is accurate, complete, reliable, current, or error-free. Seamless Logistics is not responsible for typographical errors or omissions relating to pricing, photography, text, or other content. Seamless Logistics and its officers, employees, agents, affiliates, partners, and licensors are not responsible for you, and you are solely and exclusively responsible for any damage to your computer, any loss of data, and any other negative consequences that may arise out of your use of our Services and materials accessed, via download or otherwise, from the Site. Any materials—including, without limitation, information, records, reports, and research—accessed, via download or otherwise, through the Site, are accessed at your sole and exclusive risk and discretion.

SEAMLESS LOGISTICS AND ITS OFFICERS, EMPLOYEES, AGENTS, AFFILIATES, PARTNERS, LICENSORS, PARENTS, AND SUBSIDIARIES MAKE NO WARRANTY, EXPRESS OR IMPLIED, THAT (i) THE SERVICES, INCLUDING WITHOUT LIMITATION MATERIALS PROVIDED TO YOU THROUGH THE SERVICES (e.g., INFORMATION, RECORDS, REPORTS AND RESEARCH) WILL BE ERROR-FREE, ACCURATE, TIMELY, SECURE, RELIABLE OR UNINTERRUPTED, FREE FROM VIRUSES, BUGS, DEFECTS OR DEFICIENCIES; (ii) THE SERVICES WILL MEET YOUR REQUIREMENTS; (iii) ANY SERVICES PURCHASED AND/OR ORDERS FULFILLED AND/OR OTHERWISE OBTAINED THROUGH YOUR USE OF THE SERVICES WILL BE DELIVERED TO YOU IN A TIMELY MANNER, IN WHOLE OR IN PART, OR AT ALL; WILL CONFORM TO THE SPECIFICATIONS SET FORTH IN ANY ORDER, IN WHOLE OR IN PART; OR WILL OTHERWISE MEET YOUR EXPECTATIONS; (iv) THE SERVICES PURCHASED AND/OR THE ORDERS FULFILLED AND/OR OTHERWISE OBTAINED THROUGH YOUR USE OF THE SERVICES WILL YIELD ANY PARTICULAR RESULTS FOR YOU; AND (v) ANY ERRORS IN THE SERVICES AND/OR THE SOFTWARE WILL BE CORRECTED.

Notwithstanding anything to the contrary set forth in this section, in the event a subsequent agreement entered into in connection with your use of the services provides for warranties contradicted by this section, the warranties set forth in such subsequent agreement will control and supersede this section with respect to such particular services.

No information, advice, or instructions—regardless of form of communication—provided to you from Seamless Logistics (whether through use of the services or from Seamless Logistics’ officers, employees, agents, partners, or licensors) will create any warranty other than those expressly set forth in these Terms and Conditions.

CHOICE OF LAW, WAIVER, CLAIMS

These Terms and Conditions shall be governed by the laws of the State of Ohio without regard to conflicts of law. Seamless Logistics’ failure to exercise or enforce any right or provision under these Terms and Conditions shall not be deemed a waiver of any future right or provision. If any provision or right contained in these Terms and Conditions is found by a court of competent jurisdiction to be invalid, such provision or right shall be severed from these Terms and Conditions and the remainder of these Terms and Conditions shall continue to be binding upon you to the maximum extent allowed by law.

Any and all claims or controversies arising out of or related to these Terms and Conditions will be settled in binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association (the “AAA”). Any and all claims or controversies must be arbitrated on an individual basis and must not be consolidated in any arbitration with any other claim or controversy of any other party. Such arbitration shall be conducted in Columbus, Ohio and any judgment rendered may be entered into any court having jurisdiction thereof. Either you or Seamless Logistics may seek any interim or preliminary relief from a court of competent jurisdiction in Ohio as may be necessary to protect the rights or property of you or Seamless Logistics.

With respect to any litigation based on, arising out of, or in connection with the use of this Site, the Services or the Materials, the parties hereby expressly submit to the personal jurisdiction of the State of Ohio located in Franklin County or the United States District Court for the Southern District of Ohio (and any courts of appeal respectively there from). The parties hereby expressly waive, to the fullest extent permitted by law, any objection that they may now or hereafter have to the laying of venue of any such litigation brought in any such court referred to above, including without limitation any claim that any such litigation has been brought in an inconvenient forum.

Regardless of any statute, law, regulation or otherwise to the contrary, and claim or controversy arising out of or related to the use of the Services or Site must be filed within one year after such claim or controversy arose. Failure to file such claim or controversy within the allotted one year shall be forever barred.

MISCELLANEOUS

CONFIDENTIALITY. The parties agree that the specific terms of these Terms and Conditions will not be disclosed to any person or entity, except as required by law, that is not a party to these Terms or their respective independent contractors, assignees or affiliates on a need-to-know basis, which may include, but not necessarily be limited to, each respective party’s legal counsel, bankers and/or investors.

PUBLICITY.  Notwithstanding the Confidentiality provisions of this Section, either party may issue press releases to announce the relationship formed herein and the services being offered.  Each press release prepared shall be submitted to the other party for approval.  Such approval may be withheld for any reason.

ENTIRE AGREEMENT.  This Agreement constitutes the entire agreement between the parties in respect of the Services.  Any modifications to these Terms and Conditions must be made in a writing executed by both parties, by your online acceptance of updated terms, or after your continued participation in the Services after such terms have been updated by Seamless Logistics.

RIGHTS CUMULATIVE.  The rights and remedies provided herein and in all other agreements, instruments, and documents delivered pursuant to or in connection with these Terms and Conditions, and by applicable law are cumulative and are in addition to and not exclusive of any other rights or remedies provided by law.

SEVERABILITY. The provisions of these Terms and Conditions are severable. If any clause or provision hereof shall be held invalid or unenforceable in whole or in part in any jurisdiction, then such invalidity or unenforceability shall affect only such clause or provision or part thereof in such jurisdiction and shall not in any manner affect such clause or provision in any other jurisdiction or any other clause or provision in these Terms and Conditions in any jurisdiction.

SUCCESSORS AND ASSIGNS.  You may not assign any of your rights or responsibilities hereunder without first receiving the prior written consent of Seamless Logistics.

HEADINGS. The section headings contained in these Terms and Conditions are included for convenience only, and shall not limit or otherwise affect the terms of these Terms and Conditions.

RELATIONSHIP OF THE PARTIES.  Nothing in these Terms and Conditions is to be construed as creating an agency, partnership, or joint venture relationship between the parties.

AUTHORITY. You represent and warrant that by accepting these Terms and Conditions and/or using the Services in any way, that you are not breaching any duty or obligation to any third-party and that the person executing these Terms and Conditions on behalf of it is the duly authorized representative of such party and authorized to bind it to the terms of these Terms and Conditions.